IMPORTANT NOTICE: THIS AGREEMENT CONTAINS A BINDING ARBITRATION CLAUSE AND CLASS ACTION WAIVER THAT IMPACT YOUR RIGHTS ABOUT HOW TO RESOLVE DISPUTES. ANY SUCH DISPUTE OR CLAIM WILL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION OR ARBITRATION. THESE TERMS ALSO CONTAIN A DISCLAIMER OF WARRANTIES AND A DISCLAIMER OF LIABILITY, AS WELL AS A RELEASE AND INDEMNIFICATION BY YOU. PLEASE READ THE TERMS CAREFULLY.
AGREEMENT TO TERMS
Acceptance of Terms
Changes to Terms
HomeCloud reserves the right, at its sole discretion, to modify or replace these Terms at any time, with or without prior notice to the User. Any such modification or replacement will be effective immediately upon posting. Your continued use of our Services following any such modification or replacement constitutes your acceptance of these modified or replacement Terms. If you do not agree to any modification or replacement of these Terms, you must stop using the Services. HomeCloud encourages you to review the Terms each time you use the Services to ensure you understand the terms and conditions that apply to your access to and use of the Services.
Eligibility and Consent
If you are accessing and using the Services, you affirm that you are at least 18 years of age or the age of majority in your jurisdiction, whichever is greater, and are fully able and competent to enter into, and comply with, the Terms. If you are accessing and using the Services on behalf of a company or other legal entity, you represent that you have the authority to bind that entity to the Terms. In that situation, "you" and "your" will refer to both you and that entity.
Other Program Terms
Certain programs offered by HomeCloud through the Services may have additional terms and conditions (the “Additional Program Terms”). If you elect to purchase or participate in one of these programs, HomeCloud will communicate the applicable Additional Program Terms to you. By participating in that program, you acknowledge that you have read, understood, and agree to be bound by the Additional Program Terms, which will be deemed to be a part of the Terms.
HomeCloud provides Home Certification Services and helps homeowners manage their properties through the Sites. This can include connecting homeowners with providers of home-related products and services (each, a “Service Provider”).
HomeCloud does not deliver, and is not responsible for, any Service Provider’s products, services or advice. HomeCloud is not an agent of any Service Provider, and Service Providers are not employees or agents of HomeCloud. Neither HomeCloud nor any third party that refers you to the Services sponsors, endorses, recommends or approves any Service Provider. While we try to confirm that Service Providers meet certain requirements, we cannot and do not represent or warrant that any Service Provider is licensed, qualified, bonded, insured or capable of performing any service. We do not make any guarantees, warranties or representations of any kind regarding any Service Provider or any products, services or advice of any Service Provider, and neither we nor any third party that refers you to the Services will be responsible for any action or inaction of any Service Provider. For additional clarity, any reference to or use by any Service Provider of any Services, Sites, or trademarks or other brands or names of HomeCloud does not in any way change the disclaimers by HomeCloud regarding Service Providers as described in this paragraph. Reference to any products, services or other information by trademark, manufacturer, supplier or otherwise does not constitute or imply an endorsement, sponsorship or recommendation by us. We do not guarantee that the Services can match a User’s service needs with a Service Provider or that there are Service Providers in a User’s area that are capable of and willing to meet a User’s service needs. Any quote or estimate provided in connection with the Services is only a guide, not a contractually binding offer, and is not a guarantee of the actual cost of your specific project. When a Service Provider provides you with products, services or advice, your rights will be governed by your contract with the Service Provider and by applicable federal, state and local laws.
Accounts and Charges for Users
Account registration is required for Users to receive or use certain Services. When you open or confirm an account, you will be required to provide us with specified personal information, which may include your name, address, mobile phone number, and (if applicable) credit card payment details. You must keep your account information complete, accurate and current at all times. You agree to maintain the security of your account information and that you are responsible for all activity in connection with your account. By creating your account, you agree that communication may be made with you via telephone, email, text (SMS) message or other reasonable electronic or non-electronic means, at any of the contact numbers or addresses you provide, as part of the normal business operation of the Services.
When Service Providers perform work for you, you will be charged for the products or services they provide ("Service Provider Charges"). HomeCloud may charge you for certain products or services that are provided by HomeCloud ("HomeCloud Charges"). You will be informed of HomeCloud Charges before products or services are provided by HomeCloud, as the case may be (including, in the case of HomeCloud Charges, any cancellation fees and terms). HomeCloud may offer discounts on HomeCloud Charges from time to time in its sole discretion; to receive those discounts, you must comply with the terms and conditions HomeCloud specifies for the discount. You should confirm Charges each time you request or contract for products or services. Applicable sales tax will be added to all Charges where required by law.
Payments for HomeCloud Charges are immediately due and payable to HomeCloud upon provision of the applicable Services, and are final and non-refundable except as set forth in the Terms. Payment terms for Service Provider Charges will be as agreed upon between you and the Service Provider. You acknowledge and agree that your purchases of services and products directly from a Service Provider are transactions between you and that Service Provider, and not with HomeCloud. When you use a credit card to pay for HomeCloud Charges, you represent and warrant that the credit card information you provide is accurate and that you are authorized to use it to pay the Charges. You agree not to initiate a chargeback with your credit card issuer unless and until you have exhausted all attempts to resolve any disputes directly with HomeCloud, and you understand that initiating a chargeback does not extinguish your obligation to pay.
Consent for Communications
When you communicate with us, when we communicate with you, or when you communicate with a Service Provider through the Services, via call, text, chat, e-mail, video, or other types of electronic messaging methods, we may monitor and/or record those communications for quality assurance and customer satisfaction purposes. In those jurisdictions where consent is required for a party to record a telephone call, you consent to us recording such calls.
By providing your telephone number(s), you consent to receive autodialed, prerecorded, or artificial voice calls and text (SMS) messages:
- If you are a User, by HomeCloud, Service Providers and other companies that help connect you to Service Providers about your project and other home-related services that may be of interest to you; and
- If you are a Service Provider, by HomeCloud and other companies that help connect you with Users.
Agreeing to receive marketing calls or text (SMS) messages is not a condition of purchasing any goods or services.
We may also contact you for servicing your account, addressing complaints, billing or other account-related matters, or other purposes reasonably related to the Services.
Subject to these Terms, HomeCloud grants you a limited, non-exclusive, non-transferable, non-sublicensable and fully revocable license to access and use the Services during the time that you are in compliance with these Terms.
The Services, including all materials, content and information therein and their selection, arrangement and composition, and all trademarks, service marks or other brands or names of HomeCloud (collectively, the "Content"), are the proprietary property of HomeCloud and its suppliers and licensors and are protected by United States and international intellectual property laws, including trademark and copyright laws. You agree not to remove, alter or obscure any copyright, trademark or proprietary rights notice incorporated in the Content or accompanying the Services. Except for the limited license explicitly granted to you under the Terms, no other license is granted to you, whether by implication, estoppel or otherwise and all rights are explicitly reserved.
You may not reverse engineer, decompile, disassemble or otherwise attempt to derive the source code or architectural framework for the Services (except to the extent specifically permitted by applicable law).
You may not access, download, monitor, or copy any Content contained on or in the Sites or otherwise in the Services through automated or artificial means (including screen and database scraping, spiders, robots, crawlers, deep-link, or any similar or equivalent automatic or manual process), or in any way obtain or attempt to obtain any Content through any means that HomeCloud does not intentionally make available through the Services. However, general purpose Internet search engines and non-commercial public archives that use tools to gather information for the sole purpose of displaying hyperlinks to the Services are granted a limited exception from the foregoing exclusion, provided that they do so from a stable IP address or range of IP addresses using an easily-identifiable agent that adheres to all limitations set forth in any applicable robots.txt file. You may not harvest information about Users or Service Providers for any purpose.
You may not frame any part of the Services. You may not use, or attempt to use, the Services through any means not explicitly and intentionally made available, provided or intended with respect to the Services (including attempting to gain unauthorized access to any portion of the Sites, the Services, or any other systems connected to the Sites and Services). You may not use or access the Sites or the Services in any manner that could damage, disable, overburden, or impair the Services or that could interfere with the rights of or otherwise harm HomeCloud, Service Providers, other Users or any other person.
You agree that, in using the Services and interacting with HomeCloud, Service Providers and/or Users (as the case may be), you will not (i) engage in any form of harassment or offensive behavior, including making abusive, threatening, defamatory, racist, obscene, or offensive statements; (ii) engage in deceptive or fraudulent behavior; (iii) infringe or violate the privacy rights, property rights or any other rights of any person or entity; or (iv) violate any applicable law, rule or regulation.
Accurate Account Information
If you are a User, you will be asked to disclose certain information about yourself, your home, and your service requirements when you open or confirm your HomeCloud account. You agree to provide us with accurate, complete and up to date information and to keep it updated, complete and correct. You verify that you are the current subscriber or owner of any telephone number that you provide. You are strictly prohibited from providing a telephone number that is not your own. If we discover that any information provided in connection with your registration is false or no longer accurate, we may suspend or terminate your account at any time if you do not correct or update such information.
User Submissions and Collected Information
You agree and acknowledge that HomeCloud and Service Providers may collect data, text, photos, videos, measurements, comments, reviews, feedback, notes, ideas, know-how, techniques, or other information (individually and collectively, "Information") before, during, and after the provision of Services, or otherwise in connection with the Services (individually and collectively, "Collected Information"). If you (or your agents or authorized representatives) order a HomeCloud service and provide your Information to be used in that service, then Collected Information includes the provided Information.
The Services may permit you and Service Providers to submit Information (individually and collectively, "User Submissions"). The person submitting a User Submission, and not HomeCloud, is solely responsible for that person’s User Submission and the consequences of submitting it. You acknowledge and agree that HomeCloud has no obligation to pre-screen or verify your or any other person’s User Submissions.
Knowingly submitting false names, contact information, home details, or not keeping the aforementioned information updated, could result in harm to consumers (including violations of privacy) and significant legal and regulatory liability, damages, penalties and costs for HomeCloud and Service Providers. Accordingly, if you knowingly input false information in a service request, including any name, telephone number or other contact information that is not yours, or if you fail to keep the personal information and home details in your HomeCloud account current and correct, you agree to fully indemnify and be liable to HomeCloud and each Service Provider or other party who accepts that service request for any claims (including claims under the Federal Telephone Consumer Protection Act or its state law equivalents), losses, liabilities, damages (direct, punitive, consequential or other), fines, penalties, and costs and expenses (including reasonable attorneys’ fees) incurred by the affected parties in connection with the false or incorrect information. We have the exclusive right to choose counsel, at your expense, to defend any such claims.
You agree not to post, submit or link to any User Submissions or material that (i) is prohibited under the section above entitled Permissible Use; (ii) directly or indirectly directs persons to another online or offline location that provides products or services similar to the Services; (iii) involves unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of solicitation; or (iv) facilitates gambling, gaming, raffles, lotteries, sweepstakes, and/or any other activity featuring the award of a prize.
We do not approve, control or endorse your or anyone else's User Submissions and have no obligation to do so. However, we reserve the right (but assume no obligation) to pre-screen, refuse, remove or modify User Submissions for any reason, at our sole discretion. HomeCloud also reserves the right to review User Submissions in accordance with the [HomeCloud Certification Standards].
If you elect to provide or make available to HomeCloud any suggestions, comments, ideas, improvements or other feedback relating to the Services or otherwise (“Suggestions”), HomeCloud will be free to use, disclose, reproduce, have made, modify, license, transfer and otherwise utilize and distribute your Suggestions in any manner, without credit or compensation to you.
HomeCloud makes no representation or warranty about the accuracy or suitability of the User Submissions or other information displayed on the Sites or provided through the Services. We use commercially reasonable efforts to promptly update any incorrect information displayed on the Sites, when we are notified or otherwise become aware of such inaccuracy. We do not have any obligation to contact you to update or correct any information previously accessed by or provided to you through the Services.
Posting and Transfer of User Submissions and Collected Information
Our Services may allow you to publicly post User Submissions and Collected Information, and to transfer them to another user or to any person that has purchased your residence. You represent and warrant that you have full right, power, and authority to post and transfer the User Submissions and Collected Information, and that doing so will not violate the rights or interests of a third party. HomeCloud is not responsible for any loss, damage, mutilation, alteration, theft, deletion or modification of any User Submissions and Collected Information. You should always maintain a backup copy of your User Submissions and Collected Information.
Third-Party Intellectual Property
The Services may contain links to third party websites, advertisements, services, offers, activities or other content (collectively, "Third-Party Materials"), and Third-Party Materials may be provided on the HomeCloud Sites as part of the Services. These Third-Party Materials are not owned or controlled by HomeCloud. These Third-Party Materials are provided for your reference and convenience only, and do not imply any endorsement, sponsorship or recommendation by HomeCloud. All non-HomeCloud trademarks, product names and logos appearing on our Services are property of their respective owners.
If you believe that your work has been reproduced in connection with the Services in a manner that constitutes copyright infringement, you may electronically submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by sending an email notification to HomeCloud at the email address below, with the following information: (i) a physical or electronic signature of the person authorized to act on behalf of the owner of the copyright interest, (ii) identification of the copyrighted work claimed to have been infringed, (iii) a description of where the material that you claim is infringing is located within the Services, (iv) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if available, an e-mail address, (v) a signed statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law, and (vi) a signed statement that the information in the notification is accurate, and under penalty of perjury, that you are the copyright owner or you are authorized to act on behalf of the owner.
Notification pursuant to the DMCA should be submitted to firstname.lastname@example.org.
As an express condition of using HomeCloud’s Sites and Services, you agree to pay all fees and any applicable taxes associated with the Services provisioned to you. You acknowledge that amounts billed may vary due to promotional offers, changes to account and Pricing structure and changes to associated taxes, and you authorize HomeCloud to bill you accordingly. You shall be responsible for all fees incurred under your account regardless of your awareness of such fees or the amounts thereof.
You acknowledge that HomeCloud reserves the right to terminate your access to Sites and Services for failure to pay fees associated with the provision of our Services.
All of the fees associated with the Services will be billed to the credit card with which you provide us. You authorize the card issuer to pay any amounts described and agreed upon for the Services.
You agree to provide current, complete and accurate billing and credit card information. You agree to promptly update card numbers, expiration dates and billing address to keep your account current and accurate. You must update your card in the event it is lost or stolen.
You authorize HomeCloud to send you notifications in the event the card you provide us expires. You acknowledge and agree that HomeCloud reserves the right to charge any replacement or renewal card issued to you to the same extent that we charged the expired credit card. If our fees are not paid by your credit card issuer, you agree to pay all amounts agreed to and due immediately. You agree to pay all costs of collection efforts, including attorney fees & costs.
Failure to maintain current, complete, and accurate billing and credit card information may affect your use and access to the Sites and Services.
All fees associated with the Services are collected and distributed through a third-party payment processing service, therefore you may be required to register with a third-party payment processor (“PSP”). HomeCloud may replace its PSP without notice to you. Additionally, you may be required to agree to terms of service of the PSP, and go through a vetting process at the request of the PSP to set up their account with the PSP (the “PSP Services Agreement”). By accepting these Terms, you agree that they have reviewed and agreed to the PSP Services Agreement. Please note that HomeCloud is not a party to the PSP Services Agreement and that you, the PSP and any other parties listed in the PSP Services Agreement are the parties to the PSP Services Agreement and that HomeCloud has no obligations, responsibility or liability to you or other party under the PSP Services Agreement. To help prevent fraud and safeguard your information from the risk of unauthorized access, HomeCloud and/or the PSP may validate an account before activation.
HomeCloud reserves the right, but not the obligation, in its sole discretion, upon request or claim from you, or upon notice of any potential fraud, unauthorized charges or other misuse of the Sites and Services, to (1) place on hold any fees, charges, payment, or (2) refund or provide credits, or arrange for the PSP to do so. Should you have a claim, please contact us at [email@example.com].
Payment processing services for accounts on HomeCloud Payments are provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). By agreeing to these terms or continuing to operate as a user on the Sites, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of HomeCloud enabling payment processing services through Stripe, you agree to provide us accurate and complete information about you and your business, and you authorize HomeCloud to share it and transaction information related to your use of the payment processing services provided by Stripe.
In the limited cases where we process a refund, the purchase price will be credited to your original payment method. If you paid with a credit card, we will make the refund only to the card you used for the payment, not another card. If the card used to make the payment is inactive or has been cancelled, the card issuer should apply the refund to your new card or send you a refund. Please contact your card issuer for more information. If you are receiving services from a Service Provider, your rights will be governed by your contract with the Service Provider and by applicable federal, state and local laws. HomeCloud will not provide a refund for Service Provider work under any circumstances.
HomeCloud’s relationship with its Users shall be that of independent contractor and nothing herein shall be construed to create a partnership, joint venture, or employer-employee relationship.
If a User account remains inactive for one year or more, HomeCloud reserves the right to terminate the account, including any credits, incentives, rewards or the like associated with the account.
We reserve the right to modify, restrict access to, or discontinue the Services (or any portion of the Services), temporarily or permanently, with or without notice to you, and we are not obligated to support or update the Services. Unless explicitly stated otherwise, any new features that augment or enhance the current Services shall be subject to these Terms.
We reserve the right to refuse service to anyone. We reserve the right, with or without notice, and in our sole discretion, to terminate any license to the Services, in whole or in part, and to terminate, limit or prevent any User’s or Service Provider’s future access to and use of the Services, for any at any time and for any reason (including those specifically described in these Terms).
ADDITIONAL TERMS FOR SERVICE PROVIDERS
General Terms for All Service Providers
If you solicit, accept or perform services through the Sites and Services, you agree that:
- You will solicit, accept and perform work only if you possess the qualifications, experience and skill necessary to complete such work;
- You will have (and will continue to maintain) current valid licenses, authorizations, insurance and bonding required by all applicable authorities for any work you solicit, accept or perform; and
- To the extent professional liability insurance is required for the kind of work you are doing (e.g., under applicable laws, rules, and regulations,), you will obtain and maintain that insurance.
You agree that, in performing work that you received through the Sites and Services:
- You will complete the work in a professional manner, with the degree of skill and care that is required by best industry standards;
- You will complete the work in a timely manner;
- You will comply with all applicable laws, rules and regulations;
- You will not engage in any acts of wrongdoing, dishonesty or unethical business practices, including bait and switch tactics, misleading advertising or claims, or calling or continuing to call a User who has requested not to be called;
- You will provide HomeCloud with any requested documentation associated with the work you complete, including but not limited to, purchase receipts, reports, pictures, videos, model numbers, paint colors, materials used, and any other information we deem relevant to update a home’s HomeCloud profile;
- You will not engage in spoofing or any other false identification, whether by telephone, text (SMS), email or other means; and
- You will not make any representations, promises, guarantees or warranties on behalf of HomeCloud.
HomeCloud may provide you with personal information relating to Users that are seeking products or services. You agree that:
- You will not use such personal information except as required to provide your products or services to such individual;
- You will not disclose, rent, sell or otherwise provide this information to others without HomeCloud’s and such individual’s consent;
- You will not use this information to market your products or services (or those of any third party) to such individual, unless HomeCloud notifies you that such marketing is permitted;
- You will not use, or attempt to use, this information in a manner that would violate the Terms or for any purpose not intended by HomeCloud;
- You will take reasonable and appropriate administrative, physical and technical measures to protect the security, integrity and confidentiality of User information that you receive from HomeCloud; and you will promptly report all data breaches or other information security events involving User information to HomeCloud; and
- You will not represent that you are an employee or agent of HomeCloud
You agree that you will cooperate with HomeCloud if we attempt to facilitate the resolution of any customer dispute or complaint between you and a User to whom you provide (or have been booked to provide) product, services or advice. However, we will not be liable to you, the User or any other person for the resolution of (or failure to resolve) any such matter. We reserve the right to charge you for any amounts we pay to a User in connection with any such dispute or complaint, and you agree to reimburse HomeCloud for any such payments and for any costs, expenses or attorneys’ fees that we incur in connection with such dispute.
You agree that HomeCloud has the right to disclose any information we have regarding you to any authorities requesting information from us regarding any product, services or advice you have provided or proposed to provide or any Services we have provided to you.
As a Service Provider, you agree and acknowledge that HomeCloud cannot and does not guarantee the results of any Services provided by HomeCloud, including the exposure you will receive as part of the Services, the number or quality of potential customers with whom you will have contact, or whether a homeowner will actually contract with you to do the work. You acknowledge that HomeCloud will determine in its sole discretion the manner and terms of Services provided to Service Providers.
ADDITIONAL LEGAL TERMS
Except as expressly provided in our 90-day HomeCloud Warranty (located here), the Services are provided on an "as is" basis without warranties of any kind, either express or implied. To the fullest extent permitted by law, HomeCloud disclaims all warranties, express, implied, statutory, and otherwise, in connection with the Services and your use of or transactions with HomeCloud, Service Providers or other third parties, including any implied warranties of title, merchantability, fitness for a particular purpose, satisfactory quality, security, accuracy, availability, use of reasonable care and skill, and non-infringement, as well as warranties arising by usage of trade, course of dealing, and course of performance.
Limitation of Liability
In no event will HomeCloud be liable to you or any third party for any cost of cover, lost profits or direct, indirect, incidental, special, punitive, or consequential damages whatsoever arising out of, based on, or resulting from your use of the Services and your use of, or transactions with, HomeCloud, Service Providers or other third parties, whether based on warranty, contract, tort, negligence or any other legal theory, whether or not such damages are foreseeable and whether or not HomeCloud is advised of the possibility of such damages. The foregoing limitation of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction.
In no event will the liability of the collective HomeCloud Parties arising out of or in connection with the Terms, the Services, and your use of, or transactions with, HomeCloud, Service Providers or other third parties exceed the amount you have paid to HomeCloud for use of the applicable Services in the preceding 12-month period minus any claims pending or paid out through the 90-Day HomeCloud Warranty.
Any claims relating to the Services or the Terms must be brought within one (1) year from the date the cause of action arose. Claims brought after such a period will be VOID.
In addition to your indemnification obligations with respect to false or incorrect information (described above), you agree to indemnify, defend and hold harmless HomeCloud from and against any claims, disputes, demands, losses, obligations, liabilities, expenses, damages and costs (including attorneys’ fees) due to or arising out of (2) your transactions with Service Providers or other third parties, or (3) any violation by you of any of the Terms or applicable laws. HomeCloud reserves the right, at its own cost and sole discretion, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with HomeCloud in asserting any available defenses.
You agree that you bear all risk and, in consideration of the services provided by HomeCloud, you hereby release HomeCloud, its affiliates, and their respective officers, directors, employees, contractors, shareholders, agents, representatives, licensors, licensees and suppliers (collectively, the "HomeCloud Parties") from all claims, demands, liabilities and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, now and in the future, arising out of or in any way connected with your use of the Services and your use of, or transactions with, HomeCloud, Service Providers or other third parties (including any claims under the federal Telephone Consumer Protection Act, Truth In Caller ID Act or Telemarketing Sales Rule and any state equivalents, and any federal or state tort or consumer protection laws). You further waive any and all rights and benefits otherwise conferred by any statutory or non-statutory law of any jurisdiction that would purport to limit the scope of a release or waiver. You waive and relinquish all rights and benefits which you have or may have under Section 1542 of the civil code of the state of California or any similar provision of the statutory or non-statutory law of any other jurisdiction to the full extent that you may lawfully waive all such rights and benefits.
You agree that any dispute or claim arising out of or relating in any way to the Terms, your access to or use of the Services or the Sites or any relationship between us, including the validity, applicability or interpretation of the Terms (any of these, a “Dispute”) will be resolved by binding arbitration rather than in court. There is no judge or jury in arbitration, and court review of an arbitration award is limited.
The arbitration will be conducted by the American Arbitration Association (AAA) under its then-applicable rules, including (as appropriate) its Supplementary Procedures for Consumer-Related Disputes. The AAA's rules are available at http://www.adr.org/. Payment of all filing, administration and arbitrator fees will be governed by the AAA’s rules. The arbitration shall be conducted in the English language by a single independent and neutral arbitrator. For any hearing conducted in person as part of the arbitration, you agree that the hearing will be conducted in Durham County, North Carolina or the city within the United States in which you reside. Without limiting the jurisdiction of any other court, you admit and further irrevocably agree to submit to the personal jurisdiction of the courts located within Durham County, North Carolina for the purpose of entering judgments on arbitral awards.
Any Dispute will be conducted only on an individual basis and not in a class, consolidated or representative action or arbitration or as a named or unnamed member in a class, consolidated, representative or private attorney general legal action. Your access and continued use of the Sites and/or the Services signifies your explicit consent to this waiver.
If for any reason a claim proceeds in court rather than in arbitration, we each waive any right to a jury trial and agree that such claim shall be brought only in courts of competent jurisdiction located in Durham County, North Carolina. You hereby submit to the personal jurisdiction and venue of such courts and waive any objection on the grounds of venue, forum non conveniens or any similar grounds with respect to any such proceeding.
Notwithstanding anything to the contrary, you and HomeCloud may seek injunctive relief and any other equitable remedies from any court of competent jurisdiction to protect intellectual property rights, whether in aid of, pending or independently of the resolution of any Dispute pursuant to the arbitration procedures set forth above.
You agree that the Terms and any Dispute will be governed solely by United States and North Carolina state law, without regard to conflict of law provisions.
A User’s rights under an agreement with a Service Provider will be governed by the terms of that agreement and by applicable federal, state, and local laws.
If any of the HomeCloud Parties take legal action against you as a result of your violation of these Terms, the HomeCloud Parties will be entitled to recover from you, and you agree to pay, all reasonable attorneys' fees and costs of such action, in addition to any other relief granted to the HomeCloud Parties.
All references to “dollars” or “$” in the Terms or on the Sites refer to United States dollars. Unless otherwise indicated, the words “include,” “includes” and “including,” when used in the Terms, shall be deemed in each case to be followed by the words “without limitation.”
The Terms, and any rights and licenses granted hereunder, may be transferred or assigned by you only with HomeCloud's prior written consent, but may be assigned by HomeCloud without restriction and without notice to you.
The Terms (which, as noted above, include any applicable Additional Program Terms) constitute the entire agreement between you and HomeCloud concerning the Services and supersede all prior or contemporaneous communications of any kind between you and HomeCloud with respect to the Services. If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, void, or unenforceable, such provision shall be limited or eliminated to the minimum extent necessary and replaced with a valid provision that best embodies the intent of these Terms, and the remainder of these Terms shall remain in full force and effect.
No waiver of any provision of these Terms shall be deemed a further or continuing waiver of such term or any other term, and HomeCloud's failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.
Nothing in the Terms create any right of action on the part of any third party, except (i) for the HomeCloud Parties or others who are party to written agreements with us explicitly giving them third party beneficiary rights.
Software and the transmission of applicable technical data, if any, in connection with the Services may be subject to export controls. You agree to comply with all applicable laws regarding software and the transmission of technical data exported from the United States or the country in which you reside.
If you have questions about these Terms, please contact us by email at [firstname.lastname@example.org].