Service Agreement for www.Experience.com

Experience.com

Services Agreement for Search Rank Platform Services

 

Please Read Carefully. 

Dated: January 23, 2024

 

This Services Agreement (“Agreement”) is between BuyersRoad, Inc. d/b/a Experience.com (“Experience.com,” “we,” “our,” and “us”) and you (“you” and “your”) and governs your access to and use of our search rank platform (the “Platform”), including without limitation any content and/or  materials located on the Platform, as well as any related products, services, optional features and/or upgrades (collectively, the “Services”). By accessing and/or using our Services, you also agree to the Privacy Notice applicable to the Services (“Privacy Notice”), located at https://www.experience.com/privacy-policy/, and consent to any personal information we may obtain about you being collected, stored and/or otherwise processed in accordance with our Privacy Notice and this Agreement.  

 

By checking the “Claim” or “Claim Profile” button below and/or by accessing or using the Services, you acknowledge and agree that you have read, understand and agree to be bound by all of the terms and conditions set forth in this Agreement, as well as all other applicable rules or policies, terms and conditions or agreements that are or may be established by Experience.com from time to time, and the foregoing shall be incorporated herein by reference. If an individual agrees to this Agreement on behalf of a legal entity, such individual represents that the individual has the legal authority to bind such entity.  If you do not agree to this Agreement, do not use the Services.

 

ARBITRATION NOTICE:  EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN THE ARBITRATION CLAUSE BELOW, YOU AGREE THAT DISPUTES BETWEEN YOU AND EXPERIENCE.COM WILL BE RESOLVED BY INDIVIDUAL MANDATORY BINDING ARBITRATION AND YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS-ACTION LAWSUIT, CLASS-WIDE ARBITRATION, PRIVATE ATTORNEY GENERAL ACTION, OR ANY OTHER REPRESENTATIVE PROCEEDING. YOU ALSO WAIVE YOUR RIGHT TO RECEIVE A TRIAL BY JURY. 

 

  1. OVERVIEW

Experience.com’s Platform contains the professional profiles of millions of individuals from various businesses and industries which Experience.com has compiled from many public sources, records and databases.  Users of the Services will be able to “claim” their profiles and enhance them with additional information, such as users’ address(es), services offered, hours of operation, connections, reviews, memberships, awards, hobbies and licenses.  Through various features of the Services (including without limitation web analytics, listing management and integrations with other sites and services), these enhanced profiles will be publicly available and will increase users’ prominence in internet searches, enabling users to expand their visibility and stimulate business opportunities. If you are accessing and/or using the Services, you agree to access and/or use such Services only in accordance with the applicable terms and conditions contained in this Agreement and as further described herein.

 

  1. CHANGES TO AGREEMENT

Experience.com may, at any time, for any reason, make changes to the Services and/or modify this Agreement in its sole and absolute discretion. If we make changes and/or modifications that affect your use of and/or access to the Services, we will post notice of the change and/or modification on this Agreement page and change the ‘Updated’ date set forth above. You agree that your continued use of the Services following changes and/or modifications will constitute your acceptance of such changes and/or modifications.  We may also provide you with additional forms of notice as appropriate under the circumstances.  If you do not agree to the changes, you shall not use the Services offered after the effective date of the changes and/or modifications.  Please revisit this Agreement regularly to ensure that you stay informed of any changes and/or modifications.  Experience.com also reserves the right to post, from time to time, additional rules of usage that apply to specific parts of the Services, which may be posted in the relevant portion of the Services. Your continued use of the Services constitutes your agreement to such additional rules. 

 

  1. PRIVACY NOTICE

For information regarding collection, use, and disclosure of your information, please review our Privacy Notice.  You agree to our Privacy Notice and consent to any personal information we may obtain about you being collected, stored, and/or otherwise processed in accordance with the Privacy Notice and this Agreement. 

 

  1. USE OF THE SERVICES

Right to Use.  This Agreement permits you to use the Services only for your internal purposes.  By using the Services and accepting this Agreement: (i) Experience.com grants you a limited, nonexclusive, non-transferable, non-sublicensable, revocable right to access and/or use the Services and information provided therein in accordance with the terms and conditions set forth herein and any additional terms, conditions and policies set forth by Experience.com; and (ii) except as expressly permitted in this Agreement, you agree not to reproduce, modify, distribute, create derivative works from, publicly display, publicly perform, republish, download, transmit, store, license, sell and/or re-sell any content and/or information obtained from and/or accessed through the Services without the express written permission of Experience.com. Notwithstanding the foregoing subsection (ii), your computer may temporarily store copies of information required for you to access and view the information and you may store files that are automatically cached by your browser for display enhancement purposes.  If you use or provide any other person with access to any part of the Services in breach of this Agreement, your right to use the Services will stop immediately. Neither this Agreement nor your use of the Services convey and/or grant to you any rights: (a) in or related to the Services except for as expressly set forth herein; or (b) to use Experience.com’s names, logos, product and service names, trademarks, or services marks or those of Experience.com’s licensors.

 

Access to Services.  Experience.com retains the right, in its sole discretion, to deny service and/or access to and/or use of the Services to anyone at any time and for any reason. While we use reasonable efforts to keep the Services accessible, the Services may be unavailable from time to time. You understand and agree that there may be interruptions to the Services due to circumstances within our control and outside of our control.  You acknowledge and agree that the use of the Services is at your own risk, including without limitation the risk that you might be exposed to content that is offensive, indecent, inaccurate and/or objectionable. Please note that the Services contain access to third-party content and other interactions over which we have no control. We assume no responsibility for, nor do we endorse, screen, or approve User Content (as defined in Section 7), or third-party content, offerings, or other materials made available to you within the Services, or the conduct of parties who use the Services. The Services may be modified, updated, suspended and/or discontinued at any time as determined by Experience.com in its sole and absolute discretion and without notice and/or liability. 

 

Eligibility.  To access and/or use the Services, you must be at least eighteen (18) years of age, or must obtain the consent of your parent or guardian.  By accessing and/or using the Services, you represent and warrant that you are at least eighteen (18) years of age or have obtained the consent of your parent or guardian.  The ‘Children’s Online Privacy Protection Act’ requires that companies obtain verifiable parental consent before they knowingly collect personal information online from children under the age of thirteen (13). We do not knowingly collect or solicit information from children under the age of thirteen (13). If we learn we have collected personal information from a child under the age of thirteen (13), we will delete the information. If you think someone under the age of thirteen (13) has provided us with personal information, please contact us at support@experience.com.

Creating an Account.  You will need to register for an account in order to access and use certain components of the Services. You agree to provide true, accurate, and current information in connection with your access to and/or use of such Services and your account (if applicable). You may be asked to provide certain information to access certain portions of the Services or to receive certain resources made available by Experience.com.  You must ensure that any user IDs and other access credentials are kept strictly confidential and not shared with any unauthorized person. From time to time, we may restrict access to all or part of the Services as we may determine in our sole discretion.  You will comply with all applicable laws, rules, and/or regulations when accessing and/or using the Services. You are responsible for making necessary arrangements to use the Services, such as securing a device and/or internet access. You are responsible for ensuring that all persons who access the Services through your device and/or internet connection are aware of this Agreement and comply with this Agreement. You agree to notify Experience.com immediately of any unauthorized access to or use of the Services or any other breach of security.

Data Security; Unauthorized Access.  You acknowledge and agree that Experience.com utilizes third-party service providers to host and provide the Services and store your User Content, and the protection of such data will be in accordance with such third party’s safeguards for the protection and the security and confidentiality of data.  You are responsible for properly configuring and using the Services and taking appropriate steps to maintain security, protection, and backup of all of your User Content.  Experience.com is not responsible for any unauthorized access to, alteration of, or the deletion, destruction, damage, loss, or failure to store any of, your User Content and data or other information that you submit and/or use in connection with the Services (including as a result of your errors, acts, or omissions).

 

Communications.  You agree to receive certain communications in connection with the Services. When you use the Services, you are communicating with us electronically, and you consent to receive communications from us electronically.  We will communicate with you by e-mail and/or by posting notices on the Services. You acknowledge and agree that all agreements, notices, disclosures and/or other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. Certain electronic communications from Experience.com may include promotional and advertising material and information about Experience.com, unless or until you elect to opt-out of receiving such communications by clicking the unsubscribe link and/or by notifying us at support@experience.com  that you no longer desire to receive promotional communications from us.

 

Your Conduct and Responsibilities.  Experience.com grants you the rights set forth herein, subject to the following conditions:

  1. You represent and warrant to Experience.com that (i) all information provided to Experience.com by you is true, complete, and accurate in all respects, and (ii) you are authorized to submit information to Experience.com;
  2. You shall not modify, disassemble, reverse engineer, or otherwise reduce to human-perceivable form all or any part of the Services; 
  3. You may not access all or any part of the Services in order to build a product or service which competes with the Services;
  4. You shall not copy or imitate part or all of the design, layout, or look-and-feel of the Services or individual sections of it, in any form or media;
  5. You are only authorized to view, use, copy for your records and download small portions of the content on the Services for your informational, non-commercial use; provided that you leave all copyright and other proprietary notices intact; 
  6. You are responsible for the accuracy and quality of the information and content that you submit and will not violate the intellectual property rights of anyone;
  7. You agree to act in accordance with all applicable laws, rules and regulations;
  8. You shall not imply that content provided by you is in any way sponsored and/or endorsed by Experience.com;
  9. You agree not to intentionally hold Experience.com and/or its officers, directors, employees, contractors and/or third-party service providers up to public scorn, ridicule, or defamation;
  10. You will use commercially reasonable efforts to prevent unauthorized access to and/or use of the Services, and notify Experience.com promptly of any such unauthorized access and/or use; 
  11. You will not attempt to do any of the following: access data not intended for you, monitor the Services for data gathering purposes and/or interfere with the Services in relation to any user in any manner; 
  12. You will not attack the Services via a denial-of-service attack or a distributed denial-of-service attack; and/or
  13. You shall not use the Services for any unlawful purpose and/or to violate any federal, state, international law, code of conduct and/or other guidelines which may be applicable to the Services provided.

 

Confidentiality.  During your access to and/or use of the Services, you may have access to certain information of Experience.com that is not generally known to others including any and all information relating to Experience.com and its business, such as, its business, legal, and operational practices, financial, technical, design, performance characteristics, commercial, marketing, competitive advantage or other information concerning its business and affairs, partnerships and potential partnerships, business model, fee structures, employees, funding opportunities, metrics, algorithms, techniques, formulas, processes, know-how, systems, ideas, inventions (whether or not patentable or copyrighted), feedback, procedures and techniques that have been or may hereafter be provided or shown to you, regardless of the form of the communication (collectively, “Confidential Information”). You will use best efforts to protect and prevent any access to Confidential Information.

 

EXCEPT AS PERMITTED HEREIN, THE COMMERCIAL USE, REPRODUCTION, TRANSMISSION OR DISTRIBUTION OF ANY INFORMATION OR OTHER MATERIAL AVAILABLE THROUGH THE SERVICES WITHOUT THE PRIOR WRITTEN CONSENT OF EXPERIENCE.COM IS STRICTLY PROHIBITED. 

 

Experience.com shall not be subject to any obligations of confidentiality regarding any information and/or materials submitted through the Services except as otherwise specified in this Agreement and/or the Privacy Notice and/or as set forth in any additional terms and conditions relating to specific products and/or services utilized by Experience.com in conjunction with the Services, and/or as otherwise required by law. Experience.com may take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Services.  We have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Services.  YOU AGREE TO INDEMNIFY AND HOLD HARMLESS EXPERIENCE.COM AND ITS LICENSORS AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY EXPERIENCE.COM DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER EXPERIENCE.COM OR LAW ENFORCEMENT AUTHORITIES.

 

  1. FEES 

Fees.  A basic subscription enabling you to “claim” your profile is available free of charge.  Experience.com also offers different types of Service plans and packages as described at https://www.experience.com/pricing/ and the fees associated with such plans will be provided at the time of your purchase. Depending upon the plan selected, the subscription term will be a minimum of one year in length, and subscription fees will generally be payable either monthly or annually in advance.  Experience.com reserves the right to change any fees or charges (or to begin charging fees for any free Services) at any time. All fees due and payable to Experience.com are non-refundable, and must be paid in full without any deduction, set-off, counterclaim or withholding of any kind unless required by law.  Experience.com may charge interest of one and one-half percent (1.5%) per month if fees are not paid on or before the due date.  In the event that fees are not paid within seven (7) days after the due date, Experience.com may, in addition to other available remedies, suspend your access to all or part of the Services.  

 

Taxes.  Experience.com’s charges do not include any taxes, levies, duties, or similar governmental assessments of any nature, including but not limited to value-added, sales, use, or withholding taxes, assessable by any local, state, provincial, federal, or foreign jurisdiction (collectively, “Taxes“), and you are responsible for paying all Taxes (if any) associated with the charges hereunder. 

 

Payment Method.  Upon Experience.com’s request, you agree to promptly provide payment information to Experience.com, as applicable.  You authorize Experience.com and/or its third-party payment processor(s) to automatically charge the payment account for the charges. If your payment account is closed, the account information is changed, or a charge is rejected by your payment account, you shall immediately update the payment account or supply a new payment account, as appropriate.

 

Third-Party Payment Processor(s).  Experience.com may use one or more third-party payment processor(s) to execute payment transactions.  Experience.com may choose, in its sole discretion, to implement different third-party payment processor(s) at any time.  By using our Services and agreeing to this Agreement, you also agree to be bound by each applicable third-party payment processor’s terms of service.  Any authorization you provide to make automatic payments using the Services will remain in effect until canceled per the terms of selected Service.  You are responsible for all transactions processed through the Services and/or the third-party payment processor(s).

  

  1. ERRORS, INACCURACIES AND OMISSIONS

Occasionally there may be information on the Services that contain typographical errors, inaccuracies, and/or omissions that may relate to services and/or products descriptions, pricing, promotions, offers, and availability.  We reserve the right to: (i) revoke any stated offer; (ii) correct any errors, inaccuracies, and/or omissions; and/or (iii) make changes to prices, content, offers, services and/or product descriptions, specifications, and/or other information without obligation to issue any notice of such changes.  We also reserve the right to limit quantities and or capacity (including after an order has been submitted and/or acknowledged) and to revise, suspend, and/or terminate an event, and/or promotion at any time without notice (including after an order or registration has been submitted and/or acknowledged).  Experience.com shall not be liable for any promotions, discounts and/or coupons on Third-Party Services (as defined in Section 14 below). 

 

  1. OWNERSHIP

Services and Data.  Excluding your User Content, Third-Party Services and content linked to or posted on the Services, the Services and their entire contents including but not limited to the Experience.com name, logos, graphics and other information and material we provide through the Services are the property of and owned by Experience.com, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret and other intellectual property or proprietary right laws. Any redistribution or reproduction of part or all of the contents of the Services, including but not limited to text, graphics, images, photographs, videos, illustrations, trademarks, trade names, service marks, trade dress, logos, and slogans is prohibited. As between the parties, Experience.com and/or its licensors are the owner of and retain all right, title and interest in: (i) all content and information provided by Experience.com; and (ii) any data or metadata created, aggregated, or generated by access to and/or use of the Services, including but not limited to data or insights collected from the Services or provided to Experience.com in connection with your use of the Services. Subject to the limited rights expressly granted hereunder, Experience.com and/or its third-party licensors reserve all right, title and interest in and to the Services and related information, including without limitation all related worldwide intellectual property rights. No rights are granted to you hereunder other than as expressly set forth herein.  Any use of the Services not expressly permitted by this Agreement is a breach of this Agreement and may violate copyright, trademark, and other laws. The Experience.com name and logo are trademarks and/or service marks of Experience.com (the “Marks”) and we retain all right, title, and interest in and to the Marks. 

 

User Generated Content.  During the course of your access to and/or use of the Services, you or other users may enter, post and/or upload content and information on the Services and through communication facilities that may be offered on, though, and/or in connection with the Services from time to time (collectively, “User Content”). You and/or your licensors shall have exclusive title and ownership rights, including all intellectual property rights, throughout the world in all of your User Content. In connection with your use of the Services, you hereby grant Experience.com a nonexclusive, worldwide, royalty-free, fully paid up, transferable, sublicensable (through multiple tiers), perpetual, irrevocable license to copy, display, transmit, perform, distribute, store, modify, and otherwise use your User Content in connection with the Services in any form, medium or technology now known or later developed, including publication and use in marketing materials and/or on any Third-Party Services integrated into the Services. This license includes the right for us to make your User Content available and sublicense rights to other entities and individuals who partner with us in the delivery of the Services, including the right to move your User Content to another platform. 

 

Experience.com and our third-party service providers will be able to see your User Content that you post on the Services and you hereby irrevocably grant such parties the right to access and/or use your User Content in connection with their use of the Services in accordance with this Agreement or in connection with providing the Services. You alone are responsible for your User Content, and once published, it cannot always be withdrawn or deleted.  You assume all risks associated with your User Content, including anyone’s reliance on its quality, accuracy, and/or reliability.  You also represent that you own, and/or have the necessary permissions to use and authorize use of your User Content as described in this Agreement.  If you obtain personal information from other users, this personal information shall only be used for Services related communications, unless otherwise approved by the user in writing.  Experience.com has not granted you a license to use personal information for unsolicited messages. Without limiting the foregoing, without express consent from the user, you are not licensed to add any Services user to your email or physical mail list. 

 

Please carefully choose the User Content that you post on, through and/or in connection with the Services and that you provide to other users.  By posting your User Content on the Services, it is possible for a third party to re-post that User Content. You agree to indemnify, defend, and hold Experience.com harmless from any dispute concerning the foregoing use. You also agree to pay all royalties, fees, and any other monies owed to any person by reason of any User Content. Notwithstanding anything herein to the contrary, Experience.com does not endorse any User Content in any way.  You acknowledge and agree that you have no expectation of privacy with regard to any User Content.  We may delete or remove User Content, in our sole and absolute discretion, if we believe such User Content may violate any terms of use and/or other policies, or may infringe upon another person’s intellectual property rights, other rights or threatens the personal safety of users of the Services or the public.  Experience.com may preserve your User Content and may also disclose your User Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable laws or government requests; (b) enforce this Agreement; (c) respond to claims that any of your User Content violates the rights of third parties; or (d) protect the rights, property, or personal safety of Experience.com, its users and/or the public. The technical processing and transmission of your User Content may involve transmissions over various networks and changes to conform to technical requirements of connecting networks or devices. Notwithstanding anything herein to the contrary, Experience.com is not obligated to take any action not required by law.  If you become aware of misuse of the Services by any person, please contact us at support@experience.com.

 

User Content Restrictions.  User Content shall not contain any unauthorized content which includes but is not limited to:

  1. content determined by Experience.com, in its sole discretion, to be illegal, or to violate any federal, state, or local law or regulation or the rights of any other person or entity;
  2. harmful, offensive, inaccurate, abusive, or otherwise inappropriate language including without limitation, bigotry, racism, discrimination, hatred, or profanity;
  3. comments or contributions that are not relevant to the Services, such as comments or content with no qualitative value or that are not appropriate based on the applicable subject matter as determined by Experience.com in its sole discretion;
  4. content and/or communications that publicize other people’s private information without their permission;
  5. information about illegal activities or physical harm or injury to any group, individual, institution and/or property;
  6. content that contains personal attacks or describes physical confrontations and/or sexual harassment;
  7. language intended to impersonate other users (including names of other individuals) or to be offensive or inappropriate profile names or signatures; and/or
  8. content or any communications that contain viruses, trojan horses, worms, time bombs, cancelbots or other computer programming routines that are intended to damage, interfere with, intercept, or appropriate any system, data, or personal information.

 

We are not obligated, but reserve the right to remove or suspend, in whole or part, your User Content if it violates this Agreement and the user content restrictions described herein or any other applicable user content restrictions, as updated from time to time. 

 

Any user who has “claimed” their profile may request that Experience.com remove their profile from the Platform.  Such removal may take up to 14 weeks to process.  

 

Feedback.  Please keep in mind that we do not seek any unsolicited ideas and/or materials for the Services. If you provide us with any feedback, suggestions, improvements, reviews, enhancements, recommendations relating to the Services (“Feedback”), then you further grant to Experience.com a worldwide, perpetual, irrevocable, royalty-free license to use and incorporate any such Feedback.  Experience.com has no obligations to review any Feedback and may use and redistribute Feedback for any purpose without restriction in its sole and absolute discretion. 

 

  1. PROHIBITED USE AND CONDITIONS

We prohibit crawling, scraping, caching and/or otherwise accessing any content on the Services via automated means (except with Experience.com’s express written consent).  You may not use the Services in any manner that could damage, disable, overburden, and/or impair the Services and/or interfere with any other party’s use and/or enjoyment of the Services.  You may not obtain and/or attempt to obtain any materials and/or information through any means not intentionally made available and/or provided for through the Services.  You may not interfere with the proper working of the Services, including without limitation by placing an unreasonable load on the Services’ infrastructure.   

 

  1. USER DISPUTES

You are solely responsible for interactions with other users. Experience.com reserves the right, but has no obligation, to monitor disputes between users of the Services and has the right, but is not obligated, to do any or all of the following:

 

  1. record the dialogue within the Services;
  2. examine an allegation that a communication(s) does not conform to this Agreement and determine in its sole discretion to remove or request the removal of the communication(s);
  3. remove and/or delete communications that are abusive, illegal, or disruptive, or that otherwise fail to conform with this Agreement and/or the community feel and spirit of the Services, as determined by Experience.com in its sole and absolute discretion;
  4. terminate a user’s access to the Services upon any breach of this Agreement;
  5. monitor, edit, or disclose any communication provided through the Services; and
  6. edit or delete any communication(s) posted on the Services, regardless of whether such communication(s) violate the terms and conditions set forth herein.

 

Experience.com reserves the right to take any action it deems necessary to protect the personal safety of our users or the public. Experience.com has no liability or responsibility to users of the Services or any other person or entity for performance or nonperformance of the aforementioned activities. Experience.com does evaluate or control in any ongoing manner exchanges between users.  Any opinions or statements expressed by a user are those of the user alone, and are not to be attributed to Experience.com.  Experience.com cannot and does not assume responsibility for the accuracy, completeness, safety, reliability, timeliness, innocuousness, legality, or applicability of anything said, written, posted, displayed, or otherwise made available by any user.  Please use caution, common sense, and safe practices when using the Services.  

 

  1. TERMINATION 

Experience.com reserves the right, in its sole and absolute discretion, to block you or terminate your access to the Services or any portion thereof at any time, without notice, without liability and for any reason including without limitation if Experience.com suspects, in its sole and absolute discretion, that you (by information, investigation, conviction, settlement or otherwise) have violated any of the terms and conditions set forth herein, the Privacy Notice, any other policies provided by Experience.com, or if you engage (or we suspect you have engaged) in an improper or fraudulent manner in connection with your access to and/or use of the Services. In the event you share the access granted hereunder with any person or entity, and/or misuse the Services by any means actionable under a federal, state, and/or local statute, code, regulation, law, and/or civil action, Experience.com will consider your access as having been acquired by fraud and/or misrepresentation and will terminate your access immediately, without liability. In such event, Experience.com retains the right to seek civil and/or criminal redress, the entire cost of which shall be borne solely by you. 

 

If we terminate your account or block you from our Services, you may not access and/or use our Services and you shall not subscribe under a new account unless formally invited by Experience.com. If you commit fraud and/or falsify information in connection with your use of the Services, you shall be liable for any and all damages that we suffer, and we may pursue legal action through relevant local and national law enforcement authorities and may notify your ‘Internet Service Provider’ of any fraudulent activity we associate with you and/or your access to and/or use of the Services. Upon termination, the provisions of this Agreement which are by their nature intended to survive termination (including without limitation any disclaimers, limitations of liability and indemnities) shall survive such termination.

 

  1. INDEMNIFICATION AND WAIVER

You shall release, indemnify, defend and hold harmless Experience.com, its officers, directors, agents, employees, contractors, subcontractors, suppliers, service providers and representatives from and against any and all claims, demands, proceedings, losses, costs, damages, awards, fees, expenses, or liabilities of any nature including reasonable attorneys’ fees (“Claims”) arising out of and/or relating to (i) User Content submitted and/or posted by you, in connection with the Services; (ii) any use of the Services in violation of this Agreement; (iii) your violation of any law and/or the rights of a third party; (iv) your use of the Services; (v) any breach of this Agreement by you or your representatives; and/or (vi) fraud you commit and/or your intentional misconduct and/or negligence.  You shall give prompt notice to Experience.com in writing upon your receipt of notice of any Claim against you that might give rise to a Claim against Experience.com.  You will allow us to participate in the defense, and will not settle any Claim without our prior written consent. We reserve the right, at our own expense, to assume the exclusive defense of any matter otherwise subject to indemnification by you. In that event, you will have no further obligation to defend us in that matter.

 

  1. DISCLAIMER OF WARRANTIES

YOU EXPRESSLY UNDERSTAND AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES, AND ANY CONTENT, ARE PROVIDED BY EXPERIENCE.COM TO YOU ON AN “AS IS”, “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, EXPRESS, STATUTORY OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, QUIET ENJOYMENT, MERCHANTABILITY, AND/OR FITNESS FOR A PARTICULAR PURPOSE, ACCURACY AND COMPLETENESS, AND FROM COURSE OF DEALING, USAGE AND/OR TRADE PRACTICE, ALL OF WHICH EXPERIENCE.COM EXPRESSLY DISCLAIMS.  WITHOUT LIMITING THE FOREGOING, EXPERIENCE.COM AND/OR ITS LICENSORS MAKE NO WARRANTY THAT (A) THE SERVICES WILL MEET YOUR REQUIREMENTS AND/OR WILL BE CONSTANTLY AVAILABLE, UNINTERRUPTED, TIMELY, SECURE AND/OR ERROR-FREE; (B) THE RESULTS THAT MAY BE OBTAINED FROM THE ACCESS TO AND/OR USE OF THE SERVICES WILL BE EFFECTIVE, ACCURATE AND/OR RELIABLE; AND/OR (C) EXPERIENCE.COM WILL NOT BE LIABLE AND/OR OTHERWISE RESPONSIBLE FOR ANY FAILURE OR DELAY IN UPDATING THE SERVICES AND/OR ANY CONTENT.  NO ADVICE AND/OR INFORMATION, WHETHER ORAL AND/OR WRITTEN, OBTAINED BY YOU FROM EXPERIENCE.COM OR THROUGH YOUR ACCESS TO AND/OR USE OF THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT. EXPERIENCE.COM MAKES NO PROMISES WITH RESPECT TO, AND EXPRESSLY DISCLAIMS ALL LIABILITY FOR: (i) CONTENT POSTED BY ANY USER OF THE SERVICES OR THIRD PARTY, (ii) ANY THIRD-PARTY WEBSITE, THIRD-PARTY SERVICES LISTED ON OR ACCESSIBLE TO YOU THROUGH THE SERVICES, INCLUDING ANY THIRD-PARTY SERVICES INTEGRATED INTO THE SERVICES, (iii) THE QUALITY OR CONDUCT OF ANY THIRD PARTY OR USER YOU ENCOUNTER IN CONNECTION WITH YOUR USE OF THE SERVICES, AND/OR (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICES.

 

  1. LIMITATION OF LIABILITY

YOUR USE OF THE SERVICES AND CONTENT IS AT YOUR OWN RISK.  IN NO EVENT SHALL EXPERIENCE.COM, ITS OFFICERS, DIRECTORS, EMPLOYEES, PARTNERS, LICENSORS, SERVICE PROVIDERS, SUPPLIERS AND/OR OTHER REPRESENTATIVES BE LIABLE TO YOU AND/OR ANYONE ELSE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL AND/OR PUNITIVE DAMAGES WHATSOEVER, INCLUDING THOSE RESULTING FROM LOSS OF USE, DATA AND/OR PROFITS, WHETHER OR NOT FORESEEABLE, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), WARRANTY, STRICT LIABILITY, AND/OR ANY OTHER LEGAL OR EQUITABLE THEORY, EVEN IF EXPERIENCE.COM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE.  THE FOREGOING SHALL APPLY DESPITE ANY NEGLIGENCE, MISCONDUCT, ERRORS AND/OR OMISSIONS BY EXPERIENCE.COM, ITS EMPLOYEES, REPRESENTATIVES AND/OR AGENTS.  BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION AND/OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL AND/OR INCIDENTAL DAMAGES, IN SUCH STATES, EXPERIENCE.COM’S LIABILITY IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

EXCEPT AS OTHERWISE EXPRESSLY SET FORTH HEREIN, IN THE EVENT YOU ARE DISSATISFIED WITH THE SERVICES, RELATED SERVICES AND/OR HAVE ANY OTHER GRIEVANCE, YOUR SOLE AND EXCLUSIVE REMEDY SHALL BE THE RIGHT TO DISCONTINUE ACCESS TO AND/OR USE OF THE SERVICES.

EXPERIENCE.COM’S MAXIMUM AGGREGATE LIABILITY TO YOU FOR DIRECT DAMAGES THAT YOU SUFFER IN CONNECTION WITH THE SERVICES IS LIMITED TO THE FEES PAID OR PAYABLE BY YOU TO EXPERIENCE.COM IN THE ONE-YEAR PERIOD IMMEDIATELY PRECEDING THE EVENT(S) GIVING RISE TO THE CLAIM. 

YOU HEREBY AGREE TO RELEASE EXPERIENCE.COM, ITS AFFILIATES AND SUBSIDIARIES, IF ANY, AND THIRD-PARTY SERVICE PROVIDERS, PARTNERS, SUPPLIERS, RETAILERS, AND VENDORS AND EACH OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS FROM ANY AND ALL CLAIMS, DEMANDS AND DAMAGES OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF THE SERVICES. If you are a California resident, you hereby waive California Civil Code Section 1542, which states, “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his 1027 settlement with the debtor.” If you are a resident of another jurisdiction in which any other statute or common law principles of similar effect applies, you waive the application of such statute or common law with respect to the claims, demands and damages (actual and consequential) released under this Section.

  1. THIRD-PARTY CONTENT, LINKED SITES, THIRD-PARTY SERVICES, AI FEATURES

Third Party Content.  Experience.com may provide access to content provided by third parties, including, without limitation, information, dialogue, opinions, stories, advice, statistical data, text, software, music, sound, photographs, graphics, video, messages, and other materials, whether publicly or privately posted to or otherwise transmitted through the Services (“Third-Party Content”). The third party from whom or which any such Third-Party Content originates is solely responsible for it and Experience.com assumes no responsibility to verify, has no control or influence over, makes no representations regarding, and does not guarantee the accuracy, integrity, or quality of any Third-Party Content. Accordingly, Experience.com does not control or endorse such Third-Party Content and has no liability of any kind to you or any third party for any Third-Party Content. Statements of opinion and commentary in Third-Party Content are those of the third party and not necessarily those of Experience.com.

Linked Sites.  The Services may provide links to various other independent third-party websites (“Linked Sites”) that may be of interest to you and are for your convenience only.  Experience.com does not control or endorse such Linked Sites and is not responsible for their content nor is it responsible for the accuracy or reliability of any information, data, opinions, advice and/or statements contained within such Linked Sites.  You will need to make your own independent judgment regarding your interaction with these Linked Sites at your own risk.  We encourage you to be aware when you leave the Services and to read the terms and conditions and privacy policy of each Linked Site that you visit.  Experience.com reserves the right to terminate any link and/or linking program at any time in its sole and absolute discretion. We disclaim all warranties, express and implied, as to the accuracy, validity, and legality and/or otherwise of any materials and/or information contained on such Linked Sites.

Third-Party Services.  There may be third-party products, services, software, and/or social networks (collectively “Third-Party Services”) integrated into the Services. Please be aware that Experience.com is not affiliated with any Third-Party Services or the companies or providers that own or control such Third-Party Services. You agree to release Experience.com and such third-party providers from any liability related to your use of any Third-Party Services or any costs or charges related to such Third-Party Services. In order to use any Third-Party Services, you may be required to agree to that company’s terms and conditions and/or privacy policy. You agree to comply with the foregoing when using the Services. Where you decide to use such Third-Party Services, Experience.com is not a party to any contracts created between you and the provider of such Third-Party Services. Experience.com is not responsible or liable, indirectly or directly, for any damage or loss caused or alleged to be caused by or in connection with any Third-Party Services. 

AI Features.  Experience.com may include one or more artificial intelligence (“AI”) features, which may be integrated as part of our Services or used to develop a portion of the content and/or product offerings provided to you.  While we believe AI provides valuable insights that may assist in both functionality and ease of the content and/or services provided, please note that information produced by AI may not be completely accurate, up to date or applicable for all situations.  Experience.com does not make any warranties about the completeness, reliability and/or accuracy of this AI generated information.  Any action you take upon the AI generated information you find or the AI features you use in connection with our Services, is strictly at your own risk.

  1. NO PROFESSIONAL ADVICE 

The information available on the Services is intended to be a general information resource regarding the matters covered.  The Services are not a substitute for professional advice, and you should not construe this as legal, accounting, medical and/or other professional advice. 

  1. COPYRIGHT AND TRADEMARK POLICY 

We reserve the right to block access to and/or remove material that we believe in good faith to be copyrighted material that has been illegally distributed by you and/or other third parties and remove and discontinue service to repeat offenders. Should you believe anything in the Services infringes on any copyright that you own or the copyright of others, you may notify the copyright agent (“Copyright Agent”) at Experience.com, Inc., Attn: Copyright Agent, 2010 Crow Canyon Place, Ste. 100, San Ramon, CA 94583-1344, or at support@experience.com.  We will respond to clear notices of copyright infringement when you provide the following information: (i) signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (ii) description of the copyrighted work that is claimed to be infringed upon; (iii) description of where the material that is claimed to be infringed upon is located in the Services; (iv) information reasonably sufficient to permit contact (i.e., an address, telephone number, and an e-mail address at which the complaining party may be contacted); (v) statement that the complaining party has a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (vi) statement by the complaining party, made under penalty of perjury, that complaining party is authorized to act on behalf of the intellectual property owner of the right that is allegedly infringed. 

 

The Copyright Agent will not remove content from the Services in response to phone or email notifications regarding allegedly infringing content, since a valid ‘DMCA’ notice must be signed, under penalty of perjury, by the copyright owner or by a person authorized to act on his or her behalf.  Please submit such notifications by mail only and as further described by this Section. The Copyright Agent should be contacted only if you believe that your work has been used or copied in a way that constitutes copyright infringement and that such infringement is occurring in the Services.  All other inquiries directed to the Copyright Agent will not be responded to. 

 

  1. DISPUTE RESOLUTION, ARBITRATION, AND CLASS ACTION WAIVER

Disputes. We want to address your concerns without filing a formal legal case. Before filing a claim against Experience.com, you agree to try to resolve the dispute informally by sending a letter to us describing your claim to: Experience.com, Attn: Legal Department, 2010 Crow Canyon Place, Ste. 100, San Ramon, CA 94583-1344. We will try to resolve the dispute by contacting you via email, but if we cannot resolve the dispute within thirty (30) days after submission (or within a time period as otherwise agreed to by both parties), you and/or Experience.com agree to resolve any claims related to this Agreement through final and binding arbitration.  Any and all controversies, disputes, demand, counts, claims, or causes of action (collectively, “Actions”) between you and Experience.com or Experience.com employees, directors, officers, agents, successors, or assigns, shall exclusively be settled through binding and confidential arbitration, except as set forth under ‘Exceptions to Agreement to Arbitrate’ or for any claims that you or Experience.com may take claims to small claims court if the dispute qualifies for hearing by such a court. In all cases, any Actions must be commenced within one (1) year after the cause of action arises.

 

Opt-Out. You can opt-out and decline this agreement to arbitrate by contacting Experience.com within thirty (30) days from the date that you first became subject to this arbitration provision. You must write to us at: Experience.com, Attn: Opt-Out Arbitration, 2010 Crow Canyon Place, Ste. 100. San Ramon, CA 94583-1344. If you opt out, neither you nor Experience.com can require the other to participate in an arbitration proceeding.

 

Arbitration Procedures. Except in the event the claim meets the requirements set forth in the ‘Exceptions to Agreement to Arbitrate’ section below and/or if you opt out of arbitration as described above, all claims shall be settled by binding arbitration in accordance with the commercial arbitration rules, in effect at the time the proceedings begin. Any such controversy and/or claim shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration shall be held in Wilmington, DE USA or any other location we agree to. Judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. You and Experience.com must abide by these rules: (a) the arbitration shall be conducted on an individual basis and not in a class, consolidated or representative action and the arbitrator shall not award class-wide relief; (b) the arbitrator may award any individual relief or individual remedies that are permitted by applicable law; and (c) each side pays his, her or its own attorneys’ fees and costs unless the claim(s) at issue permit the prevailing party to be paid its fees and litigation costs, and in such instance, the fees and costs awarded shall be determined by the applicable law. With the exception of subpart (a) above, if any part of this arbitration provision is deemed invalid, unenforceable or illegal, then the balance of this arbitration provision shall remain in effect and be construed in accordance with its terms as if the invalid, unenforceable, or illegal provision were not contained. If, however, subpart (a) in the paragraph above is found invalid, unenforceable or illegal, then the entirety of this arbitration provision shall be null and void. All information relating to and/or disclosed by any party in connection with the arbitration of any disputes shall be treated by the parties, their representatives, and the arbitrator as proprietary business information and shall not be disclosed without prior written authorization of the disclosing party.

 

Exceptions to Agreement to Arbitrate. Either you and/or Experience.com may assert claims, if they qualify, in small claims court in Wilmington, DE.  Experience.com may bring a lawsuit for injunctive relief to stop unauthorized use and/or abuse of the Services, breach of Experience.com’s confidential information and/or intellectual property infringement (for example, trademark, trade secret, copyright and/or patent rights) without first engaging in arbitration and/or the informal dispute-resolution process described herein.

 

Waiver. There is no judge or jury in arbitration and arbitration procedures are simpler and more limited than rules applicable in court. YOU ACKNOWLEDGE, AGREE AND UNDERSTAND THAT, APART FROM THE NARROW EXCEPTIONS ABOVE, EXPERIENCE.COM AND YOU ARE EACH WAIVING ITS RESPECTIVE RIGHTS TO SUE IN COURT, INCLUDING RIGHTS TO RECEIVE A TRIAL BY JURY OR TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION LAWSUIT, CLASS-WIDE ARBITRATION, PRIVATE ATTORNEY-GENERAL ACTION, OR ANY OTHER REPRESENTATIVE PROCEEDING.

 

Judicial Forum for Disputes.  In the event that the agreement to arbitrate is found not to apply to you and/or your claim, you and Experience.com agree that any judicial proceeding (other than small claims actions) will be brought in the federal or state courts of Wilmington, DE.  Both you and Experience.com consent to the foregoing venue and jurisdiction. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

  1. GEOGRAPHIC RESTRICTIONS

Experience.com is located in the United States. Access to the Services may not be legal by certain persons or in certain countries. If you access the Services from outside the United States, you do so on your own initiative, at your own risk,  and are responsible for compliance with local laws.

  1. MOBILE DEVICES.

To the extent you access the Services through a mobile device, your wireless service carrier’s standard charges, data rates, and other fees may apply.

  1. CALIFORNIA USERS

Pursuant to California Civil Code Section 1789.3, any questions about pricing, complaints, or inquiries about Experience.com must be sent to our agent for notice to support@experience.com. California users are also entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210. 

 

  1. ASSIGNMENT

You may not assign or transfer any of your rights or obligations under this Agreement without our prior consent; any attempted assignment or transfer without complying with the foregoing will be void. We may freely assign or transfer this Agreement. This Agreement shall insure to the benefit of and is binding upon the parties and their respective legal representatives, successors, and assigns. 

  1. MISCELLANEOUS
    If any provision and/or term of this Agreement shall become or be declared illegal, invalid, or unenforceable for any reason whatsoever, such term and/or provision shall be divisible from the other terms and conditions and shall be deemed to be deleted from them.  This Agreement shall be governed in all respects by the laws of the State of Delaware, without reference to its choice of law rules. If an applicable law is in conflict with any part of this Agreement, this Agreement will be deemed modified to conform to the law and the other provisions will not be affected by any such modification.  No waiver by either you and/or Experience.com of any breach and/or default and/or failure to exercise any right allowed under this Agreement is a waiver of any preceding and/or subsequent breach and/or default and/or a waiver and/or forfeiture of any similar and/or future rights under this Agreement. This Agreement, the Privacy Notice and all documents and policies referenced herein supersede all prior terms, agreements, discussions, and writings regarding the Services and constitutes the entire agreement between you and us regarding the Services.
  1. CONTACT

If you would like to request additional information regarding this Agreement or for any questions, please contact us at support@experience.com.