Terms | Rising Ranch

Updated: 6/1/24

GENERAL TERMS AND CONDITIONS

This Acceptable Use Policy, contains general terms and conditions (the “Terms”) that govern your use of our services or products or entry onto our properties (e.g., short term licensable properties, homes and event spaces, etc.) or websites (e.g. the website www.TheRisingRanch.com) and content we or consumers post on our social media channels, etc. (collectively, the “Offerings”).

By visiting our properties, or engaging with our website, employees, services, offerings, products, parts or equipment, or in any way using our Offerings (each activity being “Use”) you as the person licensing the property ("You" and "Your") as well as those acknowledge, covenant, and agree to be bound by the then applicable, future-version of these Terms, and may be modified from time to time, even after you stop Using our Offerings.

We reserve the right to modify these Terms at any time, effective upon posting of the modified Terms to the following URL: (www.TheRisingRanch.com). In any event, we may revise or modify these Terms, any offering of Offerings, or any content on any of our Offerings, at any time without notice, but we will notify you of the change on the Terms by adjusting the date referenced above. Again, by Using any one of the Offerings, you are agreeing to be bound by the then applicable, future-version of these Terms, including at the time you may bring a claim against us or raise a dispute between us. These Terms also govern your use of our scheduling platforms or social media channels, including but not limited to AirBNB, VRBO, Discord, Facebook, X, LinkedIn, and Instagram, etc. All visitors to one of the Offerings, including those seeking or receiving experiences on one of the Offerings, regardless of whether such users are transacting business, by using the Offerings agree to follow these Terms. These Terms govern and control over all agreements entered between us and anyone else and are incorporated by reference into any contract signed between us and you or operated under between us and you as a user, a vendor, a brand, or a customer. Therefore, the Terms also govern all use of, entry to, or receipt of services or goods from us and by Using any of one of the Offerings you agree the Terms are incorporated into each agreement you enter with us as if set forth fully therein and that it may be modified from time to time by us. You agree that the future-version of the Terms will apply in the event of a claim, loss, dispute, event, damage, or injury (a “Claim”). In the event of conflict between these Terms and any related agreement between you and us, these Terms govern and control, unless and only if such mutually executed subsequent agreement expressly identifies these Terms, and explicitly includes the following phrase as a separate section in the agreement: “General Terms Overridden. Both parties agree a Section of the Terms are replaced herewith as follows:”, and only then when such agreement identifies which sections of these Terms are to be replaced.

If you do not accept or wish to agree to these Terms, you should not Use the Offerings. Accordingly, you acknowledge, covenant, and agree that by Using any of our Offerings, you are bound by the foregoing and following Terms:

Licensed Property: You agree any use of the Offerings, including by you, your guests, or invitees, or those you allow to use or enjoy the Offerings (collectively, “Guests”) is governed and controlled by these terms, and the following standard “License Agreement” which specifically notes that your use is a license, not a real estate rental. As the property owners ("We" or "Us") are the “Licensor” and agree to grant an exclusive, revocable license to You to stay in and enjoy one of the homes located at or near 443 Homestead Drive, Midway Utah 84049 (the “Property”), for up to 4 cars, and 14 Guests.
Parking. A maximum of 4 cars and 14 people may use the Property for the Term once reserved. Additional parking is available at the nearby resorts.
Restrictions. NO ANIMALS OR PETS are allowed to be brought in, kept in, or about the Property. NO SMOKING, VAPING, E-CIGARETTES, or other drugs are allowed in or around the Property. Violation by You or Guests, regardless of duration, will give rise to liquidated damages of fifteen thousand dollars ($15,000), plus repair, cleaning and replacement costs and fees.
Reservations. ALL RESERVATIONS ARE FIRST COME, FIRST SERVE. We have other parties interested in licensing the Property, and the dates will remain open for other bookings until We receives the Deposit. The Property will not be reserved for You until the Deposit has been received.
Signage and Security Cameras. You acknowledges and agrees to comply with signs and instructions posted throughout the house, such as removing shoes, not smoking, etc. For Your and Our safety and convenience, the Property has exterior facing security cameras around the perimeter of the home, and You consents, acknowledges, and agrees that the security cameras will be remotely monitorable, and record images and sound of the exterior (not interior) of the Property. You agree not to tamper with or obstruct the security cameras, or the internet services provided. You understand although the environment is rural, quiet and scenic, is no expectation of privacy outside the house on the Property, or regarding internet use.
Utilities. We provide no warranty, express or implied as to the electrical and electronic equipment in the house, including but not limited to the Apple TVs, Washer and Dryer, Hair Dryers, Televisions, kitchen and bathroom facilities, and the EV charging station in the garage, as well as the indoor and outdoor gas fireplaces, the BBQs, oven, dishwasher, washer and dryer, and WiFi system and other equipment and services in or around the home (collectively, the "Utilities"). You agree Use of the Utilities and devices is offered AS-IS, WITHOUT WARRANTY OF ANY KIND, express or implied, and all users who Use the Utilities do so AT THEIR OWN RISK, AND ASSUME ALL RISK. You agree to return the EV charger to its storage place and hang up all cabling to avoid damage to the charger and its cabling. You agree to fully turn off all gas supplied equipment (e.g. fireplaces, and BBQs). You agree to return all remotes to their designated areas, will be responsible for damage or loss caused by You or your Guests. You agree to turn off the gas fire places, and that you and your Guests are responsible for wasted or excessive gas use (leaving the fireplace on for longer than 2 hours, or forgetting to turn off the gas or failing to turn it off fully) and any damage caused by your negligence, waste, action or inaction related to the Utilities.
Inspections. You agree to inspect the Property upon arrival and immediately report any concerns, damage, risks, or problems, and items or areas requiring repair to the Licensor ("Liabilities"). You will be responsible for all damage Use causes the Property. Failure to report Liabilities will mean they are from your Use and you will be responsible for such Liabilities, and any harm, injury or damage they cause.
No Insurance. You are hereby advised and understand that Your person, and personal property is not insured by Us for either damage or loss, and We as the Licensor assume no liability for any such injury, damage or loss by you or your guests. You agree We are not responsible for insuring Your personal property, or persons, in or about the Property for injury, damage or loss, and We assume NO LIABILITY for You or your Guests. You and all Guests waive any right to claim against Us for any such injury, damage or loss. You agree that all guests are similarly bound by this Agreement, and the then current terms available at www.TheRisingRanch.com. You agree Your and Your Guests' own insurance policies cover Your and You Guests' activities in the Property during Your stay.
Assignment and Sub-licensing. You will not assign this License, or sublicense, sublet, or grant any concession or license to use the Property or any part of the Property to any third party. Any assignment, subletting, concession, or license, whether by operation of law or otherwise, will be void and will, at Licensor's option, terminate this License.
Care and Use of Property. You will promptly notify the Us of any Liability, damage, risk or any circumstance that may interfere with the normal use of the Property so We may have Our property manager repair or remedy such circumstance or risk. At the expiration of the term, You will quit and surrender the Property in as good a state and condition as they were at the commencement of this License. You and Guests assume all risk as to any tools, equipment, products, goods, or services made available at or on the Property.
Trash. You will leave the Property in a clean condition and remove all trash to the trash bins by the garage. Trash pick-up occurs on Thursday morning. You agree to take the trash bins to the curb on Wednesday afternoon.
Rules and Regulations. You will not engage in any illegal trade or activity on or about the Property. The You will obey all laws, rules and regulations of Midway City, the State of Utah, and Our rules regarding the Property. Failure to comply with the rules will result Us passing through fines imposed and gives Us the right to terminate this Agreement and require You to vacate the premises.
Indemnification. You will indemnify Licensor and its principals, employees, and managers, for, from and against all claims brought by or against Licensor, related to You and/or Your Guests’ activities on or related to the Property. You expressly acknowledge and agree that Licensor owes no duty to You or Your Guests related to the Property, its safety, usability, fitness for a particular purpose, or utility. You agree to indemnify, defend, and hold harmless Licensor for, from and against, any claim, action, or other form of damage or injury caused to the Property, You or Guests, including those caused by You or Your Guests. This obligation does not extend to the gross negligence, fraud, or intentional misconduct of Licensor.
Health Warnings. This is a gorgeous, newly renovated home. If you were buying or long-term renting this home, we would inform you that houses built before 1978 may contain lead-based paint or asbestos. While Licensor is NOT aware of any such contaminants, we generally note that asbestos, or lead from paint, paint chips, and dust can pose health hazards if not taken care of properly and Licensor discloses this house was originally built in the 1940s and renovated and refurbished in or around 2023. We are not responsible for elements that may cause illness or injury.
General Provisions. Any waiver by Us of any failure by You to perform or observe the provisions of this License will not operate as a waiver of the Our rights under this License in respect of any subsequent defaults, breaches or non-performance and will not defeat or affect in any way Our rights in respect of any subsequent default or breach. This License will extend to and be binding upon and inure to the benefit of the respective heirs, executors, administrators, successors and assigns, as the case may be, of each party. All covenants are to be construed as conditions of this License. You have been invited to have Your own legal counsel review this agreement and no ambiguity or term may be construed against either party. All sums payable by You to the Licensor pursuant to any provision of this License will be deemed to be additional Fee and will be recovered by the Licensor. All Guests are jointly and severally liable with You for each other's acts, omissions and liabilities pursuant to this License. Headings are for the convenience only. This License may be executed in counterparts. Facsimile signatures are binding and are considered to be original signatures. This Agreement constitutes the entire agreement between the parties and supersedes all prior or oral representations.
Accounts/Data Ownership. WE DO NOT WANT TO HANDLE ANY OF YOUR OR YOUR PERSONAL OR CONFIDENTIAL INFORMATION. IF WE DO END UP MANAGING A SYSTEM OR PLATFORM (A “NETWORK”) ANY USERNAME YOU SELECT FOR USE ON A NETWORK WILL BE ASSOCIATED WITH A TELEPHONE NUMBER OF AND/OR EMAIL ADDRESS OF YOUR CHOOSING AND WE WILL CONSIDER THIS INFORMATION PUBLIC AND DEEM IT “PUBLICLY AVAILABLE INFORMATION” THAT CAN BE SHARED WITH OTHERS IN THE ECOSYSTEM TO ENHANCE THE NETWORK. IF YOU CHOOSE TO USE A THIRD-PARTY LOGIN (E.G. APPLE, GOOGLE OR OTHER LOGIN), WE WILL NOT HAVE ANY INFORMATION ABOUT YOU EXCEPT FOR THE NUMBER OR EMAIL YOU SHARE WITH US WHICH WE WILL VIEW AS PUBLICLY AVAILABLE INFORMATION. IF YOU WISH THIS INFORMATION TO REMAIN PRIVATE OR PROTECTED DO NOT SHARE IT WITH US. WE DO NOT COLLECT ADDRESSES, NAMES, OR ANY OTHER PERSONALLY IDENTIFIABLE INFORMATION. WE DO NOT PROVIDE SERVICES TO END CONSUMERS, BUT RATHER ARE A WHOLESALE EQUIPMENT, PARTS AND SERVICE SUPPLIER. EVEN IF YOU ORDER DIRECTLY FROM US, ALL PAYMENT INFORMATION WILL BE HANDLED BY A THIRD-PARTY PLATFORM WHO WILL PROCCESS YOUR DATA OUTSIDE OUR VISIBILITY OR CONTROL (E.G. STRIPE, SQUARE, ETC.). IF YOU DO NOT WANT AN EMAIL OR TELEPHONE NUMBER INFORMATION SHARED IN A NETWORK, THEN DO NOT USE THAT NETWORK. IF YOU WISH YOUR TELEPHONE NUMBER OR EMAIL TO REMAIN PRIVATE OR CONFIDENTIAL, OR DO NOT WANT THAT INFORMATION TO BE TREATED AS PUBLICLY AVAILABLE INFORMATION ABOUT YOU IN THE NETWORK, DO NOT GIVE IT TO US AND DO NOT USE THE NETWORK. AGAIN, WE RESERVE THE RIGHT TO SHARE ALL PUBLICLY AVAILABLE INFORMATION WITH OTHERS WITHIN THE NETWORKS. IF YOU GIVE US YOUR EMAIL OR YOUR TELEPHONE NUMBER, YOU ACKNOWLEDGE AND AGREE THAT ITS PUBLICLY AVAILABLE DATA, NOT PERSONALLY IDENTIFIABLE INFORMATION, AND NOT PROTECTED BY ANY REGULATIONS, LAWS, RULES, OR DUTIES OF CONFIDENTIALITY OR PRIVACY. YOU EXPRESSLY AGREE TO WAIVE ANY CONSUMER OR PRIVACY RIGHTS OR PROTECTIONS FOR PUBLICLY AVAILABLE INFORMATION AND ACKNOWLEDGE AND AGREE THAT WE HAVE NO WAY OF ASSOCIATING THAT PUBLICLY AVAILABLE INFORMATION WITH YOU UNLESS YOU EXPRESSLY CHOOSE TO HAVE IT ASSOCIATED WITH YOU. IF YOU CONSIDER YOUR CURRENT EMAIL OR TELEPHONE NUMBER PRIVATE, THEN CREATE AND PROVIDE A NEW NUMBER OR EMAIL TO BECOME A MEMBER OF A NETWORK. BY USING THE NETWORK, YOU EXPRESSLY REPRESENT THAT YOU WISH THE NUMBER OR EMAIL YOU PROVIDE TO BECOME PUBLICLY AVAILABLE INFORMATION AND DO NOT WISH THAT EMAIL OR PHONE NUMBER TO REMAIN PRIVATE BUT RATHER WANT IT TO BE PUBLICLY AVAILABLE, SEARCHABLE BY US, OTHER USERS, PARTNERS, VENDORS, AND THE BRAND ASSOCIATED WITH THE NETWORK.
Wires. Wires are inherently risky. We offer the following cautions to alert you regarding potential risks inherent in wire payments. You covenant and agree you are responsible to the payments owed to us until we receive payment, and your failure to wire, or being a victim to a wire fraud does not excuse you or avoid your payment obligations to us. Criminals/hackers often target email accounts of various parties involved in transactions sending funds via wire transfer. Among other concerns, this can lead to fraudulent wire instructions being used to divert funds to the criminals’ bank accounts. These emails may look like legitimate emails from the proper party. We strongly recommend that you and others working for you should refrain from placing any sensitive personal and financial information in an email directly or through an email attachment. When you need to share Social Security numbers, bank accounts, credit card numbers, wiring instructions or similar sensitive information, experts recommend you use more secure needs, such as providing the information in person, over the phone, or through secure electronic, physical mail or package services whenever possible. You agree to defend, indemnify and hold Us, its officers, agents, employees and brokers harmless from any and all claims, injuries, damages, losses or suits including attorney fees, arising out of or resulting from the wiring instructions or similar sensitive information. You agree to never trust wiring instructions sent via email. Cyber criminals are hacking email accounts and sending emails with fake wiring instructions. These emails are convincing and sophisticated. Always independently confirm wiring instructions in person or via a telephone call to a trusted and verified phone number. Never wire money without double-checking that the wiring instructions are correct. You should call them at a number that you obtain on your own and NOT use the phone number or any contact information in the email in order to be sure that you are contacting a legitimate party. YOU AGREE YOU REMAIN RESPONSIBLE FOR PAYMENT UNTIL WE RECEIVE PAYMENT REGARDLESS OF YOUR EFFORTS TO PAY OR WIRE THE FUNDS.
Payment Processing. You agree to use our authorized payment methods and/or payment portal, as directed by us from time to time. If wiring funds, you agree to confirm the wire instructions. You agree you are responsible for any and all payment obligations until received by Us. Such portal is controlled by a third party, and may contain additional terms and conditions, and may either receive payment via wire, or other method. You agree to be responsible for convenience, credit card, administrative, handling or other third-party processing fees. In no event will the terms and conditions of your payment portal, platform, bank, financer, or provider, be imposed on us, as the terms herein govern and control. We may accommodate requests to use a third-party payment system or payment facilitation software provided that the requesting party agrees to be responsible for any fees or charges imposed by such third-party payment system or payment facilitation software (a “Payment Portal”). Our accommodation of a Payment Portal, use of or affixing of a signature to any such Payment Portal, or other terms and conditions introduced by you or a vendor related to a vendor’s, or your third party’s software, statement of work, invoice, purchase order, Payment Portal, or similar instrument, does not constitute an agreement or modify the existing agreement with us; moreover such terms cannot be incorporated by reference.
Limitation of Liability. YOU COVENANT AND AGREE THAT WE HAVE NO LIABILITY AND ARE NOT RESPONSIBLE FOR THE ACTIONS OR INACTIONS OF ANY THIRD-PARTY. ADDITIONALLY, LIKE ANY ORGANIZATION, WE ARE MADE UP OF HUMANS. WHILE WE WILL TAKE MEASURES TO PROTECT AGAINST HUMAN ERROR, AS GOES THE SAYING, “TO ERROR IS HUMAN AND TO FORGIVE IS DIVINE”. AS SUCH, YOU SIMILARLY ACKNOWLEDGE THAT WE ARE NOT RESPONSIBLE FOR THE UNAUTHORIZED, ABERRANT, OR IMPROPER ACTIONS OF OUR EMPLOYEES THAT VIOLATE OUR RULES, CODES, POLICIES, OR DIRECTIONS. We are not liable to you or your customers or any third party or otherwise, for any incidental, special, punitive, indirect or consequential damages, including lost revenue, lost profits, DAMAGE TO EQUIPMENT, loss of technology, loss of data, non-deliveries, or IN ANY WAY RELATED TO THE network, serviceS or any aspect of your experience or business, even if advised of the possibility of such damages, whether under theory of contract, tort (including negligence), strict liability or otherwise. IN NO EVENT WILL ANY AGGREGATE LIABILITY ARISING FROM OR RELATED TO THIS Agreement UNDER ANY THEORY OF LIABILITY EXCEED THE AMOUNT PAID BY YOU DIRECTLY TO US FOR THE GOODS FOR THE GOODS WHICH YOU CLAIM CAUSED INJURY OR DID NOT MEET YOUR EXPECTATIONS. THESE LIMITATIONS SHALL APPLY DESPITE THE FAILURE OF THE ESSENTIAL PURPOSE OF ANY REMEDY. THE PROVISIONS OF THIS SECTION SHALL NOT APPLY TO INDEMNITY OBLIGATIONS OR BE INTERPRETED TO REDUCE COMPENSATION WHICH IS OTHERWISE DUE TO US.
Indemnification. YOU ALSO COVENANT AND AGREE TO DEFEND, INDEMNIFY AND HOLD US HARMLESS, INCLUDING OUR DIRECTORS, OFFICERS, MANAGERS, MEMBERS, EMPLOYEES, AGENTS, AFFILIATES AND CUSTOMERS (COLLECTIVELY WITH US, THE “COVERED ENTITIES”) FOR, FROM AND AGAINST ANY AND ALL COSTS, EXPENSES, DAMAGES, LOSSES AND/OR LIABILITIES (INCLUDING ATTORNEYS' FEES) (COLLECTIVELY, “COSTS”) ARISING FROM OR RELATED TO CLAIMS MADE BY OR AGAINST ANY OF THE COVERED ENTITIES ALLEGING YOUR: (I) INFRINGEMENT OR MISAPPROPRIATION OF ANY INTELLECTUAL PROPERTY RIGHTS; (II) DAMAGE CAUSED BY OR RELATED TO YOUR ACTS OR OMISSIONS, INCLUDING ANY VIOLATION OF OUR OR ANY BRAND’S TERMS (INCLUDING GENERAL TERMS); (III) ANY DAMAGE, INTERFERENCE, OR DESTRUCTION YOU OR SOMEONE YOU HAVE A RELATIONSHIP WITH CAUSES TO THE NETWORK OR TO ANOTHER USER FROM YOUR ACTS OR OMISSIONS; (IV) ANY DAMAGE OR PERSONAL INJURY TO YOU ARISING OUT OF YOUR ACTIVITIES ON A NETWORK; (V) ANY DAMAGE ARISING FROM OR RELATED TO THE YOUR SYSTEMS OR EQUIPMENT; OR (VI) ANY WARRANTIES PROVIDED BY OR THROUGH YOU TO ANY THIRD PARTIES REGARDING THE NETWORKS (COLLECTIVELY, THE “COVERED CLAIMS”). IN THE EVENT OF A COVERED CLAIM, THE COVERED ENTITY MAY SELECT ITS OWN COUNSEL TO PARTICIPATE IN THE DEFENSE OF SUCH CLAIM. YOU WILL NOT SETTLE A COVERED CLAIM IN A MANNER THAT IMPOSES LIABILITY OR OBLIGATION UPON A COVERED ENTITY.
All Purchases Final /No Refunds / No Cash Value. If you elect to purchase a product or a service on an Offerings, we do not provide any warranties beyond passing through applicable manufacturer warranties All sales are final, and not refundable.
Limited Use and Compliance. You agree to use the Offerings only for lawful purposes and to comply with all local, state, and federal laws, statutes, rules, and regulations, and that you are responsible for all permits, and regulatory obligations on you for Use of our Offerings. We reserve the right to take immediate action for any violation of these Terms and Conditions which may include revoking the limited, revocable license.
Social Media Policy. If we choose to communicate through available social media channels, including but not limited to X, LinkedIn, Facebook, Snapchat and Instagram, etc., each of these platforms has its own usage and privacy policies. We reserve the right to remove content that is illegal, unlawful, violates the rights of others, contains abusive, vulgar, pornographic, obscene, racist or harassment charged comments, or is inconsistent with our overall culture or purpose. We will also remove content containing personal attacks and suspend any users from the Offerings that violate these Terms. We also maintain the right for the removal of any posted content done by You featuring our Offerings or Brand for any reason, and you agree to remove such posts within 24 hours notice of a post or message that violates our branding and marketing policies and protocols. All posted content may be subject to review by Us or one of our agents. Our moderating of comments will typically occur during normal business hours but may not occur until we are apprised.
Intellectual Property. You acknowledge that we, or our licensors, own and hold all intellectual property and proprietary rights, title, and interest in the Offerings and that your use of the same does not transfer any rights to you. Unauthorized use of Content may violate applicable copyright, intellectual property, and other laws (some of which provide criminal remedies). You may not sell or modify the Content or reproduce, display, distribute, share, transfer, copy, or create derivative works from any Content on the Offerings. Unless otherwise indicated by us, all intellectual property rights and any content provided in connection with the Offerings, are the property of Brands or our licensors or suppliers and are protected by applicable intellectual property laws. We do not give any implied license for the use of the contents of the Offerings or the Brand’s websites or platforms. You may not sell or modify materials derived or created from the Offerings or reproduce, display, publicly perform, distribute, or otherwise use the materials in any way for any public or commercial purpose. Your use of such materials on any other website or on a file-sharing or similar service for any purpose is strictly prohibited. You may not copy any material or content derived or created from the Offerings without our or the applicable Brand’s express, written permission. Any rights not expressly granted herein to use the materials contained on or through the Site or the Services are reserved by us or the applicable Brand in full.
Improvements / Feedback. We are regularly seeking to improve the Offerings. Our Offerings, and any improvements, innovations, adaptations, or other forms of enhancement (collectively, “Improvements”) to our Offerings remain our intellectual property, and you likewise agree not to use our Offerings, or our designs, trademarks, services marks, name, likeness, image, trade secrets, or the registered or unregistered names of our products or services (each a form of “IP”), or those of the Brands with which we do business without a separate license agreement that grants you a non-exclusive, revocable license, to use the same. If we discover that you are using any unauthorized IP or the IP of a third party without permission, we reserve the right to take immediate action and you agree to remove the IP from the Offerings, immediately following written notice from us. Likewise, any Offerings that contain patents, patentable, or patent pending components, elements, utility, or designs, implemented by us.
Marketing and Advertising. Any Marketing and Advertising of our Offerings and Brand done by You is subject to Our review and scrutiny. You agree not to sell, resell, or wholesale the Offerings to anyone but an end consumer. We reserve the right to remove content that is illegal, unlawful, violates the rights of others, contains abusive, vulgar, pornographic, obscene, racist or harassment charged comments, or is inconsistent with our overall culture or purpose. Any public display of our Offerings and Marketing Materials are also subject to Our review. We reserve the right to take immediate action for any such Marketing or Advertising of our Offerings done by You which may include revoking the limited, revocable license.
Third Party Services and Content. In ordering or using the Offerings, you may receive our Offerings from a third party (an “Authorized Distributor”). We do not control, endorse or adopt any messaging from an Authorized Distributor, Brand or Third Party and have no responsibility for Third Party Content, including, without limitation, material that may be misleading, incomplete, erroneous, offensive, indecent or otherwise objectionable in your jurisdiction. In addition, your dealings or correspondence with such third parties are solely between you and the third party. We are not responsible or liable for any loss or damage of any sort incurred as a result of any such dealings and your use of Third-Party Content is at your own risk.
Mediation of Disputes. In the event of a dispute between us, you agree to mediate such dispute with us before filing a lawsuit. We will identify three (3) mediators in Nevada, and you will select your preferred mediator from the three (3) mediators we identify, in the location, venue, and jurisdiction we identify within the United States, without regard to the conflict of law principles of the applicable location. We will equally share in the cost of the mediator. If you fail to mediate or follow the mediation process, we can seek immediate dismissal of any claim filed, and be awarded attorneys’ fees, and you covenant and agree that you forego attorneys’ fees, even if you win. IF YOU HAVE QUESTIONS ABOUT THIS YOU AGREE TO ASK US, AND YOU HAVE BEEN INVITED TO DISCUSS THIS TERM WITH AN ATTORNEY. OUR GOAL IS TO AVOID LITIGATION AND FOSTER COLLABORATIVE RESOLUTION OF ANY PROBLEMS.
Waiver of Class Action Rights and/or Claims. You agree that to the extent you have or believe that you have any claims against us relating to your use or our provision of the Offerings or content, you will bring those claims in your individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding. Unless we both agree, no arbitrator or judge may consolidate more than one person’s claims or otherwise preside over any form of a representative class proceeding.
Choice of Law and Choice of Forum. Any claim, action, or proceeding arising out of these Terms or your use of this Offerings or Content shall be governed by and construed in accordance with the laws of the United States and the State of Nevada, without regard to principles of conflict of laws. Any claim, action, or proceeding related to the Terms or your use of the Offerings will be resolved exclusively in the state or federal courts located in the State of Nevada, and you consent to the jurisdiction of those courts.
Entire Agreement. These Terms constitute a legal agreement between you and We and govern your use of the Offerings and completely replace and supersede any prior agreements between you and We, whether written or oral, in relation to the Offerings. Any ambiguity herein is to be drafted to our benefit.
Severability. If any provision of these Terms, the Delivery Agreement or an Order Form is determined to be unlawful, void, or unenforceable for any reason by a proper legal authority, then that provision will be deemed superseded by a valid, enforceable provision that most clearly matches the intent of the original provision, and the remainder of these Terms shall continue in effect.
Miscellaneous Terms. Headings in this Agreement are for reference purposes only and in no way define, limit, or describe the scope or extent of a Section or in any way affect this Agreement. The word “including” shall be read as “including without limitation.” No provision of this Agreement shall be construed against or interpreted to the disadvantage of any party by reason of such party having or being deemed to have drafted such provision. In the event any provision of this Agreement is held by a court or other tribunal of competent jurisdiction to be unenforceable, that provision will be reformed and enforced to the maximum extent permissible under applicable law, and the other provisions of this Agreement will remain in full force and effect.
Potential Modification. You agree we may modify these Terms from time to time to ensure universal application to clients, and you herewith agree to be bound by the future-version of the Terms in existence at the time you bring a Claim or desire to resolve a dispute with us, via mediation.