You may not use the HAILaGEEK platform to benchmark, evaluate, or test the HAILaGEEK services for journalistic purposes (you must use it for normal purposes) unless you have notified and obtained prior written permission from HAILaGEEK to perform an evaluation. We welcome requests to evaluate our platform from known, established journalists and consumer organizations and encourage these entities to contact us for permission and any assistance we can provide with the evaluation process.
YOU MAY NOT ACCESS OR PURCHASE SERVICES IF YOU ARE OUR DIRECT COMPETITOR, EXCEPT WITH OUR PRIOR WRITTEN CONSENT. IN ADDITION, YOU MAY NOT ACCESS OR PURCHASE SERVICES FOR PURPOSES OF MONITORING THEIR AVAILABILITY, PERFORMANCE OR FUNCTIONALITY, OR FOR ANY OTHER BENCHMARKING OR COMPETITIVE PURPOSES.
PLEASE BE ADVISED: THIS AGREEMENT CONTAINS PROVISIONS THAT GOVERN HOW CLAIMS YOU AND HAILAGEEK HAVE AGAINST EACH OTHER CAN BE BROUGHT (SEE SECTION 30 BELOW). THESE PROVISIONS WILL, WITH LIMITED EXCEPTION, REQUIRE YOU TO SUBMIT CLAIMS YOU HAVE AGAINST HAILAGEEK TO A PRELIMINARY RESOLUTION MECHANISM AND THEN, IF IT FAILS, TO BINDING AND FINAL ARBITRATION ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, GROUP OR REPRESENTATIVE ACTION OR PROCEEDING. AS A PROVIDER, YOU HAVE AN OPPORTUNITY TO OPT OUT OF ARBITRATION WITH RESPECT TO CERTAIN CLAIMS AS PROVIDED IN SECTION 30.
MATERIAL TERMS AND NOTICES
The HAILaGEEK Platform connects you to others. You are neither an employee nor subcontractor of HAILaGEEK.
The use of the HAILaGEEK Platform may be subject to separate third-party terms of service and fees, including, without limitation, such terms of service and fees imposed by your mobile network operator (the "Carrier"), including fees charged for data usage and overage, which are your sole responsibility;
The HAILaGEEK Platform is provided "as is" without warranties of any kind, and HAILaGEEK"s liability to you is limited regarding the performance of Services;
Access to certain features of the HAILaGEEK Platform may require access to information about the location of your device, such as GPS coordinates;
We may, without further notice or warning and in our discretion, access, store, use, and disclose the messages, call transcripts, and data about the calls/messages between and among Users (as defined in Section 2) that occur through the HAILaGEEK Platform for our business purposes, including to provide and improve customer service and the HAILaGEEK Platform, fraud prevention, and to identify violations of this Agreement;
You agree not to circumvent the HAILaGEEK Platform by scheduling and/or paying for services with our Providers outside the Platform; and,
You agree to and acknowledge the "Notice Regarding Apple" in Section 38 below.
Unless otherwise disclosed, Providers are deemed to be unlicensed. Please note that in certain markets Provider may be required to have a license to perform certain Services that will exceed a monetary threshold. For example, regulations applicable in certain markets require a license for work that will total more than $500.00. Accordingly, Customers must determine for themselves whether a Provider is qualified to perform the requested Service. Customers should consult their state or local requirements to determine whether certain Services are required to be performed by a licensed professional.
ANY DECISION BY USERS TO ACCEPT SERVICES THROUGH THE HAILAGEEK PLATFORM IS A DECISION MADE IN SUCH USER'S SOLE DISCRETION. EACH SERVICE PROVIDED BY A PROVIDER TO A CUSTOMER SHALL CONSTITUTE A SEPARATE AGREEMENT BETWEEN THAT PROVIDER AND CUSTOMER. PROVIDERS ARE INDEPENDENT CONTRACTORS AND NOT EMPLOYEES OR SUBCONTRACTORS OF HAILAGEEK. HAILAGEEK MAKES NO REPRESENTATION AND IS NOT RESPONSIBLE FOR THE PERFORMANCE OF USERS, NOR DOES IT HAVE CONTROL OVER OR MAKE REPRESENTATIONS REGARDING THE QUALITY, TIMING, LEGALITY, FAILURE TO PROVIDE, OR ANY OTHER ASPECT WHATSOEVER RELATING TO ANY SERVICES. HAILAGEEK DOES NOT HAVE CONTROL OVER THE QUALITY, TIMING OR LEGALITY OF SERVICES DELIVERED BY PROVIDERS. HAILAGEEK HAS NO RESPONSIBILITY OR LIABILITY FOR ANY SERVICES PROVIDED TO CUSTOMERS BY PROVIDERS, INCLUDING, BUT NOT LIMITED TO, A WARRANTY OR CONDITION OF GOOD AND WORKMANLIKE SERVICES, WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE OR COMPLIANCE WITH ANY LAW, REGULATION OR CODE. EXCEPT AS OTHERWISE SET FORTH HEREIN, HAILAGEEK IS NOT AFFILIATED WITH, ENDORSED OR SPONSORED BY ANY PROVIDER, EXCEPT DYNAMIS DOT NET WHO IS BOTH A PROVIDER AND HOSTS THE PLATFORM ON THEIR SERVERS.
HAILaGEEK checks the backgrounds of each Provider using a third-party background check service that includes, but is not limited to, a sex offenders registry check, county, state, federal and national criminal records check, and domestic and international terrorist watchlist check. HAILaGEEK also requires each Provider to submit to HAILaGEEK a government-issued photo ID and a profile picture. Providers hereby give consent to HAILaGEEK to conduct background checks as often as required in compliance with applicable law, including without limitation the Fair Credit Reporting Act. Although HAILaGEEK performs background and identity checks on each Provider, HAILaGEEK cannot confirm that each Provider is who they claim to be, and therefore, HAILaGEEK cannot and does not assume any responsibility for the accuracy or reliability of the identity or background check information or any information provided through the Service.
CUSTOMER ACKNOWLEDGEs AND AGREEs THAT HAILAGEEK IS NOT LIABLE FOR DAMAGE THAT MIGHT ARISE OUT OF THE SERVICES. HAILAGEEK IS NOT RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER INCLUDING PROVIDERS, AND WILL NOT BE LIABLE FOR ANY CLAIM, INJURY OR DAMAGE ARISING IN CONNECTION WITH ANY SERVICES. Each User should exercise caution and common sense to protect their personal safety and property, just as you would when interacting with any person with whom you do not know. HAILaGEEK"s sole liability with respect to the Services performed by Providers is as set forth in the HAILaGEEK Guarantee described in Section 6.
Customer agrees to pay all charges from HAILaGEEK which they have approved through the app, including but not limited to:
HAILaGEEK is not responsible for the quality of the work provided by Provider. HAILaGEEK makes available via the 3rd party fee resolution service "feeresolution.com" a $30 Fee Resolution service in case of customer dissatisfaction.Customer agrees to arbitration in case of any disputecontinuing beyond the Fee Resolution process.
Customer agrees to pay for all services within 24 hrs of the time they are marked as completed by the contractor, unless they:
Users of the HAILaGEEK Platform contract for the Services directly with Providers. Except as set forth in Section 33 below, HAILaGEEK is not a party to any contracts for the Services. The HAILaGEEK Platform facilitates these contracts by supplying a medium through which Customers can connect with Providers, schedule the Services. Notwithstanding the foregoing, Customers may not circumvent the HAILaGEEK Platform by using the HAILaGEEK Platform to connect with Providers and then engage those Providers for Services outside of the HAILaGEEK Platform.
Except for the HAILaGEEK Guarantee, no refunds or credits will be provided once the Customer's selected payment method has been charged or Charitable Voucher has been used. While we will use commercially reasonable efforts to protect all payment method information and all other personal information, we expressly disclaim any liability for any damage that may result should any information be released to any third parties, and you agree to hold us harmless for any damages that may result therefrom. The Job Fee quoted is exclusive of taxes. HAILaGEEK will assess sales tax on all service and parts at the time of sale. Sales tax will be charged as an addition to the estimate for Services and Additional Services.HAILaGEEK is not responsible or liable for any taxes incurred in connection with the Service excluding taxes on HAILaGEEK's income. Customers will be liable for all transaction taxes on the Service(s) provided (other than taxes based on HAILaGEEK's income).
THE RELEASED PARTIES ARE NOT RESPONSIBLE FOR: (a) ANY INCORRECT OR INACCURATE INFORMATION, WHETHER CAUSED BY ENTRANTS, PRINTING ERRORS OR BY ANY OF THE EQUIPMENT OR PROGRAMMING ASSOCIATED WITH OR USED IN THE PROMOTION; (b) TECHNICAL FAILURES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO MALFUNCTIONS, INTERRUPTIONS, OR DISCONNECTIONS IN PHONE LINES OR NETWORK HARDWARE OR SOFTWARE; (c) UNAUTHORIZED HUMAN INTERVENTION IN ANY PART OF THE ENTRY PROCESS OR THE PROMOTIONAL ACTIVITY; (d) TECHNICAL OR HUMAN ERROR THAT MAY OCCUR IN THE ADMINISTRATION OF THE PROMOTIONAL ACTIVITY OR THE PROCESSING OF ENTRIES; OR (e) ANY INJURY OR DAMAGE TO PERSONS OR PROPERTY THAT MAY BE CAUSED, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, FROM YOUR (OR ANY OTHER ENTRANT'S) PARTICIPATION IN THE PROMOTIONAL ACTIVITY OR RECEIPT OR USE OR MISUSE OF ANY PRIZE.
Our HAILaGEEK Guarantee is that the Service you order and pay for will be performed as described in the description of the Service when you ordered it. If you have ordered and paid for a Service but you believe the Service was not performed in accordance with the HAILaGEEK Guarantee you must report the issue within twenty-four (24) hours by clicking "The Work is Not OK" and then clicking the FeeResolution link and paying a $30 fee for Fee Resolution of the Service appointment to our Support Center at support@HAILaGEEK.com and respond to all follow up questions requested of you from Fee Resolutionthe Support Center, and you may be eligible for the HAILaGEEK Guarantee Remedies. The "HAILaGEEK Guarantee Remedies" are as follows: if we determine that a Service does not meet the HAILaGEEK Guarantee we will, in our sole discretion, either refund the payment you actually made for such Service, or have the applicable Service re-performed. If the Service is re-performed but we determine the re-performance still does not meet the HAILaGEEK Guarantee, we will refund the payment actually made for such Service. The amount of the HAILaGEEK Guarantee is limited to any payment you made for the Service. The HAILaGEEK Guarantee does not apply to any other cost, liability, damage, injury, or claim arising from or in connection with the Services. To be clear, the HAILaGEEK Guarantee does not apply to any payments made for Services not scheduled and paid for through the HAILaGEEK Platform. THIS SECTION 6 STATES HAILAGEEK'S SOLE AND EXCLUSIVE LIABILITY, AND CUSTOMER'S SOLE AND EXCLUSIVE REMEDY, FOR ANY DAMAGES OR CLAIMS ARISING OUT OF OR IN CONNECTION WITH THE SERVICES.
HAILaGEEK reserves the right in its sole discretion to eliminate the HAILaGEEK Guarantee altogether or to modify its terms at any time, effective with or without notice and without any liability to HAILaGEEK, although HAILaGEEK will endeavor to post notification of any material changes.
HAILaGEEK's cancellation policy for specific Services is as follows:
To help maintain the quality of the HAILaGEEK Platform, both Providers and Customers will have the opportunity to rate each other after the completion of Services. Customers will see Provider ratings before selecting a Provider for a job so each rating a Customer gives can have an impact on that Provider's future on the HAILaGEEK Platform. In addition, Customers with a low star rating may not have their requests accepted.
We may, without further notice or warning and in our discretion, monitor or record telephone conversations that we have with you or anyone acting on your behalf for quality control and training purposes or to protect our rights. We may, without further notice or warning, and in our discretion, access, store, use, and disclose the messages, call transcripts, and data about the calls/messages between and among Users that occur through the HAILaGEEK Platform for our business purposes, including to provide and improve customer service and the HAILaGEEK Platform, fraud prevention, and to identify violations of this Agreement.
By executing this Agreement, you agree to the use and disclosure of Location Coordinates information.
We reserve the right to withdraw or amend the HAILaGEEK Platform, and any service we provide on the HAILaGEEK Platform in our sole discretion without notice. We will not be liable if for any reason that all or any part of the HAILaGEEK Platform is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the HAILaGEEK Platform, or the entire HAILaGEEK Platform, to Users for any reason or no reason.You are responsible for:
If you choose, or are provided with, a user name, password or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to the HAILaGEEK Platform or portions of it using your user name, password or other security information, including Third Party Site Password. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You are solely responsible for maintaining the confidentiality of your account and password, and you accept responsibility for all activities that occur under your account. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.
We have the right to disable any user name, password or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of this Agreement.
THE SERVICE IS ONLY A VENUE FOR CONNECTING USERS AND PROVIDERS. EXCEPT AS OTHERWISE SET FORTH HEREIN, HAILAGEEK IS NOT AFFILIATED WITH ANY CARRIER, PROVIDER, OR THIRD PARTY SERVICE. ANY DISPUTE YOU HAVE WITH ANY CARRIER, PROVIDER, OR THIRD PARTY SERVICE, OR OTHER THIRD PARTY, INCLUDING, WITHOUT LIMITATION, ANY OTHER USER OF THE SERVICE, IS DIRECTLY BETWEEN YOU AND THAT THIRD PARTY, AND YOU IRREVOCABLY RELEASE HAILAGEEK (AND OUR OFFICERS, DIRECTORS, AGENTS, INVESTORS, SUBSIDIARIES, AND EMPLOYEES) FROM ANY AND ALL CLAIMS, DEMANDS, OR DAMAGES (ACTUAL OR CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES.
You may not modify, alter, reproduce, or distribute the HAILaGEEK Platform. You may not directly rent, lease, lend, sell, redistribute, or sublicense the HAILaGEEK Platform. You must not decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of any portion of the HAILaGEEK Platform, any updates, or any part thereof (except as and only to the extent any foregoing restriction is prohibited by applicable law or the terms of any Third Party Service), nor attempt to disable or circumvent any security or other technological measure designed to protect the HAILaGEEK Platform or any content available through the HAILaGEEK Platform.
The HAILaGEEK Platform and its entire contents, features and functionality (including but not limited to all information, software, text, displays, images, video and audio, and the design, selection and arrangement thereof), are owned by HAILaGEEK, its subsidiaries, its affiliates, 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 rights laws.You must not:
Except as permitted herein, you must not access or use for any commercial purposes any part of the HAILaGEEK Platform or any services or materials available through the HAILaGEEK Platform.
You may use the HAILaGEEK Platform only for lawful purposes and in accordance with this Agreement. You agree not to use the HAILaGEEK Platform:
Additionally, you agree not to:
We comply with the provisions of the Digital Millennium Copyright Act applicable to Internet service providers (17 U.S.C. "512, as amended). If you have an intellectual property rights-related complaint about material posted on the HAILaGEEK Platform, you may contact our Designated Agent at HAILaGEEK, LP, Attn: Managing Partner, __________________________ or copyright@HAILaGEEK.com.
Any notice alleging that materials hosted by or distributed through the HAILaGEEK Platform infringe intellectual property rights must include the following information:
Repeat Infringers. HAILaGEEK will promptly terminate without notice the accounts of Users that are determined by HAILaGEEK to be "Repeat Infringers" to the fullest extent permitted under applicable law. A Repeat Infringer is a User who has been notified of infringing activity or has had User Contributions (as defined in Section 17 below) removed from the HAILaGEEK Platform at least twice.
The HAILaGEEK Platform may contain profiles and other interactive features (collectively, "Interactive Services") that allow Users to post, submit, publish, display or transmit to other Users (hereinafter, "post") content, photographs, images, or other related materials (collectively, "User Contributions") on or through the HAILaGEEK Platform, including Provider or Customer-supplied profile pictures and job/service-related photos, Provider names and Provider logos.
You understand and acknowledge that you are responsible for any User Contributions you submit or contribute, and you, not HAILaGEEK, are fully responsibility for such content, including its legality, reliability, accuracy and appropriateness.
We are not responsible, or liable to any third party, for the content or accuracy of any User Contributions posted by you or any other User of the HAILaGEEK Platform.
In exchange for the right to use the HAILaGEEK Platform, Users who post their User Contributions hereby irrevocably grant to HAILaGEEK the following rights in connection with the display, distribution, transmission, or broadcasting on any media, including the Internet, of their User Contributions in connection with the HAILaGEEK Platform:
Such right applies in any media now known or not currently known, and such right is hereby deemed to be perpetual, non-exclusive, unrestricted, royalty-free, worldwide, irrevocable, transferable, and sub-licensable (through multiple tiers). User hereby releases HAILaGEEK from (and shall not bring any) proceeding, whether now known or unknown, for defamation, invasion of right to privacy, publicity or personality or any similar matter, or based upon the use of your User Contributions.
We have the right to:
Without limiting the foregoing, we have the right to fully cooperate 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 HAILaGEEK Platform. YOU WAIVE AND HOLD HARMLESS HAILAGEEK AND ITS AFFILIATES, LICENSEES AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
We understand that occasionally disputes may arise between or among our Users. In the event a dispute initiated by either a Provider or a Customer cannot be resolved independently, you hereby agree, at HAILaGEEK"s request, to participate with good faith, to the extent you are reasonably able to do so, in a neutral resolution, mediation, or arbitration process conducted by HAILaGEEK or a neutral third-party mediator or arbitrator selected by HAILaGEEK. Notwithstanding the foregoing, you acknowledge and agree that HAILaGEEK is under no obligation to become involved in or impose resolution in any dispute between or among Users or any third party.
This Agreement is effective upon your creation of a User account, as amended by any modifications made pursuant to Section 1. You may discontinue your use of the HAILaGEEK Platform or participation in the Services at any time, for any reason. We may suspend or deactivate your User account (either as a Provider and/or Customer), or revoke your permission to access the HAILaGEEK Platform, at any time, for any reason, upon notice to you. We reserve the right to refuse access to the HAILaGEEK Platform to any User for any reason not prohibited by law. Either party may terminate the Agreement for any reason upon written notice to the other party. The terms of this Agreement, and any subsequent modifications of this Agreement, shall remain in effect at all times after you or HAILaGEEK terminate your participation or access to the HAILaGEEK Platform or Services.Customer agrees to pay for all jobs which Customer started on the HAILaGEEK platform even if Customer terminates participation on the Platform.
We may update the content on this HAILaGEEK Platform from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the HAILaGEEK Platform may be out of date at any given time, and we are under no obligation to update such material.
You understand that we cannot and do not guarantee or warrant that files available for downloading from the Internet or the HAILaGEEK Platform will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output and for maintaining a means external to our site for any reconstruction of any lost data. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT (INCLUDING MOBILE DEVICES), COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE HAILAGEEK PLATFORM OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE HAILAGEEK PLATFORM OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY HAILAGEEK PLATFORM LINKED TO IT.
YOUR USE OF THE HAILAGEEK PLATFORM, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE HAILAGEEK PLATFORM IS AT YOUR OWN RISK. THE HAILAGEEK PLATFORM, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE HAILAGEEK PLATFORM ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER HAILAGEEK NOR ANY PERSON ASSOCIATED WITH HAILAGEEK MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE HAILAGEEK PLATFORM. WITHOUT LIMITING THE FOREGOING, NEITHER HAILAGEEK NOR ANYONE ASSOCIATED WITH HAILAGEEK REPRESENTS OR WARRANTS THAT THE HAILAGEEK PLATFORM, ITS CONTENT OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE HAILAGEEK PLATFORM WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE HAILAGEEK PLATFORM OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE HAILAGEEK PLATFORM WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
HAILAGEEK HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
IN NO EVENT WILL HAILAGEEK, ITS AFFILIATES OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE HAILAGEEK PLATFORM, ANY HAILAGEEK PLATFORMS LINKED TO IT, ANY CONTENT ON THE HAILAGEEK PLATFORM OR SUCH OTHER HAILAGEEK PLATFORMS OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE HAILAGEEK PLATFORM OR SUCH OTHER HAILAGEEK PLATFORMS, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE.
You agree to defend, indemnify and hold harmless HAILaGEEK, its affiliates, licensors and service Providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys' fees) arising out of or relating to your violation of this Agreement or your use of the HAILaGEEK Platform, including, but not limited to, any use of the HAILaGEEK Platform's content, Services and products other than as expressly authorized in this Agreement or your use of any information obtained from the HAILaGEEK Platform.
Dispute.This section applies to any dispute EXCEPT IT DOES NOT APPLY TO A DISPUTE RELATING TO THE ENFORCEMENT OR VALIDITY OF COMPANY"S INTELLECTUAL PROPERTY RIGHTS. The term "dispute" means any dispute, action, or other controversy between Provider and Company concerning the Services, Deliverables, and any other matter in connection with this Agreement, whether in contract, warranty, tort, statute, regulation, ordinance, or any other legal or equitable basis. "Dispute" will be given the broadest possible meaning allowable under law.
In the event of a dispute, Customer, Provider or Company must give the other two parties a Notice of Dispute, which is a written statement that sets forth the name, address, and contact information of the party giving it, the facts giving rise to the dispute, and the relief requested. If a Customer is giving the Notice of Dispute, it may be submitted by indicating via the HAILaGEEK Platform that the Service or Deliverables are not satisfactory, and filling out the form provided by the FeeResolution Platform.
Upon submission of the Notice of Dispute by a Customer, the parties will immediately commence arbitration.
Upon submission of a Notice of Dispute by the Company or Provider, the parties will attempt to resolve any Dispute through informal negotiation within sixty (60) days from the date the Notice of Dispute is sent. After sixty (60) days, Provider or Company may commence arbitration.
If Customer, Provider and Company do not resolve any Dispute by informal negotiation, any other effort to resolve the Dispute will be conducted exclusively by binding arbitration as described in this section. Provider is giving up the right to litigate (or participate in as a party or class member) all disputes in court before a judge or jury. Instead, all Disputes will be resolved by feeresolution.com, or another neutral arbitrator chosen at the discretion of the Company, whose decision will be final except for a limited right of appeal under the Federal Arbitration Act. Any court with jurisdiction over the parties may enforce the arbitrator"s award.
Any proceedings to resolve or litigate any dispute in any forum will be conducted solely on an individual basis. Neither Provider nor Company will seek to have any dispute heard as a class action or in any other proceeding in which either party acts or proposes to act in a representative capacity. No arbitration or proceeding will be combined with another without the prior written consent of all parties to all affected arbitrations or proceedings.
Any arbitration will be conducted in Texas, United States, by feeresolution.com or the American Arbitration Association (the "AAA") under its Commercial Arbitration Rules. The arbitrator may award the same damages to Provider individually as a court could. Claims or disputes must be filed within two years. To the extent permitted by law, any claim or Dispute under this Agreement must be filed within two years. The two-day period begins when the claim or Notice of Dispute first could be filed. If a claim or dispute isn't filed within two days, it's permanently barred.
If the class action waiver above is found to be illegal or unenforceable as to all or some parts of a dispute, then this Section won't apply to those parts. Instead, those parts will be severed and proceed in a court of law, with the remaining parts proceeding in arbitration. If any other provision of this Section is found to be illegal or unenforceable, that provision will be severed with the remainder of this Section remaining in full force and effect.
If Provider is not a United States entity and if the foregoing arbitration provisions are unenforceable pursuant to the governing law of Customer"s jurisdiction, then any dispute arising from or in connection this Agreement will be finally settled by arbitration under the Rules of Arbitration of the International Chamber of Commerce then in effect, by one arbitrator appointed in accordance with such Rules, and such arbitration shall be the exclusive method to settle any dispute relating to this Agreement. The arbitration shall be conducted in the English language and it shall have its seat in Houston, Texas.
All arbitration awards, as well as any other decision of the arbitrator (including any conservative or interim measures), shall be final, non-appealable, binding and executory. Judgment on the arbitrator's decision may be entered in, and enforced by, any court having jurisdiction over the party against which an award is entered or over such party's assets, and the parties hereby irrevocably waive any defense and any objection to the exercise of jurisdiction by such courts, based on international comity, improper venue or forum non- conveniences
Continued Performance. The parties will continue to perform their obligations under this Agreement while any dispute is being resolved, except to the extent the issue in dispute precludes performance. Disputes over payment do not preclude performance.
Time Limit. To the maximum extent permitted under applicable law, claims, actions and disputes must be brought within two (2) business days after the cause of action arises or they are waived.
Exceptions. Nothing in this Agreement will be deemed to waive, preclude, or otherwise limit the right of either party to: (i) bring an individual action in small claims court; (ii) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (iii) seek injunctive relief in a court of law; or (iv) to file suit in a court of law to address an intellectual property infringement claim.
Arbitrator. Any arbitration between you and HAILaGEEK will be settled under the Federal Arbitration Act, and governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, "AAA Rules") of the American Arbitration Association ("AAA"), as modified by this Agreement, and will be administered by the AAA. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting HAILaGEEK.
Notice. Process. A party who intends to seek arbitration must first send a written notice of the dispute to the other party by certified U.S. Mail or by Federal Express (signature required) or, only if that other party has not provided a current physical address, then by electronic mail ("Notice"). HAILaGEEK's address for Notice is: HAILaGEEK, LP, 1059 Kurt Road, Bellville, TX 77418, Attn: General Partner. The Notice must: (i) describe the nature and basis of the claim or dispute; and (ii) set forth the specific relief sought ("Demand"). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice is received, you or HAILaGEEK may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or HAILaGEEK must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If the dispute is finally resolved through arbitration in your favor, HAILaGEEK will pay you the highest of the following: (i) the amount awarded by the arbitrator, if any; (ii) the last written settlement amount offered by HAILaGEEK in settlement of the dispute prior to the arbitrator's award; or (iii) $1000.
Fees. If you commence arbitration in accordance with this Agreement, HAILaGEEK will reimburse you for your payment of the filing fee, unless your claim is for more than $10,000, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at a location to be agreed upon in Harris County Texas, but if the claim is for $10,000 or less, you may choose whether the arbitration will be conducted: (i) solely based on documents submitted to the arbitrator; (ii) through a non-appearance based telephone hearing; or (iii) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse HAILaGEEK for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator's ruling on the merits.
No Class Actions. TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, YOU AND HAILAGEEK AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and HAILaGEEK agree otherwise, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of a representative or class proceeding, to the fullest extent permitted under applicable law.
Modifications to this Arbitration Provision. If HAILaGEEK makes any future change to this arbitration provision, other than a change to HAILaGEEK's address for Notice, you may reject the change by sending us written notice within 30 days of the change to HAILaGEEK's address for Notice, in which case your account with HAILaGEEK will be immediately terminated and this arbitration provision, as in effect immediately prior to the changes you rejected will survive.
Enforceability. If any part of this section is found to be unenforceable, then the entirety of this section will be null and void and, in that case, the parties agree that the exclusive jurisdiction and venue described in this Agreement will govern any action arising out of or related to this Agreement. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement.
Except as set forth in Section 30 entitled "Dispute Resolution; Arbitration of Claims," this Agreement is governed and interpreted pursuant to the laws of the State of Texas, United States of America, notwithstanding any principles of conflict of law. For all disputes, not subject to arbitration under Section 30 hereof, you agree to submit to the personal jurisdiction and venue of the courts located within Harris County, Texas, and waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
No waiver by HAILaGEEK of any term or condition set forth in this Agreement shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of HAILaGEEK to assert a right or provision under this Agreement shall not constitute a waiver of such right or provision.
If any provision of this Agreement is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of this Agreement will continue in full force and effect.
For purposes of developing and testing the HAILaGEEK Platform, on occasion a HAILaGEEK representative may schedule or perform Services on the HAILaGEEK Platform within the Houston market. On such occasions, the contract for such Service shall between HAILaGEEK and such User and shall be governed by the applicable terms of this Agreement, including, but not limited, to Section 30 above.
This Agreement may not be assigned or transferred by you without HAILaGEEK's prior written consent. You agree that this Agreement and all incorporated agreements may be automatically assigned by HAILaGEEK, in our sole discretion, in accordance with the "Notice" section of this Agreement.
You and HAILaGEEK are independent contractors, and no agency, partnership, joint venture, employer-employee, contractor-subcontractor, or franchisor-franchisee relationship is intended or created by this Agreement.
All other feedback, comments, requests for technical support and other communications relating to the HAILaGEEK Platform should be directed to: support@HAILaGEEK.com.
Except as explicitly stated otherwise, any notice to HAILaGEEK shall be given by certified mail, postage prepaid and return receipt requested to:
Attn: General Partner
Such notices shall be deemed given three days after the date of mailing. Any notices to you shall be provided to you through the HAILaGEEK Platform or given to you via the email address you provided to HAILaGEEK during the registration process or as otherwise listed in your User or Provider account, and such notice shall be deemed given immediately upon sending. Alternatively, we may give you notice by certified mail, postage prepaid and return receipt requested, to the address provided to HAILaGEEK during the registration process. In such case, notice shall be deemed given three days after the date of mailing.