October 16, 2022
This Agreement constitutes a legal agreement between you ("you" or "User") and Fueled on Bacon Labs LLC ("reserv" or "us"). This Agreement governs your use of our platform, which facilitates communications between Users through our website located at www.reserv.xyz, as it may be modified, relocated and/or redirected from time-to-time (the "Site"). The Site and platform are collectively referred to as the "reserv platform".
By accessing, using or registering with the reserv platform or any portions thereof, you hereby expressly acknowledge and agree to be bound by the terms and conditions of this Agreement, and any future amendments and additions to this Agreement as we may publish from time to time. Please read this Agreement carefully. If you do not agree to accept and be bound by this Agreement, you must immediately stop using the reserv platform.
reserv’s acceptance is expressly conditioned upon your assent to this Agreement in its entirety. If this Agreement is considered to be an offer by us, acceptance is expressly limited to this Agreement.
By using the reserv platform, you represent and warrant that:
To the extent permitted and except where prohibited by applicable law, these Terms of Use include:
The reserv platform is a communications platform for enabling the connection between individuals or entities seeking to obtain Tickets ("Buyers") and individuals or entities seeking to sell Tickets ("Sellers"). Buyers and Sellers together are referred to as "Users".
The terms of all Ticket purchases are up to the Sellers, which may be offered through use of the reserv platform.
reserv, through the reserv platform, offers information and a method to obtain such Tickets, but does not and does not intend to provide tickets itself or act as a seller of Tickets, and has no responsibility or liability for any tickets sold and/or provided to the Buyer by Seller, including, but not limited to, warranty of fitness for a particular purpose or compliance with any law, regulation, or code. reserv is not affiliated with, endorsed or sponsored by any third party provider or retailer.
By using the reserv platform, Buyers agree to hold reserv free from the responsibility for any liability or damage that might arise out of the purchase of Tickets. reserv is not responsible for the conduct, whether online or offline, of any User (including Sellers), and will not be liable for any claim, injury or damage arising in connection with any Ticket purchases.
1.1 Already being used by someone else;
1.2 That may be construed as impersonating another person;
1.3 That belongs to another person;
1.4 That violates the intellectual property or other rights of any person; and/or
1.5 That is offensive; or that we reject for any other reason in our sole discretion.
When you complete a registration with us, you will be required to provide certain personal information. You agree that such information will be true, accurate and complete, and that you will update this information promptly when it changes. If you provide any information that is untrue or inaccurate, not current, or incomplete, or if we suspect that your information is untrue or inaccurate, not current, or incomplete, we may, in our sole discretion, suspend or terminate your right to access any material for which registration is required. Any personally identifiable information supplied hereunder will be subject to the terms of the Privacy Policy.
ACCOUNT, PASSWORD AND SECURITY: You are the sole authorized user of your account. You are responsible for maintaining the confidentiality of any username, password and account provided by you or us for accessing the reserv platform. You are solely and fully responsible for all activities that occur under your password or account, except that reserv may, in certain circumstances, access your account to make changes that you request. reserv has no control over the use of any User's account by the User or third parties and expressly disclaims any liability derived therefrom. Should you suspect that any unauthorized party may be using your password or account or you suspect any other breach of security, you must contact us immediately at [email protected]. Nothing in this section shall affect reserv's rights to limit or terminate the use of the reserv platform.
TEXT MESSAGES AND PHONE CALLS: By providing your phone number and using the reserv platform, you agree that we may, to the extent permitted by applicable law, use your mobile phone number for calls and, if such phone number is a mobile number, for text (SMS) messages, in order to assist with the sale of Tickets. Standard call or message charges or other charges from your phone carrier may apply to calls or text (SMS) messages we send you. You may opt-out of receiving text (SMS) messages from us by replying with the word "STOP" to a text message from us. You acknowledge that opting out of text (SMS) messages may impact your ability to use the reserv platform.
EMAILS: reserv may send you confirmation and other transactional emails, including email receipts, regarding the Tickets. reserv may also send you emails about Tickets that we think might interest you ("Promotional Emails"). You can unsubscribe from Promotional Emails at any time by clicking unsubscribe in our email communications or contacting us.
PAYMENTS: Users of the reserv platform contract for Tickets directly with other Users. reserv is not a party to any contracts for Tickets. The reserv platform facilitates these contracts by supplying a medium through which Buyers can connect with Sellers, and make payments for Tickets ("Payments"). Buyers are obligated to pay in advance for the Tickets they order through the reserv platform. We will charge the Buyer’s credit card according to the amount the Buyer has agreed to on the reserv platform with respect to all Tickets the Buyer has ordered, and the Buyer hereby authorizes us to charge the credit card on file in the Buyer’s reserv platform account for such amounts. We will use third party services to process credit card information.
CHARGES: By accepting this Agreement, you are giving reserv (or a third-party payment processor on reserv’s behalf) permission to charge your on-file credit card, debit card, or other approved methods of payment for fees that you owe reserv. All information that you provide in connection with a purchase or transaction or other monetary transaction interaction with the Tickets must be accurate, complete, and current. You agree to pay all charges incurred by users of your credit card, debit card, or other payment method used in connection with a purchase or transaction or other monetary transaction interaction with reserv at the prices in effect when such charges are incurred.
We retain the right, in our sole discretion, to place a hold on a Buyer’s credit card for a Ticket transaction.
All Payments by Buyers must be made through the Reserv Platform or via a secondary market platform. For credit card purchases, no refunds or credits will be provided once the Buyer’s credit card has been charged, except that at our sole discretion, refunds or credits may be granted in extenuating circumstances, as a result of specific promotions, or to correct any errors we have made. While we will use commercially reasonable efforts to ensure the security of all credit card 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. Buyers will be liable for all transaction taxes.
TERM: This Agreement shall continue in full force and effect until such time as it is terminated by you or by us.
TERMINATION BY RESERV: We may terminate this Agreement or terminate or suspend your right to use the reserv platform at any time for any or no reason (including, without limitation, in the event that we believe that you have breached this Agreement or any policy posted on the reserv platform). If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress. When terminating your account, reserv may delete the account and all the information in it. You have no ownership rights to your account.
TERMINATION BY YOU: You may terminate this Agreement by completely and permanently ceasing to use the reserv platform.
SURVIVAL: All provisions that should by their nature survive the expiration or termination of this Agreement.
RULES FOR USE OF THE RESERV PLATFORM: Users may use the reserv platform to purchase and sell Tickets only and may not use the reserv platform for any other purposes or in connection with any commercial endeavors whatsoever without our express prior written consent. Buyers agree that an order for Tickets is an offer, which is only accepted when the Buyer receives a confirmation of the order. Buyers agree to treat Sellers courteously and lawfully and to provide reasonable cooperation to Sellers to enable them to sell Tickets. Buyers agree to communicate any complaints to us and not to the Sellers. Buyers agree to comply with our complaint and other policies designated on the Site.
PROHIBITED CONDUCT. Users shall NOT use the reserv platform (including but not limited to any Submission Areas) to do any of the following:
2.1 Upload files that contain viruses, Trojan horses, corrupted files, or any other similar software that may damage the operation of another's computer.
2.2 Upload files that contain software or other material that violates the intellectual property rights or rights of privacy or publicity of any third party.
2.3 Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as, but not limited to, rights of privacy and publicity) of others, including but not limited to our staff and other Users.
2.4 Post a review or rating unless such review or rating contains your independent, honest, genuine opinion.
2.5 Use the reserv platform for any purpose or in any manner that is in violation of local, state, national, or international law.
2.6 Publish, post, upload, distribute or disseminate any profane, defamatory, false, misleading, fraudulent, threatening or unlawful topics, names, materials or information, or any materials, information or content that involve the sale of counterfeit or stolen items.
2.7 Advertise or offer to sell any goods or Tickets for any commercial purpose which is not relevant to Tickets offered through the reserv platform. You may not solicit, advertise for, or contact in any form Users for employment, contracting, or any other purpose not related to Tickets facilitated through the reserv platform without express written permission from us.
2.8 Use the reserv platform to collect usernames and/or email addresses of members by electronic or other means without our express prior written consent.
2.9 Conduct or forward surveys, contests, pyramid schemes or chain letters.
2.10 Impersonate another person or allow any other person or entity to use your identification to post or view comments or otherwise use your account.
2.11 Post the same note repeatedly (referred to as 'spamming'). Spamming is strictly prohibited.
2.12 Download any file posted by another User that you know, or reasonably should know, cannot be legally distributed through the reserv platform, or post or upload any content to which you have not obtained any necessary rights or permissions to use accordingly.
2.13 Restrict or inhibit any other User from using and enjoying the reserv platform.
2.14 Imply or state that any statements you make are endorsed by us, without our prior written consent.
2.15 Reverse engineer, disassemble, decompile, translate, modify, adapt, license, sublicense, alter, copy, distribute, hack or interfere with the reserv platform, its servers or any connected networks, use a robot, spider, manual and/or automatic processes or devices to data-mine, data-crawl, scrape or index the reserv platform in any manner, or attempt to do any of the foregoing.
2.16 Remove or alter, visually or otherwise, any copyrights, trademarks or proprietary marks and rights owned by us.
2.17 Upload content that is offensive and/or harmful, including, but not limited to, content that advocates, endorses, condones or promotes racism, bigotry, hatred or physical harm of any kind against any individual or group of individuals.
2.18 Upload content that provides materials or access to materials that are obscene, adult or sexual or that exploit anyone, and in particular people under the age of 18, in an abusive, violent or sexual manner.
2.19 Register to use the reserv platform under different usernames or identities, after your account has been suspended or terminated.
2.20 Mirror or archive any part of the reserv platform or any content or material contained on the reserv platform without reserv's written permission.
2.21 Forge any TCP/IP packet header or any part of the header information in any e-mail or newsgroup posting or providing false or misleading representations in the sender information, subject line, locator, or content of any electronic message.
2.22 Alter transmission data without reserv's consent.
INTELLECTUAL PROPERTY RIGHTS: The reserv platform, and the information, data, content and materials which it contains ("reserv Materials"), are the property of reserv and/or its affiliates and licensors, excluding User-generated content, which reserv has a right to use as described below. The reserv Materials are protected from unauthorized copying and dissemination by United States copyright law, trademark law, international conventions, and other intellectual property laws. reserv and/or its affiliates and licensors are and shall continue to be the sole and exclusive owner of all right, title and interest in and to all intellectual property rights associated with the reserv Materials. Any use of the reserv Materials, other than as expressly permitted herein, is prohibited without the prior permission of reserv and/or the relevant right holder. The service marks and trademarks of reserv, including without limitation, reserv.xyz and the reserv logo, are service marks owned by reserv. Any other trademarks, service marks, logos and/or trade names appearing on the reserv platform are the property of their respective owners. You may not copy or use any of the marks, logos or trade names appearing on the reserv platform without the express prior written consent of the owner.
COPYRIGHT COMPLAINTS AND COPYRIGHT AGENT: reserv respects the intellectual property of others, and expects Users to do the same. reserv will respond to properly submitted notices of alleged copyright infringement that comply with applicable law. In the event that a person or entity has a good faith belief that any materials provided on or in connection with the reserv platform infringe upon that person's or entity's copyright or other intellectual property right (such person or entity, a "Complainant") and sends to reserv a properly submitted copyright notice as indicated below, reserv will investigate, and if it determines, in its discretion, that the material is infringing, reserv will remove the content and may terminate the access of the User who posted such content to the reserv platform in the case of repeat infringers. All notices claiming an infringement of copyright rights must contain the following:
2.1 Identification of the intellectual property right that is allegedly infringed. All relevant registration numbers, or a statement concerning the Complainant's ownership of the work, should be included.
2.2 A statement specifically identifying the location of the infringing material, with enough detail that reserv may find it on the reserv platform. Please note: it is not sufficient to merely provide a top level URL.
2.3 The complete name, address, telephone number and e-mail address of Complainant.
2.4 A statement that Complainant has a good faith belief that the use of the allegedly infringing material is not authorized by the owner of the rights, or its agents, or by law.
2.5 A statement that the information contained in the notification is accurate, and under the penalty of perjury, Complainant is authorized to act on behalf of the owner of the copyright or other property rights that are allegedly infringed; and
2.6 A physical or electronic signature of a person authorized to act on behalf of the owner of the intellectual property rights that are allegedly being infringed.
reserv's contact information for notice of alleged copyright infringement is: [email protected]
CONFIDENTIAL INFORMATION: The term "Confidential Information" shall mean any and all of reserv's trade secrets, confidential and proprietary information, personal information and all other information and data of reserv that is not generally known to the public or other third parties who could derive value, economic or otherwise, from its use or disclosure. The reserv platform contains secured components that are accessible only to those who have been granted a username and password by reserv. Information contained within the secure components of the reserv platform is confidential and proprietary.
You acknowledge that Confidential Information (as hereinafter defined) is a valuable, special and unique asset of reserv and agree that you will not use Confidential Information other than as necessary for you to make use of the reserv platform as expressly permitted by this Agreement and only during the term of this Agreement.
You will not disclose or transfer (or seek to induce others to disclose or transfer) any Confidential Information for any purpose.
You shall promptly notify reserv in writing of any circumstances, which may constitute unauthorized disclosure, transfer or use of Confidential Information.
You shall implement reasonable technical, physical and administrative safeguards to protect Confidential Information from loss or theft, as well as unauthorized access, disclosure, copying, transfer, modification or use.
You shall return all originals and any copies of any and all materials containing Confidential Information to reserv upon termination of this Agreement for any reason whatsoever.
GENERAL: Use of the reserv platform is entirely at your own risk. To the fullest extent permitted by applicable law, the reserv platform is provided on an "as is'' basis without warranties of any kind, either express or implied, including, but not limited to, warranties of merchantability, fitness for a particular or general purpose and non-infringement. Without limiting the foregoing, neither reserv nor its affiliates or licensors warrant that the reserv platform will be uninterrupted or error-free; nor do they make any warranty as to any content available in or through the reserv platform; nor do they make any warranty as to any professional's registration; nor do they make any warranty as to the results that may be obtained from the use of the reserv platform, or as to the timeliness, accuracy, reliability, quality, suitability, safety, completeness or content of the Tickets or any products, content, information or materials provided through or in connection with the use of the reserv platform or this agreement. Access to the reserv platform is provided free of charge as a courtesy. Neither reserv nor its affiliates or licensors are responsible for the conduct, whether online or offline, of any user of the reserv platform (including but not limited to the conduct of any Buyers or Sellers). Neither reserv nor its affiliates or licensors warrant that the reserv platform is free from viruses, worms, trojan horses, or other harmful components. reserv and its affiliates and licensors cannot and do not guarantee that any information, personal or otherwise, supplied by you will not be misappropriated, intercepted, deleted, destroyed or used by others.
NO LIABILITY: YOU AGREE NOT TO HOLD RESERV, ITS AFFILIATES, ITS LICENSORS, OR ANY OF SUCH PARTIES’ AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, CORPORATE PARTNERS OR PARTICIPANTS (COLLECTIVELY, “MEMBERS”) LIABLE FOR ANY DAMAGES, EXPENSES, LOSSES, SUITS CLAIMS, AND/OR CONTROVERSIES (COLLECTIVELY, “LIABILITIES”) THAT HAVE ARISEN OR MAY ARISE, WHETHER KNOWN OR UNKNOWN, RELATING TO YOUR USE OF OR INABILITY TO USE THE reserv platform, INCLUDING, WITHOUT LIMITATION, ANY LIABILITIES ARISING IN CONNECTION WITH THE CONDUCT, ACT OR OMISSION OF ANY USER (INCLUDING, WITHOUT LIMITATION, STALKING, HARASSMENT, ACTS OF PHYSICAL VIOLENCE AND LOSS OR DESTRUCTION OF PERSONAL PROPERTY), ANY DISPUTES WITH ANY USER, ANY INSTRUCTION, ADVISE, ACT, OR SERVICE PROVIDED BY RESERV OR MEMBERS, AND ANY DESTRUCTION OF YOUR INFORMATION. UNDER NO CIRCUMSTANCES WILL RESERV OR MEMBERS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES ARISING IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE RESERV PLATFORM OR ANY TICKETS, EVEN IF SUCH PARTIES WERE OR SHOULD HAVE BEEN ADVISED OF THE POSSIBILITY OF THE SAME. RESERV AND MEMBERS DO NOT ACCEPT ANY LIABILITY WITH RESPECT TO THE QUALITY OR FITNESS OF ANY WORK PERFORMED IN CONNECTION WITH THE RESERV PLATFORM, THE TICKETS OR THIS AGREEMENT. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN TYPES OF DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IF, NOTWITHSTANDING THE FOREGOING EXCLUSIONS, IT IS DETERMINED THAT RESERV OR MEMBERS ARE LIABLE FOR DAMAGES, IN NO EVENT WILL THE AGGREGATE LIABILITY, WHETHER ARISING IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EXCEED THE TOTAL AMOUNT PAID BY YOU TO RESERV DURING THE SIX (6) MONTHS PRIOR TO THE TIME SUCH CLAIM AROSE.
RELEASE: RESERV AND MEMBERS EXPRESSLY DISCLAIM ANY LIABILITY THAT MAY ARISE BETWEEN USERS OF THE RESERV PLATFORM. THE RESERV PLATFORM IS ONLY A PLATFORM FOR CONNECTING USERS. TO THE EXTENT THAT THE RESERV PLATFORM CONNECTS USERS FOR THE PURPOSES OF PROVIDING TICKETS HEREUNDER, RESERV WILL NOT BE RESPONSIBLE FOR ASSESSING THE SUITABILITY, LEGALITY OR ABILITY OF ANY USER AND YOU EXPRESSLY WAIVE AND RELEASE RESERV FROM ANY AND ALL LIABILITY, CLAIMS OR DAMAGES ARISING FROM OR IN ANY WAY RELATED TO THE USER. BECAUSE RESERV IS NOT INVOLVED IN THE ACTUAL CONTACT BETWEEN USERS OR IN THE PURCHASE OF ANY TICKET, IN THE EVENT THAT YOU HAVE A DISPUTE WITH ONE OR MORE USERS, YOU RELEASE RESERV AND MEMBERS FROM ANY AND ALL CLAIMS, DEMANDS, OR DAMAGES (ACTUAL, DIRECT 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 DISPUTE. YOU EXPRESSLY WAIVE AND RELEASE ANY AND ALL RIGHTS AND BENEFITS UNDER SECTION 1542 OF THE CIVIL CODE OF THE STATE OF CALIFORNIA (OR ANY ANALOGOUS LAW OF ANY OTHER STATE), WHICH READS AS FOLLOWS: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM OR HER, MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR."
ADDITIONAL DISCLAIMER: THE QUALITY OF THE TICKETS REQUESTED THROUGH THE USE OF THE RESERV PLATFORM IS ENTIRELY THE RESPONSIBILITY OF THE SELLER WHO ULTIMATELY PROVIDES SUCH TICKETS. YOU UNDERSTAND, THEREFORE, THAT BY USING THE RESERV PLATFORM, YOU MAY BE EXPOSED TO TICKETS AND/OR PRODUCTS THAT ARE POTENTIALLY DANGEROUS, OFFENSIVE, HARMFUL TO MINORS, UNSAFE OR OTHERWISE OBJECTIONABLE, AND THAT YOU USE THE RESERV PLATFORM AT YOUR OWN RISK. NOTHING IN THIS AGREEMENT OR THE RESERV PLATFORM CONSTITUTES, OR IS MEANT TO CONSTITUTE, ADVICE OF ANY KIND. IF YOU REQUIRE ADVICE IN RELATION TO ANY LEGAL, FINANCIAL OR MEDICAL MATTER YOU SHOULD CONSULT AN APPROPRIATE PROFESSIONAL. BY USING THE RESERV PLATFORM, YOU AGREE THAT THE EXCLUSIONS AND LIMITATIONS OF LIABILITY SET OUT IN THIS AGREEMENT ARE REASONABLE. IF YOU DO NOT BELIEVE THEY ARE REASONABLE, YOU MUST NOT USE THE RESERV PLATFORM. YOU ACCEPT THAT, AS A CORPORATION, RESERV HAS AN INTEREST IN LIMITING THE PERSONAL LIABILITY OF ITS OFFICERS, DIRECTORS AND EMPLOYEES. YOU AGREE THAT YOU WILL NOT BRING ANY CLAIM PERSONALLY AGAINST RESERV’S OFFICERS, DIRECTORS OR EMPLOYEES IN CONNECTION WITH ANY DISPUTE, LOSS OR DAMAGE. WITHOUT PREJUDICE TO THE FOREGOING, YOU AGREE THAT THE LIMITATIONS OF WARRANTIES AND LIABILITY SET OUT IN THIS AGREEMENT WILL PROTECT THE RESERV’S OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, PARENTS, SUBSIDIARIES, AFFILIATES, SUCCESSORS, ASSIGNS AND SUB-CONTRACTORS AS WELL AS RESERV. EACH PARTY ACKNOWLEDGES THAT THE OTHER PARTY HAS ENTERED INTO THIS AGREEMENT RELYING ON THE LIMITATIONS OF LIABILITY STATED HEREIN AND THAT THOSE LIMITATIONS ARE AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES.
INDEMNIFICATION: You hereby agree to indemnify, defend, and hold harmless reserv, its licensors, and each such party's directors, officers, parent organizations, subsidiaries, affiliates, members, employees, agents, attorneys, independent contractors and vendors from and against any and all claims, losses, expenses, liabilities, damages or demands (including attorneys' fees and costs incurred), in connection with or resulting from, directly or indirectly:
5.1 Your use or misuse of or inability to use the reserv platform and any Ticket;
5.2 Your violation of this Agreement;
5.3 Your violation of any applicable law or regulation;
5.4 Your violation of the rights of another (including but not limited to Sellers), and
5.5 Your information and content that you submit or transmit through the reserv platform. reserv reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to your indemnification. You will not, in any event, settle any such claim or matter without the prior written consent of reserv.
MUTUAL ARBITRATION AGREEMENT/INFORMAL NEGOTIATIONS: To expedite resolution and reduce the cost of any dispute, controversy or claim, past, present, or future, between you and reserv, including without limitation any dispute or claim related to or arising out of this Agreement ("Dispute"), you and reserv may attempt to negotiate any Dispute informally (the "Informal Negotiations") before initiating any arbitration or court proceeding. Such Informal Negotiations will commence upon written notice. Your address for any notices under this section is your email address. reserv's address for such notices is: [email protected].
ARBITRATION: If a Dispute is not resolved through Informal Negotiations, you and reserv agree to resolve any and all Disputes (except those Disputes expressly excluded below) through final and binding arbitration ("Arbitration"). This Arbitration shall be governed by the applicable laws and evidences a transaction involving commerce. The Arbitration will be commenced and conducted before a single arbitrator. Each party will pay the fees for his/her or its own attorneys, subject to any remedies to which that party may later be entitled under applicable law. The arbitrator will make a decision in writing. Additionally, the arbitrator, and not any federal, state, or local court or agency, shall have the exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, or formation of this Arbitration Agreement. However, the preceding sentence shall not apply to the "Class Action Waiver," described below.
EXCLUDED DISPUTES: You and reserv agree that the following Disputes are excluded:
3.1 Any Dispute seeking to enforce or protect, or concerning the validity of, any of your or our intellectual property rights;
3.2 Individual claims in small claims court;
3.3 Any claim that an applicable federal statute expressly states cannot be arbitrated; and
3.4 Any claim for injunctive relief.
WAIVER OF RIGHT TO BE A PLAINTIFF OR CLASS MEMBER IN A CLASS ACTION: You and reserv agree to bring any Dispute in arbitration on an individual basis only, and not as a class or collective action. There will be no right or authority for any Dispute to be brought, heard or arbitrated as a class or collective action ("Class Action Waiver"). Regardless of anything else in this Agreement and/or the applicable AAA Rules or AAA Consumer Rules, the interpretation, applicability, enforceability or formation of the Class Action Waiver may only be determined by a court and not an arbitrator.
RULES/STANDARDS GOVERNING ARBITRATION PROCEEDING: A party who wishes to arbitrate a Dispute covered by this Arbitration Agreement must initiate an arbitration proceeding no later than the expiration of the statute of limitations that applicable law prescribes for the claim asserted. The arbitrator shall apply the statute of limitations that would have applied if the Dispute had been brought in court. The arbitrator may award any remedy to which a party is entitled under applicable law, but remedies shall be limited to those that would be available to a party in their individual capacity, and no remedies that otherwise would be available to an individual under applicable law will be forfeited. The arbitrator is without authority to apply any different substantive law. The parties have the right to conduct adequate civil discovery and present witnesses and evidence as needed to present their cases and defenses, and any dispute in this regard shall be decided by the arbitrator. The location of the arbitration proceeding shall take place in a city or county that the parties have mutually agreed upon. A court of competent jurisdiction shall have the authority to enter judgment upon the arbitrator's decision/award.
SEVERABILITY: You and reserv agree that if any portion of this Agreement is found illegal or unenforceable, that portion will be severed and the remainder of this section will be given full force and effect. These Terms shall be deemed severable. In the event that any provision is determined to be unenforceable or invalid, such provision shall nonetheless be enforced to the fullest extent permitted by law, and such determination shall not affect the validity and enforceability of any other remaining provisions
GOVERNING LAW/JURISDICTION: Except for provisions regarding Arbitration in this Agreement, this Agreement is governed and interpreted pursuant to the laws of the State of Florida, United States of America, notwithstanding any principles of conflicts of law. For all Disputes not subject to arbitration, You agree to submit to the personal and exclusive jurisdiction and venue of the courts located within Miami, Florida.
ASSIGNMENT: This Agreement may not be assigned or transferred by you without our prior written approval. We may assign or transfer this Agreement without your consent, including but not limited to assignments: i) to a parent or subsidiary, ii) to an acquirer of assets, or iii) to any other successor or acquirer. Any assignment in violation of this section shall be null and void. This Agreement shall insure to the benefit of permitted successors and assigns.
NO AGENCY/EMPLOYMENT: No agency, partnership, joint venture, employer-employee or franchiser-franchisee relationship is intended or created by this Agreement. reserv provides a software platform which allows Buyers to connect with independent Sellers. reserv is not the employer of any user. A Seller provides Tickets to Buyers as an independent contractor, and is not an employee, joint venture, partner, agent, or franchisee of reserv for any purpose whatsoever.
NO WAIVER: A failure by us to enforce any provision(s) of this Agreement will not be construed as a waiver of any provision or right.
ENTIRE AGREEMENT: This Agreement constitutes the entire agreement between you and reserv with respect to its subject matter. If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions will be enforced to the fullest extent possible, and the remaining provisions will remain in full force and effect.
NO THIRD PARTY BENEFICIARIES: You agree that, except as otherwise expressly provided in this Agreement, there shall be no third party beneficiaries to this Agreement.
NOTICES: All notices provided by a party in connection with this Agreement will be deemed given as of the day they are received either by email at [email protected].
CAPTIONS: The captions in this Agreement are solely for convenience and shall not affect the interpretation of this Agreement.
NO LIABILITY FOR FAILURE OR DELAY: reserv shall have no liability to you for any failure or delay in performing its obligations in this Agreement where such failure or delay is caused by an event or circumstance beyond reserv's reasonable control including, without limitation, strikes, lock-outs and other industrial disputes, breakdown of systems or network access, failure of Users to perform, flood, fire, explosion, acts of terrorism or accident.
MODIFICATIONS: We reserve the right, at our sole and absolute discretion, to change, modify, add to, supplement or delete any of the terms and conditions of this Agreement at any time, effective with or without prior notice. If any future changes to this Agreement are unacceptable to you or cause you to no longer be in compliance with this Agreement, you must terminate, and immediately stop using, the reserv platform. Your continued use of the reserv platform following any revision to this Agreement constitutes your complete and irrevocable acceptance of any and all such changes.
CONTACT INFORMATION: If you have any questions regarding this Agreement, please contact us at [email protected].