IMPORTANT NOTICE: THIS AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION AND CLASS ACTION WAIVER. IT AFFECTS YOUR LEGAL RIGHTS AS DETAILED IN THE ARBITRATION AND CLASS ACTION WAIVER SECTION BELOW. PLEASE READ CAREFULLY.

These Terms of Use (these “Terms”) are a binding contract between you and Round Us LLC. (hereafter “we”, “us”, “our”, “Company”, or “Round Us”). The Terms apply to your access to, and your use of our Round Us Website (“Website”), or our Round Us Web Application (“App”) and other online products or services that link to these Terms (collectively, the “Services”) through our Website or App.

These Terms incorporate by reference our Privacy Policy, which you may find when you visit the Website or when you access our App.

Round Us LLC (“Round Us”) is a platform (the “Services”) providing a simple way for small mobile businesses and contractors (“Business”) to promote themselves and show their locations allowing Businesses to connect with Customers (“Customers”) who book and pay for Businesses to provide immediate services to them. The following Terms of Use outline your obligations when using the Round Us websites, App and services (the “Services”).

ACCEPTANCE OF THESE TERMS

This Terms of Use Agreement (“Terms”), and Privacy Policy INSERT PP including the BINDING ARBITRATION AND CLASS ACTION WAIVER CONTAINED HEREIN govern your access to, use of, and participation in the Services (“Services”) made available by Round Us LLC. (“Round Us,” “we,” “our,” or “us”) or through Round Us and the entirety of your relationship with Round Us. AS DETAILED IN THE ELIGIBILITY, BUSINESS REPRESENTATIONS, WARRANTIES, AND USE OF THE SERVICES SECTION BELOW, IF YOU ARE A BUSINESS, YOU UNDERSTAND AND AUTHORIZE ROUND US TO USE YOUR INFORMATION TO OBTAIN BACKGROUND CHECKS AND BUSINESS CREDIT CHECKS FROM ITS VENDORS THROUGHOUT THE USE OF THE SERVICES.

BY COMPLETING THE REGISTRATION PROCESS, LOGGING IN AND/OR USING THE WEBSITE AND/OR SERVICES, YOU AGREE TO BE LEGALLY BOUND BY THE TERMS OF USE. PLEASE READ THEM CAREFULLY. IF YOU DO NOT WISH TO BE BOUND BY THE TERMS OF USE, PLEASE EXIT THE WEBSITE AND SERVICES NOW. YOUR REMEDY FOR DISSATISFACTION WITH THIS SERVICES, OR ANY PRODUCTS, SERVICES, CONTENT, OR OTHER INFORMATION AVAILABLE ON OR THROUGH THE SERVICES, IS TO STOP USING THE SERVICES AND/OR THOSE PARTICULAR PRODUCTS OR SERVICES. YOUR AGREEMENT WITH US REGARDING COMPLIANCE WITH THESE TERMS OF USE BECOMES EFFECTIVE IMMEDIATELY UPON COMMENCEMENT OF YOUR USE OF THIS WEBSITE AND SERVICES.

All references to “you” or “your,” as applicable, mean the person who accesses, uses, and/or participates in the Services in any manner, whether a Customer, Business or an individual viewing our website and each of your heirs, assigns, and successors. If you use the Services on behalf of an entity, you represent and warrant that you have the authority to bind that entity, your acceptance of the Terms will be deemed an acceptance by that entity, and “you” and “your” herein shall refer to that entity, its directors, officers, employees, and agents.

BE ADVISED THAT ROUND US HAS NO DUTY TO PERFORM AND SHALL NOT PERFORM ANY CRIMINAL BACKGROUND CHECKS, CRIMINAL RECORD CHECKS OR SEX OFFENDER CHECKS PERTAINING TO ANY USERS, CUSTOMERS OR BUSINESSES THAT MIGHT USE THE SERVICES. BE FURTHER ADVISED THAT ROUND US SHALL NOT REQUIRE ANY BUSINESS TO PROVIDE PROOF OF LICENSING IN THE STATE THAT THEY DO BUSINESS IN AND ROUND US SHALL NOT REQUIRE BUSINESSES TO PROVIDE PROOF OF INSURANCE. ROUND US MAY PERFORM CHECKS TO DETERMINE THAT BUSINESSES ARE REGISTERED IN THE STATE IN WHICH THE COMPANY IS BEING LISTED IN.

You should not download or use the Services if you do not wish your location to be tracked by another user of the Services.

Businesses are pinpointed on the Services. Businesses can turn on and off their locations. Business locations are only shown on the Services if a business turns on its location. Businesses will know that a customer is located within 3 miles of that business while using the Services. The Services does not share customer locations, however, Customers can text the location of their residence to a particular business while using the Services.

The is a feature on the Services enabling Customers to report improper or illegal conduct to Round Us

There are no sign up, cancellation or registration fees. However, each time a Customer engages in a transaction with a Business the Customer shall be charged a fee in the amount $.25 (25 cents) from the credit card that Customer has provided to Round Us.

 Subscriptions for Businesses

Businesses shall have two subscription based options to use the Services, the Free Version and Premium Version:

Free version: Businesses using the Free Subscription Version will only be able to set up their profile, receive orders, and their live location will be visible to users, however, businesses cannot share their planned route and stops with Customers.

Premium Version: Businesses using the Premium Subscription Version will be charged $10.00 (Ten Dollars) per month subscription fee to use the Google and Apple store default method.

Businesses that subscribe to use the Premium Subscription Version will be permitted to input a max of 20 stops for the day, add/edit their route ahead so notifications can be sent to Customers that have marked them as a favorite. The Premium Subscription Version will also contain the features of the free version

Businesses shall be permitted to use the Premium Subscription Version for free for a trial period of two weeks only.

You are solely responsible for all of your interactions with all Users, Customers or Business that you contact, or that contact you. Be advised that there are risks, including but not limited to the risk of physical harm, robbery, or assault that could occur when dealing with strangers, including persons who may be acting under false pretenses or pretending that they are a Business. Please use caution with regard to the information you elect to share as part of your User Profile or in any communication you engage in with a prospective Business through the Services. You should only list the contact information that you are comfortable disclosing to Business and other Users of the Services.

Business Profiles: Round Us allows businesses to post profiles about themselves and their business on the Round Us or apps. Round Us does not review or verify the information or representations set forth in those profiles, except as expressly set forth above, as they are self-reported by the Business. Round Us therefore makes no representations or warranties regarding any information posted by a Business, and assumes no liability for such information. 

MODIFICATIONS

Round Us reserves the right, in its sole discretion, to modify these Terms, and any other documents incorporated by reference herein, at any time and without prior notice. Round Us will notify you of changes by posting on the Round Us Terms of Use website, sending you a message, and/or otherwise notifying you when you are logged into your account. Modifications will become effective thirty (30) days after the earliest of: (a) modifications being posted on the Services; (b) Round Us’s transmission of a message to you about the modifications; or (c) you are otherwise notified when you are logged into your account. Your use of the Services after the expiration of the thirty (30) days shall constitute your consent to the changes. If you do not agree, you may not access or use the Services.

ADDITIONAL TERMS AND POLICIES

Please review Round Us’ Privacy Policy, incorporated herein by reference, for information and notices concerning Round Us’ collection and use of your information. The provision and delivery of text messages by Round Us is governed by our Mobile Alerts Policy which is expressly incorporated herein. Please review the full set of key Round Us policies that govern your use of the Services and our interactions with you and third parties. Certain areas of and/or products on the Services may have different terms and conditions posted or may require you to agree with and accept additional terms and conditions or policies. If there is a conflict between these Terms and the terms and conditions or policies posted for a specific area or product, the latter take precedence with respect to your use of that area or product.

KEY TERMS

“Business” or “Businesses” means a Business that is registered to send quotes for Business Services, sends quotes for Business Services, or otherwise uses the Services to offer, provide, receive payment for, or facilitate the provision of Business Services.

“Collective Content” means User Content and Round Us Content together.

“Content” means text, graphics, images, music, software, audio, video, information or other materials, including but not limited to profile information, Business Services requests, quotes, message threads, reviews, scheduling and calendar information, and other information or materials available on or through the Services.

“Customer” means a Customer who is registered to receive quotes or Services for Business Services, requests quotes for Business Services, or otherwise uses the Services to receive, pay for, review, or facilitate the receipt of Business Services.

“Customer” means a person or entity who completes Round Us’s account registration process or a person or entity who submits or receives a request through Round Us, including but not limited to Business and Customer Customers.

“Services” means all Round Us websites, mobile or other applications, software, processes and any other services provided by or through Round Us.

“Business Services” means the services listed, quoted, scheduled, offered or provided by Businesses, or sought, scheduled or received by Customers, through the Services.

“Round Us Content” means all Content Round Us makes available on or through the Services, including any Content licensed from a third party, but excluding User Content.

“User Content” means all Content submitted, posted, uploaded, published, or transmitted on or through the Services by any Customer or other user of the Services, including but not limited to photographs, profile information, descriptions, postings, reviews, requests, messages, and payments made through the Services, but excluding Round Us Content and Feedback.

ELIGIBILITY, BUSINESS REPRESENTATIONS, WARRANTIES, AND USE OF THE SERVICES

Access to and use of the Services is available only to individuals who are at least 18 years old and can form legally binding contracts under applicable law. By accessing or using the Services, you represent and warrant that you are eligible.

By registering or using the Services to offer, post, or provide Business Services, Businesses represent and warrant that they, and the employees, agents, contractors, and subcontractors who may perform work for them, are properly and fully qualified and experienced, and licensed, certified, bonded, and insured, as required by applicable laws or regulations to which they may be subject in the jurisdiction(s) in which they offer their Business Services and in relation to the specific job they are performing. Businesses otherwise agree to comply with all applicable laws, including the California Consumer Privacy Act, in their use of the Services and any personal information obtained from the Services.

Round Us is not in the business of providing Business Services. Businesses understand and agree that by creating and maintaining an account on the Services, they receive only the ability to use the Round Us Services to access persons interested in receiving Business Services and related tools, including but not limited to the ability to message those persons or schedule appointments, that facilitate the provision of Business Services. For example, Customersmay use the Services to intentionally interact with Business regarding Business Services. Businesses understand and agree that using the Services does not guarantee that anyone will engage them for Business Services.

Businesses understand and agree that they are customers of Round Us, and are not Round Us employees, joint venturers, partners, or agents. Businesses acknowledge that they set or confirm their own prices, provide their own equipment, and determine their own work schedule. Round Us does not control, and has no right to control, the services a Business provides (including how the Business provides such services) if the Business is engaged by a Customer Customer or any other person, except as specifically noted herein.

Round Us, as permitted by applicable laws, might obtain reports regarding Businessses, which may include history of criminal convictions or sex offender registration, and we may limit, block, suspend, deactivate, or cancel a Business’ account based on the results of such a check. As a Business, you agree and authorize us to use your personal information, such as your full name and date of birth, to obtain such reports from Round Us’ vendors. At the time of registering a business to use the Services Round Us will require the business to provide its EIN Number.

ACCOUNT REGISTRATION AND OTHER SUBMISSIONS

Users may access the Services without registering for an account. To access and participate in certain features of the Services, you will need to create a password-protected account (“Account”). You may register for an Account using certain third-party account and log-in credentials (your “Third-Party Site Password”), such as your Facebook or Google credentials. You agree to provide accurate, current, and complete information during the registration or request submission process and at all other times when you use the Services, and to update information to keep it accurate, current, and complete. You are solely responsible for safeguarding your Round Us password and, if applicable, your Third-Party Site Password. You are solely responsible for all activity that occurs on your Account, and you will notify Round Us immediately of any unauthorized use. Round Us is not liable for any losses by any party caused by an unauthorized use of your Account. Notwithstanding the foregoing, you may be liable for the losses of Round Us or others due to such unauthorized use. Your account is nontransferable except with Round Us’s written permission and in line with Round Us policies and procedures. You agree to be assigned a Market tracking Number, word or code to be used for Tracking Referrals you make so rewards may be given for Referrals you make.

Restrictions, Ownership, and License

The materials and content provided, contained in or made available for use in connection with the Services (collectively, the “Materials”) are protected by law, including, but not limited to United States (U.S.) and international copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws. The Services are controlled and operated by Round Us from its offices within the U.S. Round Us makes no representation that any of the Services or Materials are appropriate or available for use in other locations, and access to them from territories where their contents are illegal is prohibited. Those who choose and access any of the Services from other locations do so on their own initiative and are responsible for compliance with applicable local laws.

All rights, title and interest (including all copyrights, trademarks and other intellectual property rights) in the Services and the Materials belong to Round Us or the original creator of the material. Further, all names, designs, graphics, data, images, pictures, logos and icons on the Services and the Materials are proprietary information or proprietary marks of Round Us or the original creator of the material. The compilation of all content, including the look and feel of the Services (including the Materials), is the exclusive property of Round Us and is protected by U.S. copyright law, as applicable. Except as may be expressly provided herein, nothing contained in these Terms or elsewhere shall be construed as Round Us conferring any license or right, by implication, estoppels or otherwise, under copyright, trademark or other intellectual property rights, to any of the Materials to you.

You are hereby granted a personal, non-exclusive, non-transferable, limited license to use the Services in accordance with these Terms. You are not allowed to modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer or sell any information obtained directly from the Services (including the Materials). Further, you may not reproduce any part of the Services (including the Materials) and any such violation with respect to the Services will terminate the license(s) granted herein.

You also may not, without the permission of Round Us, “mirror” any of the Materials on any other server. Any unauthorized use of any of the Materials may violate copyright laws, trademark laws, the laws of privacy and publicity, and communications regulations and statutes, and subject you to civil and criminal prosecution.

All submissions, suggestions, ideas, artwork, or other information (the “Submission”), except your personal information, communicated to Round Us through the Services become the sole and exclusive property of Round Us. Round Us is not required to treat any Submissions as confidential, and will not incur any liability as a result of any similarities that may appear in future Round Us endeavors. Round Us will have exclusive ownership of all present and future existing rights, including all commercial rights, to the Submission of every kind and nature in perpetuity throughout the universe, without acknowledgment or compensation to you. You acknowledge that you are responsible for whatever material you submit, and that you, not Round Us, have full responsibility for the Submission, including its legality, reliability, appropriateness, novelty, and copyright.

Round Us has the right but not the obligation to monitor and edit or remove any activity or content. Round Us takes no responsibility and assumes no liability for any content posted by you or any third party.

The trademarks, service marks, and logos, including but not limited to Round Us’s name, logo, and all related names, logos, and service names, service marks, designs, and slogans (the “Trademarks”) used and displayed on the Services (including the Materials) are registered and unregistered Trademarks of Round Us or others. Nothing on the Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trademark displayed on the Services (including the Materials), without the written permission of the Trademark owner. Round Us’s Trademarks may not be used in any way, including in advertising or publicity pertaining to distribution of materials on the Services, without prior, written permission of Round Us. Round Us prohibits use of the Round Us and/or Round Us’s logo as a “hot” link to any website, unless Round Us first approves the establishment of such a link writing.

Notice Regarding Apple

You acknowledge that these Terms are between you and Round Us only, not with Apple, and Apple is not responsible for any App or the content thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to any App. In the event of any failure of any App to conform to any applicable warranty, then you may notify Apple and request that Apple refund the purchase price for the relevant App to you; and, to the maximum extent permitted by applicable law, Apple has no other warranty obligation whatsoever with respect to any App. Apple is not responsible for addressing any claims by you or any third party relating to any App or your possession and/or use of any App, including, but not limited to: (i) product liability claims; (ii) any claim that any App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.

Apple is not responsible for the investigation, defense, settlement, and discharge of any third party claim that any App or your possession and use of any App infringes that third party’s intellectual property rights. You will comply with any applicable third-party terms, when using any App. Apple, and Apple’s subsidiaries, are third-party beneficiaries of this section of these Terms, and upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce this section of these Terms against you as a third-party beneficiary of these Terms.

You are responsible for any mobile charges that you may incur for using our Services, including text-messaging and data charges. If you’re unsure what those charges may be, you should ask your service provider before using the Services.

You hereby represent and warrant that (a) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (b) you are not listed on any U.S. Government list of prohibited or restricted parties. If Round Us provides a translation of the English language version of these Terms, the translation is provided solely for convenience, and the English version will prevail.

Third-Party Software

The software you download in connection with any App consists of a package of components, including certain third-party software provided under separate license terms. Your use of the third-party software in conjunction with the App in a manner consistent with the terms of these Terms is permitted, however, you may have broader rights under the applicable third-party terms and nothing in these Terms is intended to impose further restrictions on your use of the third-party software.

USER CONTENT

We may, in our sole discretion, permit you to post, upload, publish, submit or transmit User Content. By making available any User Content on or through the Services, you hereby grant to Round Us a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, view, and otherwise exploit such User Content on, through, by means of or to promote, market or advertise the Services or Business Services, or for any other purpose in our sole discretion, except that the contents of private messaging through the Services will not be used by Round Us in public advertising. In the interest of clarity, the license granted to Round Us shall survive termination of the Services or your Account. Round Us does not claim ownership rights in your User Content and nothing in these Terms will be deemed to restrict rights that you may have to use and exploit any such User Content submitted, posted, uploaded, published, or transmitted on or through the Services by you.

You acknowledge and agree that you are solely responsible for all User Content that you make available on or through the Services. Accordingly, you represent and warrant that: (a) you either are the sole and exclusive owner of all User Content that you make available on or through the Services or you have all rights, licenses, consents and releases that are necessary to grant to Round Us the rights in such User Content, as contemplated under these Terms; and (b) neither the User Content nor your posting, uploading, publication, submission or transmittal of the User Content or Round Us’s use of your User Content (or any portion thereof) on, through or by means of the Services will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation. While it has no obligation to do so, you agree that Round Us may proofread, summarize or otherwise edit and/or withdraw your User Content, and you understand it remains your sole responsibility to monitor your User Content and ensure that such edited Content is accurate and consistent with your representations and warranties in these Terms.

Round Us reserves the right, at any time and without prior notice, to remove or disable access to User Content that we, in our sole discretion, consider to be objectionable for any reason, in violation of these Terms or otherwise harmful to the Services or users, or for any other reason.

BUSINESSES AND THIRD PARTY CONTENT

Round Us does not endorse and is not responsible or liable for any Content, data, advertising, products, goods or services available or unavailable from, or through, any third party or Business (which includes, but is not limited to, health care and wellness providers). You agree that should you use or rely on such Content, data, advertisement, products, promotions, goods or services, available or unavailable from, or through any third party or Business (which includes, but is not limited to, health care and wellness providers), Round Us is not responsible or liable, indirectly or directly, for any damage or loss caused or alleged to be caused by or in connection with such use or reliance. Your dealings with, or participation in promotions of any Business (which includes, but is not limited to, health care and wellness providers), and any other terms, conditions, representations or warranties associated with such dealings, are between you and such Business (which includes, but is not limited to, health care and wellness providers) exclusively and do not involve Round Us. You should make whatever investigation or other resources that you deem necessary or appropriate before hiring or engaging Businesses (which includes, but is not limited to, health care and wellness providers).

Third parties and Businesses may link or otherwise direct Internet users to our Sites and Services for the purpose of utilizing one or more of the services we provide on behalf of others. Additionally, we may provide links or otherwise direct you to third party or Business websites. Round Us does not control or operate any such third party or Business websites. Any information you provide to these third party or Business websites while on these third party or Business websites is subject to the respective policies of those third parties or Business’, and not Round Us’s policies. It is your responsibility to review such third party or Business policies, including any relevant privacy policies. You agree that Round Us will not be responsible or liable for, and does not endorse any content, advertising, goods or services provided on or through these outside websites or for your use or inability to use such websites. Round Us does not make any representations or warranties as to the security of any information (including, without limitation, credit card and other personal information) you might be requested to give to any third party or Business sites. You use these third party or Business websites at your own risk.

You agree that Round Us is not responsible for the accessibility or unavailability of any Business (which includes, but is not limited to, health care and wellness providers) or for your interactions and dealings with them, waive the right to bring or assert any claim against Round Us relating to any interactions or dealings with any Business (which includes, but is not limited to, health care and wellness providers), and release Round Us from any and all liability for or relating to any interactions or dealings with Businesses (which includes, but is not limited to, health care and wellness providers).

Without limiting the foregoing, your correspondence or business dealings with, consumption of products or services of, or participation in promotions of, third parties or Businesses found on or through the use of the Sites and Services, including payment for and delivery or fulfillment of related goods or services, and any other terms, conditions, warranties, or representations associated with such dealings, are solely between you and such third party. You agree that Round Us shall not be responsible or liable, directly or indirectly, for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such third parties or Businesses on the Round Us Sites and Services.

HEALTH RELATED PROVIDERS

The Sites and Services and its Content are for informational purposes only. The Content is not intended to be a substitute for professional medical advice, diagnosis, or treatment. Always seek the advice of your physician or other qualified health provider with any questions you may have regarding a medical condition. Never disregard professional medical advice or delay in seeking it because of something you have read on the Sites and Services.

If you think you may have a medical emergency, call your doctor or 911 immediately. Round Us does not recommend or endorse any specific tests, physicians, products, procedures, opinions, or other information that may be mentioned on the Sites and Services. Round Us is not a health or wellness provider and cannot recommend or refer you to any health or wellness provider. Reliance on any information provided by Round Us, its employees and others appearing on the Sites and Services at the invitation of Round Us, or other visitors to the Sites and Services is solely at your own risk.

The Sites and Services may contain health-related materials that are sexually explicit. If you find these materials offensive, should not use the Sites and Services. You should be aware that if you post any health-related information about yourself or anyone else on the Sites and Services, you do so at your own risk. If you post health information about services rendered to another individual, you represent that you have the legal authority to receive health information about that individual from that individual’s health care providers and that you have the legal authority to further disclose such health information. If you post health-related information, you will be placing it into the public domain which may violate federal or state laws that protect the privacy of health information. You also acknowledge that the health care or wellness provider about whom you submit Content may submit Content that contains your private or confidential health information in response to Content you submit. Round Us is not liable for any such Content. Round Us cannot be expected to keep your health information confidential if you post it to the Sites or Services or otherwise make it available to others.

USER PROHIBITIONS AND CODE OF CONDUCT

As a condition of your access and use of the Website and Services and your submission or access to any ratings, reviews, communications, information, data, text, photographs, audio clips, audiovisual works, or other materials on the Sites and Services (collectively, the “Content”), you agree not to use the Sites and Services for any purpose that is unlawful or prohibited by these Terms of Use, or any other purpose not reasonably intended by Round Us. By way of example, and not as a limitation, you agree not to:

• Use another person’s Account, misrepresent yourself or Business Services offered through the Services, misrepresent your identity or qualifications, misrepresent a project or other information in a quote request, or post Content in any inappropriate category or areas on the Services;
• Use any automated system including but not limited to robots, spiders, offline readers, or scrapers to access the Services for any purpose without Round Us’s prior written approval; provided, however, that the operators of public search engines may use spiders or robots to copy materials from the Services for the sole purpose of creating publicly available searchable indices of the materials, but not caches or archives of such material (Round Us reserves the right to revoke these exceptions either generally or in specific cases);
• In any manual or automated manner copy copyrighted text, or otherwise misuse or misappropriate Services information or Content including but not limited to, for use on a mirrored, competitive, or third-party site;
• Transmit more request messages through the Services in a given period of time than a human can reasonably produce in the same period by using a conventional online web browser;
• Take any action that (a) may unreasonably encumber the Services’s infrastructure; (b) interferes or attempts to interfere with the proper working of the Services or any third-party participation; (c) bypasses measures that are used to prevent or restrict access to the Services; (d) circumvents, disables or otherwise interferes with security features of the Services; (e) distributes viruses or any other technologies that may harm Round Us or users; (f) uses the Services in a way that violates any copyrights, trade secrets, or other rights of any third party, including privacy or publicity rights; or (g) circumvents or manipulates Fee (defined herein) structure, billing, or Fees owed;
• As a Business, use the Services in any manner that circumvents your obligation to pay Round Us for access to services provided by the Services;
• As a Business, notwithstanding anything to the contrary contained in these Terms, “sell” any personally identifiable data (as that term is defined by the California Consumer Privacy Act), including but not limited to information related to Customer Customers;
• Collect, harvest, or publish any personally identifiable data including but not limited to names or other account information, from the Services, or use the communication systems provided by the Services for any reason not explicitly authorized by these Terms, including commercial solicitation purposes;
• Recruit, solicit, or contact in any form Business or Customers for employment or any other use not specifically intended by the Services;
• Take any inappropriate or unlawful actions, including the submission of inappropriate or unlawful Content to or through the Services, including Content that is harassing, hateful, illegal, profane, obscene, defamatory, threatening, or discriminatory, or that advocates, promotes, or encourages inappropriate activity, conduct that would be considered a criminal offense, or conduct that would give rise to civil liability or violate any law;
• Violate any key Round Us policies that govern your use of the Services and our interactions with you and third parties;
• Advertise or solicit a Business Services not related to or appropriate for the Services including, but not limited to any Business Services that (a) is not in supported categories or provides only products; (b) provides directories or referrals; (c) offers lending; (d) offers rental space; (e) promotes events (such as a party or professional convention); (f) competes with the business of Round Us; (g) is based outside the United States; (h) promotes or offers Ponzi schemes, junk mail, spam, chain letters, pyramid schemes, affiliate marketing or unsolicited commercial content, discount cards, credit counseling, online surveys or contests, raffles, prizes, bonuses, games of chance or giveaways; or (i) offers a Business Services not reasonably available to a Customer Customer or other individual in that Customer Customer or individual’s location;
• Submit User Content that damages the experience of any user including but not limited to (a) requests to download non-Round Us mobile applications and/or links that direct the user to mirrored websites where the user must enter information that is redundant with what has already been entered on Round Us, (b) offers to purchase a Business Services or any other service outside of Round Us, or (c) using a profile page or user name to promote services not offered on or through the Services;
• Take any action that may undermine the efficacy or accuracy of reviews or ratings systems;
• Fail to perform Business Services purchased from you as promised, unless the Customer Customer or other individual fails to materially meet the terms of the mutually agreed-upon agreement for the Business Services or refuses to pay, or a clear typographical error is made, or you cannot authenticate the Customers or other individual’s identity;
• Engage in fraudulent conduct including but not limited to offering to make money transfers with intent to request a refund of any portion of the payment or soliciting users to mail cash or use other payment methods prohibited by Round Us;
• Sign up for, negotiate a price for, use, or otherwise solicit a Business Services with no intention of following through with your use of or payment for the Business Services;
• Agree to purchase a Business Services when you do not meet a Business’s requirements;
• Undertake any activity or engage in any conduct that is inconsistent with the business or purpose of the Services; and
• Attempt to indirectly undertake any of the foregoing.

THINGS ROUND US IS NOT RESPONSIBLE FOR:

We and our subsidiaries, affiliates, officers, employees, agents, partners, licensors, and suppliers make no warranty that: (a) the App will meet your requirements; (b) the App will be uninterrupted, secure, or error-free; (c) the quality of any products, services, information or other material purchased or obtained by you through the App will meet your expectations; or (d) any errors in the App will be corrected.

Round Us does not pre-screen users or the content or information provided by users. Moreover, Round Us cannot guarantee the true identity of a user.

We do not take responsibility for and have no liability in respect of any failure to perform, or delay in performance of, any of our obligations under these Terms to the extent it is caused by any act or event beyond our reasonable control, including failure of public or private telecommunications networks. In such situations our obligations under these Terms will be suspended and the time for performance of our obligations will be extended for the duration of the situation and we will use our reasonable endeavors to find a solution by which our obligations under these Terms may be performed despite the situation.

We do not take any responsibility for and have no liability whatsoever for any bodily injury damages including death caused by using the App.

ROUND US BUDGET, FEES, AND TAXES

In connection with the use of Round Us’ Services, Round Us charges certain fees (“Round Us Fees” or “Fees”).

Businesses can pay Fees to Round Us in order to receive certain services on the Services, including but not limited to getting booked service calls from Customers or other individuals. As a Business, Round Us will automatically charge your stored payment method when those Customers or other individuals book a service call with you. Fees for additional products or services, including ongoing products or services, will be presented to you before you use such products or services. In order to use Round Us, you must have at least one valid payment method stored on file. As described more fully below, you may also be required to set a weekly spending limit or Budget (as defined below) for at least one service category (which may also apply to contacts in jobs related to your preferences). Except as otherwise described herein, all Booked Calls for service appointments on Round Us are final and non-refundable.

Timing of Charges for Business on Round Us. As a Business using Round Us, there are different points at which your payment method may be charged:

If You Lack Sufficient Purchasing History on Round Us

If you are new to Round Us or do not have a sufficient purchasing history on the Services as determined in Round Us’s sole and absolute discretion, your payment method may be charged each time you book a call with  a Customer Customer or other individual and you do not have an adequate Round Us balance to cover the cost of that contact.

If You Have a Sufficient Purchasing History On Round Us

Once Round Us determines, in its sole and absolute discretion, that you have sufficient purchasing history on Round Us, Round Us may charge your payment method periodically for the total Fees accrued when Customers or other individuals contact you. Specifically, Round Us may charge your payment method each time (a) a specific time period has passed; and/or (b) within that time period, each time the total Fees accrued hit a certain dollar threshold.

Round Us may adjust both the specific time period and the dollar threshold that trigger charges in its sole and absolute discretion. Round Us may also, in its sole and absolute discretion, revert to charging your payment method each time you are contacted by a Customer Customer or other individual and you do not have an adequate Round Us balance to cover the cost of that contact.

Default Payment Method. For ordinary charges of Businesses, Round Us will first attempt to charge the default payment method. In the event that Round Us is unable to charge that payment method for any reason–including but not limited to exceeding a payment method’s credit limit, payment method cancellation, a payment method being out of date, or payment method details being incorrect–you agree that Round Us may charge any other payment method associated with your account. If your payment details change, your card provider may provide us with updated card details. We may use these new details in order to help prevent any interruption to the Business Services. If Round Us is unable to charge the default payment method, Round Us will attempt to charge any other payment methods associated with your Account in the order in which they were most recently provided, used, or updated on the Services, charging the most recently provided, used, or updated valid payment method first.

Penalty Fees for All Customers. Round Us may also charge penalty Fees for fraud, misconduct or other violations of these Terms, as determined in our sole discretion. Information about current penalty Fees is available through: [email protected].

You agree to pay all applicable Fees or charges based on the Fee and billing terms then in effect, regardless of whether you have an active Account. Charges shall be made to the payment method designated at the time you accrue a Fee. If you do not pay on time or if Round Us cannot charge a payment method for any reason, Round Us reserves all rights permissible under law to recover payment and all costs and expenses incurred, including reasonable attorneys’ fees, in our pursuit of payment. If any Fee is not paid in a timely manner, or we are unable to process your transaction using the payment method provided, we reserve the right to terminate or suspend your Account.

You explicitly agree that all communication in relation to delinquent accounts or Fees due will be made by electronic mail or by phone. You agree that all notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. You agree that you have the ability to store such electronic communications such that they remain accessible to you in an unchanged form. You agree to keep your contact information, including, but not limited to, email address and phone number current. Such communication may be made by Round Us or by anyone on its behalf, including but not limited to a third-party collection agent. If you cancel your Account at any time, you will not receive any refund. If you have a balance due on any Account, you agree that Round Us may charge such unpaid Fees to any payment method or otherwise bill you for such unpaid Fees.

Taxes. Payments required by these Terms may be stated exclusive of all taxes, duties, levies, imposts, fines or similar governmental assessments, including sales and use taxes, value-added taxes, goods and services taxes, excise, business, service, and similar transactional taxes imposed by any jurisdiction and the interest and penalties thereon (collectively, “Taxes”). Certain jurisdictions, however, may require us to collect Taxes from you in connection with the purchase of, payment for, access to, or use of the Business Services, and you shall be responsible for and bear Taxes associated with the purchase of, payment for, access to, or use of the Business Services. Charges are inclusive of applicable Taxes where required by law. You hereby confirm that Round Us can determine your appropriate jurisdiction for tax purposes however it deems appropriate or as required by law, and you agree to pay taxes to Round Us when Round Us includes a charge for taxes on any invoice. You also understand and agree that you are solely responsible for determining your own tax reporting and sales and use tax collection requirements in consultation with your own tax advisers, and that we cannot and do not offer specific tax advice to either Businesses or Customers.

TRACKING COMMUNICATIONS

In order to ensure appropriate charging of Fees and to enforce these Terms, Round Us may track the occurrence of communications between Customers and Businesses that occur off of the Services via email, phone call, SMS text message, third-party websites, or any other means, whether initiated by a Customer or Business. In order to track the occurrence of such communications, Round Us may obscure Business contact information in a Business profile, replace Business contact information in a Business profile with a different piece of contact information that will forward to the Business, or take any other step reasonably calculated to track the occurrence of such communications. Except as explicitly stated herein, we will not record or review the content of any communications that do not come into contact with the Round Us Services unless we first obtain your permission.

If you send text messages with a Customer or Business using the telephone number for that Customer available on the Services, we may use a third-party Business to track these text messages. We track these text messages for fraud prevention, to ensure appropriate charging of Fees, to enforce these Terms, and for quality and training purposes. As part of this process, Round Us and Businesses that use the Services will receive in real time and store data about your text message, including the date and time of the text message, your phone number, and the content of the text message.

PAYMENTS BY CUSTOMERS

The Round Us Services may facilitate payments between Customers and Business (“Merchant Payments”) through our payment processing partner Stripe, or any other partner Round Us uses but Round Us is not a party to any such Merchant Payments and does not handle funds on behalf of its Customers. Businesses who receive Merchant Payments from Customers on Round Us must agree to the Stripe Connected Account Agreement, which includes the Stripe Services Agreement. As a Business, by agreeing to these terms or continuing to operate as a Business on Round Us, you agree to be bound by the Stripe Connected Account Agreement and Stripe Services Agreement, as those agreements may be modified by Stripe from time to time. As a condition of receiving payment processing services through Stripe, you agree to provide Round Us with accurate and complete information about you and your business, and you authorize Round Us to share this information and transaction information related to your use of the payment processing services provided by Stripe.

As a Customer making a Merchant Payment through Stripe, you agree to pay all amounts you owe when due using your preferred payment method. You further authorize Stripe to charge your preferred payment method for amounts you owe when they are due, whether they are recurring or one-time payments. You must keep all payment information you provide us up-to-date, accurate and complete. Do not share your payment card, bank account or other financial information with any other Customer. We take steps to secure all payment method and other personal financial information, but we expressly disclaim any liability to you, and you agree to hold us harmless for any damages you may suffer as a result of the disclosure of your personal financial information to any unintended recipients.

Round Us may enable you to make Merchant Payments using credit, debit, or prepaid cards, by linking your bank account, or by any other payment method we support. We reserve the right to cancel your ability to make payments with one or more of the payment methods you have authorized in our sole and absolute discretion.

If you choose your bank account as your Merchant Payment method, you authorize Stripe to make Automated Clearing House (“ACH”) withdrawals from your bank account, and to make any inquiries we consider necessary to validate any dispute involving payments you make to us or to a Customer, which may include ordering a credit report and performing other credit checks or verifying the information you provide us against third-party databases. You authorize Round Us or its provider to initiate one or more ACH debit entries (withdrawals) or the creation of an equivalent bank draft for the specified amount(s) from your bank account, and you authorize the financial institutions that holds your bank account to deduct such payments. You also authorize the bank that holds your bank account to deduct any such payments in the amounts and frequency designated in your Account.

If your full order is not processed by us at the same time, you hereby authorize partial debits from your bank account, not to exceed the total amount of your order You agree to pay any ACH fees or fines you or we incur associated with transactions you authorize. This return fee will vary based on which state you are located in. The return fee may be added to your payment amount and debited from your bank account if we resubmit an ACH debit due to insufficient funds. We may initiate a collection process or legal action to collect any money owed to us. You agree to pay all our costs for such action, including any reasonable attorneys’ fees. Federal law limits your liability for any fraudulent, erroneous, or unauthorized transactions from your bank account based on how quickly you report it to your financial institution. You must report any fraudulent, erroneous or unauthorized transactions to your bank no more than 60 days after the disputed transaction appeared on your bank account statement. Please contact your bank for more information about the policies and procedures that apply unauthorized transactions and the limits on your liability.

Merchant Payment Disputes: All requests for Merchant Payment chargebacks, errors, claims, refunds and disputes (“Payment Disputes”) will be subject to review by Round Us in accordance with the rules applicable to the payment method you used to make the Merchant Payment and will be in Round Us’s absolute discretion. Round Us is not liable to you under any circumstances for Payment Disputes we are unable to resolve in your favor. We will normally process your valid written Payment Dispute request within thirty (30) days after we receive it, unless a shorter period is required by law. You may file a Payment Dispute by emailing it to Round Us at [email protected]. If you close or deactivate your Account before we adjudicate your Payment Dispute, we will not be able to issue you any amounts you are owed. We will attempt to pay you any Payment Disputed amounts you are owed using the method with which you made the disputed payment, but we cannot guarantee that we will be able to do so if your payment method information is inaccurate, incomplete, or has been cancelled.

If your actions result, or are likely to result in a Payment Dispute, a violation of these Terms of Use or create other risks to Round Us or our payment processing partners, or if we determine that your Account has been used to engage in deceptive, fraudulent, or illegal activity, then we may permanently withhold any amounts owed to you in our sole discretion. If you have a past due balance due on any Account, or for any additional amounts that we determine you owe us, we may, without limiting any other rights or remedies: (a) charge one or more of your payment methods; (b) offset any amounts you owe us against amounts you may be owed; (c) invoice you for amounts due to us, which such amounts will be due upon receipt; (d) reverse or block any credits to your bank account; or (e) collect payment from you by any other lawful means.

If you fail to make Merchant Payments you owe when due, or if Round Us is unable to charge one of your payment methods for any reason, Round Us reserves all rights permissible under law to recover payment and all costs and expenses incurred, including reasonable attorneys’ fees, in our pursuit of payment. You explicitly agree that all communication in relation to delinquent accounts or overdue payments will be made by electronic mail or by phone. Such communication may be made by Round Us or by anyone on its behalf, including but not limited to a third-party collections agent.

SPONSORED INFORMATION

Round Us may publicly display advertisements, paid content, and other sponsored information. The manner, mode, and extent of such advertising are subject to change without specific notice to you. Businesses may compensate Round Us to “Promote” themselves in search results and therefore rank higher. Any such Business will be clearly designated in applicable search results as “Promoted” or with a similar designation. Round Us may impose certain quality-related standards for Business to qualify as “Promoted”, which standards may be enforced and/or changed at any time.

DISPUTES BETWEEN OR AMONG USERS

Round Us values the Businesses and Customers that use Our Services, and we understand that occasionally disputes may arise between or among them. Our goal is to provide tools to help users resolve such disputes independently. In the rare event a dispute regarding an interaction related to the Services cannot be resolved independently, you agree, at Round Us’ request, to participate in good faith, to the extent you are reasonably able to do so, in a neutral resolution or mediation conducted by Round Us or a neutral third-party mediator or arbitrator selected by Round Us. Notwithstanding the foregoing, you acknowledge and agree that Round Us is under no obligation to become involved in or impose resolution in any dispute between or among users or any third party.

INTELLECTUAL PROPERTY RIGHTS

Round Us’ Materials and Content is protected by copyright, trademark, and other laws of the United States, foreign countries, and international conventions. Except as expressly provided in these Terms, Round Us and its licensors exclusively own all right, title, and interest in and to the Services and Round Us Materials and Content, including all associated intellectual property rights. All trademarks, service marks, logos, trade names and any other proprietary designations of Round Us used herein are trademarks or registered trademarks of Round Us. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of their respective owners.

FEEDBACK

By sending us any feedback, comments, questions, or suggestions concerning Round Us or our services, including the Services (collectively, “Feedback”) you represent and warrant (a) that you have the right to disclose the Feedback, (b) that the Feedback does not violate the rights of any other person or entity, and (c) that your Feedback does not contain the confidential or proprietary information of any third party or parties. By sending us any Feedback, you further (i) agree that we are under no obligation of confidentiality, express or implied, with respect to the Feedback, (ii) acknowledge that we may have something similar to the Feedback already under consideration or in development, (iii) grant us an irrevocable, non-exclusive, royalty-free, perpetual, worldwide license to use, modify, prepare derivative works, publish, distribute and sublicense the Feedback, and (iv) irrevocably waive, and cause to be waived, against Round Us and its users any claims and assertions of any moral rights contained in such Feedback. This Feedback section shall survive any termination of your Account or the Services.

NO ENDORSEMENT

Round Us does not endorse any Customer, user, or any Business Services, and Round Us is not a party to any agreements between or among users, Customers, or third parties. No agency, partnership, joint venture, or employment is created as a result of the Terms or any user’s or Customer’s use of any part of the Services, including but not limited to any scheduling or other services. Neither Round Us nor any Customers or users of the Services may direct or control the day-to-day activities of the other, or create or assume any obligation on behalf of the other. Customers are required by these Terms to provide accurate information, and although Round Us may undertake additional checks and processes designed to help verify or check the identities or backgrounds of users, we do not make any representations about, confirm, or endorse any user or their purported identity or background, regardless of the specific Round Us services they are using or any involvement by Round Us personnel in providing or scheduling those services.

Any reference on the Services to a user being licensed or credentialed in some manner, or “badged,” “best of,” “top,” “background checked” (or similar language) designations indicates only that the user has completed a relevant account process or met user review standards, and does not represent anything else. Any such description is not an endorsement, certification or guarantee by Round Us and is not verification of their identity and whether they or their Business Services are licensed, insured, trustworthy, safe or suitable. Instead, any such description is intended to be useful information for you to evaluate when you make your own decisions about the identity and suitability of others whom you contact or interact with via the Services. You should always exercise responsibility, due diligence and care when deciding whether to have any interaction with any other user. Except as specifically described in the Round Us Guarantee and including its exclusions and limitations, Round Us has no responsibility for any damage or harm resulting from your interactions with other users.

The Collective Content may contain links to third-party websites, offers, or other events/activities not owned or controlled by Round Us. We do not endorse or assume any responsibility for any such links, and if you access them, you do so at your own risk.

By using the Services, you understand and agree that any legal remedy or liability that you seek to obtain for actions or omissions of other users or other third parties will be limited to a claim against those particular users or other third parties. You agree not to attempt to impose liability on or seek any legal remedy from Round Us with respect to such actions or omissions.

By agreeing to the Terms and Conditions of this Agreement, Business are hereby permitted to use the services offered to Businesses including, without limitation, the ability to review Customer Content pertaining to the Business, the ability to update and maintain profile information on the Business, the ability to utilize the dispute resolution process offered through the Website and facilitated by Round Us and such other services that Round Us may offer to Businesses from time to time (collectively, the “Services”).

By agreeing to the Terms and Conditions of this Agreement, Round Us grants the Business a limited license to access and use the Website and the Services. Notwithstanding the foregoing, the Business acknowledges and agrees that it will not access, reproduce, duplicate, copy, sell, re-sell, visit or otherwise exploit the Website or Services (or any of the content and materials therein including, without limitation, any Customer Content or any profiles of Round Us Customers) or Services for any commercial or other purpose, without the express written consent of Round Us.

Round Us does not endorse and is not responsible or liable for any Customer Content, Business Content (as defined below), data, advertising, products, goods or services available or unavailable from, or through, Round Us. The statements, information and ratings contained in any Customer Content are solely the opinion of the Customer submitting such Customer Content and do not reflect the opinion of Round Us or any of its affiliates or subsidiaries or any of their respective owners, managers, officers, employees, agents or representatives.

RATINGS & REVIEWS ARE NOT ENDORSED BY ROUND US

All Ratings and Reviews of a Business or Customer displayed to you reflect the opinions of other businesses and customers, and do not reflect or represent the opinions or representations of Round Us. Round Us disclaims any and all representations or warranties with regard to the Ratings and Reviews. Round Us does not assume responsibility or liability for any Review or for any claims, damages, or losses resulting from any use of the Services or the materials contained therein.

Customer Ratings of Businesses:

 

A Customer using the Services can write a review of a business on the profile of a business and the Customer can also upload five pics of their experience using the Business.

Once the review is posted unless it contains defamatory, harassing, inappropriate or illegal content We will not remove the review from the Services.

 

Customers will see two colors from 4.5 and up and pins of businesses will appear in blue.

 

From 4.49 and lower Customers will see the pin of the business as green.

 

How Businesses See Customer Ratings:

 

Businesses will see approximately four colors for ratings made by Customers. From 4.5 to 5 businesses will see their own rating as blue. From 4 to 4.49 a business’ rating will appear green. From 3 to 3.99 a business’ rating will appear yellow. From 2.99 and lower a business’ rating will appear as red.

Businesses acknowledge and understand that Round Us simply acts as a passive conduit and an interactive computer provider for the publication and distribution of Customer Content and Business Content. Round Us does not have any duty or obligation to investigate the accuracy of Customer Content or the quality of the work performed by the Business or any other Business which is the subject of any Customer Content. By using the Services, the Business agrees that it is solely the Business’ responsibility to evaluate the Business risks associated with the use, accuracy, usefulness, completeness, appropriateness or legality of any information, responses, writings or other materials that the Business submits, transmits or otherwise conveys through the Services (collectively, “Business Content”).

Under no circumstances will Round Us be liable in any way for any Customer Content or Business Content including, but not limited to, any Customer Content or Business Content that contains, errors, omissions or defamatory statements, or for any loss or damage of any kind incurred as a result of the use of any Customer Content or Business Content submitted, accessed, transmitted or otherwise conveyed via the Services or otherwise.

The Business hereby waives any claims, rights or actions that it may have against Round Us or any of its affiliates or subsidiaries with respect to any Customer Content or Business Content and releases Round Us and each of its affiliates and subsidiaries from any and all liability for or relating to Customer Content or Business Content.

The Business agrees to indemnify and hold Round Us and each of its affiliates and subsidiaries and their respective owners, managers, officers, employees, agents or representatives harmless for any damages that may arise, directly or indirectly, from any claim or right it may have against Round Us with respect to any statements made by a Customer or Customer Content submitted by a Customer which is communicated, posted or published by Round Us on its Website or Services or to a third party.

The Business acknowledges and agrees that the Business can neither require Round Us to place the Business on its Website or Services nor remove the Business or any Customer Content from Round Us. The Business further acknowledges and understands that the Business is not a Customer of Round Us, cannot refer to itself as a Customer of Round Us, and is not afforded the same access to the Website and Services as a Customer nor the benefits afforded to a Customer.

The Business and its current or former owners, directors, managers, employees, agents and family Customers are expressly prohibited from purchasing gift certificates to Round Us or reimbursing clients or customers for their Round Us Customer costs. In addition, individuals affiliated with the Business including, without limitation, current or former owners, current or former employees or officers, family Customers, or current or former partners, investors, managers or directors (collectively, the “Affiliated Persons”) may not submit Customer Content to Round Us on the Business. The Business hereby acknowledges and agrees that to the extent an Affiliated Person has submitted or posted any Customer Content on the Business or any Business or person competitive to the Business, or believes that Customer Content was posted by an Affiliated Person that Round Us may immediately remove such Customer Content without notice or recourse against Round Us.

Business Content shall not contain any unauthorized content which includes but is not limited to:

1. Offensive, harmful and/or abusive language, including without limitation: expletives, profanities, obscenities, harassment, vulgarities, sexually explicit language and hate speech (e.g., racist/discriminatory speech.);
2. Comments that do not address the Customer Content or comments with no qualitative value as determined by Round Us in its sole discretion;
3. Content that contains personal attacks or describes physical confrontations and/or sexual harassment;
4. Messages that are advertising or commercial in nature, or are inappropriate based on the applicable subject matter;
5. Language that violates the standards of good taste or the standards of the Website, as determined by Round Us in its sole discretion;
6. Content determined by Round Us, in its sole discretion, to be illegal, or to violate any federal, state, or local law or regulation or the rights of any other person or entity;
7. Language intended to impersonate other users (including names of other individuals) or to be offensive or inappropriate user names or signatures; and/or
8. Content that is not in English, that is encrypted or that contains viruses, Trojan horses, worms, time bombs, cancelbots or other computer programming routines that are intended to damage, interfere with, intercept or appropriate any system, data or personal information.

The Business acknowledges and agrees that Round Us in its sole discretion may remove without notice any Business Content or any portion thereof that Round Us believes violates the foregoing.

Round Us may suspend, restrict or terminate the Business’ use of the Website and Services or any portion thereof if the Business breaches or fails to comply with any of the Terms and Conditions of this Agreement.

Although Round Us does not claim ownership of any Business Content or other communications or materials submitted by or given by the Business to Round Us, by providing Business Content for the Website or other mediums, the Business automatically grants, and the Business represents and warrants that the Business has the right to grant, to Round Us an irrevocable, perpetual, non-exclusive, fully paid, worldwide license to use, copy, perform, display, reproduce, adapt, modify, and distribute such Business Content and to prepare derivative works of, or incorporate into other works, such Business Content, and to grant and to authorize sublicenses (through multiple tiers) of the foregoing. In addition, by providing Round Us with Business Content, the Business automatically grants Round Us all rights necessary to prohibit the subsequent aggregation, display, copying, duplication, reproduction or exploitation of Business Content on the Website, Services or in any other medium by any other party. No compensation will be paid with respect to Round Us’s use of Business Content. Round Us is under no obligation to post or use any of Business Content or maintain Business Content. Round Us may remove Business Content at any time at Round Us’ sole discretion.

SANCTIONS FOR VIOLATIONS OF THESE TERMS

Without limiting any other rights reserved herein, Round Us may, in its sole discretion, take any action permitted by law for any violation of these Terms or any other policy or agreement between you and Round Us, including but not limited to removing User Content you posted, limiting your Account access, requiring you to forfeit certain funds or paid Fees, assessing monetary penalties or costs, terminating your Account, notifying other Customers of the termination of your Account and/or the violation of these Terms, decreasing your status or search rank, canceling quotes or postings, blocking access, investigating you, and/or cooperating with law enforcement agencies in investigation or prosecution.

ACCOUNT SUSPENSION OR TERMINATION

We may, in our discretion, with or without cause, with or without prior notice and at any time, decide to limit, block, suspend, deactivate or cancel your Round Us Account in whole or in part. If we exercise our discretion under these Terms to do so, any or all of the following can occur with or without prior notice or explanation to you: (a) your Account will be deactivated or suspended, your password will be disabled, and you will not be able to access the Services or your User Content, or receive assistance from Round Us support teams; (b) if appropriate in our sole discretion, we may communicate to other users that your Account has been terminated, blocked, suspended, deactivated, cancelled, or otherwise penalized in any way, and why this action has been taken; and (c) you will not be entitled to any compensation for Services services or Business Services cancelled or delayed as a result of Account termination. Please note that if your Account is cancelled, we do not have an obligation to delete or return to you any Content you have posted to the Services, including, but not limited to, any reviews.

In the event that a Business fails to show up for more than two scheduled appointments with multiple Customers, Round Us reserves the right to terminate a Business’ access to use the Services.

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, Round Us 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 Round Us Services (provided that there are no outstanding Services ordered under your password or account) and by closing any account you have opened on the Round Us Services. If you attempt to terminate this Agreement while there are still outstanding Services ordered under your password or account, this Agreement shall not terminate until such Services have been performed and paid for, or otherwise canceled as permitted by Round Us.

ARBITRATION AND CLASS ACTION WAIVER

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

You and Round Us agree that these Terms affect interstate commerce and that the Federal Arbitration Act governs the interpretation and enforcement of these arbitration provisions.

This Section is intended to be interpreted broadly and governs any and all disputes between us, including but not limited to claims arising out of or relating to any aspect of the relationship between us, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory; claims that arose before this Agreement or any prior agreement (including, but not limited to, claims related to advertising); and claims that may arise after the termination of this Agreement. The only disputes excluded from this broad prohibition are the litigation of certain intellectual property and small court claims, as provided below.

By agreeing to these Terms, you agree to resolve any and all disputes with Round Us as follows:

AGREEMENT TO ARBITRATE ALL DISPUTES AND GOVERNING LAW

1. 1. The exclusive means of resolving any dispute between you and Round Us or any claim or controversy arising out of or relating to use of this Website and/or Round Us’ Services (including any alleged breach of these Terms and Conditions) shall be BINDING ARBITRATION administered by the American Arbitration Association, EXCEPT AS EXPRESSLY PROVIDED BY APPLICABLE FEDERAL OR STATE LAW. You may not under any circumstances commence, participate in or maintain against Round Us any class action, class arbitration, or other representative action or proceeding.
   2. Disputes. ANY DISPUTE RELATING IN ANY WAY TO YOUR USE OF ROUND US’ WEBSITES OR SERVICES SHALL BE SUBMITTED TO CONFIDENTIAL BINDING ARBITRATION IN LOS ANGELES, CALIFORNIA EXCEPT FOR INTELLECTUAL PROPERTY CLAIMS BROUGHT BY EITHER PARTY (WHICH FOR PURPOSES OF THIS SECTION DO NOT INCLUDE PRIVACY AND PUBLICITY CLAIMS) AND CLAIMS THAT MAY BE BROUGHT IN SMALL-CLAIMS COURT.

      CONFIDENTIAL ARBITRATION UNDER THIS AGREEMENT PERTAINING TO WEBSITE USERS SHALL BE RESOLVED EXCLUSIVELY UNDER THE CONSUMER ARBITRATION RULES THEN PREVAILING OF THE AMERICAN ARBITRATION ASSOCIATION (“AAA’S CONSUMER RULES”), EXCLUDING ANY RULES AND PROCEDURES GOVERNING OR PERMITTING CLASS OR REPRESENTATIVE ACTIONS. THE RULES ARE AVAILABLE AT THE AMERICAN ARBITRATION ASSOCIATION’S WEBSITE.

CONFIDENTIAL ARBITRATION UNDER THIS AGREEMENT PERTAINING TO CUSTOMERS SHALL BE RESOLVED EXCLUSIVELY UNDER THE COMMERCIAL ARBITRATION RULES THEN PREVAILING OF THE AMERICAN ARBITRATION ASSOCIATION (“AAA’S COMMERCIAL RULES”), EXCLUDING ANY RULES AND PROCEDURES GOVERNING OR PERMITTING CLASS OR REPRESENTATIVE ACTIONS. THE RULES ARE AVAILABLE AT THE AMERICAN ARBITRATION ASSOCIATION’S WEBSITE.

 

YOU AND ROUND US AGREE TO EXPRESSLY WAIVE ANY RIGHTS TO FILE CLASS OR REPRESENTATIVE ACTIONS OR SEEK RELIEF ON A CLASS OR REPRESENTATIVE BASIS IN ANY JURISDICTION OR FORUM.

THE ARBITRATOR SHALL APPLY CALIFORNIA LAW, AND THE ARBITRATOR’S AWARD SHALL BE BINDING AND FINAL AND MAY BE ENTERED AS A JUDGMENT IN ANY COURT OF COMPETENT JURISDICTION. THERE SHALL BE NO APPEAL FROM ANY AWARD OF THE ARBITRATOR. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NO ARBITRATION UNDER THIS AGREEMENT SHALL BE JOINED TO AN ARBITRATION INVOLVING ANY OTHER PARTY SUBJECT TO THIS AGREEMENT, WHETHER THROUGH CLASS ARBITRATION PROCEEDINGS OR OTHERWISE. IF ANY PART OF THIS ARBITRATION PROVISION IS FOUND TO BE INVALID, UNENFORCEABLE OR ILLEGAL, THE REST OF THIS PROVISION SHALL REMAIN IN EFFECT.

IF THE ENTIRE ARBITRATION PROVISION IS FOUND TO BE INVALID OR UNENFORCEABLE, THEN THE PARTIES CONSENT TO PERSONAL JURISDICTION AND EXCLUSIVE VENUE IN THE STATE COURT LOCATED IN LOS ANGELES, CALIFORNIA.

1. 1. *NOTICE OF RIGHTS* By using the Websites and/or Round Us’ Services in any manner, you agree to the above arbitration agreement. In doing so, YOU GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend any claims between you and Round Us. YOU ALSO GIVE UP YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION OR OTHER CLASS PROCEEDING. Your rights will be determined by a NEUTRAL ARBITRATOR, NOT A JUDGE OR JURY. You are entitled to a fair hearing before the arbitrator. The arbitrator can grant any relief that a court can, but you should note that arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons. For details on the arbitration process, see our Arbitration Procedures.
   2. Any proceeding to enforce this arbitration agreement, including any proceeding to confirm, modify, or vacate an arbitration award, may be commenced in any court of competent jurisdiction located in Los Angeles, California. In the event that this arbitration agreement is for any reason held to be unenforceable, any litigation against Round Us may be commenced only in the federal or state courts located in Los Angeles, California. You hereby irrevocably consent to the jurisdiction of those courts for such purposes.
   3. These Terms and Conditions, and any dispute between you and Round Us, shall be governed by the laws of the state of California without regard to principles of conflicts of law, provided that this arbitration agreement shall be governed by the Federal Arbitration Act.

The parties understand that, absent this mandatory arbitration provision, they would have the right to sue in court and have a jury trial. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.

Exception: Litigation of Intellectual Property and Small Claims Court Claims: Notwithstanding the parties’ decision to resolve all disputes through arbitration, either party may bring enforcement actions, validity determinations or claims arising from or relating to theft, piracy or unauthorized use of intellectual property in state or federal court or in the U.S. Patent and Trademark Office to protect its intellectual property rights (“intellectual property rights” means patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights). Either party may also seek relief in a small claims court for disputes or claims within the scope of that court’s jurisdiction.

Survival: This Arbitration and Class Action Waiver section shall survive any termination of your Account or the Services.

Third-Party Beneficiary: You and Round Us acknowledge that any third party consumer reporting agency that Round Us uses to perform background checks on Businesses is an express and intended third party beneficiary of this arbitration provision and as such, the terms of this Arbitration provision will inure to the benefit of the consumer reporting agencies and may be enforced by them. Accordingly, you agree that any dispute that arises between you and a consumer reporting agency that relates to or arises out of this Agreement or any aspect of your relationship with Round Us will be resolved by binding arbitration. If any court or arbitrator determines that this third-party beneficiary subsection is void or unenforceable for any reason, then this subsection shall be severed from the section entitled “Arbitration and Class Action Waiver,” and the remainder of the section shall remain enforceable, meaning that the class action waiver and the mutual obligation to resolve disputes between you and Round Us through binding arbitration remains enforceable.

GOVERNING LAW

The Terms and the relationship between you and Round Us shall be governed in all respects by the laws of the State of California, without regard to its conflict of law provisions. You agree that any claim or dispute you may have against Round Us that is not subject to arbitration must be resolved by a court located in Los Angeles, California except as otherwise agreed by the parties. You agree to submit to the personal jurisdiction of the courts located within Los Angeles, California for the purpose of litigating all such claims or disputes that are not subject to arbitration. You hereby waive any and all jurisdictional and venue defenses otherwise available.

DISCLAIMERS

You acknowledge that Round Us has no control over, and no duty to take any action regarding: which users gain access to or use the Services, Websites and Business Services; what affects the content on or in connection with the Services may have on you; how you may interpret or use the content on or in connection with the Services; or what actions you may take as a result of having been exposed to the content on or in connection with the Services. You release Round Us from all liability for you having acquired or not acquired content or information through the Services. The Services may contain, or direct you to sites containing, information that some people may find offensive or inappropriate. Round Us makes no representations concerning any content contained in or accessed through the Services, and Round Us will not be responsible or liable for the accuracy, copyright compliance, legality or decency of material contained in or accessed through the Services. Round Us makes no guarantee or warranty, express or implied, as to the reliability, accuracy, timeliness or completeness of that information and assumes no responsibility for any errors or omissions therein.

YOUR ACCESS AND USE OF THE WEBSITE AND SERVICES IS AT YOUR OWN RISK. THE SERVICES IS PROVIDED ON AN ‘AS IS, AS AVAILABLE’ BASIS WITHOUT WARRANTY OF ANY KIND AND ANY AND ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT ARE SPECIFICALLY DISCLAIMED. NEITHER ROUND US NOR ITS AFFILIATES, EMPLOYEES, AGENTS OR THIRD PARTY CONTENT PROVIDERS SHALL BE LIABLE FOR ANY LOSS RESULTING FROM USE OR UNAVAILABILITY OF INFORMATION OR CONTENT ON OR IN CONNECTION WITH THE SERVICES, INCLUDING BUT NOT LIMITED TO ANY LOST PROFITS, LOSS OR DAMAGE TO DATA, OR ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL, COMPENSATORY OR INCIDENTAL DAMAGES, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS DISCLAIMER IS APPLICABLE TO ANY DAMAGE OR INJURY RESULTING FROM NEGLIGENCE OR OMISSION OF ROUND US, COMPUTER VIRUS OR OTHER SIMILAR ITEM, TELECOMMUNICATIONS ERRORS, OR UNAUTHORIZED ACCESS TO, OR USE OF USER INFORMATION THROUGH THEFT OR ANY OTHER MEANS. WE ARE NOT LIABLE FOR CRIMINAL, TORTUOUS, OR NEGLIGENT ACTIONS OR OMISSIONS OF THIRD PARTIES, INCLUDING USERS AND BUSINESSES THAT AFFECT THE WEBSITES AND SERVICES. IN NO EVENT WILL ROUND US OR ANY OF ITS DIRECTORS, OFFICERS, AFFILIATES, AGENTS, EMPLOYEES, ASSIGNS OR THIRD PARTY CONTENT PROVIDERS BE HELD LIABLE FOR ANY TORTUOUS OR ILLEGAL CONDUCT OF OTHER USERS OR BUSINESSES. IN NO EVENT WILL ROUND US OR ANY OF ITS AFFILIATES, AGENTS, EMPLOYEES OR ASSIGNS BE HELD LIABLE FOR ANY DAMAGE TO EQUIPMENT, HARDWARE OR OTHER PROPERTY OF USERS OR PERSONAL INJURY THAT ARISES IN CONNECTION WITH USE OF THE SERVICES.

ANY MATERIAL OR CONTENT ACCESSED, DOWNLOADED, OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM ROUND US OR THROUGH YOUR USE OF THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS.

EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THE TERMS, ROUND US DOES NOT REPRESENT OR WARRANT THAT (I) SERVICES WILL MEET YOUR REQUIREMENTS, (II) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, (IV) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED. YOU AGREE THAT FROM TIME TO TIME WE MAY REMOVE THE SERVICES FOR INDEFINITE PERIODS OF TIME, OR CANCEL THE SERVICES AT ANY TIME, WITHOUT NOTICE TO YOU.

YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS, BUSINESSES OR CUSTOMERS OF THE SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES, INCLUDING BUT NOT LIMITED TO ANY CUSTOMER OR BUSINESS. YOU UNDERSTAND THAT ROUND US DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE SERVICES OR TO REVIEW OR VET ANY BUSINESS SERVICES. ROUND US MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE SERVICES OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS OF THE SERVICES. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES, PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON AND GIVE OR RECEIVE BUSINESS SERVICES. ROUND US EXPLICITLY DISCLAIMS ALL LIABILITY FOR ANY ACT OR OMISSION OF ANY USERS OR THIRD PARTIES.

BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, THE ABOVE EXCLUSION OF IMPLIED WARRANTIES MAY NOT APPLY TO YOU. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, ROUND US’ LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.

ROUND US SHALL USE REASONABLE EFFORTS TO PROTECT INFORMATION SUBMITTED BY YOU IN CONNECTION WITH YOUR USE OF THE SERVICES, BUT YOU ACKNOWLEDGE AND AGREE THAT YOUR SUBMISSION OF SUCH INFORMATION IS AT YOUR SOLE RISK, AND ROUND US HEREBY DISCLAIMS ANY AND ALL LIABILITY TO YOU FOR ANY LOSS OR LIABILITY RELATING TO SUCH INFORMATION IN ANY WAY.

ROUND US has no control over and no duty to take any action regarding: other users’ behavior; what effects Content may have on you; how you may interpret or use Content; or what actions you may take as a result of having been exposed to Content. You release ROUND US from all liability for you having acquired or not acquired Content through the Services. ROUND US makes no representations concerning any Content, including the accuracy thereof, contained in or accessed through the Services, and ROUND US will not be responsible or liable for the accuracy, copyright compliance, legality or decency of material contained in or accessed through the Services.

LIMITATION OF LIABILITY

YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SERVICES AND COLLECTIVE CONTENT, YOUR OFFERING OR PROVIDING BUSINESS SERVICES OR REQUESTING OR RECEIVING BUSINESS SERVICES THROUGH THE SERVICES, AND ANY CONTACT YOU HAVE WITH OTHER USERS OF ROUND US OR THIRD PARTIES, WHETHER IN PERSON OR ONLINE, REMAINS WITH YOU. NEITHER ROUND US NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES WILL BE LIABLE (WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ROUND US HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE) FOR: (A) ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL; (B) SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE; (C) THE COST OF SUBSTITUTE PRODUCTS OR SERVICES; (D) ANY DAMAGES FOR PERSONAL OR BODILY INJURY, DEATH OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH USING THE SERVICES; (E) THE USE OF OR INABILITY TO USE THE SERVICES, BUSINESS SERVICES OR COLLECTIVE CONTENT; (F) ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SERVICES OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES; OR (G) YOUR OFFERING OR PROVIDING BUSINESS SERVICES OR REQUESTING OR RECEIVING BUSINESS SERVICES THROUGH THE SERVICES.

ROUND US DOES NOT CONDUCT ANY CRIMINAL BACKGROUND CHECKS ON ANY BUSINESSES, CUSTOMERS OR USERS THAT USE THE SERVICES AND YOU AGREE THAT ROUND US IS NOT RESPONSIBLE OR LIABLE FOR THE CONDUCT OR ACTIONS OF ANY BUSINESSES, CUSTOMERS OR USERS THAT YOU COME IN CONTACT WITH IN USING THE SERVICES.

IN NO EVENT SHALL THE TOTAL, AGGREGATE LIABILITY OF ROUND US AND ITS AFFILIATES AND SUBSIDIARIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS, ARISING FROM OR RELATING TO THE TERMS, SERVICES, BUSINESS SERVICES, AND/OR COLLECTIVE CONTENT, OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR COLLECTIVE CONTENT OR IN CONNECTION WITH ANY BUSINESS SERVICES OR INTERACTIONS WITH ANY OTHER USERS EXCEED THE TOTAL AMOUNT OF FEES ACTUALLY PAID BY YOU FOR ANY BUSINESS SERVICES HEREUNDER, OR EXCEED ONE HUNDRED US DOLLARS IF NO SUCH PAYMENTS HAVE BEEN MADE BY YOU, AS APPLICABLE. THE LIMITATION OF LIABILITY DESCRIBED ABOVE SHALL APPLY FULLY TO RESIDENTS OF NEW JERSEY.

INDEMNIFICATION AND RELEASE

You agree to release, defend, indemnify, and hold Round Us and its affiliates and subsidiaries, and their respective officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including without limitation reasonable legal and accounting fees, arising out of or in any way connected with (a) your violation of these Terms; (b) your User Content; (c) your interaction with any Business, Customer or user; and (d) the request or receipt or offer or provision of Business Services by you, including but not limited to any injuries, losses, or damages (compensatory, direct, incidental, consequential, physical and emotional injuries, death or otherwise) of any kind arising in connection with such Business Services.

Notwithstanding the foregoing paragraph, if you are a resident of New Jersey, you only agree to release, defend, indemnify, and hold Round Us and its affiliates and subsidiaries, and their respective officers, directors, employees and agents, harmless from and against any third-party claims, liabilities, damages, losses, and expenses, including without limitation reasonable legal and accounting fees, arising out of or in any way connected with your violation of these Terms.

If you are a California resident, you waive California Civil Code Section 1542, which provides:

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.

If you are not a California resident, you waive your rights under any statute or common law principle similar to Section 1542 that governs your rights in the jurisdiction of your residence.

GENERAL

Force Majeure: Other than payment obligations, neither Round Us nor you shall be liable to the other for any delay or failure in performance under the Terms arising out of a cause beyond its control and without its fault or negligence. Such causes may include but are not limited to fires, floods, earthquakes, strikes, unavailability of necessary utilities, blackouts, acts of God, acts of declared or undeclared war, acts of regulatory agencies, or national disasters.

No Third-Party Beneficiaries: You agree that, except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to these Terms.

NOTICES

You agree that Round Us may communicate any notices to You under these Terms of Use, through electronic mail, regular mail or posting the notices on the Site. All notices to Round Us will be provided by either sending: (i) an email to [email protected]; or (ii) a letter, first class certified mail, to Round Us LLC, 7218 Friends Ave, Whittier CA, 90602, Attn: Customer Services. Such notices will be deemed delivered upon the earlier of the verification of delivery or two (2) business days after being sent.

COPYRIGHT

In accordance with the Digital Millennium Copyright Act of 1998, Title 17 of the United States Code, Section 512 (“DMCA”), Round Us will respond promptly to claims of copyright or trademark infringement that are reported to the agent that we have designated to receive notifications of claims infringement (its “Designated Agent”). Our Designated Agent is:

Round Us LLC

16830 Ventura Blvd, Suite 360, Encino, CA 91436

Attn: _________

Email: [email protected]

If You are a copyright or trademark owner (or authorized to act on behalf of the copyright or trademark owner) and believe that Your work’s copyright or trademark has been infringed, please report Your notice of infringement to us by providing our Designated Agent with a written notification of claimed infringement that includes substantially the following:

1. a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
2. identification of the copyrighted work or trademark claimed to have been infringed, or, if multiple copyrighted works or trademarks at a single online site are covered by a single notification, a representative list of such works at that site;
3. identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
4. information reasonably sufficient to permit us to contact You, such as an address, telephone number, and, if available, an electronic mail address at which You may be contacted;
5. a statement that You have a good faith belief that use of the material in the manner complained of is not authorized by the copyright or trademark owner, its agent, or the law; and
6. a statement that the information in the notification is accurate, and under penalty of perjury, that You are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Round Us will investigate notices of copyright and trademark infringement and take appropriate actions under the DMCA. Inquiries that do not follow this procedure may not receive a response.

Entire Agreement: These Terms, together with the Privacy Policy and any other legal notices or additional terms and conditions or policies published by Round Us on the Services, shall constitute the entire agreement between you and Round Us concerning the Services or Business Services obtained through the Services. Except as explicitly stated herein, if any provision of the Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of the Terms, which shall remain in full force and effect.

Waiver: No waiver of any provision of these Terms shall be deemed a further or continuing waiver of such term or any other term, and Round Us’s failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

Statute of Limitations: You agree that regardless of any statute or law to the contrary, any claim arising out of or related to the Services or the Business Services offered therein must commence within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred. Notwithstanding the foregoing, this statute of limitations shall not apply to residents of New Jersey.

Section Headings: The section headings in these Terms are for convenience only and have no legal or contractual effect. Contact Information: If you have any questions about these Terms or the Services, please contact us by sending an email to [email protected], or by writing to Round Us LLC, 7218 Friends Ave, Whittier CA, 90602.

ADDITIONAL TERMS RELATED TO YOUR USE OF THE SERVICES

1. Definitions.

“Customer Data” or “Data” means all electronic data or information submitted, uploaded, imported, processed through, collected from, made available by, produced by or resulting from Customer’s use of the Services regardless of whether or not the Customer Data is owned by Customer during the Term. Customer Data includes but is not limited to: (i) Data; (ii) Customer records, data files, input materials, reports, forms; or (iii) any information relating to an identified or identifiable natural person defined as an identifiable person who can be identified, directly or indirectly, in particular by reference to an identification number or to one or more factors specific to his or her physical, physiological, mental, economic, cultural or social identity. Customer Data may include the name, email addresses, telephone numbers and information of any person logging in to the Services or any information pertaining to Customer’s Homeowners including information that is inputted by Customer into the Services including birth dates, social security numbers, and personally identifiable information (PII) including financial information, and protected health information covered under HIPAA. All Customer Data has been designed, created and provided solely by Customer or by 3rd parties on its behalf without the participation or involvement of Round Us . Customer is responsible for any actions it takes with respect to Customer Data, including uploading it to the Services or using the Services to share or otherwise make available such Customer Data to third parties. Customer is responsible for ensuring that it has all the rights and permissions needed to use Customer Data in connection with the Services. Customer shall have the sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness of and copyright permissions for all Customer Data entered into the Services. Round Us  assumes no responsibility for the accuracy, propriety, or usefulness to Customer of the Customer Data.  Round Us  shall not be liable to Customer or any third-parties for any loss, damage or expense whatsoever and howsoever arising from any Customer Data entered into the Services by Customer or by an entity on its behalf. Customer acknowledges that Round Us  will rely on the accuracy of the Customer Data provided to Round Us  by Customer as it performs its requested functions under this Agreement.  Customer acknowledges that it owns all of the Customer Data or has all rights to grant such licenses to Round Us  to use such Information in furtherance of providing the Services without infringement or violation of any third party rights. Round Us  provides no warranties, representations or indemnification to Customer for its access to, and use of the Customer Data.

On behalf of your Business, you represent, warrant, and agree that: (i) you shall not send text messages to customers on their mobile devices requesting reviews, videos or images without their explicit written consent; (ii) You shall obtain written consent from customers either (a) by customers texting a keyword from their mobile device to join an SMS database;  (b) customers filling out a paper form or your business sending an online form to customers which explicitly states that the customer is subscribing to receive text messages from your business once they provide their phone number.

(e)  As customers opt in to SMS marketing campaigns created by your business, your business shall send clear, conspicuous disclosure of the text messages to customers they will receive.

(f) You shall send instructions to customers on how to opt out from receiving messages (STOP instructions), as well as how they can get help information (HELP instructions).

(g)  You are also required to put the following language in any contract that is signed by a CUSTOMER that you intend to request CUSTOMER content from:

“You the CUSTOMER give us written consent to allow us to send sms text messages to you to the phone number listed in this contract in which we may ask you to leave a review or provide us with images, pictures or videos (“Homeowner Content”) of your house and that all such homeowner content may be posted publicly by us and that you consent to us utilizing the services of a third party services provider that enables us to display the homeowner content publicly and that you also agree to abide by the third party service provider’s terms of use and privacy policy agreements in providing or giving us access to your homeowner content”

Limited License to The Customer Data and Customer Content. Subject to the terms and conditions of this Agreement, Customer grants Round Us and any business it hires through the Services a limited, non-exclusive, non-transferable terminable license to copy, store, record, transmit, maintain, display, view, print, or otherwise use both the Customer Data and Customer Content, but only to the extent reasonably necessary to provide the Services and related Applications to Customer and to improve the Services. Customer also consents to allowing Round Us and any business it hires through the Services to share its Customer Data and Customer Content with third party service providers that perform services on Round Us and any such business’ behalf relating to the functionality of the Services and the functionality of the business’ services.

In order to improve the functionality of the Services, Customer Data may be statistically analyzed for patterns of use and behaviors. Customer Data is always analyzed in a de-identified format so that Customer Data remains anonymous in the process. Round Us does not sell any part of the Customer Data to third parties or for use by other service providers.

On behalf of your business you agree that your business shall not market, sell, or license the Customer Data or Customer Content to any third parties and shall only use the Customer Data or Customer Content in the use of the Services.