Re-Publish.com Inc. Terms of Service/User Agreement for Advertisers/Sellers

Introduction

This User Agreement, the Re-Publish.com Privacy Policy, and all policies posted on our Web sites set out the terms under which Re-Publish.com Inc. (“Re-Publish.com,” “we,” “us,” or “our”) offers you access to and use of our sites, services, applications, advertisements, and tools (collectively “Services”). All policies and the Re-Publish.com Privacy Policy are incorporated into this User Agreement. You agree to comply with all of the above when accessing and using our Services.

The entity you are contracting with is Re-Publish.com Inc., MetLife Building Executive Center, 200 Park Avenue, Suite 1700, New York City, NY 10166, USA

This User Agreement is effective upon acceptance for users who accept it through registration of an Re-Publish.com account or other electronic click-through mechanism.

Please be advised that this User Agreement contains provisions that govern how claims you and we have against each other are resolved (see Disclaimer of Warranties; Limitation of Liability and Legal Disputes provisions below). It also contains an Agreement to Arbitrate, which will, with limited exception, require you to submit claims you have against us to binding and final arbitration. Under the Agreement to Arbitrate, (1) you will only be permitted to pursue claims against us on an individual basis, not as a plaintiff or class member in any class or representative action or proceeding and (2) you will only be permitted to seek relief (including monetary, injunctive, and declaratory relief) on an individual basis.

About Re-Publish.com

Re-Publish.com is a venue and advertising service that allows users to advertise, offer, sell, and buy a wide variety of goods in a variety of pricing formats and locations. As a venue and advertising service, Re-Publish.com does not own or sell the items listed on this site or on any site or other place where Re-Publish.com-generated advertisements may appear, so the actual contract for sale is directly between the sellers and buyers.

While we may provide pricing, shipping, and other guidance in our Services, such guidance is solely informational and you may choose not to follow it. Also, while we may help facilitate the resolution of disputes through various programs, Re-Publish.com has no control over and does not guarantee the existence, quality, safety, or legality of items advertised; the truth or accuracy of users’ content or advertisements or listings; the ability of sellers to sell items; the ability of buyers to pay for items; or that a buyer or seller will actually complete a transaction or return an item.

Verification and Validation

You understand agree that we must verify and validate your Re-Publish.com account through our merchant banking service provider before you can use your Re-Publish.com account. You also understand and agree that the verification and validation process may take several business days.

You further understand and agree that we will hold in escrow any payments sent to your Re-Publish.com account until your Re-Publish.com account has been verified and validated.

Using Re-Publish.com

While using or accessing the Services you will not:

  • post, list or upload content or items in inappropriate categories or areas on our sites;
  • breach or circumvent any laws, third party rights, or our systems, policies, or determinations of your account status;
  • use our Services if you are not able to form legally binding contracts (for example if you are under 18), or are temporarily or indefinitely suspended from using our sites, services, applications or tools;
  • fail to deliver items sold by you, unless the buyer fails to follow the posted terms, or you cannot contact the buyer;
  • manipulate the price of any item or interfere with another user’s advertisements;
  • post false, inaccurate, misleading, defamatory, or libelous content;
  • transfer your Re-Publish.com account and user ID to another party without our consent;
  • advertise, distribute, or post spam, unsolicited or bulk electronic communications, chain letters, or pyramid schemes;
  • distribute viruses, spyware, malware, or any other technologies that may harm Re-Publish.com, or the interests or property of Re-Publish.com’s users;
  • use any robot, spider, scraper, or other automated means to access our Services for any purpose;
  • bypass our robot exclusion headers, interfere with the working of our Services, or impose an unreasonable or disproportionately large load on our infrastructure;
  • export or re-export any Re-Publish.com application or tool except in compliance with the export control laws of any relevant jurisdictions and in accordance with posted rules and restrictions;
  • copy, modify, or distribute rights or content from our Services or Re-Publish.com’s copyrights and trademarks;
  • copy, reproduce, reverse engineer, modify, create derivative works from, distribute, or publicly display any content (except for your own information) from our sites, services, applications, or tools without the prior express written permission of Re-Publish.com and the appropriate third party, as applicable;
  • avoid, attempt to avoid, or conspire with or solicit another person to avoid paying Re-Publish.com’s fees;
  • avoid, attempt to avoid, or conspire with or solicit another person to avoid paying commissions to affiliates who have posted your advertisements online in any setting and sold the items in your advertisements;
  • fail or refuse to participate in good faith in the process for the resolution of a dispute between you and one or more Re-Publish.com users as Re-Publish.com may provide to you and the other Re-Publish.com users;
  • harvest or otherwise collect information about users, including email addresses, without their consent;
  • commercialize any Re-Publish.com application or any information or software associated with such application; or
  • sell or offer to sell any prohibited items, including, but not limited to, the following items:
    • Alcohol;
    • Blood, bodily fluids or body parts;
    • Burglary tools;
    • Destructive devices and explosives;
    • Drugs, medical drug claims about an item, or drug paraphernalia;
    • Hazardous materials (for example: flammable, explosive, corrosive, or poisonous items, etc.)
    • Human beings;
    • Human remains or body parts;
    • Identity documents, personal financial records, or personal information (in any form, including mailing lists);
    • Illegal, counterfeit, or stolen items;
    • Interests, tickets, chances, forms, or rights in any gambling, betting, or wagering activity or operation or game of chance;
    • Items made from certain animals, including, but not limited to, those animals deemed endangered or threatened under the United States Endangered Species Act;
    • Items or advertisements that promote or support illegal activity or instruct others to engage in illegal activity;
    • Items or advertisements that promote, support, or glorify acts of violence or harm towards self or others;
    • Items or listings that promote, support, or glorify hatred toward or otherwise demean people based upon: race, ethnicity, religion, gender, gender identity, disability, or sexual orientation; including items or content that promote organizations with such views;
    • Ivory or bones from ivory-producing animals such as whales or elephants;
    • Live animals;
    • Lottery tickets, sweepstakes entries, or slot machines;
    • Motor vehicles or vessels (for example: automobiles, motorcycles, boats, travel trailers, etc.);
    • Obscene material or child pornography;
    • Offensive material or hate speech;
    • Police badges or uniforms;
    • Pornography;
    • Real estate;
    • Recalled products (see http://www.recalls.gov);
    • Stocks or other securities;
    • Tickets to events sold in violation of ticket-“scalping” or ticket resale laws;
    • Tobacco or tobacco-related products; and
    • Any other items prohibited by law or constituting controlled substances.
    • You further agree not to advertise, offer for sale, sell or otherwise distribute any of the following items on, through, or connected with your account, except as permitted by, and in full compliance with, all applicable federal, state, local and other laws:
    • Digital files that you do not own or have all necessary rights or license to store, display, perform, copy, and distribute;
    • Hazardous or restricted items;
    • Content or material that is infringing or otherwise violates the law; or
    • Weapons and other related items, including, without limitation, explosives, firearms, firearm parts and magazines, ammunition, BB and pellet guns, tear gas, stun guns, switchblade knives and martial arts weapons.

We may cancel unverified accounts or accounts that have been inactive for a long time or modify or discontinue our Services.

Abusing Re-Publish.com

Without limiting other remedies, we may, limit, suspend, or terminate our Services and user accounts, restrict or prohibit access to, and your activities on, our Services, delay or remove hosted content, remove any special status associated with the account, reduce or eliminate any discounts, and take technical and legal steps to keep you from using our Services if:

  • we think that you are creating problems or possible legal liabilities;
  • we think that such restrictions will improve the security of the Re-Publish.com community or reduce our or another Re-Publish.com user’s exposure to financial liabilities;
  • we think that you are infringing the rights of third parties;
  • we think that you are acting inconsistently with the letter or spirit of this User Agreement or our policies;
  • despite our reasonable endeavors, we are unable to verify or authenticate any information you provide to us; or
  • you fail to pay us all fees due for our Services by your payment due date.

When a buyer or seller issue arises we may consider the user’s performance history and the specific circumstances in applying our policies. Without limiting our rights, we may choose to be more lenient with policy enforcement and to do the right thing for both buyers and sellers.

Fees

The fees we charge for using our Services are listed on our Advertiser fees and invoices page. We may change our fees from time to time by posting the changes on the Re-Publish.com site 14 days in advance, but with no advance notice required for temporary promotions.

You must have a payment method on file when selling on Re-Publish.com and pay all fees and applicable taxes associated with our Services by the payment due date. If your payment method fails or your account is past due, we may collect fees owed using other collection mechanisms. (This includes charging other payment methods on file with us, retaining collection agencies and legal counsel, and, for accounts over 180 days past due, deducting the amount owed from your Re-Publish.com account balance.) In addition, you will be subject to late fees. Re-Publish.com, or the collection agencies we retain, may also report information about your account to credit bureaus, and as a result, late payments, missed payments, or other defaults on your account may be reflected in your credit report. If you wish to dispute the information Re-Publish.com reported to a credit bureau (i.e., Experian, Equifax, or TransUnion) please contact us at Re-Publish.com Inc. If you wish to dispute the information a collection agency reported to a credit bureau regarding your Re-Publish.com account, you must contact the collection agency directly.

Advertising Conditions

When advertising an item, soliciting donations, or gathering contact information for leads, you agree that:

  • You represent and warrant that the advertisement is accurate, complete, up-to-date, and truthful;
  • You represent and warrant that the solicitation for donations is accurate, complete, up-to-date, and truthful;
  • You represent and warrant that the contact information you gather for leads is necessary for legitimate and lawful business or organizational purposes, that you will use the gathered information solely for lawful purposes, and that you will safeguard the privacy and security of the gathered information in compliance with your business entity’s or organization’s privacy policies, but in no event shall your safeguarding the privacy and security of the information be less than the level of care that would be exercised by a reasonably prudent business entity or organization under the same or similar circumstances; and
  • Re-Publish.com shall have the right to pay on your behalf commissions that you have promised to pay to affiliates that have placed your advertisement online, resulting in a sale, and that Re-Publish.com may deduct those commissions from your Re-Publish.com account or bill them to your payment method on file with us if the balance in your Re-Publish.com account is insufficient to pay the full amount of the commissions due.

Content

When providing us with content or posting content using Re-Publish.com’s Services, you grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to exercise any and all copyright, publicity, trademarks, database rights and intellectual property rights you have in the content, in any media known now or in the future. Further, to the fullest extent permitted under applicable law, you waive your moral rights and promise not to assert such rights against us, our sub-licensees or assignees.

You represent and warrant that none of the following infringe any intellectual property right:

  • your provision of content to us,
  • your posting of content using the Services, and
  • our use of such content (including of works derived from it) in connection with the Services.

Compliance with Laws and Regulations

You represent and warrant that your advertisements and your products, services, information, solicitations for contributions, and collection of personal contact information comply with all applicable governmental laws and regulations, including, but not limited to, the following:

  • Consumer protection laws and regulations;
  • Truth-in-advertising laws and regulations;
  • Privacy laws and regulations;
  • Laws and regulations prohibiting deceptive or unfair trade practices;
  • Laws and regulations governing the sale or offering for sale of specific goods or services;
  • Laws and regulations governing the solicitation and collection of charitable contributions and gifts; and
  • Laws and regulations governing the financing of campaigns for election or appointment to public office.

Notice for Claims of Intellectual Property Violations and Copyright Infringement Pursuant to Section 512(c) of Title 17 of the United States Code

We respond to notices of alleged copyright infringement as required by the United States Digital Millennium Copyright Act. Learn how to submit a notice to Re-Publish.com.

Holds

To protect against the risk of liability, Re-Publish.com may restrict access to funds in a seller’s Re-Publish.com account based on certain factors, including, but not limited to, selling history, seller performance, riskiness of the listing category, or the filing of an Re-Publish.com Buyer Protection case. This may result in our determining to restrict funds in your Re-Publish.com account in order to manage our risk exposure pursuant to our policies.

Authorization to Contact You

You agree to receive calls, including autodialed and/or pre-recorded message calls, from Re-Publish.com at any of the telephone numbers (including mobile telephone numbers) that we have collected for you as authorized and described in our Privacy Policy, including telephone numbers you have provided us, or that we have obtained from third parties or collected by our own efforts. If the telephone number that we have collected is a mobile telephone number, you consent to receive SMS or other text messages at that number. Standard telephone minute and text charges may apply if we contact you at a mobile number or device. You agree that we may contact you in the manner described above at the telephone numbers we have in our records for these purposes:

  • To contact you for reasons relating to your account or your use of our Services (such as to collect a debt, resolve a dispute, or to otherwise enforce our User Agreement) or as authorized by applicable law; or
  • To contact you for marketing, promotional, or other reasons that you have either previously consented to or that you may be asked to consent to in the future. If you do not wish to receive such communications, you can opt-out in the communications preference section of your Re-Publish.com accounts.

We may share your telephone numbers with our service providers (such as billing or collections companies) who we have contracted with to assist us in pursuing our rights or performing our obligations under the User Agreement, our policies, or any other agreement we may have with you. These service providers may also contact you using autodialed or prerecorded messages calls and/or SMS or other text messages, only as authorized by us to carry out the purposes we have identified above, and not for their own purposes.

We will not share your telephone number with non-affiliated third parties for their purposes without your explicit consent, but may share your telephone numbers with members of the Re-Publish.com corporate family and/or our affiliates, for their use, as authorized under our Privacy Policy. Members of the Re-Publish.com corporate family and/or our affiliates will only contact you using autodialed or prerecorded message calls and/or SMS or other text messages, if you have requested their services.

Additional Terms

Returns

Re-Publish.com offers a managed returns process to simplify returns for buyers and sellers. With the Re-Publish.com returns process, a seller accepting returns can manage and track the return through an automated process on the site. There is no fee to use the Re-Publish.com returns process. If the buyer returns an item because it does not match the listing description, sellers will generally be responsible for return shipping costs. Re-Publish.com may automatically apply the Re-Publish.com returns process to listings where returns are accepted. Sellers may remove the Re-Publish.com returns process from their listings by adjusting their account settings within their Re-Publish.com account.

Re-Publish.com Buyer Protection Policy

Most Re-Publish.com sales go smoothly, but if there is a problem with a purchase, Re-Publish.com’s Buyer Protection Policy helps buyers and sellers communicate and resolve issues. Buyers and sellers agree to comply with the policy and permit us to make a final decision on any Re-Publish.com Buyer Protection case.

If a seller is required to reimburse the buyer or Re-Publish.com for an Re-Publish.com Buyer Protection case, the seller authorizes Re-Publish.com to remove the reimbursement amount (in the same or other currency) from the seller’s Re-Publish.com account. The seller is required to have a valid payment method on file. If there are insufficient funds in the seller’s Re-Publish.com account, the seller authorizes Re-Publish.com to charge any reimbursement amount owed to the payment method on file. We may also place the reimbursement amount on the seller’s invoice. If seller does not provide Re-Publish.com with a valid payment method, we may collect the outstanding sums using other collection mechanisms, including retaining collection agencies.

In the event of 0.5% or more disputes per 100 transactions for an advertiser, we will freeze all further transactions from the advertiser including the payment of all outstanding payments and pause activity until further investigation. Dispute resolution will be handled via standard online dispute resolution practices.

We may suspend the use of the Re-Publish.com Buyer Protection policy in a specific case without prior notice if we suspect abuse or interference with the proper working of the policy.

Disclaimer of Warranties; Limitation of Liability

We try to keep our Services safe, secure, and functioning properly, but we cannot guarantee the continuous operation of or access to our Services. Some delays in the operation of functionality may be due to factors or events beyond our control and we shall not be liable for any such delays.

You agree that you are making use of our Services at your own risk, and that the Services are being provided to you on an “AS IS” and “AS AVAILABLE” basis. Accordingly, to the extent permitted by applicable law, we exclude all express or implied warranties, terms and conditions including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

In addition, to the extent permitted by applicable law, we (including our parent, subsidiaries, affiliates, officers, directors, agents, and employees) are not liable, and you agree not to hold Re-Publish.com responsible, for any damages or losses (including, but not limited to, loss of money, goodwill or reputation, profits, or other intangible losses or any special, indirect, or consequential damages) resulting directly or indirectly from:

  • your use of or your inability to use our Services;
  • pricing, shipping, or other guidance provided by Re-Publish.com;
  • delays or disruptions in our Services;
  • viruses or other malicious software obtained by accessing, or linking to, our Services;
  • glitches, bugs, errors, or inaccuracies of any kind in our Services;
  • damage to your hardware device from the use of any Re-Publish.com Service;
  • the content, actions, or inactions of third parties, including items listed using our Services or the destruction of allegedly fake items;
  • a suspension or other action taken with respect to your account or breach of the Abusing Re-Publish.com section above;
  • your need to modify practices, content, or behavior or your loss of or inability to do business, as a result of changes to this User Agreement or our policies; or
  • our good-faith attempts to help you resolve a dispute between you and one or more other Re-Publish.com users.

Some jurisdictions do not allow the disclaimer of warranties or exclusion of damages, so such disclaimers and exclusions may not apply to you.

Regardless of the previous paragraphs, if we are found to be liable, our liability to you or to any third party is limited to the greater of (a) any amounts due under the Re-Publish.com Buyer Protection Policy up to the price the item sold for via an Re-Publish.com advertisement (including any applicable sales tax) and its original shipping costs, (b) the amount of fees in dispute not to exceed the total fees, which you paid to us in the 12 months prior to the action giving rise to the liability, or (c) $100.

Release

If you have a dispute with one or more Re-Publish.com users, you release us (and our affiliates and subsidiaries, and our and their respective officers, directors, employees and agents) from claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. In entering into this release you expressly waive any protections (whether statutory or otherwise) that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.

Indemnity

You will defend, indemnify, and hold us (and our parent, affiliates and subsidiaries, and our and their respective officers, directors, employees, agents) harmless from any claim or demand, including reasonable legal fees, made by any third party due to or arising out of your breach of this Agreement, your improper use of Re-Publish.com’s Services, or your breach of any law or the rights of a third party.

Legal Disputes

You and Re-Publish.com agree that any claim or dispute at law or equity that has arisen or may arise between us relating in any way to or arising out of this or previous versions of the Re-Publish.com User Agreement, your use of or access to Re-Publish.com’s sites, services, applications, and tools, or any products or services sold or purchased through Re-Publish.com’s sites, services, applications, or tools will be resolved in accordance with the provisions set forth in this Legal Disputes Section. Please read this Section carefully. It affects your rights and will have a substantial impact on how claims you and we have against each other are resolved.

A. Applicable Law

You agree that the laws of the State of California, without regard to principles of conflict of laws, will govern the User Agreement and any claim or dispute that has arisen or may arise between you and Re-Publish.com, except as otherwise stated in the User Agreement.

B. Agreement to Arbitrate

You and Re-Publish.com each agree that any and all disputes or claims that have arisen or may arise between you and Re-Publish.com relating in any way to or arising out of this or previous versions of the User Agreement, your use of or access to Re-Publish.com’s Services, or any products or services sold, offered, or purchased through Re-Publish.com’s Services shall be resolved exclusively through final and binding arbitration, rather than in court. The Federal Arbitration Act governs the interpretation and enforcement of this Agreement to Arbitrate.

1. Prohibition of Class and Representative Actions and Non-Individualized Relief

YOU AND RE-PUBLISH.COM AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND RE-PUBLISH.COM AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED CANNOT AFFECT OTHER RE-PUBLISH.COM USERS.

2. Arbitration Procedures

Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, and court review of an arbitration award is very limited. However, an arbitrator can award the same damages and relief on an individual basis that a court can award to an individual. An arbitrator should apply the terms of this User Agreement as a court would.

The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any dispute arising out of or relating to the interpretation, applicability, enforceability or formation of this Agreement to Arbitrate, any part of it, or of the User Agreement including, but not limited to, any claim that all or any part of the Agreement to Arbitrate or User Agreement is void or voidable.

The arbitration will be conducted by the American Arbitration Association (“AAA”) under its rules and procedures, including the AAA’s Supplementary Procedures for Consumer-Related Disputes (as applicable), as modified by this Agreement to Arbitrate. The AAA’s rules are available at www.adr.org. A form for initiating arbitration proceedings is available on the AAA’s site at http://www.adr.org. In addition to filing this form with the AAA in accordance with its rules and procedures, you must send a copy of the completed form to us at the following address to initiate arbitration proceedings: Re-Publish.com, Inc.

The arbitration shall be held in the county in which you reside or at another mutually agreed-upon location. If the value of the relief sought is $10,000 or less, you or Re-Publish.com may elect to have the arbitration conducted by telephone or based solely on written submissions, which election shall be binding on you and Re-Publish.com subject to the arbitrator’s discretion to require an in-person hearing, if the circumstances warrant. Attendance at an in-person hearing may be made by telephone by you and/or Re-Publish.com, unless the arbitrator requires otherwise.

The arbitrator will decide the substance of all claims in accordance with the laws of the State of California, including recognized principles of equity, and will honor all claims of privilege recognized by law. The arbitrator shall not be bound by rulings in prior arbitrations involving different Re-Publish.com users, but is bound by rulings in prior arbitrations involving the same Re-Publish.com user to the extent required by applicable law. The arbitrator’s award shall be final and binding and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

3. Costs of Arbitration

Payment of all filing, administration and arbitrator fees will be governed by the AAA’s rules, unless otherwise stated in this Agreement to Arbitrate. If the value of the relief sought is $10,000 or less, at your request, Re-Publish.com will pay all filing, administration, and arbitrator fees associated with the arbitration. Any request for payment of fees by Re-Publish.com should be submitted by mail to the AAA along with your Demand for Arbitration and Re-Publish.com will make arrangements to pay all necessary fees directly to the AAA. If the value of the relief sought is more than $10,000 and you are able to demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, Re-Publish.com will pay as much of the filing, administration, and arbitrator fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. In the event the arbitrator determines the claim(s) you assert in the arbitration to be frivolous, you agree to reimburse Re-Publish.com for all fees associated with the arbitration paid by Re-Publish.com on your behalf, which you otherwise would be obligated to pay under the AAA’s rules.

4. Severability

With the exception of any of the provisions in Section 1 of this Agreement to Arbitrate (“Prohibition of Class and Representative Actions and Non-Individualized Relief”), if an arbitrator or court decides that any part of this Agreement to Arbitrate is invalid or unenforceable, the other parts of this Agreement to Arbitrate shall still apply. If an arbitrator or court decides that any of the provisions in Section 1 of this Agreement to Arbitrate (“Prohibition of Class and Representative Actions and Non-Individualized Relief”) is invalid or unenforceable, then the entirety of this Agreement to Arbitrate shall be null and void. The remainder of the Agreement and its Legal Disputes Section will continue to apply.

5. Future Changes to the Agreement to Arbitrate

Notwithstanding any provision in the Agreement to the contrary, you and we agree that if we make any change to this Agreement to Arbitrate (other than a change to any notice address or site link provided herein) in the future, that change shall not apply to any claim that was filed in a legal proceeding against Re-Publish.com prior to the effective date of the change. The change shall apply tso all other disputes or claims governed by the Agreement to Arbitrate that have arisen or may arise between you and Re-Publish.com. We will notify you of changes to this Agreement to Arbitrate by posting the amended terms on www.Re-Publish.com.com at least 30 days before the effective date of the changes and by providing notice through the Re-Publish.com Message Center and/or by email. If you do not agree to these amended terms, you may close your Re-Publish.com account within the 30-day period and you will not be bound by the new terms.

Moreover, if we seek to terminate the Agreement to Arbitrate as included in the User Agreement, any such termination shall not be effective until 30 days after the version of the User Agreement not containing the Agreement to Arbitrate is posted to http://www.Re-Publish.com.com, and shall not be effective as to any claim that was filed in a legal proceeding against Re-Publish.com prior to the effective date of termination.

C. Judicial Forum for Legal Disputes

Unless you and we agree otherwise, in the event that the Agreement to Arbitrate above is found not to apply to you or to a particular claim or dispute, as a result of a decision by the arbitrator or a court order, you agree that any claim or dispute that has arisen or may arise between you and Re-Publish.com must be resolved exclusively by a state or federal court located in Santa Clara County, California. You and Re-Publish.com agree to submit to the personal jurisdiction of the courts located within Santa Clara County, California. for the purpose of litigating all such claims or disputes.

General

Re-Publish.com Inc. is located in New York City, New York. If any provision of this User Agreement is held to be invalid, void or for any reason unenforceable, such provision shall be struck out and shall not affect the validity and enforceability of the remaining provisions. In our sole discretion, we may assign this User Agreement, by providing notice of such assignment on our Web site at www.Re-Publish.com.com.

Headings are for reference purposes only and do not limit the scope or extent of any section of this User Agreement. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. We do not guarantee we will take action against all breaches of this User Agreement.

We may amend this User Agreement at any time by posting the amended terms on www.Re-Publish.com. Our right to amend the User Agreement includes the right to modify, add to, or remove terms in the User Agreement. Except as stated otherwise in this User Agreement or elsewhere, all amended terms shall automatically be effective 30 days after they are initially posted. Additionally, we will notify you through the Re-Publish.com Message Center and/or by email. We may also ask you to acknowledge your acceptance of the User Agreement through an electronic click-through. This User Agreement may not otherwise be amended except through mutual agreement by you and an Re-Publish.com representative who intends to amend this User Agreement and is duly authorized to agree to such an amendment.

The policies posted on our sites may be changed from time to time. Changes take effect when we post them on the Re-Publish.com site.

No agency, partnership, joint venture, employee-employer, or franchisor-franchisee relationship is intended or created by this User Agreement.

The User Agreement, the Re-Publish.com Privacy Policy, and all other Re-Publish.com polices set forth the entire understanding and agreement between you and Re-Publish.com and supersede all prior understandings and agreements of the parties.

The following Sections survive any termination of this User Agreement:

  • Fees,
  • Content,
  • Disclaimer of Warranties; Limitation of Liability;
  • Indemnity, and
  • Legal Disputes.

If you are a California resident, in accordance with Cal. Civ. Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.