TERMS OF USE – sortinc.app

Sort, Inc., a Colorado corporation (the “Company”), owns and operates a website located at https://sortinc.app/, apps, software, and/or software (collectively, the “Platform”) that allows users that create an account with the Company through the Platform (collectively, “Users”) to connect with other Users and to acquire and/or purchase products and/or services from business organizations that host and/or sponsor events (collectively, “Organizers”). The Platform is accessible at [website link] and any other websites through which the Company makes the Platform available (collectively, the “Site”). These Terms of Use form an agreement (the “Agreement”) made between the Company and you, whether as an individual, entity or other organization (as the case may be “You” or “Your”).

All access to and use of the Platform is subject to the terms of this Agreement, as may be amended and updated from time to time (“Terms of Use”). By accessing or using any portion of the Platform, You agree to be bound by the terms of this Agreement. This Agreement includes these Terms of Use as well as all other policies and rules of the Company referenced in these Terms of Use.

You may be required to agree to additional terms and conditions before accessing or using certain areas of the Platform (“Additional Agreements”). The terms of any Additional Agreement will apply to the applicable area of the Platform in addition to the terms of this Agreement. If there is a conflict between this Agreement and any Additional Agreement, the terms of the Additional Agreement will control with respect to Your use of or access to that area of the Platform.

THIS AGREEMENT CONSTITUTES A LEGALLY BINDING AGREEMENT BETWEEN YOU AND THE COMPANY AND CONTAINS IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS, AND INCLUDES VARIOUS LIMITATIONS AND EXCLUSIONS, AND A CLAUSE THAT REQUIRES YOU TO ARBITRATE ANY DISPUTE.

IF YOU DO NOT AGREE TO THIS AGREEMENT, OR DO NOT MEET THE QUALIFICATIONS INCLUDED IN THIS AGREEMENT, THE COMPANY IS NOT WILLING TO PROVIDE YOU WITH ACCESS TO OR USE OF THE PLATFORM AND YOU MUST NOT ACCESS OR USE THE PLATFORM.

DEFINITIONS

“Affiliate” means an individual or entity that registers an Affiliate Account with the Company through the Platform to promote the Platform to prospective Organizers and assist prospective Organizers in becoming an Organizer.
“Affiliate Content” means all Content that any Affiliate posts, uploads, publishes, emails, submits or transmits to be made available through the Platform including without limitation, profile information, Postings, images, voices, likenesses, and other Content.
“Collective Content” means, collectively, User Content (defined below) and Company Content (defined below).
“Company Content” means all Content that is available through the Platform including any Content licensed from a third party, excluding User Content, Organizer Content and/or Affiliate Content.
“Content” means all data, information, and other content, including, without limitation, text, graphics, images, music, sound, photographs, illustrations, logos, messages, audio, video, or other information.
“Intellectual Property Rights” means all trademark, trade dress, copyright, patent, moral rights, goodwill, trade secret rights and any other intellectual property right, including any application or registrations therefore, that may now exist or hereafter come into existence under the law of any state, country or other jurisdiction.
“Organizer” means an individual or entity that registers an Organizer Account with the Company to offer products and/or services through the Platform to other Users.
“Organizer Content” means all Content that any Organizer posts, uploads, publishes, emails, submits or transmits to be made available through the Platform including without limitation, profile information, Postings, images, voices, likenesses, and other Content.
“Post” or “Posting” means Content uploaded to the Platform for publication to Users, Organizers and/or Affiliates.
“Tax” or “Taxes” mean any taxes of any kind.
“TPS” means a third-party website.
“User” means any individual or entity that registers a User Account with the Company through the Platform to view and/or acquire products and/or services from an Organizer. “User” also includes any person who is authorized to access or use the Platform by or on behalf of another individual or entity, as may be permitted by this Agreement.
“User Content” means all Content that any User posts, uploads, publishes, emails, submits or transmits to be made available through the Platform including without limitation, profile information, Postings, images, voices, likenesses, and other Content.

ELIGIBILITY

You must be at least eighteen (18) years of age to use the Platform. By agreeing to this Agreement, You represent and warrant that: (a) You are at least eighteen (18) years of age; (b) You have not previously been suspended or removed from the Platform; and (c) Your registration and Your use of the Platform is in compliance with all applicable laws and regulations. To access some features of the Platform, You may be required to register for an account. When You register for an account, You may be required to provide the Company with some personal information, such as email address or other contact information. You agree that the information You provide is accurate and that you will keep it accurate and up-to-date at all times. When You register, You may be asked to provide a password. You are solely responsible for maintaining the confidentiality of Your account and password, and You are responsible for all actions taken via Your account. You may not share Your user account(s) with others.

AUTHORITY

If You are entering into this Agreement on behalf of another entity or organization, You represent and warrant that: (a) You are authorized to bind that entity or organization to this Agreement; and (b) the entity on behalf of which You are entering into this Agreement is a duly formed entity existing in good standing in each of the jurisdictions in which the entity transacts business.

You represent and warrant that You: (a) have all authority, rights, and licenses to enter into and perform this Agreement and to carry out the transactions contemplated herein; (b) this Agreement constitutes Your legal, valid, and binding obligation, enforceable against it in accordance with its terms; (c) your execution, delivery, and performance of this Agreement shall not result in a breach or violation of, or constitute a default under, any material agreement, lease, or instrument to which you are a party or by which your properties may be bound or affected; and (d) no suit, action, arbitration, or other legal or administrative proceeding is pending, or to its knowledge has been threatened, against you that would affect the validity or enforceability of this Agreement.

MODIFICATIONS

The Company reserves the right, in its sole discretion, to modify or discontinue, temporarily or permanently, the Platform or this Agreement, at any time and without prior notice. In the event The Company should modify this Agreement in a material manner, the Company will post the modification on the Site, update the “last modified” date at the top of this Agreement. You should periodically review this Agreement so that you are aware of any changes to which you are bound. Your continued use of the Platform after any such modification constitutes your acceptance of the revised Agreement. If you do not approve of the modified Agreement, your only recourse is to discontinue the use or access the Platform. The Company shall not be liable to you or any other User or third party for any modification, suspension, or discontinuance of the Platform.

INDEPENDENT

All Users, Organizers and Affiliates are independent from the Company and are not the employees, independent contractors or agents of the Company. The Company is in no way responsible for business relationships between to any User, Organizer and/or Affiliate. Except as otherwise provided in this Agreement, the documentation of the relationship (including, without limitation, scope of services and fees) between any User, Organizer and/or Affiliate is expressly the responsibility of the respective User, Organizer and/or Affiliate The Company shall have no obligation or responsibility to document, evidence or otherwise address the relationship between any User, Organizer and/or Affiliate. The Company shall not be, nor deemed to be, a party to any contract between a User, Organizer and/or Affiliate, and such contracts are solely between the respective User, Organizer and/or Affiliate.

SCOPE AND LIMITATIONS OF THE PLATFORM

The Company is not a User, Organizer and/or Affiliate.

UNLESS EXPRESSLY PROVIDED HEREIN, THE COMPANY IS NOT A PARTY TO ANY AGREEMENT ENTERED INTO BETWEEN ANY USER, ORGANIZER AND/OR AFFILIATE OR ANY OTHER PARTY WITH RESPECT TO ANY PRODUCTS, SERVICES OR OTHERWISE. ALL AGREEMENTS TO BUY AND SELL ARE BETWEEN ANY USER, ORGANIZER AND/OR AFFILIATE, AND THE COMPANY IS NOT A PARTY AND DOES NOT HAVE ANY RESPONSIBILITIES OR LIABILITIES RELATING TO SUCH AGREEMENTS.

THE COMPANY HAS NO CONTROL OVER THE CONDUCT OF ANY USER, ORGANIZER AND/OR AFFILIATE OF THE PLATFORM OR ANY THIRD PARTY, AND THE COMPANY DISCLAIMS ALL LIABILITY IN THIS REGARD.

WITHOUT LIMITING THE FOREGOING, THE COMPANY CANNOT AND DOES NOT CONTROL ANY CONTENT CONTAINED IN ANY POSTING OR THE PHYSICAL CONDITION OR SUITABILITY OF ANY PRODUCT AND/OR SERVICE, LEGALLY OR OTHERWISE. THE COMPANY IS NOT RESPONSIBLE FOR AND DISCLAIMS ANY AND ALL LIABILITY RELATED TO ALL POSTING, PRODUCTS AND/OR SERVICES.

THE COMPANY DOES NOT OFFER ANY ADVICE, OPINIONS, RECOMMENDATIONS, REFERRALS, OR COUNSELING IN CONNECTION WITH ANY USER, ORGANIZER, AFFILIATE, PRODUCT AND/OR SERVICE. EACH USER, ORGANIZER AND/OR AFFILIATE ARE NOT THE EMPLOYEES OR AGENTS OF THE COMPANY. THE COMPANY IS NOT INVOLVED IN AGREEMENTS BETWEEN ANY USER, ORGANIZER AND/OR AFFILIATE. AT NO POINT MAY THE COMPANY BE HELD LIABLE FOR THE ACTIONS OR OMISSIONS OF ANYONE OFFERING ANY PRODUCT AND/OR SERVICE TO YOU, EVEN THOUGH YOU MAY NOT HAVE KNOWN ABOUT THEM OR INTERACTED WITH THEM BUT FOR YOUR USE OF THE PLATFORM.

THE COMPANY DOES NOT ENDORSE ANY PRODUCT, SERVICE, USER, ORGANIZER AND/OR AFFILIATE. THE COMPANY DOES NOT MAKE ANY WARRANTY, GUARANTEE, OR REPRESENTATION AS TO THE ABILITY, COMPETENCE, QUALITY, OR QUALIFICATIONS OF ANY USER, ORGANIZER AND/OR AFFILIATE. THE COMPANY DOES NOT WARRANT OR GUARANTEE THAT ANY USER, ORGANIZER AND/OR AFFILIATE ARE COVERED BY LIABILITY INSURANCE. THE COMPANY ENCOURAGES USERS TO RESEARCH ANY USER, ORGANIZER AND/OR AFFILIATE BEFORE INTERACTING WITH SUCH USER, ORGANIZER AND/OR AFFILIATE.

USE OF THE PLATFORM DOES NOT CREATE A FIDUCIARY RELATIONSHIP BETWEEN THE COMPANY, ON THE ONE HAND, AND ANY USER, ORGANIZER AND/OR AFFILIATE, ON THE OHER HAND.

THE COMPANY DOES NOT VOUCH FOR ANY OF ITS USERS, ORGANIZERS AND/OR AFFILIATES. THE COMPANY MAKES NO REPRESENTATIONS CONCERNING THE QUALIFICATIONS OR COMPETENCE OF ANY USER, ORGANIZER AND/OR AFFILIATE. THE COMPANY IS NOT RESPONSIBLE FOR THE ACTIONS OR OMISSIONS, WHETHER INTENTIONAL, NEGLIGENT OR ACCIDENTAL, OF ANY USER, ORGANIZER AND/OR AFFILIATE, AND USERS, ORGANIZERS AND/OR AFFILIATES HEREBY RELEASE, DISCHARGE AND AGREE TO INDEMNIFY THE COMPANY FOR ALL CLAIMS, LOSSES, COSTS AND DAMAGES THAT ANY USER, ORGANIZER AND/OR AFFILIATE CAUSE, IF ANY, TO ANY USER, ORGANIZER AND/OR AFFILIATE, INCLUDING, BUT NOT LIMITED TO, CLAIMS, LOSSES, COSTS AND DAMAGES RELATED TO PERSONAL INJURIES OF USERS, ORGANIZERS AND/OR AFFILIATES CAUSED BY ANY USER, ORGANIZER AND/OR AFFILIATE AND ALL OTHER CLAIMS THAT ANY USER, ORGANIZER AND/OR AFFILIATE MAY HAVE FROM TIME TO TIME AGAINST A USER, ORGANIZER AND/OR AFFILIATE OF ANY NATURE WHATSOEVER.

USERS, ORGANIZERS AND/OR AFFILIATES (AND NOT THE COMPANY) ARE RESPONSIBLE FOR MAKING FINAL DECISIONS ABOUT THE PRODUCTS AND/OR SERVICES OF AN ORGANIZER. THE COMPANY ASSUMES NO RESPONSIBILITY FOR ANY USER’S, ORGANIZER’S AND/OR AFFILIATE’S DECISION. EACH USER, ORGANIZER AND/OR AFFILIATE SHALL INDEMNIFY, DEFEND AND HOLD HARMLESS THE COMPANY AND ITS DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, ATTORNEYS, ACCOUNTANTS, SUCCESSORS AND ASSIGNS (THE “COMPANY PARTIES”) FROM, AND SHALL REIMBURSE THE COMPANY PARTIES FOR, ANY AND ALL ACTIONS, CLAIMS, LOSSES, DEMANDS, DAMAGES (INCLUDING INCIDENTAL AND CONSEQUENTIAL DAMAGES), SUITS, OBLIGATIONS, LIABILITIES, COSTS (INCLUDING COSTS OF SETTLEMENT), EXPENSES (INCLUDING ATTORNEYS’ FEES), CHARGES, AND DAMAGES, WHETHER FORESEEN OR UNFORESEEN, FIXED OR CONTINGENT, KNOWN OR UNKNOWN (“ADVERSE CONSEQUENCES“), WHICH THE COMPANY PARTIES MAY INCUR OR WHICH MAY BE IMPOSED UPON THE COMPANY PARTIES AS A CONSEQUENCE OF, OR WHICH RELATE IN ANY WAY TO (A) ANY ACTS, OMISSIONS OR CONDUCT OF SUCH USER, ORGANIZER AND/OR AFFILIATE AND THEIR AGENTS, CONTRACTORS AND VOLUNTEERS. FURTHER, EACH USER, ORGANIZER AND AFFILIATE RELEASES AND FOREVER DISCHARGES THE COMPANY PARTIES FROM ANY ADVERSE CONSEQUENCES THAT SUCH USER, ORGANIZER AND/OR AFFILIATE AND THEIR AGENTS, CONTRACTORS AND VOLUNTEERS MAY INCUR OR THAT MAY BE IMPOSED UPON SUCH USER, ORGANIZER AND/OR AFFILIATE AND SUCH PERSONS RELATED DIRECTLY OR INDIRECTLY TO THE ITEMS DESCRIBED IN THIS PARAGRAPH. THE COMPANY DOES NOT GUARANTEE RESULTS. THE COMPANY WILL HAVE NO RESPONSIBILITY OR LIABILITY OF ANY KIND FOR ANY CONTENT, PRODUCTS AND/OR SERVICES YOU ENCOUNTER ON OR THROUGH THE PLATFORM, AND ANY USE OR RELIANCE ON CONTENT, PRODUCTS AND/OR SERVICES IS SOLELY AT YOUR OWN RISK.

ACCESS TO THE PLATFORM

Subject to this Agreement, the Company will provide You with a personal, non-exclusive, limited, non-transferable, freely revocable right to access and use the Platform. All access to the Platform will be solely by You for Your own use in connection with Your use of and access to the Platform. If You are an entity or other organization, then Your employees and contractors may also use the Platform on Your behalf in connection with Your internal business purposes. Your rights to access and use the Platform are non-exclusive, non- transferable, and non-sublicensable. You understand that the Company may from time to time, in its sole discretion, suspend or discontinue the Platform (or any portion thereof) with or without notice.

ACCESS TO ACCOUNTS

You may be required to establish an account (an “Account”) to access portions of the functionality of the Platform. The Company offers three (3) types of accounts (i.e., User Accounts, Organizer Accounts, and Affiliate Accounts). Approval of Your request to establish an Account will be at the sole discretion of the Company. In connection with establishing an Account, You will be asked to submit certain information about Yourself (“Registration Information”). You agree that: (1) all Registration Information You provide will be true and complete; and (2) You will maintain and promptly update Your Registration Information to keep it accurate and current. You may not: (a) select or use an Account ID of another person with the intent to impersonate that person; and (b) use an Account ID that the Company, in its sole discretion, deems offensive.

Each Account, the User identification, the Organizer identification, the Affiliate identification and/or password for each Account (“Account ID”) is personal in nature. Each Account is for Your personal use and each Account ID may be used only by You or, if You are an organization, by an individual employee within Your organization. You may not distribute or transfer Your Account or Account ID or provide a third party with the right to access your Account or Account ID. You are solely responsible for all use of the Platform through Your Account. You will ensure the security and confidentiality of Your Account ID and will notify the Company immediately if any Account ID is lost, stolen or otherwise compromised. You are fully responsible for all costs, fees, liabilities or damages incurred through the use of Your Account or under any Account ID (whether lawful or unlawful). All Postings, Licenses, and other transactions completed through Your Account will be deemed to have been lawfully completed by You. The Company will not be liable for the foregoing obligations or the failure by You to fulfill those obligations.

ORGANIZER MATTERS

Each calendar month, each Organizer shall pay the Company a fee in the sum of ten percent (10%) of the sum of any fees and/or compensation payable by a User to such Organizer and/or the Company (on behalf of such Organizer) for products and/or services in connection with the Platform (the “Organizer Fee”). The Organizer Fee shall be due and payable on or within five (5) business days following the end of the calendar month attributable to the Organizer Fee. Upon request, each Organizer shall provide the Company with an accounting of the Organizer Fee and/or any fees and/or compensation payable by a User to such Organizer for products and/or services in connection with the Platform. The Company is authorized to withhold the Organizer Fee from any fees and/or compensation paid by a User to the Company (on behalf of the respective Organizer).

AFFILIATE FEE

The Company shall pay each respective Affiliate a fee in the sum of ten percent (10%) of any Organizer Fee collected by the Company from an Organizer that lists such Affiliate as the Affiliate responsible for promoting the Platform to the Organizer and assisting the Organizer in becoming an Organizer upon the registration of such Organizer’s Organizer Account with the Company (the “Affiliate Fee”). The Affiliate Fee shall be due and payable by the Company to the respective Affiliate on or within five (5) business days following the end of the calendar quarter attributable to the Affiliate Fee.

LICENSE FOR CONTENT

All Company Content and User Content is for informational purposes only. The Company has not verified the accuracy of, and shall not be responsible for any errors or omissions in, any Company Content or User Content. You are solely responsible for Your use of or reliance on any Company Content or User Content. Subject to your compliance with this Agreement, the Company grants you a personal, limited, non- exclusive, non-transferable, freely revocable license to access and view all Company Content, User Content, Organizer Content and/or Affiliate Content in connection with Your use of the Platform. You will have no right to sublicense the License. You agree not, and will not permit any third party, to: (a) alter, modify, reproduce, or create derivative works of any Company Content, User Content, Organizer Content and/or Affiliate Content; (b) distribute, sell, resell, lend, loan, lease, license, sublicense or transfer any Company Content, User Content, Organizer Content and/or Affiliate Content; or (c) alter, obscure or remove any copyright, trademark or any other notices that are provided on or in connection with any Company Content, User Content, Organizer Content and/or Affiliate Content. Except as stated in this Section, You are granted no other licenses or rights in or to any Company Content, User Content, Organizer Content and/or Affiliate Content.

RULES OF USE

Each respective User, Organizer and/or Affiliate is solely responsible for its respective User Content, Organizer Content and/or Affiliate Content and compliance with any and all applicable laws, rules and regulations. In connection with such use, You agree not to do any of the following and not to advocate, encourage, or assist any third party in doing any of the following:

use manual or automated software, devices, scripts robots, offline readers, crawlers or other means or processes to access, “scrape,” “crawl” or “spider” or other such devices or technologies to access the Platform than a human could reasonably produce manually in the same period of time (except that the Company grants operators of public search engines a revocable right to use spiders to copy material for the sole purpose of making publicly available search indices);
exploit, copy or use any component of the Platform for any commercial purpose other than as provided in this Agreement;
infringe the rights of any person or entity, including without limitation, their intellectual property, privacy, publicity or contractual rights or compromise any person or entity’s contact or financial information;
interrupt, tamper with, or otherwise interfere with or damage the Platform, or any computer software, hardware, servers or networks connected to the Platform, or telecommunications equipment, including without limitation, the use of viruses, bots, Trojan horses, worms, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing, or similarly harmful software agents;
post any product and/or service You do not have the right to offer and/or sell to a User;
register for an Account on behalf of another individual or entity, other than one for which You are expressly authorized, or impersonate another person or otherwise misrepresent Your affiliation with a person or entity, conducting fraud, or attempting to hide Your identity;
post any content that may constitute or contribute to any unlawful purpose;
promote any illegal activity or criminal enterprise;
violate any municipal, county, state, national, or other law or regulation, zoning restrictions or Tax regulations;
as an Organizer, post any false or misleading information, including price information that You do not intend to honor;
abuse, stalk, defame, threaten, harass, or invade the privacy of any other User, encourage or act in any unlawful, vulgar, profane, defamatory, violent, obscene, hateful or ethically objectionable way, as determined in the Company’s sole discretion;
provide in any Post, a discriminatory preference based on race, color, sex or national origin, religion, familial status or handicap;
use the Platform to identify a User and/or Organizer and then complete the transaction offline or otherwise recruit or solicit any User and/or Organizer to join a third-party platform or website that is competitive in any way to the Platform or the Company;
modify, edit, copy, use, display, rent, lease, loan, sell, distribute, create derivative works of, mirror, reproduce, transmit, publicly display, publicly perform, adapt, publish, reverse engineer, reverse assemble, or frame any aspect of the Platform or any of the Company’s trademarks, trade dress, design marks or other proprietary information, including without limitation, the layout and design of any page included in the Platform, the Company’s source code or otherwise transfer any right or interest in the Platform, without the Company’s express written consent; or,
circumvent any technological security measure implemented by the Company.

The Company has no obligation and does not routinely monitor any User’s, Organizer’s and/or Affiliate’s access to the Platform or any User Content, Organizer Content and/or Affiliate Content; provided, however, it is expressly acknowledged and agreed by You that the Company shall have the right to review and edit any User Content, Organizer Content and/or Affiliate Content for the purpose of operating the Platform, ensuring compliance with this Agreement, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. The Company shall have the right to investigate and take legal action to enforce its rights against any User, Organizer and/or Affiliate in violation this provision or any other provision of this Agreement, as determined by the Company in its sole discretion. The Company, in its sole discretion and without notice or liability whatsoever, may also (i) remove or disable User Content, Organizer Content and/or Affiliate Content or access to User Content, Organizer Content and/or Affiliate Content that it deems objectionable, offending, harmful or in violation of this Agreement, (ii) suspend or terminate any Account, and/or (iii) report any violations of this Agreement to applicable law enforcement authorities. You will continue to be bound by this Agreement regardless of Your Account having been suspended and/or terminated. You expressly agree to, in good faith, cooperate and provide the Company with information and to take such actions as the Company may reasonably request with respect to any investigation the Company determines to undertake regarding the use of the Platform.

OWNERSHIP OF INTELLECTUAL PROPERTY

All Intellectual Property Rights related to the Platform, Company Content, and the technology and software underlying the Platform or distributed in connection therewith, are the exclusive property of the Company and its licensors. You expressly acknowledge that You are not receiving, nor entitled to, any ownership interest in or to any of Intellectual Property Rights, and that no right or license is granted to You to use the Intellectual Property Rights apart from the rights granted to access the Platform under this Agreement. All trademarks, service marks, logos, trade names and any other proprietary designations of the Company used in connection with the Platform are trademarks or registered trademarks of the Company and its licensors. All goodwill generated from the use of the Company’s trademarks shall inure to the exclusive benefit of the Company. Any other trademarks, service marks, logos, trade names and any other proprietary designations are the trademarks or registered trademarks of the parties who own them. The Company reserves all rights not expressly granted herein.

USER CONTENT

You will be permitted to post, upload, publish, submit or transmit User Content to the Platform subject to the terms of this Agreement. The Company claims no ownership rights or interest in your User Content, Organizer Content and/or Affiliate Content. With the exception of payment information, by providing the User Content, Organizer Content and/or Affiliate Content through the Platform, You hereby grant to the Company a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense, use, view, copy, modify, syndicate, distribute, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, view, make derivative works of and otherwise exploit such User Content, Organizer Content and/or Affiliate Content on, through, or by means of the Platform or through any other channel in any format. You also grant each User of the Platform a non-exclusive license to access your User Content through the Platform and to use, reproduce, display and perform the same as permitted through the functionality of the Platform under this Agreement. Publishing Your User Content through the Platform is not a substitute for registering it with the United States Trademark Office, United States Copyright Office or any other such agency or office.

The Company does not assume any liability for any User Content, Organizer Content and/or Affiliate published by You or any other User, Organizer and/or Affiliate of the Platform, or for any action, You take in reliance on the User Content, Organizer Content and/or Affiliate Content published by any other User, Organizer and/or Affiliate, including without limitation information contained in any Post. The Company assumes no responsibility for any User’s, Organizer’s and/or Affiliate’s compliance with any law, rule or regulation with respect to such User Content, Organizer Content and/or Affiliate Content. Accordingly, You expressly acknowledge and agree:

You are solely responsible for all User Content, Organizer Content and/or Affiliate Content that You make available through the Platform and the consequences of posting or publishing it;
all User Content You provide will be accurate and void of any misrepresentation;
You will maintain and update Your User Content, Organizer Content and/or Affiliate Content as necessary to ensure compliance with this Agreement;
the Company, in its sole discretion, shall have the right to screen and to remove any Content that violates this Agreement or is otherwise deemed objectionable in the Company’s sole discretion;
that the technical process and transmission of the Platform, including User Content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices;
the Company does not have any control over the conduct of Users, Organizers and/or Affiliates of the Platform; and,

You represent and warrant that:

You either are the sole and exclusive owner of Your User Content, Organizer Content and/or Affiliate Content or You have all necessary licenses, rights and/or permissions to use Your User Content, Organizer Content and/or Affiliate Content in accordance with the Agreement;
Your User Content, Organizer Content and/or Affiliate Content will not violate any law or the Intellectual Property Rights of any other party;
all of Your User Content, Organizer Content and/or Affiliate Content, including without limitation all information relating to any Post is truthful, accurate, void of any misrepresentation and in compliance with all applicable laws of the local, state and federal jurisdictions; and
no Posting You provide on the Platform will breach any agreement or conflict with the rights of any third party.

The Company may establish general practices and limits concerning use of the Platform, including without limitation the maximum period of time that Postings, data or other User Content will be retained by the Platform and the maximum storage space that will be allotted on the Company’s servers. The Company will shall have no responsibility or liability for the deletion or failure to store any data or other User Content, Organizer Content and/or Affiliate Content maintained or uploaded to the Platform. You further acknowledge and agree that the Company reserves the right to change such general practices and limits at any time, with or without notice, in its sole discretion.

NO ENDORSEMENT

The Company does not endorse any User, Organizer and/or Affiliate by virtue of any Posting, use of the Platform by any User, Organizer and/or Affiliate, or otherwise. The Company does not screen, review or confirm the accuracy of any User Content, Organizer Content and/or Affiliate Content. You are responsible for determining the identity of others with whom you engage and suitability of products and/or services You acquire via the Platform. You are encouraged to communicate directly with Users, Organizers and/or Affiliates of the Platform with regard to Postings or contract for purchase entered into by You. By using the Platform, You agree that any legal remedy or liability that You seek to obtain for actions or omissions of any Users, Organizers, Affiliates and/or other third parties will be limited to claims brought against particular Users, Organizers, Affiliates or third parties with whom You engage, directly or indirectly, and You will not attempt to impose liability on, or seek any legal remedy from the Company.

NO PROFESSIONAL ADVICE AND/OR FIDUCIARY RELATIONSHIP

IF THE PLATFORM OR THIS AGREEMENT PROVIDES ANY PROFESSIONAL INFORMATION OR RECOMMENDATIONS, SUCH INFORMATION IS FOR INFORMATIONAL PURPOSES ONLY AND SHOULD NOT BE DEEMED OR CONSTRUED AS PROFESSIONAL ADVICE. NO DECISION OR OTHER ACTION SHOULD BE MADE ON THE BASIS OF SUCH INFORMATION AND OTHER PRIVILEGED RELATIONSHIP EXISTS BETWEEN YOU AND THE COMPANY. THERE IS NO FIDUCIARY RELATIONSHIP BETWEEN YOU AND THE COMPANY.

THIRD PARTY WEBSITES

The Platform may contain links to third-party websites (“TPS”). You acknowledge and agree that by virtue of the fact that such TPSs are accessible through the Platform or maintain a presence therein, the Company does not endorse any such TPSs and is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, services or products available from such websites or resources. The Company disclaims and shall have no liability or responsibility for the privacy practices or other actions of any TPS. In addition, the Company is not responsible for the accuracy, availability or reliability of any information, content, goods, data, opinions, advice or statements made available in connection with any TPS. As such, the Company disclaims and shall be not liable for any damage or loss caused, or alleged to be caused, by or in connection with use of or reliance on any content available through any TPS. The Company does not endorse or assume any responsibility for any TPS. Your access of a TPS from the Platform is made at Your own risk and You expressly acknowledge and agree that this Agreement and the Company’s Privacy Policy do not apply to Your use of such TSPs.

COPYRIGHT POLICY

The Company respects the Intellectual Property Rights of Content owners and ask that all Users, Organizers and/or Affiliates to do the same. If You believe that Your copyrighted work which is accessible through the Platform has been copied in a way that constitutes copyright infringement, or that Your Intellectual Property Rights have been otherwise violated, You should notify the Company as provided below. The Company, in its sole discretion, will investigate claims of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act of 1998 (“DMCA“) and other applicable intellectual property laws.

A notification of claimed copyright infringement should be mailed via certified U.S. Mail, return receipt requested, to:

3206 south Heather Gardens Way 80014

The notification must be in writing and contain the following information:

an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property;
a description of the copyrighted work or other intellectual property alleged to be infringed;
a detailed description of where the claimed infringing material is located on the Platform (screenshots preferred);
the complaining party’s address, telephone number, and email address;
a statement by the claimant that they believe in good faith that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law and the reasons therefor; and,
a statement, made under penalty of perjury, that the above information is accurate and that the claimant is the copyright or intellectual property owner or authorized to act on the owner’s behalf.

In accordance with the DMCA and other applicable law, the Company has adopted a policy of limiting access to the Platform and/or terminating Users, Organizers, and/or Affiliates the Company deems in its sole discretion to be a repeat infringer.

SUSPENSION AND TERMINATION

The Company shall have the right, in its sole discretion, to suspend or terminate, in whole or in part, for any reason, with or without cause or prior notice and without liability to You, the Platform or your Account. The Company shall not be liable to You or any third-party for any such suspension and/or termination. You will remain liable for any amounts due in accordance with this Agreement after any such suspension or termination relating to the period prior to the termination. You may cancel your Account at any time by sending an email to delete@sortinc.app. If Your Account is cancelled, suspended or terminated, the Company will return any outstanding monies the Company determines in its sole discretion are owed You.

NO WARRANTY

YOUR USE OF THE PLATFORM IS AT YOUR OWN RISK. THE COMPANY PROVIDES THE PLATFORM “AS IS,” “WITH ALL FAULTS” AND “AS AVAILABLE,” AND THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY AND ITS AFFILIATES, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS AND OTHER REPRESENTATIVES MAKE NO REPRESENTATIONS, WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED. THE COMPANY AND ITS AFFILIATES, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS AND OTHER REPRESENTATIVES EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES OR CONDITIONS, EXPRESS, STATUTORY AND IMPLIED, INCLUDING WITHOUT LIMITATION: (A) WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, ACCURACY, TITLE, QUIET ENJOYMENT, NO ENCUMBRANCES, NO LIENS AND NON-INFRINGEMENT; (B) WARRANTIES OR CONDITIONS ARISING THROUGH COURSE OF DEALING OR USAGE OF TRADE; AND (C) WARRANTIES OR CONDITIONS OF UNINTERRUPTED OR ERROR-FREE ACCESS OR USE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU THROUGH THE PLATFORM WILL CREATE ANY WARRANTY REGARDING THE COMPANY OR THE PLATFORM THAT IS NOT EXPRESSIVELY STATED IN THIS AGREEMENT. YOU ASSUME ALL RISK FOR ANY DAMAGE THAT MAY RESULT FROM YOUR USE OF OR ACCESS TO THE PLATFORM, YOUR DEALING WITH ANY OTHER USER, AND ANY CONTENT, AVAILABLE THROUGH THE PLATFORM. YOU UNDERSTAND AND AGREE THAT YOUR USE OF THE PLATFORM, AND USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAINMENT OF CONTENT THROUGH THE PLATFORM ARE AT YOUR OWN DISCRETION AND RISK, AND THAT YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE PLATFORM), OR THE LOSS OF DATA THAT RESULTS FROM THE USE OF THE PLATFORM OR THE DOWNLOAD OR USE OF THOSE CONTENT. SOME JURISDICTIONS MAY PROHIBIT A DISCLAIMER OR WARRANTIES AND YOU MAY HAVE OTHER RIGHTS THAT VARY FROM JURSIDICTION TO JURISDICTION.

LIMITATION OF LIABILITY

IN NO EVENT WILL THE COMPANY OR ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, AND OTHER REPRESENTATIVES BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF, BASED ON, OR RESULTING FROM THIS AGREEMENT OR YOUR USE OR ACCESS, OR INABILITY TO USE OR ACCESS, THE PLATFORM, WHETHER BASED ON (A) BREACH OF CONTRACT, (B) BREACH OF WARRANTY, (C) NEGLIGENCE, OR (D) ANY OTHER CAUSE OF ACTION, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF THE PLATFORM; (3) ANY UNAUTHORIZED ACCESS TO OR USE OF THE COMPANY’S SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE PLATFORM; (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH THE PLATFORM BY ANY THIRD PARTY; (6) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE PLATFORM; AND/OR (7) USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY. THE AGGREGATE LIABILITY OF THE COMPANY OR ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, AND OTHER REPRESENTATIVES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE ANY PORTION OF THE PLATFORM OR OTHERWISE UNDER THIS AGREEMENT, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE GREATER OF: (X) THE AMOUNT YOU HAVE PAID TO THE COMPANY FOR THE PLATFORM IN THE THIRTY (30) DAY PERIOD PRIOR TO THE EVENTS OR CIRCUMSTANCES GIVING RISE TO THE CLAIMS; AND (B) $100. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL DAMAGES. ACCORDINGLY, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. EACH PROVISION OF THIS AGREEMENT THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE AGREEMENT OF THE PARTIES. THE LIMITATIONS IN THIS SECTION WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS ITS ESSENTIAL PURPOSE.

FOREIGN JURISDICTIONS

The Platform is developed and operated within the United States and the Content and materials included in the Platform are solely for the use by persons and entities located within the United States. The Platform may not be exported and persons or entities who access or use the Platform from other jurisdictions are obligated to comply with United States and local laws and regulations. You are not permitted to use the Platform or post any product and/or service if You are, or the product and/or service is situated in a jurisdiction that the United States has an embargo against or has been designated by the U.S. Government as a “terrorist supporting” country, or if You are included on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Person’s List or Entity List.

INDEMNIFICATION

You agree to release, defend, indemnify and hold the Company Parties, harmless from and against any claims, costs, liabilities, rights, damages, losses, and expenses, including, without limitation, reasonable attorney’s fees, arising from (i) Your access or connection to, or use of the Platform, including Your User Content, Organizer Content and/or Affiliate Content; (ii) Your breach of this Agreement or a third-party’s right (including intellectual property rights); (iii) Your interaction with any User, Organizer and/or Affiliate; (iv) Your violation of any applicable law, rule or regulation; (v) the purchase of a product or service by You through the Platform; (vi) any other person or entity’s access or use of the Platform with Your User login, Organizer login, Affiliate login and/or password. If you are a California resident, you waive California Civil Code Section 1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” If You are a resident of another jurisdiction, you waive any comparable statute or doctrine.

CONTROLLING LAW AND JURISDICTION

You agree that: (i) the Platform will be deemed to be solely based in the State of Colorado and the United States of America; and (ii) the Platform will be deemed to be a passive one that does not give rise to personal jurisdiction over the Company in jurisdictions other than the State of Colorado. This Agreement will be interpreted in accordance with the laws of the State of Colorado and the United States of America, without regard to its conflict-of-law provisions. You submit to the personal jurisdiction of a state court located in Denver County, Denver, Colorado or a United States District Court, located in Denver, Colorado for any actions for which the parties retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s intellectual property rights, as set forth in the “Arbitration” section below.

ARBITRATION

If any dispute arises between You and the Company, You agree to contact the Company at Dispute@sortinc.app and attempt to resolve the dispute informally prior to filing any cause of action against the Company. If You and the Company are unable to resolve the dispute informally, You agree that any dispute, claim or controversy arising out of or relating to this Agreement or the Platform (collectively, “Disputes”) will be settled by binding arbitration by the American Arbitration Association (“AAA”) under the Commercial Arbitration Rules and Supplementary Procedures for Consumer Related Disputes then in effect (the “AAA Rules”) and except as modified by this “Arbitration” Section. The Federal Arbitration Act will govern the interpretation and enforcement of this Section. Notwithstanding the above, each party retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of any Intellectual Property Rights.

Unless otherwise directed by the Company, the arbitration will be conducted in English and held in Denver, Colorado before a single arbitrator mutually agreed to by the parties, or by the AAA if the parties are unable to select an arbitrator within ten (10) days of the filing of the demand for arbitration. The arbitration must commence within forty-five (45) days of the date that the party who initiates the arbitration provides the other party with a written Demand for Arbitration in compliance with the AAA Rules. Each party will be responsible for paying their own filing fees, arbitrator fees and other costs in accordance with the AAA Rules. The arbitrator will render an award within the time frame specified in the AAA Rules. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator’s award damages must be consistent with the terms of the “Limitation of Liability” section above as to the types and the amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. The prevailing party will be entitled to an award of attorneys’ fees and costs, to the extent provided under applicable law and the AAA Rules.

By accepting this Agreement, You acknowledge and agree that all claims must be brought in Your individual capacity and that You are waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or similar proceeding. Further, unless the Company otherwise agrees in writing, the arbitrator may not consolidate more than one person’s claims. If this specific paragraph is held unenforceable, then the entirety of this “Arbitration” section will be deemed void. Except as provided in the preceding sentence, this “Arbitration” section will survive any termination of this Agreement.

The provisions of this “Arbitration” section will be enforceable in any court of competent jurisdiction.

REPORTING MISCONDUCT

If you feel that any User engaged in inappropriate behavior or acted illegally, You should immediately report such person to law enforcement authorities. In addition, please also notify the Company by emailing the Company with your police station and report number at Misconduct@sortinc.app . Your report to the Company will not obligate the Company to take any action beyond that required by law (if any) or cause the Company to incur any liability to You or any other User whatsoever.

ENTIRE AGREEMENT

This Agreement constitutes the entire and exclusive agreement between the Company and you regarding the Platform, Content, any Postings, or any sale made through the Platform, and supersedes any prior agreements between You and the Company with respect to the same. From time to time, the Company, in its sole discretion, may modify this Agreement and any such modifications shall be binding upon each User, Organizer and/or Affiliate.

NOTICES

All notices required to be provided to the Company under this Agreement shall be in writing and delivered by certified U.S. mail (return receipt requested) or overnight delivery service (with confirmation of receipt) to 3206 South Heather Gardens Way. All notices sent to the Company will be deemed to have been received by the Company upon confirmed receipt. Any notices or other communications permitted or required hereunder by the Company, including those regarding modifications to this Agreement, will be in writing and given by the Company in its sole discretion (i) via email, (ii) regular mail, or (ii) by posting via the Platform. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted. The Company is not responsible for any automatic filtering You or Your network provider may apply to email notifications the Company may send to the email or physical address You provide the Company.

GENERAL

The failure of the Company to enforce any right or provision of this Agreement will not constitute a waiver of future enforcement of such right or provision. Except as expressly set forth in this Agreement, the exercise by either party of any of its remedies under this Agreement will be without prejudice to its other remedies under this Agreement or otherwise. If for any reason an arbitrator or a court of competent jurisdiction finds any provision of this Agreement invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of this Agreement will remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the use of the Platform or this Agreement, must be filed within one (1) year after such claim or cause of action arose or be forever barred. A printed version of this Agreement and any notice provided in electronic form hereunder, will be admissible in administrative or judicial proceedings to the same extent and subject to the same conditions as other business documents or records originally generated and maintained in printed form. Whenever this Agreement provides that the Company has a certain right, that right is absolute and you intend that the Company’s exercise of that right will not be subject to any limitation or review.

PRIVACY

You understand that by using the Platform you consent to the collection, use and disclosure of your personally identifiable information and aggregate data as set forth in the Company’s Privacy Policy located at https://sortinc.app/privacy-policy. By using the Platform, You consent to the collection and use of data and information You may provide to the Company or through the Platform as outlined therein. You expressly acknowledge and agree that the Company cannot guarantee that unauthorized third parties will never be able to breach the Company’s security measures or use your personal information for improper means. You acknowledge and agree that you provide your personal information at your own risk.

CONTACTING THE COMPANY

If you have any questions on this Agreement, please contact the Company at info@sortinc.app.