FRVD TERMS OF SERVICE

Effective Date: February 20, 2023

Welcome to Faithrvdocking.com. Please read these Terms of Service carefully before accessing or using our website.

Thanks for visiting the Faithrvdocking.com (hereinafter “We”, “Our”, or “Us”). When you (“You” “Individual” or entity that you represent) use Our Website (the “Site”) or the Faithrvdocking.com including all information, tools and services available from this site to you, the user, conditioned upon your acceptance of all terms, conditions, policies, and notices stated here (Collectively, the “Service”), you are agreeing to Our Terms of Service (the “Agreement”) below.

By visiting our site, you engage in our “Service” and agree to be bound by the terms and conditions (“Terms of Service”,” Terms”), including those additional terms and conditions and policies referenced herein and/or available by hyperlink.

The terms herein apply to all users of our website, including but without limitation to users who are customers, merchants, regular browsers and/or user generated content contributors.

We reserve the right to update, change or replace any part of these Terms of Service by posting changes and/or updates to our website. It is your sole responsibility to check this page periodically for changes. Your continued use of or access to the website following the posting of any updates constitutes acceptance of those changes.

About Us (“FaithrvDocking”)

Faith RV Docking connects available church parking lots, open space, Christian Camps, and other participating Christian organizations with Christian RV’ers for overnight or very short-term docking.

SCOPE
These Terms are intended to supplement and not to replace any existing agreements between you and us regarding services offered. Your use of the website is at user discretion and at your sole risk.
FRVD is not responsible for any harm that may result or arise out of use of the website.

1. FRVD ACCOUNTS

1.1. REGISTRATION
For you to have access to our Service You must register an account with us (“Account”) to have access and use certain features of our Services. As a Registered user of our Services you will be referred to as “Users”, while unregistered users will be referred to as “Site Visitors”.

1.2. ACCOUNT ELIGIBILITY
No one under eighteen (18) years old is allowed to use or have access to the app. In the event where the age of majority is not eighteen (18) years old in your jurisdiction, you must be over twenty-one (21) years old in order to create an account or use the FRVD Platform.

FRVD offers the Services for your business purposes only and not for personal or consumer use. By registering for an Account with Us or by using Our Services, or FRVD app you represent and warrants that you: (a) are twenty-one (21) years above; (b) are using the FRVD App at your own free will; (c) will comply with these Terms and all applicable local, state, federal and International Laws, rules, and regulations, or other requirements.

You are solely responsible for all activities that occur under Your account whether performed by You or a third party. If You provide any Content (“Content” this means any personal identifiable information that You post, transmit, or submit through Our Service) that is untrue, inaccurate, not current, or incomplete, we have the right to suspect that such Content is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate Your account and refuse any and all current or future use of the Site and/or Service.

You agree not to create an account using a false identity or information, or on behalf of somebody other than Yourself, or have more than one account. You agree not to create an account or use the Site or Service if Your account has been previously suspended, or if You have been previously banned from the Site or Service.

You are solely responsible for maintaining the confidentiality of your account, your password and for restricting access to your computer. If you permit others to use your account credentials, you agree to these Terms of Service on behalf of all other persons who use the Services under your account or password, and you are responsible for all activities that occur under your account or password. Please make sure the information you provide to us upon registration and at all other times is true, accurate, current, and complete to the best of your knowledge.

1.3. USE OF DEVICES AND SERVICES
Access to Our Services may require the use of your personal computer or mobile device, as well as communications with or use of space on such devices. You are responsible for any Internet connection or mobile fees and charges that you incur when accessing our Services.

2. PURPOSE OF THE FRVD PLATFORM
Summary: The Faith RV Docking site is an online membership platform that connects available church parking lots, open space, Christian Camps, and other participating Christian organizations with Christian RV’ers for overnight or very short-term docking.

2.1. PROVISION OF ACCESS
Subject to the applicable terms and conditions of this Agreement, FRVD hereby grant you a revocable, non-exclusive, non-transferable, non-sublicensable, limited right to access and use the services during the Term solely for business operations in accordance with the terms and conditions herein.
FRVD will be entitled, at any time at reason best known to us, to modify the services and/or some of the functionality, content of the services without prior notice as much as such modification does not materially and adversely reduce the functionality of the services.

2.2. USE RESTRICTION.
You hereby agree not to, or permit any users, or third-party to, use the services, any software component of the services. Furthermore, you hereby agree not to, or permit any users, or third-party entity to at any time, directly or indirectly, (i) copy, modify, or create derivative works of the Services, any software component of the Services, in whole or in part; (ii) rent, lease, lend, sell, license, sublicense, assign, distribute, publish, transfer, or otherwise make available the Services except as expressly permitted under this Agreement; (iii) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the Services, in whole or in part; (iv) remove any proprietary notices from the Services; (v) use the Services provided in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law, regulation, or rule; or (vi) use the Services in a manner that violates any local, state, or federal law or regulation.

2.3. RESERVATION OF RIGHTS
FRVD reserves all rights not expressly granted to you in this Agreement. Except for the limited right and licenses expressly granted under this Agreement, nothing in this Agreement grants, by implication, waiver, estoppel, or otherwise, to You, or any third-party any intellectual property rights or other right, title, or interest in or to the FRVD IP.

2.4. SUSPENSION
Notwithstanding anything to the contrary in this Agreement, FRVD may temporarily suspend your access to any portion or all of the Services to perform scheduled maintenance or to stop a violation of Paragraph 2.2 (Use Restrictions) to prevent material harm to Us or Users as required by applicable law.

We will from time-to-time use reasonable efforts to provide prior notice of any limitation or suspension of account so as to allow you plan ahead of time. There may be some circumstances, such as security emergencies, where it is not possible for Us to provide you with a prior notice. We will ensure we provide you with commercially reasonable efforts to narrow the scope and duration of the limitation or suspension as is needed to resolve the issue that prompted Us to such action.

3. USER CONTENT

3.1. User Content. “User Content” means any and all information and content that a user submits to, or uses with, the Site (e.g., content in the user’s profile or postings). You are solely responsible for your User Content. You assume all risks associated with use of your User Content, including any reliance on its accuracy, completeness or usefulness by others, or any disclosure of your User Content that personally identifies you or any third party. You hereby represent and warrant that your User Content does not violate our Acceptable Use Policy (defined in Section 3.3). You may not represent or imply to others that your User Content is in any way provided, sponsored or endorsed by FRVD. Because you alone are responsible for your User Content, you may expose yourself to liability if, for example, your User Content violates the Acceptable Use Policy. FRVD is not obligated to backup any User Content, and your User Content may be deleted at any time without prior notice. You are solely responsible for creating and maintaining your own backup copies of your User Content if you desire.

3.2. License. You hereby grant (and you represent and warrant that you have the right to grant) to FRVD an irrevocable, nonexclusive, royalty-free and fully paid, worldwide license to reproduce, distribute, publicly display and perform, prepare derivative works of, incorporate into other works, and otherwise use and exploit your User Content, and to grant sublicenses of the foregoing rights, solely for the purposes of including your User Content in the Site. You hereby irrevocably waive
(and agree to cause to be waived) any claims and assertions of moral rights or attribution with respect to your User Content.

3.3. Enforcement. We reserve the right (but have no obligation) to review any User Content, and to investigate and/or take appropriate action against you in our sole discretion if you violate the Acceptable Use Policy or any other provision of these Terms or otherwise create liability for us or any other person. Such action may include removing or modifying your User Content, terminating your Account in accordance with Section 8, and/or reporting you to law enforcement authorities.

3.4. Feedback. If you provide FRVD with any feedback or suggestions regarding the Site (“Feedback”), you hereby assign to FRVD all rights in such Feedback and agree that FRVD shall have the right to use and fully exploit such Feedback and related information in any manner it deems appropriate. FRVD will treat any Feedback you provide to FRVD as non-confidential and non-proprietary. You agree that you will not submit to FRVD any information or ideas that you consider to be confidential or proprietary.

4. ACCEPTABLE USE POLICY.
4.1. You agree not to use the Site to collect, upload, transmit, display, or distribute any User Content (i) that violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) that is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another’s privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive, promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual or is otherwise objectionable; (iii) that is harmful to minors in any way; or (iv) that is in violation of any law, regulation, or obligations or restrictions imposed by any third party.
4.2. In addition, you agree not to: (i) upload, transmit, or distribute to or through the Site any computer viruses, worms, or any software intended to damage or alter a computer system or data; (ii) send through the Site unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise; (iii) use the Site to harvest, collect, gather or assemble information or data regarding other users, including e-mail addresses, without their consent; (iv) interfere with, disrupt, or create an undue burden on servers or networks connected to the Site, or violate the regulations, policies or procedures of such networks; (v) attempt to gain unauthorized access to the Site (or to other computer systems or networks connected to or used together with the Site), whether through password mining or any other means; (vi) harass or interfere with any other user’s use and enjoyment of the Site; or (vi) use software or automated agents or scripts to produce multiple accounts on the Site, or to generate automated searches, requests, or queries to (or to strip, scrape, or mine data from)
the Site (provided, however, that we conditionally grant to the operators of public search engines revocable permission to use spiders to copy materials from the Site for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials, subject to the parameters set forth in our robots.txt file).

5. Fees, and Payments
Summary: Certain features on our Platform require that you pay before you have access.

5.1 Fees Charged by FRVD. Some of the features on our Platform is free, and we charge fees for other features on our Platform. We may in the future make changes or implement a new fee, or modify an existing fee, for certain current or future features of FRVD Platform. In the event where we implement a new or modified fee, we will give you notice in advance such as by posting changes on our Platform or sending you an email. You agree to pay those fees and any associated taxes for your continued use of the applicable service. Unless otherwise stated, all fees and all transactions are in U.S. dollars. You agree not to hold us responsible for any banking charges or other fees incurred due to payments on your Member Account

5.2. Payments to FRVD. You are responsible for paying subscription and any other applicable fees to FRVD on time and through the approved payment methods provided on the platform. In the event where You allow your annual subscription to lapse before renewal you will no longer have access to certain features on the Platform. You may only pay your annual subscription fees to using a valid payment method. If we terminate, or suspend, your account in connection with violation of this Agreement, we are not obligated to refund any fees paid to FRVD. In the event where you paid your fees through the FRVD app for iOS, you acknowledge that your payment is subject to the Apple Media Services Terms and Conditions, and you will need to submit your request for a refund to Apple.

6. DATA SECURITY POLICY
We take the appropriate and reasonable measures to ensure that data transported electronically to us through the website or otherwise and stored by us or otherwise is not accessed by an unauthorized third party/parties.

You accept the risk that data transmitted electronically to us via this website or otherwise may be intercepted before reaching us, or accessed from our data storage means by third parties’ unauthorized by us, and may be exploited unlawfully by such unauthorized third parties. We do not assume responsibility for guarding against the access of such unauthorized third parties’.

7. VIRUSES AND OTHER COMPUTER MISUSE
We do not guarantee in a particular way that our website shall be entirely free or secured from bugs, viruses or other malicious contents. You are responsible for configuring your computer programs, gadgets, information technology, and platform to access our site. You are advised to always use your own virus protection software.
You also agree not to misuse our website by knowingly introducing viruses, Trojans, worms, logic bombs or other material that is malicious or technologically harmful. You must not attempt to gain unauthorized access to our site, the server on which our site is stored or any server, computer or database connected to our site. You must not attack our site via a denial-of-service attack or a distributed denial-of service attack. By breaching this provision, you would be construed to have committed a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our site will cease immediately.

8. ERRORS, INACCURACIES AND OMISSIONS
Occasionally there may be information on our site or in the Service that contains typographical errors, inaccuracies or omissions that may relate to product descriptions, pricing, promotions, offers, product shipping charges, transit times and availability. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information in the Service or on any related website is inaccurate at any time without prior notice (including after you have submitted your order).
We undertake no obligation to update, amend or clarify information in the Service or on any related website, including without limitation, pricing information, except as required by law. No specified update or refresh date applied in the Service or on any related website, should be taken to indicate that all information in the Service or on any related website has been modified or updated.

9. INTELLECTUAL PROPERTY OWNERSHIP; FEEDBACK.
a. Ownership.
The design of the Service along with FRVD created text, scripts, graphics, interactive features and the trademarks, service marks and logos contained therein (“Marks”), are owned by or licensed to FRVD, subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. We reserve all rights in and to the Service and the Site. You agree to not engage in the use, copying, or distributing any content contained within the Site or through the Service unless We have given You express written permission to do so.
b. FRVD Content.
Except for the User Content (as defined in clause 3.1 above) the: (i) content of service, including, without limitation, the text, information, documents, descriptions, products, software, graphics, photos, sounds, videos, interactive features, and services (the “Materials”), (ii) the trademarks, service marks and logos contained therein (“Marks”, and together with the Materials, the “FRVD Content”), are the property of FRVD and/or its licensors and may be protected by applicable copyright or other intellectual property laws and treaties. “FRVD”, and the logo are Marks of FRVD and its affiliates.
10. INDEMNITY.
To the maximum extent permitted by law, you agree to defend, indemnify and hold harmless FRVD and our affiliates, and our respective officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs and expenses (including but not limited to attorney’s fees) arising from: (i) your use of, or inability to use, the Software (ii) your violation of this Agreement; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; and (iv) a third party claim relating to or in connection with the User Content and/or the User Derived Content (including but not limited to a claim for copyright infringement or related to intellectual property or proprietary rights). Without derogating from or excusing your obligations under this section, we reserve the right (at your own expense), but are not under any obligation, to assume the exclusive defense and control of any matter which is subject to an indemnification by you if you choose not to defend or settle it. You agree not to settle any matter subject to an indemnification by you without first obtaining our express approval.
11. DISCLAIMERS
11.1. TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU ACKNOWLEDGE THAT THE SERVICE, THE FRVD CONTENT, AND ANY OTHER GOODS AND/OR SERVICES PROVIDED OR MADE AVAILABLE BY FRVD HEREUNDER OR RELATED THERETO (COLLECTIVELY, THE “FRVD MATERIALS”) ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS, AND WITHOUT ANY REPRESENTATION, WARRANTY, GUARANTEE, OR CONDITION OF ANY KIND WHATSOEVER, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITY OR ARISING FROM A COURSE OF DEALING, LAW, USAGE, OR REGARDING SECURITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET POSSESSION, NON-INFRINGEMENT, TITLE, QUIET ENJOYMENT, RELIABILITY, OR THAT OTHERWISE ARISE FROM A COURSE OF PERFORMANCE OR DEALING, OR USAGE OF TRADE, ALL OF WHICH ARE HEREBY DISCLAIMED BY FRVD, ITS SUPPLIERS, AND LICENSORS.

11.2. TO THE MAXIMUM EXTEN BT PERMITTED BY LAW, FRVD AND ITS LICENSORS DO NOT MAKE ANY REPRESENTATION, WARRANTY, GUARANTEE OR CONDITION: (A) REGARDING THE EFFECTIVENESS, USEFULNESS, RELIABILITY, TIMELINESS, COMPLETENESS, OR QUALITY OF FRVD MATERIALS, THE SERVICES OR THE SOFTWARE; (B) THAT YOUR USE OF FRVD MATERIALS, THE SERVICES OR THE SOFTWARE WILL BE UNINTERRUPTED, SECURE OR ERROR-FREE; (C) REGARDING THE OPERATION OF ANY NETWORKS, THE PASSING OR TRANSMISSION OF DATA VIA ANY NETWORKS OR THE CLOUD, OR ANY OTHER CELLULAR ORDATA CONNECTIVITY PROBLEMS; OR (D) REGARDING THE SATISFACTION OF, OR COMPLIANCE WITH, ANY LAWS, REGULATIONS, OR OTHER GOVERNMENT OR INDUSTRY RULES OR STANDARDS. WE DO NOT WARRANT THAT THE CONTENT AVAILABLE ON, OR GENERATED BY, THE SOFTWARE OR THE SERVICE IS ACCURATE, COMPLETE, RELIABLE, CURRENT, ERROR-FREE AND/OR THAT THE SERVICE OR THE SOFTWARE IS FREE OF VIRUSES OR OTHER HARMFUL CODE. WE RESERVE THE RIGHT TO MAKE CHANGES IN OR TO THE CONTENT, THE SOFTWARE AND/OR THE SERVICES, OR ANY PART THEREOF, WITHOUT GIVING YOU ANY NOTICE PRIOR TO OR AFTER MAKING SUCH CHANGES. FRVD WILL NOT BE LIABLE OR OBLIGATED IN RESPECT OF DELAYS, INTERRUPTIONS, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR FOR ISSUES RELATED TO PUBLIC NETWORKS OR HOSTING PROVIDERS.

11.3. YOU ARE ADVISED NOT TO RELY IN ANY WAY ON THE CORRECT FUNCTIONING OR PERFORMANCE OF THE EXTENSION. YOU ASSUME ALL RISKS AND ALL COSTS ASSOCIATED WITH THE USE OF THE SOFTWARE OR SERVICE. YOU AGREE THAT WE WILL NOT BE HELD RESPONSIBLE FOR ANY CONSEQUENCES TO YOU OR ANY THIRD PARTY THAT MAY RESULT FROM YOUR USE OF THE SERVICES AND/OR FOR ANY TECHNICAL PROBLEMS INCLUDING WITHOUT LIMITATION IN CONNECTION WITH THE INTERNET (SUCH AS SLOW CONNECTIONS, TRAFFIC CONGESTION OR OVERLOAD OF OUR OR OTHER SERVERS) OR ANY TELECOMMUNICATIONS OR INTERNET PROVIDERS.

11.4. Applicable law may not allow the exclusion of certain warranties, so to that extent such exclusions may not apply.

12. LIMITATION OF LIABILITY.
NOTWITHSTANDING ANYTHING TO THE CONTRARY AND TO THE FULLEST EXTENT PERMISSIBLE BY LAW, IN NO EVENT SHALL EITHER PARTY, ITS AFFILIATES, OR ANY LICENSOR OR SUPPLIER OF FRVD, BE LIABLE UNDER, OR OTHERWISE IN CONNECTION WITH, THIS AGREEMENT, FOR: (A) ANY CONSEQUENTIAL, INDIRECT, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES; (B) ANY LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF REVENUE, LOSS OF ANTICIPATED SAVINGS, OR WASTED EXPENDITURE; (C) ANY LOSS OF, OR DAMAGE OR INTERRUPTION TO, DATA, NETWORKS, INFORMATION SYSTEMS, REPUTATION, OR GOODWILL; AND/OR (D) THE COST OF PROCURING ANY SUBSTITUTE GOODS OR SERVICES. TO THE MAXIMUM EXTENT PERMITED BY LAW, THE COMBINED AGGREGATE LIABILITY OF FRVD AND ITS AFFILIATES UNDER, OR OTHERWISE IN CONNECTION WITH, THIS AGREEMENT, THE SOFTWARE AND THE SERVICE SHALL NOT EXCEED THE AMOUNT ACTUALLY PAID (IF ANY) BY YOU TO FRVD UNDER
THIS AGREEMENT IN THE THREE (3) MONTH PERIOD IMMEDIATELY PRECEDING THE DATE GIVING RISE TO LIABILITY. THE FOREGOING EXCLUSIONS AND LIMITATION SHALL APPLY: (A) TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW; (B) EVEN IF A PARTY HAS BEEN ADVISED, OR SHOULD HAVE BEEN AWARE, OF THE POSSIBILITY OF LOSSES, DAMAGES, OR COSTS; (C) EVEN IF ANY REMEDY IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE; AND (D) REGARDLESS OF THE THEORY OR BASIS OF LIABILITY, AND WHETHER IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION FOR NEGLIGENCE OR BREACH OF STATUTORY SUTY), MISREPRESENTATION, RESTITUTION,OR OTHERWISE.

13. EXPORT LAWS.
You hereby agree to comply fully with all applicable export laws and regulations to ensure that neither the Software and/or the Services nor any technical data related thereto are exported or re-exported directly or indirectly in violation of, or used for any purposes prohibited by, such laws and regulations.

14. UPDATES AND UPGRADES
We may from time to time in our discretion provide updates or upgrades to the Services (each a “Revision”), but You are not under any obligation to do so. Such Revisions will be supplied according to our then-current policies, which may include automatic updating or upgrading without any additional notice to you. You consent to any such automatic updating or upgrading of the service. All references herein to the Service shall include Revisions. This Agreement shall govern any Revisions that replace or supplement the original service, unless the Revision is accompanied by a separate license agreement which will govern the Revision.

15. NON-DISCRIMINATION
At Faith RV Docking, LLC we value the inherent worth and dignity of all people as unique individuals, and we welcome the variety of experiences they bring to our company. As such, we have a strict non-discrimination policy. We believe everyone should be treated equally regardless of race, color, sex, gender identification, sexual orientation, national origin or ancestry, native language, religion, age, disability, marital status, citizenship, political beliefs, genetic information, pregnancy, status as a veteran, or any other characteristic protected by law. Any reported allegations of harassment or discrimination will be investigated promptly. Upon review, we reserve the right to remove any Host Location, member, user, or employee over conduct that violates these terms.

15. GENERAL

16.1. Entire Agreement.
This Agreement, together with any other documents incorporated herein by reference, constitutes the sole and entire agreement of the Parties with respect to the subject matter of this Agreement and supersedes all prior and contemporaneous understandings, agreements, and representations and warranties, both written and oral, with respect to such subject matter.

16.2. Notices.
All notices, requests, consents, claims, demands, waivers, and other communications hereunder (each, a “Notice “) must be in writing and addressed to the Parties at the addresses set forth in the applicable order form or to such other address that may be designated by the Party giving Notice from time to time in accordance with this Section. All Notices must be delivered by personal delivery, nationally recognized overnight courier (with all fees pre-paid), email (with confirmation of transmission) or certified or registered mail (in each case, return receipt requested, postage pre-paid). Except as otherwise provided in this Agreement, a Notice is effective only: (i) upon receipt by the receiving Party; and (ii) if the Party giving the Notice has complied with the requirements of this Section.

16.3. Force Majeure.
In no event shall FRVD be liable to you, or be deemed to have breached this Agreement, for any failure or delay in performing its obligations under this Agreement (except for any obligations to make payments), if and to the extent such failure or delay is caused by any circumstances beyond FRVD’s reasonable control, including but not limited to acts of God, flood, fire, earthquake, explosion, war, terrorism, invasion, riot or other civil unrest, strikes, labor stoppages or slowdowns or other industrial disturbances, or passage of law or any action taken by a governmental or public authority, including imposing an embargo.

16.4. Amendment and Modification; Waiver.
No amendment to or modification of this Agreement is effective unless it is in writing and signed by an authorized representative of each Party. No waiver by any Party of any of the provisions hereof will be effective unless explicitly set forth in writing and signed by the Party so waiving. Except as otherwise set forth in this Agreement: (i) no failure to exercise, or delay in exercising, any rights, remedy, power, or privilege arising from this Agreement will operate or be construed as a waiver thereof; and (ii) no single or partial exercise of any right, remedy, power, or privilege hereunder will preclude any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.

16.5. Severability.
If any provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability will not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. Upon such determination that any term or other provision is invalid, illegal, or unenforceable, the Parties shall negotiate in good faith to modify this Agreement so as to affect their original intent as closely as possible in a mutually acceptable manner in order that the transactions contemplated hereby be consummated as originally contemplated to the greatest extent possible.
16.6. Assignment. Neither Party may assign, delegate, or otherwise transfer this Agreement, in whole or in part, without the prior written consent of the other Party, and any purported assignment shall be void and of no force or effect; provided that either Party may assign this Agreement, in whole, without such consent to: (a) its affiliate; or (b) its successor-in-interest in connection with a change of control (whether by merger, sale of voting securities or assets, consolidation, reorganization, or otherwise), in each case so long as the assignee agrees in writing to be bound by the terms of this Agreement.

16.7. Governing Law.
These Terms of service shall be governed by and construed in accordance with the applicable United States federal law, without reference to “conflicts of laws” provisions or principles.

16.8. Titles.
The section titles in this Agreement are for convenience only and have no legal or contractual effect.
If you have any questions regarding the Terms of Service, contact us.