By accessing or using the website operated by Rambeau, LLC (“Rambeau”), the Rambeau
service, or any applications (including mobile applications) made available by Rambeau
(together, the "Service"), however accessed, you agree to be bound by
these terms of use ("Terms of Use" or “Terms”). The Service is owned
or controlled by Rambeau. These Terms of Use affect your legal rights and
obligations. If you do not agree to be bound by all of these Terms of Use, do
not access or use the Service.Visitors and users of the Service are referred to
individually as "User" or “user” and collectively as
"Users" or “users”.
ARBITRATION NOTICE: EXCEPT IF YOU OPT-OUT AND EXCEPT FOR CERTAIN TYPES OF
DISPUTES DESCRIBED IN THE ARBITRATION SECTION BELOW, YOU AGREE THAT DISPUTES
BETWEEN YOU AND RAMBEAU WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND
YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE
ARBITRATION.
We prohibit crawling, scraping, caching or otherwise accessing any content on the Service via automated means, including but not limited to, user profiles and Content (except as may be the result of standard search engine protocols or technologies used by a search engine with Rambeau's express consent).
It is Rambeau's policy not to accept or consider content, information, ideas, suggestions or other materials other than those we have specifically requested and to which certain specific terms, conditions and requirements may apply. This is to avoid any misunderstandings if your ideas are similar to those we have developed or are developing independently. Accordingly, Rambeau does not accept unsolicited materials or ideas, and takes no responsibility for any materials or ideas so transmitted. If, despite our policy, you choose to send us content, information, ideas, suggestions, or other materials, you further agree that Rambeau is free to use any such content, information, ideas, suggestions or other materials, for any purposes whatsoever, including, without limitation, developing and marketing products and services, without any liability or payment of any kind to you.
Rambeau may permit you to register for
the Services through, or otherwise associate your Rambeau account with, certain
third party social networking or integrated services, such as Facebook Connect
and Google
("Integrated Service"). By registering for the
Services using (or otherwise granting access to) an Integrated Service, you
agree that Rambeau may access your Integrated Service's account information,
and may store and use certain information already associated with the
Integrated Service consistent with our Privacy Policy, and you agree to any and
all terms and conditions of the Integrated Service regarding your use of the Services
via the Integrated Service. You may revoke Rambeau's access to your account on
any Integrated Service at any time by updating the appropriate account settings
of the respective Integrated Service. You should check your privacy settings on
each Integration Service to understand and change the information sent to us
through each Integration Service. You agree that any Integrated Service is a
Reference Site (as defined below) and you are solely responsible for your
interactions with the Integrated Service as a result of accessing the Services
through the Integrated Service. Rambeau does not control the practices of
Integrated Services, and you are advised to read the Privacy Policy and terms
and conditions of any Integrated Service that you use to understand their
practices.
A. Child
User
If you are under the age of 13 (a "Child User"), you may not create or register an account for the Service without consent and approval from your legal parent or guardian, or from your school as provided in the subsection below titled "School Use". If you are under the age of 18, you represent that your parent or legal guardian has reviewed and agreed to the Terms on your behalf. Except for accounts created for School Use as provided in in the subsection below titled "School Use", a Child User that begins the registration process for himself or herself without a Parent User (as defined below) may have the registration process restricted until a parent approves or assumes responsibility for the Child User account. A Child User may use the Services if registered through certain educational organizations or, in certain cases, by School Personnel that have entered into a relationship directly with Rambeau, so long as the education organization has obtained parent or guardian consent, or has complied with an exemption to parent consent requirements under applicable law. A Child User will only be permitted to use the Services for so long as Rambeau reasonably believes that such access has been consented to by the Child User's parent or guardian, or by School Consent (as discussed in the subsection below titled "School Use").
B. Parent
User
If you are at least 18 years of age and you are the legal parent or guardian of a child that seeks to register as a Child User of the Services, you may register a parent account on the Services ("Parent User"). Through a Parent User account, you may create, register, manage and approve Child User accounts only for your own child(ren) or child(ren) for whom you are a legal guardian. IF YOU REGISTER, APPROVE OR CONSENT TO THE REGISTRATION OF, OR OTHERWISE ASSUME RESPONSIBILITY FOR ANY CHILD USER, YOU REPRESENT AND WARRANT THAT YOU ARE SUCH CHILD USER'S LEGAL PARENT OR GUARDIAN AND YOU AGREE TO BE BOUND BY THE TERMS ON BEHALF OF SUCH CHILD USER, INCLUDING WITHOUT LIMITATION BEING LIABLE FOR ALL USE OF THE WEBSITE BY THE CHILD USER. You acknowledge that Rambeau may choose, but is not obligated, to make any inquiries, either directly or through third parties, that Rambeau deems necessary to validate your registration information, including without limitation engaging third parties to provide verification services. Rambeau reserves all rights to take legal actions against anyone who misrepresents personal information or is otherwise untruthful about their identity. NOTWITHSTANDING THE FOREGOING, YOU ACKNOWLEDGE THAT RAMBEAU CANNOT GUARANTEE THE ACCURACY OF ANY INFORMATION SUBMITTED BY ANY USER AND RAMBEAU IS NOT OBLIGATED TO VERIFY THE IDENTITY OF ANY USER, INCLUDING ANY USER'S CLAIM TO BE A PARENT USER, OR TO VERIFY THAT A PARENT IDENTIFIED BY A CHILD USER OR OTHER PARTY DURING REGISTRATION IS SUCH CHILD USER'S ACTUAL PARENT OR GUARDIAN. A Parent User account, along with all associated Child User accounts, may be terminated by Rambeau at any time and without warning for any failure to abide by these Terms.
C. School
Use
Rambeau may make available certain features and
tools that permit Users registered as teachers, school leaders, aides, or other
similar school personnel ("School Personnel") to work with students
and other Users through the Service in order to provide such students with
tutorial, educational and other education-related services as part of the
school's curriculum, to review and evaluate educational achievement and
progress of such students, and to conduct contests or events that may involve
rewards or prizes. If you are School Personnel accessing the Services on behalf
of a school, school district, or other similar educational institution (an
"Institution"), the following terms apply to you:
(a) Limitations on Use. The Service is provided to
you for educational purposes as part of the school curriculum. You must use the
Servicein compliance with all applicable laws, rules, and regulations. You
agree not to reproduce, duplicate, copy, sell, resell or otherwise exploit for
any commercial purpose, any portion of the Serviceor access to the Service.
(b) Responsibility for Consent and Notices. You
and/or the Institution assume sole responsibility for obtaining any consents
required from parents or guardians, and for providing appropriate disclosures
to School Users and their parents regarding the School Users' use of the
Services, these Terms, and our Privacy Policy. You agree to be bound by these
Terms on behalf of the School User, for so long as the School User account is
not transferred to or assumed by a valid Parent User account or personal
account for a Student of eligible age. IF YOU ARE SCHOOL PERSONNEL AND YOU
REGISTER AN ACCOUNT FOR A CHILD USER OR OTHER STUDENT (EITHER, A "SCHOOL
USER") OR DIRECT A SCHOOL USER TO CREATE AN ACCOUNT FOR SCHOOL USE, YOU
REPRESENT AND WARRANT THAT YOU HAVE EITHER RECEIVED EXPRESS CONSENT FROM SUCH
SCHOOL USER'S PARENT OR LEGAL GUARDIAN OR THAT YOU (OR YOUR INSTITUTION) HAVE
COMPLIED AND WILL COMPLY WITH ALL APPLICABLE REQUIREMENTS OF AN EXEMPTION FROM
OR EXCEPTION TO PARENTAL CONSENT REQUIREMENTS, NECESSARY FOR YOU TO REGISTER
THE SCHOOL USER FOR THE WEBSITE AND PROVIDE TO RAMBEAU THE INFORMATION YOU
DISCLOSE IN CONNECTION WITH THE REGISTRATION OF SUCH SCHOOL USER. Specifically
you agree, individually and on behalf of the Institution, that:
(i) You are familiar with and agree to be
responsible for compliance with the Family Educational Rights and Privacy Act
and the US Department of Education's implementing regulations at 34 CFR Part 99
(collectively, "FERPA"), and all other laws, rules or regulations
concerning the collection, use, and disclosure of personally identifiable
information about Users in your Institution (collectively, "Applicable
Privacy Law").
(ii) You assume sole responsibility (and hereby
agree that Rambeau is not responsible for) for providing appropriate notices
and disclosures to students using Rambeau for classroom use
("Students" or "Student Users") and their parents regarding
Student use of the Service, our Terms, and our Privacy Policy, including any
notices required by the Children's Online Privacy Protection Act
("COPPA"), FERPA, or other Applicable Privacy Law.
(iii) You assume sole responsibility (and hereby
agree that Rambeau is not responsible) for obtaining any consents required from
parents or guardians, to the extent required under COPPA, FERPA or other
Applicable Privacy Law, in connection with the Services, use of the Website for
classroom use, and disclosure of personally identifiable information to Rambeau
in connection therewith. You represent and warrant to Rambeau that, prior to
creation of accounts for School Use, you have either obtained all necessary
parent or guardian consents, or have complied and will comply with all
applicable requirements of an exemption from or exception to parental consent
requirements, including:
under FERPA, you have complied and will comply with
the "school official" exception, or the "directory
information" exception thereunder; and
under COPPA, with respect to Students under the age
of 13, you are acting as the agent of the parent and consenting on their behalf
to the sharing of the Student's personal information.
We refer to this a "School Consent". If a
Parent User does not consent or rescinds such School Consent, School Personnel
or the Institution shall immediately notify Rambeau to discontinue that
Student's access to the Services and ensure that such Student's information is
no longer accessible through the Services. Under no circumstances will Rambeau
be liable for the School Personnel's failure to consult their school's
authorities and administrators or for failing to obtain School Consent when
required.
(c) Identification of School Accounts. Students and
School Personnel may have personal accounts, in addition to accounts established
for use in the classroom and associated with the Institution's use of the
Services ("School Accounts"). If the Institution has a separate
written service agreement with Rambeau that includes rostering services for
your Institution, accounts provided for classroom use will be School Accounts.
In other cases, in order for accounts established for use in the classroom to
be designated as "School Accounts," the accounts must be (1) created
by School Personnel (for example, when a teacher creates the user name, login
and password to establish School Accounts, or when the teacher rosters a class
using Google Classroom, Clever, or similar service (to the extent we support
use of such similarservice)), or (2) created by a School User at the direction
of a School, in each case, using a School email address and associated with a
School's class on the Service. User accounts created with a personal email
address will not be considered School Accounts, and will be administered as
personal accounts. If you have questions about how to create School Accounts
that are associated with a School's class on the Service, please contact our
customer support team at _Rambeaullc@gmail.com.
(d) Use of Integrated Services in School Accounts.
If you are School Personnel and you choose to allow your students to log in on
the Services using an Integrated Service, such as Google Classroom or Clever
(to the extent we support use of such Integrated Service), you are responsible
for educating your students on the proper use of Integrated Services and
protecting their accounts.
D. Accounts.
Rambeau may permit a User to associate a personal
account with their School Account, by using the login credentials associated
with a personal account to join a class or use the account for school-directed
learning, for example. If a User chooses to associate a personal account with
their School Account, the two accounts will be deemed "Linked"
Accounts, and the User's learning activity (information regarding use of the Service
generated by the User through use of the Service), whether generated during or
outside of the school use, may be viewed by any person with access to either
account. "Linked" Accounts are not separately functioning accounts;
they permit access to a singular Rambeau account using more than one account
interface or set of access credentials. Linked Accounts may benefit Students
who want to use the Service for both personal and school purposes, by allowing
School Personnel to have a deeper understanding of Student progress or
activities, and by allowing Users to keep track of all of their Rambeau activities
on an aggregate basis. The User's election to enable account linking must be
made, if at all, in connection with the initial account registration and
rostering process for a given school year. Once accounts are linked, they cannot be separated.
Rambeau may (but is not required to) enable linking of accounts as described
herein. Upon any termination of the School Account by authorized School
Personnel, the User's learning activity or other activities (including any
learning activity from school use) will be retained in any Linked personal
account.
E. School
Districts.
Rambeau may enter into supplemental written
agreements with school districts or with schools with respect to use of the
Services on a district-wide basis, a single school basis, or multiple school
basis ("District Agreements"). Pursuant to District Agreements, we
may provide additional services to school districts or schools, and/or may
provide additional undertakings to school districts or schools with respect to
the Services. Except as otherwise provided in a District Agreement, these Terms
remain in effect for all individual Users of the Services in the relevant
district or school.
IV. Reporting
Copyright and Other IP Violations
V. Disclaimer
of Warranties
THE
SERVICE, INCLUDING, WITHOUT LIMITATION, RAMBEAU CONTENT, ARE PROVIDED ON AN
"AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS"
BASIS. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, NEITHER RAMBEAU NOR ANY
RELATED COMPANY NOR ANY OF THEIR EMPLOYEES, MANAGERS, OFFICERS OR AGENTS
(COLLECTIVELY, THE "RAMBEAU PARTIES") MAKE ANY REPRESENTATIONS OR
WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, AS TO:
(A) THE SERVICE; (B) THE RAMBEAU CONTENT; (C) USER CONTENT; OR (D) SECURITY
ASSOCIATED WITH THE TRANSMISSION OF INFORMATION TO RAMBEAU OR VIA THE SERVICE.
IN ADDITION, THE RAMBEAU PARTIES HEREBY DISCLAIM ALL WARRANTIES, EXPRESS OR
IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY,
FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, CUSTOM, TRADE, QUIET
ENJOYMENT, SYSTEM INTEGRATION AND FREEDOM FROM COMPUTER VIRUS.
THE RAMBEAU PARTIES DO NOT REPRESENT OR WARRANT THAT THE SERVICE WILL BE
ERROR-FREE OR UNINTERRUPTED; THAT DEFECTS WILL BE CORRECTED; OR THAT THE
SERVICE , VIP SERVICES OR THE SERVER THAT MAKES THE SERVICE AVAILABLE IS FREE
FROM ANY HARMFUL COMPONENTS, INCLUDING, WITHOUT LIMITATION, VIRUSES. THE RAMBEAU
PARTIES DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT THE INFORMATION
(INCLUDING ANY INSTRUCTIONS) ON THE SERVICEIS ACCURATE, COMPLETE, OR USEFUL.
YOU ACKNOWLEDGE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE RAMBEAU
PARTIES DO NOT WARRANT THAT YOUR USE OF THE SERVICEIS LAWFUL IN ANY PARTICULAR
JURISDICTION, AND THE RAMBEAU PARTIES SPECIFICALLY DISCLAIM SUCH WARRANTIES.
SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER
WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU TO THE EXTENT SUCH
JURISDICTION'S LAW IS APPLICABLE TO YOU AND THESE TERMS OF USE.
BY ACCESSING OR USING THE SERVICE YOU REPRESENT AND WARRANT THAT YOUR
ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE SERVICE
AND VIP SERVICES.
THE RAMBEAU PARTIES SPECIFICALLY DISCLAIM ANY RESPONSIBILITY OR LIABILITY TO
ANY PERSON OR ENTITY FOR ANY LOSS, DAMAGE (WHETHER ACTUAL, CONSEQUENTIAL,
PUNITIVE OR OTHERWISE), INJURY, CLAIM, LIABILITY OR OTHER CAUSE OF ANY KIND OR
CHARACTER BASED UPON OR RESULTING FROM ANY CONTENT.
VI. Limitation
of Liability; Waiver
UNDER
NO CIRCUMSTANCES WILL THE RAMBEAU PARTIES BE LIABLE TO YOU FOR ANY LOSS OR
DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, FOR ANY DIRECT, INDIRECT,
ECONOMIC, EXEMPLARY, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL LOSSES OR
DAMAGES) THAT ARE DIRECTLY OR INDIRECTLY RELATED TO: (A) THE SERVICE; (B) THE RAMBEAU
CONTENT; (C) USER CONTENT; (D) YOUR USE OF, INABILITY TO USE, OR THE
PERFORMANCE OF THE SERVICE; (E) ANY ACTION TAKEN IN CONNECTION WITH AN
INVESTIGATION BY THE RAMBEAU PARTIES OR LAW ENFORCEMENT AUTHORITIES REGARDING
YOUR OR ANY OTHER PARTY'S USE OF THE SERVICE; (F) ANY ACTION TAKEN IN
CONNECTION WITH COPYRIGHT OR OTHER INTELLECTUAL PROPERTY OWNERS; (G) ANY ERRORS
OR OMISSIONS IN THE SERVICE'S OPERATION; OR (H) ANY DAMAGE TO ANY USER'S
COMPUTER, MOBILE DEVICE, OR OTHER EQUIPMENT OR TECHNOLOGY INCLUDING, WITHOUT
LIMITATION, DAMAGE FROM ANY SECURITY BREACH OR FROM ANY VIRUS, BUGS, TAMPERING,
FRAUD, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION,
COMPUTER LINE OR NETWORK FAILURE OR ANY OTHER TECHNICAL OR OTHER MALFUNCTION,
INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, LOSS
OF DATA, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR
MALFUNCTION, EVEN IF FORESEEABLE OR EVEN IF THE RAMBEAU PARTIES HAVE BEEN
ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN
AN ACTION OF CONTRACT, NEGLIGENCE, STRICT LIABILITY OR TORT (INCLUDING, WITHOUT
LIMITATION, WHETHER CAUSED IN WHOLE OR IN PART BY NEGLIGENCE, ACTS OF GOD,
TELECOMMUNICATIONS FAILURE, OR THEFT OR DESTRUCTION OF THE SERVICE). IN NO
EVENT WILL THE RAMBEAU PARTIES BE LIABLE TO YOU OR ANYONE ELSE FOR LOSS, DAMAGE
OR INJURY, INCLUDING, WITHOUT LIMITATION, DEATH OR PERSONAL INJURY. SOME STATES
DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL
DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN NO EVENT
WILL THE RAMBEAU PARTIES TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR
CAUSES OR ACTION EXCEED ONE HUNDRED UNITED STATES DOLLARS ($100.00).
YOU AGREE THAT IN THE EVENT YOU INCUR ANY DAMAGES, LOSSES OR INJURIES THAT
ARISE OUT OF RAMBEAU'S ACTS OR OMISSIONS, THE DAMAGES, IF ANY, CAUSED TO YOU
ARE NOT IRREPARABLE OR SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION PREVENTING
ANY EXPLOITATION OF ANY WEB SITE, SERVICE, PROPERTY, PRODUCT OR OTHER CONTENT
OWNED OR CONTROLLED BY THE RAMBEAU PARTIES, AND YOU WILL HAVE NO RIGHTS TO
ENJOIN OR RESTRAIN THE DEVELOPMENT, PRODUCTION, DISTRIBUTION, ADVERTISING,
EXHIBITION OR EXPLOITATION OF ANY WEB SITE, PROPERTY, PRODUCT, SERVICE, OR
OTHER CONTENT OWNED OR CONTROLLED BY THE RAMBEAU PARTIES.
RAMBEAU IS NOT RESPONSIBLE FOR THE ACTIONS, CONTENT, INFORMATION, OR DATA OF
THIRD PARTIES, AND YOU RELEASE US, OUR DIRECTORS, OFFICERS, EMPLOYEES, AND
AGENTS FROM ANY CLAIMS AND DAMAGES, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY
WAY CONNECTED WITH ANY CLAIM YOU HAVE AGAINST ANY SUCH THIRD PARTIES.
VII. Indemnification
You (and also any third party for whom you operate an account or activity on the Service) agree to defend (at Rambeau's request), indemnify and hold the Rambeau Parties harmless from and against any claims, liabilities, damages, losses, and expenses, including without limitation, reasonable attorney's fees and costs, arising out of or in any way connected with any of the following (including as a result of your direct activities on the Service or those conducted on your behalf): (i) your Content or your access to or use of the Service; (ii) your breach or alleged breach of these Terms of Use; (iii) your violation of any third-party right, including without limitation, any intellectual property right, publicity, confidentiality, property or privacy right; (iv) your violation of any laws, rules, regulations, codes, statutes, ordinances or orders of any governmental and quasi-governmental authorities, including, without limitation, all regulatory, administrative and legislative authorities; or (v) any misrepresentation made by you. You will cooperate as fully required by Rambeau in the defense of any claim. Rambeau reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you, and you will not in any event settle any claim without the prior written consent of Rambeau.
VIII. Arbitration
Except
if you opt-out of the arbitration agreement only with respect to disputes
relating to your or Rambeau's intellectual property (such as trademarks, trade
dress, domain names, trade secrets, copyrights and patents) ("Excluded
Disputes"), you agree that all disputes between you and Rambeau (whether
or not such dispute involves a third party) with regard to your relationship
with Rambeau, including without limitation disputes related to these Terms of
Use, your use of the Service, and/or rights of privacy and/or publicity, will
be resolved by binding, individual arbitration under the American Arbitration
Association's rules for arbitration of consumer-related disputes and you and Rambeau
hereby expressly waive trial by jury. As an alternative, you may bring your
claim in your local "small claims" court, if permitted by that small
claims court's rules. You may bring claims only on your own behalf. Neither you
nor Rambeau will participate in a class action or class-wide arbitration for
any claims covered by this agreement. You also agree not to participate in
claims brought in a private attorney general or representative capacity, or
consolidated claims involving another person's account, if Rambeau is a party
to the proceeding. This dispute resolution provision will be governed by the
Federal Arbitration Act. In the event the American Arbitration Association is
unwilling or unable to set a hearing date within one hundred and sixty (160)
days of filing the case, then either Rambeau or you can elect to have the
arbitration administered instead by the Judicial Arbitration and Mediation
Services. Judgment on the award rendered by the arbitrator may be entered in
any court having competent jurisdiction. Any provision of applicable law
notwithstanding, the arbitrator will not have authority to award damages,
remedies or awards that conflict with these Terms of Use.
You may opt out of this agreement to arbitrate with respect to the Excluded
Disputes. If you do so, neither you nor Rambeau can require the other to
participate in an arbitration proceeding. To opt out, you must notify Rambeau
in writing within 30 days of the date that you first became subject to this
arbitration provision. You must use this address to opt out:
Rambeau, LLC ATTN: Rambeaullc@gmail.com
You must include your name and residence address, the email address you use for
your Rambeau account, and a clear statement that you want to opt out of this
arbitration agreement.
If the prohibition against class actions and other claims brought on behalf of third parties contained above is found to be unenforceable, then all of the preceding language in this Arbitration section will be null and void. This arbitration agreement will survive the termination of your relationship with Rambeau.
IX. Governing
Law & Venue
These
Terms of Use are governed by and construed in accordance with the laws of the
State of Florida, without giving effect to any principles of conflicts of law.
For any action at law or in equity relating to the arbitration provision of
these Terms of Use, the Excluded Disputes or if you opt out of the agreement to
arbitrate, you agree to resolve any dispute you have with Rambeau exclusively
in a state or federal court located in Miami-Dade County, Florida, and to
submit to the personal jurisdiction of the courts located in Miami-Dade County,
Floridafor the purpose of litigating all such disputes.
If any provision of these Terms of Use is held to be unlawful, void, or for any
reason unenforceable during arbitration or by a court of competent
jurisdiction, then that provision will be deemed severable from these Terms of
Use and will not affect the validity and enforceability of any remaining
provisions. Rambeau's failure to insist upon or enforce strict performance of
any provision of these Terms will not be construed as a waiver of any provision
or right. No waiver of any of these Terms will be deemed a further or
continuing waiver of such term or condition or any other term or condition. Rambeau
reserves the right to change this dispute resolution provision, but any such
changes will not apply to disputes arising before the effective date of the
amendment. This dispute resolution provision will survive the termination of
any or all of your transactions with Rambeau.
X. Entire
Agreement
If you
are using the Service on behalf of a legal entity, you represent that you are
authorized to enter into an agreement on behalf of that legal entity. These
Terms of Use constitute the entire agreement between you and Rambeau and
governs your use of the Service, superseding any prior agreements between you
and Rambeau. You will not assign the Terms of Use or assign any rights or
delegate any obligations hereunder, in whole or in part, whether voluntarily or
by operation of law, without the prior written consent of Rambeau. Any
purported assignment or delegation by you without the appropriate prior written
consent of Rambeau will be null and void. Rambeau may assign these Terms of Use
or any rights hereunder without your consent. If any provision of these Terms
of Use is found by a court of competent jurisdiction to be invalid or otherwise
unenforceable, the parties nevertheless agree that such portion will be deemed
severable from these Terms of Use and will not affect the validity and
enforceability of the remaining provisions, and the remaining provisions of the
Terms of Use remain in full force and effect. Neither the course of conduct
between the parties nor trade practice will act to modify the Terms of Use.
These Terms of Use do not confer any third-party beneficiary rights.
The effective date of these Terms of Use is June 22, 2020.
If you have any questions or comments about this Privacy Policy, please send an email to: Rambeaullc@gmail.com