Member Agreement | Acquisition Wise®

Acquisition Wise® Member Agreement

Last updated: November 15, 2022

THIS AGREEMENT is entered into between you for and on behalf of yourself and the Person (as defined herein) you represent (“you”, “your”, “yourself”, and words of like meaning) and Acquisition Wise®. (the “Company”, “us”, “we”, “our”, and words of like meaning) and sets out the terms and conditions that apply to the use of the Website (as defined herein) by you. The Website is owned and operated by the Company and made available to you subject to your compliance with the terms and conditions of this Agreement. This Agreement constitutes a binding legal agreement between you and the Company. This Agreement must be read in conjunction with the Terms of Use and Privacy Policy, each of which is incorporated into by reference and forms an integral part of this Agreement. Unless and only to the extent otherwise expressly provided in this Agreement, if there is any conflict or inconsistency between this Agreement and the Terms of Use or Privacy Policy, the terms and conditions of this Agreement will govern to the extent necessary to resolve such conflict or inconsistency. Please read this Agreement together with the Terms of Use and Privacy Policy in their entirety carefully, as they contain important information about your legal rights, remedies, and obligations, and be sure to occasionally check back for updates, amendments, and modifications.

BY MARKING THE “I AGREE” CHECKBOX OR BY CLICKING THE “I AGREE” BUTTON OR BY ACCESSING THE Website (OR ANY PORTION THEREOF) IN ANY MANNER WHATSOEVER, YOU: (A) REPRESENT AND WARRANT TO AND IN FAVOR OF THE COMPANY THAT YOU HAVE READ AND UNDERSTOOD ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT; AND (B) COVENANT AND AGREE THAT YOU FREELY ACCEPT AND AGREE TO BE BOUND BY AND COMPLY WITH ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO BE BOUND BY AND COMPLY WITH ANY OF THE TERMS OR CONDITIONS OF THIS AGREEMENT, YOU ARE NOT PERMITTED TO ACCESS OR USE THE Website (OR ANY PORTION THEREOF).

ARTICLE 1 – INTERPRETATION

1.1 Definitions. In this Agreement, the following terms will have the respective meanings indicated below:

“Agreement” means this Member Agreement together with the Terms of Use and Privacy Policy and any other Company policies applicable to your use of the Website, as updated, amended, restated, supplemented, or otherwise modified from time to time;
“Applicable Law” means any domestic or foreign law, rule, statute, subordinate legislation, regulation, by-law, order, ordinance, protocol, code, guideline, treaty, policy, notice, direction, or judicial, arbitral, administrative, ministerial, or departmental judgment, award, decree, treaty, directive, or other requirement or guideline published or in force at any time that applies to this Agreement, the Website, the Content, Your Content, any Member Contract, the Member Services of any other Member, or either Party, or is otherwise intended to govern or regulate any Person, property, transaction, activity, event, or other matter in connection therewith, including any rule, order, judgment, directive, or other requirement or guideline issued by any governmental or regulatory authority in any jurisdiction;
“Application” means the Company’s proprietary application and application program interface for mobile devices, tablets, and other smart devices, by way of which the Company makes the Services available;
“SMS” means “Short Message/Messaging Service”;
“Claim” means any actual, threatened, or potential civil, criminal, administrative, regulatory, arbitral, or investigative claim, demand, allegation, action, suit, investigation, or proceeding, or any other claim or demand;
“Company Mark” means any trademark, corporate name, business name, or other trade name of the Company, including Acquisition Wise, LLC™, Acquisition Wise™, ACQUISITIONWISELLC.COM™, and any and all logo, word script, and design versions thereof, in each case, whether registrable or not, owned, or used by the Company or any of its affiliates;
“Company Property” means: (a) the Website and the associated look and feel, architecture, layout, interface, templates, and web pages, and any and all associated source code or object code or other code that supports the Website or any part thereof; (b) any and all Content, including any and all: (i) logos, designs, graphics, images, photographs, artwork, and other artistic works; (ii) editorial content, text, data, and other literary works; (iii) musical works, performances, and other sounds; (iv) videos and all audio-visual works; and (v) selections, arrangements, compilations, modifications, and enhanSMSents of any of the foregoing; (c) any and all tangible and intangible property and Intellectual Property of the Company or any of its affiliates or licensed to the Company or any of its affiliates by any Person, including you (excluding your personal information and the personal information of your Representatives); (d) the Company Marks; (e) any and all other proprietary products, services, technology, software, source code, object code, systems, materials, functionality, databases, screen formats, report formats, techniques, materials, methodology, and know-how of the Company or any of its affiliates or licensed to the Company or any of its affiliates by any Person; (f) any and all information or data of the Company or any Member (other than you); (g) any and all Feedback; (h) any and all changes, customizations, patches, bug fixes, releases, modifications, developments, new features, functions, or enhanSMSents in respect of any of the foregoing; (i) any and all information or data generated by or from any of the foregoing (other than your information or data); and (j) any and all Intellectual Property rights in any of the foregoing;
“Content” means any and all content provided by the Company or any other Person (other than you) by way of the Website, including editorial content, personal profiles, articles, publications, written materials, pictures, videos, information, events, data, and information related to the Website or Third-Party Services;
“Event of Default” has the meaning given to it in Section 14.1 (Events of Default);
“Feedback” means any and all feedback, suggestions, comments, recommendations, ideas, and materials for improvement provided by you or any of your Representatives to the Company or any of its affiliates or any Third-Party Service Provider or any of their respective Representatives regarding the Website or the Member Services provided by any other Member (or any portion thereof);
“Force Majeure Event” means an event or occurrence beyond the reasonable control of the Company, including acts of God, action by any governmental authority (whether valid or invalid), fires, flood, wind storms, explosions, riots, natural disasters, wars, sabotage, labour problems (including lock-outs, strikes, and slow-downs), court order, or injunction;
“Intellectual Property” means any and all: (a) proprietary rights anywhere in the world provided under patent law, copyright law, trademark law, design patent or industrial design law, semiconductor chip or mask work law, trade secret law, or any other statutory provision or common law principle which may provide a right in: (i) ideas, formulae, algorithms, concepts, inventions, technologies, software, data compilations, drawings, specifications, confidential business information, procedures, or know-how generally, including trade secrets; or (ii) the expression or use of such ideas, formulae, algorithms, concepts, inventions, technologies, software, data compilations, drawings, specifications, confidential business information, procedures, or know-how; and (b) applications, registrations, licenses, sub-licenses, franchises, agreements, or any other evidence of a right in any of the foregoing;
“License” has the meaning given to it in Section 2.2 (License);
“Loss” means any loss, liability, or damage (including taxes and related penalties) and any related costs or expenses, including reasonable legal fees on a full indemnity basis, and expenses and costs of litigation, settlement, judgement, appeal, interest, and penalties;
“Wise Connect” or “Wise Consultation” means a confirmed connection between you or any of your products or services (as a solution) and another Member or any Member Service confirmed by way of the Website;
“Member” means any User that registers with the Company for a Member Account by way of the Website;
“Member Account” means your Acquisition Wise member account in connection with the Website, called “My Account”;
“Member Contract” means any contract, agreement, document, instrument, terms and conditions, or policies and procedures entered into between you and any other Member relating to the use of a specific Member Service;
“Member Dashboard” means a secure page of the Website, in which you can create, update and otherwise modify, remove, and manage your Member Profile, including details regarding your products and services, your preferences, compliance status, matches, product and service needs, projects, and other elements;
“Member Profile” means your Acquisition Wise member profile page on the Website;
“Member Service” means any product or service offered or made available by any Member other than you;
“Membership” means your Acquisition Wise membership plan or subscription, which may be renewable on a monthly or annual basis;
“Party” means either you or the Company, as applicable, and “Parties” means both you and the Company;
“Person” will be broadly interpreted and means any individual, corporation, partnership, limited partnership, limited liability corporation, association, unincorporated association, trustee, trust, or other entity or organization;
“Website” means the Site, the Application, and the Services;
“Privacy Policy” means the Company’s Privacy Policy set out in the Website;
“Representative” means a director, officer, employee, personnel, contractor, subcontractor, agent, or professional advisor of a Person;
“Service” means any service to be provided by the Company pursuant to this Agreement or associated with the Site or the Application;
“Site” means the Company’s Website, the URL in respect of which is www.AcquisitionWiseLLC.com, together with any other Website by way of which the Company makes the Services available, including any domains or subdomains thereof;
“Terms of Use” means the Company’s Terms of Use set out in the Website;
“Third-Party Service” means any product or service of, or provided or made available by, any Person (other than either Party) in connection with the Website, Services, or Member Services, including Websites, applications, content, advertisements, promotions, communications, information, or resources;
“Third-Party Service Provider” means any Person (other than either Party) providing or making available any Third-Party Service, including any Third-Party Payment Processor;
“User” means any user of the Website (or any portion thereof);
“Virus” means any programming code, programming instruction, or set of programming codes or instructions (including any code typically described as a virus or by similar terms, including Trojan horse, worm, or backdoor) intentionally designed to disrupt, disable, harm, interfere with, or otherwise adversely affect computer programs, data files, or operations, or that otherwise manifests contaminating or destructive properties or has harmful effects;
“Your Content” means any and all content provided by you by way of the Website, including written materials, pictures, videos, information, data, and other materials, including your personal information; and
“Your Contributed Content” means any and all of Your Content, other than your personal information or information you provide that is specifically required by mandatory fields on the Website for you to obtain a Member Account.

1.2 Headings. The division of this Agreement into Articles and Sections and the insertion of headings are for convenience of reference only and will not affect the construction or interpretation of this Agreement. The terms “this Agreement”, “hereof”, “hereunder”, and similar expressions refer to this Agreement and not to any particular Article, Section, or other portion of this Agreement and include any agreement supplemental hereto. Unless something in the subject matter or context is inconsistent therewith, references in this Agreement to Articles and Sections are to Articles and Sections of this Agreement.

1.3 Extended Meanings. In this Agreement, unless the context requires otherwise, words importing the singular include the plural and vice versa, words importing gender include all genders, and the terms “include” and “including” will also mean “include without limitation” and “including without limitation” respectively.

1.4 Currency. Unless and only to the extent otherwise expressly provided in this Agreement or on the Website, all dollar amounts referred to in this Agreement or on the Website are stated in United States Dollars (USD).

1.5 Statute References. Any reference in this Agreement to any statute or any section thereof will, unless otherwise expressly stated, be deemed to be a reference to such statute or section as amended, restated, or re-enacted from time to time.

1.6 Privacy Policy. For information about how the Company collects, uses, and shares personal information, please review the Company’s Privacy Policy.

1.7 Entire Agreement. This Agreement constitutes the entire agreement between the Parties pertaining to the subject matter hereof and supersedes all prior agreements, negotiations, discussions, and understandings, written or oral, between the Parties. Except as otherwise expressly provided in this Agreement, there are no representations, warranties, conditions, other agreements, or acknowledgements, whether direct or collateral, express or implied, that form part of or affect this Agreement. The execution of this Agreement has not been induced by, nor does either Party rely upon or regard as material, any representations, warranties, conditions, other agreements, or acknowledgements not expressly made in this Agreement.

ARTICLE 2 – LICENSE AND SCOPE OF SERVICES

2.1 Website. The Website is an online marketplace that enables Members (as well as certain Third-Party Service Providers) to connect, communicate, and transact directly with each other in order to make Matches and access and use each other’s Member Services. You acknowledge and agree that:

the Company, as the provider of the Website, does not own, create, sell, resell, provide, control, manage, offer, deliver, or supply any Member Services;
if you enter into a Member Contract, you are entering into a contract directly with the other Member and not with the Company;
the Company is not, and will not become, a party to or other participant in any contractual relationship between you and any other Member (including any Member Contract); and
you will be solely responsible and liable for obtaining any software, hardware, or equipment required or desirable for you to access and use the Website, and for any associated costs and expenses, including any and all mobile devices, data plans, and computer and Internet fees.

2.2 License. Subject to the terms and conditions of this Agreement, during the Term, the Company grants to you a non-exclusive, personal, non-transferable, non-sublicensable, revocable right and licence to access and use the Website and Content only for your own internal business purposes (the “Licence”). All rights and licences not so expressly granted are expressly reserved by the Company. You may access and use the Website and Content only in accordance with the terms and conditions of this Agreement and Applicable Law.

2.3 Services. Subject to and in accordance with the terms, restrictions, and conditions of this Agreement, during the Term, the Company will use commercially reasonable efforts to provide the Services.

2.4 Maintenance, Upgrades, and Availability. The Company may restrict the availability of the Website or certain areas or features thereof, as the Company may determine, in its sole discretion, is necessary or desirable, including in view of capacity limits, the security or integrity of the Website, our servers, third-party servers or capabilities, or to carry out maintenance measures that ensure the proper or improved functioning of the Website. The Company may improve, enhance, and modify the Website and introduce new Services at any time and from time to time.

2.5 SMS. You acknowledge and agree that, in connection with providing you with access to and use of the Website, Matches, Member Services, and Third-Party Services, and for promotional purposes, the Company may, or may be required to, send you and your Representatives SMS. Message and data rates may apply with respect to SMS. If you change your mobile phone service provider, you might have to re-enroll with the Company in order to receive future SMS. The Company reserves the right to stop sending SMS at any time. By entering into this Agreement or by accessing or using the Website (or any portion thereof), you provide the Company with your express consent to send SMS to you and your Representatives. You may withdraw such consent at any time by providing the Company with written notice of such withdrawal. You may at any time opt out of or unsubscribe from SMS by replying to any SMS from the Company with the word “UNSUBSCRIBE” or by clicking on the “unsubscribe” link and following the prompts and instructions, which opt-out will become effective within seven (7) days.

You acknowledge and agree that, if you opt out of or unsubscribe from receiving SMS:

it may prevent you from receiving information necessary to properly access and use the Website or Member Services; and
the Company may still send you and your Representatives SMS, provided that such SMS are sent in accordance with applicable laws in the US.

ARTICLE 3 – MEMBER REGISTRATION AND MEMBERSHIP

3.1 Member Account. In order to access and use the Services or any Member Service by way of the Website, you must register with the Company for a Member Account. You can register for your Member Account by way of the Website. You must provide valid, accurate, current, and complete information during the process of registering your Member Account and creating your Member Profile and Member Dashboard, and you must keep your Member Account, Member Profile, and Member Dashboard information valid, accurate, current, and complete at all times. You represent and warrant to and in favor of the Company that you have the authority to legally bind yourself and the Person you represent and to grant us all permissions and licenses provided in this Agreement. You may not register more than one (1) Member Account unless the Company authorizes you to do so in writing. You may not assign or otherwise transfer your Member Account to any Person without the express written consent of the Company. You have the ability to cancel your Member Account at any time by notifying us via email to info@acquisitionwisellc.com or via the “Contact Us” page of the Website. You will immediately notify the Company via email to info@acquisitionwisellc.com or via the “Contact Us” page of the Website if you know or have any reason to suspect that your Member Account credentials have been lost, stolen, misappropriated, or otherwise compromised, or in case of any actual or suspected unauthorized use of your Member

Account. You acknowledge and agree that:

the information in your Member Profile is public and available to other Members;
you are solely responsible for maintaining the confidentiality and security of your Member Account and Member Account credentials, including your username and password and you will not disclose your Member Account credentials to any Person; and
you are liable for any and all activities conducted through your Member Account.

3.2 Membership. Your Membership gives you the ability to access and use the Website, subject to the terms, restrictions, and conditions of this Agreement. You will have the option to choose between a monthly Membership or an annual Membership. The initial term of your Membership will begin on the date you accept and agree to this Agreement and, unless terminated earlier in accordance with this Agreement, will continue for a period of one (1) month, in the case of a monthly Membership, or one (1) year, in the case of an annual Membership. Unless terminated earlier in accordance with this Agreement, upon completion of the initial Membership period, your Membership will thereafter automatically renew for successive one (1)-month renewal periods, in the case of a monthly Membership, or one (1)-year renewal periods, in the case of an annual Membership. If you wish to cancel or terminate your Membership, such cancellation or termination may only be made effective as of the end of the then current month, in the case of a monthly Membership, or then current year, in the case of an annual Membership, and you must notify the Company at least five (5) business days in advance of the end of the then current month or year, as applicable, that you wish to cancel or terminate your Membership before it renews.

3.3 Background Checks. We may make inquiries we consider necessary to help verify or check your identity or to prevent fraud. You authorize the Company to screen you and your Representatives against third-party databases and other sources and to request reports from Third-Party Service Providers. In some jurisdictions, we have a legal obligation to collect identity information to comply with anti-money-laundering regulations. This may include requiring you to provide documentation, including a form of government identification (e.g., driver’s license or passport), your date of birth, your address, corporate registrations, certificates and/or articles of incorporation, and other information; requiring you to take steps to confirm ownership of your email address; or screening your information against third-party databases. The Company reserves the right to close, suspend, or limit your access to the Website in the event we are unable to obtain or verify any of this information.

ARTICLE 4 – RESTRICTIONS ON ACCESS AND USE OF Website

4.1 Restrictions on Registering a Member Account. In order to access and use the Website or register a Member Account, you must be at least 18 years old and the Person you represent must be a duly organized and validly existing legal entity in good standing under the laws of the jurisdiction in which it is established, and both you and the Person you represent must able to enter into legally binding contracts.

4.2 Restrictions on Access and Use of Website. You agree to use the License and Website only as expressly set out in and permitted by this Agreement. Without limiting the generality of the foregoing, unless and only to the extent otherwise expressly permitted by this Agreement or in writing by the Company, you will not, on your own or with any other Person, directly or indirectly:

access or use the Website or any other Company Property (in whole or in part) in any way or for any purpose that violates Applicable Law or any of the terms and conditions of this Agreement or is not expressly permitted by this Agreement;
access or use the Website or any other Company Property (in whole or in part) for any purpose that violates the rights of the Company, any other Member, or any other Person;
access or use any portion of the Website or other Company Property that is not expressly authorized for use by you;
access or use the Website or any other Company Property (in whole or in part) for any purpose or in any manner that falsely implies the Company’s endorsement of you, or a partnership with the Company, or otherwise misleads others as to your affiliation or relationship with the Company;
exploit the Website or any other Company Property (in whole or in part), including by trespass or burdening network capacity;
reproduce the Website or any other Company Property (in whole or in part) in any form or by any means;
make available, distribute, display, post, disseminate, publish, republish, transmit, re-transmit, communicate to the public, or broadcast the Website or any other Company Property (in whole or in part);
permit any other Person to use the License or Website or any other Company Property (in whole or in part) or re-license or sublicense the License (in whole or in part) to any Person;
use the Website (in whole or in part) in the operation of a service bureau, or to process or permit to be processed the information or data of any Person;
copy, store, or otherwise access or use any information, including the personal information of any other Member or of any other Member’s Representatives, contained on or accessible by way of the Website, in any way that is inconsistent with this Agreement (including our Privacy Policy) or that otherwise violates Applicable Law or the privacy rights of any Person (including any Member);
use the Website in connection with the transmission or distribution of unsolicited SMS in violation of Applicable Law;
contact any other Member for any purpose other than specifically related to your Match, any Member Services, or any of your products or services, or such other Member’s use of the Website, including recruiting or otherwise soliciting any Member to join, access, or use any service, application, or Website (other than the Website);
make a Match, if you will not actually be using the corresponding Member Services yourself or if you will not actually be providing the corresponding products or services yourself;
use the Website to request or make a connection independent of the Website, to circumvent any fees, or for any other reason whatsoever;
request, accept, or make any payment outside of the Website or this Agreement;
discriminate against or harass anyone on the basis of race, national origin, religion, gender, gender identity, physical or mental disability, medical condition, marital status, age, or sexual orientation or otherwise engage in any violent, harmful, abusive, or disruptive behavior;
integrate any software with the Website or any software associated with the Website;
modify, copy, duplicate, virtualize, mirror, create derivative works of, reverse engineer, decompile, disassemble, translate or otherwise exploit the Website, the Website’s architecture, layout, or design, any associated web page or form contained thereon, any associated software or source code, or any other Company Property (in whole or in part), including make use of any data schemas or dictionaries, or attempt to do any of the foregoing or allow or enable any Person to do the same;
scrape, whether by way of screen scraping or database scraping, the Website or any other Company Property (in whole or in part), or use any robot, spider, or crawler, or otherwise interact with the Website or engage in any other activity intended to collect, store, reorganize, summarize, or manipulate any Company Property (in whole or in part), whether by automatic or manual programs, means, or processes;
avoid, bypass, remove, deactivate, impair, descramble, or otherwise attempt to circumvent any technological measure implemented by the Company or any Person for or on behalf of the Company to protect the Website;
take any action that damages or adversely affects or could damage or adversely affect the performance or proper functioning of the Website or any associated software;
sell, license, sublicense, transfer, rent, lease, loan, or engage in any other commercial transaction relating to the Website or any other Company Property (in whole or in part) or any reproduction of all or any portion thereof in any medium;
dilute, tarnish, or otherwise harm the Company’s brand or reputation in any way, including through unauthorized use of the Website or any Company Property, registering or using the Company or derivative terms in domain names, trade names, trademarks, or other source identifiers, or registering or using domain names, trade names, trademarks, or other source identifiers that closely imitate or are confusingly similar to the Company’s domains, trademarks, taglines, promotional campaigns, or any other Company Property; or
violate or infringe any Person’s rights (including Intellectual Property rights) or otherwise cause harm, injury, illness, or death to any Person or any Losses to any tangible or intangible property.

4.3 Restrictions on Access and Use of Member Services. You agree to access and use the Member Services of other Members only as expressly set out in and permitted by this Agreement and the applicable Member Contract. Without limiting the generality of the foregoing, unless and only to the extent otherwise expressly permitted by this Agreement or the applicable Member Contract or in writing by the Company or the applicable Member, you will not access or use any such Member Service (in whole or in part) in any manner or for any purpose that violates Applicable Law or contravenes any of the terms and conditions of this Agreement, any Member Contract or any agreement, document, or instrument in connection herewith or therewith.

4.4 Compliance with Applicable Law. You acknowledge and agree that you are solely responsible and liable for compliance with Applicable Law and any and all tax obligations that may apply to your use of the Website, the Services, or any Member Service. You will not breach or circumvent any Applicable Law, this Agreement, or any agreement with any other Person, including any Member Contract.

4.5 Compliance with Privacy Law. You acknowledge and agree that all personal information is owned by individuals, may be protected by Applicable Law and will not be used, accessed, or disclosed in any way by you without the applicable individual’s consent. To the extent that you collect, use, store, disclose, dispose of, or otherwise handle personal information in the course of performing your obligations pursuant to this Agreement or the Website, you will do so in accordance with Applicable Law.

4.6 Customer Passwords. You will control and maintain the security of all identification codes and passwords used by you and your Representatives in relation to the Website and access to the Website, including your Member Account credentials, be solely responsible for all instructions, commitments, and other actions or communications taken under such identification codes or passwords and promptly report to the Company any errors or irregularities in the Website or any unauthorized use of any part thereof.

4.7 Member Contracts. You acknowledge and agree that, as between the Company and other Members, the applicable other Member is solely responsible and liable for any and all Member Contracts and Member Services and for identifying, understanding, and complying with any and all Applicable Laws that apply to Member Contracts and Member Services. If you have questions about how any Applicable Law applies to a Member Contract or the Member Services of any other Member, you should seek independent legal advice and guidance. You agree to be bound by and comply with any and all Member Contracts you enter into.

4.8 Other Member Content. Other Members may upload, post, or otherwise share Content by way of the Website. All such Content belongs to the Member who shared such Content. You do not have nor will you acquire any rights in relation to the Content of other Members, and you may only use the personal information of other Members to the extent that such use complies with this Agreement and Applicable Law. Unless and only to the extent otherwise expressly permitted by this Agreement or the applicable Member Contract, you may not use any Content or personal information of any other Member for commercial purposes, to spam, harass, or make unlawful threats. We reserve the right to terminate this Agreement or cancel, suspend, or limit your access to the Website or your Member Account, the Website, the Services, or any Member Service (or any portion thereof) if you misuse the Content or personal information of any other Member.

4.9 Your Content. The Website allows for you to upload, post, or otherwise share Your Content to the Website. You acknowledge and agree that Your Content may be visible to third parties, including other Members and any Person accessing or using the Website. The Company reserves the right to remove, edit, limit, or block access to any of Your Content at any time, and it will have no obligation to display or review Your Content. You are solely responsible and liable for Your Content. You acknowledge and agree that you will not post, upload, or otherwise share any content to the Website that:

contains language or imagery that could be deemed offensive or is likely to harass, upset, embarrass, alarm, or annoy any other Person;
is obscene, pornographic, violent, or otherwise may offend human dignity;
is abusive, insulting, threatening, or discriminatory, or promotes or encourages racism, sexism, hatred, or bigotry;
encourages any illegal activity, including terrorism, or incites racial hatred or the submission of which in itself constitutes committing a criminal offense;
is defamatory or libelous;
unless and only to the extent otherwise expressly permitted by this Agreement, relates to commercial activities, including sales, competitions, and advertising, or links to other Websites or premium-line telephone numbers;
involves the transmission or distribution of unsolicited SMS in violation of Applicable Law;
contains any spy ware, adware, viruses, corrupt files, worm programs or other malicious code designed to interrupt, damage, limit the functionality of, or disrupt any software, hardware, telecommunications, networks, servers or other equipment, Trojan horse, or any other material designed to damage, interfere with, wrongly intercept, or expropriate any data or personal information whether from the Company or otherwise;
itself, or the posting of which, infringes any Person’s rights (including Intellectual Property rights and privacy rights); or
shows another Person and was created or distributed without that Person’s express consent.

4.10 Your License. By sharing Your Content to the Website, you represent and warrant to and in favor of the Company that you have all necessary rights and licenses to do so, and automatically grant the Company a non-exclusive, royalty-free, irrevocable, sub-licensable, perpetual, worldwide right and license to use, copy, modify, display, and publish Your Contributed Content in any way, without notice or compensation to you and without your approval, including editing, copying, modifying, adapting, translating, reformatting, creating derivative works from, incorporating into other works, advertising, marketing, promoting, distributing, and otherwise making available to the general public Your Contributed Content, whether in whole or in part and in any format or medium currently known or developed in the future. You acknowledge and agree that the Company may assign, transfer, or sub-license the above license to any Person without notice or compensation to you and without your approval.

4.11 Other Restrictions. The Company may make your access to and use of the Website or certain areas or features of the Website subject to additional conditions and requirements, including your proper completion of verification processes, your meeting of specific quality or eligibility criteria, your meeting of review or rating thresholds, or your Member history. The access to or use of certain areas and features of the Website may be subject to separate policies, standards, or guidelines, or may require that you accept additional terms and conditions before you can access the relevant areas or features of the Website. If there is a conflict or inconsistency between the terms and conditions of this Agreement and the terms and conditions applicable to a specific area or feature of the Website, the latter terms and conditions will take precedence to the extent necessary to resolve any such conflict or inconsistency with respect to your access to or use of that area or feature, unless and only to the extent otherwise specified in the latter terms and conditions.

4.12 Third-Party Features. You acknowledge and agree that the Company may from time to time enable features that allow you to authorize other Members or certain Third-Party Service Providers to take certain actions that affect your Member Account, including to enable you to link your Member Account to businesses and take actions for those businesses. These features will not require that you share your Member Account credentials with any other Person. No Person (other than you) is authorized by the Company to ask for your credentials, and you shall not request the Member Account credentials of another Member.

4.13 Third-Party Interactions. In connection with your access and use of the Website, the Services, and Member Services, you may enter into correspondence with or purchase or participate in Third-Party Services. You acknowledge and agree that Third-Party Service Providers may require your agreement to additional or different terms and conditions prior to your access to or use of Third-Party Services, and that any such activity and any terms and conditions in connection therewith are solely between you and the applicable Third-Party Service Provider. The Company may rely on advertising and marketing supplied through the Website by Third-Party Service Providers to subsidize the Website or Services. By agreeing to this Agreement, you expressly consent to receive such advertising and marketing. If you do not want to receive such advertising and marketing, you must notify us in writing via email to info@acquisitionwisellc.com or via the “Contact Us” page of the Website.

4.14 Monitoring. You acknowledge and agree that the Company has the right, but no obligation whatsoever, to monitor your access to or use of the Website and to review, edit, remove, and disable access to any Content or Your Content. You will cooperate with and assist the Company in good faith, and provide the Company with such information and take such actions as may be reasonably requested by the Company, with respect to any investigation undertaken by the Company or a Representative of the Company regarding the use or abuse of the Website.

4.15 Reporting Inappropriate Behavior. If you feel that any Member you interact with, whether online or in person, is acting or has acted inappropriately, including anyone who engages in offensive, violent, or sexually inappropriate behavior, whom you suspect of stealing from you, or who engages in any other disturbing conduct, you should immediately report such Member to the appropriate authorities and then to the Company by contacting us via email to info@acquisitionwisellc.com or via the “Contact Us” page of the Website. You agree that any report you make will not obligate us to take any action (beyond that required by Applicable Law, if any).

ARTICLE 5 – MATCHES

5.2 Additional Information. You should carefully review the description of any other Member or Member Service you intend to create a Match with to ensure you meet any requirements that the other Member has specified. At your sole discretion, you may want to inform the other Member of any circumstances that may impact your access to or use of the Member Services of the other Member.

ARTICLE 6 – PAYMENT TERMS

6.1 Fees and Charges. The Fees are as set out on the Website. Acquisition Wise (the Company) will have the right, in its sole discretion, to determine the Fees. You agree to pay the Company the Fees in accordance with the terms and conditions of this Agreement. You agree to pay the Company and/or the applicable third party any and all Charges in accordance with the terms and conditions of this Agreement or the applicable agreement, document, or instrument governing such Charges, as applicable. In addition to the applicable of services offered by the Company, upon acquired solutions by Members (clients) of Acquisition Wise, LLC™️, Members (clients) will incur a non-refundable and non-transferrable 1.5% fee for service of the total funded amount for any acquisition of service(s) and/or product(s) as a solution as a result of the acquisition. The 1.5% fee will be assessed and determined by Acquisition Wise, LLC at its sole discretion, and must be paid immediately before acquisition of a Member (client) service(s) and/or product(s).

ARTICLE 7 – OWNERSHIP

7.1 Company Property. Notwithstanding any other provision of this Agreement, you acknowledge and agree that:

Company Property constitutes Intellectual Property of substantial value to the Company, its affiliates, and other Persons, and their respective licensors;
all Company Property is protected by copyright and owned by, or licensed to, the Company, and contains proprietary information and material owned by the Company, its affiliates, and other Persons, and their respective licensors, who in each case reserve all their rights in law and equity, and all Company Property is protected by Applicable Law, including copyright law;
as between the Parties, the Company owns all right, title, and interest in and to the Company Property, and you will not acquire any right, title, or interest in or to any Company Property unless and only to the extent otherwise expressly granted in writing by the Company;
by accessing or using the Website, any other Company Property, or any Services or the Member Services of any other member (in whole or in part), or by displaying, saving, downloading, or printing a copy of any Content (in whole or in part), you do not acquire any other right or license to any of the foregoing (other than the License);
other trademarks, service marks, graphics, and logos used in connection with the Website or with any other Company Property are the trademarks of their respective owners, and you are not granted any right or license with respect to any of the foregoing trademarks or any use thereof; and
the use of any Company Property or any of the other foregoing property (in whole or in part), except as expressly permitted pursuant to this Agreement, is strictly prohibited and infringes on the intellectual property rights of the Company and others and may subject you to civil and criminal penalties, including monetary damages, for copyright infringement.

7.2 Safeguarding of Company Property. You agree that you will, and will ensure that each of your Representatives will:

not alter, deface, remove, cover up, or mutilate in any manner whatsoever any trademark, copyright or other proprietary notice that the Company or any other Person may affix to any Company Property;
not bid on or register search engine keywords, Google Ads or Google Ad Words, search terms, or other identifying terms or domain names that include any Company Marks (in whole or in part) or any variations thereof for use in any search engine, portal, sponsored advertising service, or other search or referral service;
not obtain access to any Company Property otherwise than in accordance with this Agreement, and if such access is inadvertently obtained, will forthwith inform the Company of such fact and dispose of such Company Property in accordance with the Company’s instructions; and
honor and promptly comply with any and all reasonable written requests made by the Company to provide assistance in protecting, at the Company’s expense, the rights of the Company and other Persons in and to the Company Property at common law, under federal copyright law, and under other federal, state, or provincial law, or under any international convention or treaty (as the case may be).

7.3 Changes and Limitations on Access. Notwithstanding any other provision of this Agreement, the Company and its affiliates and their respective licensors reserve the right to change, suspend, remove, or disable access to the Website or any other Company Property at any time without notice to you. You acknowledge and agree that in no event will the Company be liable for making any such changes, suspensions, removals, or disabled accesses. The Company may also impose limits on the use of or access to certain features or portions of the Website or any other Company Property without notice to you and without any liability.

7.4 Waiver of Moral Rights. You hereby, and will ensure that each of your Representatives will, irrevocably and unconditionally waive any and all moral rights arising under Applicable Law any similar legislation in any applicable jurisdiction or at common law, that you or any of your Representatives may have now or in the future with respect to Your Contributed Content, including any rights you or any of your Representatives may have to have your or their name associated with Your Contributed Content or to have your or their name not associated with Your Contributed Content, any rights you or any of your Representatives may have to prevent the alteration, translation, or destruction of Your Contributed Content, and any rights you or any of your Representatives may have to control the use of Your Contributed Content in association with any product, service, cause, or institution. You agree that this waiver may be invoked by the Company or any of its affiliates or any of their respective successors, assignees, designees, or nominees in respect of any or all of Your Contributed Content.

7.5 Feedback. We welcome and encourage you to provide Feedback. You may submit Feedback by contacting us via email to info@acqisitionwisellc.com or via the “Contact Us” page of the Website or by any other means of communication. Any and all Feedback you submit to us will be considered and deemed non-confidential and non-proprietary to you. By submitting Feedback to us, you automatically grant the Company a non-exclusive, royalty-free, irrevocable, sub-licensable, perpetual, worldwide right and license to use, copy, modify, display, and publish such Feedback for any purpose, without notice or compensation to you or approval by you, whether in whole or in part and in any format or medium currently known or developed in the future. You acknowledge and agree that the Company may assign, transfer, or sub-license the above license to any Person, including its affiliates and successors, without notice or compensation to you and without your approval.

7.6 Permission. To seek permission in respect of any activity involving Company Property that is not expressly permitted pursuant to this Agreement, please contact us via email to info@acquisitionwisellc.com or via the “Contact Us” page of the Website.

ARTICLE 8 – REPRESENTATIONS AND WARRANTIES

8.1 Representations and Warranties. By registering for a Member Account, agreeing to the terms and conditions of this Agreement, or accessing or using the Website or any of the Services (or any portion thereof), you hereby represent, warrant, and covenant that:

you are at least 18 years of age;
you are duly authorized and have the right, authority, and capacity to accept, agree to, and enter into this Agreement for and on behalf of yourself and the Person you represent, and to act on behalf of and bind both you and the Person you represent;
any and all of the information you provide us, including the information you provide us when registering for your Member Account and creating your Member Profile, is your own personal information or the information of the Person you represent, as applicable, and is and will remain valid, accurate, current, and complete at all times;
any and all information you provide to us, including any and all of Your Content, is owned by you, and you have the absolute right and authority to provide all such information, including Your Content, to us, including for the purposes set out in this Agreement;
none of the information you provide to us, including Your Content, will infringe the Intellectual Property rights of any Person and all contributions by you to such information are original and no parts thereof or their use or distribution will violate any Person’s copyright, patent, or other Intellectual Property rights;
you will correct, update, and amend any and all information you provide to us promptly upon any change to such information to ensure that such information is at all times, valid, accurate, current, and complete;
you and each of your Representatives will at all times comply with all of the terms and conditions of this Agreement;
the Person you represent is validly subsisting in accordance with the laws of the jurisdiction of its formation and it has the right, power, authority, and ability to enter into this Agreement and to fulfill its obligations hereunder;
you and each of your Representatives will give the required notices and comply with the laws, ordinances, rules, regulations, codes, and orders of the authorities having jurisdiction which are in force or come into force during the performance of your obligations pursuant to this Agreement and which relate to your obligations pursuant to this Agreement;
if the Person you represent is a corporation, neither the entering into of this Agreement nor the performance by it of any of its obligations pursuant to this Agreement will contravene, breach or result in any default under its articles of incorporation or by-laws;
neither the entering into of this Agreement nor the performance by you of any of your obligations pursuant to this Agreement will contravene, breach or result in any default under any mortgage, lease, agreement, licence, permit, statute, regulation, order, judgment, decree, or law to which you are a party or by which you may be bound;
this Agreement has been duly authorized and entered into by you for and on behalf of yourself and the Person you represent, and is a legal, valid and binding obligation of you and the Person you represent enforceable against you and the Person you represent and the successors and permitted assigns of you and the Person you represent in accordance with the terms hereof, except as that enforcement may be limited by bankruptcy, insolvency, and other similar laws affecting the rights of creditors generally and except that equitable remedies may be granted only in the discretion of a court of competent jurisdiction;
each of you and your Representatives is and will at all times throughout the Term remain in compliance with Applicable Law; and
all of the representations and warranties set out in this Agreement will continue to be true and correct throughout the Term.

ARTICLE 9 – EXCLUSION OF WARRANTIES AND DISCLAIMERS

9.1 EXCLUSION OF WARRANTIES. YOU ACKNOWLEDGE AND AGREE THAT, UNLESS AND ONLY TO THE EXTENT OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT, THERE ARE NO REPRESENTATIONS, WARRANTIES, OR CONDITIONS OF ANY KIND WHATSOEVER (WHETHER EXPRESS, IMPLIED, OR COLLATERAL) IN RELATION TO THE Website, TO ANY OTHER COMPANY PROPERTY, OR TO ANY MEMBER SERVICE OF ANY OTHER MEMBER, OR TO ANY MATCHES, INCLUDING IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY AND RELATED RIGHTS, OR THAT ANY OF THE FOREGOING WILL MEET ANY PERSON’S NEEDS, OR WILL BE AVAILABLE FOR USE AT ANY PARTICULAR TIME, OR WILL BE UNINTERRUPTED OR ERROR-FREE.

9.2 GENERAL DISCLAIMER. YOU ACKNOWLEDGE AND AGREE THAT:

IF YOU CHOOSE TO USE THE Website OR THE MEMBER SERVICES OF ANY OTHER MEMBER (OR ANY PORTION THEREOF), YOU DO SO VOLUNTARILY AND AT YOUR OWN RISK;
THE Website, AND ANY AND ALL CONTENT AND INFORMATION REGARDING ANY MEMBER SERVICES OR YOUR PRODUCTS OR SERVICES, ARE PROVIDED “AS IS” WITHOUT WARRANTY OR CONDITION OF ANY KIND WHATSOEVER;
ACCESS TO, AND USE OF, THE Website OR ANY CONTENT OR ANY MEMBER SERVICES, OR THE ACCESS TO AND USE OF YOUR PRODUCTS OR SERVICES BY ANY OTHER MEMBER, ARE ENTIRELY AT YOUR OWN RISK AND LIABILITY;
THE COMPANY WILL NOT BE RESPONSIBLE FOR, AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY WITH RESPECT TO, THE Website, CONTENT, MEMBER SERVICES, ACCESS TO AND USE OF ANY OF YOUR PRODUCTS OR SERVICES BY ANY OTHER MEMBER, AND ANY AND ALL ERRORS, OMISSIONS, OR INACCURACIES IN ANY OF THE FOREGOING;
THE COMPANY DOES NOT REPRESENT, WARRANT, OR GUARANTEE THAT THE Website OR ANY CONTENT IS OR WILL BE COMPATIBLE WITH YOUR COMPUTER SYSTEMS, ERROR-FREE, OR FREE OF VIRUSES;
THE COMPANY WILL NOT BE RESPONSIBLE FOR, AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY FOR, AND YOU ARE SOLELY RESPONSIBLE FOR, ANY AND ALL VIRUSES, IMPLEMENTING APPROPRIATE SAFEGUARDS TO PROTECT THE SECURITY AND INTEGRITY OF YOUR COMPUTER SYSTEMS, AND THE ENTIRE COST OF ANY SERVICES, REPAIRS, OR CONNECTIONS OF AND TO YOUR COMPUTER SYSTEMS THAT MAY BE NECESSARY AS A RESULT OF YOUR USE OF THE Website OR ANY CONTENT; AND
THE COMPANY WILL NOT BE RESPONSIBLE FOR, AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY FOR, ANY PROBLEM OR TECHNICAL MALFUNCTION OF ANY NETWORK OR LINES, COMPUTER ONLINE SYSTEMS, SERVERS, PROVIDERS, COMPUTER EQUIPMENT, SOFTWARE, OR FAILURE OF ANY EMAIL OR ANY OTHER COMMUNICATION BETWEEN YOU AND THE COMPANY OR BETWEEN YOU AND ANY PERSON (INCLUDING ANY OTHER MEMBER) ON ACCOUNT OF TECHNICAL PROBLEMS OR TRAFFIC CONGESTION ONLINE OR ON THE INTERNET, OR THE Website OR ANY Website, OR ANY COMBINATION THEREOF, OR ANY INJURY OR DAMAGE TO ANY PERSON’S COMPUTER OR SYSTEMS RELATED TO OR RESULTING FROM DOWNLOADING OR STREAMING ANY MATERIALS IN CONNECTION WITH THIS AGREEMENT OR THE Website.

9.3 INFORMATION DISCLAIMER. YOU ACKNOWLEDGE AND AGREE THAT, NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT:

THE CONTENT AND ANY AND ALL OTHER INFORMATION ACCESSIBLE BY WAY OF THE Website, INCLUDING ANY PERSONAL INFORMATION, MEMBER INFORMATION, INFORMATION REGARDING MEMBER SERVICES, INFORMATION REGARDING YOUR PRODUCTS AND SERVICES, OR ANY INFORMATION MADE AVAILABLE BY ANY PERSON, IS PROVIDED FOR INFORMATIONAL PURPOSES ONLY;
THE CONTENT, AND ANY AND ALL OTHER INFORMATION ACCESSIBLE BY WAY OF THE Website, SHOULD NOT BE RELIED UPON AS VALID, ACCURATE, RELIABLE, COMPLETE, CURRENT, TIMELY, OR FIT FOR ANY PARTICULAR PURPOSE;
TO THE EXTENT THAT THE CONTENT OR ANY OTHER INFORMATION ACCESSIBLE BY WAY OF THE Website IS CURRENT AS OF THE DATE OF FIRST PUBLICATION, IT MAY NO LONGER BE ACCURATE AS A RESULT OF THE PASSAGE OF TIME;
THE COMPANY UNDERTAKES NO RESPONSIBILITY FOR INVESTIGATING OR VERIFYING THE VALIDITY, ACCURACY, CURRENCY, OR COMPLETENESS OF THE CONTENT OR ANY OTHER INFORMATION ACCESSIBLE BY WAY OF THE Website, OR THE ACTS, OMISSIONS, IDENTITY, OR CREDITWORTHINESS OF ANY PERSON;
THE COMPANY DOES NOT SCREEN IN ADVANCE ANY CONTENT, YOUR CONTENT, OR ANY OTHER INFORMATION ACCESSIBLE BY WAY OF THE Website; AND
ANY USE BY THE COMPANY OF ANY CONTENT, YOUR CONTENT, OR OTHER INFORMATION ACCESSIBLE BY WAY OF THE Website DOES NOT CREATE ANY EXPRESS OR IMPLIED APPROVAL BY THE COMPANY OF SUCH CONTENT, YOUR CONTENT, OR INFORMATION, NOR DOES IT INDICATE THAT SUCH CONTENT, YOUR CONTENT, OR INFORMATION COMPLIES WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT OR APPLICABLE LAW.

9.4 MEMBER SERVICE DISCLAIMER. YOU ACKNOWLEDGE AND AGREE THAT:

THE COMPANY HAS NO CONTROL OVER, DOES NOT GUARANTEE, WILL NOT BE RESPONSIBLE FOR, AND, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY FOR ANY AND ALL MEMBER SERVICES OF ANY OTHER MEMBER (OR ANY PORTION THEREOF), INCLUDING THE VALIDITY, ACCURACY, CURRENCY, COMPLETENESS, QUALITY, SAFETY, SUITABILITY, OR LEGALITY THEREOF; AND
THE MEMBER SERVICES OF OTHER MEMBERS MAY CARRY INHERENT RISK (INCLUDING RISK OF ILLNESS, BODILY INJURY, DISABILITY, OR DEATH) AND BY ACCESSING AND USING ANY OF THEM, YOU FREELY, WILLFULLY, VOLUNTARILY, UNEQUIVOCALLY, AND UNCONDITIONALLY CHOOSE TO ASSUME THOSE RISKS.

9.5 MEMBER DISCLAIMER. YOU ACKNOWLEDGE AND AGREE THAT THE COMPANY HAS NO CONTROL OVER, DOES NOT ENDORSE OR GUARANTEE, WILL NOT BE RESPONSIBLE FOR, AND, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY FOR ANY AND ALL OTHER MEMBERS. ANY REFERENCES TO A MEMBER BEING “VERIFIED” (OR SIMILAR LANGUAGE) ONLY INDICATES THAT SUCH MEMBER HAS COMPLETED A RELEVANT VERIFICATION OR IDENTIFICATION PROCESS AND NOTHING ELSE. ANY SUCH DESCRIPTION IS NOT AN ENDORSEMENT, CERTIFICATION, OR GUARANTEE BY THE COMPANY ABOUT ANY OTHER MEMBER, INCLUDING OF THE OTHER MEMBER’S IDENTITY OR BACKGROUND OR WHETHER THE OTHER MEMBER IS TRUSTWORTHY, SAFE, OR SUITABLE. YOU SHOULD ALWAYS EXERCISE DUE DILIGENCE AND CARE WHEN DECIDING WHETHER TO MAKE A MATCH OR ACCESS OR USE THE MEMBER SERVICES OF ANY OTHER MEMBER OR COMMUNICATE OR INTERACT WITH OTHER MEMBERS, WHETHER ONLINE OR IN PERSON. ANY IMAGES IN CONNECTION WITH ANOTHER MEMBER OR THE MEMBER SERVICES OF ANY OTHER MEMBER ARE INTENDED ONLY TO INDICATE A PHOTOGRAPHIC REPRESENTATION THEREOF AT THE TIME THE PHOTOGRAPH WAS TAKEN AND ARE NOT AN ENDORSEMENT BY THE COMPANY THEREOF. IF WE CHOOSE TO CONDUCT IDENTITY VERIFICATIONS OR BACKGROUND CHECKS ON ANY OTHER MEMBER, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, THAT SUCH VERIFICATIONS OR BACKGROUND CHECKS WILL IDENTIFY PRIOR MISCONDUCT BY SUCH OTHER MEMBER OR GUARANTEE THAT SUCH OTHER MEMBER WILL NOT ENGAGE IN MISCONDUCT. IN ADDITION, YOU ACKNOWLEDGE AND AGREE THAT, NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, THE COMPANY WILL NOT BE LIABLE FOR, AND ASSUMES NO RESPONSIBILITY FOR, ANY LOSSES ARISING FROM OR IN CONNECTION WITH FAILURE OF THE COMPANY TO MEET ITS OBLIGATIONS PURSUANT TO THIS AGREEMENT AS A DIRECT OR INDIRECT RESULT OF YOUR FAILING TO PROVIDE IN A TIMELY MANNER ANY INFORMATION OR ASSISTANCE TO THE COMPANY AS REQUIRED OR THAT THE COMPANY REASONABLY REQUESTS.

9.6 THIRD-PARTY DISCLAIMER. THE Website MAY CONTAIN LINKS TO THIRD PARTIES, INCLUDING THIRD-PARTY SERVICE PROVIDERS, OR THIRD-PARTY SERVICES. THIRD-PARTY SERVICES MAY BE SUBJECT TO DIFFERENT TERMS AND CONDITIONS AND PRIVACY PRACTICES. LINKS TO ANY THIRD PARTIES, INCLUDING THIRD-PARTY SERVICE PROVIDERS OR THIRD-PARTY SERVICES, ARE NOT AN ENDORSEMENT BY THE COMPANY THEREOF. YOU ACKNOWLEDGE AND AGREE THAT THE COMPANY IS NOT RESPONSIBLE FOR, AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY FOR, THIRD PARTIES, INCLUDING THIRD-PARTY SERVICE PROVIDERS AND THIRD-PARTY SERVICES, INCLUDING THE AVAILABILITY, SUFFICIENCY, OR ACCURACY THEREOF OR ANY FEES OR CHARGES CHARGED BY SUCH THIRD PARTIES.

9.7 THIRD-PARTY PAYMENT PROCESSORS DISCLAIMER. YOU ACKNOWLEDGE AND AGREE THAT, NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, THE COMPANY WILL NOT BE LIABLE FOR, AND ASSUMES NO RESPONSIBILITY FOR, ANY LOSSES ARISING FROM OR IN CONNECTION WITH ANY ERRORS OR OMISSIONS WITH RESPECT TO PAYMENTS PROCESSED BY THIRD-PARTY PAYMENT PROCESSORS OR ANY FEES OR CHARGES (INCLUDING TRANSACTION FEES, CANCELLATION FEES, ADMINISTRATIVE FEES, AND CURRENCY CONVERSION FEES) IMPOSED BY THIRD-PARTY PAYMENT PROCESSORS, OR YOUR THIRD-PARTY PAYMENT SERVICE PROVIDER OR FINANCIAL INSTITUTION, INCLUDING BASED ON YOUR PAYMENT METHOD OR THE CURRENCY OR PAYMENT CHOICES YOU SELECT FOR THE PURPOSES OF MAKING OR RECEIVING PAYMENTS.

9.8 INTERNET AND TECHNOLOGY DISCLAIMER. DUE TO THE NATURE OF THE INTERNET, THE COMPANY CANNOT GUARANTEE THE CONTINUOUS AND UNINTERRUPTED AVAILABILITY AND ACCESSIBILITY OF THE Website. YOU ACKNOWLEDGE AND AGREE THAT, NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, THE COMPANY WILL NOT BE LIABLE FOR, AND ASSUMES NO RESPONSIBILITY FOR, ANY LOSSES ARISING FROM OR IN CONNECTION WITH:

LIMITED ACCESS OR INABILITY TO ACCESS THE Website, ANY Website, OR ANY APPLICATION DATABASE AS A RESULT OF THE INTERNET, YOUR WEB SERVICES, THE WEB SERVICES OF ANY OTHER PERSON, OR ANY OTHER SHARED NETWORK, OR IN THE EVENT YOU DOWNLOAD THE INCORRECT APPLICATION FOR YOUR MOBILE DEVICE;
THIRD-PARTY SOFTWARE, SERVICES OR PRODUCTS, INCLUDING THE IMPLEMENTATION OR CONFIGURATION OF APPROPRIATE SECURITY MEASURES RELATING THERETO, NOT DEVELOPED OR PROVIDED BY THE COMPANY;
ANY ACCESS OR INABILITY TO ACCESS ANY OTHER SERVICE, SERVICE PROVIDER, NETWORK, INFORMATION, MEMBER, OR COMPUTING RESOURCE AVAILABLE ON OR THROUGH THE INTERNET; OR
UNAUTHORIZED ACCESS TO OR ALTERATION, THEFT, LOSS, CORRUPTION, OR DESTRUCTION OF INFORMATION OR DATA AS A RESULT OF INFORMATION OR DATA BEING TRANSMITTED BY WAY OF THE INTERNET.

9.9 TRANSLATION DISCLAIMER. TO ASSIST MEMBERS WHO SPEAK DIFFERENT LANGUAGES, CERTAIN CONTENT MAY BE TRANSLATED, IN WHOLE OR IN PART, INTO LANGUAGES OTHER THAN ENGLISH. YOU ACKNOWLEDGE AND AGREE THAT THE COMPANY DOES NOT ENDORSE OR GUARANTEE THE ACCURACY OR QUALITY OF, WILL NOT BE RESPONSIBLE FOR, AND, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY FOR, ANY AND ALL SUCH TRANSLATIONS, AND YOU ARE RESPONSIBLE FOR REVIEWING AND VERIFYING THE ACCURACY OF SUCH TRANSLATIONS.

9.10 Application of Disclaimers. The foregoing disclaimers apply to the maximum extent permitted by Applicable Law. You may have other statutory rights. However, the duration of statutorily required warranties, if any, shall be limited to the maximum extent permitted by Applicable Law.

ARTICLE 10 – REVIEWS AND RATINGS

10.1 Member Ratings and Reviews. Members may have the ability to post public reviews and submit star ratings about each other, the Website, or the Member Services of any other Member. You acknowledge and agree that:

reviews and ratings in respect of you will be displayed in your Member Profile and may also be displayed or found elsewhere on the Website together with other relevant information, including number of Matches, average response time, and other information;
reviews and ratings are an important way for Members to vet one another and are important for the operation of the Website, and from time you time you may receive unfavorable reviews or ratings;
any and all reviews and ratings by Members reflect the opinions of such Members and do not reflect the opinion of the Company;
reviews and ratings are not verified by the Company for validity, accuracy, currency, or completeness and may be incorrect or misleading; and
if any Member rates you, or your usage of the Website, or the Member Services of any Other Member as being below a threshold acceptable to the Company, the Company may, in its sole discretion, restrict or terminate your access to the Website or to the Member Services of any other Member.

If you would like to make a complaint about a Member review or rating about you, you can do so by contacting us via email to info@acquisitionwsiellc.com or via the “Contact Us” page of the Website. The Company will review your complaint, but you acknowledge and agree that we will have no obligation whatsoever to remove, revise, edit, or otherwise handle any review or rating, unless we determine, in our sole discretion, that it is offensive, harassing, inappropriate, or obscene or otherwise violates the terms and conditions of this Agreement or Applicable Law.

10.2 Your Reviews and Ratings. You may be required to review or rate certain aspects of, or your access and use of, or your overall experience with the Website or the Member Services of any other Member, which will be prompted through the Website. If you do not participate in such reviews and ratings when requested, the Company reserves the right to restrict or terminate your access to the Website, Content, or the Member Services of any other Member (in whole or in part). Any and all reviews and ratings by you must be accurate and may not contain any offensive or defamatory language or otherwise violate the terms and conditions of this Agreement, any Member Contract, or Applicable Law. Your reviews and ratings are part of your Member Account and Member Profile and may also be displayed or found elsewhere on the Website together with other relevant information, including number of Matches, average response time, and other information. You agree that you will not manipulate the reviews and ratings system of the Website in any manner whatsoever, including by instructing any Person to write or post a positive or negative review or rating about another Member.

ARTICLE 11 – INDEMNITY

11.1 Indemnity. To the maximum extent permitted by Applicable Law, you agree to release, indemnify, defend (at the Company’s option), and hold the Company and its affiliates and their respective Representatives harmless from and against any and all Claims and Losses (including with respect to the enforSMSent of any legal rights or remedies) that may be suffered or incurred by any of them arising out of, or as a result of, or relating in any manner whatsoever to:

any Event of Default;
Your Content or any other information provided to the Company by you or by any of your Representatives, including in connection with your Member Account, Member Profile, and Payment Method;
any use of your Member Account credentials, including identification codes or passwords, regardless of whether such use is authorized by you;
any payment requested, accepted, or made outside of the Website or otherwise not in accordance with the terms and conditions of this Agreement;
any interaction with any other Member, or access to or use of the Member Services of any other Member, by you or by any of your Representatives;
the acts or omissions of you, or of any of your Representatives, or of any Person whom you invite to or to whom you otherwise provide access to or use of the Member Services of any other Member;
any loss of, damage to, or destruction of Company Property or the property of any other Person (including in connection with the Member Services of any Other Member and any related personal or other property) to the extent caused by you or by any Person you represent or by any of your or their Representatives;
personal injury (including death), loss, or harm to any Person in connection with the Website or the Member Services of any other Member or any transactions in connection therewith to the extent caused by you or by any of your Representatives; and/or
your negligence or criminal, willful, or intentional misconduct or the negligence or criminal, willful, or intentional misconduct of any of your Representatives.

ARTICLE 12 – LIMITATION OF LIABILITY

12.1 ACKNOWLEDGEMENT OF RISK. YOU ACKNOWLEDGE AND AGREE THAT, NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE Website OR CONTENT, YOUR ACCESS TO AND USE OF THE MEMBER SERVICES OF ANY OTHER MEMBER, ANY ACCESS TO AND USE OF YOUR PRODUCTS OR SERVICES BY ANY OTHER MEMBER, OR ANY OTHER INTERACTION YOU HAVE WITH OTHER MEMBERS, WHETHER IN PERSON OR ONLINE, IS AND WILL AT ALL TIMES REMAIN WITH YOU.

12.2 LIMITATION OF LIABILITY. YOU ACKNOWLEDGE AND AGREE THAT, NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE COMPANY OR ANY OF ITS AFFILIATES OR ANY THIRD PARTY SERVICE PROVIDER OR ANY OF THEIR RESPECTIVE REPRESENTATIVES BE LIABLE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, FOR ANY DAMAGES OR LOSSES OF ANY KIND, INCLUDING DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, LOSS OF PROFITS, LOSS OF USE, LOSS OF DATA, PERSONAL INJURY, FINES, FEES, PENALTIES, TANGIBLE OR INTANGIBLE HARM, IRREPARABLE HARM, LEGAL FEES, OR ANY LOSS OF ANY KIND WHATSOEVER, OR OTHER LIABILITIES, WHETHER OR NOT THE COMPANY OR ANY OF ITS AFFILIATES OR ANY THIRD PARTY SERVICE PROVIDER OR ANY OF THEIR RESPECTIVE REPRESENTATIVES IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES, RESULTING FROM OR ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, THE USE OF OR INABILITY TO MAKE USE OF THE Website, ANY CONTENT, OR THE MEMBER SERVICES OF ANY OTHER MEMBER, OR ANY COMMUNICATIONS, INTERACTIONS, OR MEETINGS WITH OTHER MEMBERS OR OTHER PERSONS WITH WHOM YOU COMMUNICATE, INTERACT, OR MEET WITH AS A RESULT OF YOUR USE OF THE Website. IF AND ONLY TO THE EXTENT THAT THE FORGOING LIMITATION OF LIABILITY IS HELD BY A COURT OF COMPETENT JURISDICTION TO BE INVALID, ILLEGAL, OR UNENFORCEABLE FOR ANY REASON, IN RESPECT OF ANY CLAIM BY YOU AGAINST THE COMPANY OR ANY OF ITS AFFILIATES OR ANY THIRD PARTY SERVICE PROVIDER OR ANY OF THEIR RESPECTIVE REPRESENTATIVES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, INCLUDING A BREACH BY ANY OF THEM OF ANY OF ITS OBLIGATIONS PURSUANT TO THIS AGREEMENT (WHETHER OR NOT A FUNDAMENTAL BREACH), YOU ACKNOWLEDGE AND AGREE THAT, NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, YOUR EXCLUSIVE REMEDY WILL BE TO RECEIVE FROM THE COMPANY PAYMENT FOR ACTUAL AND DIRECT DAMAGES TO A MAXIMUM AGGREGATE AMOUNT EQUAL TO THE LESSER OF: (1) THE AMOUNT PAID BY YOU TO THE COMPANY IN THE THREE (3) MONTHS PRECEDING THE EVENT FROM WHICH THE CLAIM AROSE; OR (2) ONE HUNDRED DOLLARS ($100.00).

ARTICLE 13 – CLAIMS AND COMPLAINTS

13.1 Claims and Complaints. You may address any Claims or complaints to the Company at any time via email to info@acquisitionwisellc.com or via the “Contact Us”page of the Website. Notice of such Claim or complaint will be deemed delivered and received by the Company in accordance with Section 16.2 (Notices).

13.2 Complaints about Other Members. You acknowledge and agree that the Company has no control over and is not responsible for the behavior, acts, or omissions of other Members. If you feel that another Member has threatened, harassed, or otherwise acted in an inappropriate manner, including by leaving an offensive or obscene review, you may notify the Company of this conduct through the feedback features of the Website or by contacting us via email to info@acquisitionwisellc.com or via the “Contact Us” page of the Website. We will take appropriate steps as necessary to review and respond to your complaint. By submitting a complaint, you acknowledge and agree that the Company may disclose your identity to the Member in question in order to follow up directly with you with regard to your complaint.

13.3 Assistance. You agree to cooperate with and assist the Company in good faith and to provide the Company with all such information and assistance and take all such actions as may be reasonably requested by the Company in connection with any Claims or complaints made by any other Member relating to this Agreement or the Website or any Content, Your Content, or the Member Services of any other Member. Upon the Company’s request, you agree to participate in any adjudication or dispute resolution process in respect of any such Claims or complaints.

ARTICLE 14 – EVENTS OF DEFAULT AND REMEDIES

14.1 Events of Default. You acknowledge and agree that the occurrence of any of the following events will constitute an event of default (each, an “Events of Default”):

you breach any provision of this Agreement or Member Contract or fail to observe or perform any term, obligation, covenant, condition, or agreement contained in this Agreement or any Member Contract;
you commit any act of fraud, negligence, or criminal, willful, or intentional misconduct, or violate any regulation, rule, policy, or procedure of any other Person in connection with this Agreement or the Website;
you breach or violate Applicable Law;
you improperly access or engage in any prohibited use of the Website, Content, or the Member Services of any other Member;
you provide any invalid, inaccurate, incomplete, misleading, fraudulent, or outdated information to the Company or to any other Person, including during the registration of your Member Account;
you infringe the Intellectual Property rights of the Company or of any other Person;
you fail to meet any applicable quality or eligibility criteria set by the Company, by any other Member, or by any other Person in connection with the Website;
you repeatedly receive negative or poor reviews or ratings by other Members, or the Company otherwise becomes aware of or has received complaints about your performance or conduct;
you repeatedly cancel Matches.

14.2 Notification upon Default. You will notify the Company in writing immediately upon becoming aware of any Event of Default.

14.3 Remedies. If any Event of Default occurs, without prejudice to enforSMSent of any other legal right or remedy that the Company may have pursuant to this Agreement or at law or equity, the Company may take any of the following measures immediately and without notice to you:

refuse to delete or delay any ratings, reviews, or other Content;
temporarily or permanently revoke any special status associated with your Member Account, Member Profile, or Membership;
cancel, suspend, or limit any pending or confirmed Matches;
cancel, suspend, or limit the provision of any Services to you (in whole or in part);
cancel, suspend, or limit your Member Account, Member Profile, or Membership or your access to or use of the Website; and/or
terminate this Agreement (in whole or in part).

14.4 Injunctive and Equitable Relief. You acknowledge and agree that:

your compliance with your obligations pursuant to this Agreement is necessary to protect personal information and/or the intellectual property, confidential information, proprietary information, business, goodwill, and/or proprietary interests of the Company and its affiliates and third parties;
your breach of any such obligations will give rise to irreparable harm or injury to the Company that will not be adequately compensable with monetary damages;
the Company may, in addition to any other remedy, enforce the performance of this Agreement by way of equitable relief, including interim, interlocutory, and/or final injunctive relief, specific performance, or such other and further relief as a court may deem just and proper, upon application to a court of competent jurisdiction without proof of actual damages, without a requirement that a finding of irreparable harm or other criteria for the awarding of injunctive relief be made, and without the requirement of posting a bond or other security; and
notwithstanding that damages may be readily quantifiable, you will not plead sufficiency of damages as a defense in any such proceeding.

14.5 Violation of Applicable Law. You acknowledge and agree that any attempt by you or on your behalf to deliberately damage the Website, any Content, any Website, or any links, or to undermine the legitimate operation thereof may be a violation of Applicable Law (including criminal and/or civil laws) and, should such an attempt be made, the Company reserves the right to seek damages from you to the maximum extent permitted by Applicable Law.

14.6 Remedies Cumulative. All rights and remedies of the Company pursuant to this Agreement are cumulative and not exclusive of any other rights or remedies that may be available to the Company, whether provided by law, equity, statute, or in any other agreement between the Parties or otherwise.

ARTICLE 15 – TERM AND TERMINATION

15.1 Term. The term of this Agreement will begin on the date you accept and agree to this Agreement and will continue and remain in full force and effect until the date on which either Party terminates your Membership or this Agreement in accordance with this Agreement (the “Term”).

15.2 Termination by You. You may terminate this Agreement at any time by providing notice of such termination to the Company. The first fifteen (15) days of your Membership is a trial period, during which you may terminate this Agreement and your Membership at any time for convenience and without reason, penalty, or liability by providing notice of such termination to the Company.

15.3 Termination by the Company. Without prejudice to the enforSMSent of any other legal right or remedy that the Company may have pursuant to this Agreement or at law or equity, the Company may terminate this Agreement and/or any rights or licenses granted hereunder or in connection herewith (including the License) and/or your access to the Website (in whole or in part):

at any time without reason or liability and for convenience upon seven (7) days’ prior written notice to you; and
immediately and without notice if: (a) an Event of Default occurs; (b) the Company has reason to believe that you are not authorized to act for and on behalf of or legally bind the Person you purport to represent; or (c) the Company believes in good faith that such termination is reasonably necessary to protect the personal safety or property of the Company, of any Member, or of any other Person.

15.4 Effect of Termination. If this Agreement is terminated by either Party, or if you cancel your Member Account, or if the Company terminates, cancels, suspends, or restricts your access to the Website or your Member Account, you will not be entitled to a restoration of your Member Account or any of Your Content, you may not be able to register a new Member Account or access or use the Website, and any and all Matches you made (and any and all licenses constituted thereby or granted in connection therewith) will be automatically cancelled and you may not be eligible for or entitled to a refund of any Fees or other amounts payable pursuant hereto.

15.5 Survival of Covenants. Notwithstanding the termination of this Agreement for any reason whatsoever, the covenants set out in ARTICLE 1 (Interpretation), Section 2.5 (Short Message/Messaging Service (SMS)), ARTICLE 4 (Restrictions on Access and Use of Website), ARTICLE 7 (Ownership), ARTICLE 8 (Representations and Warranties), ARTICLE 9 (Exclusion of Warranties and Disclaimers), ARTICLE 11 (Indemnity), ARTICLE 12 (Limitation of Liability), ARTICLE 13 (Claims and Complaints), ARTICLE 14 (Events of Default and Remedies), ARTICLE 15 (Term and Termination), ARTICLE 16 (General), and any other terms and conditions of this Agreement necessary for the proper interpretation of this Agreement will survive any such termination.

ARTICLE 16 – GENERAL

16.1 Force Majeure. Any delay or failure of the Company to perform its obligations pursuant to this Agreement will be excused if the delay or failure is caused by a Force Majeure Event, provided that the Company gives you notice of delay (including anticipated duration of the delay) within ten (10) days of the Company becoming aware of such Force Majeure Event.

16.2 Notices. Unless and only to the extent otherwise specified by the Company, any notices or other communications permitted or required pursuant to this Agreement will be provided electronically and given:

by the Company to you via email to the email address in your Member Account; and
by you to the Company via email to info@acquisitionwisellc.com or via the “Contact Us” page of the Website.

Such notice will be deemed to be delivered and received (in the absence of evidence of prior receipt) on the earlier of (a) the date that the sending Party receives an email from the receiving Party acknowledging receipt (provided that an automatic “read receipt” does not constitute acknowledgment for the purposes of such notice) and (b) the next business day following the date of transmission.

16.3 Assignment. Neither this Agreement nor any of the rights or obligations pursuant hereto may be assigned, transferred, or delegated by you without the prior written consent of the Company. The Company may without restriction assign, transfer, or delegate this Agreement and any rights and obligations hereunder, at its sole discretion, to any Person without notice to you.

16.4 Modifications. The Company reserves the right (in its sole discretion) to amend, restate, replace, supplement, or otherwise modify this Agreement at any time and from time to time. You should review this Agreement regularly for any such amendments, restatements, replaSMSents, supplements, or modifications. By accessing or using the Website (or any portion thereof) after any such amendments, restatements, replaSMSents, supplements, or modifications, you agree to be bound by, and comply with, this Agreement, as so amended, restated, replaced, supplemented, or modified. If any such amendment, restatement, replaSMSent, supplement, or modification is not acceptable to you, you must immediately cease accessing and using the Website.

16.5 Waiver. The waiver by the Company of a breach or default of any provision of this Agreement by you, or any delay or omission on the part of the Company to exercise or avail itself of any of its rights, remedies, powers, or privileges, will not be effective unless in writing, and will not be construed as a waiver of any succeeding breach of the same or any other provision of this Agreement.

16.6 Severability. If any part or provision of these Terms is held to be unlawful, void, or unenforceable, by a court of competent jurisdiction that part or provision will be severed and the remaining provisions contained in these Terms remain in full force and effect, so long as the essential provisions of these Terms for each party remain legal and enforceable.

16.7 Inurement. This Agreement will ensure to the benefit of and be binding upon each of the Parties and their respective successors and permitted assigns.

16.8 Relationship. Nothing in this Agreement or your use of the Website will be deemed to constitute either Party as an agent, representative, or employee of the other party or both Parties as joint venturers nor partners for any purpose.

16.9 No Third-Party Rights. This Agreement does not and is not intended to confer any rights or remedies upon any Person other than the Parties.

16.10 Governing Law. The interpretation, validity, effect, and enforcement of this Agreement, and any and all disputes arising out of or in connection with this Agreement, or in respect of any legal relationship associated with or derived from this Agreement, will be governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein without giving effect to any principles of conflicts of law. For greater certainty, the foregoing laws apply to the access and use of the Website (in whole or in part) by you, notwithstanding your domicile, residency, or physical location, or the location of any Company office, or of any Member or any Representative of the Company, or of any Member with whom you may communicate or deal, or of the Member Services of any other Member. The United Nations Convention on Contracts for the International Sale of Goods (CISG), or any similar or successor convention or law, will not be applied to this Agreement or any transactions conducted pursuant to the Website. The Website is intended for use only in jurisdictions where it may be lawfully provided for use.

16.11 Forum. You hereby unconditionally and irrevocably consent and agree to submit to the exclusive jurisdiction of the courts of the Province of Ontario in the City of Toronto in any action or proceeding involving or in connection with the Website or this Agreement, and waive any objection relating to improper venue or forum non convenience to the conduct of any proceeding in any such court.

16.12 Jury Trial Waiver. You acknowledge and agree that, to the maximum extent permitted by Applicable Law, you waive the right to a trial by jury in respect of any and all disputes arising from or in connection with the Website or this Agreement.

16.13 No Class Actions or Representative Proceedings. You acknowledge and agree that, to the maximum extent permitted by Applicable Law, you waive the right to participate as a plaintiff or class member in any purported class action lawsuit, class-wide arbitration, private attorney general action, or any other representative proceeding in respect of any and all disputes arising from or in connection with this Agreement or the Website. Unless and only to the extent otherwise expressly agreed to in writing by the Company, the adjudicator of any dispute may not consolidate more than one party’s claims and may not otherwise preside over any form of any class or representative proceeding.

16.14 Admissibility. A printed version of this Agreement and of any notice given in electronic form will be admissible in judicial or arbitral proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

16.15 Contact Us. If you have any questions regarding this Agreement, please contact us via email to info@acquisitionwisellc.com or via the “Contact Us” page of the Website.