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Terms & Condition

Effective: October 2022 OfftheGrid TERMS OF USE These Terms of Use (these “Terms”) are a binding contract between you and OfftheGrid. (hereafter “we”, “us”, “our”, “Company”, or “OfftheGrid”). The Terms apply to your access to, and your use of our OfftheGrid Services (“Services”), or our OfftheGrid Mobile Application called “OfftheGrid” (“App”) and other online products or services that link to these Terms (collectively, the “Services”) through our Services or App. Please read the Terms of Use carefully before you start to use the Services. By using the Services, you accept and agree to be bound and abide by these Terms of Use and our Privacy Policy incorporated herein by reference (“Privacy Policy“) available at ___________. If you do not want to agree to these Terms of Use or the Privacy Policy, you must not access or use the Services. This Privacy Policy ("Policy") lets you know how OfftheGrid (“OfftheGrid,” “We, “Our” “Us”) collects and uses your Personal Information, how you can control its use, and describes our practices regarding information collected from our website, computer, mobile or software applications, and social media pages and HTML-formatted e-mail messages (collectively, the "Services"). These Terms provide that all disputes between you and Company will be resolved by BINDING ARBITRATION. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT TO ASSERT OR DEFEND YOUR RIGHTS UNDER THIS CONTRACT (except for matters that may be taken to small claims court). Your rights will be determined by a NEUTRAL ARBITRATOR and NOT A JUDGE OR JURY and your claims cannot be brought as a class action. Please review the Sections below entitled “Applicable Law and Disputes” for the details regarding your agreement to arbitrate any disputes with the Company. You may be subject to additional terms and conditions specified by us from time to time; your use of the Services is subject to those additional terms and conditions, which are incorporated into these Terms of Use by this reference. These Terms of Use apply to all users of the Services, including, without limitation, users who are contributors of content, information, and other materials or services, registered or otherwise. We reserve the right to change these Terms of Use at any time without notice to you by posting changes on the (the “Services”) or by updating the Services to incorporate the new terms of use. You are responsible for regularly reviewing information posted online to obtain timely notice of such changes. Your continued use of the App and Services after changes are posted constitutes your acceptance of the amended Terms of Use. All references to "you" or "your," as applicable, mean the person who accesses, uses, and/or participates in the Services in any manner, whether a user, third party, Business or an individual viewing our website or using the Services and each of your heirs, assigns, and successors. If you use the Services on behalf of an entity, you represent and warrant that you have the authority to bind that entity, your acceptance of the Terms will be deemed an acceptance by that entity, and "you" and "your" herein shall refer to that entity, its directors, officers, employees, and agents. You are solely responsible for all of your interactions with all Users, third-parties or businesses that you contact, or that contact you. Be advised that there are risks, including but not limited to the risk of physical harm, robbery, or assault that could occur when dealing with strangers, including persons who may be acting under false pretenses or pretending that they are a Business. Please use caution with regard to the information you elect to share as part of your User Profile or in any communication you engage in with a prospective Business through the Services. You should only list the contact information that you are comfortable disclosing to Business and other Users of the Services. BE ADVISED THAT OFFTHEGRID HAS NO DUTY TO PERFORM AND SHALL NOT PERFORM ANY CRIMINAL BACKGROUND CHECKS, CRIMINAL RECORD CHECKS OR SEX OFFENDER CHECKS PERTAINING TO ANY USERS, CUSTOMERS OR BUSINESSES THAT MIGHT USE THE SERVICES. BE FURTHER ADVISED THAT OFFTHEGRID SHALL NOT REQUIRE ANY BUSINESS TO PROVIDE PROOF OF LICENSING IN THE STATE THAT THEY DO BUSINESS IN AND OFFTHEGRID SHALL NOT REQUIRE BUSINESSES TO PROVIDE PROOF OF INSURANCE. OFFTHEGRID MAY PERFORM CHECKS TO DETERMINE THAT BUSINESSES ARE REGISTERED IN THE STATE IN WHICH THE COMPANY IS BEING LISTED IN. NO ENDORSEMENT OfftheGrid does not endorse any users, businesses or any Services offered by any third parties such as advertisers on the Services, and OfftheGrid is not a party to any agreements between or among users, advertisers, businesses, or third parties. No agency, partnership, joint venture, or employment is created as a result of the Terms or any user's or business' use of any part of the Services. Neither OfftheGrid nor any user of the Services may direct or control the day-to-day activities of the other, or create or assume any obligation on behalf of the other. Users are required by these Terms to provide accurate information, and although OfftheGrid may undertake additional checks and processes designed to help verify or check the identities or backgrounds of users, we do not make any representations about, confirm, or endorse any user or their purported identity or background, regardless of the specific OfftheGrid services they are using or any involvement by OfftheGrid personnel in providing services. Recitals A. OfftheGrid is the owner of a certain proprietary mobile application platform entitled, “OfftheGrid” (the “App” or “Services”) where travelers (“users”) can get new ideas for places in the world they might want to go visit and meet other travelers along the way that share similar interests B. “User(s)” shall mean any person or individual including travelers or third parties, including businesses offering services via advertisements by means of the Services. C. While using the App, Business is prohibited from contacting any User under the age of 18. D. We may offer various virtual goods and Services (all of which we call "Coins") that you can purchase and use through the Services. You don't own these Products; instead you buy a limited revocable license to use them. You'll always be shown the price for Products before you complete a purchase. 1. Who Can Use the Services No one under 18 is allowed to create an account or use the Services. We may offer additional Services with additional terms that may require you to be even older to use them. So please read all terms carefully. If you are under age 18, you may not, under any circumstances or for any reason, use the Services. We may, in our sole discretion, refuse to offer the Services to any person or entity and change its eligibility criteria at any time. You are solely responsible for ensuring that these Terms of Use are in compliance with all laws, rules and regulations applicable to you and the right to access the Services is revoked where these Terms of Use or use of the Services is prohibited or to the extent offering, sale or provision of the Services conflicts with any applicable law, rule or regulation. Further, the Services are offered only for your use, and not for the use or benefit of any third party. By using the Services, you state that: You can form a binding contract with OfftheGrid; You are not a person who is barred from receiving the Services under the laws of the United States or any other applicable jurisdiction–meaning that you do not appear on the U.S. Treasury Department's list of Specially Designated Nationals or face any other similar prohibition; You will comply with these Terms and all applicable local, state, national, and international laws, rules, and regulations; You are age 18 or older. If you are using the Services on behalf of a business or some other entity, you state that you are authorized to grant all licenses set forth in these Terms and to these Terms on behalf of the business or entity. 2. Things we are not responsible for 2.1 We and our subsidiaries, affiliates, officers, employees, agents, partners, licensors, and suppliers make no warranty that: (a) the Services will meet your requirements; (b) the Services will be uninterrupted, secure, or error-free; (c) the quality of any products, Services, information or other material purchased or obtained by you through the Services will meet your expectations; or (d) any errors in the Services will be corrected. 2.2 OfftheGrid does not pre-screen users or the content, materials or information provided by users. Moreover, OfftheGrid cannot guarantee the true identity of a user. 2.3 We do not take responsibility for and have no liability in respect of any failure to perform, or delay in performance of, any of our obligations under these Terms to the extent it is caused by any act or event beyond our reasonable control, including failure of public or private telecommunications networks. In such situations our obligations under these Terms will be suspended and the time for performance of our obligations will be extended for the duration of the situation and we will use our reasonable endeavors to find a solution by which our obligations under these Terms may be performed despite the situation. 2.5 OfftheGrid Is Not Liable for Materials or Content Offered By Other Users of the Services. 3. Registration. To sign up for the Services, we may require you to register for an Account on the Services (an "Account") or log in via Facebook Connect, Twitter or another authentication mechanism (a “Third Party Account”). You must provide accurate and complete information and keep your Account information updated. If you provide any information that is inaccurate, not current or incomplete, or Company has reasonable grounds to suspect that such information is inaccurate, we may, disqualify you from collecting and/or redeeming rewards, and/or terminate your Account, at our sole discretion. There are no sign up, cancellation or registration fees. You shall not: (i) select or use as a username a name of another person with the intent to impersonate that person; (ii) use as a username a name subject to any rights of a person other than you without appropriate authorization; or (iii) use, as a username, a name that is otherwise offensive, vulgar or obscene. You are solely responsible for the activity that occurs on your Account, and for keeping your Account password and login credentials secure. You may never use another person’s user Account or registration information for the Services without permission. You must notify us immediately of any change in your eligibility to use the Services (including any changes to or revocation of any licenses from state authorities), breach of security or unauthorized use of your Account. You should never publish, distribute or post login information for your Account. You shall have the ability to delete your Account, either directly or through a request made to one of our employees or affiliates. You may establish, maintain, use and control only one Account on the Services. Each Account on the Services may only be owned, maintained, used and controlled by one individual. For avoidance of doubt, users may not "co-own" accounts on the Services. In the event We determine that you have opened, maintained, used or controlled more than one Account, in addition to any other rights that We may have, We reserve the right to suspend or terminate any or all of your accounts. 4. How to Use the Services Users can "connect" with and send unlimited messages to three users on the trips tab for free. Unless users pay for app coins or watch videos as explained below, a user is limited to connecting and messaging with just three other users per day. Users can message three different users each day from the day before. On the fourth attempt by a User to connect with another user (the “additional connect”) it will cost the user 50 in app coins which can be earned by swiping on photos, watching ads, or purchasing the coins directly ($.99=100coins $1.99=300 $4.99=600 coins). Viewing a 1-30 second video ad will only earn you 25 coins which is not enough to connect with an additional user. If you pay $4.99 you will receive 600 coins which permits you to connect with 12 users daily. 5. Rights We Grant You OfftheGrid grants you a personal, worldwide, royalty-free, non-assignable, nonexclusive, revocable, and non-sub licensable license to access and use the Services. This license is for the sole purpose of letting you use and enjoy the Services’ benefits in a way that these Terms allow. Any software that we provide you may automatically download and install upgrades, updates, or other new features. You may be able to adjust these automatic downloads through your device's settings. You may not copy, modify, distribute, sell, or lease any part of our Services, nor may you reverse engineer or attempt to extract the source code of that software, unless applicable laws prohibit these restrictions or you have our written permission to do so. 6. Accessing the Services and Account Security We reserve the right to withdraw or amend the Services, and any service or material we provide on the Services, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Services is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Services, or the entire Services, to users, including registered users. You are responsible for Making all arrangements necessary for you to have access to the Services. Ensuring that all persons who access the Services through your internet connection are aware of these Terms of Use and comply with them. To access the Services or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Services that all the information you provide on the Services is correct, current, and complete. You agree that all information you provide to register with this Services or otherwise, including but not limited to through the use of any interactive features on the Services, is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy. We may, without notice to you, at any time, revise these Terms of Use and any other information contained in the Services. We may also make improvements or changes in the products or programs described in the Services at any time without notice. 7. Disclaimer From time to time, the Services may contain technical inaccuracies or typographical errors, and we do not warrant the accuracy of any posted information. Please confirm you are using the most up-to-date pages on the Services, and confirm the accuracy and completeness of information before using it to make decisions relating to the Services or products, or other matters described in the Services. If any term in this Terms of Use is found by competent judicial authority to be unenforceable in any respect, the validity of the remainder of this Terms of Use will be unaffected, provided that such unenforceability does not materially affect the parties’ rights under this Terms of Use. 8. Rights You Grant Us Some of our Services let you create, upload, post, send, receive, and store content. When you do that, you retain whatever ownership rights in that content you had to begin with. But you grant us a license to use that content. How broad that license is depends on which Services you use and the Settings you have selected. You also grant OfftheGrid a worldwide, royalty-free, sub licensable, and transferable license to host, store, use, display, reproduce, modify, adapt, edit, publish, and distribute that content. This license is for the limited purpose of operating, developing, providing, promoting, and improving the Services and researching and developing new ones. In addition to the rights you grant us in connection with the Services, you also grant us a perpetual license to create derivative works from, promote, exhibit, broadcast, syndicate, publicly perform, and publicly display content submitted to OfftheGrid in any form and in any and all media or distribution methods (now known or later developed). To the extent it's necessary, you also grant OfftheGrid and our business partners the unrestricted, worldwide, perpetual right and license to use your name, likeness, and voice solely in any form and in any and all media or distribution methods (now known or later developed). This means, among other things, that you will not be entitled to any compensation from OfftheGrid or our business partners if your name, likeness, or voice is conveyed through the Services. While we're not required to do so, we may access, review, screen, and delete your content at any time and for any reason, including if we think your content violates these Terms. You alone though remain responsible for the content you create, upload, post, send, or store through the Services. The Services may contain advertisements. In consideration for OfftheGrid letting you access and use the Services, you agree that OfftheGrid, its affiliates, and third-party partners may place advertising on the Services. We always love to hear from our users. But if you volunteer feedback or suggestions, just know that we can use your ideas without compensating you. 9. The Content of Others Much of the content (“content”) on the Services is produced by users and other third parties such as advertisers (“third party content”) and may contain content or materials (“materials”) from publishers or other Users. Whether that content is posted publicly or sent privately, the content is the sole responsibility of the person or organization that submitted it. Although OfftheGrid reserves the right to review all content that appears on the Services and to remove any content that violates these Terms, we do not necessarily review all of it. So we cannot—and do not—take responsibility for any content that others provide through the Services. Any opinions, advice, statement, Services, offers, or other information or content expressed or made available by Users and third parties or any other user of the Services, are those of the respective author(s) or distributor(s) and not of the Company. You are responsible for your use of the Services and for any Content you provide, including compliance with applicable laws, rules, and regulations. As such, you should only provide Content that you are comfortable sharing with others. Any use or reliance on any Content or materials posted via the Services or obtained by you through the Services is at your own risk. We do not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or communications posted via the Services or endorse any opinions expressed via the Services. You understand that by using the Services, you may be exposed to Content that might be offensive, harmful, inaccurate or otherwise inappropriate, or in some cases, postings that have been mislabeled or are otherwise deceptive. All Content is the sole responsibility of the person who originated such Content. We may not monitor or control the Content posted via the Services and, we cannot take responsibility for such Content. You agree that OfftheGrid is not responsible for the accessibility or unavailability of any Services offered by a third party business via any content posted on the Services or for your interactions and dealings with all such businesses, waive the right to bring or assert any claim against OfftheGrid relating to any interactions or dealings with any Business and release OfftheGrid from any and all liability for or relating to any interactions or dealings with Businesses. Without limiting the foregoing, your correspondence or business dealings with, consumption of products or services of, or participation in promotions of, third parties or Businesses found on or through the use of the Services, including payment for and delivery or fulfillment of related goods or services, and any other terms, conditions, warranties, or representations associated with such dealings, are solely between you and such third party. You agree that OfftheGrid shall not be responsible or liable, directly or indirectly, for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such third parties or Businesses on the OfftheGrid Services. We will respond to notices of alleged copyright infringement that comply with applicable law and are properly provided to us, as described in our Copyright policy. Through these Terms, we make clear that we do not want the Services put to bad uses. But because we do not review all content, we cannot guarantee that content on the Services will always conform to our Terms. You may be able to post User Content. You must not post any User Content that is threatening, abusive, unlawful, fraudulent, discriminatory, libelous, defamatory, obscene or otherwise objectionable, or that contains ethnic, sexual, racial or other discriminating slurs. You must also not post any User Content that contains proprietary information, trade secrets, confidential information, solicitations, advertisements, chain letters, pyramid schemes, investment opportunities, or other unsolicited commercial communication (except as otherwise expressly permitted by us in writing), or encourages or causes spamming or flooding. You are prohibited from posting any User Content containing state, government or federal identification information or numbers (whether your own or of another person), such as national identification number, social security number, passport number, insurance number, driver’s license number, immigration number, or any other similar number, code, or identifier. Posting such identification information could possibly cause identity theft. The Company may remove any such identification information, but we are under no obligation to do so and have no responsibility and disclaim all liability or damages for any user posting of such identification information. The Company reserves the right to disclose all User Content and other relevant or related information, and the circumstances surrounding their transmission, to any third party in connection with operating the Services; to protect itself, its affiliates, its partners and its users or visitors; and to comply with legal obligations or governmental requests. What this means is that we may honor law enforcement or court-mandated requests such as subpoenas or search warrants to reveal a user’s electronic address and identity, or other properly requested information. Although we have no obligation to do so, we may monitor User Content, and reserve the right to delete any User Content or portion thereof that, that in the Company’s sole discretion, violates the above rules, including any User Content that is unrelated to the specific area of the Services on which it is posted, or that is an advertisement, or other commercial message, or that the Company determines in its sole discretion to be inappropriate. If you believe that any User Content violates this Agreement or our policies, please contact us immediately so that we may have the opportunity to consider whether to remove the content or not. Just so there is no ambiguity in these terms and conditions, the Company does not have any obligation to remove any User Content, and whether User Content is deemed to be inappropriate or violates any Company policy will always remain within the sole discretion of the Company. Please take note of the following: Section 230 of the U.S. Communications Decency Act provides that: (1) Treatment of publisher or speaker No provider or user of an interactive computer service shall be treated as the publisher or speaker of any information provided by another information content provider. (2) Civil liability No provider or user of an interactive computer service shall be held liable on account of- (A) any action voluntarily taken in good faith to restrict access to or availability of material that the provider or user considers to be obscene, lewd, lascivious, filthy, excessively violent, harassing, or otherwise objectionable, whether or not such material is constitutionally protected; or (B) any action taken to enable or make available to information content providers or others the technical means to restrict access to material described in paragraph (1). 10. License to User Content and Feedback You retain your rights to any Content you submit, post or display on or through the Services. What’s yours is yours — you own your Content (and your photos and videos are part of the Content). By submitting, posting or displaying Content on or through the Services, you grant us a worldwide, non-exclusive, royalty-free license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, publish, transmit, display and distribute such Content in any and all media or distribution methods (now known or later developed). This license authorizes us to make your Content available to the rest of the world and to let others do the same. You agree that this license includes the right for OfftheGrid to provide, promote, and improve the Services and to make Content submitted to or through the Services available to other companies, organizations or individuals for the syndication, broadcast, distribution, promotion or publication of such Content on other media and websites, subject to our terms and conditions for such Content use. Such additional uses by OfftheGrid, or other companies, organizations or individuals, may be made with no compensation paid to you with respect to the Content that you submit, post, transmit or otherwise make available through the Services. You represent and warrant that you have all the rights, power and authority necessary to grant the rights granted herein to any Content that you submit. Only to the extent as permitted by law, if you post content or submit material to the Company, including photographs or material you grant Us a nonexclusive, worldwide, perpetual, (revocable only as described below), fully paid, royalty-free, sublicensable right and license to use, sell, make, sublicense, reproduce, distribute, perform, display, prepare derivative works from and otherwise exploit all such content and materials for the purpose of publishing material on the Company’s Services or its publisher partners, maintaining the Company Services and promoting the Company without restriction. You further grant to the Company, its affiliates, and sublicensees the right to use your user name, user name, and/or trademarks and logos in connection with any such User Content or Company marketing materials or content that we might publish or display on the Services. As a user of the Services, you represent, warrant and acknowledge that: (i) you own the User Content that you submit, display, post or otherwise make available on or through the Services, or that you otherwise have the right to grant the license set forth in this section, (ii) that all such User Content, and its submission, display, posting or availability on or through the Services does not violate any applicable law or the privacy rights, publicity rights, copyrights, contract rights, intellectual property rights or any other rights of any person or entity, and (iii) such submission, posting, display or availability on or through the Services does not result in or cause any breach of contract between you and any third party. You further agree to pay for all royalties, fees, damages, and any other monies of any kind owed to any person or entity by reason of such User Content. You agree to defend, indemnify and hold harmless the Company and its affiliates and sublicensees from all claims of any kind resulting from any such User Content. If you desire to request to revoke the license granted by you in this Section for any such User Content, you must send a certified letter of request to 440 N. Barranca Avenue, #9076, Covina, CA 91723 with a copy of your passport or national identity card (for identity verification purposes) and request removal of such User Content. Your certified letter of request to remove such User Content must include (a) your name, address, telephone number, and email address; (b) the signature of the applicable rights holder for such User Content or a person authorized to act on behalf of the rights holder; (c) identification of the User Content for which the license is to be revoked, and please provide all necessary information reasonably sufficient to allow the Company to locate and remove such User Content on the Services; (d) a written statement certifying that you have a good faith belief that you are the rights holder or authorized by the rights holder to revoke the license for the designated User Content; and (e) a statement that the information in the request to remove the user content is accurate, and under penalty of perjury, that you are the rights holder or are authorized to act on behalf of the rights holder with respect to such User Content that you desire to be removed from the Services. Only if you desire to do so voluntarily, you may offer feedback to the Company about the functionality and performance of the Services, including, without limitation, identifying ways to modify the Services, potential errors, making improvements, fixing bugs, or enhancements (“Feedback”). By providing Feedback, you hereby grant to the Company a nonexclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable right and license to use, sell, make sublicense, reproduce, perform, distribute, display, prepare derivative works from and otherwise exploit all such Feedback for any purpose without restriction. You agree that the Company may disclose any or all Feedback to any third party in any manner, and you agree that the Company may sublicense any or all Feedback in any form to any third party without restriction. By providing any Feedback, you agree that your provision of such Feedback is unsolicited, gratuitous and without restriction, and will not put the Company under any confidentiality, fiduciary, or other any obligation, and that the Company is free to use such Feedback without any additional compensation to you, and that we are free to disclose such Feedback on a non-confidential basis or otherwise to anyone. You further acknowledge that, by accepting any Feedback, we do not waive any rights to use similar or related ideas previously known to the Company, or developed or created by its employees, or derived from sources other than you. 11. Confidential information The Company does not want to receive confidential or proprietary information from you through our Services. Please note that any information or material sent to the Company will be deemed NOT to be confidential. By sending the Company any information or material, you grant the Company an unrestricted, irrevocable license to copy, reproduce, publish, upload, post, transmit, distribute, publicly display, perform, modify, create derivative works from, and otherwise freely use, those materials or information. You also agree that the Company is free to use any ideas, concepts, know-how, or techniques that you send us for any purpose. However, we will not release your name or otherwise publicize the fact that you submitted materials or other information to us unless: (a) we obtain your permission to use your name; or (b) we first notify you that the materials or other information you submit to a particular part of this Services will be published or otherwise used with your name on it; or (c) we are required to do so by law. Personally-identifiable information that you submit to the Company for the purpose of receiving products or Services will be handled in accordance with our privacy policies. Please see the tab entitled “Privacy” for information regarding the Company’s privacy policies. 12. Privacy Your privacy matters to us. You can learn how we handle your information when you use our Services by reading our privacy policy _______. We encourage you to give the privacy policy a careful look because, by using our Services, you agree that OfftheGrid can collect, use, and transfer your information consistent with that policy. 13. Global availability Information the Company publishes on the Internet may contain references or cross references to the Company’s products, programs and Services that are not announced or available in your country. Such references do not imply that the Company intends to announce or make available such products, programs, or Services in your country. 14. Links to Third Party Websites The Services may contain links to other websites (“Linked Services(s)” or “third party Services”). The Linked Services are not under the control of Company and Company is not responsible for the contents of any Linked Services, including without limitation any link contained in a Linked Services, or any changes or updates to a Linked Services. Company is not responsible for webcasting or any other form of transmission received from any Linked Services. Company is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by Company of the Linked Services or any association with its operators. IN NO EVENT SHALL THE COMPANY OR ITS AFFILIATES BE LIABLE FOR ANY DAMAGES SUFFERED BY A USER (WHETHER CONSEQUENTIAL, DIRECT, INCIDENTAL, EXEMPLARY, INDIRECT, PUNITIVE, SPECIAL OR OTHERWISE) ARISING OUT OF, OR IN ANY WAY CONNECTED WITH, ANY LINKED SERVICES OR THIRD PARTY SERVICES OR RELATED SERVICES, REGARDLESS OF WHETHER SUCH DAMAGES ARE BASED ON CONTRACT, STRICT LIABILITY, TORT OR OTHER THEORIES OF LIABILITY, AND ALSO REGARDLESS OF WHETHER OFFTHEGRID WAS GIVEN ACTUAL OR CONSTRUCTIVE NOTICE THAT SUCH DAMAGES WERE POSSIBLE. 15. Linking to the Services The Company consents only to links to the Services in which the link and the pages that are activated by the link do not: (a) create frames around any page on the Services or use other techniques that alter in any way the visual presentation or appearance of any content within the Services; (b) misrepresent your relationship with the Company; (c) imply that the Company approves or endorses you, your Web Services, or your service or product offerings; and (d) present false or misleading impressions about the Company or otherwise damage the goodwill associated with the Company name or trademarks. As a further condition to being permitted to link to the Services, you agree that the Company may at any time, in its sole discretion, terminate permission to link to the Services. In such event, you agree to immediately remove all links to the Services and to cease any related use of the Company trademarks. 16. Acts Against the Services You shall not attempt or engage in potentially harmful acts that are directed against the Services including, without limitation, any one or more of the following: (a) Using the Services in contravention of any other agreement to which you are a party, including without limitation any employment agreement to which you may be a party; (b) causing, allowing, or assisting any other person to impersonate you; (c) sharing your password or login with any other person; (d) logging onto a server or Account that you are not authorized to access; (e) creating more than one account, forging user names, manipulating identifiers, or otherwise impersonating any other person or misrepresenting your identity or affiliation with any person or entity; (f) posting content that contains pornography, graphic violence, threats, hate speech, or incitements to violence; (g) collecting points without physically being inside of an Establishment; (h) violating or attempting to violate any security features of the Services; (i) emulating or faking usage of the Services; (j) using manual or automated software, devices, scripts, robots, or other means or processes to access, “scrape,” “crawl,” or “spider” any pages contained in the Services; (k) introducing viruses, worms, software, Trojan horses, or other similar harmful code into the Services; (l) interfering or attempting to interfere with the use of the Services by any other user, host, or network, including without limitation by means of submitting a virus, overloading, “flooding,” “spamming,” “mail bombing,” “pinging,” or “crashing” the Services; (m) causing, allowing or assisting machines, bots, or automated Services to access or use the Services without the express written permission of OfftheGrid; (n) tampering with the operation, functionality, or the security of the Services; (o) attempting to override or circumvent any security or usage rules embedded into the Services that permit digital materials to be protected; (p) attempting to probe, scan, or test the vulnerability of the Services, or any associated system or network, or breach any security or authentication measures; (q) misusing, tricking, disrupting, or otherwise interfering with the functioning of the Services; (r) harvesting or collecting email addresses or other contact information of other users or clients from the Services by electronic or other means; (s) reverse engineering, decompiling, disassembling, deciphering, or otherwise attempting to derive the source code for any underlying intellectual property used to provide the Services; (t) engaging in “framing,” “mirroring,” or otherwise simulating the appearance or function of the Services; (u) forging any TCP/IP packet header or any part of the header information in any e-mail or newsgroup posting; (v) deep-linking to any portion of this Services without our express written permission; (w) acting illegally or maliciously against the business interests or reputation of OfftheGrid or the Merchants promoted via the Services; (x) hyperlinking to the Services from any other Services without our initial and ongoing consent; (y) using the Services or any of its contents to advertise or solicit, for any other commercial, political or religious purpose, or to compete, directly or indirectly with OfftheGrid; (z) reselling or repurposing your access to the Services or any purchases made through the Services; or (zi) using the Services or any of its resources to solicit other users of the Services, or other business partners of OfftheGrid to become users or partners of other online or offline Services directly or indirectly competitive or potentially competitive with OfftheGrid, including without limitation, aggregating current or previously offered coupons or deals. Violations of system or network security may result in civil or criminal liability. You agree that it is your responsibility to install anti-virus software and related protections against viruses, Trojan horses, worms, time bombs, cancelbots, or other computer programming routines or engines that are intended to damage, destroy, disrupt, or otherwise impair a computer’s functionality or operation. 17. Respecting Other People's Rights OfftheGrid respects the rights of others. And so should you. You therefore may not upload, post, send, or store content that: violates or infringes someone else's rights of publicity, privacy, copyright, trademark, or other intellectual-property right; bullies, harasses, or intimidates; promotes or encourages self-injury which includes but is not limited to suicide, eating disorders, cutting, burning or scratching; promotes or advertises the sale of drugs, firearms, explosives or anything illegal; contains pornography, nudity, graphic violence, threats, hate speech, or incitements to violence; discriminates in anyway including race, skin color, national origin, gender, disability, religion or age; defames; or spams or solicits OfftheGrid's users. You must also respect other's rights. These Terms do not grant you any right to: use branding, logos, designs, photographs, videos, or any other materials used in our Services; copy, archive, download, upload, distribute, syndicate, broadcast, perform, display, make available, or otherwise use any portion of the Services or the content on the Services except as set forth in these Terms; use the Services or any content on the Services for any commercial purposes without our consent. In short: You may not use the Services or the content on the Services in ways that are not authorized by these Terms. Nor may you help or enable anyone else in doing so. 18. Respecting Copyright We honor the requirements set forth in the Digital Millennium Copyright Act. We therefore take reasonable steps to expeditiously remove from our Services any infringing material that we become aware of. And if the Company becomes aware that one of its users has repeatedly infringed copyrights, we will take reasonable steps within our power to terminate the user's account. We make it easy for you to report suspected copyright infringement. If you believe that anything on the Services infringes a copyright that you own or control, please contact Us. OfftheGrid Attn: Copyright Agent _____________. If you file a notice by mail with Us, it must comply with the requirements set forth at 17 U.S.C. § 512(c)(3). That means the notice must: contain the physical or electronic signature of a person authorized to act on behalf of the copyright owner; identify the copyrighted work claimed to have been infringed; identify the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed, or access to which is to be disabled, and information reasonably sufficient to let us locate the material; provide your contact information, including your address, telephone number, and an email address; provide a personal statement that you have a good-faith belief that the use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and provide a statement that the information in the notification is accurate and, under penalty of perjury, that you are authorized to act on behalf of the copyright owner. 19. Intellectual property rights You acknowledge that all intellectual property rights contained in the Services, and the Documents anywhere in the world belong to OfftheGrid or our licensors, that rights in them are licensed (not sold) to you, and that you have no rights in, or to, the Services or the Documents other than the right to use each of them in accordance with these Terms. 20. Trademark Information You agree that all of OfftheGrid’s trademarks, trade names, service marks, and other logos and brand features that are displayed via the Services (collectively, the “Marks”) are trademarks and the property of OfftheGrid. You agree not to display or use Our Marks in any manner without Our prior permission. Sponsor and third party Services trademarks are the property of the respective Sponsors and third parties. The display of any Sponsor or third parties trademarks via the Services does not necessarily mean that OfftheGrid has an affiliation with these entities. 21. TERMINATION We may terminate your access to all or any part of the Services at any time, with or without cause, with or without notice, effective immediately, which may result in the forfeiture and destruction of all information associated with your Usership. OfftheGrid will terminate a user’s access to the Services if the User is determined to have misused the Services in any manner or have acted in an abusive manner to any other Users. We also care about your safety while using our Services. So do not use our Services in a way that would distract you from obeying traffic or safety laws. If you wish to terminate your Account, you may do so by following the instructions on the Services or through the Services. All provisions of these Terms of Service which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability. 22. Safety We try hard to keep our Services a safe place for all users. But we can't guarantee it. That's where you come in. By using the Services, you agree that: You will not use the Services for any purpose that is illegal or prohibited in these Terms. You will not use any robot, spider, crawler, scraper, or other automated means or interface to access the Services or extract other user's information. You will not use or develop any third-party applications that interact with the Services or other users' content or information without our written consent. You will not use the Services in a way that could interfere with, disrupt, negatively affect, or inhibit other users from fully enjoying the Services, or that could damage, disable, overburden, or impair the functioning of the Services. You will not use or attempt to use another user's account, username, or password without their permission. You will not solicit login credentials from another user. You will not post content that contains pornography, graphic violence, threats, hate speech, or incitements to violence. You will not upload viruses or other malicious code or otherwise compromise the security of the Services. You will not attempt to circumvent any content-filtering techniques we employ, or attempt to access areas or features of the Services that you are not authorized to access. You will not probe, scan, or test the vulnerability of our Services or any system or network. You will not encourage or promote any activity that violates these Terms. 23. Your Account You are responsible for any activity that occurs in your account. So it's important that you keep your account secure. One way to do that is to select a strong password that you don't use for any other account. By using the Services, you agree that, in addition to exercising common sense: You will not create more than one account for yourself. You will not create another account if we have already disabled your account, unless you have our written permission to do so. You will not buy, sell, rent, or lease access to your account without our written permission. You will not share your password. You will not log in or attempt to access the Services through unauthorized third-party applications or clients. If you think that someone has gained access to your account, please immediately reach out to OfftheGrid Support 24. Purchases and Payments OfftheGrid does not handle payments or payment processing for any purchase of our products; those are handled by third-party payment providers or service providers (such as, Apple's App Store). Some third-party service providers may charge you sales tax, depending on where you live. Please check the third-party service provider's relevant terms for details. Subject to any applicable additional terms and conditions, all purchases are final and non-refundable. And because our performance begins once you tap buy and we give you immediate access to your purchase, you waive any right you may have under any local laws to cancel your purchase once it's completed or to get a refund. BY ACCEPTING THESE TERMS, YOU AGREE THAT OFFTHEGRID IS NOT REQUIRED TO PROVIDE A REFUND FOR ANY REASON. Some of the Products we offer are for one-time use only, while others are for repeated use. But please note that "repeated" does not mean "forever." We may change, modify, or eliminate Products at any time, with or without notice. You agree that we will bear no liability to you or any third party if we do so. If we suspend or terminate your account, you will lose any Products you purchased through the Services. It's your sole responsibility to manage your purchases. If you are under 21 (or younger than the age of legal majority in your place of residence), you must obtain your parent's or guardian's consent before making any purchases. OfftheGrid does not transmit any funds and is not a money-Services business. To the extent such functionality is made available in the Services, it is provided by an unaffiliated third party, and like any other third-party service, subject to that third party's separate terms of use. Third parties including rehabilitation facilities and rehabilitation counselors may offer Services on the Services and charge fees to Users for those Services. Users agree that third parties, not the Company are solely responsible to settle all disputes and pay all claims, costs and damages to them and that Company has no liability whatsoever with regard to any type of dispute, issue or claim of damages caused by a third party related to the sale of any type of goods, services or product sold or advertised by a third party on the Services. 25. Data Charges and Mobile Phones You are responsible for any mobile charges that you may incur for using our Services, including text-messaging and data charges. If you're unsure what those charges may be, you should ask your service provider before using the Services. If you change or deactivate the mobile phone number that you used to create a OfftheGrid account, you must update your account information through Settings within 72 hours to prevent us from sending to someone else messages intended for you. 26. Third-Party Services If you use a service, feature, or functionality that is operated by a third party and made available through our Services (including Services we jointly offer with the third party), each party's terms will govern the respective party's relationship with you. OfftheGrid is not responsible or liable for those third party's terms or actions taken under the third party's terms. 27. Modifying the Services and Termination We may add or remove features, products, or functionalities, and we may also suspend or stop the Services altogether. We may take any of these actions at any time, and when we do, we may not provide you with any notice beforehand. While we hope you remain a lifelong user of OfftheGrid, you can terminate these Terms at any time and for any reason by deleting your account. OfftheGrid may also terminate these Terms with you at any time, for any reason, and without advanced notice. That means that we may stop providing you with any Services, or impose new or additional limits on your ability to use the Services. For example, we may deactivate your account due to prolonged inactivity, and we may reclaim your username at any time for any reason. Regardless of who terminates these Terms, both you and OfftheGrid continue to be bound by the Terms of this Agreement. 28. Indemnity You agree, to the extent permitted under applicable law, to indemnify, defend, and hold harmless OfftheGrid, our directors, officers, employees, and affiliates from and against any and all complaints, charges, claims, damages, losses, costs, liabilities, and expenses (including attorneys' fees) due to, arising out of, or relating in any way to: (a) your access to or use of the Services; (b) your content; and (c) your breach of these Terms. 29. Disclaimers We try to keep the Services up and running and free of annoyances. But we make no promises that we will succeed. You acknowledge that OfftheGrid has no control over, and no duty to take any action regarding: which users gain access to or use the Services, Websites, third party sites and businesses that might offer services via advertisements on the Services; what affects the content on or in connection with the Services may have on you; how you may interpret or use the content on or in connection with the Services; or what actions you may take as a result of having been exposed to the content on or in connection with the Services. You release OfftheGrid from all liability for you having acquired or not acquired content or information through the Services. The Services may contain, or direct you to sites containing, information that some people may find offensive or inappropriate. OfftheGrid makes no representations concerning any content contained in or accessed through the Services, and OfftheGrid will not be responsible or liable for the accuracy, copyright compliance, legality or decency of material contained in or accessed through the Services. OfftheGrid makes no guarantee or warranty, express or implied, as to the reliability, accuracy, timeliness or completeness of that information and assumes no responsibility for any errors or omissions therein. YOUR ACCESS AND USE OF THE WEBSITE AND SERVICES IS AT YOUR OWN RISK. THE SERVICES IS PROVIDED ON AN ‘AS IS, AS AVAILABLE’ BASIS WITHOUT WARRANTY OF ANY KIND AND ANY AND ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT ARE SPECIFICALLY DISCLAIMED. NEITHER OFFTHEGRID NOR ITS AFFILIATES, EMPLOYEES, AGENTS OR THIRD PARTY CONTENT PROVIDERS SHALL BE LIABLE FOR ANY LOSS RESULTING FROM USE OR UNAVAILABILITY OF INFORMATION OR CONTENT ON OR IN CONNECTION WITH THE SERVICES, INCLUDING BUT NOT LIMITED TO ANY LOST PROFITS, LOSS OR DAMAGE TO DATA, OR ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL, COMPENSATORY OR INCIDENTAL DAMAGES, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS DISCLAIMER IS APPLICABLE TO ANY DAMAGE OR INJURY RESULTING FROM NEGLIGENCE OR OMISSION OF OFFTHEGRID, COMPUTER VIRUS OR OTHER SIMILAR ITEM, TELECOMMUNICATIONS ERRORS, OR UNAUTHORIZED ACCESS TO, OR USE OF USER INFORMATION THROUGH THEFT OR ANY OTHER MEANS. WE ARE NOT LIABLE FOR CRIMINAL, TORTUOUS, OR NEGLIGENT ACTIONS OR OMISSIONS OF THIRD PARTIES, INCLUDING USERS AND BUSINESSES THAT AFFECT THE WEBSITES AND SERVICES. IN NO EVENT WILL OFFTHEGRID OR ANY OF ITS DIRECTORS, OFFICERS, AFFILIATES, AGENTS, EMPLOYEES, ASSIGNS OR THIRD PARTY CONTENT PROVIDERS BE HELD LIABLE FOR ANY TORTUOUS OR ILLEGAL CONDUCT OF OTHER USERS OR BUSINESSES. IN NO EVENT WILL OFFTHEGRID OR ANY OF ITS AFFILIATES, AGENTS, EMPLOYEES OR ASSIGNS BE HELD LIABLE FOR ANY DAMAGE TO EQUIPMENT, HARDWARE OR OTHER PROPERTY OF USERS OR PERSONAL INJURY THAT ARISES IN CONNECTION WITH USE OF THE SERVICES. ANY MATERIAL OR CONTENT ACCESSED, DOWNLOADED, OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM OFFTHEGRID OR THROUGH YOUR USE OF THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THE TERMS, OFFTHEGRID DOES NOT REPRESENT OR WARRANT THAT (I) SERVICES WILL MEET YOUR REQUIREMENTS, (II) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, (IV) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED. YOU AGREE THAT FROM TIME TO TIME WE MAY REMOVE THE SERVICES FOR INDEFINITE PERIODS OF TIME, OR CANCEL THE SERVICES AT ANY TIME, WITHOUT NOTICE TO YOU. YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS, BUSINESSES OR THIRD PARTIES OF THE SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES, INCLUDING BUT NOT LIMITED TO ANY USER, THIRD PARTY OR BUSINESS. YOU UNDERSTAND THAT OFFTHEGRID DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE SERVICES OR TO REVIEW OR VET ANY BUSINESSES THAT MIGHT POST ADVERTISEMENTS VIA THE SERVICES. OFFTHEGRID MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE SERVICES OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS OF THE SERVICES. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES, PARTICULARLY IF YOU DECIDE TO MEET OFFLINE OR IN PERSON AND GIVE OR RECEIVE BUSINESS SERVICES. OFFTHEGRID EXPLICITLY DISCLAIMS ALL LIABILITY FOR ANY ACT OR OMISSION OF ANY USERS, BUSINESSES OR THIRD PARTIES. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, THE ABOVE EXCLUSION OF IMPLIED WARRANTIES MAY NOT APPLY TO YOU. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, OFFTHEGRID’S LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW. OFFTHEGRID SHALL USE REASONABLE EFFORTS TO PROTECT INFORMATION SUBMITTED BY YOU IN CONNECTION WITH YOUR USE OF THE SERVICES, BUT YOU ACKNOWLEDGE AND AGREE THAT YOUR SUBMISSION OF SUCH INFORMATION IS AT YOUR SOLE RISK, AND OFFTHEGRID HEREBY DISCLAIMS ANY AND ALL LIABILITY TO YOU FOR ANY LOSS OR LIABILITY RELATING TO SUCH INFORMATION IN ANY WAY. OfftheGrid has no control over and no duty to take any action regarding: other users’ behavior; what effects Content may have on you; how you may interpret or use Content; or what actions you may take as a result of having been exposed to Content. You release OfftheGrid from all liability for you having acquired or not acquired Content through the Services. OfftheGrid makes no representations concerning any Content, including the accuracy thereof, contained in or accessed through the Services, and OfftheGrid will not be responsible or liable for the accuracy, copyright compliance, legality or decency of material contained in or accessed through the Services. 30. Limitation of Liability YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SERVICES, YOUR OFFERING OR PROVIDING SERVICES OR REQUESTING OR RECEIVING BUSINESS SERVICES THROUGH THE SERVICES, WHETHER BY MEANS OF ADVERTISING OR NOT AND ANY CONTACT YOU HAVE WITH OTHER USERS OF THE SERVICES, INCLUDING BUSINESSES OR THIRD PARTIES, WHETHER IN PERSON OR ONLINE, REMAINS WITH YOU. NEITHER OFFTHEGRID NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES WILL BE LIABLE (WHETHER BASED ON WARRANTY, CONTRACT, TORT INCLUDING NEGLIGENCE, PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT OFFTHEGRID HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE) FOR: (A) ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL; (B) SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE; (C) THE COST OF SUBSTITUTE PRODUCTS OR SERVICES; (D) ANY DAMAGES FOR PERSONAL OR BODILY INJURY, DEATH OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH USING THE SERVICES; (E) THE USE OF OR INABILITY TO USE THE SERVICES OR COLLECTIVE CONTENT; (F) ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SERVICES OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES; OR (G) YOUR OFFERING OR PROVIDING BUSINESS SERVICES OR REQUESTING OR RECEIVING BUSINESS SERVICES THROUGH THE SERVICES. OFFTHEGRID DOES NOT CONDUCT ANY CRIMINAL BACKGROUND CHECKS ON ANY BUSINESSES, THIRD PARTIES OR USERS THAT USE THE SERVICES AND YOU AGREE THAT OFFTHEGRID IS NOT RESPONSIBLE OR LIABLE FOR THE CONDUCT OR ACTIONS OF ANY BUSINESSES, THIRD PARTIES OR USERS THAT YOU COME IN CONTACT WITH IN USING THE SERVICES. IN NO EVENT SHALL THE TOTAL, AGGREGATE LIABILITY OF OFFTHEGRID AND ITS AFFILIATES AND SUBSIDIARIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS, ARISING FROM OR RELATING TO THE TERMS, SERVICES, CONTENT, OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR CONTENT OR IN CONNECTION WITH ANY USERS, BUSINESSES OR THIRD PARTIES OR INTERACTIONS WITH ANY OTHER USERS EXCEED THE TOTAL AMOUNT OF FEES ACTUALLY PAID BY YOU FOR ANY SERVICES HEREUNDER, OR EXCEED ONE HUNDRED US DOLLARS IF NO SUCH PAYMENTS HAVE BEEN MADE BY YOU. TO THE EXTENT PERMITTED BY LAW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, OR SOME OR ALL OF THE EXCLUSIONS AND LIMITATIONS IN THIS SECTION MAY NOT APPLY TO YOU. User acknowledges and agrees that without the foregoing exclusions and limitations of liability, The Company would not be able to offer the Services, and that such exclusions and limitations of liability shall apply, even if they would cause user’s remedies under this agreement to fail of their essential purpose. 31. INDEMNIFICATION AND RELEASE You agree to release, defend, indemnify, and hold OfftheGrid and its affiliates and subsidiaries, and their respective officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including without limitation reasonable legal and accounting fees, arising out of or in any way connected with (a) your violation of these Terms; (b) your User Content; (c) your interaction with any Business, third party or user; and (d) the request or receipt or offer or provision of Services by you, including but not limited to any injuries, losses, or damages (compensatory, direct, incidental, consequential, physical and emotional injuries, death or otherwise) of any kind arising in connection with such Services. Notwithstanding the foregoing paragraph, if you are a resident of New Jersey, you only agree to release, defend, indemnify, and hold OfftheGrid and its affiliates and subsidiaries, and their respective officers, directors, employees and agents, harmless from and against any third-party claims, liabilities, damages, losses, and expenses, including without limitation reasonable legal and accounting fees, arising out of or in any way connected with your violation of these Terms. If you are a California resident, you waive California Civil Code Section 1542, which provides: A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor. If you are not a California resident, you waive your rights under any statute or common law principle similar to Section 1542 that governs your rights in the jurisdiction of your residence. 32. Applicable Law By using the Services you agree that the laws of the State of Texas without regard to principles of conflict of laws, will govern this Agreement and any dispute of any sort that might arise between You and Us. 33. Disputes ANY DISPUTE RELATING IN ANY WAY TO YOUR USE OF THE SERVICES SHALL BE SUBMITTED TO CONFIDENTIAL BINDING ARBITRATION IN AUSTIN, TEXAS EXCEPT FOR INTELLECTUAL PROPERTY CLAIMS BROUGHT BY EITHER PARTY (WHICH FOR PURPOSES OF THIS SECTION DO NOT INCLUDE PRIVACY AND PUBLICITY CLAIMS) AND CLAIMS THAT MAY BE BROUGHT IN SMALL-CLAIMS COURT. CONFIDENTIAL ARBITRATION UNDER THIS AGREEMENT SHALL BE RESOLVED EXCLUSIVELY UNDER THE CONSUMER ARBITRATION RULES THEN PREVAILING OF THE AMERICAN ARBITRATION ASSOCIATION ("AAA'S CONSUMER RULES"), EXCLUDING ANY RULES AND PROCEDURES GOVERNING OR PERMITTING CLASS OR REPRESENTATIVE ACTIONS. THE RULES ARE AVAILABLE AT THE AMERICAN ARBITRATION ASSOCIATION'S WEBSITES. YOU AND OFFTHEGRID AGREE TO EXPRESSLY WAIVE ANY RIGHTS TO FILE CLASS OR REPRESENTATIVE ACTIONS OR SEEK RELIEF ON A CLASS OR REPRESENTATIVE BASIS IN ANY JURISDICTION OR FORUM. THE ARBITRATOR SHALL APPLY TEXAS LAW, AND THE ARBITRATOR'S AWARD SHALL BE BINDING AND MAY BE ENTERED AS A JUDGMENT IN ANY COURT OF COMPETENT JURISDICTION. THERE SHALL BE NO APPEAL FROM ANY AWARD OF THE ARBITRATOR. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NO ARBITRATION UNDER THIS AGREEMENT SHALL BE JOINED TO AN ARBITRATION INVOLVING ANY OTHER PARTY SUBJECT TO THIS AGREEMENT, WHETHER THROUGH CLASS ARBITRATION PROCEEDINGS OR OTHERWISE. IF ANY PART OF THIS ARBITRATION PROVISION IS FOUND TO BE INVALID, UNENFORCEABLE OR ILLEGAL, THE REST OF THIS PROVISION SHALL REMAIN IN EFFECT. IF THE ENTIRE ARBITRATION PROVISION IS FOUND TO BE INVALID OR UNENFORCEABLE, THEN THE PARTIES CONSENT TO PERSONAL JURISDICTION AND EXCLUSIVE VENUE IN THE STATE COURT LOCATED IN AUSTIN, TEXAS. If you initiate the arbitration, your arbitration fees will be limited to the filing fee set forth in the AAA's Consumer Rules. 34. In-App Purchases. Through the Services, you may be able to purchase certain goods or coins designed to enhance the performance of the Services (“Goods”). When you purchase Goods, you are doing so through either Apple iTunes service or the Google Play service and you are agreeing to their respective Terms and Conditions. (; OfftheGrid is not a party to any In App Purchase. 35. Apple Device and Application Terms. In the event you are accessing the Services via an application on a device provided by Apple, Inc. ("Apple") or an application obtained through the Apple App Store (in either case, an “Application”), the following shall apply: a. Both you and OfftheGrid acknowledge that these Terms of Use are concluded between you and OfftheGrid only, and not with Apple, and that Apple is not responsible for the Application or the Content; b. The Application is licensed to you on a limited, non-exclusive, non-transferable, non-sublicensable basis, solely to be used in connection with the Services for your private, personal, non-commercial use, subject to all the terms and conditions of these Terms of Use as they are applicable to the Services; c. You will only use the Application in connection with an Apple device that you own or control; d. You acknowledge and agree that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Application; e. In the event of any failure of the Application to conform to any applicable warranty, including those implied by law, you may notify Apple of such failure; upon notification, Apple’s sole warranty obligation to you will be to refund to you the purchase price, if any, of the Application; f. You acknowledge and agree that OfftheGrid, and not Apple, is responsible for addressing any claims you or any third party may have in relation to the Application; g. You acknowledge and agree that, in the event of any third party claim that the Application or your possession and use of the Application infringes that third party’s intellectual property rights, OfftheGrid, and not Apple, will be responsible for the investigation, defense, settlement and discharge of any such infringement claim; h. You represent and warrant that you are not located in a country subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country, and that you are not listed on any U.S. Government list of prohibited or restricted parties; i. Both you and OfftheGrid acknowledge and agree that, in your use of the Application, you will comply with any applicable third party terms of Agreement which may affect or be affected by such use; and j. Both you and OfftheGrid acknowledge and agree that Apple and Apple’s subsidiaries are third party beneficiaries of these terms, and that upon your acceptance of these terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these terms against you as the third-party beneficiary hereof. 36. Communications and Text Messages Terms When you use the Services, or send emails, text messages, and other communications to us, you may be communicating with us electronically. You consent to receive communications from us electronically, such as e-mails, texts, mobile push notices, or notices and messages through the Services, and you agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. Your voluntary provision to OfftheGrid of your cell phone number represents your consent that OfftheGrid, Sellers with which you place an order, delivery drivers, and delivery services may contact you by telephone, SMS, or MMS messages at that phone number, and your consent to receiving such communications for transactional, operational, or informational purposes. When you provide your phone number to OfftheGrid, you warrant that you are the current subscriber or authorized user of the relevant account. You understand and agree that such messages may be sent using automated technology. You may unsubscribe from receiving text messages from OfftheGrid at any time. To revoke your consent to receiving SMS or MMS messages from OfftheGrid, you must reply “STOP” from the mobile device receiving the messages. 37. Severability If any provision of these Terms is found unenforceable, then that provision will be severed from these Terms and not affect the validity and enforceability of any remaining provisions. 38. Additional Terms for Specific Services Given the breadth of our Services, we sometimes need to craft additional terms and conditions for specific Services. Those additional terms and conditions, which will be available with the relevant Services, then become part of your agreement with us if you use those Services. 39. Final Terms These Terms make up the entire agreement between you and OfftheGrid, and supersede any prior agreements. These Terms do no create or confer any third-party beneficiary rights. If we do not enforce a provision in these Terms, it will not be considered a waiver. We reserve all rights not expressly granted to you. You may not transfer any of your rights or obligations under these Terms without our consent. These Terms were written in English and to the extent the translated version of these Terms conflict with the English version, the English version will control. Errors in Advertisements. On occasion, a product or service may not be available at the time or the price as it appears in an advertisement or other material in the Services. In such event, or in the event a product is listed at an incorrect price or with incorrect information due to typographical error, technology error, error in the date or length of publication, error in pricing or product information received from our advertisers or suppliers, or for any other reason, you agree the Services is not responsible for such errors or discrepancies. 40. Contact Us OfftheGrid welcomes comments, questions, concerns, or suggestions. Please send all suggestions to: