Terms Of Use

Please read these terms of use (“Terms of Use”) carefully before accessing or using the website at [SC Training | Mobile Learning Management System | SC Training (formerly EdApp): The Mobile LMS] (“Site”). The following Terms of Use govern your use of the Site, which is operated by Port Bremer Trading LLC and/or its related or affiliated entities (hereinafter referred to as “Company”).

In these Terms of Use, a reference to “we”, “us” or “our” refers to the Company. A reference to “you” or “your” refers to Company’s retailers or any employee, officer, representative and/or agent of Company’s retailers or other authorized persons accessing and using the Site (each an “Authorized User”).

We offer the Site, including any information, tools and services available on or from the Site to you conditional upon your acceptance of these Terms of Use. Your access and use of the Site is subject to the following Terms of Use and all applicable laws. By accessing and using the Site, you agree that you will be subject to and will comply with these Terms of Use in their entirety. If you do not agree to comply with these Terms of Use, you must cease accessing and using the Site.

WE MAY, IN OUR SOLE AND ABSOLUTE DISCRETION, CANCEL, CHANGE, SUSPEND OR MODIFY ANY ASPECT OF THE SITE AT ANY TIME, WITHOUT NOTICE TO YOU. IT IS IMPORTANT TO CHECK THE SITE AND THESE TERMS OF USE PERIODICALLY.

THESE TERMS OF USE GOVERN HOW ANY DISPUTES BETWEEN US WILL BE RESOLVED. SPECIFICALLY, THESE TERMS CONTAIN A CLASS ACTION WAIVER THAT REQUIRES THAT ALL CLAIMS BE BROUGHT INDIVIDUALLY, NOT AS A CLASS REPRESENTATIVE OR CLASS MEMBER. SEE SECTION 19, BELOW, FOR MORE DETAILS.

ACCESSIBILITY: IF YOU ARE HAVING ANY TROUBLE ACCESSING THE SITE, PLEASE CONTACT US AT [partners@paspaley.com].

1. Authorized Use of Site

The Site provides training functionality and services to enable Authorized Users to participate in trainings offered by Company (collectively, the “Trainings”), including through SafetyCulture’s EdApp, SC Training and other services. By using the Site, you agree that you have read and understood the terms of SafetyCulture’s Privacy Policy located at https://www.edapp.com/es/privacy-policy/. If you do not agree with the use of your information as described in SafetyCulture’s Privacy Policy, you should not use the Site.

Any use of this Site must comply with these Terms of Use and SafetyCulture’s Acceptable Use Policy located at https://www.edapp.com/es/acceptableuse/ (“SafetyCulture’s AUP”). Any other use of the Site requires the prior written consent of Company.

2. Unauthorized Use of Site

Unless permitted by law or as otherwise expressly permitted in these Terms of Use, you must not (nor may you encourage, authorize or assist any third party to): (a) rent, lease, distribute, license, sublicense, sell, transfer, assign, distribute or otherwise provide access to the Site to a third party; (b) reproduce, modify, adapt, or create derivative works of, the Site or remove or tamper with any disclaimers or other legal notices in the Site, including any copyright and/or trademark notices; (c) reverse engineer, disassemble, decompile, transfer, exchange or translate the Site or otherwise seek to obtain or derive the source code or API; (d) incorporate the Site into any service that is provided to a third party; or (e) use the Site to provide services, or to create a service that competes with the Site.

3. Your Account

All Authorized Users must establish a named account to access the Site (your “Account”). Authorized Users must be at least 18 years of age to have an Account.

Your Account must not be shared and you may not transfer your Account to another third party without our prior written consent. You must maintain the confidentiality of any passwords associated with your Account and ensure that all activities that occur in connection with your Account comply with these Terms of Use. You must notify us if you become aware of any actual or suspected unauthorized use of your Account or any other security breach relating to your Account.

If your Account is managed by the Admin Account(s) (and not you), you understand that the Admin Account(s) can control your use of the Site, including adding or removing you from accessing the Site, enabling or disabling certain features or functionality within the Site, and deleting or re-assigning ownership of your Content (defined below). You acknowledge that your Account may become managed by your employer or whomever owns your Account. If you are accessing the Site in the course of your employment, your employer may update or terminate your Account at any time without prior notice to you. Neither the Company nor SafetyCulture are responsible for any actions taken by your employer and/or Account Admin(s).

4. Acceptable Use Policy

Company’s Acceptable Use Policy (AUP) is applicable to and binding on all users of this Site. In connection with this AUP, you agree not to do any of the following in connection with the Site:

• upload, post, transmit, share, or otherwise make available any data, information, templates, content, code, video, images or other materials or information of any type that you upload to the Site or generate by using features of the Site or otherwise provide to the Company or the Site (collectively, “Content”) that is unlawful or illegal, including, without limitation, Content that is libelous, invasive of another's privacy, obscene, vulgar, pornographic, inappropriate or indecent, or that contains, promotes or encourages acts of violence, terrorist activity or child exploitation;
• violate or encourage the violation of the legal rights of others such as by infringing or misappropriating the intellectual property rights of others;
• use the Site to harm any person, including any minors in any way;
• impersonate any person or entity, including, but not limited to, Company personnel or representatives, or any other user, or falsely state or otherwise misrepresent your affiliation with a person or entity;
• advocate bigotry, hatred or harassment of any person or group, including Company personnel or representatives;
• carry out any unlawful, immoral, invasive, infringing, defamatory or fraudulent purpose (for example, this may include phishing, creating a pyramid scheme or mirroring a website);
• intentionally distribute viruses, worms, trojan horses, corrupted files, hoaxes, or other items of a destructive or deceptive nature;
• disable, interfere with or circumvent any aspect of the Site or any security or authentication measures;
• probe, scan, or test the vulnerability of any system or network, unless done in accordance with Company’s written consent;
• avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by the Company or any other third party to protect the Site;
• generate, distribute, publish or facilitate unsolicited mass email, promotions, advertisings or other solicitations (“spam”);
• access, tamper with, or use parts of the Site to which you have not been invited;
• access, search, or create accounts for the Site by any means other than our publicly supported interfaces (for example, “scraping” or creating accounts in bulk);
• abuse discounts, trials, special offers or promotions to get more users, features, functions or permissions or circumvent any limits on your accounts;
• attempt to access or search the Site, Shared Materials (defined below) or training courses or download such materials from the Site using any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by Company or SafetyCulture, through integrated third party products or other generally available third party web browsers;
• manipulate identifiers in order to disguise the origin of any of your Content;
• upload, post, transmit, share or otherwise make available any of your Content that you do not have a right to make available under any law or under contractual or fiduciary relationships;
• upload, post, transmit, share or otherwise make available any of your Content in a manner that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party;
• sublicense, resell, rent, lease, transfer or assign the Site or its use, or offer the Site on a time share basis to any third party, unless expressly permitted in writing by Company;
• frame portions of the Site within another website or application;
• access the Site to build a similar or competitive product or service or copy any ideas, features, functions or graphics of the Site;
• interfere with or disrupt the Site, servers or networks connected to the Site, or the equipment used to provide the Site, or disobey any requirements, procedures, policies or regulations of networks connected to the Site, including using any device or software (for example, by overloading or flooding any part of the Site);
• modify, adapt, or hack the Site, or otherwise attempt to gain unauthorized access to the Site or its related systems or networks;
• intentionally or unintentionally violate any applicable local, state, national or international law where you use the Site;
• use the Site to engage in, promote or encourage any unlawful or illegal activities; and/or
• collect or store personal data about other users in connection with any of the prohibited conduct and activities set forth above.
  

Company is under no obligation to screen or monitor Content, but may review Content from time to time at its sole discretion. Company will make all determinations as to what Content is appropriate in its sole discretion. Company may edit or remove any Content at any time without notice.

Violation of this AUP may lead to suspension or termination of your Account or legal action. In addition, you may be required to pay for the costs of investigation and remedial action related to violations of this AUP. Company reserves the right to take any other remedial action it sees fit.

Company may report any activity that it suspects violates any law or regulation to appropriate law enforcement officials, regulators or other appropriate third parties.

Company may change this AUP at any time by posting a new version of the AUP in these Terms of Use. The new version will become effective on the date of such posting.

5. Your Warranties

You warrant that:
(a) All information, data and Content provided by you to us through the Site is true, accurate, complete and up to date and not false, misleading or inaccurate;
(b) You will comply with all applicable laws and Company’s and SafetyCulture’s policies, including each party’s respective AUP in connection with your use of the Site;
(c) You will not use the Site for any unlawful or unauthorized purpose; and
(d) Your Content does not infringe third party rights (including intellectual property rights and privacy rights), that you own all rights, title, and interest, including intellectual property rights, in your Content and that you have otherwise secured all necessary rights in your Content as may be necessary to grant the licenses pursuant to these Terms of Use.

You acknowledge and agree that Company may remove your Content from the Site if we suspect (acting in good faith) that any of the warranties set out in section are or are likely to be untrue. You must ensure that you obtain all necessary consents from relevant individuals for the use of their personal information contained within your Content in order for Company to provide the Site to you.

6. Termination or Suspension of Account

We reserve the right to terminate or suspend your Account and/or your access to the Site at any time and for any reason, including if we, acting reasonably, deem that you have breached any provision of these Terms of Use or any applicable law or any of Company’s or SafetyCulture’s policies (including each party’s respective AUPs) or any other agreement that you have with us or if you have used the Site
in an improper manner, as determined by us in our sole discretion.

7. Intellectual Property

Company is the owner of or otherwise licensed to use all parts of the Site, including all copy, software, graphics, designs and all copyrights, trademarks, service marks, trade names, logos, patents, domain names, and other intellectual property or proprietary rights contained therein.

We and other companies within the Paspaley Pearls Group (“Paspaley”) own various intellectual property, including copyright, trademarks and designs on the Site, its contents and material. The images, logos, and names on the Site which identify us or any member of Paspaley, including ‘Paspaley’, ‘Paspaley Pearls’, ‘Paspaley Pearling Company’, ‘P in Shell’ and ‘Paspaley Lavalier’, are exclusively owned by us or one of the other members of Paspaley. We and other companies within Paspaley are the owners of other marks, designs and patents, including a design patent for Lavalier, a trademark pending for a diamond in pearl shape trademark (the ‘Paspaley Strand Signature’) and an item of jewelry referred to as ‘gem in substrate.’ All intellectual property remains the exclusive property of its owner and all rights in and to it are reserved. Granting you the licence referred to in these Terms of Use does not constitute a waiver of any of our rights, or those of other members of Paspaley, to any intellectual property the subject of the licence.

You grant to Company and SafetyCulture a non-exclusive, worldwide, limited term, royalty-free, license to access, use, modify, reformat, publish, process, copy, distribute, export, and display your Content only to the extent required to enable Company and SafetyCulture to provide the Site to you during the Term. If you choose to submit feedback to us, you grant to Company and SafetyCulture a worldwide, perpetual, irrevocable, royalty-free license to use, modify, publish, process, copy, distribute, export, and display, and make and incorporate into the Site any suggestion, enhancement request, recommendation, correction or other feedback, and waive all moral rights you may have in such feedback.

If you are an Authorized User of this Site, you are granted a limited, non-transferrable, nonsublicensable and revocable licence to access the Site solely for purposes of participating in the Trainings described in the Terms of Use and for other purposes expressly permitted by these Terms of Use. This licence will cease immediately without any further action being required upon the expiry of your Account or your Account being terminated (whether by you or by us or your employer).

Except as expressly set forth in these Terms of Use, the Site and the content and material on the Site may not be reproduced, distributed, published, transmitted, modified, sold, used for the creation of derivative works or otherwise appropriated in any way, whether in whole or in part, unless such use is permitted by these Terms of Use or with our express, prior written consent. Except as expressly set forth in these Terms of Use, no other license is granted to you and no additional rights are conveyed by virtue of accessing or using the Site. All rights not granted under these Terms of Use are reserved by Company.

8. Shared Materials

If you download shared materials (“Shared Materials”) created by Company and/or SafetyCulture for users of the Site that are published or made available to you, to the extent permitted by law:
a) Your use of Shared Materials is at your own risk; and
b) You release Company and SafetyCulture from all liability arising out of your use and/or any third party’s use of the Shared Materials.

9. AI Features

Company may provide you with access to features and functionality through the Site that are powered by third party artificial intelligence systems (“AI Features”). You are responsible for any text you type in, or images or other content you upload to AI Features (“Input”) as well as the resulting material that is generated (“Output”). You are responsible for ensuring that your Input and Output complies with these Terms of Use and Company’s and SafetyCulture’s policies. You acknowledge and agree that your Input will not include any Personal Information.

You acknowledge and agree that the Output is generated by artificial intelligence. Company has not verified the accuracy of the Output and it does not represent Company’s views. Neither Company nor SafetyCulture makes any warranty or guarantee as to the accuracy, completeness or reliability of the Output and does not accept any liability or responsibility arising in any way from your use of the Output
or any omissions or errors contained in the Output. We recommend that you obtain professional and independent advice before you act on any advice contained in the Output or rely on the accuracy of the Output.

10. No Warranties

WHILE COMPANY USES REASONABLE EFFORTS TO INCLUDE UP-TO-DATE INFORMATION ON THE SITE, WE MAKE NO WARRANTIES OR REPRESENTATIONS AS TO ITS ACCURACY OR COMPLETENESS. COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY ERRORS OR OMISSIONS IN THE CONTENT ON THE SITE. YOUR USE OF THE SITE IS AT YOUR OWN RISK. THE SITE, INCLUDING ALL CONTENT MADE AVAILABLE ON OR ACCESSED THROUGH THE SITE, IS PROVIDED "AS IS" AND COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER FOR THE CONTENT ON THE SITE. FURTHER, TO THE FULLEST EXTENT PERMISSIBLE BY LAW, COMPANY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, NON-INFRINGEMENT, TITLE, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. COMPANY DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SITE OR ANY MATERIALS OR CONTENT CONTAINED THEREIN WILL BE UNINTERRUPTED OR ERROR FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE OR THE SERVER THAT MAKES IT AVAILABLE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. COMPANY SHALL NOT BE LIABLE FOR THE USE OF THE SITE, INCLUDING, WITHOUT LIMITATION, THE CONTENT AND ANY ERRORS CONTAINED THEREIN. IN NO EVENT WILL COMPANY BE LIABLE UNDER ANY THEORY OF TORT, CONTRACT, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY LOST PROFITS, LOST DATA, LOST OPPORTUNITIES, COSTS OF COVER, EXEMPLARY, PUNITIVE, PERSONAL INJURY/WRONGFUL DEATH, SPECIAL, INCIDENTAL, INDIRECT OR OTHER CONSEQUENTIAL DAMAGES, OR FOR ANY DIRECT DAMAGES, AND/OR ANY OTHER DAMAGES RESULTING YOUR USE OF THE SITE, EACH OF WHICH IS HEREBY EXCLUDED BY AGREEMENT OF THE PARTIES REGARDLESS OF WHETHER OR NOT EITHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

If any part of these warranty disclaimers or limitations of liability is found to be invalid or unenforceable for any reason or if we are otherwise found to be liable to you in any manner, then our aggregate liability for all claims under such circumstances for liabilities, shall not exceed the amount paid by you, if any, for accessing this Site.

11. Waiver By California Residents

IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “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.”

12. Indemnity

You agree to indemnify, defend and hold harmless Company, SafetyCulture, and their employees, directors, officers, agents, business partners, affiliates, subsidiaries, contractors, distribution partners and representatives from and against any and all claims, demands, liabilities, costs or expenses, including attorney’s fees and costs, arising from, or related to (i) your use of the Site, and (ii) any breach by you of any of these Terms of Use, our Privacy Policy, Company’s and SafetyCulture’s policies (including each of the AUPs) and/or applicable law. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you agree to assist and cooperate with us in asserting any available defenses.

13. Privacy

Any personal information provided to us in connection with the access to or use of the Site will be collected, managed and disclosed in accordance with our Privacy Policy which is available here. You represent and warrant that you have read and acknowledge the terms of our Privacy Policy, the terms of which are incorporated herein.

14. Links

This Site may contain links to other websites or applications not maintained by Company. Other websites or apps may also reference or link to our Site. We encourage you to be aware when you leave our Site and to read the Terms of Use and privacy statements of each and every website or app that you visit. We are not responsible for the practices or the content of such other websites or apps. Through your use of the Site, you may have the opportunity to engage in commercial or other transactions with other users, vendors and other third parties. ANY WARRANTY THAT IS PROVIDED IN CONNECTION WITH ANY MATERIALS OR INFORMATION AVAILABLE ON OR THROUGH THE SITE FROM A THIRD PARTY IS PROVIDED SOLELY BY SUCH THIRD PARTY AND NOT BY US.

15. Changes to the Terms of Use

We reserve the right, at our sole discretion and at any time, to update, change or replace any part of these Terms of Use by posting such updates, changes and replacements to the Site. It is your responsibility to check the Site periodically for changes. Your continued access to or use of our Site following the posting of any updates, changes and replacements to these Terms of Service constitutes acceptance of them.

16. No Ideas Accepted

Company does not accept any unsolicited ideas from outside the Company, including, without limitation, suggestions about advertising, promotion or merchandising of our products, additions to our product lines, services, or changes in methods of doing business. We may already be working on or may in the future work on a similar idea. This policy eliminates concerns about ownership of such ideas. If, notwithstanding this policy, you submit an unsolicited idea to this Site, you understand and acknowledge that such idea is not submitted in confidence and Company assumes no obligation, expressed or implied, by considering it. You further understand that Company shall exclusively own all known or hereafter existing rights to the idea everywhere in the world, and that such idea is hereby irrevocably assigned to Company. Without limiting the foregoing, to the extent any such assignment is deemed unenforceable, you hereby grant Company an irrevocable, perpetual, world-wide license to use the idea in any manner, in any medium now known or hereafter developed, without compensation to you.

17. DMCA Notice

Materials may be made available via the Site by third parties not within our control. We are under no obligation to, and do not, scan content posted on the Site for the inclusion of illegal or impermissible content. However, we respect the copyright interests of others. It is our policy not to permit materials known by us to infringe another party’s copyright to remain on the Site.

If you believe any materials on the Site infringe a copyright, you should provide us with written notice that at a minimum contains:

i. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;

ii. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online Site are covered by a single notification, a representative list of such works at that Site;

iii. Identification of 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 permit us to locate the material;

iv. Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;

v. A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and

vi. A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

All DMCA notices should be sent to our designated agent as follows: partners@paspaley.com.

It is our policy to terminate relationships regarding content with third parties who repeatedly infringe the copyrights of others.

18. International Access

Our Site is provided from the United States of America and all servers that make it available reside in the U.S.A. The laws of other countries may differ regarding the access and use of the Site. We make no representations regarding the legality of this Site in any other country and it is your responsibility to ensure that your use complies with all applicable laws outside of the U.S.A.

19. Class Action Waiver

YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND COMPANY ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, “PRIVATE ATTORNEY GENERAL” ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND. CLAIMS AND REMEDIES SOUGHT AS PART OF A CLASS ACTION, PRIVATE ATTORNEY GENERAL OR OTHER REPRESENTATIVE ACTION ARE SUBJECT TO ARBITRATION ONLY ON AN INDIVIDUAL (NON-CLASS, NON-REPRESENTATIVE) BASIS, AND THE ARBITRATOR MAY AWARD RELIEF ONLY ON AN INDIVIDUAL (NON-CLASS, NON-REPRESENTATIVE) BASIS.

If, for any reason, any court with competent jurisdiction or any arbitrator selected pursuant to these Terms of Use holds that this class action waiver provision is unenforceable as to any Claim you have brought, then our agreement to arbitrate will not apply, and your Claim must be brought exclusively in court in Delaware.

ANY CLAIM YOU HAVE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE DATE OF THE CLAIM.

20. Severability

If any part of these Terms of Use shall be held or declared to be invalid or unenforceable for any reason by any court of competent jurisdiction, such provision shall be ineffective but shall not affect any other part of these Terms of Use, and in such event, such provision shall be changed and interpreted so as to best accomplish the objectives of such unenforceable or invalid provision within the limits of applicable law or applicable court decisions.

21. Waivers; Remedies

The failure of Company to partially or fully exercise any rights or the waiver of Company of any breach of these Terms of Use by you shall not prevent a subsequent exercise of such right by Company or be deemed a waiver by Company of any subsequent breach by you of the same or any other term of these Terms of Use. The rights and remedies of Company under these Terms of Use and any other applicable agreement between you and Company shall be cumulative, and the exercise of any such right or remedy shall not limit Company’s right to exercise any other right or remedy.

22. Governing Law; Jurisdiction

These Terms of Use are governed by and construed in accordance with the laws of the state of Delaware. You agree to submit to the non-exclusive jurisdiction of the courts of the state of Delaware in matters arising out of or in connection with your use of the Site.

23. General Terms

• Any provision or part of a provision of these Terms of Use that is illegal, unenforceable or void may be severed from these Terms of Use and the remaining provisions shall continue in force.
• Any provision of these Terms of Use which is capable of having effect after termination, will remain in full force and effect following the termination.
• These Terms of Use constitute the entire agreement between you and us as to your use of the Site and supersede any and all prior or contemporaneous written or oral agreements or understandings between you and us relating to such subject matter. Without limitation, a printed version of these Terms of Use and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms of Use to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
• Notices to you (including notices of changes to these Terms of Use) may be made via posting to the Site or by e-mail (including in each case via links), or by regular mail.
• To the fullest extent permitted by law, any statement, representation or promise made in any negotiation or discussion, is withdrawn and has no effect except to the extent expressly set out or incorporated into these Terms of Use.
• You acknowledge and agree that you did not rely upon any prior conduct or representation by us in agreeing to these Terms of Use.
• Our failure to require full or partial performance of a provision of these Terms of Use does not affect our right to require performance subsequently.
• These Terms of Use do not, and shall not be construed to create any partnership, joint venture, employer-employee, agency or franchisor-franchisee relationship between you and us.
• You may not assign, transfer or sublicense any or all of your rights or obligations under these Terms of Use without our express prior written consent. We may assign, transfer or sublicense any or all of our rights or obligations under these Terms of Use without restriction.
• Any heading, caption or section title contained herein is for convenience only, and in no way defines or explains any section or provision.
• All terms defined in the singular shall have the same meanings when used in the plural, where appropriate and unless otherwise specified. Any use of the term “including” or variations thereof in these Terms of Use shall be construed as if followed by the phrase “without limitation.”
• These Terms of Use, including any terms incorporated herein, consist of the entire agreement between you and us relating to the subject matter hereof, and supersedes any and all prior or contemporaneous written or oral agreements or understandings between you and us relating to such subject matter.
• We will not be responsible for any failure to fulfill any obligation due to any cause beyond our control.
• No rule of construction applies to our disadvantage solely because we were responsible for the preparation of these Terms of Use.

24. Contact

Please send any questions or comments about these Terms of Use to us at partners@paspaley.com.