Last updated September 28, 2017
The purpose of these Terms of Platform (these “Terms”) is to describe the terms, conditions and limitations under which the Company’s platform (the “Platform”)—consisting of the web sites located at www.residentworld.com and associated sub-domains (the “Site”), the Resident World mobile apps (the “Apps”), and the products or services we provide through the Platform (the “Services”)—are being made available to you. By using this Platform, you will be deemed to have accepted them. If you do not accept the Terms, you may not use this Platform.
In this document, “we” or “us” means Resident World, LLC and its owners, directors, officers, employees, partners, agents, representatives, affiliates, contractors, service providers, and/or designees; “both of us” means both you and us; “Terms of Service” or “TOS” means this Terms of Service and documents incorporated by reference; “Our Materials” means information, data, text, software, music, sound, photographs, graphics, video, messages or other materials that we may make available through the Platform; “Platform” means the Site, Apps and the Services offered by Resident World; “you” means the person or company using the Platform; and “Content” means information, data, text, software, music, sound, photographs, graphics, video, messages or other materials made available through the Platform by you or other users of the Platform.
1. THE SERVICES
We provide you with a variety of content and access to products and commercial services through the Platform. The Platform may also include advertisements and that these advertisements are necessary for us to provide the Platform. The Services may include certain communications from us, such as service announcements, and administrative messages, and that these communications are considered part of the use of the Platform and you will not be able to opt out of receiving them. Unless explicitly stated otherwise, any new features that augment or enhance the current Platform shall be subject to the TOS. The Platform and all related Services are provided “AS-IS” and we assume no responsibility for the timeliness, deletion, misdelivery or failure to store any user communications or personalization settings. You are responsible for obtaining access to the Platform and that access may involve third party fees (such as Internet service provider or airtime charges). You are responsible for those fees, including those fees associated with the display or delivery of advertisements. In addition, you must provide and are responsible for all equipment necessary to access the Platform.
2. USE OF THE PLATFORM
Except as set forth in “Other agreements; software, services or access”, below, we authorize you to use the Platform only for your own personal, non-commercial purposes. Use of the Platform for any public or commercial purpose is strictly prohibited. If you make copies of any of Our Materials, you must retain on any such copies all copyright and other proprietary notices contained in Our Materials as provided by us. You may not modify, publicly display, publicly perform, or distribute Our Materials. As between you and us, we own the Platform, Site and Our Materials, and all underlying software, inventions, ideas, trade secrets, and all Platform related trademarks and service marks. The Platform, Site and Our Materials are protected under United States and international copyright laws. Any unauthorized use of the Platform, Site or Our materials may violate copyright, trademark, and other laws.
You may not assign (or grant a sub-license of) your rights to use the Platform, grant a security interest in or over your rights to use the Platform, or otherwise transfer any part of your rights to use the Platform.
3. OTHER AGREEMENTS; SOFTWARE, SERVICES OR ACCESS
Property owners, managers, landlords, product or service providers, vendors and other third parties (“Partners”) who have entered into a separate written agreement with us regarding their use of the Platform (a “Partner Agreement”) have the additional rights to use the Platform set forth in the Partner Agreement. Except to the extent in conflict with the Partner Agreement, Partner’s use of the Platform is subject to this TOS. Provisions that conflict with provisions in the Partner Agreement will be governed by the Partner Agreement. Partner’s customer’s use of the Platform shall be governed by this TOS.
We may provide software products or services under the terms of a separate agreement between you and us (each, an “Other Agreement”). Our obligations with respect to any product, service, or access that we make available to you under any Other Agreement shall be governed solely by the Other Agreement under which such product or service is provided and this TOS shall not be deemed or construed to alter the terms of such Other Agreements.
The use of other software and services provided by us is governed by the terms of the end user license agreement, if any, which accompanies or is included with such materials (the “License Agreement”). You may not install any software that is accompanied by or includes a License Agreement unless you first have agreed to the License Agreement terms. If no end user license agreement accompanies or is included with such software, then such software shall be deemed to be Our Materials hereunder and this TOS shall govern your use of such software. FURTHER REPRODUCTION OR REDISTRIBUTION OF ANY SOFTWARE IS EXPRESSLY PROHIBITED, UNLESS SUCH REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PERMITTED BY THE LICENSE AGREEMENT ACCOMPANYING OR INCLUDED WITH SUCH SOFTWARE.
4. YOUR REGISTRATION OBLIGATIONS
Certain portions of the Platform may require registration and provision by you of certain information regarding yourself to us. If you register, you represent that you are at least 18 years old and are not a person barred from receiving services under the laws of the United States or other applicable jurisdiction. You must: (a) provide true, accurate, current and complete information about yourself as prompted by the Platform’s registration form (such information being the “Registration Data”) and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or we have reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the Platform (or any portion thereof).
5. MEMBER ACCOUNT, PASSWORD AND SECURITY
You may receive or create a password and account designation upon completing the Platform’s registration process. You are responsible for maintaining the confidentiality of the password and account designation, and are fully responsible for all activities that occur under your password or account. You must (a) immediately notify us of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. We cannot and will not be liable for any loss or damage arising from your failure to comply with this Section.
7. BILLING; TAXES
You agree to pay all charges and any related fees (collectively herein “Charges”) incurred by you in purchasing products or services through the Platform or otherwise in connection with you use of the Platform.
For most Charges we will charge your designated credit card when the Charge is incurred, although some charges may be billed on a different schedule. You are responsible for all Charges incurred, including applicable taxes and purchases made by you or anyone who is using an authorized user account that you have caused to be created or for which you have otherwise indicated your agreement to be responsible for payment. This means that, unless your account or credit card information is obtained unlawfully or fraudulently, you will be responsible for all usage and purchases made on your card.
A service charge, up to the maximum allowed by the state you reside in, will be assessed to your account for any Charge that is denied or for which you otherwise fail to make payment. If your Account is delinquent, your account (and accordingly use of the Platform) may be suspended or canceled at our sole discretion. Interest charges of 1% per month (or the highest rate permitted by law if lower than 1% per month) will accrue daily on any unpaid balance which is more than 30 days old. You agree to pay all sales and use taxes, duties, or levies which are required by law as well as all attorney and collection fees arising from efforts to collect any unpaid balance on your account.
You should let us know about any billing problems or discrepancies within 90 days after they first appear on your account statement. If you do not bring them to our attention within 90 days, you agree that you waive your right to dispute such problems or discrepancies. Additionally, for any Charges being collected by us on behalf of a vendor, then such vendor shall be an express third-party beneficiary of this section.
All currency references on the Platform or in this TOS are in U.S. dollars. All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities. You, and not us, are responsible for any such taxes, levies, or duties related to your transactions, excluding only our United States federal or state income taxes.
8. MEMBER CONDUCT
You understand that all Content, whether publicly posted or privately transmitted, are the sole responsibility of the person from whom such Content originated. This means that you, and not we, are entirely responsible for all Content that you upload (or that we upload for you), post, email, transmit or otherwise make available via the Platform. We do not control the Content posted via the Platform and, as such, do not guarantee the accuracy, integrity or quality of such Content. You understand that by using the Platform, you may be exposed to Content that is offensive, indecent or objectionable. Under no circumstances will we be liable in any way for any Content, including, but not limited to, for any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via the Platform.
We may or may not pre-screen Content, but that we and our designees shall have the right (but not the obligation) in their sole discretion to pre-screen, refuse, or move any Content that is available via the Platform. Without limiting the foregoing, we and our designees shall have the right to remove any Content that violates the TOS or is otherwise objectionable. You must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, you acknowledge that you may not rely on any Content created by us or submitted to us.
We may access, preserve, and disclose your account information and Content if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the TOS; (c) respond to claims that any Content violates the rights of third-parties; (d) respond to your requests for customer service; or (e) protect our (or our users or the public’s) rights, property, or personal safety.
The technical processing and transmission of the Service, including any Content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
The Platform and software embodied within the Platform may include security components that permit digital materials to be protected, and use of these materials is subject to usage rules set by us and/or content providers who provide content to the Platform. You may not attempt to override or circumvent any of the usage rules embedded into the Platform. Any unauthorized reproduction, publication, further distribution or public exhibition of the materials provided on the Platform, in whole or in part, is strictly prohibited.
9. OWNERSHIP AND USE OF CONTENT SUBMITTED OR MADE AVAILABLE FOR INCLUSION ON THE SITE
We do not claim ownership of Content you submit or make available for inclusion on the Platform. However, with respect to Content you submit or make available for inclusion on publicly accessible areas of the Platform, you grant us the following world-wide, royalty free and non-exclusive license(s), as applicable:
(a) With respect to Content you submit or make available for inclusion on areas of the Platform accessible to other Platform users or to the public, the license to use, distribute, reproduce, modify, adapt, publicly perform and publicly display such Content on the Platform solely for the purposes of operating the Platform and providing the associated Services. This license exists only for as long as you elect to continue to include such Content on the Platform and will terminate at the time you remove or we remove such Content from the Platform.
(b) With respect to photos, graphics, audio or video you submit or make available for inclusion on publicly accessible area of the Platform, the license to use, distribute, reproduce, modify, adapt, publicly perform and publicly display such Content on the Platform is solely for the purpose for which such Content was submitted or made available. This license exists only for as long as you elect to continue to include such Content on the Platform and will terminate at the time you remove or we remove such Content from the Platform.
(c) With respect to Content other than photos, graphics, audio or video you submit or make available for inclusion on publicly accessible areas of the Platform, the perpetual, irrevocable and fully sublicensable license to use, distribute, reproduce, modify, adapt, publish, translate, publicly perform and publicly display such Content (in whole or in part) and to incorporate such Content into other works in any format or medium now known or later developed.
“Publicly accessible” areas of the Platform are those areas of the Platform that are intended by us to be available to the general public. By way of example, publicly accessible areas of the Platform may include areas where vendors offer their products or services. However, publicly accessible areas of the Platform would not include portions of the Platform that are limited to members of a certain designated group of users, for example, residents of a specific building or property.
You may voluntarily provide (in connection with use of the Platform or related Services) suggestions, comments or other feedback. We are not required to hold such feedback in confidence, and such feedback may be used by us for any purpose without obligation of any kind; provided, that we will not disclose the source of specific feedback without your consent; and nothing in this TOS restricts the use by you of such feedback or ideas that you provide to us.
You hereby indemnify and hold us and our subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees, consultant and agents harmless from any claim or demand (including reimbursing us any reasonable attorneys’ fees incurred by us in the defense of any such claim or demand), made by any third party due to or arising out of Content you submit, post, transmit or make available through the Platform, your use of the Platform, your connection to the Platform, your purchase of products or services through the Platform, your violation of the TOS, or your violation of any rights of another. We retain the right to retain counsel of our choosing in our sole discretion. Furthermore, you must cooperate in good faith to assist us in our defense and any settlement negotiations related thereto, and to reimburse us for reasonable settlement amounts, if any.
11. GENERAL PRACTICES REGARDING USE AND STORAGE
You acknowledge that we may establish general practices and limits concerning use of the Platform, including without limitation the maximum number of days that messages or other uploaded Content will be retained by the Platform, the maximum number and size of postings that may be made through an account on the Platform, and the maximum number of times (and the maximum duration for which) you may access the Platform in a given period of time. We have no responsibility or liability for the deletion or failure to store any posting and other communications or other Content maintained or transmitted by the Platform. We may modify these general practices and limits from time to time.
12. MODIFICATIONS TO SERVICE
We may at any time and from time to time to modify or discontinue, temporarily or permanently, the Platform (or any part thereof) with or without notice. We shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Platform.
We may, under certain circumstances and without prior notice, immediately terminate your account and access to the Platform. Cause for such termination shall include, but not be limited to, (a) breaches or violations of the TOS or other incorporated agreements or guidelines, (b) requests by law enforcement or other government agencies, (c) a request by you (self-initiated account deletions), (d) discontinuance or material modification to the Platform (or any part thereof), (e) unexpected technical or security issues or problems, (f) extended periods of inactivity, (g) you have engaged in fraudulent or illegal activities, and/or (h) nonpayment of any Charges owed by you in connection with the Platform. Termination of your account includes (a) removal of access to all offerings within the Platform, including but not limited to our Platform mobile app (b) deletion of your password and all related information, files and content associated with or inside your account (or any part thereof), and (c) barring further use of the Platform. Further, all terminations for cause shall be made in our sole discretion and we shall not be liable to you or any third-party for any termination of your account, any associated email address, or access to the Platform.
14. DEALINGS WITH THIRD PARTIES
The Platform may provide, or third parties may provide, links to other World Wide Web sites or resources. Because we have no control over such sites and resources, we are not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any Content, advertising, products, or other materials on or available from such sites or resources. We are not responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content, goods or services available on or through any such site or resource.
15. OUR PROPRIETARY RIGHTS
The Platform and any necessary software used in connection with the Platform (“Software”) contain proprietary and confidential information that is protected by applicable intellectual property and other laws. Content contained in offerings, advertisements or other information presented to you through the Platform is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws.
You may not access the Platform by any means other than through the interface that is provided by us for use in accessing the Platform.
Partners may be able to access and use the Platform without downloading or using our proprietary software. Other users will be required to download our mobile application in order to use the Platform. User of our mobile application will be governed by the terms provided to you at the time you download the application. If we do provide you any of our proprietary software in connection with your use of the Platform, we grant you a personal, non-transferable and non-exclusive right and license to use the object code of such software on a single computer or device in connection with your access to the Platform; provided that you do not (and do not allow any third party to) copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the software. You may not modify our software in any manner or form, or to use modified versions of the software, including (without limitation) for the purpose of obtaining unauthorized access to the Platform. You may not rent, lease, loan, sell, distribute or create derivative works based on the software, in whole or in part.
You may not reproduce, duplicate, copy, sell, trade, resell or exploit for any commercial purposes, any portion of the Platform (including your account name), use of the Platform, or access to the Platform.
16. DISCLAIMER OF WARRANTIES
a. YOUR USE OF THE PLATFORM AND ALL RELATED SERVICES IS AT YOUR SOLE RISK. THE PLATFORM IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
b. WE MAKE NO WARRANTY THAT (i) THE PLATFORM WILL MEET YOUR REQUIREMENTS, (ii) YOUR USE OF THE PLATFORM OR THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE PLATFORM WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE PLATFORM WILL MEET YOUR EXPECTATIONS, AND (v) ANY ERRORS IN THE PLATFORM OR ANY SOFTWARE THAT WE PROVIDE OR THAT WE USE IN OFFERING THE PLATFORM WILL BE CORRECTED.
c. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT 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.
d. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH OR FROM THE PLATFORM SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOS.
All payments for Charges are non-refundable, and no refunds will be due to you for any reason, even if, without limitation, you are not satisfied with the Platform, or the products or services that you purchase through the Platform, you are not able to access the Platform, the Platform changes, or we freeze, change, or terminate your membership.
17. LIMITATION OF LIABILITY
WE SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE PLATFORM; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE PLATFORM; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE PLATFORM; OR (v) ANY OTHER MATTER RELATING TO THE PLATFORM OR ANY SERVICES OFFERED THROUGH THE PLATFORM.
18. EXCLUSIONS AND LIMITATIONS
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF MAY NOT APPLY TO YOU.
We may provide you with notices, including those regarding changes to the TOS, by either email, regular mail, or postings on the Platform.
Any notice you desire to send to us must be sent exclusively by submitting an electronic message through the Contact Us section at www.residentworld.com or via email at email@example.com, unless explicitly instructed to do otherwise in the TOS.
20. TRADEMARK INFORMATION
RESIDENT WORLD, RESIDENT WORLD, LLC, and the RESIDENT WORLD logos are our trademarks and service marks (the “Marks”). Without our prior permission, you may not display or use in any manner, the Marks.
21. GENERAL INFORMATION
Entire Agreement. The TOS constitutes the entire agreement between both of us and governs your use of the Platform, superseding any prior agreements between both of us with respect to the Platform. You also may be subject to additional terms and conditions that may apply when you use or purchase certain other services, affiliate services, third-party content, or third-party software. The foregoing does not apply to Partners who are subject to separate Partner Agreements.
Choice of Law and Forum. The TOS and the relationship between both of us shall be exclusively governed by the laws of the United States and the State of North Carolina without regard to its conflict of law provisions. Your exclusive forum for bringing any claim or cause of action against us is the courts located in the City of Charlotte, North Carolina U.S.A. You hereby accept and submit to the personal and exclusive jurisdiction of such courts in any proceeding or action. With respect to any such proceeding or action brought in such courts, you hereby irrevocably waive, to the fullest extent permitted by law: (a) any objection you may have now or in the future to such jurisdiction or venue, and (b) any claim that such action or proceeding has been brought in an inconvenient form. Nothing limits our right to commence and prosecute any legal or equitable action or proceeding before any court of competent jurisdiction to obtain injunctive or any other form of relief. Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Platform or the TOS must be filed within ninety (90) days (or, if different, the minimum amount of time permitted by law) after such claim or cause of action arose or be forever barred.
Arbitration. Notwithstanding anything herein, if we elect in our sole discretion to resolve any claim through arbitration, you must cooperate fully with and be bound by such arbitration, without further recourse of any kind. The American Arbitration Association (“AAA”) shall preside over such arbitration. Such arbitration shall be exclusively governed by the laws of the United States and the State of North Carolina without regard to its conflict of law provisions. All proceedings shall take place in the City of Charlotte metropolitan area. If there is a conflict between the rules of the AAA and any provision of the TOS, the TOS shall govern. You are responsible for all costs that you incur in the arbitration, including without limitation, expert witnesses or attorneys. The reasonable filing fees and arbitrator’s costs and expenses shall be advanced by us. However, if the arbitration is decided in our favor, you must reimburse us for all of our fees, costs, and expenses related to the arbitration, including without limitation, all fees, costs, and expenses related to filing, arbitrators, expert witnesses, attorneys, and other third parties.
Waiver and Severability of Terms. Our failure to exercise or enforce any right or provision of the TOS shall not constitute a waiver of such right or provision. If any provision of the TOS is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the TOS remain in full force and effect.
No Third-Party Beneficiaries. Except as otherwise expressly provided in this TOS, there shall be no third-party beneficiaries to this TOS.
No Right of Survivorship and Non-Transferability. Your account is non-transferable and any rights to your account or contents within your account terminate upon your death. Upon receipt of a copy of a death certificate, your account may be terminated and all contents therein permanently deleted.
Statute of Limitations. Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Platform or the TOS must be filed within one (1) year after such claim or cause of action arose or be forever barred.
The section titles in the TOS are for convenience only and have no legal or contractual effect.