Terms of Use

Free STEM Tutoring Terms of Use

These Terms of Use (“Terms”) govern your use of the Free STEM Tutoring website (“Site”) at https://freestemtutoring.org, any mobile device application or any other means provided or authorized by Social Strategi LLC. (“Social Strategi”). Please read these Terms before using or continuing to use the Site. Do not agree to the Terms unless you both fully understand and accept each provision. By using or continuing to use the Site, you represent and warrant that you understand, agree to, and accept all terms and conditions contained in these Terms.

1. GENERAL TERMS

Social Strategi provides this Site to Users seeking tutoring services (“Students”) and to Users seeking to provide tutoring services (“Tutors”), and to any other entity on whose behalf Users accept these Terms. The term “you” or “You” or “User” or “Users” shall refer to Students, Tutors or any person or entity who views, uses, accesses, or browses any content on, and/or creates, uploads, posts, sends, receives or stores content to the Site. These Terms are entered into by and between Social Strategi and you, and you accept them by: (a) accessing or viewing the content of the Site; (b) contracting for tutoring lessons through the Site; (c) registering as a tutor or providing tutoring lessons through the Site (d) using the Site in any other manner; and/or (e) acknowledging agreement with these Terms. If you do not agree to these Terms, do not use the Site.

To the extent that anything in or associated with the Site is in conflict or inconsistent with these Terms, the Terms shall control. Any express waiver or failure to exercise promptly any right under the Terms will not create a continuing waiver or any expectation of non-enforcement. If any provision of the Terms is held invalid by any law or regulation of any government, or by any court or arbitrator, the parties agree that such provision will be replaced with a new provision that accomplishes the original business purpose, and the other provisions of the Terms will remain in full force and effect.

2. PRIVACY POLICY AND SERVICES

Please refer to the Social Strategi Privacy Policy at https://freestemtutoring.org/privacy-policy/ for information on how Social Strategi collects, uses and discloses information about you.

The Site offers a marketplace for those seeking tutoring services to connect with those seeking to provide tutoring services. Independent Tutors decide, and are responsible for and generally control the methods, materials, scheduling, frequency, duration and all other aspects of the tutoring they provide.

Students are responsible for selecting the right tutor for their needs. In making hiring decisions, Students should review and investigate each tutor’s self-reported credentials, education, and experience, as well as reviews from other students. – IF THE STUDENT IS YOUNGER THAN 18 YEARS OLD, ALL TUTORING SESSIONS SHOULD BE SUPERVISED BY A RESPONSIBLE ADULT.

Social Strategi will attempt to deliver all correspondence sent via the Site’s messaging system. Social Strategi does not, however, guarantee delivery of all messages.

3. ACADEMIC HONESTY

Social Strategi’s services are provided for the purpose of facilitating learning, not cheating. You shall not use the Site to inquire about, engage in or aid or assist anyone with any form of academic dishonesty (for example, completing assignments or projects, writing papers or essays, taking (or help take) quizzes or examinations on someone’s behalf, or completing work in violation of academic policies or other conduct policies of a school, university, academic institution or workplace.

4. YOUR OBLIGATIONS AND CONDUCT

All Users must: (a) be of legal age and have capacity to agree to these Terms on their own behalf or on behalf of a minor who will be receiving tutoring services; (b) reside within the United States, (c) provide accurate, current, and complete information about themselves as required during Site registration (“Registration Data”); (d) maintain the security of any password and identification information used to access the Site; (e) maintain and promptly update the Registration Data and any information you provide to Social Strategi, keep it accurate, current and complete; and (f) accept all risks of unauthorized access to information and Registration Data. You are not permitted to use the Site or the services or submit content to the Site if you are under the age of 13, without parent supervision or consent.

You are entirely responsible for all content that you create, upload, post, send, receive or store through your use of the Site (“Content”). Users shall not create, upload, post, send, receive or  store Content that: (a) is inaccurate, harmful, obscene, pornographic, defamatory, racist, violent, offensive, harassing, inconsistent with the Social Strategi mission or otherwise objectionable to Social Strategi or other Users; (b) includes unauthorized disclosure of personal information; (c) violates or infringes anyone’s intellectual property rights; or (d) contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment. Social Strategi reserves the right to edit or remove Content that violates these Terms, that contains third-party commercial advertisements, or for any other reason it deems necessary.

Users must use the Site in a manner that is lawful, relevant and proper to the applicable forum. Any use of the Site that Social Strategi, in its sole discretion, finds inappropriate and/or offensive may result in suspension and/or termination of a User with or without notice. Specifically, but without limitation, Users may not:

  • Defame, abuse, harass in any form, harm, stalk, threaten or otherwise violate the legal rights (including without limitation rights of privacy and publicity) of others;
  • Create, upload, post, send, receive or store any false, misleading, profane, defamatory, infringing, hateful, distasteful, obscene or unlawful topic, name, information, materials or content;
  • Use the Site for any purpose that is in violation of local, state, national, or international law, including without limitation wage/hour and working condition laws and regulations;
  • Create an account or accounts on the Site for fraudulent purposes, or for the purpose of misusing the Site, including without limitation misappropriating the Site or any information on the Site for your own commercial or pecuniary gain.
  • Upload files that contain software or other content that violates the rights of any third party, including without limitation intellectual property rights or rights of privacy or publicity;
  • Upload files that contain viruses, Trojan horses, worms, time bombs, spiders, cancel bots, corrupted files, or any other similar software, malware or content that may damage, interfere with, disrupt, impair, disable or otherwise overburden the operation of any device, computer system or network;
  • Take any action that would undermine any aspect of the Site;
  • Attempt to gain unauthorized access to the Site, other User accounts, or other device, computer system or networks connected to the Site;
  • Advertise or offer to sell any goods or services for any commercial purpose on the Site that are not appropriate or relevant to the Site;
  • Impersonate another person or allow any other person or entity to impersonate you or use your credentials to access the Site;
  • Post the same content repeatedly or spam – spamming is strictly prohibited;
  • Download, copy or transmit any file posted by another User that you know, or reasonably should know, cannot be legally published through the Site;
  • Access, download, or copy any information, content and/or materials from the Site through artificial means (including without limitation spiders, scrapers, hacking devices, computer programs, bots, web spoofing, URL rewriting or other such means);
  • Reproduce, duplicate, copy, sell, re-sell or exploit any information, materials or content on Site; or
  • Restrict or inhibit any other User from using and enjoying the Site.

All Users must meet the following eligibility conditions (“Eligibility Conditions”) for as long as they use the Site: (a) you have and will at all times comply with all applicable laws and regulations; (b) you have the right, authority and capacity to enter into these Terms and to abide by all of terms and conditions in these Terms; (c) neither you, nor anyone in your home: (i) has been the subject of a complaint, restraining order or any other legal action involving violence, abuse, neglect, fraud, larceny, or any offense that involves endangering the safety of others; (ii) has been convicted of a crime of any nature, including any felony or misdemeanor of any kind, including without limitation any sexual, child abuse or domestic violence offenses; and/or (iii) has been and/or is currently required to register as a sex offender in any jurisdiction or with any government entity; and (d) neither you, nor anyone in your home, is currently out on bail or on your own recognizance pending trial, relating to any felony or misdemeanor charges of any kind, including without limitation sexual, child abuse or domestic violence offenses.

Social Strategi may revise the Eligibility Conditions from time to time and require new conditions and certifications. Continued use of the Site constitutes agreement with and acceptance of any new Eligibility Conditions and Users are required to abide by such revised Eligibility Conditions or discontinue using the Site.

Social Strategi may verify the above representations and warranties.  Verification may include, without limitation, conducting criminal background checks, sex offender registry checks, motor vehicle records checks, identification verifications, credit checks and/or use of available public records. You consent to any collection, use or disclosure in order to accomplish such verification. Social Strategi may take such action as it, in its sole discretion, deems appropriate, including without limitation suspending and/or terminating your use of the Services, should it determine that you have violated any representation or warranty.
The preceding paragraph notwithstanding, Social Strategi does not directly conduct background checks of any User. Social Strategi neither confirms nor denies the validity of information provided by Users and Social Strategi has no obligation to verify that any or all of the Eligibility Conditions are met by Users. Users are responsible for making their own decisions and assessments about persons to engage and that – IT IS YOUR SOLE RESPONSIBILITY TO ORDER ANY AND ALL BACKGROUND AND REFERENCE CHECKS REGARDING OTHER USERS.

Social Strategi expressly disclaims, and you expressly release Social Strategi from, any and all liability whatsoever for any controversies, claims, suits, injuries and/or damages arising from and/or in any way related to: (a) any inaccuracy, untimeliness or incompleteness regarding a User’s Eligibility Conditions and/or (b) misstatements or misrepresentations made by any User.

Social Strategi reserves all of its rights under the Communications Decency Act, including without limitation its right to remove anything objectionable to Social Strategi in its sole discretion. Alleged improprieties by any User may be reported to Social Strategi by email at info@socialstrategi.com.

Social Strategi may utilize third party consumer reporting agencies that perform, among other things, criminal background checks, sex offender registry checks, motor vehicle records checks, credit checks, and identification verifications (“consumer reports”). Social Strategi does not endorse or make any representations or warranties regarding the reliability of such consumer reports or the accuracy, timeliness or completeness of any information in the consumer reports. Social Strategi does not independently verify information in the consumer reports.

Social Strategi may collect, use and disclose the information in the consumer reports. Social Strategi may, in its sole discretion, review and rely on the information in the consumer reports in deciding whether to suspend or terminate a User or to investigate a complaint about a User, but Social Strategi shall not be responsible or liable in any way in the event that any information in the consumer reports about any person, including without limitation any User, is not accurate, timely or complete. Users who are the subject of consumer reports may contact the service provider to dispute the accuracy, timeliness or completeness of such information.

Social Strategi reserves the right to suspend and/or terminate a User based on information in the consumer reports or for any other reason in Social Strategi’s sole discretion.

5. CONFIDENTIALITY OF SOCIAL STRATEGI INFORMATION

You may obtain direct access via the Site to certain confidential information of Social Strategi and its affiliates, including without limitation technical, contractual, product, program, pricing, marketing and other valuable information that should reasonably be understood as confidential (“Confidential Information”). You must hold Confidential Information in strict confidence. All right, title and interest in the Confidential Information remains with Social Strategi and its affiliates.

The Terms impose no obligation upon you with respect to Confidential Information that you can establish by legally sufficient evidence: (a) you possessed prior to your receipt from Social Strategi, without an obligation to maintain its confidentiality; (b) is or becomes generally known to the public through no act or omission by you, or otherwise without violation of the Terms; (c) you obtained from a third party who had the right to disclose it, without an obligation to keep such information confidential; (d) you independently developed without the use of Confidential Information and without the participation of individuals who have had access to it, or (e) in response to a valid order by a court or other governmental body, or as otherwise required by law, or as necessary to establish the rights of either party under these Terms and as disclosed after prior notice to Social Strategi adequate to afford Social Strategi the opportunity to object to the disclosure.

6. CONTENT PROVIDED ON THE SITE

Social Strategi does not claim ownership of the Content that you provide on the website and shall have no obligation of any kind with respect to such Content. Unless otherwise stated herein, any Content that you provide in connection with this website shall be deemed to be provided on a non-confidential basis. Social Strategi shall be free to use or disseminate such Content on an unrestricted basis for any purpose, and you grant Social Strategi an irrevocable, worldwide, royalty-free, nonexclusive license to use, reproduce, modify, distribute, transmit, display, perform, adapt, resell and publish such Content (including in digital form). You represent and warrant that you have proper authorization for the worldwide transfer and processing among Social Strategi, its affiliates, and third-party providers of any content that you may provide on the Site.

7. ADVERTISEMENTS AND PROMOTIONS

Social Strategi may run advertisements and promotions from third parties on the Site. Your correspondence or business dealings with, or participation in promotions of, advertisers other than Social Strategi, found on or through the Site, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. Social Strategi is not responsible or liable 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 non-Social Strategi advertisers on the Site.

8. CONTENT PROVIDED VIA LINKS

You may find links to other websites or resources on the Site. You acknowledge and agree that Social Strategi is not responsible for the availability of such external websites 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 websites or resources. Social Strategi will not be responsible or liable, directly or indirectly, for any actual or alleged damage or loss 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.

9. INTELLECTUAL PROPERTY RIGHTS

Social Strategi grants you permission (which may be revoked at any time for any reason or no reason) to use the Site for the purposes provided herein and in accordance with these Terms and solely for your own personal, non-commercial use (except as provided herein), provided you do not remove any trademark, copyright or other notice. No other use is permitted. You may not, for example, incorporate the information, content, or other material in any database, compilation, archive or cache. Except as specifically authorized by Social Strategi, you may not deep-link to the Site for any purpose or access the Site manually or with any robot, spider, web crawler, extraction software, automated process or device to scrape, copy, or monitor any portion of the Site or any information, content, or material on the Site. Social Strategi reserves all of its statutory and common law rights against any person or entity who violates this paragraph. You may not link or frame to any pages of the Site or any content contained therein, whether in whole or in part, without prior written consent from Social Strategi. You may like or follow Social Strategi or share links to the Site via social networking technology referenced on the Site. Any rights not expressly granted herein are reserved.

Except as expressly authorized by Social Strategi or by Content providers, you agree not to reproduce, modify, rent, lease, loan, sell, distribute, mirror, frame, republish, download, transmit, or create derivative works of the Content of others, in whole or in part, by any means. You must not modify, decompile, or reverse engineer any software Social Strategi discloses to you, and you must not remove or modify any copyright or trademark notice, or other notice of ownership.

“Social Strategi Trademarks” means all names, marks, brands, logos, designs, trade dress, slogans and other designations Social Strategi uses in connection with its products and services. You may not remove or alter any Social Strategi Trademarks, or co-brand your own products or material with Social Strategi Trademarks, without Social Strategi’s prior written consent. You acknowledge Social Strategi’s rights in Social Strategi Trademarks and agree that any use of Social Strategi Trademarks by you shall inure to Social Strategi’s sole benefit. You agree not to incorporate any Social Strategi Trademarks into your trademarks, service marks, company names, internet addresses, domain names, or any other similar designations, for use on or in connection with computer or internet-related products, services or technologies.

Unless explicitly stated herein, nothing in these Terms shall be construed as conferring any license to intellectual property rights. Permission is granted to display, copy, distribute and download Content owned by Social Strategi on the Site provided that: (a) the copyright notice pertaining to the Content remains, and a permission notice (e.g., “used with permission”) is added to such Content; (b) the use of such Content is solely for personal and non-commercial use; (c) such Content will not be copied or posted on any networked computer or published in any medium, except as explicitly permitted by valid permission or license covering such materials; and (d) no modifications are made to such Content. This permission terminates automatically without notice if you breach any of the terms or conditions in this document. Upon termination, you must immediately destroy any downloaded and/or printed Content.

10. COPYRIGHT INFRINGEMENT

Social Strategi respects the intellectual property of others, and we ask our Users to do the same. Accordingly, Users may not post, modify, distribute, or reproduce in any way any Content on the Site that is copyrighted material you do not own or have permission to use, without obtaining prior written consent of the copyright owner. Social Strategi reserves the right, in its discretion, to remove any Content if we believe it may infringe the copyright rights of others, and/or to terminate the accounts of Users who we believe to be infringers.

If you believe that your work has been copied and posted on the Site in a way that constitutes copyright infringement, we will respond to notices of alleged infringement that comply with the Digital Millennium Copyright Act of 1998 (the “DMCA”), a federal law that provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that content or material hosted on the Site infringes your copyright, you (or your agent) may send Social Strategi. a notice requesting that the content or material be removed, or access to it blocked. The notice must include the following information: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (b) identification of the copyrighted work claimed to have been infringed (or if multiple copyrighted works are covered by a single notification, a representative list of such works); (c) identification of the material that is claimed to be infringing or the subject of infringing activity, and information reasonably sufficient to allow Social Strategi to locate the content or material within the Site; (d) the name, address, telephone number and email address (if available) of the complaining party; (e) a statement that the complaining party has a good faith belief that use of the content or material in the manner complained of is not authorized by the copyright owner, its agent or the law; and (f) 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. If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permits you to send us a counter-notice. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA; see http://www.loc.gov/copyright for details. Social Strategi’s agent for notice of claims of copyright or other intellectual property infringement can be reached as follows:

By email: info@socialstrategi.com

By mail: Social Strategi LLC

1267 Willis St. Ste 200, Redding, CA 96001, USA

We suggest that you consult with a legal advisor before filing a notice under the DMCA. Also, be aware that there can be penalties for false claims under the DMCA.

11. TERMINATION AND SUSPENSION

Social Strategi reserves the right to suspend and/or terminate any User with or without notice at any time in its sole discretion, for any reason or no reason. You agree that, if you are suspended and/or terminated, you will make no further use of the Site after termination or during suspension.

12. DISCLAIMER OF WARRANTIES

USE OF THE SITE IS AT YOUR SOLE RISK UNLESS OTHERWISE EXPLICITLY STATED. THE SITE, INCLUDING THE INFORMATION, SERVICES, AND CONTENT, IS PROVIDED ON AN “AS IS”, “AS AVAILABLE”, AND “WITH ALL FAULTS” BASIS. SOCIAL STRATEGI DISCLAIMS ALL EXPRESS OR IMPLIED CONDITIONS, REPRESENTATIONS, AND WARRANTIES OF ANY KIND, INCLUDING ANY IMPLIED WARRANTY OR CONDITION OF MERCHANTABILITY, SATISFACTORY QUALITY, OR FITNESS FOR A PARTICULAR PURPOSE. SOCIAL STRATEGI MAKES NO REPRESENTATIONS, WARRANTIES, CONDITIONS OR GUARANTEES AS TO THE USEFULNESS, QUALITY, SUITABILITY, TRUTH, ACCURACY, OR COMPLETENESS OF THE SITE.

SOCIAL STRATEGI MAKES NO WARRANTY OR REPRESENTATIONS THAT: (A) THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (B) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE WEBSITE WILL BE ACCURATE OR RELIABLE; (C) THE QUALITY OF ANY PRODUCTS, SERVICES, CONTENT, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED FROM TUTORS WILL MEET YOUR EXPECTATIONS OR REQUIREMENTS; (D) ANY ERRORS IN THE SITE WILL BE CORRECTED; OR THAT THE SERVICES ARE APPROPRIATE FOR USE OR ACCESS OUTSIDE OF THE UNITED STATES.

YOU ASSUME ALL RISK FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR DEVICE OR LOSS OF DATA THAT RESULTS FROM OBTAINING ANY CONTENT FROM THE SITE, INCLUDING ANY DAMAGES RESULTING FROM COMPUTER VIRUSES.

13. LIMITATION OF LIABILITY

THE SITE OFFERS A MARKETPLACE FOR THOSE SEEKING TUTORING SERVICES TO CONNECT WITH THOSE SEEKING TO PROVIDE TUTORING SERVICES.

YOU UNDERSTAND AND AGREE THAT SOCIAL STRATEGI HAS NO CONTROL OVER THE ACTS OR OMISSIONS OF ANY USER ON OR OFF THE SITE AND THAT SOCIAL STRATEGI MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE QUALITY OF THE SERVICES PROVIDED BY ANY USER. YOU UNDERSTAND AND AGREE THAT SOCIAL STRATEGI IS NOT RESPONSIBLE FOR THE PERFORMANCE OR CONDUCT, WHETHER ON OR OFF THE SITE, OF ANY USER. AS SUCH, SOCIAL STRATEGI EXPRESSLY DISCLAIMS, AND EACH USER EXPRESSLY RELEASES SOCIAL STRATEGI FROM, ANY AND ALL LIABILITY WHATSOEVER FOR ANY CONTROVERSIES, CLAIMS, SUITS, INJURIES AND/OR DAMAGES ARISING FROM AND/OR IN ANY WAY RELATED TO THE SITE, INCLUDING WITHOUT LIMITATION ANY ACTS AND/OR OMISSIONS OF USERS ON OR OFF THE SITE.

USERS OF THE SITE TRANSACT BETWEEN THEMSELVES. SOCIAL STRATEGI WILL NOT BE INVOLVED IN ANY USER INTERACTIONS. SOCIAL STRATEGI IS NOT RESPONSIBLE FOR DISPUTES, CLAIMS, LOSS, INJURY, OR DAMAGE OF ANY KIND THAT MIGHT ARISE DURING AND AFTER USER INTERACTION.

TO THE FULL EXTENT PERMITTED BY LAW, SOCIAL STRATEGI IS NOT LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION LOSS OF BUSINESS, REVENUE, PROFITS, GOODWILL, USE, DATA, ELECTRONICALLY TRANSMITTED ORDERS, OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF OR IN CONNECTION WITH THE SITE, EVEN IF SOCIAL STRATEGI HAS PREVIOUSLY BEEN ADVISED OF, OR REASONABLY COULD HAVE FORESEEN, THE POSSIBILITY OF SUCH DAMAGES, HOWEVER THEY ARISE, WHETHER IN BREACH OF CONTRACT OR IN TORT (INCLUDING NEGLIGENCE), INCLUDING WITHOUT LIMITATION DAMAGES DUE TO: (A) THE USE OF OR THE INABILITY TO USE THE SITE; (B) THE COST OR 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 SITE; (C) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITE, INCLUDING WITHOUT LIMITATION UNAUTHORIZED ACCESS TO OR ALTERATION OF TRANSMISSION OR DATA, MALICIOUS OR CRIMINAL BEHAVIOR, OR FALSE OR FRAUDULENT TRANSACTIONS; OR (D) CONTENT OR INFORMATION USERS MAY DOWNLOAD, USE, MODIFY, OR DISTRIBUTE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN NO EVENT SHALL SOCIAL STRATEGI’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO, NEGLIGENCE) OR OTHERWISE, EXCEED (A) THE AMOUNT PAID BY YOU TO SOCIAL STRATEGI OR A SOCIAL STRATEGI PARTNER, IF ANY, OR (B) $100 (WHICHEVER IS LESS).

YOU AND SOCIAL STRATEGI AGREE THAT THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY IN THESE TERMS ARE MATERIAL, BARGAINED-FOR BASES OF THIS AGREEMENT, AND THAT THEY HAVE BEEN TAKEN INTO ACCOUNT IN DETERMINING THE CONSIDERATION TO BE GIVEN BY EACH PARTY UNDER THIS AGREEMENT AND IN THE DECISION BY EACH PARTY TO ENTER INTO THIS AGREEMENT. YOU AND SOCIAL STRATEGI AGREE THAT THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY IN THESE TERMS ARE FAIR AND REASONABLE.

IF YOU ARE DISSATISFIED WITH THE SITE OR DO NOT AGREE TO ANY PROVISIONS OF THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE EXCEPT AS MAY BE PROVIDED FOR IN THIS SECTION 18.

14. ASSUMPTION OF RISK

Users assume all risks when using the Site, including without limitation any and all of the risks associated with any online or offline interactions with other Users. Users shall take all necessary precautions when interacting with other Users.

15. INDEMNIFICATION

Users shall indemnify, defend, and hold harmless Social Strategi and its subsidiaries, affiliates, shareholders, officers, directors, agents, licensors, suppliers, other partners, employees, and representatives from and against any and all claims, demands, causes of action, losses, expenses, damages and/or liabilities, including reasonable attorney’s fees and court costs, incurred by Social Strategi in any way related to your (a) acts and/or omissions on or off the Site; (b) violation of any rights of another, including without limitation any alleged infringement of intellectual property or other right of any person or entity relating to the Site; (c) breach of these Terms; (d) disputes with or between other Users; (e) use and/or misuse of the Site, including without limitation any information, content and/or materials thereon; (f) violation of any applicable law or regulation; (g) inaccurate, untimely, incomplete or misleading User information, including without limitation with respect to registration, profile or eligibility; (h) misstatements and/or misrepresentations; (i) use of links to third party websites, including without limitation such websites’ availability, terms of use, privacy policy, information, content, materials, advertising, products and/or services; (j) User information and any acts or omissions with respect to such User information; (k) use of any information in third-party reports; (l) use of third party payment processing services; (m) use of phone support services; and/or (n) use of any services or products or any contracts or arrangements made or provided based on information, content and/or materials obtained on or through the Site. Users must cooperate as requested by Social Strategi in the defense of such claims. Social Strategi reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by Users, and you shall not, in any event, settle any claim or matter on behalf of Social Strategi without the written consent of Social Strategi.

16. INJUNCTION

Users agree that any material breach of the Terms will result in irreparable harm to Social Strategi for which damages would be an inadequate remedy and, therefore, in addition to its rights and remedies otherwise available at law, Social Strategi reserves the right to seek will equitable relief through the court system, including both a preliminary and permanent injunction, if such a breach occurs. You waive any requirement for the posting of a bond or other security if Social Strategi seeks such an injunction.

17. NOTICES; MODIFICATION AND TERMINATION OF SERVICES; AMENDMENT OF TERMS

Social Strategi may provide notice to Users via email, regular mail, or posting notices or links to notices on the Site. Social Strategi reserves the right at any time to modify, suspend or terminate the services (or any part thereof), and/or use of or access to them, with or without notice. Social Strategi may also delete, or bar access to or use of, all related information and files. Social Strategi will not be liable to Users or any third-party for any modification, suspension, or termination of service, or loss of related information. Social Strategi may amend these Terms at any time by posting the amended terms on this Site.

18. GOVERNING LAW

This Agreement and its terms and conditions are governed by the law of the State of California, without reference to rules governing choice of laws. The Requestor submits to the exclusive jurisdiction of the state and Federal courts located in the County of Santa Clara, State of California. All disputes, claims and causes of action arising out of or in connection with this Policy, shall be resolved individually, without resort to any form of class action, and exclusively by the courts of the State of California, County of Santa Clara. If for any reason any provision of this Agreement is adjudicated to be unenforceable, that provision of the Agreement will be enforced to the maximum extent permissible so as to effect the intent of the parties, and the remainder of this Agreement will continue in full force and effect.

19. ENTIRE AGREEMENT

These Terms constitute the entire agreement between you and Social Strategi relating to their subject matter, and cancel and supersede any prior versions of the Terms. You may not assign or otherwise transfer the Terms or any right granted here under. You also may be subject to additional terms and conditions that may apply when you use Social Strategi Site or third-party products or services.