These Terms of Service (the “Agreement” or “Terms”) contain the terms and conditions under which you may make use of the Apefreely Site at https://www.Apefreely.com and /or the services that we make available to you. These terms constitute a legal agreement between you ("you" or “user”) and Apefreely, Inc., (incorporated in the State of New York and operates the Apefreely Site, hereinafter referred to as “Apefreely,” “we” or “us”), and, they govern your access and use of the website, content, products, and services (the “Services”), made available to you. These Terms together with the privacy policy available at ("Privacy Policy"), limited warranty available at ("Limited Warranty"), and other additional agreements referred to and/or linked herein, all of which are incorporated herein by reference, are, collectively, the “Agreement.” Please, read these Terms and any additional terms applicable to your use of the Site or the Services before using it. By accessing or using the Services either as a registered user or not, you confirm your agreement to be bound by these Terms. These Terms expressly supersede prior agreements or arrangements with you regarding the use of the Services. IMPORTANT ARBITRATION NOTICE: THESE TERMS CONTAIN DISCLAIMERS OF WARRANTIES AND LIMITATIONS OF LIABILITIES INCLUDING ARBITRATION AND CLASS ACTION WAIVER PROVISIONS THAT WAIVE YOUR RIGHT TO A COURT HEARING, RIGHT TO A JURY TRIAL, AND RIGHT TO PARTICIPATE IN A CLASS ACTION. ARBITRATION IS MANDATORY AND IS THE EXCLUSIVE REMEDY FOR ANY AND ALL DISPUTES ARISING OUT OF YOUR USE OF OUR SERVICE UNLESS TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAWS. BY ENTERING THIS AGREEMENT, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND ALL OF THE TERMS OF THIS AGREEMENT AND HAVE TAKEN THE TIME TO CONSIDER THE CONSEQUENCES OF THIS IMPORTANT DECISION. 1. Changes to this Agreement We may modify these Terms at any time, at our sole discretion as they are subject to change. If we do so, we will let you know either by posting the modified Terms on the Service (“Amendment Notice”) or through other communications such as the email address registered in your account. It’s important that you review the Terms whenever we modify them because if you continue to use the Services after we have posted modified Terms on the platform, you are indicating to us that you agree to be bound by the modified Terms. Supplemental terms and conditions or documents that may be posted on the Site from time to time are hereby expressly incorporated herein by reference. The contents of this website may include technical inaccuracies or typographical errors. We may publish changes to the contents at any time without prior notice to you. We may also make improvements and/or changes in the products and services and/or the features described herein at any time without prior notice to you. We shall have the right to revise and edit these contents at any time. By linking, accessing, browsing, and/or using this site, you agree to be bound by any such revisions. Because our Services are evolving, over time we may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion PLEASE READ THESE TERMS CAREFULLY BEFORE ACCESSING OR USING THE SERVICES. 2. The Apefreely Services and platform Apefreely provides an online platform that provides users with a comprehensive network of real estate and professional services. The service includes all of the Apefreely features, services, applications, technologies and portals that we make available to advance our mission of connecting people and building communities. We do not act as the agent for either real estate agents or owners or buyers of real estate. Our service provides a platform for communication, networking and transactions to take place and as such, the actual contract of sale is directly between the real estate agent or owners and the buyer who is interested in a real estate listing. However, we may take actions such as limiting the visibility of your account, real estate listing or suspending your account if we determine that you are acting against the policies herein this agreement and other Apefreely agreements incorporated herein by reference including all the policies and terms on our website. Users understand that Apefreely only provides the Services as a venue to connect people. We may provide information and tools to help users make more decisions such as our real estate listing information, safety resources and guides. However, we do not guarantee, nor do we warrant or represent, that the information displayed on the Service by any user about a real estate listing is accurate or genuine. Apefreely does not make any representation or warranty as to the item-specifics (such as legal title, identity, etc.) of any of its Users. You release and indemnify Apefreely and/or any of its officers and representatives from any cost, damage, liability, or other consequence of any of the actions of the Users of the Service and specifically waive any claims that you may have on this behalf under any applicable law. 3. Apefreely accounts: registration and acceptance
We reserve the right to revoke the privileges of the account or access to or use of the Services, and those of any and all linked accounts without warning if, in our sole discretion, false or misleading information has been provided in creating, marketing, or maintaining your Profile or account.
We may also require you to provide additional optional information about you and your preferences from time to time, which is not a compulsory requirement to register for a user account but may be helpful to Apefreely in improving and providing you with a more customized user experience when using the Services. Apefreely reserves the right to decline a registration to join Apefreely for any lawful reason.
Each user who uses the Site must register for their own Account. When you register for an Account, you may be asked to choose a username and password for the Account. You are responsible for all activity that occurs under your Account, and you agree to maintain the security and secrecy of your Account username and password at all times. You agree to notify us immediately if you suspect or become aware of any unauthorized use of your Account or any unauthorized access to the password for any Account. You further agree not to use the Account or log in with the username and password of another User of the Site if (a) you are not authorized to use it or (b) the use would violate the Terms. You hereby acknowledge and agree that Apefreely will not in any way be liable to you for any loss caused by unauthorized access to and use of your account. 4. Relationship with Apefreely You acknowledge, agree, and understand that Apefreely is not a party to the relationship or any dealings between users of the Services. We do not provide real estate, professional or sales services, and we are not the employer of any user of the Services. Apefreely is not responsible for any non-performance or breach of any contract entered into between users of our Services. Although Apefreely will make necessary efforts to ensure that a user will perform its expected duties, we cannot and do not guarantee that the concerned user(s) will perform any transaction concluded through the Services. We merely make the Services available to enable users to connect on the platform. Apefreely does not select items for users, however, users may be notified of items or real estate listings around them or based on their preferences. However, Users are responsible for evaluating and determining the suitability of any recommended service or listed item on their own. It is also your responsibility to check and comply with all applicable laws (federal, state, local and foreign laws, including minimum age requirements) pertaining to your use, possession and purchase of any product and/or services through the Apefreely Site. 5. Intellectual property rights, license, and restrictions
You may not: (i) remove any copyright, trademark, or other proprietary notices from any portion of the Site; (ii) reproduce, modify, prepare derivative works based upon, distribute, license, lease, sell, resell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Site except as expressly permitted by us; (iii) decompile, reverse engineer or disassemble the Site except as may be permitted by applicable law; (iv) link to, mirror or frame any portion of the Site; or (v) cause or launch any programs or scripts for the purpose of scraping, indexing, surveying, or otherwise data mining any portion of the Site or unduly burdening or hindering the operation and/or functionality of any aspect of the Site. 6. Property or professional service description While we make reasonable attempts to ensure that property or professional descriptions are as accurate as possible, you understand that Apefreely does not list, inspect, examine or evaluate properties or professional services made available through our Service and neither do we control the users on the platform. The products and services made available on our platform are made available by independent third-party users. As a result, we make no representation and give no warranties or undertakings of any kind, express or implied, with regard to the accuracy, reliability, timeliness or completeness of any such information. We do not accept liability for any loss of whatsoever nature or howsoever caused, arising directly or indirectly from the use of or reliance upon this website or any of the information it contains. Any legal claim that is related to the product or service you accessed or purchased through the Apefreely Site must be brought against the user who made such service available to you. You release Apefreely from any claims related to products and/or services made available to you through our Services. 7. Paid services and payment terms
By providing payment details through the Services and authorizing payments with such provided payment details, you represent, warrant, and covenant that:
You represent and warrant that there are sufficient funds or credit available to complete the payment using the designated payment method. To the extent that any amounts to be charged under this Agreement or the other Terms of Service cannot be collected from your provided payment details, you are solely responsible for paying such amounts by other means. While we will use credible third party payment processors with industry-standard efforts to ensure the security of all credit cards and all other personal information, we expressly disclaim any liability for any damage that may result should any information be released to any third parties, and you agree to hold us harmless for any damages that may result therefrom 8. User content Much of the content on our Services are made available by users, publishers, and other third parties. Whether that content is posted publicly or sent privately, the content is the sole responsibility of the person or organization that submitted it. Although Apefreely reserves the right to review or remove all content that appears on the Services, we do not necessarily review all of it. So we cannot—and do not—take responsibility for any content that others provide through the Services. Content you submit Subject to the limitations set forth herein, our Services may contain blogs, pages, personal web pages or profiles, forums, bulletin boards, and other interactive features that allow users to post, submit, publish, display or transmit to other users or other persons content or materials (collectively, "User-generated Submission") on or through the Services. User-generated submission and content are the contributions of independent users not affiliated with Apefreely, whose opinions are their own. Apefreely does not guarantee the accuracy, integrity, or quality of the opinions and advice posted on the site by users. Your use of any user submission provided on the website is at your own risk. You also agree to only post User-generated submissions to Apefreely if you know you have the necessary rights to do so. By uploading a User-generated submission, you represent and warrant that (a) you own or otherwise control all of the rights to such User-generated Submission; (b) that the User-generated Submission is accurate; (c) that the use of such submission does not violate this Agreement and will not cause injury to any person or entity, and (d) that you will indemnify Apefreely for all claims relating to such submission. Unless we indicate otherwise, by posting or submitting such User-generated Submission to the Services, you grant Apefreely a non-exclusive, royalty-free, perpetual, irrevocable, and fully sub-licensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such content, and the name submitted in connection with such content, throughout the world in any media now known or hereafter conceived. Apefreely and its affiliates are free to use any ideas, concepts, or know-how contained in your content for any purpose whatsoever including, but not limited to the right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for any purpose. Monitoring your User-generated submission We may, but are not obliged to monitor the use of any feature made available to you for use from time to time. However, we still rely on you to inform us of any abuse or inappropriate behavior, in which case we may review specific postings. If you feel you have been threatened, damaged, or abused in our community or via our communication systems or if you believe any infringement of your rights may have occurred through Apefreely please contact us. Apefreely is not in any way involved in any arrangements made between Users. Any postings on Apefreely and the uploading of any photos, pictures, videos, animations, or other audio-visual material to Apefreely by users of the Services does not constitute any form of recommendation, representation, endorsement, or arrangement by Apefreely. In particular, we have no control over and are not responsible for the truth or accuracy of any content, its compliance with any legal or regulatory requirement, or its quality or safety. Please contact Apefreely if you have any concerns about the content of any information seen on the website. You also understand that any information posted via the website or other communication features made available to you on the Apefreely Services is the opinion of the person posting such User-generated submission or information. If you rely on the information posted, you do so at your own risk. Although we have rules for the posting of content, it is possible that our interactive features could be susceptible to misuse. We ask all Users to contact us in respect of any suspicion of misuse. We reserve the right (but we are not obliged) to do any or all of the following:
9. Rights that you grant us over your content Some of our services allow you to create, upload, post, send, receive, and store content. When you do that, you retain whatever ownership rights in that content you had to begin with. But you grant us a license to use that content. Granting us a license to make use of your content does not deprive you of the rights you have over such content; you own the intellectual property rights in any such content that you create and share on Apefreely. This implies that when you share, post, or upload content that is covered by intellectual property rights on or in connection with our Products, you grant us a non-exclusive, transferable, sub-licensable, royalty-free, and worldwide license to host, use, distribute, modify, run, copy, publicly perform or display, translate, and create derivative works of your content. This means, among other things, that you will not be entitled to any compensation from Apefreely, our affiliates, or our business partners if your name, likeness, or voice is conveyed through the Services. In addition, you agree that we and our affiliates:
You understand that even if you seek to delete your content from Apefreely, it may as a technical and administrative matter take some time or not be possible to achieve this – for example, we may not be able to prevent any third party from storing or using any of your content that you have made public via Apefreely. While we are not required to do so, we reserve the right to block or remove your content for any reason, including as is in our opinion appropriate, as required by applicable laws and regulations or in accordance with the Copyright Policy. We reserve the right to artificially manipulate the visibility, status, or rank of your content on Apefreely. You alone, though, remain responsible for the content you create, upload, post, send, or store through the Service. You also give us permission to publicly display your profile picture, username, and information about your actions (such as likes) or relationships (such as follows) next to or in connection with accounts, networks, services, offers, and other contents that you follow or engage with that are displayed on Apefreely Services, without any compensation to you. For example, we may show that you liked a sponsored post created by a brand that has paid us to display its ads on the platform. As with actions on other content and follows of other accounts, actions on sponsored content and follows of sponsored accounts can be seen only by people who have permission to see that content or follow. We will also respect your ad settings where applicable. 10. User representation and acceptable use You hereby represent, warrant and agree that no materials of any kind submitted through your account or otherwise posted or shared by you through the service will be in violation of the rights of any third party, including but not limited to the copyright, trademark, publicity, privacy or other personal or proprietary rights. Although we are committed to providing a safe user experience, we do not guarantee that the platform, or any content in it, will be safe, error-free or uninterrupted, or that it will be free from bugs or viruses. From time to time, access to the service may be interrupted, suspended, or restricted, including because of a fault, error or unforeseen circumstances, or scheduled maintenance. We shall not be liable to you for any loss or damage that you may suffer as a result of the service being unavailable at any time for any reason. You agree, undertake and confirm that your use of the platform shall be strictly in accordance with the following binding guidelines:
The content you access: It is possible those other users (including unauthorized users or "hackers") may post or transmit offensive or obscene materials on the Services and that you may be involuntarily exposed to such offensive and obscene materials. It also is possible for others to obtain personal information about you due to your use of the Services, and the recipient may use such information to harass or injure you. We do not approve of such unauthorized uses, but by using the Services, you acknowledge and agree that we are not responsible for the use of any personal information that you publicly disclose or share with others on the Services. Please carefully select the type of information that you publicly disclose or share with others on the Services.
11. Your safety; interaction with other users The Services allow you to interact with other users, either in person or online. Although Apefreely strives to encourage a respectful member experience, Apefreely is not responsible for the conduct of any member on or off of the Services that we provide. You agree to use caution in all interactions with other members, particularly if you decide to communicate off the Service or meet in person. By making use of the Services, you understand and agree that we have the right to monitor your access and use of the Services for the purpose of operating the Services, to ensure compliance with these Terms, and to comply with applicable law or other legal requirements. We reserve the right but are not obligated, to remove or disable access to any content, at any time and without notice, including, but not limited to, if we, at our sole discretion, consider any content to be objectionable or in violation of these Terms. We also have the right to investigate violations of these Terms or conduct that affects the Services. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the terms herein. 12. Non-discrimination policy Apefreely prohibits discrimination against any User or other third party based on race, religion, national origin, disability, sexual orientation, sex, marital status, gender identity, age or any other characteristic protected under applicable law. Apefreely wants all of our users to feel safe and welcome and we do not tolerate any conduct that we determine to be discriminatory. 13. How we communicate: consent to electronic transaction, communication and disclosures To the fullest extent permitted by law, these Terms and Conditions and any other agreements, notices or other communications from Apefreely to you regarding our services being offered ("Communications") may be provided to you electronically, and you consent and agree to receive Communications in an electronic form. Electronic Communications may be posted on the pages within the Apefreely website and/or delivered to your email address. Also, you expressly consent to be contacted by us, our agents, representatives, affiliates, or anyone calling on our behalf for any and all purposes, at any telephone number, or physical or electronic address you provide or at which you may be reached. You agree we may contact you in any way, including SMS messages (including text messages), calls using prerecorded messages or artificial voice, and calls and messages delivered using an auto telephone dialing system or an automatic texting system. Automated messages may be played when the telephone is answered, whether by you or someone else. In the event that an agent or representative calls, he or she may also leave a message on your answering machine, voice mail, or send one via text. You consent to receive SMS messages (including text messages), calls and messages (including prerecorded and artificial voice and auto-dialed) from us, our agents, representatives, affiliates, or anyone calling on our behalf at the specific number(s) you have provided to us, or numbers we can reasonably associate with your account with information or questions about your account. You certify, warrant, and represent that the telephone numbers that you have provided to us are your numbers and not someone else's. You represent that you are permitted to receive calls at each of the telephone numbers you have provided to us. You agree to alert us whenever you stop using a particular telephone number. Consent to monitoring and recording of calls: Apefreely may, at its own discretion and without further notice or warning to you, monitor and/or record telephonic communications for our business purposes, such as quality control, fact verification and training purposes and to help protect our rights and the rights of others, and you hereby consent to such monitoring and recording. All calls between Apefreely and any user will be confidential. Opting-out and withdrawal of consent: You may withdraw your consent to receive Communications electronically by contacting us in the manner described below. If you withdraw your consent, from that time forward; we may still send you relevant information about your account and any transaction detail carried out between you and other users on the Apefreely Services. You further acknowledge and agree that opting out and withdrawing consent may impact your use of the Apefreely service. 14. Copyright infringement and DMCA notification Apefreely respects the intellectual property of others and asks its users of the Services to do the same. Apefreely’s Service may not be used to transmit, retransmit, distribute, post, or store any material that violates any rights of any person including rights protected by copyright, trade secret, patent, or other intellectual property or similar laws or regulations. Apefreely has established procedures for enforcing this statement which is designed to be in accord with the Digital Millennium Copyright Act of 1998 (the “DMCA”). If you believe that your copyrighted work has been copied and is accessible on any of Apefreely’s Services in a way that constitutes copyright infringement, please notify us by sending us an email at support@Apefreely.com. Notification of alleged copyright infringement In order to be valid, the notification must be in writing and must contain the following information:
Counter-notification of alleged copyright infringement If you believe that your content on the Apefreely Services was wrongly taken down or disabled by a DMCA takedown, you have the right to contest such takedown by submitting a counter-notice to us. Your counter-notice must contain the following information and sent to our email at support@Apefreely.com.
Upon receipt of a counter-notice from you, Apefreely may provide a complete unredacted copy of your counter-notice to the complaining party and inform the complaining party that Apefreely may restore the disabled content. unless the complaining party files an action seeking a court order against Apefreely, the disabled content may be restored by Apefreely. Please note that Apefreely exercises little discretion in the whole DMCA process other than determining whether notices meet the minimum requirement as detailed above. You also understand that: (i) any person who knowingly misrepresents to Apefreely that material is infringing shall be liable to Apefreely and/or the alleged infringer for any damages (including costs and attorneys’ fees) suffered or incurred by Apefreely and/or the alleged infringer as a result of Apefreely’s reliance on such misrepresentation and removing or disabling access to such material. ii) Similarly, any person who knowingly misrepresents to Apefreely that the material was removed or access blocked by mistake or misidentification shall be liable to Apefreely and/or the copyright owner or its authorized licensee for any damages (including costs and attorneys’ fees) suffered or incurred by Apefreely and/or the copyright owner or its authorized licensee as a result of Apefreely relying on such misrepresentation and replacing such removed or blocked material. 15. Feedback and comments You may voluntarily post, submit or otherwise communicate to us any questions, comments, suggestions, ideas, original or creative materials or other information about Apefreely or our Services (collectively, "Feedback"). You understand that we may use such Feedback for any purpose, commercial or otherwise, without acknowledgement or compensation to you, including, without limitation, to develop, copy, publish, or improve the Apefreely Services by using the Feedback at Apefreely's sole discretion. Apefreely is not legally responsible for any feedback posted or made available on the Services by any users or third parties, even if that information is defamatory or otherwise legally actionable. In order to protect the integrity of the feedback system and protect users from abuse, Apefreely reserves the right (but is under no obligation) to remove, edit, move, delete, analyze, evaluate and monitor such posted user content, feedback or information that, in Apefreely’s sole judgment, violates its terms or negatively affects our Services, diminishes the integrity of the feedback system or otherwise is inconsistent with the business interests of Apefreely. You understand that your feedback content shall be considered non-confidential and non-proprietary; and that by posting, inputting, uploading, sharing, providing, or otherwise submitting any feedback content to the Apefreely site, Apefreely will treat such feedback content as non-confidential. User hereby grants Apefreely, its affiliates, and marketing partners, a worldwide, non-exclusive, royalty-free, perpetual, irrevocable right, sublicensable (through multiple tiers) and transferable right and license to reproduce, use, publish, distribute, translate, reformat, transmit, display, modify, create derivative works of and otherwise commercially exploit (including but not limited to over the Internet, broadcast television or any other uses or media {including any or all existing and future social media platforms}) such feedback, in whole or in part, including existing and future rights that Apefreely (or its successor) may otherwise become entitled to that do not yet exist, as well as new uses, media, means and forms of exploitation throughout the universe exploiting current or future technology yet to be developed in the future all Content in connection with the sale of products through the Apefreely Services and for the real estate listing, advertising, marketing and promotion of such products or the Services, including without limitation, through the Apefreely Site, third party websites, e-mail, social media or any other medium. User agrees that Apefreely may permit users of the Apefreely Services to share and post content on their own social media outlets. 16. Violations and reporting violations Users of the Service may receive a warning to their account for violations of any of these terms or for any user misconduct reported to us. A warning may be sent to the email address attached to the user account. Warnings do not limit account activity but can lead to the user’s account being suspended or becoming permanently disabled based on the severity of the violation. If you come across any content that may be in violation of these Terms, you should report it to us immediately so that we can take appropriate actions. All cases are reviewed by our team. To protect individual privacy, the results of the review may not be shared and you understand that except as required by law, you understand and accept that we are not obligated to take action in response to any report. You can review our Privacy Policy for more information on our disclosure practices. 17. Third-party links, lead sales and advertisement services Third-party links: Some links on the Services may allow you to leave the Site. The linked sites and services are not in any way under the control of Apefreely, and we are not responsible for the contents of any of such linked sites or any link contained in a linked site or any changes or updates to such sites. Leads generation services: While you make use of the Apefreely Services, you could be in contact with real estate experts as part of the Services. We could also generate leads and refer such leads to our partners or other parties that offer mortgage loans, brokerage or escrow services and you give us permission to make such a lead sale, and you agree that we could receive monetary compensation in exchange for making the connection. Advertisement services: The Apefreely Services may include advertisements, which may be targeted to information or content on the Apefreely Services, queries made through the Apefreely Services, or other information, in an effort to make the advertisements relevant to you. The types and extent of advertising by Apefreely are subject to change and in consideration of Apefreely granting you access to and use of the Apefreely Services, you agree that Apefreely and its third-party providers and partners may place such advertising on the Apefreely Services. If you wish to become an advertiser, you will be required to enter into separate and supplemental terms with us about providing advertising services on the Apefreely Services. You, however, understand that Apefreely is not responsible for any form of transmission sent or received from any linked site. We are providing these links to you only as a convenience, and the inclusion of any link does not imply affiliation, adoption, or endorsement by us of the site. Your use of any linked site is at your own risk and is subject to the terms of use and privacy policies located on such site. You understand that any content or information made available or expressed by a third party on the Apefreely platform is that of the respective owner(s) and not ours. Apefreely neither approves nor is responsible for the accuracy, currency or reliability of any content, opinion, information, advice or statement made on the Site by anyone. 18. Release In addition to the recognition that Apefreely is not a party to any contract between Users, you hereby release Apefreely, our Affiliates, and our respective officers, directors, agents, subsidiaries, joint ventures, and employees from claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with any dispute you have with another User, whether it be at law or in equity that exists as of the time you enter into this agreement. This release includes, for example, and without limitation, any disputes regarding the performance, functions, and quality of the Services provided by a user and requests for refunds based upon disputes. 19. Privacy Policy We care about data privacy and security. By using the Services, you agree to be bound by our Privacy Policy posted on the Services, which is incorporated into these Terms. Please be advised the Service is hosted in the United States. If you access the Site from any other region of the world with laws or other requirements governing personal data collection, use, or disclosure that differ from applicable laws in the United States, then through your continued use of the Services, you are transferring your data to the United States, and you agree to have your data transferred to and processed in the United States. 20. Warranty disclaimer The contents of our Services have been compiled by us from internal and external third-party sources. While we have made attempts to provide accurate and valid information on our Services, no representation is made or warranty given as to the validity, completeness, availability, timeliness, security, reliability or accuracy of the contents. In particular, you should be aware that the contents may be incomplete, may contain errors, or may have become out of date. You should therefore verify information obtained from the site before you take any action upon it. No advice or information, whether oral or written, obtained by you from us, shall create any warranty not expressly made herein. Our Services and the site services are provided “as available” and on an “as-is” basis. Apefreely makes no warranties of any kind, expressed or implied. We strive to provide our site 24 hours a day 365 days a year, but we do not guarantee our site will always be available. Apefreely will not be liable for any loss due to our site not being available. Apefreely will not be liable for any loss due to errors in our software or the software of others that we use. To the fullest extent permissible by applicable law, we disclaim all responsibility, liability, representations, and warranties of any kind, express or implied for: (i) operation, accessibility, or security of this Services, and the accuracy, completeness, availability, timeliness, currency, or reliability of any of the content or data found on our Services, (ii) any harm to your computer system, loss of data, or other harm that results from your access to or use of any Content (iii) the deletion of, or the failure to store or to transmit, any Content and other communications maintained by the Services; including, but not limited to, any implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We do not guarantee continuous, uninterrupted, or secure access to its services, and the operation of our Services may be interfered with by numerous factors outside of our control. Your use of the Services that we offer is at your sole risk. In the event that a dispute arises between users of the Services, each party agrees to release Apefreely from any and all forms of demands, claims, and damages (actual and consequential, known and unknown, disclosed and undisclosed, suspected or unsuspected) arising from such dispute because Apefreely is merely providing a platform for the user. Apefreely is not involved in the transaction between users of the Services. 21. Limitation of liability To the extent permitted by law, we assume no responsibility, and in no event and under no legal or equitable theory, whether in tort, contract, strict liability, or otherwise shall Apefreely or any of its employees, directors, officers, agents, or suppliers be liable to you or any other person for any loss, claim, damage, lost profits or any special, incidental, indirect or consequential damages of any kind arising out of or in connection with your access to, or inability to access, the Services, or from your reliance on any information provided on the Services, even if we have been advised of the possibility of such damages. The Apefreely site is only a venue for connecting users. We are not responsible for assessing the suitability, legality or ability of any user and you expressly waive and release Apefreely from any and all liability, claims or damages (actual, direct or consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising from or in any way related to any user. We expressly disclaim any liability that may arise between you and any user. The quality of the item or services received through the use of the Apefreely Services is entirely the responsibility of the user who makes such items available and who ultimately provides such services to you. You understand, therefore, that by using the Apefreely Services, you may be exposed to services that are potentially dangerous, offensive, harmful, unsafe or otherwise objectionable, and that you use the Apefreely Services at your own risk. Nothing in this agreement or the Apefreely Services constitutes or is meant to constitute, advice of any kind. 22. Indemnification You hereby agree to indemnify, defend, and hold harmless Apefreely, our Affiliates and each of their respective stakeholders, and our respective directors, officers, employees, representatives, and agents (each an “Indemnitee”) from and against any and all claims, losses, expenses, liabilities, damages or demands (including attorneys' fees and costs incurred), in connection with or resulting from, directly or indirectly:
Apefreely reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to your indemnification. You will not, in any event, settle any such claim or matter without the prior written consent of Apefreely. 23. Agreement term and termination This Agreement is effective until terminated by either you or Apefreely. You agree that Apefreely, at its sole discretion, may terminate your access to or use of the Apefreely Services, at any time and for any reason, including without limitation if Apefreely believes that you have violated or acted inconsistently with the letter or spirit of this Agreement (including but not limited to your failure to comply with the rules of conduct set forth herein this agreement). Upon any such termination, your right to use the Apefreely Services will immediately cease. You agree that any termination of your access to or use of the Apefreely Services may be effected without prior notice and that Apefreely may immediately deactivate or delete any user name and/or password used by or provided to you, and all related information and files associated therewith, and/or bar any further access to such information or files. You agree that Apefreely shall not be liable to you or any third party for any termination of your access to the Apefreely Services or to any such information or files, and shall not be required to make such information or files available to you after any such termination. Apefreely reserves the right to take steps that it believes are necessary or appropriate to enforce and/or verify compliance with this Agreement (including without limitation in connection with any legal process relating to your use of the Apefreely website and/or a third-party claim that your use of the Apefreely Services is unlawful or violates such third party’s rights). 24. Choice of law and jurisdiction These Terms and your use of the service shall be governed by and construed in accordance with the U.S. Federal Arbitration Act, federal arbitration law, and laws of the State of New York applicable to agreements made and to be entirely performed within the State of New York, without regard to its conflict of law principles. Except as otherwise expressly set forth in “Dispute Resolutions; Arbitration” Section below, any legal action or proceeding arising under this Agreement shall be brought exclusively in courts located in Hicksville, New York or federal court for Hicksville, and the parties hereby irrevocably consent to the personal jurisdiction and venue as provided in this Agreement. 25. Dispute resolution; arbitration Dispute with other users of Apefreely In the event that you find yourself in dispute with other users of the Apefreely Services or a third party, we advise you to contact such a party and try to amicably resolve the dispute. You further release Apefreely, or any of its employees, directors, officers, agents, or suppliers from any claims, damages, and demands that may arise out of disputes with other parties or users of the Apefreely Services. Dispute with Apefreely
To expedite dispute resolution and control the cost of any dispute, controversy or claim related to this Agreement (or the breach, termination, enforcement, interpretation or validity thereof) (“Dispute”), you as a user of the Apefreely Services agree to first attempt to negotiate any Dispute (except those Disputes expressly provided below) informally for at least thirty (30) days before initiating any arbitration. Such informal negotiations commence upon written notice from one person to the other. We are available by email at support@Apefreely.com to address any concerns or questions that you may have regarding your use of the Apefreely Services.
You and Apefreely agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services, Products or Content (collectively, “Disputes”) will be settled by binding arbitration in the event where informal negotiation did not work, except that each party retains the right: (i) to bring an individual action in small claims court and (ii) to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights (the action described in the foregoing clause (ii), an “IP Protection Action”). Without limiting the preceding sentence, you will also have the right to litigate any other Dispute if you provide Apefreely with written notice of your desire to do so by email at support@Apefreely.com within thirty (30) days following the date you first agree to these Terms (such notice, an “Arbitration Opt-out Notice”). If you don’t provide Apefreely with an Arbitration Opt-out Notice within the thirty (30) day period, you will be deemed to have knowingly and intentionally waived your right to litigate any Dispute except as expressly set forth in clauses (i) and (ii) above. All claims arising out of or relating to these Terms (including their formation, performance, and breach), the parties’ relationship with each other, and/or your use of the Apefreely Services will be finally settled by binding arbitration administered by AAA, in accordance with the AAA Consumer Arbitration Rules, excluding any rules or procedures governing or permitting class actions. Each party will have the right to use legal counsel in connection with arbitration at its own expense. The parties will select a single neutral arbitrator in accordance with the AAA Consumer Arbitration Rules. The arbitrator, and not any federal, state or local court or agency, will have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability, or formation of these Terms, including, but not limited to, any claim that all or any part of these Terms is void or voidable. Either party may elect to appear at the arbitration by phone or, if mutually agreed, to conduct it online, in lieu of appearing live. The arbitrator will be empowered to grant whatever relief would be available in a court under law or in equity. (iii) Arbitration Rules The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer-Related Disputes (the “AAA Rules”) then in effect. (The AAA Rules are available at www.adr.org/arb_med or by calling the AAA at 1-800-778-7879.) The Federal Arbitration Act will govern the interpretation and enforcement of this Section. (v) Arbitrator’s Decision The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator’s award will be in writing and provide a statement of the essential findings and conclusions, will be binding on the parties and may be entered as a judgment in any court of competent jurisdiction. The interpretation and enforcement of these Terms will be subject to the Federal Arbitration Act. (vi) Class action and class arbitration waiver You and Apefreely agree to the fullest extent permitted by applicable law, that each may bring claims against the other only in your or its individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding. Further, if the parties' dispute is resolved through arbitration, the arbitrator may not consolidate another person's claims with your claims, and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable, then the entirety of this Dispute Resolution section shall be null and void. (vii) Changes Notwithstanding the provisions as regards how we can make changes to these Terms, if Apefreely changes this “Dispute Resolution” section after the date you first accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by sending us written notice (including by email to support@Apefreely.com) within 30 days of the date such change became effective, as indicated in the “Last Updated” date above or in the date of Apefreely’ email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and Apefreely in accordance with the provisions of this “Dispute Resolution” section as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms). 26. Survival After this Agreement terminates, the terms of this Agreement and the other Terms that expressly or by their nature contemplate performance, after this Agreement terminates or expires, will survive and continue in full force and effect. For example, the provisions requiring arbitration, permitting audits, protecting intellectual property, indemnification, payment of fees, reimbursement, and setting forth limitations of liability each, by their nature, contemplate performance or observance after this Agreement terminates. Without limiting any other provisions of the Terms, the termination of this Agreement for any reason will not release you or Apefreely from any obligations incurred prior to termination of this Agreement or that thereafter may accrue in respect of any act or omission prior to such termination. 27. General provisions
Any notices or other communications provided by Apefreely under these Terms, including those regarding modifications to these Terms, will be given: (i) by Apefreely via email; or (ii) by posting to the Services. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted
Notwithstanding the other provisions of this Agreement, if either party is in good faith prevented from performing its obligations under this Agreement because of an event beyond the control of the Party concerned, including without limitation, war (declared or undeclared), acts of god, terrorism, earthquake, accident, explosion, fire or flood, such Party will promptly notify the other Party, and while so affected, the affected Party will be relieved from performing its obligations provided that, the Party affected will take all reasonable steps to promptly remedy the cause of such delay or failure if it is in its power to do so.
Apefreely also reserves the right to modify, suspend, or cease to operate entirely in the event where operations become inoperable. We shall not be liable to you for any liability or impact that any of such modifications to, or cessation of the Apefreely Services may have on you.
Apefreely does not warrant that the Services will be uninterrupted or available at all times and as such, unscheduled and scheduled interruptions may occur. From time to time, interruptions, delays, crashes, outages, errors or other hindrances in providing the Services may occur due to a variety of factors, of which some may be outside of Apefreely’s control, and some which may require or result in scheduled maintenance or unscheduled downtime of the site or the Services in general (collectively, “Downtime”).
In the event of scheduled maintenance or downtime, users may be notified and we shall endeavor to complete such scheduled maintenance as quickly as we can. However, in the event of an unscheduled downtime such as a crash, we shall endeavor to reasonably resolve such a problem and restore the service as quickly as we can. During these unscheduled or scheduled downtimes, users may be unable to transmit or receive data through the Services. You understand and acknowledge that part or all of the Services may be unavailable during any such period of downtime, and you acknowledge that Apefreely will not be liable or responsible to you for any inconvenience or losses in any way to you as a result of such downtime or loss of user contents temporarily or permanently.
These Terms with other policies presented to you, constitute the entire agreement between you and us with respect to the Services and its use and supersedes all prior agreements, proposals, communications between the parties, and understandings, whether oral or written. 28. Questions or complaints?