Effective Date: June 30, 2017
These Terms of Service form a binding legal agreement between you and SudShare, Inc. (“SudShare” or “Company”), directing use of SudShare’s website, mobile applications, Medium, and other such products (“Medium”). The Medium offered by the Company, the Company’s website, and mobile apps shall be referenced together below as the “Medium”.
THIS AGREEMENT INCLUDES BOTH A BINDING, FINAL ARBITRATION CLAUSE AND A CLASS ACTION WAIVER. THE CONSUMER SHOULD READ IT CAREFULLY, OBSERVING, IF APPLICABLE, ANY RIGHT TO OPT OUT OF ARBITRATION. BY ENTERING INTO THIS AGREEMENT, YOU ACKNOWLEDGE AND ACCEPT ALL OF ITS TERMS. THIS SHALL INCLUDE THE DISPUTE RESOLUTION AND ARBITRATION PROVISIONS. IF YOU DO NOT CONSENT TO THE TERMS OF THIS AGREEMENT, YOU MAY NOT ACCESS OR USE THE MEDIUM.
The Medium connects Customers and Washers. “Customers” are individuals or businesses who want certain specified laundry services. “Washers” are individuals or businesses willing to perform certain specified laundry services for Customers. Both Washers and Customers may be referred to in this agreement as “Consumers.” As a Consumer, when you consent to terms of this policy, you form a Service Agreement.
The Medium connects Washers and Customers for specific services. Washers are independent contractors, not employees of SudShare. SudShare does not perform or otherwise provide services. Consumers acknowledge that SudShare does not oversee, direct, control, or otherwise scrutinize a washer’s work. Nor does SudShare control the quality, timing, legality, or any other aspect at all of services provided. SudShare is not responsible for any omissions or poor performance. SudShare is NOT RESPONSIBLE for Washer’s work or performance.
At the exclusive discretion of the Company, Consumers may be subject to a investigation process before they can register for and during their use of the Medium. This may include but is not limited to:
Consumers do hereby give permission to Company to conduct both ID verification and background investigations, however, company is not required to do ID verification or background investigations. As such, Company is not responsible for the accuracy or reliability of ID verification, background investigation information, or any other such information provided through the Medium.
COMPANY IS NOT RESPONSIBLE FOR THE CONDUCT OF ANY CONSUMER AT ANY TIME. CONSUMERS HEREBY RELEASE COMPANY FROM ANY LIABILITY RELATED TO SUCH CONDUCT. COMPANY IS ALSO NOT LIABLE FOR ANY CLAIM, INJURY, OR DAMAGE THAT COMES ABOUT THROUGH THE USE OF THE MEDIUM.
Consumers acknowledge and consent that a contract is formed when they consent to terms with another Consumer for services. The terms of the Service Agreement include terms set forth in this section, terms accepted from the Medium, and any other contractual terms accepted by both the Washer and Customer to the extent that such terms do not conflict with the terms in this Agreement. Such terms include this section and do not expand Company’s obligations and do not restrict Company’s rights under this agreement. Consumers consent that Company is not a party to any contract or service agreement. The formation of a Service Agreement will not, under any circumstances, create an employment or other service relationship between Company and the Washer of a service (washers).
A Customer will pay a Washer for any services through the PSP (Payment Service Provider) as indicated on the Medium at the rates indicated on the Medium. All Consumers consent to meet requirements of this Agreement during the appointment, accomplishment and completion of a Contract. Consumers furthermore consent to inform Company of any disagreements or the filing of any claims and to informally negotiate any such disagreement via Company representatives for at least thirty (30) days before initiating any further proceeding between the parties.
We claim in advance the right to withdraw or amend the Medium, and any service provided on it, at our exclusive discretion without prior notice. We will not be liable if, for any reason, all or any part of the Medium is unavailable at any time or for any time period. From time to time, we may restrict access to certain parts of the Medium, or the complete Medium, to Consumers for any reason or no reason at all.
As set forth in the Acceptance of Terms, Company itself does not perform certain specified laundry services and does not itself employ individuals to perform such services. Each Consumer assumes all responsibility and liability for proper classification of such Consumer’s based on applicable legal guidelines.
Consumers do not have authority to enter into written or oral, expressed or implied, contracts on behalf of Company. Each Consumer avows that Company does not oversee, direct, control, or scrutinize, in any way, a Washer’s work or services performed in any manner. Company does not set a Washer’s work hours or work location. Company will not provide any equipment or labor needed for contracted services by Washer. Company will not provide any supervision of washers.
The Medium is not an employment service nor is Company an employer of any Consumer. As such, Company is not responsible for and will not be held liable for any tax payments or withholding due as a result of services rendered. This may include but is not limited to:
Payment processing services for Washers on SudShare are provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). By agreeing to these terms or continuing to operate as a Sudster on SudShare, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of SudShare enabling payment processing services through Stripe, you agree to provide SudShare accurate and complete information about you and your business, and you authorize SudShare to share it and transaction information related to your use of the payment processing services provided by Stripe.
SudShare reserves the right to hold back any funds from the Washer temporarily or permanently.
Our terms and conditions prohibit accepting cash or any form of payment outside the app. Customers must pay for the service and tip through the app.
Consumers of the Medium contract for services directly with other Consumers. Company is not and will not be a participant in any contracts for services. Payment for services through the Medium is made from the Customer to the Washer and not made by Company. If a Customer fails to pay for services contracted through the Medium, Company may, at its exclusive discretion, pay the Washer for services but is not obligated to do so. Company is not obligated to pay Washer in the event of Customer’s failure to pay for services. If Customer fails to pay for services within 24 hours of their credit card being declined and wash/dry/fold services already performed Customer’s laundry may not be returned and may be donated to charity.
Consumers of the Medium will be required to provide their credit card and/or bank account details to Company and the PSP engaged by Company. Washers are responsible for tracking any services provided for their Customers and for noting, through the Medium, when provided services are complete. Customers will then be responsible for paying completely for services per pricing indicated on our Medium.
To expedite payment for services, each Consumer is obligated to register a credit card and/or bank account details. You authorize Company and the payment processing service engaged by Company to facilitate the transaction of the services and the payment remittance of all applicable charges and fees between Consumers and Company. As a condition of Company handling payment processing services, you consent to provide Company truthful and complete information about you and, if applicable, your business. You also authorize Company to share such information and transaction information related to the use of the payment processing services.
As a Customer of the medium, Company will charge your credit card for the amount of all services and additional Services, if any, scheduled through the Medium. The amount will include:
You hereby authorize Company to charge the credit card on file in your account for such amounts. Any payments made outside of the Medium are a breach of the terms of this Agreement. No refunds or credits will be provided once the Customer’s credit card has been charged. While Company uses appropriate and commercially reasonable efforts to protect all credit cards and all other personal information, we disclaim expressly any liability for any damage that may result should any information be released to any third parties. Consumers consent to hold us harmless for any damages that may result from this. The Fee quoted does not include taxes. Company is not responsible or liable for any taxes incurred in connection with the Service, other than taxes based on Company’s income. Customers will be liable for all transaction taxes on the Service(s) provided (other than taxes based on Company’s income). Consumers of the Medium will be liable for any taxes (including VAT, if applicable) required to be paid on the services provided under the Agreement (other than taxes on Company’s income).
To help prevent fraud and safeguard Consumer information from possible unauthorized access, Company and/or the PSP may confirm an account before activation. As part of an account validation, a brief temporary charge may be placed on the account associated with the Consumer. It is then refunded within 1-7 business days. Due to differences in PSP and credit card issuer requirements, this temporary charge may vary, being between $0.01 US to $9.00 US, depending on the estimated value of the service and reimbursements.
When Customer receives confirmation through the Medium or via email that services have been completed, Customer authorizes automatically Company to provide Customer’s payment details to the PSP for processing payment. This includes service charge and trust and support fees owed to Company for the use of the Medium. You may be charged a cancellation fee through the PSP if you book services, but cancel before they are completed, or if you consent to perform a service but fail to complete it.
Company reserves the right, at its exclusive discretion (but not under obligation), for any reason, upon request from Customer or Washer or upon notice of any potential fraud, unauthorized charges or other misuse of the Medium, to either place on hold any Payment, provide credits, or arrange for the PSP to do so.
Payments and fees must be paid through the PSP as indicated on the Medium. Customers may pay using a Gift Card (see below).
Consumers may not circumvent the Medium by using the Medium to connect with other Consumers and then engaging Washers for Services outside of the Medium.
Once laundry has been delivered, the Medium does not take responsibility for theft or loss.
As a Washer, upon a satisfactory accomplishment of service and any additional services for a Customer through the Medium, and upon Customer’s payment for such Services, you will receive payment plus any tip, bonus, or gratuity provided to you by the Customer. Company will process all payments due to you through its selected third party payments processor. You acknowledge and consent that these amounts will not include interest and will be the net of any amounts that we are required by law to withhold. Company reserves the right to withhold all or a portion of payment to Washer if it believes that Washer has attempted to defraud or exploit Company or Company’s payment systems, or if a customer makes a claim against Washer or Company that Company believes is the liability or responsibility of the Washer.
As a Washer, in exchange for permitting you to offer your services through the Medium, you consent to pay Company (and permit Company to retain) a fee of up to thirty percent (30%) for each transaction for provided Services and additional services, if any. The amount of the applicable fee will be communicated to Washer in the online orientation and/or on the Website. Company reserves the right to change the fee at any time. If a change is made, Company will provide you with notice. Continued use of the Medium after any such change in the fee calculation shall establish your consent to such change.
Company gift cards, vouchers, or promotional codes may be available and can be used to make payments. Consumers consent to use only one Voucher per person and to comply with Voucher terms, including but not limited to Voucher use to first-time Consumers. This means that you will not use such a Voucher with a new account you create if you already have an existing account on the Medium. Company reserves the right to withhold or deduct credits, other features, or benefits procured through the use of a Voucher by you or any other Consumer in the event that Company determines or believes that the use or redemption of a Voucher was in error, dishonest, illegal, or in breach of the applicable Voucher terms or these Terms.
Gift Cards are not replaceable if lost or stolen. Gift cards have no expiration date, but after a period of time, in certain U.S. states, Company may remit the cash linked with unused Gift Card balances to such states in accordance with the abandoned property laws of that state. If someone attempts to redeem the Gift Card, once Company has remitted such cash to a state, the gift card may no longer be redeemed. Company will direct Consumer to the state’s government instead. Gift Cards have no cash value and are not redeemable for cash except, to the extent noted below, in the following thirteen U.S. states, where it is required by law: California, Colorado, Connecticut, Maine, Massachusetts, Montana, New Jersey, Oregon, Rhode Island, Texas, Vermont, Washington, or West Virginia. If you reside in one of these U.S. states, and the balance on your Gift Card is less than the corresponding dollar amount below, you may redeem it for cash:
To redeem, send your Gift Card and a self-addressed envelope to Company to the address on the Contact page of our website.
Company will then verify your address and confirm that the Gift Card balance qualifies you for redemption. Id all conditions are met, Company will send you a check for the exact amount of the balance in the envelope provided. If the Gift Card balance is equal to or greater than the noted cap for your state, or if Company cannot verify your state of residence, Company will return your Gift Card in the envelope provided. Company will be unable to redeem or return a Gift Card without the self-addressed envelope. Company will not be responsible for mail that does not arrive at the address provided. It cannot guarantee delivery in any way after submission of item to the US Postal Service.
A Gift Card cannot be combined with any other Gift Card, gift certificates, voucher, or other coupons. A Gift Card cannot be used as a debit card or credit card. Company reserves the right to limit the number of Gift Cards purchased by any one person or entity. Company reserves the right to cancel a Gift Card if it believes that the Gift Card was obtained through dishonest or unauthorized means.
No credit card, credit line, overdraft protection, or deposit account is associated with your Gift Card. A Consumer cannot add value/balance (reload) to a Gift Card at this time. If a Gift Card holder’s service purchase exceeds the amount of the Gift Card’s balance, the Gift Card holder shall pay the difference by another means. Unused Gift Card balances are not transferable. Company reserves the right to correct or adjust the balance of a Gift Card if Company believes that a billing error has occurred. Company disclaims any and all liability for any such billing errors. Gift Cards and their use are subject to these Terms of Service. The use of a Gift Card constitutes acceptance of these Terms of Service.
Company may from time to time provide certain promotional opportunities, sweepstakes, or contests to Consumers. All such promotions shall be run at the entire discretion of Company. They can be activated, modified or removed at any time by Company without advance notification. The liability of any of Company’s partners pursuant to such promotional opportunities, sweepstakes, and contests shall be limited pursuant to these Terms of Service.
All damages and loss are subject to our garment protection policy here… https://sudshare.com/garment-protection-plan/
You must register with Company and create an account to use the Medium. Consumer is the exclusive authorized Consumer of the account. You are responsible for maintaining the confidentiality of any password and account number provided by you or to you by the Company for accessing the Medium. You are exclusively and fully responsible for all activities that occur under your password or account. Company has no control over the use of any Consumer’s account and expressly disclaims any liability derived from that. Should you suspect that an unauthorized party may be using your password or account or if you suspect any other breach of security, you are to contact Company immediately.
By providing your mobile phone number and using the Medium, you hereby affirm your consent to our use of your mobile phone number for calls and texts (including prerecorded and/or by automatic telephone dialing systems) in order to:
These calls and texts may include reminders about incomplete or approaching services and/or in follow up to any push notifications delivered through our mobile application, among other things. Company does not assess any charges for these calls or texts, but standard message rates or other charges through your wireless carrier may apply.
If you choose your own, or are provided with, a username, password, or any other piece of information as part of our security procedures, you are expected to treat such information as confidential. You are enjoined to not disclose it to any other person or entity. You also acknowledge that your account is personal to you and therefore consent not to provide any other person with access to the Medium or portions of it under your username, password, or other security information. You consent to notify us immediately and directly of any unauthorized access to or use of your Consumer name or password or of any other breach of security. You exclusively are responsible for maintaining the confidentiality of your account and password. You accept responsibility for all activities that occur under your account.
We have the right to disable any Consumer name, password, or other identifier, at any time in our exclusive discretion for any or no reason, whether selected by you or provided by us. This includes if, in our opinion, you have violated any provision of this Agreement.
The SudShare Medium is a place where Consumers connect. Because Company is not involved in the actual contact between Consumers or in the completion of contracted services, in the event that you have a disagreement with one or more Consumers, Company and its affiliates (and their respective officers, directors, agents, investors, subsidiaries, and employees) are released from any and all claims, demands, or damages (actual or consequential) of all kinds and classes, suspected and unsuspected, known and unknown, disclosed and undisclosed, arising from or in any way connected with such disagreements.
SUDSHARE EXPRESSLY DISCLAIMS ANY LIABILITY THAT MAY ARISE BETWEEN CONSUMERS OF ITS MEDIUM. YOU HEREBY WAIVE, TO THE EXTENT APPLICABLE, THE PROTECTIONS OF CALIFORNIA CIVIL CODE § 1542 (AND ANY COMPARABLE LAW IN ANY OTHER APPLICABLE GOVERNINGJURISDICTION). THIS CODE SAYS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
All graphics, designs, formatting, text, editorial material, data, graphs, HTML, scripts, look and feel, photographs, videos music, sounds, images, software, designs, fonts, and other material (collectively known as “Proprietary Material”) that Consumers see or read on or through the Medium is owned by Company (excluding User Generated Content that Company has the right to use). Proprietary Material is protected in all forms, media, and technologies now known or subsequently developed. Company owns all Proprietary Material, as well as owning the coordination, selection, arrangement, and enhancement of such Proprietary Materials as a Collective Work as specified under the United States Copyright Act, as amended. All Proprietary Material is protected by both domestic and international laws covering copyright, patents, and any other proprietary rights and laws. Consumers may not use, alter, download, copy, redesign, reconfigure, or retransmit anything from the Medium without SudShare’s prior express written consent and, if applicable, the holder of the rights of specific Consumer Generated Content. Any use of Proprietary Material, other than as explicitly permitted herein, is expressly prohibited unless the prior permission of Company is obtained and, if applicable, the permission of holder of the rights to any Consumer Generated Content.
The service marks and trademarks of Company, including but not limited to Company trade names and Company logos are service marks owned by Company. Any other company’s trademarks, service marks, logos, and/or trade names appearing on or via the Medium are the property of their respective owners. You may not copy or use or appropriate any of these marks, logos, or trade names without the express prior written consent of the owner and/or company.
Consumers acknowledge the Medium is licensed, not sold, for use only under these Terms of Service. Subject to Consumer’s entire and ongoing compliance with the terms and conditions of these Terms of Service, Company hereby grants you a personal, limited, revocable, non-transferable, non-exclusive, non-commercial, non-sub-licensable license to use the Medium on compatible, authorized devices that you own or control.
You may not reproduce, modify, change, copy, or distribute/redistribute any part of the Medium. You may not rent, lease, lend, sell, distribute/ redistribute, or sublicense any part of the Medium. You May not decompile, reverse engineer, disassemble, modify, attempt to derive the source code of, or create derivative works of any portion of the Medium, any updates, or any part thereof, except as and only to the extent any foregoing restriction is prohibited by applicable law or the terms of any Third Party Service. You must not attempt to disable or circumvent in any way any security or other technological measure designed to protect the Medium or any of the material available on or through the Medium.
The Medium and all its materials, features and functionality are owned by the Company, its licensors, or other providers of such material. This includes but is not limited to:
They are protected by United States and international copyright, trademark, patent, trade secret, and other applicable intellectual property or proprietary rights laws.
If you breach these license restrictions or otherwise exceed the scope of the licenses granted in these Terms of Service, you may be subject to prosecution and any attendant damages. As well, you may be liable for infringement of intellectual property rights. Your right to use the Medium will cease immediately and you will, at our option, be required to return or destroy any and all copies of the materials you have made. No right, title or interest in or to the Medium or any material on the Medium is deemed transferred to you. SudShare reserves all rights not expressly granted. Any use of the Medium not expressly granted by this Agreement is a breach of the terms this Agreement and may violate copyright, trademark and other laws.
Company respects the intellectual property of others and expects Consumers to do the same.
The Medium may contain Public Areas including but not limited to:
These are intended to allow Consumers to communicate with other Consumers. You may use such community areas only to send and receive messages and exchange material that is relevant to and proper for the particular forum. Spamming is not appropriate. For the safety and integrity of the Medium and its Consumers, you should not share your last name or other personal contact information with other Consumers.
Without limitation, while using the Medium, you may not:
(The privacy right or interest of the subject is personal in character, that the subject and his/her likeness not be cast before the public eye without his/her consent, the right to be left alone. The publicity right of the subject is that their image may not be commercially exploited without his/her consent and potentially compensation. http://lcweb2.loc.gov/ammem/copothr.html)
You understand that all submissions made to Public Areas will be public and that you will be publicly identified by your name or login identification when communicating in Public Areas, and Company will not be responsible for the action of any Consumers with respect to any information or materials posted in Public Areas.
The SudShare Medium may contain links (such as hyperlinks) to third-party websites. Such links do not constitute any endorsement, by Company, of those sites or their material. They are provided for information only or for reference and convenience only. Company does not control any such sites, and is not responsible for their availability or accuracy, or their material, advertising, or products or services. The existence of links on the Medium to such websites (including but without limitation any or all external websites that are framed by the Medium, as well as any advertisements, in addition, that are displayed in connection) does not mean that Company endorses any of the material on such websites or has any association with their operators. It is your entire responsibility to evaluate the validity, material, and usefulness of any information obtained from other sites.
As part of the functionality of the Medium, you are allowed to link your account with online accounts you may have with third party service providers, such as Facebook (each such account being a “Third Party Account”) by either:
In so doing, you represent and affirm that you are entitled to disclose your Third Party Account login information to Company and/or grant Company access to your Third Party Account (including, but not limited to, use for the purposes described herein), without breach by you of any of the terms and conditions that govern your use of the applicable Third Party Account and, as well, without obligating Company to pay any fees or making Company subject to any usage limitations imposed by such third party service providers. By granting Company access to any Third Party Accounts, you understand and affirm that (i) Company may access, make available, and store (if applicable) any material that you have provided to and stored in your Third Party Account (the “SNS (social networking service) Content”) so that it is available on and through the Medium via your account, including without limitation to any friend lists, and (ii) Company may submit to and receive additional information from your Third Party Account to the extent that you are notified when you link your account with the Third Party Account. Unless otherwise specified in these Terms of Service, all SNS Content, if any, shall be considered to be User Generated Content for all purposes of these Terms of Service. Depending on the Third Party Accounts you choose and subject to the privacy settings that you have set in such Third Party Accounts, personally identifiable information that you post to your Third Party Accounts may be available on and through your account on the Medium. Consumers are responsible for investigating such accounts and settings. Please note that if a Third Party Account or associated service becomes unavailable or Company’s access to such Third Party Account is terminated by the third party service provider, then SNS Content may no longer be available on or through the Medium. You will have the ability to disable the connection between your account on the Medium and any or all of your Third Party Accounts at any time. PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD PARTY SERVICE PROVIDERS ASSOCIATED WITH YOUR THIRD PARTY ACCOUNTS IS GOVERNED COMPLETELY AND EXCLUSIVLY BY YOUR AGREEMENT(S) WITH THE THIRD PARTY SERVICE PROVIDERS. SudShare makes no effort to review or monitor any SNS Content for any purpose, including but not limited to, for accuracy, legality, reliability, completeness or non-infringement. Company is not responsible for any SNS Content whatsoever.
Company may limit, terminate, or suspend your right to use the Medium in the event that we believe you have breached this Agreement (a “Consumer Breach”) by providing you with a written or an email notice of such Consumer Breach and such termination or suspension. The limitation, termination or suspension will be effective immediately upon delivery of such notice.
If Company limits, terminates, or suspends your right to use the Medium as a Customer for a Consumer Breach, you will not be entitled to any refund of any unused balance in your account. Furthermore, you are prohibited from registering and creating a new account under your name, an alternate name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to limiting, terminating, or suspending your account, Company reserves the right to take appropriate legal action, including but without limitation pursuing arbitration, criminal, and injunctive redress.
Even after your right to use the Medium is limited, terminated, or suspended, this Agreement will remain enforceable against you.
Company reserves the right to modify or discontinue, temporarily or permanently, all or any portion of the Medium at its entire discretion. Except for refundable fees you may have advanced to Company (if any), Company is not liable to you for any modification or discontinuance, temporarily or permanently, of all or any portion of the Medium. Notwithstanding anything to the contrary in this Section 12, Company has the right to restrict or suspend anyone from completing registration as a Consumer if Company believes such person may threaten the safety and/or integrity of the Medium, or if, at the Company’s discretion, such restriction is necessary to address any other reasonable business concern.
You may terminate this Agreement at any time by ceasing completely the use of the SudShare Medium. All sections which by their nature may survive the expiration or termination of this Agreement shall continue in complete force and effect following and notwithstanding the expiration or termination of this Agreement.
Your Information is defined as any information and materials you provide to Company or to other Consumers in connection with your registration for and use of the Medium. This includes but without limitation to information or materials that were posted or transmitted for use in any or all Public Areas. You are exclusively and entirely responsible for Your Information, including but not limited to checking, verifying, or correcting. We act merely as a passive conduit for the online distribution and publication of Your Information.
You hereby represent and affirm to Company that Your Information:
The Medium hosts User Generated Content relating to reviews and/or ratings of specific Washers (“Feedback”). Such Feedback is the posting Consumer’s individual opinion and not the opinion of SudShare. It has in no way been verified or approved by Company. You affirm that Company is not liable for any Feedback or other Consumer Generated Content. Company encourages each Consumer to give objective, constructive, clear, and honest Feedback about the other Consumers with whom they have transacted or dealt. Company does not investigate any remarks posted by Consumers as to accuracy, validity, or reliability. However, it may do so if a Consumer requests that Company do so.
You hereby and henceforth grant Company a non-exclusive, worldwide, irrevocable, perpetual, royalty-free, (through multiple tiers) right to exercise all copyright, publicity rights, and any other rights you have in or through Your Information, in any media now known or subsequently developed, in order to perform and improve upon the Medium.
Each Consumer who provides to Company any videotape, digital recording, film, record, graphic, photograph, voice, or any other related instrumental, musical, or other sound effects, in exchange for the right to use the Medium, hereby irrevocably grants to Company the non-exclusive, royalty-free, fully-paid, transferable, sub-licensable, worldwide, unrestricted, and perpetual right to:
Each Consumer acknowledges that SudShare shall not owe any financial or other remuneration for using the recordings provided under these terms by such Consumer, either for initial or any subsequent transmission or playback. Consumer further acknowledges that Company is not responsible for any expense or liability incurred as a result of such Consumer’s recordings or participation in any recordings, including any loss of such recording data.
You acknowledge that Confidential Information (as defined below) is a special, valuable, and unique asset of Company and thus consent and affirm that you will not transfer, disclose, use, copy or seek to induce others to transfer, disclose, use, or copy any Confidential Information for any purpose. You shall promptly notify Company in writing of any circumstances which may constitute unauthorized transfer, disclosure, or use of Confidential Information. You shall use all best efforts to protect Confidential Information from unauthorized transfer, disclosure, or use. You shall return immediately all originals and any copies of any and all materials containing Confidential Information to Company upon termination of this Agreement for any reason whatsoever.
The term “Confidential Information” shall mean any and all of Company’s trade secrets, confidential and proprietary information, and all other information and data of Company that is not generally known or available to the public or any other third parties who could obtain value and asset, economic or otherwise, from its use or disclosure. Confidential Information is hereby deemed to include all or any technical, financial, strategic, and other proprietary and confidential information relating to Company’s business, operations, and properties. This shall include information about Company’s Consumers or partners, or other business information disclosed directly or indirectly in writing, orally, or by drawings, or by observation.
YOU ACCESS AND USE OF THE SUDSHARE MEDIUM IS ENTIRELY AT YOUR OWN RISK.
THE MEDIUM IS PROVIDED ON AN “AS IS” BASIS WITH NO WARRANTIES OF ANY KIND, WHETHER EXPRESSED OR IMPLIED. IT DISCLAIMS TO THE FULLEST EXTENT AUTHORIZED BY LAW ANY AND ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. SUDSHARE MAKES NO WARRANTIES OR REPRESENTATIONS OF ANY KIND ABOUT THE ACCURACY, VALIDITY, HONESTY, OR COMPLETENESS OF THE CONTENT OR USER GENERATED CONTENT PROVIDED ON OR THROUGH THE MEDIUM OR ABOUT THE CONTENT OF ANY SITES LINKED TO THE MEDIUM. SUDSHARE ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY:
SUDSHARE DOES NOT, SHALL NOT, AND CANNOT WARRANT, ENDORSE, SANCTION, GUARANTEE, OR ASSUME ANY TYPE OF RESPONSIBILITY FOR ANY SERVICE ADVERTISED, SHOWN, OR OFFERED BY A THIRD PARTY THROUGH THE MEDIUM NOR FOR ANY HYPERLINKED WEBSITE OR ANY OTHER TYPE OF MATERIAL FEATURED IN ANY BANNER, SIDEBAR, OR OTHER ADVERTISING. COMPANY WILL NOT BE A PARTY TO OR PARTICIPANT IN OR IN ANY WAY BE RESPONSIBLE FOR MONITORING , EXAMINING, OR CENSORING ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES, OTHER THAN AS IN THESE TERMS HEREIN PROVIDED. AS WITH THE PURCHASE OF ANY PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE ALL APPROPRIATE CAUTION AND DUE DILIGENCE BEFORE PROCEEDING. WITHOUT LIMITING THE FOREGOING, NEITHER COMPANY, NOR ITS AFFILIATES, NOR LICENSORS WARRANT THAT ACCESS TO THE MEDIUM WILL BE CONTINUOUS OR UNINTERRUPTED OR THAT THE MEDIUM WILL BE COMPLETELY ERROR-FREE AT ALL TIMES. NOR DO THEY MAKE ANY WARRANTY AS TO ANY RESULTS THAT MAY BE ACQUIRED FROM THE USE OF THE MEDIUM, OR AS TO THE ACCURACY, RELIABILITY, VALIDITY, TIMELINESS, RELEVANCE, COMPLETENESS, OR CONTENT OF ANY TASK OR SERVICE, INFORMATION OR MATERIALS PROVIDED THROUGH OR IN CONNECTION WITH THE ACCESS AND/OR USE OF THE MEDIUM. NEITHER COMPANY, NOR ITS AFFILIATES, NOR LICENSORS ARE RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY CONSUMER. NEITHER COMPANY, NOR ITS AFFILIATES, NOR LICENSORS WARRANT THAT THE MEDIUM IS FREE FROM VIRUSES, WORMS, TROJAN HORSES, MALWARE, OR OTHER HARMFUL COMPONENTS. COMPANY AND ITS AFFILIATES AND LICENSORS CANNOT AND DO NOT AND SHALL NOT GUARANTEE THAT ANY PERSONAL INFORMATION ( INCLUDING YOUR INFORMATION AS NOTED IN SECTION 13 ABOVE)SUPPLIED BY YOU WILL NOT BE COPIED, TAKEN, MISAPPROPRIATED, INTERCEPTED, DELETED, DESTROYED, OR OTHERWISE USED BY OTHERS.
IN ADDITION, COMPANY DOES NOT PROVIDE ANY WARRANTIES OR GUARANTEES REGARDING ANY WASHER’S PROFESSIONAL EXPERIENCE, ACCREDITATION, REGISTRATION, OR LICENSE.
YOU ACKNOWLEDGE, AFFIRM, AND CONSENT THAT SUDSHARE IS ONLY WILLING TO PROVIDE THE MEDIUM IF CONSUMERS CONSENT AND AGREE TO CERTAIN LIMITATIONS OF OUR LIABILITY TO YOU AND THIRD PARTIES. YOU, THEREFORE, CONSENT AND AGREE NOT TO HOLD COMPANY, ITS AFFILIATES, LICENSORS, OR PARTNERS IN PROMOTIONS, SWEEPSTAKES, OR ANY OTHER TYPE OF CONTEST, OR ANY OF SUCH PARTIES’ OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, CORPORATE PARTNERS, OR OTHER PARTICIPANTS LIABLE FOR ANY DAMAGE, CLAIMS, SUITS, DISPUTES, AND/OR CONTROVERSIES (COLLECTIVELY, “LIABILITIES”) THAT HAVE ARISEN OR MAY ARISE, WHETHER KNOWN OR UNKNOWN AT THE TIME, RELATING TO YOUR OR ANY OTHER PARTY’S USE OF, ABILITY TO USE, OR INABILITY TO USE THE MEDIUM, INCLUDING WITHOUT LIMITATION TO ANY LIABILITIES ARISING IN CONNECTION WITH THE CONDUCT, ACT, OR OMISSION, OR POSSESSION OF ANY CONSUMER. THIS IS INCLUDING WITHOUT LIMITATION TO STALKING, HARASSMENT THAT IS SEXUAL, EMOTIONAL, OR OTHERWISE, ACTS OF PHYSICAL VIOLENCE OR EMOTIONAL ABUSE, AND DESTRUCTION OF PERSONAL (OR OTHER AS APPLICABLE BY LAW) PROPERTY, ANY DISPUTE WITH ANY CONSUMER, ANY INSTRUCTION, ADVICE, ACT, OR SERVICE PROVIDED BY COMPANY OR ITS AFFILIATES OR LICENSORS AND ANY PARTIAL OR COMPLETE DESTRUCTION OF YOUR INFORMATION.
UNDER NO CIRCUMSTANCES WILL COMPANY, ITS AFFILIATES, LICENSORS, OR ANY OF SUCH PARTIES’ AGENTS, OFFICERS, EMPLOYEES, DIRECTORS, CORPORATE PARTNERS, OR PARTICIPANTS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR EXEMPLARY DAMAGES ARISING IN CONNECTION WITH YOUR USE OF, ABILITY TO USE, OR INABILITY TO USE THE MEDIUM OR THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF THE SAME. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. PLEASE CONSULT WITH APPROPRIATE LEGAL ENTITIES IN YOUR STATE TO ASSERTAIN IF THIS IS APPLICABLE OR NOT IN YOUR STATE.
COMPANY DOES NOT ACCEPT OR AGREE TO ANY LIABILITY WITH RESPECT TO THE QUALITY OR FITNESS OF ANY WORK PERFORMED VIA OR OBTAINED THROUGH THE MEDIUM.
IF, NOTWITHSTANDING THE ABOVE AND AFOREMENTIONED EXCLUSIONS, IT IS DETERMINED THAT COMPANY OR ITS PARTNERS IN PROMOTIONS, SWEEPSTAKES OR ANY OTHER TYPE OF CONTESTS, ITSAFFILIATES, ITS LICENSORS, OR ANY OF SUCH PARTIES’ OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, CORPORATE PARTNERS, OR PARTICIPANTS IS LIABLE FOR DAMAGES, IN NO EVENT WILL THE AGGREGATE LIABILITY, WHETHER ARISING IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, EXCEED THE TOTAL FEES PAID BY YOU TO COMPANY DURING THE SIX (6) MONTHS PRIOR TO THE TIME ANY SUCH CLAIM AROSE.
You hereby consent and agree to indemnify (secure against future loss, damage, or liability), defend, and hold harmless SudShare, its directors, officers, employees, agents, licensors, attorneys, independent contractors, successors and assigns, subsidiaries, and affiliates, and other participants from and against any and all claim, loss, expense, or demand of liability. This shall include attorneys’ fees and costs incurred, in connection with:
Company reserves the right, at its own expense, to assume the exclusive and sole defense and control of any matter otherwise subject to your indemnification. You may not, in any event, settle any claim or matter without the written consent of Company.
Any or all claims and disputes arising under or relating to this may require settlement by informal or binding arbitration a location mutually agreeable to the parties. An award of arbitration may be confirmed in a court of competent and appropriate jurisdiction.
(A) Informal Negotiations.
To expedite the resolution of and reduce the cost of any controversy, disagreement, or claim between you and SudShare (individually a “Claim” and collectively “Claims”), you and Company consent to first attempt to negotiate any Claim (except those Claims expressly excluded below) informally for at least thirty (30) days before initiating any arbitration or court proceeding. Such informal negotiations shall commence upon written notice. Company’s address for such written notices is the address listed within the Contact section of our website. If necessary, to protect a Claim for any applicable statute of limitations, you or Company may initiate arbitration while engaging in the informal negotiations.
(B) Binding Arbitration.
YOU AND SUDSHARE MUTUALLY CONSENT TO WAIVE YOUR RESPECTIVE RIGHTS TO RESOLUTION OF ALL CLAIMS BETWEEN YOU BOTH (EXCEPT THOSE EXPRESSLY EXCLUDED BELOW) IN A COURT OF LAW BY A JUDGE OR JURY. IN ADDITION, YOU MUTUALLY CONSENT TO RESOLVE ANY DISPUTES BY BINDING ARBITRATION ON AN INDIVIDUAL BASIS AS SET FORTH IN THIS AGREEMENT. This agreement to arbitrate, (“Arbitration Agreement”), is governed under the Federal Arbitration Act and shall survive the termination of this Agreement or termination of your relationship with Company. Claims include, but are not limited to any disagreement, claim, or controversy – whether based on past, present or future events – arising out of or relating to:
Except as expressly provided below, disagreements concerning the ability of a Claim to be arbitrated (including Claims about the scope, applicability, validity,enforceability, or revocability, of the Arbitration Agreement) shall be decided by the arbitrator.
YOU ACKNOWLEDGE AND UNDERSTAND THAT YOU AND SUDSHARE ARE WAIVING YOUR RIGHT TO SUE IN COURT OR HAVE A JURY TRIAL FOR ALL CLAIMS, EXCEPT AS EXPRESSLY PROVIDED IN THIS ARBITRATION AGREEMENT OTHERWISE. THIS ARBITRATION AGREEMENT IS INTENDED TO REQUIRE ARBITRATION OF EVERY CLAIM OR DISPUTE THAT CAN LAWFULLY BE ARBITRATED, EXCEPT THOSE CLAIMS AND DISPUTES WHICH, BY TERMS OF THIS ARBITRATION AGREEMENT, ARE EXPRESSLY EXCLUDED FROM THE REQUIREMENT TO ARBITRATE.
(C) Agreement Prohibiting Class Actions and Non-Individualized Relief
You and SudShare consent that any arbitration will be limited to Claim(s) between Company and you as an individual. YOU ACKNOWLEDGE AND CONSENT THAT YOU AND COMPANY ARE EACH WAIVING THE RIGHT TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING (“CLASS ACTION WAIVER”). In addition, unless you and Company both consent otherwise, the arbitrator may not consolidate Claim(s) of more than one person. Moreover, the arbitrator may not in any other respects preside over any form of any class or representative proceeding. Regardless of the previous, this Class Action Waiver shall not apply to Private Attorney General Act Claims brought against Company. The arbitrator shall have no authority to take under consideration, resolve any Claim, or issue any relief on any basis other than on an individual basis.
Notwithstanding any other provisions of this Agreement or the Arbitration Agreement or the AAA Rules (as defined here), disagreements regarding the applicability, scope, validity, enforceability, or revocability of the Class Action Waiver may be resolved only by a civil court of competent and appropriate jurisdiction and not be resolved by an arbitrator.
(D) Representative PAGA Waiver
Regardless of any other provision of this Agreement or the Arbitration Agreement and to the fullest extent allowed by law:
Regardless of any other provision of this Agreement, the Arbitration Agreement, or the AAA Rules, disagreements regarding the scope, applicability, enforceability, revocability, or validity of this representative PAGA Waiver may be resolved only by a civil court of competent and appropriate jurisdiction rather than an arbitrator. If any provision of this representative PAGA Waiver is found to be unenforceable or unlawful for any reason:
(E) Rules and Logistics Governing Arbitration
Arbitration will be started and conducted under the Commercial Arbitration Rules (the “AAA Rules”) of the American Arbitration Association (“AAA”) that are in effect at the time such arbitration is initiated. It may be modified by the terms set forth in this Agreement and, where appropriate, the AAA’s Supplementary Procedures for Consumer Related Disputes (“AAA Consumer Rules”). These are both available at the AAA website www.adr.org or by calling the AAA:
As part of the arbitration, both you and SudShare will have reasonable occasion for discovery of any or all non-privileged information that is relevant to the Claim(s). The arbitrator may award any specific individual remedies that would be also available from a court. The arbitrator may award declaratory or injunctive relief only to or in favor of the individual party seeking relief and only to the extent needed to provide the relief warranted by the party’s individual claims. The arbitrator will write and provide a reasoned statement of the arbitrator’s decision. This shall explain the award given and the findings and conclusions on which the decision is based.
The arbitrator will rule on the substance of all Claims in accordance with applicable law, and will honor all claims of privilege recognized by law. The arbitrator shall not be bound by rulings in prior arbitrations involving different Consumers. The arbitrator is bound by rulings in prior arbitrations involving the same Consumer to the extent required by applicable law, however. The arbitrator’s award shall be final and binding and such judgment on the award rendered by the arbitrator may be entered in any court having appropriate jurisdiction, provided that any such award is allowed to be challenged in a court of competent jurisdiction in accordance with the Federal Arbitration Act.
Your arbitration fees and your share of arbitrator compensation will be governed by the AAA Rules (and, where appropriate, limited by the AAA Consumer Rules) subject to the following modifications:
Except as provided in Federal Rule of Civil Procedure 68 or any state equivalents, each party shall pay its own attorneys’ fees and pay any costs that are not unique to the arbitration (for example, costs that each party would incur if the Claims were litigated in a court, such as costs to subpoena witnesses and/or documents, take depositions, and purchase deposition transcripts, copy documents, etc.).
At the conclusion of any arbitration, the arbitrator may award reasonable fees and costs or any portion thereof to you as Claimant, if you prevail, to the extent authorized by applicable law.
(F) Exceptions to Arbitration
The types of Claims following do not require arbitration under the Arbitration Agreement:
No part of this Arbitration Agreement shall be construed to stop you from making a report to, filing a claim with, or filing a charge with the Equal Employment Opportunity Commission, U.S. Department of Labor, Securities Exchange Commission, National Labor Relations Board, or Office of Federal Contract Compliance Programs, or other similar local, state or federal agency. As well, nothing in this Arbitration Agreement shall be considered to prevent, impede, or excuse a party from bringing an administrative claim before any agency in an effort to fulfill the party’s obligation to deplete or use up any and all administrative remedies before making a claim in arbitration. However you waive, consciously and willingly, the right to seek or recover monetary damages of any type consequent to any administrative complaint. You may, thus, instead seek such relief only through arbitration under this Agreement. This Agreement and Arbitration Agreement shall not prevent you from entering into an investigation by a government agency of any report, claim or charge otherwise covered by this Arbitration Provision. It also does not prevent you from receiving an award for information provided to any government agencies.
(G) In the case of any portion of this Arbitration Agreement being deemed illegal or unenforceable, such provision shall be severed and the remainder of the Arbitration Agreement shall still be given full force and effect.
Right to Opt Out of Arbitration Agreement
You may opt out of this Arbitration Agreement by notifying, in writing, SudShare within thirty (30) days of the date you initially registered on the SudShare Medium or within thirty (30) days from the date this Agreement was last updated. To opt out, a Consumer must send written notification to Company at the address on the Contact of Company’s website with the following information:
This Agreement will be governed by and construed under the laws of the State of Maryland, without regard to preference of law principles.
No agency, joint venture, partnership, franchiser-franchisee relationship, or employer-employee is intended, alleged, or formed by this Agreement.
State or local ordinances may require certain specified laundry services to be performed by licensed professionals. SudShare does not license service providers, nor does it oversee, scrutinize or oversee the posting, scoping or accomplishment of laundry services. Customers are encouraged to consult their state or local requirements to determine whether certain Laundry Services are required to be performed by a licensed professional.
This Agreement constitutes the complete agreement between you and SudShare with respect to its subject matter. Failure or delay by SudShare to enforce any provision(s) of this Agreement shall not be interpreted as a waiver of any or all provisions or rights. If any provision of this Agreement is declared invalid or unenforceable, the remaining provisions will remain in full force and effect. The remaining provisions will still be enforced to the maximum level possible. This Agreement may not be assigned or transferred by a Consumer without the prior written approval of SudShare. The Company may assign or transfer this Agreement without a Consumer’s prior consent. This includes but is not limited to assignments:
Any assignment in breach of this section shall be null and void. This Agreement will go into force to the benefit of Company, its successors and assigns.