Terms and Conditions of Use

Effective October 31, 2019

These Terms and Conditions of Use (“Terms of Use”) will be applied fully and affect your use of the Site (defined below) and the Service (defined below). By using the Site and the Service, you agree to accept all terms and conditions contained herein. The Site functions as an online venue of Retire-IT (defined below) for Clients (defined below) to search for and select Service Providers (defined below). Retire-IT may modify these Terms of Use in our sole and absolute discretion by posting the new Terms of Use with modifications on the Site. Changes or modifications to the Terms of Use will be effective immediately upon posting such revised Terms of Use to the Site. You may not modify any of these Terms of Use without express written authority from Retire-IT. Your continued use of Site and the Services constitutes acceptance of any and all changes and modifications to the Terms of Use. If you do not agree to all of the Terms of Use or are under the age of 18, do not access, register or use the Site or the Service.

Introduction and Definitions

As used in the Terms of Use, the following definitions shall apply, whether the terms are capitalized or not: “You” and “Your” means the Client or the Service Provider, as applicable. “Client” means any person or entity desiring to book Services through the Site. “We”, “Us”, “Our”, and “ITADCentral”, means Retire-IT LLC, a Nevada limited liability company (“Retire-IT”). “Service Providers” means an entity or individual who provides information technology disposition (“ITAD”) services. “Services” means services provided by Service Providers. The “Service” means the service of connecting Clients with Service Providers on the Site. The “Site” means ITADCentral, ITADCentral.com or any successor website.

Additional Terms

Services available on the Site may be subject to additional terms and conditions. Services booked with Service Providers on the Site are subject to additional terms and conditions of Service (“Terms of Service”). Additional Terms of Service may include, but are not limited to, a service agreement (“Service Agreement”), statement of work (“SOW” or “Statement of Work”), as well as operating rules, policies and procedures that may be published on the Site and should be construed as part of these Terms of Use.

Services Offered

The Site is intended to be used for selecting and scheduling Services. The Site connects Clients with Service Providers who provide Services. Retire-IT does not endorse or recommend any Service Provider over any other Service Provider. Client selection of any Service Provider is solely at its own risk. Service Providers pay a fee to Retire-IT to be listed on the Site. Service Providers pay a fee to Retire-IT for Services ordered or booked through the Site. The Site is not to be used by Service Providers to hire and/or market any Service other than Services being offered through the Site.

Registration and Your Account

In order to book Service, you will be required to complete the registration process. Registering will require you to provide your e-mail address and to select a password. It is your responsibility to keep any information regarding your profile confidential. Further, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. Once registered, you shall accurately complete any additional information requested by us. We reserve the right to refuse or cancel profiles for both Clients and Service Provider if it includes vulgar or obscene information, a profile is created for or under any user without such user’s authorization, or there is impersonation of a person. If you suspect that your account has been accessed by an unauthorized user or there is any suspicion of a security breach on your account, please contact Retire-IT immediately.  Retire-IT further reserves the right to refuse service, terminate accounts, remove or edit content, or cancel orders in our sole and absolute discretion.

Collection of Payment Information

Full payment for Services is NOT collected by the Site at the time of booking. Any balance due on your order will be collected upon completion of your job. The Site may collect your credit card or bank account payment information in order to process and settle your request for Services. The credit card and bank account information collection area of our site is linked directly to our secure payment processor. Your complete credit card and bank account information is NOT retained on the Site. Your transaction history is retained by the secure credit card processor for the purpose of processing future payments, credits, or modification charges. For your privacy and security, Retire-IT or representatives do not have access to your complete information. For information on who our current secure payment processor is, you may contact Retire-IT directly.

Links

The Site may provide, or third parties may provide, links to other websites or resources.  Retire-IT encourages you to read the Terms of Use, and privacy policy guidelines, of such other websites before conducting any material use of, or access with, such websites. You acknowledge and agree that Retire-IT is not responsible for the availability of such external sites or resources, and does not endorse (and is not responsible or liable for) any content, advertising products or other materials, goods or services on or available from such websites or resources or the accuracy thereof. You further acknowledge and agree that, under no circumstances, will Retire-IT be held responsible or liable, directly or indirectly, for any loss or damage that is suffered by or alleged to have been suffered by you in connection with your use of, or reliance on, any content, advertisements, products or other resources, goods or services available on any other website (regardless of whether Retire-IT directly or indirectly links to such content, advertisements, products or other resources). You should direct any concerns with respect to any other website to that website’s administrator or webmaster. Retire-IT specifically disclaims any representations or warranties regarding the products, services, content, accuracy, reliability, and function of any third-party website. Furthermore, Retire-IT does not endorse, recommend, and/or control any third-party website. Your use of any third-party website is solely at your own risk.

Restrictions

As a condition of use, you agree not to use the Service for any purpose that is unlawful or prohibited by these Terms of Use, or any other purpose not reasonably intended by Retire-IT. You agree to abide by all applicable local, state, federal, and international laws and regulations. By way of example, and not as a limitation, you agree not to (a) take any action or (b) upload, post, submit or otherwise distribute or facilitate distribution of any content (including text, communications, software, images, sounds, data or other information) using any communications service or other service available on or through the Service, that: is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, profane or which otherwise violates these Terms of Use; infringes any patent, trademark, trade secret, copyright, right of publicity or other right of any party; constitutes unauthorized or unsolicited advertising, junk or bulk e-mail (“spamming”); imposes an unreasonable or disproportionately large load on Retire-IT’ computing, storage or communications infrastructure, or attempts to gain unauthorized access to the Site, other accounts, computer systems or networks connected to the Site, through password mining or otherwise; contains software viruses or any other computer codes, files, or programs that are designed or intended to disrupt, damage, limit or interfere with the proper function of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any system, data or other information of Retire-IT or any third party; or harvests or collects any information from the Site; or impersonates any person or entity, including any employee or representative of Retire-IT. Retire-IT may, in our sole and absolute discretion, immediately terminate your access to the Site should your conduct fail to conform strictly with any provision of this section.

Transaction for Services

You agree to use common sense and good judgment when using the Site. The Site and the Service are to be used for scheduling of Services that you intend to use and pay for. The Site provides you with a proposal with an estimated cost of Services base on a request (“Project” or “Posted Project”). Payment for Service is due upon completion of a Project. Retire-IT may collect a deposit for scheduled Services and you agree to pay for the balance due on completion of the Project along with any additional charges incurred or supplies agreed upon by you and the Service Provider if any. Retire-IT representatives are happy to assist you with your booking by phone, however, phone orders are subject to higher processing fees. Last minute service requests (within 48 hours) are also subject to a last-minute booking fee.

E-mail Addresses; Confirmations and Text Message Alerts; Marketing

Retire-IT will send information regarding scheduled Services via e-mail and/or text message. By entering your e-mail address while registering, you expressly authorize the Site or Retire-IT to send e-mails/text alerts related to the Services. You are responsible for notifying Retire-IT of any changes to your contact information for e-mail confirmations and text alerts. You agree to hold Retire-IT harmless for any failure to deliver or any misdirected or delayed e-mails confirmations or text alerts. In addition to e-mail confirmations and text alerts, Retire-IT may also use your e-mail address for marketing purposes. By registering your account and providing Retire-IT with your e-mail address, you agree to allow Retire-IT to share your e-mail address with other persons or entities whom Retire-IT believes trustworthy to enable such persons or entities to contact you regarding products and services that may be of interest to you. If you prefer not to receive direct marketing from Retire-IT or from other persons or entities with whom Retire-IT has shared your e-mail address, or if you would like to opt out of Retire-IT’s exchange of your information with other marketers, please let Retire-IT know in writing. You may also click the designated link at the bottom of all e-mail advertisements to unsubscribe from all future e-mail marketing updates.

Changes and Modifications to Orders

Modifications may be made to an order subject to Service Provider acceptance without incurring additional fees for changes. If a change is requested to a booked order, such as the date, time, hours booked, or the amount of equipment, you should request a change directly with the selected Service Provider and Retire-IT should be notified. If a Service Provider cannot accommodate the change to a booked order, we attempt to reschedule with the same Service Provider and attempt to have any cancellation fee waived on your behalf. Any cancellation remains subject to the cancellation penalty.

Cancellation and Refunds

Services may be cancelled or modified after booking with a selected Service Providers in accordance with the Service Agreement. A processing fee may be retained by Retire-IT for any cancellation. Services cancelled within 48 hours of the service date maybe be subject to an additional late cancellation fee.

Reviews and Posting Material to the Site

Clients may post reviews for Services and Service Providers booked through the Site so long as the content is not illegal, untrue, obscene, threatening, defamatory, invasive of privacy, infringing of intellectual property rights, or otherwise injurious to third parties or objectionable, and does not consist of or contain software viruses, political campaigning, commercial solicitation, chain letters, mass mailings, or any form of “spam” or unsolicited commercial electronic messages. Retire-IT reserves the right, but not the obligation, to remove or edit such content. Reviews will include a star grading system with categories determined by Retire-IT (“Grade”). In additional to providing a Grade, Clients will also be permitted to leave additional feedback under the comments section. When posting a review, you agree to provide accurate and fair information regarding Services received from Service Providers. Service Providers can respond to all Client reviews within the Site. The reply will be made public; therefore, it cannot include any personal Client information, such as address, phone number, last name, payment details and e-mail address. Service Provider agrees to post accurate, fair information regarding Services rendered to the Client. If you do post content or submit material, and unless we indicate otherwise, you grant Retire-IT a nonexclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, perform, translate, create derivative works from, distribute, and display such content throughout the world in any media. You grant Retire-IT and sublicensees the right to use the name that you submit in connection with such content, if they choose. You represent and warrant that you own or otherwise control all of the rights to the content that you post; that the content is accurate; that use of the content you supply does not violate this policy and will not cause injury to any person or entity; and that you will indemnify Retire-IT for all claims resulting from content you supply. Retire-IT has the right but not the obligation to monitor and edit or remove any activity or content. Retire-IT takes no responsibility and assumes no liability for any content posted by you or any third party or the accuracy thereof. You expressly represent and warrant the following: (1) you are the owner, with all appurtenant rights thereto, of any and all communications, content and/or information posted on the Site; or (2) you are the legitimate and rightful grantee of a worldwide, royalty free, perpetual, irrevocable, sublicensable, nonexclusive license to use, distribute, reproduce and distribute such communication, content and/or information. You further represent and warrant that any and all of your online communication, content and/or distribution of information: Will not violate any federal, state, or local law, regulation, rule, or statute;

Will not violate the terms of these Terms of Use; Will not infringe any third party’s intellectual property rights including but not limited to copyright, patent, or trademark rights; Will not contain obscene, lewd, or suggestive content, and under no circumstances will it contain child pornography; Will not be libelous, threatening, harassing or defamatory; Will not contain any computer hardware or software, viruses or any other computer programming that may interfere with the operation of the Site, operation of any of our systems and or create or impose a large burden or load on the Site; Will not be used for commercial or public purposes outside of the requirements of these Terms of Use; Will not scan or test the vulnerability or security of the Site or the system within which it operates; Will not create liability for us in any manner whatsoever; and Will not frame or link to the Site. You agree to use common sense and good judgment when conducting or posting any online communication or distribution of information. You assume legal responsibility for all damages incurred as a result of any of your online communication or distribution of information.

Damage Claims and Disputes Between Client and Service Provider

Claims for damage to property shall be governed by this paragraph and any disclaimers, releases, and limitations provided elsewhere in these Terms of Use, Terms of Service, Service Agreements and Statements of Work. Client and damage claims are the sole responsibility of the Service Provider. As such, any and all Client and damage claims shall be presented to and handled by the Service Providers directly. The selected Service Provider shall determine claim status, including approval or denial, and make payment for any approved claims. Retire-IT is not obligated to investigate and/or resolve any complaints or disputes between Clients and Service Providers, and Retire-IT shall not be liable for any such complaints or disputes beyond what is agreed to in a Service Agreement or Terms of Service.

Deactivation of Accounts

Retire-IT reserves the right to deactivate or temporally block Client or Service Provider user accounts without notice in our sole and absolute discretion. Reasons for permanent or temporary deactivation include, but are not limited to, the following: Clients’ submission of payment disputes or chargebacks, or failure to pay additional charges for service rendered, Service Providers receiving poor reviews, Services Providers’ failure to perform Labor Services, and providing insufficient/inaccurate details within your profile.

DISCLAIMER OF WARRANTIES

THE SERVICE AND THE SITE ARE PROVIDED “AS IS” AND “AS AVAILABLE”. THE SERVICE AND THE SITE ARE PROVIDED WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE HEREBY EXPRESSLY DISCLAIMED. FOR CLARITY, THIS MEANS THAT RETIRE-IT MAKES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE QUALITY OR SAFETY OF ANY SERVICE PROVIDER OR THE LABOR SERVICES THAT YOU MAY OBTAIN THROUGH USE OF THE SITE OR THE SERVICE. RETIRE-IT DOES NOT REGULATE, MONITOR, OR GUARANTEE THE TIMELINESS OR QUALITY OF ANY WORK PROVIDED TO ANY CLIENT(S) BY ANY SERVICE PROVIDER(S). IF YOU ARE A CLIENT, YOU ENGAGE SERVICE PROVIDERS SOLELY AT YOUR OWN RISK. SOME STATES DO NOT ALLOW CERTAIN DISCLAIMERS OF WARRANTIES, SO THE ABOVE DISCLAIMERS MAY NOT APPLY TO YOU.WE MAKE NO GUARANTEE, REPRESENTATION OR WARRANTY THAT THE SITE OR OUR DATABASES, SYSTEMS AND INFRASTRUCTURE WILL OPERATE UNINTERRUPTED, WILL BE FULLY FUNCTIONAL, SECURE, WITHOUT UNAUTHORIZED ACCESS (INCLUDING THIRD PARTY HACKERS), OR ERROR FREE.

LIMITATIONS ON LIABILITY; RELEASE; INDEMNIFICATION

IN NO EVENT WILL RETIRE-IT OR ITS DIRECTORS, EMPLOYEES, AGENTS, CONTRACTORS, PARTNERS, SUPPLIERS OR CONTENT PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS AND THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES (COLLECTIVELY, “INDIRECT DAMAGES”) ARISING OUT OF OR IN CONNECTION WITH THE SITE, THE SERVICES, OUR PRIVACY POLICY, OR THESE TERMS OF USE (HOWEVER ARISING, INCLUDING OUR NEGLIGENCE, GROSS NEGLIGENCE, OR STRICT LIABILITY), EVEN IF RETIRE-IT HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT LIMITING THE FOREGOING, RETIRE-IT WILL NOT BE LIABLE FOR INDIRECT DAMAGES ARISING OUT OF OR IN CONNECTION WITH:(A) THE USE OF OR THE INABILITY TO USE THE SITE AND/OR THE SERVICES;(B) ANY LABOR SERVICES PROCURED THROUGH THE SITE OR THE SERVICE, OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH THE SITE; OR(C) LOSS OF, UNAUTHORIZED ACCESS TO, OR ALTERATION OF, A SITE USER’S TRANSMISSIONS OR DATA. THE LIABILITY OF RETIRE-IT TO YOU OR ANY THIRD PARTIES ARISING OUT OF OR IN CONNECTION WITH THE SITE, THE SERVICES, OUR PRIVACY POLICY, OR THESE TERMS OF USE (HOWEVER ARISING, INCLUDING RETIRE-IT’S NEGLIGENCE, GROSS NEGLIGENCE, OR STRICT LIABILITY) IS LIMITED TO THE GREATER OF: (A) THE AMOUNT OF FEES ACTUALLY RECEIVED BY RETIRE-IT FROM YOU IN THE TWELVE (12) MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY, OR (B) $500.00. AS A CLIENT, YOU UNDERSTAND AND AGREE THAT RETIRE-IT HAS NO RESPONSBILITY OR LIABILITY FOR A SERVICE PROVIDER’S FAILURE TO PERFORM SERVICES OR FOR ANY DAMAGE ARISING FROM THE SERVICE PROVIDER’S PERFORMANCE OF SERVICES. THESE LIMITATIONS ARE INDEPENDENT FROM ALL OTHER PROVISIONS OF THESE TERMS OF USE AND SHALL APPLY NOTWITHSTANDING THE FAILURE OF ANY REMEDY PROVIDED HEREIN. CLIENT HEREBY RELEASES RETIRE-IT AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS (THE “RELEASED PARTIES”) FROM ANY AND ALL CLAIMS, CAUSES OF ACTION, DAMAGES, OR LOSSES (INCLUDING ATTORNEY’S FEES AND EXPENSES) UNDER ANY THEORY OF LIABILITY, INCLUDING PERSONAL INJURY OR PROPERTY DAMAGE, ARISING FROM OR IN ANY WAY RELATED TO ANY LABOR SERVICES OBTAINED THROUGH THE SITE AND THE SERVICE FROM ANY SERVICE PROVIDER. CLIENT FURTHER AGREES TO DEFEND, INDEMNIFY, AND HOLD HARMLESS RETIRE-IT AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS FROM AND AGAINST ANY AND ALL CLAIMS, ACTIONS, SUITS, OR PROCEEDINGS, AS WELL AS ANY AND ALL LOSSES, LIABILITIES, DAMAGES, COSTS, AND EXPENSES (INCLUDING ATTORNEY’S FEES AND EXPENSES) ARISING OUT OF OR IN ANY WAY RELATED TO ANY LABOR SERVICES RECEIVED FROM ANY SERVICE PROVIDER, INCLUDING ANY CLAIMS FOR RECOVERY OF FEES OWED TO SUCH SERVICE PROVIDER. SERVICE PROVIDER HEREBY RELEASES THE RELEASED PARTIES FROM ANY AND ALL CLAIMS, CAUSES OF ACTION, DAMAGES, OR LOSSES UNDER ANY THEORY OF LIABILITY (INCLUDING ATTORNEY’S FEES AND EXPENSES) ARISING FROM OR IN ANY WAY RELATED TO ANY LABOR SERVICES PROVIDED TO ANY CLIENT THROUGH THE SITE OR THE SERVICE, INCLUDING ANY NEGATIVE REVIEWS POSTED BY CLIENTS TO THE SITE OR THE FAILURE OF ANY CLIENT TO PAY FOR LABOR SERVICES. SERVICE PROVIDER FURTHER AGREES TO DEFEND, INDEMNIFY, AND HOLD HARMLESS RETIRE-IT AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS FROM AND AGAINST ANY AND ALL CLAIMS, ACTIONS, SUITS, OR PROCEEDINGS, AS WELL AS ANY AND ALL LOSSES, LIABILITIES, DAMAGES, COSTS, AND EXPENSES (INCLUDING ATTORNEY’S FEES AND EXPENSES) ARISING OUT OF OR IN ANY WAY RELATED TO ANY LABOR SERVICES PROVIDED TO ANY CLIENT.

Copyright and Trademark Notices

“ITADCentral”, “ITAD Central”, “ITADCentral.com”, as well as page headers, custom graphics, buttons, images and other content on the Site, are subject to trademark, service mark, trade dress, copyright and/or other proprietary or intellectual property rights or licenses held by Retire-IT. Other trademarks, product names and company names or logos used on the Site are the property of their respective owners. Except as expressly authorized, the use or misuse of any trademarks, trade names, logos, images, graphics or content from the Site is strictly prohibited.

Digital Millennium Copyright Act Notice

Retire-IT has adopted the following general policy toward copyright infringement in accordance with the Digital Millennium Copyright Act (http://lcweb.loc.gov/copyright/legislation/dmca.pdf). The address of Retire-IT’S Designated Agent to Receive Notification of Claimed Infringement (“Designated Agent”) is listed at the end of this policy. It is Retire-IT policy to (1) block access to or remove content that it believes in good faith to be copyrighted material that has been illegally copied and distributed by any of our advertisers, affiliates, content providers, members or users; and (2) remove and discontinue service to repeat offenders. A. Procedure for Reporting Copyright Infringements: If you believe that content residing on or accessible through the Site or Service infringes a copyright, please send a notice of copyright infringement containing the following information to the Designated Agent listed below:

A physical or electronic signature of a person authorized to act on behalf of the owner of the copyright that has been allegedly infringed; Identification of works or materials being infringed; Identification of the content that is claimed to be infringing including information regarding the location of the content that the copyright owner seeks to have removed, with sufficient detail so that Retire-IT is capable of finding and verifying its existence; Contact information about the notifier including address, telephone number and, if available, e-mail address; A statement that the notifier has a good faith belief that the content is not authorized by the copyright owner, its agent, or the law; and A statement made under penalty of perjury that the information provided is accurate and the notifying party is authorized to make the complaint on behalf of the copyright owner. Once Proper Bona Fide Infringement Notification is Received by the Designated Agent: It is Retire-IT policy: to remove or disable access to the infringing content; to notify the content provider, member or user that it has removed or disabled access to the content; and that repeat offenders will have the infringing content removed from the system and that Retire-IT will terminate such content provider’s, member’s or user’s access to the Service. Procedure to Supply a Counter-Notice to the Designated Agent: If the content provider, member or user believes that the content that was removed or to which access was disabled is either not infringing, or the content provider, member or user believes that it has the right to post and use such content from the copyright owner, the copyright owner’s agent, or pursuant to the law, the content provider, member or user must send a counter-notice containing the following information to the Designated Agent listed below: A physical or electronic signature of the content provider, member or user; Identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled; A statement that the content provider, member or user has a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content; and Content provider’s, member’s or user’s name, address, telephone number, and, if available, e-mail address and a statement that such person or entity consents to the jurisdiction of the Federal Court for the Southern District of Ohio, Columbus Ohio, and that such person or entity will accept service of process from the person who provided notification of the alleged infringement. If a counter-notice is received by the Designated Agent, Retire-IT may send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at Retire-IT’s sole and absolute discretion. Please contact Retire-IT’s Designated Agent to Receive Notification of Claimed Infringement. Designated Agent to Receive Notification of Claimed Infringement: Retire-IT Support; e-mail: support@retire-it.com.

Privacy Policy

Retire-IT’s current privacy policy is available at https://itadsuccess.com/privacy-policy/ (the “Privacy Policy”), which is incorporated by this reference. Retire-IT strongly recommends that you review the Privacy Policy carefully.

Arbitration; Waiver of Certain Rights; Limitation on Claims

You and Retire-IT agree to resolve any disputes between you and Retire-IT through binding and final arbitration instead of through court proceedings. You hereby waive any right to a jury trial of any demands, claims, controversies, counterclaims, or other disputes. All demands, claims, controversies, counterclaims, or other disputes arising between you and Retire-IT relating to these Terms of Use or the Site or the Service (each a “Claim”) shall be submitted for binding arbitration in accordance with the Rules of the American Arbitration Association (“AAA Rules”). The arbitration will be heard and determined by a single arbitrator. The arbitrator’s decision in any such arbitration will be final and binding upon the parties and may be enforced in any court of competent jurisdiction. The parties agree that the arbitration will be kept confidential and that the existence of the proceeding and any element of it (including, without limitation, any pleadings, briefs or other documents submitted or exchanged and any testimony or other oral submissions and awards) will not be disclosed beyond the arbitration proceedings, except as may lawfully be required in judicial proceedings relating to the arbitration or by applicable disclosure rules and regulations of securities regulatory authorities or other governmental agencies. In the final award, the arbitrator may apportion the costs of arbitration and the compensation of the arbitrator among the parties in such amounts as the arbitrator deems appropriate. This arbitration agreement does not preclude you or Retire-IT from seeking action by federal, state, or local government agencies. You and Retire-IT also have the right to bring qualifying claims in small claims court only in Franklin County, Ohio. In addition, you and Retire-IT retain the right to apply to any court of competent jurisdiction located in Franklin County, Ohio for provisional relief, including pre-arbitral attachments or preliminary injunctions, and any such request shall not be deemed incompatible with these Terms of Use, nor a waiver of the right to have disputes submitted to arbitration as provided in these Terms of Use. Neither you nor Retire-IT may act as a class representative or private attorney general, nor participate as a member of a class of claimants, with respect to any Claim. Claims may not be arbitrated on a class or representative basis. The arbitrator can decide only your and/or Retire-IT’s individual Claims. The arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated. If any provision of this section is found to be invalid or unenforceable, then that specific provision shall be of no force and effect and shall be severed, but the remainder of this section shall continue in full force and effect. No waiver of any provision of this section of the Terms of Use will be effective or enforceable unless recorded in a writing signed by the party waiving such a right or requirement. Such a waiver shall not waive or affect any other portion of this Terms of Use. This section of the Terms of Use will survive the termination of your relationship with Retire-IT. Further, you agree that any Claim against Retire-IT must be brought within ninety (90) days of your completion of project after using the Service, and any Claims not brought within such time are barred. THIS SECTION LIMITS CERTAIN RIGHTS, INCLUDING THE RIGHT TO MAINTAIN A COURT ACTION, THE RIGHT TO A JURY TRIAL, THE RIGHT TO PARTICIPATE IN ANY FORM OF CLASS OR REPRESENTATIVE CLAIM, THE RIGHT TO ENGAGE IN DISCOVERY EXCEPT AS PROVIDED IN AAA RULES, AND THE RIGHT TO CERTAIN REMEDIES AND FORMS OF RELIEF. OTHER RIGHTS THAT YOU OR RETIRE-IT WOULD HAVE IN COURT ALSO MAY NOT BE AVAILABLE IN ARBITRATION.

Waiver of Jury Trial; Waiver of Class Action

If for any reason the above provision requiring arbitration is declared unenforceable, void, or voidable, or if any action or judicial proceeding is permitted other than as contemplated by these provisions, each party waives any right it may have to a trial by jury and to act as a class representative, to seek certification of a class, and to participate as a member of a class of claimants.

Governing Law; Jurisdiction; Venue

The Terms of Use will be governed by and construed in accordance with the laws of the State of Ohio without giving effect to any choice of law principles that would require the application of the laws of a different state.  VENUE FOR ANY COURT ACTION ARISING FROM, RELATING TO, OR IN CONNECTION WITH THESE TERMS OF USE AND/OR YOUR USE OF THE SITE AND THE SERVICE SHALL LIE EXCLUSIVELY IN THE COURTS LOCATED IN FRANKLIN COUNTY, OHIO, AND YOU IRREVOCABLY CONSENT TO THE PERSONAL JURISDICTION OF THE COURTS LOCATED IN FRANKLIN COUNTY, OHIO AND AGREE NOT TO REQUEST A TRANSFER TO ANY OTHER VENUE BASED ON LACK OF PERSONAL JURISDICTION OR INCONVENIENCE OF THE FORUM OR ANY OTHER SIMILAR THEORY.

Assignment

You may not assign or transfer your rights under these Terms of Use without Retire-IT’s express, prior written consent.  Any attempt to assign or transfer your rights shall be null and void.  Retire-IT may assign its rights and interest at any time and without prior notice to you and without your consent.

Independent Contractor

You hereby agree and acknowledge that your use of the Site and the Service does not confer or imply any agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship between you and Retire-IT whatsoever.

Notices

All notices to Retire-IT shall be sent by certified mail, return receipt requested, registered mail, or overnight delivery to: Retire-IT LLC, 1560 Fishinger Rd, Suite 160, Columbus, OH 43221.

Severability; Reformation

Each provision of these Terms of Use is intended to be severable. If any term, covenant, condition, or other provision of these Terms of Use is found by an arbitrator or court of competent jurisdiction to be unlawful, invalid or unenforceable for any reason whatsoever, such illegality, invalidity, or unenforceability shall not affect the remaining parts of these Terms of Use, and all such remaining parts hereof shall be valid and enforceable and have full force and effect as though the illegal, invalid, or unenforceable provisions had not been included. Furthermore, in lieu of such illegal, invalid, or unenforceable provision, there shall be added automatically as part of these Terms of Use a provision as similar in its terms to such illegal, invalid, or unenforceable provision as may be possible to be legal, valid, and enforceable.

Waiver

The failure of Retire-IT to exercise or enforce any right or provision of these Terms of Use shall not constitute a waiver of such right or provision. Further, no waiver by Retire-IT of any breach or default hereunder shall be deemed a waiver of any preceding or subsequent breach or default.

No Third-Party Beneficiaries

No person or entity other than the parties hereto shall have any rights or claims under these Terms of Use.

Headings

The headings contained in these Terms of Use are inserted for convenience only and shall not affect the meaning or interpretation of these Terms of Use or any provision hereof.

Integration

These Terms of Use supersede any and all prior discussions and agreements of the parties with regard to the subject matter herein and governs your use of the Site and the Service.