These Terms of Use (the "Agreement") are between you and Reupp Software Inc. ("Reupp") and govern your access to and use of the Reupp browser extension, the Reupp website located at www.reupp.co and all other Reupp-branded websites (each, a "Website"), and other software applications and online services provided by Reupp (collectively, the "Service").

Users Based Outside the United States

If you are based in Canada, Australia, New Zealand, India, Mexico, or Brazil, you agree to the applicable supplement terms that are included at the end of this Agreement, so please review them carefully.

Accepting the Terms

By using any portion of the Service, you agree to comply with and be bound by this Agreement. This Agreement applies to you regardless of whether you are a "Member" (which means you have created an account with Reupp) or are a "Visitor" (which means that you are using the Service but have not created an account with Reupp). The term "you" or "User" refers to a Visitor or a Member. The term "we" or "our" refers to Reupp. You must be an individual and at least 18 years old, or the age of majority in your state or country of residence, to use the Service. You may not use the Service or accept this Agreement if you are not of a legal age and able and competent to form a binding contract with Reupp. If you use the Service, you represent that you have the capacity to be bound by this Agreement. The Service is for personal, non-commercial use. You agree that you are not using the Service for or on behalf of any third-party or for any commercial purpose.

THIS AGREEMENT CONTAINS (1) AN ARBITRATION PROVISION; (2) A WAIVER OF RIGHTS TO BRING A CLASS ACTION AGAINST US; AND (3) A RELEASE BY YOU OF CLAIMS FOR DAMAGE AGAINST US THAT MAY ARISE OUT OF YOUR USE OF THE SERVICE, TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW. BY USING THE SERVICE, YOU AGREE TO THESE PROVISIONS.

Amendments of this Agreement

Reupp may amend this Agreement or other policies that govern the Service from time to time. Any changes to the Agreement will be posted on the Website, and the posted Agreement will indicate the date the Agreement was last revised. If you do not agree to the changes, you must uninstall any applicable Reupp software and stop using the Service. By continuing to use the Service after any changes to this Agreement, you agree to be bound by those changes.

Privacy and your Personal Information

The Service is subject to Reupp's privacy and data protection practices (our "Privacy Policy"). Please read Reupp's Privacy Policy found HERE. Our Privacy Policy explains how Reupp collects, uses and shares your information when you visit our Website, use the Mobile App or otherwise access the Service. By using the Service, you consent to Reupp's collection, use, and sharing of your information as set forth in our Privacy Policy.

Description of the Service

The Service includes a suite of tools that allows Users to find eligible buy-back offers for their purchases and to learn pricing and product information, to help make more informed purchase decisions and participate in the resale industry if they decide. There is no commitment to sell your items at anytime if you choose to keep them.

Reupp does not charge fees to you for its Service. We try and locate the best items for resale which will show as ‘Reupp eligible’ on your browser and we make money to sustain the Service when you purchase or engage with these offers.

Any items you purchase that are ‘Reupp Eligible’ (a price shows up for buy-back when you are shopping) you will be contacted with instructions on how to ship item(s) back starting the ReUpp buy-back process.

REUPP ELIGIBLE ITEMS ARE DEFINED BY: ITEMS MUST BE IN NEW <> GENTLY USED CONDITION. ANY SIGNIFICANT SIGNS OF WASHING, WEAR, STAINING, ALTERATIONS WILL DEEM THE ITEM NOT ELIGIBLE FOR OFFERED BUY-BACK PRICE. IF YOU SEND THIS ITEM IN YOU WILL BE RESPONSIBLE FOR RETURN SHIPPING IF YOU WANT IT BACK, IT WILL OTHERWISE BE DONATED ON YOUR BEHALF.

While we try and find you the best products and to identify the resale offer, we may not always find you the best deal. Reupp is not responsible for any missed opportunities or savings.

While we attempt to provide accurate descriptions for the products, offers, other information shown within or through the Service, much of the information we display is provided by third-parties that we do not control. We do not warrant that the product descriptions or related merchant information or terms shown through the Service (including the browser extension, Website, Reupp App or emailed offers) are accurate, complete, reliable, current, or error-free. The inclusion of any products within the Reupp Website or Mobile App at a particular time does not imply or warrant that these products will be available at any other time.

Merchant Websites and Purchases

The Service allows you to view buy-back information about products listed for sale by third-party merchants online, find buy-back offers on those products, and track pricing information. Reupp may provide product information and savings opportunities through our browser extension when you are on a third-party merchant's website. You may also reach a third-party merchant website through a link from the Reupp Website or emailed offer, or a merchant website may be displayed to you through your Reupp Mobile App. However, in all cases any merchant product will be purchased directly from the merchant and through the merchant's website. You are not buying the product from or through Reupp. Reupp is a re-seller or distributor of products of third-party merchants displayed within the Reupp Mobile App or that you may access through a link provided by Reupp or view using the Service. The only items you may be able to purchase from Reupp are certain items that are listed for resale and have been previously purchased by another member.

Merchant Returns

If you are unhappy with your merchant product purchase, if you wish to return your merchant product, if you ordered a merchant product and it has not arrived, or if you have another customer service inquiry regarding your purchased merchant product, you will need to contact the third-party merchant from whom you purchased the product. Reupp is not involved in your merchant product purchase and is not able to assist with any customer service inquiries or returns related to that purchase. To assist you with customer service concerns, Reupp may, for some merchants, include the merchant's contact information within the Reupp App.

Reupp Offers and Third-Party Links

Reupp may display to you "Reupp Offers" and other personalized and non-personalized pricing and product information regarding goods and services offered by third-party merchants. These offers and product information may be provided in several ways, including as links to third-party websites or as coupons or buy-back offers you can apply to your purchase of products offered by third-party merchants. In order to improve our services, Reupp may track how you use the services we provide, including whether you click-on Reupp links to third-party websites, your actions on those third-party merchant websites, and whether you use the buy-back offers provided by Reupp.

Reupp Is Not Responsible for Third-Parties

All products you purchase from a third-party merchant, including those linked from the Reupp Website or Reupp emailed offer, or displayed through the Reupp Mobile App or through the Reupp browser extension, are: (a) priced by the applicable third-party merchant (including whether such prices include applicable local, state, or federal taxes, and any additional fees, such as shipping and handling); and (b) fulfilled, shipped, and otherwise serviced (including but not limited to the processing of returns, refunds, and cancellations) by the applicable third-party merchant and not by Reupp. Reupp is not responsible for any third-party merchant products or any information contained on the merchant's website (including if the merchant's website is displayed through the Reupp Mobile App).

You agree that your purchase from a third-party merchant is subject to the merchant's own terms and conditions applicable to such purchase. You agree that Reupp is in no way responsible or liable to you for any products you purchase through or using the Service, including for any product liability claim, improper charges, delivery failures, pricing errors, or inaccurate product descriptions. You acknowledge and agree that Reupp is not liable or otherwise responsible for any breaches of credit card or debit card security or privacy by any third-party merchants.

Reupp does not endorse, warrant or guarantee the products or services that are displayed through the Service, including through Reupp Offers and other advertised links to third-party websites. Reupp is not an agent, distributor, broker or otherwise responsible for third-party merchants or the activities or policies of those merchant websites or the products or services available on them. ReUpp does not promise or guarantee that the product details, prices, coupon availability or other service terms, rates or rewards offered by any particular advertiser or other third-party via our Service are the best prices, best terms or lowest rates available in the market.

When you access third-party websites through our Service, you accept that there are risks in doing so, and that Reupp is not responsible for such risks. We encourage you to be aware when you are on a third-party merchant website and to read the terms and conditions and privacy policy of each third-party website or service that you visit or utilize.

Reupp has no control over, and assumes no responsibility for, the content, accuracy, privacy policies, or practices or opinions expressed in any third-party websites or by any third-party that you interact with through the Service. In addition, Reupp will not and cannot monitor, verify, censor or edit the content of any third-party site or service. By using the Service, you release and hold us harmless from any and all liability arising from your use of any third-party website or service.

If you have a dispute with any third-party (including a merchant from whom you purchase a product in connection with the Service), you agree that Reupp is under no obligation to become involved. To the maximum extent permitted by applicable law, you release Reupp, its officers, employees, agents, and successors from claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to any dispute you have with a third-party in connection with the Service. If you are a California resident, you shall and hereby do waive California Civil Code Section 1542, which says: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR."

Gift Cards given From Reupp

Reupp may offer you the opportunity to get a gift cards in the value of your buy-back offer for third-party merchants from Reupp through the Reupp Website, browser extension or Mobile App, some of which may be offered at a discount. You may then be able to use the gift card to purchase merchandise from the third-party merchant in accordance with the terms of the applicable gift card program.

When you receive a gift card from Reupp, you represent and warrant that you have the legal right to use the payment method you provide to us, including, without limitation, any credit card you provide when making a transaction.

Please note that if you choose to receive a gift card from Reupp and use that gift card to make a merchant purchase, you may not receive the same rewards through your credit or debit card (for example, 2x points or 5% back) that you would receive if you purchased the product from the merchant without the use of the gift card.

Third-party gift cards made available for purchase from Reupp are subject to the terms and conditions of the applicable merchant and/or the merchant's card issuer. Gift cards and card balances are maintained by the merchant or its card issuer and not by Reupp. You agree that Reupp is not responsible for any gift card program and makes no representations or warranties regarding the gift cards available through Reupp or the products and services you purchase with any such gift card. All gift card sales are final and non-refundable.

Account Information from Third Party Sites

When you establish an account with Reupp, we may allow you to register your account, log-in, or otherwise link your Reupp account with an account you maintain with a third-party, such as Facebook or Google ("Linked Account"). You represent that any Linked Account belongs to you and you are permitted to link it to your Reupp account. Reupp does not control the policies and practices of any third-party site or service, including any Linked Account you connect to the Service and Reupp is not responsible for any actions or omissions of providers of a Linked Account, including related to accuracy, legality or non-infringement. Reupp is not responsible for the products and services offered by or through your Linked Account. If permitted by your Linked Account, Reupp may import information from your Linked Accounts to help better offer the Service to you.

Reupp Rewards Program

We may from time to time make our loyalty rewards points, available to you when you complete certain actions through our Service. When Reupp loyalty rewards are available for a particular action, it will be indicated within our Service. You must be a Member to participate in ‘Reupp Rewards.’

The most common way for you to earn Reupp rewards is by making a purchase from one of the participating third-party merchants while using our Service.

Your Log-In and Account Information

You agree and understand that you are responsible for maintaining the confidentiality of your Log-in ID, email address, password and any other personal identifying information or other codes used to access your Reupp account or the Service ("Log-In Information"). If you become aware of any unauthorized use of your Log-In Information, you agree to notify Reupp immediately.

Accurate records enable Reupp to provide the Service to you. You agree to keep your email address, your other contact information and any payment information in your Reupp account profile accurate and up-to-date. If you do not do this, the accuracy and effectiveness of the Service to you will be affected and you may not receive account notices that we deliver to you. If you fail to keep your contact information updated, you will still be deemed to have received any notices we deliver to the email address you last provided.

Electronic Notices

By providing us with your email address, you agree to receive all account related notices electronically, to that e-mail address. It is your responsibility to update or change that address, as appropriate. Notices will be provided in HTML (or, if your system does not support HTML, in plain-text) in the text of the e-mail or through a link to the appropriate page on our site, accessible through any standard modern, commercially available internet browser. We may also use your email address to contact you about our own and third-parties' goods and services that may be of interest to you. If you do not want us to use your information in this way, please adjust your user preferences in your account profile and /or click "Unsubscribe" in any e-mail communications we send you.

Electronic Notifications

Reupp may provide you with electronic notifications by email, push notification or other electronic means. Some electronic notifications are mandatory, including security-related notifications, such as when you update your log-in information or password.

Other types of notifications are voluntary and may be modified through the Service. They may be customized, deactivated or reactivated by you. These notifications allow you to choose alert messages for your account. Reupp may add new notifications from time to time, or cease to provide certain notifications at any time upon its sole discretion. Each alert has different options available, and you may be asked to select from among these options upon activation of your notifications service. You may also be able to modify how you receive push notifications through your mobile device by changing your mobile device settings.

Electronic notifications will be sent to the email address you have provided as your primary email address for the Service.

Because notifications are not encrypted, we will never include your password. However, notifications may include your Reupp login information and some information about your accounts. Anyone with access to your email will be able to view the content of these notifications. While you may disable certain voluntary notifications, we will still send you Service-related notices as needed to allow us to provide you the Service.

ReUpp's Intellectual Property Rights

The contents of the Service, including its "look and feel" (e.g., text, graphics, images, logos and button icons), photographs, editorial content, notices, software (including html-based computer programs) and other material are protected under copyright, trademark and other laws. The contents of the Service belong or are licensed to Reupp or its software or content suppliers. Reupp grants you the right to view and use the Service subject to this Agreement. Any distribution, reprint or electronic reproduction of any content from the Service other than as expressly permitted in this Agreement and without our prior written consent, is prohibited. If you would like to request such permission, shoot us an email at info@reupp.co

Your right to access and use the Service is personal to you and is not transferable by you to any other person or entity. You are only entitled to access and use our Service for lawful, internal, and non- commercial purposes. Subject to your compliance with this Agreement, Reupp hereby grants to you, a personal, worldwide, non-assignable, non-sublicensable, non-transferrable, and non-exclusive license to (i) use the software and content provided to you as part of the Service (for personal, non-commercial purposes; and (ii) download a single copy of our software for such use.

You agree that Reupp may use your feedback, suggestions, or ideas in any way, including in future modifications of the Service, other products or services, advertising or marketing materials (although any use of your personal information will be subject to our privacy policy).

Technology Disclaimer

Your access and use of the Service may be interrupted from time to time due to third-party failures outside of our control (such as unavailability of general Internet infrastructure). Access and use may also be interrupted for periodic updating, maintenance or repair of the Service by Reupp. While we will make reasonable efforts to make the Service available to you, we do not promise that it will be available at all times.

You are responsible for providing the mobile device, wireless service plan, software, Internet connections, and/or other equipment or services that you need to download, install, and use the Reupp Mobile App. We do not guarantee that the Reupp Mobile App can be accessed and used on any particular mobile device or with any particular service plan. We do not guarantee that the Reupp Mobile App will be available in, or that orders for products can be placed from, any particular geographic location.

Reupp cannot always foresee or anticipate technical or other difficulties which may result in failure to obtain data or loss of data, personalization settings or other service interruptions. Reupp cannot assume responsibility for the timeliness, accuracy, deletion, non-delivery or failure to store any user data, communications or personalization settings.

Rules for Posting Content

As part of the Service, Reupp may allow Users to post content on various publicly available locations in the Service ("User Content"). You agree in posting User Content to follow the following rules:

• You are responsible for all User Content you submit to the Service.
• By submitting User Content to us, you represent that you have all necessary rights and hereby grant us a perpetual, worldwide, irrevocable, non-exclusive, royalty-free, sublicenseable and transferable license to use, reproduce, distribute, prepare derivative works of, modify, display, and perform all or any portion of the User Content in connection with the Service and our business, including without limitation for promoting and redistributing part or all of the site (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each User a non-exclusive license to access and use your User Content through the Service, and to use, reproduce, distribute, prepare derivative works of, display and perform such User Content as permitted through the functionality of the Service and under this Agreement.
• You may not post or transmit any message, data, image or program that would violate the property rights of others, including unauthorized copyrighted text, images or programs, trade secrets or other confidential proprietary information, and trademarks or service marks used in an infringing fashion.
• You may not interfere with other Users' use of the Service, including, without limitation, disrupting the normal flow of dialogue in an interactive area of the Service, deleting or revising any content posted by another person or entity, or taking any action that imposes a disproportionate burden on the Service infrastructure or that negatively affects the availability of the Service to others.

Prohibited Activities

You represent, warrant, and agree that you will not contribute any content or otherwise use the Service or interact with the Service in a manner that:

1. Infringes or violates the intellectual property rights or any other rights of anyone else (including Reupp);
2. Violates any law or regulation or this Agreement;
3. Is harmful, fraudulent, deceptive, threatening, harassing, defamatory, obscene, or otherwise objectionable;
4. Jeopardizes the security of your Reupp account or anyone else's (such as allowing someone else to log in to the Service as you);
5. Attempts, in any manner, to obtain the password, account, or other security information from any other User;
6. Violates the security of any computer network, or cracks any passwords or security encryption codes;
7. Runs Maillist, Listserv, any form of auto-responder or "spam" on the Service, or any processes that run or are activated while you are not logged into the Service, or that otherwise interfere with the proper working of the Service (including by placing an unreasonable load on the Service's infrastructure) or that would bypass the navigational structure or presentation of the Service;
8. "Crawls," "scrapes," or "spiders" any page, data, or portion of or relating to the Service or Content (through use of manual or automated means);
9. Copies or stores any significant portion of the Content;
10. Decompiles, reverse engineers, or otherwise attempts to obtain the source code or underlying ideas or information of or relating to the Service; or

If you violate or infringe any of the rules above, we may immediately suspend or terminate your right to use or access the Service.

Disclaimer of Representations and Warranties

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE CONTENT AND ALL SERVICES AND PRODUCTS ASSOCIATED WITH THE SERVICE OR PROVIDED THROUGH THE SERVICE (WHETHER OR NOT SPONSORED) ARE PROVIDED TO YOU ON AN "AS-IS" AND "AS AVAILABLE" BASIS. REUPP MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE CONTENT OR OPERATION OF THE SERVICE OR OF THE SERVICE. YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK.

REUPP MAKES NO REPRESENTATIONS, WARRANTIES, CONDITIONS, OR GUARANTEES, EXPRESS OR IMPLIED, REGARDING THE ACCURACY, RELIABILITY OR COMPLETENESS OF THE CONTENT ON THE SERVICE OR OF THE SERVICE (WHETHER OR NOT SPONSORED), AND EXPRESSLY DISCLAIMS ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS OF NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. REUPP MAKES NO REPRESENTATION, WARRANTY OR GUARANTEE THAT THE CONTENT THAT MAY BE AVAILABLE THROUGH THE SERVICE IS FREE OF INFECTION FROM ANY VIRUSES OR OTHER CODE OR COMPUTER PROGRAMMING ROUTINES THAT CONTAIN CONTAMINATING OR DESTRUCTIVE PROPERTIES OR THAT ARE INTENDED TO DAMAGE, SURREPTITIOUSLY INTERCEPT OR EXPROPRIATE ANY SYSTEM, DATA OR PERSONAL INFORMATION. YOU ARE RESPONSIBLE FOR ENSURING THE ACCURACY OF ANY USER CONTENT THAT YOU PROVIDE, AND WE DISCLAIM ALL LIABILITY AND RESPONSIBILITY FOR THE ACCURACY OF SUCH CONTENT.

Notification Disclaimer

You understand and agree that any notifications provided to you through the Service may be delayed or prevented by a variety of factors. Reupp does its best to provide notifications in a timely manner with accurate information. However, we neither guarantee the delivery nor the accuracy of the content of any notification. You also agree that Reupp shall not be liable for any delays, failure to deliver, or misdirected delivery of any notification; for any errors in the content of a notification; or for any actions taken or not taken by you or any third-party in reliance on a notification.

Limitations on ReUpp's Liability

REUPP SHALL IN NO EVENT BE RESPONSIBLE OR LIABLE TO YOU OR TO ANY THIRD PARTY, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, LIQUIDATED OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFIT, REVENUE OR BUSINESS, ARISING IN WHOLE OR IN PART FROM YOUR ACCESS TO THE SERVICE, YOUR USE OF THE SERVICE OR THIS AGREEMENT, OR FOR ANY LOSS OR DAMAGE CAUSED BY YOUR RELIANCE ON INFORMATION OBTAINED ON OR THROUGH THE SERVICE, EVEN IF REUPP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, REUPP'S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO $500.00 (FIVE HUNDRED UNITED STATES DOLLARS).

BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, THE LIABILITY OF REUPP SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW. THEREFORE, THE FOREGOING LIMITATIONS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW. NOTHING IN THIS AGREEMENT AFFECTS STATUTORY RIGHTS THAT CANNOT BE WAIVED OR LIMITED BY CONTRACT.

Your Indemnification of Reupp

You shall defend, indemnify and hold harmless Reupp and its officers, directors, shareholders, and employees, from and against all claims and expenses, including but not limited to attorneys fees and other legal expenses, in whole or in part arising out of or attributable to your use of the Service (including any purchases you make within the Reupp Mobile App) or any breach of this Agreement by you or your violation of any law or the rights of a third-party when using the Service.

Ending your Relationship with Reupp (and vice versa)

This Agreement will continue to apply until terminated by either you or Reupp as set out below.

If you want to terminate this Agreement, you may do so immediately at any time by closing your account for the Service. Please use the directions below to cancel your account, only if you have created a Membership. Otherwise just uninstall Reupp and stop visiting our Website and using the Service.

Email removeaccount@reupp.co to cancel your account. Upon doing so:

• your account will be closed, and your ability to log in deactivated; and
• any data in our records will be retained subject to our privacy policy.

Reupp may immediately, at any time, terminate this Agreement (and therefore your right to access and use the Service) by notifying you (if safe to do so) to the e-mail address provided by you as part of your Registration Information.

ARBITRATION CLAUSE & CLASS ACTION WAIVER – IMPORTANT – PLEASE REVIEW AS THIS AFFECTS YOUR LEGAL RIGHTS

Arbitration. YOU AGREE THAT ALL DISPUTES BETWEEN YOU AND US (WHETHER OR NOT SUCH DISPUTE INVOLVES A THIRD-PARTY) WITH REGARD TO YOUR RELATIONSHIP WITH US, INCLUDING WITHOUT LIMITATION DISPUTES RELATED TO THIS AGREEMENT, YOUR USE OF THE SERVICE, AND/OR RIGHTS OF PRIVACY AND/OR PUBLICITY, WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION UNDER THE AMERICAN ARBITRATION ASSOCIATION'S RULES FOR ARBITRATION OF CONSUMER-RELATED DISPUTES AND YOU AND WE HEREBY EXPRESSLY WAIVE TRIAL BY JURY; PROVIDED, HOWEVER, THAT TO THE EXTENT THAT YOU HAVE IN ANY MANNER VIOLATED OR THREATENED TO VIOLATE OUR INTELLECTUAL PROPERTY RIGHTS, WE MAY SEEK INJUNCTIVE OR OTHER APPROPRIATE RELIEF IN ANY STATE OR FEDERAL COURT IN THE STATE OF CALIFORNIA. DISCOVERY AND RIGHTS TO APPEAL IN ARBITRATION ARE GENERALLY MORE LIMITED THAN IN A LAWSUIT, AND OTHER RIGHTS THAT YOU AND WE WOULD HAVE IN COURT MAY NOT BE AVAILABLE IN ARBITRATION.

BY AGREEING TO THIS ARBITRATION CLAUSE & CLASS ACTION WAIVER, YOU AND REUPP ARE GIVING UP THE RIGHT TO PARTICIPATE AS A CLASS REPRESENTATIVE OR CLASS MEMBER ON ANY CLASS CLAIM THAT EACH SIDE MAY HAVE AGAINST THE OTHER INCLUDING ANY RIGHT TO CLASS ARBITRATION OR ANY CONSOLIDATION OF INDIVIDUAL ARBITRATIONS. You also agree not to participate in claims brought in a private attorney general or representative capacity, or consolidated claims involving another person's account, if we are a party to the proceeding. This dispute resolution provision will be governed by the Federal Arbitration Act and not by any state law concerning arbitration. In the event the American Arbitration Association is unwilling or unable to set a hearing date within one hundred sixty (160) days of filing the case, then either we or you can elect to have the arbitration administered instead by the Judicial Arbitration and Mediation Services. Judgment on the award rendered by the arbitrator may be entered in any court having competent jurisdiction. Any provision of applicable law notwithstanding, the arbitrator will not have authority to award damages, remedies or awards that conflict with this Agreement. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of, related to or connected with the use of the Service or this Agreement must be filed within one (1) year after such claim of action arose or be forever banned.

If you do not want to arbitrate disputes with Reupp and you are an individual, you may opt out of this ARBITRATION CLAUSE & CLASS ACTION WAIVER by sending an email to privacy@reupp.co within thirty (30) days of the first date you access or use the Service. Severability. If the prohibition against class actions and other claims brought on behalf of third parties contained above is found to be unenforceable, then all of the preceding language in this Arbitration section will be null and void. This arbitration agreement will survive the termination of your relationship with us.

Governing Law and Forum for Disputes

This Agreement, and your relationship with Reupp under this Agreement, shall be governed by the laws of the State of Texas in the United States of America without regard to its conflict or choice of laws provisions. Any dispute with Reupp, or its officers, directors, employees, agents or affiliates, arising under or in relation to this Agreement shall be resolved exclusively as specified in the ARBITRATION CLAUSE & CLASS ACTION WAIVER clause above, except with respect to imminent harm requiring temporary or preliminary injunctive relief in which case Reupp may seek such relief in any court with jurisdiction over the parties. You understand that, in return for agreement to this provision, Reupp is able to offer the Service at the terms designated, with little or no charge to you, and that your assent to this provision is an indispensable consideration to this Agreement.

You also acknowledge and understand that, with respect to any dispute with Reupp, its officers, directors, employees, agents or affiliates, arising out of or relating to your use of the Service or this Agreement:

YOU ARE GIVING UP YOUR RIGHT TO HAVE A TRIAL BY JURY; and

YOU ARE GIVING UP YOUR RIGHT TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT INVOLVING ANY SUCH DISPUTE.

Copyright Disputes and User Content

You may have heard of the Digital Millennium Copyright Act (the "DMCA"), as it relates to online service providers, like Reupp, being asked to remove user generated material that allegedly violates someone's copyright. We respect others' intellectual property rights, and we reserve the right to delete or disable User Content alleged to be infringing, and to terminate the accounts of repeat alleged infringers; to review our complete Copyright Dispute Policy and learn how to report potentially infringing content & to learn more about the DMCA, visit here.

Miscellaneous

If any portion of this Agreement is deemed unlawful, void or unenforceable by any arbitrator or court of competent jurisdiction, this Agreement as a whole shall not be deemed unlawful, void or unenforceable, but only that portion of this Agreement that is unlawful, void or unenforceable shall be stricken from this Agreement.

You agree that if Reupp does not exercise or enforce any legal right or remedy which is contained in the Agreement (or which Reupp has the benefit of under any applicable law), this will not be taken to be a formal waiver of Reupp's rights and that those rights or remedies will still be available to Reupp.

All covenants, agreements, representations and warranties made in this Agreement shall survive your acceptance of this Agreement and the termination of this Agreement.

The term "including" in this Agreement means "including but not limited to."

Contact Us

Reupp welcomes comments, questions, concerns, or suggestions. Please send us feedback by emailing us at info@reupp.co

Supplemental Terms for Users Accessing or Using Our Service in Canada, Australia or New Zealand

Canada

If you are accessing or using our Service in Canada, the following additional terms apply and form part of the Agreement. In the event of any conflict or inconsistency between the following supplemental terms and the provisions of the main body of the Agreement, the following supplemental terms shall prevail with respect to your access or use of our Service in Canada:

• Application of the Canadian Provincial Consumer Laws. Nothing in this Agreement will, or is intended to, disclaim, exclude, prevent or limit the application of Canadian provincial consumer laws, including any applicable statutory consumer guarantees and rights, contained in Canadian provincial law. Any disclaimer of representations or warranties, release, or limitation of our liability to you shall only apply to, and be enforceable under, this Agreement to the extent permitted by law.
• Governing Law for Consumers Residing in Quebec. If you reside in Quebec, the Agreement will be governed by the laws of the Province of Quebec, without giving effect to any principles of conflicts of laws.
• Commercial Electronic Messages: We will obtain your consent where required by law to send you Electronic Notifications, Push Messages or emails about our own and third-parties' goods and services that may be of interest to you.
• Jurisdiction. Except as otherwise agreed by the parties, you agree to irrevocably submit to the non-exclusive jurisdiction of the courts of Ontario, and if you reside in Quebec, to the courts of Quebec, for the purpose of any suit, action or other proceeding arising out of this Agreement.

Australia

If you are accessing or using our Service in Australia, the following additional terms apply and form part of the Agreement. In the event of any conflict or inconsistency between the following supplemental terms and the provisions of the main body of the Agreement, the following supplemental terms shall prevail with respect to your access or use of our Service in Australia:

• Application of the Australian Consumer Law. Nothing in this Agreement will, or is intended to, disclaim, exclude, prevent or limit the application of the Australian Consumer Law set out in Schedule 2 to the Competition and Consumer Act 2010 (Cth), including any applicable statutory consumer guarantees, contained in the Australian Consumer Law. Any disclaimer of representations or warranties, release or limitation of our liability to you shall only apply to, and be enforceable under, this Agreement to the extent permitted by law, including the Australian Consumer Law, if applicable.
• Indemnity. You will not be obliged to indemnify Reupp under the section titled ‘Your Indemnification of Reupp' to the extent that any claims and expenses arise from the negligence or wilful misconduct of Reupp, its officers, directors, shareholders and employees.
• Modification. Where Reupp modifies this Agreement, we will provide you with reasonable notice, where practicable, of such modification.
• Marketing and communications. Subject to your right to unsubscribe under ‘Your Registration Information', you consent to receiving, and our use and disclosure of your personal information in order to send you, sponsored links from advertisers, third-party offers, Reupp Offers, personalized links or other electronic notifications, which may be of interest to you.
• Collection notice and consent. You acknowledge and agree that our Privacy Policy explains how, and the purposes for which we will collect, use, disclose and handle your personal information; how to access and seek correction of your personal information; how you can lodge a complaint regarding the handling of your personal information; and how we will handle any such complaint. If you do not provide us with relevant personal information, we may not be able to provide you with access to parts of the Service. You acknowledge that your personal information may be disclosed to our related entities and to third parties that help us deliver our Service (subject to and in accordance with our privacy policy), including parties located outside of Australia, such as in the United States and the European Union.
• Jurisdiction. You submit to the exclusive jurisdiction of the Courts of Australia in relation to this agreement.

New Zealand

If you are accessing or using our Service in New Zealand, the following additional terms apply and form part of the Agreement. In the event of any conflict or inconsistency between the following supplemental terms and the provisions of the main body of the Agreement, the following supplemental terms shall prevail with respect to your access or use of our Service in New Zealand:

• Application of New Zealand consumer laws. Nothing in this Agreement will, or is intended to, disclaim, exclude, prevent or limit the application of mandatory provisions of New Zealand consumer law, such as the Consumer Guarantees Act 1993 or the Fair Trading Act 1986. Any disclaimer of representations or warranties, release or limitation of our liability to you shall only apply to, and be enforceable under, this Agreement to the extent permitted by law.
• Indemnity. You will not be obliged to indemnify Reupp under the section titled ‘Your Indemnification of Reupp' to the extent that any claims and expenses arise from the negligence or other unlawful act or omission of Reupp, its officers, directors, shareholders and employees.
• Modification. Where Reupp modifies this Agreement, we will provide you with reasonable notice, where practicable, of such modification.
• Commercial Electronic Messages: We will obtain your consent where required by law to send you Electronic Notifications, Push Messages or emails about our own and/or third-parties' goods and services that may be of interest to you. We will comply with all applicable legal requirements in relation to the electronic messages we send you, and will ensure that any text messages you receive are not billed to you unless you have specifically consented to the associated fees and charges.
• Jurisdiction. You submit to the exclusive jurisdiction of the Courts of New Zealand in relation to this agreement.

Mexico

• If you are accessing or using our Service in Mexico, the following additional terms apply and form part of the Agreement. In the event of any conflict or inconsistency between the following supplemental terms and the provisions of the main body of the Agreement, the following supplemental terms shall prevail with respect to your access or use of our Service in Mexico:
• Application of Mexican Consumer Laws. Nothing in this Agreement will, or is intended to, disclaim, exclude, prevent or limit the application of Mexican consumer laws, including any applicable statutory consumer guarantees and rights, contained in Mexican law. Any disclaimer of representations or warranties, release or limitation of our liability to you shall only apply to, and be enforceable under, this Agreement to the extent permitted by law.
• Governing law and jurisdiction. If you reside in Mexico, the Agreement will be governed by and interpreted in accordance with the federal laws of Mexico. Except as otherwise agreed by the parties, you agree to irrevocably submit to the jurisdiction of the courts located at Mexico City, with express waiver of any other court, however privileged they may be, for the purpose of any suit, action or other proceeding arising out of this Agreement or your use or access of our Services.
• Commercial Electronic Messages. We will comply with all applicable laws in relation to the electronic messages we send you and will obtain your consent where required to send electronic notifications, push messages or emails about our own and/or third-parties' goods and services.
• Collection notice and consent. The Reupp Privacy Policy explains the purposes for which and how we will collect, use, disclose and handle your personal information, including sharing with third parties. It explains how you may enforce your rights, including access to and correction of your personal information; how you can lodge a complaint regarding the handling of your personal information and how we will handle any such complaint.