Terms

Rimeto LLC (“Rimeto") welcomes you to its online website (including all content and functionality available through www.rimeto.com (the "Site") and mobile application (the “App”)). Rimeto is delighted to provide you with access to the Site, the App, related data, Rimeto’s proprietary software, and content and related documentation and information (the “Software”) and any such services provided by Rimeto (collectively with the Software and the App, the “Services”).

PLEASE READ THESE TERMS OF SERVICE CAREFULLY BEFORE USING THE SITE, THE APP AND/OR SERVICES (AS DEFINED HEREIN). BY VISITING, DOWNLOADING, REGISTERING FOR AN ACCOUNT (AN “ACCOUNT”) ON THE SITE AND/OR APP, ACCESSING OR USING ANY PART OF THE SITE, THE APP OR SOFTWARE, YOU (THE TERMS “YOU”, “YOUR”, AND “YOURS” SHALL REFER TO ANY AND ALL USERS OF THE SITE AND/OR APP (THE “USER”)) EXPRESSLY AGREE TO AND CONSENT TO BE BOUND BY (A) THE TERMS AND CONDITIONS OF THIS TERMS OF SERVICE AGREEMENT (THE "AGREEMENT"), AND (B) RIMETO's privacy policy, which CAN BE found at www.rimeto.com/privacy (THE “PRIVACY POLICY”). IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT AND/OR THE PRIVACY POLICY, YOU DO NOT HAVE RIMETO’S AUTHORIZATION TO USE ANY OF THE SERVICES AND YOU MAY NOT ACCESS OR USE ANY PORTION OF THE SITE OR APP.

RIMETO MAY MODIFY THIS AGREEMENT AT ANY TIME AND SUCH MODIFICATION SHALL BE EFFECTIVE IMMEDIATELY UPON EITHER POSTING OF THE MODIFIED AGREEMENT OR NOTIFYING YOU. YOU AGREE TO REVIEW THIS AGREEMENT PERIODICALLY TO ENSURE THAT YOU ARE AWARE OF ANY MODIFICATIONS. YOUR CONTINUED ACCESS OR USE OF THE SITE, THE APP AND/OR THE SERVICES SHALL BE DEEMED YOUR CONCLUSIVE ACCEPTANCE OF THE MODIFIED AGREEMENT.

1 - SERVICE TERMS AND LIMITATIONS.

1.1 Proprietary Rights. The entire contents displayed on the Site and App (collectively, the “Content”) have copyrighted protection as a collective work under the laws of the United States and other copyright laws. Rimeto is the sole exclusive owner of the Content. There may be collective work that is the property of other third parties and such collective work is also protected by copyright and other intellectual property laws. You are allowed to display and, subject to any expressly stated restrictions or limitations relating to specific material, download portions of the Content from the different areas of the Site only for non-commercial use unless otherwise permitted. Any redistribution, retransmission or publication of any copyrighted material is strictly prohibited without the express written permission of the copyright owner. You may not change or delete any proprietary notices from materials downloaded from the Site or App. You agree not to use any Rimeto logo or any other proprietary graphic or trademark without Rimeto's express written consent. As between the parties, title, ownership rights, and intellectual property rights in the Content, and any copies or portions thereof shall remain in Rimeto and/or its content providers. Third-party trademarks, service marks and logos contained in the Site are owned and licensed by their respective owners. Any and all rights not expressly granted herein are reserved.

1.2 Grant of Limited License. Your access to the Service is licensed and not sold. Subject to the terms of this Agreement and upon your registration for an Account, Rimeto hereby grants you a revocable, non-exclusive, non-transferable account enabling you to access and use the Services, the App, and the Site. All the Content and Software that is made available to view and/or download in connection with the Service is owned by and is the copyrighted work of Rimeto and/or its suppliers and is licensed, not sold. You do not have the right to lend, lease, rent or sublicense the Site, the App and/or the Content. Your use of the Software and the App (including the use of the materials that you download in connection with the use of the Software and/or the App, along with any documentation, text, software, photos, video, graphics, and music, sound or other multimedia files that might accompany it (collectively, “Material”)) is governed by the terms of Rimeto’s Software License Agreement, if any, which accompanies or is included with the Software and/or App ("License Agreement"). You may not install or use any Software that is accompanied by or includes a License Agreement unless you first agree to the terms and conditions of the License Agreement. For any Software not accompanied by a license agreement, Rimeto hereby grants to you, the user, a non-exclusive, revocable, personal, non-transferable license as set forth in the License Agreement. You may not lend, lease, rent or sublicense the Software or any aspect of the Service.

You are not permitted, directly or indirectly, and the foregoing license grant does NOT include the right for you to (a) publish, publicly perform or display, or distribute to any third party any Materials, including reproduction on any computer network or broadcast or publications media; (b) market, sell or make commercial use of the Site, App, or any Material; (c) systematically collect and use of any data or content including the use of any data spiders, robots, or similar data gathering, mining or extraction methods; (d) make derivative uses of the Site, App, or the Material; or (e) use, frame or utilize framing techniques to enclose any portion of the Site, App (including the images found at this Site, App, or any text or the layout/design of any page or form contained on a page).

1.3 Use of the App. In addition to the terms set forth in this Agreement, your use of the App is subject to the Software License Agreement (the “App Terms”), currently accessible at www.Rimeto.com/SLA. You understand and agree that your use of the App is conditioned upon your acceptance of these App Terms.

1.4 User Agreement. In order to access the Service, you will be required to register for a Rimeto account (an “Account”). You may register for an Account by allowing us to access your name and other profile information through existing accounts you may have on the third party registration services (the “TPS”, and your TPS profile, the “TPS Profile”). You agree to: (a) provide true, accurate, current and complete information about yourself when registering for an Account, including your name, address, phone number, and your company name (a “Company”) if applicable; (b) maintain and promptly update your Account to keep it true, accurate, current and complete; and (c) authorize Rimeto and its affiliates to charge your credit card for any and all Fees (as defined herein) incurred by you for your use of the Services. If you provide any information that is untrue, inaccurate, not current or incomplete or Rimeto has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Rimeto has the right to suspend or terminate your Account and refuse any and all current or future use of the Services (or any portion thereof).

1.5 User Representations. You represent and warrant to Rimeto that you will (a) maintain the security of your user identification, password and other confidential information relating to your Account; (b) maintain the security, confidentiality and integrity of all messages and the content that you receive, transmit through or store on the Service; (c) maintain all charges resulting from the use of your Account, including but not limited to, unauthorized use of your Account prior to you notifying Rimeto in writing of such use and taking steps to prevent its further occurrence by changing your password; (d) comply with the terms set forth herein; and (e) comply with all applicable U.S. and international laws, statutes, ordinances, rules, regulations, contracts and applicable licenses regarding your use of the Services or Site.

You further represent and warrant that (i) you are over the age of eighteen (18) and have the power, authority or consent to enter into and perform your obligations under the Agreement; (ii) all information provided by you to Rimeto, is truthful, accurate and complete; (iii) you shall comply with all terms and conditions of this Agreement; (iv) you have provided and will provide accurate and complete registration information, including, without limitation, your legal name, address and telephone number; (v) each time you upload Submitted Content (as defined herein) on the Site, App or through the Service, you own or otherwise control the rights or have the necessary consents to upload or post such Submitted Content and to enable inclusion and use of the Submitted Content in the manner contemplated by the Site and/or App; and (vi) if registering for an Account on the behalf of Company, (A) you have such Company’s authorization and permission to do so, (B) you have authority to legally bind such Company to the terms of this Agreement, and (C) the Company shall be wholly responsible for use of the Services by any person using such Account.

We reserve the right to suspend access to the Services in the event that we suspect that an unauthorized person is attempting to access the Services using your Account or access credentials.

1.6 User’s Restrictions. You are not permitted, directly or indirectly, to (a) modify, translate, reverse engineer, decompile, disassemble (except to the extent applicable laws specifically prohibit such restriction), create derivative works based on the Software or the Material; (b) copy the Software, the Material, the Content or any User Submitted Content or engage in any acts inconsistent with the principles of copyright protection and fair use, as codified in 17 U.S.C. Sections 106-110, without obtaining the express written consent of Rimeto and/or the copyright owner; (c) distribute, display (except for the purposes set forth in Section 2), rent, lease, transfer or otherwise transfer rights to, or in any way exploit, the Software, the Content, the Material, or any Submitted Content, in whole or in part; or (d) remove any proprietary notices or labels on the Software, the Material, the Content or any User Submitted Content.

1.7 Third Party Payment Processor. If you register an Account on behalf of a Company, this Section 1.7 shall apply. In the event that Rimeto uses a third-party service provider (the “Processor”)(e.g., Stripe, Bill.com, etc.) for payment services (e.g., credit card transaction processing, merchant settlement, and any related service fees), this Section 1.7 will apply. By using the Site or Services, you agree to be bound by Processor’s Terms of Service and Processor’s Privacy Policy. You hereby consent to provide and authorize Rimeto and Processor to share any information and payment instructions you provide to the extent required to complete the payment transactions in accordance with this Agreement, including personal, financial, credit card payment, and transaction information. YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO USE ANY CREDIT CARD(S) OR OTHER PAYMENT MEANS USED TO PAY ANY FEE OR CHARGE. By providing Rimeto or Processor with your payment information, you agree that Processor is authorized to immediately invoice you for all fees and charges due and payable to Rimeto hereunder and that no additional notice or consent is required. You agree to immediately notify Rimeto and Processor (as applicable) of any change to your payment information. You will be responsible for paying any applicable taxes relating to your payments and credits received and will indemnify and hold harmless Rimeto and Stripe from any and all taxes, including sales tax, based on any payments made or received by you in connection with the Services.

2 - ONLINE COMMUNICATIONS.

2.1 Submitted Content. You are solely responsible for the information, and other content including video content and textual content that you upload, publish or display (hereinafter, "post") to public areas of Site or the App (such as bulletin boards ("BBSs"), forums and chat rooms)(collectively, the “Submitted Content”). You understand the Site and App are available to the public. Therefore any information you consider confidential should not be posted to the Site or App. By posting Submitted Content, you agree that Rimeto may reveal your identity and whatever information we know about you to any law enforcement agent or official in the event of legal action arising from any Submitted Content posting by you. Your participation in on-line communications occurs in real time and is not edited, censored, or otherwise controlled by Rimeto. Rimeto cannot and does not screen content provided by you to the Site, the App or through the Services. Notwithstanding the foregoing, Rimeto reserves the right to monitor content on the Site and to remove content, which Rimeto, in its sole discretion, determines to be harmful, offensive, or otherwise in violation of this Agreement or Rimeto' operating policies for Users. You may send and receive electronic mail ("email"), engage in conferences and chats, download and upload files and otherwise use Site and App as permitted by this Agreement, Rimeto operating policies and applicable law. Files that you upload, public messages that you send and your activity in conferences and chats are subject to review, modification and deletion without notice by the forum manager responsible for the Site and App area where you're uploading or other activity takes place (or by an individual designated by such forum manager for such purpose). Rimeto operating policies relating to online conduct, storage and deletion of email and uploaded files, conferences, BBSs and other matters are available online on the Site. Rimeto reserves the right in its sole discretion to change such policies at any time. Files uploaded to a BBS may be subject to posted limitations on usage, reproduction and/or dissemination, and you are responsible for adhering to such limitations if you download them.

2.2 User Warranties and Representations. You warrant, represent and agree that you will not contribute any Submitted Content or otherwise use the Site or App in a manner that (i) infringes the intellectual property rights or proprietary rights, or rights of publicity or privacy, of any third party; (ii) violates any law, statute, ordinance or regulation; (iii) you should know is harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, fraudulent, deceptive, or misleading or otherwise objectionable; (iv) adversely affects or reflects negatively on Rimeto’s goodwill, name or reputation or causes duress, distress or discomfort to Rimeto or anyone else, or discourages any person, firm or enterprise from using all or any portion, feature, or function of the Site or App, or from advertising, liking or becoming a supplier to use in connection with the Site or App; (v) send or result in the transmission or junk e-mail, chain letters, duplicative or unsolicited messages, or so-called “spamming”; (vi) transmit, distribute or upload programs or material that contain malicious code, such as viruses, timebombs, cancelbots, worms, trojan horse, spyware, or other potentially harmful programs or other material or information; (vii) falsely report to an employee or agent of Rimeto; (viii) circumvent, disable or otherwise interfere with security-related features of the Site, the App or its features that prevent or restrict use or copying of any content; (ix) intercept or attempt to intercept email or other private communications not intended for you; and/or (x) causes the Site to be used for commercial or business purposes, including, without limitation, advertising, marketing, or offering goods or services, whether or not for financial or any other form of compensation or through linking with any other Site or web pages. You further warrant, represent and agree that you will not (x) posts or transmits any message, data, image or program which is indecent, obscene or pornographic; (y) uses the Site or App to threaten, harass, stalk, abuse, or otherwise violate the legal rights (including rights of privacy and publicity) of others; and (z) deletes any author attributions, legal notices or proprietary designations or labels in a file that you upload to the Site or App. While it is not the intent of Rimeto to discourage you from reporting problems about the Services, nonetheless, Rimeto reserves the right to take such action as it deems appropriate and/or to remove any content from the Site and App at any time, for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such content or if Rimeto is concerned that you may have breached the immediately preceding sentence), or for no reason at all.

2.3 License Grant. By posting any Submitted Content on publicly accessible locations on the Site or the App, you automatically grant (or warrant that the owner of such content has expressly granted) to Rimeto a perpetual, royalty-free, non-exclusive, irrevocable, unrestricted, worldwide license to use, copy, sublicense, reproduce, distribute, redistribute, modify, adapt, publish, edit, translate, transmit, create derivative works of, publish and/or broadcast, publicly perform or display any materials or other information (including without limitation, ideas contained therein for new or improved products or services) you submit to public areas of the Site, alone or as part of other works in any form, media, or technology whether by any means and in any media now known or hereafter developed and to sublicense such rights through multiple tiers of sublicenses. You further acknowledge and agree that your name, likeness, and/or TPS Profile may be associated your Submitted Content and you hereby grant us a perpetual, royalty-free, non-exclusive, irrevocable, unrestricted, worldwide license to use your name, likeness, and/or TPS Profile in association with your Submitted Content. You agree that you shall have no recourse against Rimeto for any alleged or actual infringement or misappropriation of any proprietary right in your communication to us. You hereby agree to also grant each User a non-exclusive license to access your Submitted Content through the Site and/or the App and to use, reproduce, distribute, display and perform such Submitted Content as permitted through the functionality of the Site, the App and under this Agreement. You further acknowledge and agree that no compensation will be paid with respect to the use of your comments, as provided herein, that Rimeto may remove any comment at any time in its sole discretion. Further, when you post any Submitted Content on the Site and/or the App, you authorize and direct Rimeto to make such copies thereof as Rimeto deems necessary in order to facilitate the posting and storage of such content on the Site. You may remove any Submitted Content you post from the Site and App at any time. If you choose to remove your Submitted Content, the license granted above will automatically expire, however, you acknowledge that Rimeto may retain archived copies of the Submitted Content.

3 - OPERATION.

Rimeto reserves complete and sole discretion with respect to the operation of the Site and the App. Rimeto may, among other things: (a) delete email or private messages if it has not been accessed by a User within the time established by Rimeto policies; (b) subject to Section 1, make available to third parties information relating to the Users; and (c) withdraw, suspend or discontinue any functionality or feature of the Site and/or the App. Rimeto may, in its complete and sole discretion, review uploaded files, conferences, BBSs, forums, and chats and authorize restrictions on access thereto. Rimeto will not review the contents of email or private messages except as required or allowed by applicable law or legal process. You acknowledge and agree that from time to time the Service may be inaccessible or inoperable for any reason, including, without limitation: (x) equipment malfunctions; (y) periodic maintenance procedures or repairs which Rimeto may undertake from time to time; or (z) causes beyond the control of Rimeto or which are not reasonably foreseeable by Rimeto.

4 - CONTENT AND GENERAL DISCLAIMERS

4.1 General Disclaimer. THE SOFTWARE AND SERVICES ARE PROVIDED BY Rimeto ON AN "AS IS" BASIS. Rimeto MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE, THE APP OR THE INFORMATION, CONTENT, MATERIALS, SOFTWARE, OR PRODUCTS INCLUDED ON THE SITE OR THE APP. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, Rimeto DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, AND WARRANTIES THAT ACCESS TO OR USE OF THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE. THERE ARE NO WARRANTIES THAT EXTEND BEYOND THE FACE OF THE TERMS OF THIS AGREEMENT. RIMETO CANNOT AND DOES NOT WARRANT AGAINST HUMAN AND MACHINE ERRORS, OMISSIONS, DELAYS, INTERRUPTIONS OR LOSSES, INCLUDING LOSS OF DATA. RIMETO CANNOT AND DOES NOT GUARANTEE OR WARRANT THAT FILES AVAILABLE FOR DOWNLOADING FROM THE SITE OR THE APP WILL BE FREE OF INFECTION BY VIRUSES, WORMS, TROJAN HORSES OR OTHER CODE THAT MANIFEST CONTAMINATING OR DESTRUCTIVE PROPERTIES. RIMETO DOES NOT WARRANT OR GUARANTEE THAT THE FUNCTIONS OR SERVICE ACCESSED THROUGH THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT DEFECTS IN THE SITE OR APP WILL BE CORRECTED. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE, OR WITH ANY OF THIS AGREEMENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SERVICE. RIMETO MAY CHANGE THE SERVICE OR THE FEATURES IN ANY WAY, AND AT ANY TIME AND FOR ANY REASON. ALTHOUGH RIMETO HAS ATTEMPTED TO PROVIDE ACCURATE INFORMATION ON THE SITE AND APP, RIMETO ASSUMES NO RESPONSIBILITY FOR THE ACCURACY OR COMPLETENESS OF THE INFORMATION.

4.2 Informational Purposes Only. Any opinions expressed on the Site or the App are the personal opinions of the original author and not of Rimeto, even though the original author may be employed by Rimeto. The Content is provided for informational and entertainment purposes only and is not an endorsement or representation by Rimeto or any other party. Rimeto does not assume any responsibility or liability for any Submitted Content, blogs, opinions or other commentary posted on the Site, the App or any third party website linked to the Site or App and makes no express or implied warranty or guarantee about the accuracy, copyright compliance, legality, or any other aspect of the Content.

4.3 Disclaimer of Third Party Information. You understand that when using the Site and/or the App, you may be exposed to Submitted Content and third party content from a variety of sources and that Rimeto is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such Submitted Content or third party content. You further understand and acknowledge that you may be exposed to Submitted Content and third party content that may be offensive, indecent, inaccurate, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Rimeto with respect thereto. You acknowledge that statements made in Site, the App, BBSs, newsgroups, message boards, email, forums, conferences, chats and/or Submitted Content reflect only the views of their authors. Forum managers, forum hosts, content providers, or merchants appearing on the Site and the App, if applicable, are not authorized Rimeto spokespersons, and their views do not necessarily reflect those of Rimeto, and Rimeto does not endorse any Submitted Content or any opinion, recommendation, or advice expressed therein.

4.4 Links to Third Party Sites. The Site and/or App may contain links to third party websites. You agree that access to any other Internet Site linked to the Site is done at your own risk and Rimeto is not responsible for the accuracy, availability or reliability of any information, goods, data, opinions, advice or statements made available on these other websites. You understand these links may lead unintentionally to websites containing information that you or others may find inappropriate or offensive. These links are not under the control of Rimeto and as such, you agree that Rimeto is not liable for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such third-party websites. These links are provided by Rimeto merely for convenience and the inclusion of these links does not imply an endorsement or recommendation by Rimeto. You agree that Rimeto is not responsible for any form of transmission received from any link, nor is Rimeto responsible if any of these links are not working appropriately. It is your responsibility when viewing to abide by any privacy statements and terms of use posted in connection with these links.

5 - INDEMNIFICATION.

YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS Rimeto, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, INFORMATION PROVIDERS AND SUPPLIERS FROM AND AGAINST ALL LOSSES, EXPENSES, DAMAGES AND COSTS, INCLUDING REASONABLE ATTORNEY'S FEES, RESULTING FROM ANY VIOLATION OF THIS AGREEMENT, BREACH OF YOUR REPRESENTATIONS CONTAINED HEREIN, OR ANY ACTIVITY RELATED TO YOUR ACCOUNT (INCLUDING INFRINGEMENT OF THIRD PARTIES' WORLDWIDE INTELLECTUAL PROPERTY RIGHTS OR NEGLIGENT OR WRONGFUL CONDUCT) BY YOU OR ANY OTHER PERSON ACCESSING THE SITE OR THE APP USING YOUR THE ACCOUNT.

6 - WAIVER AND RELEASE.

YOU AGREE THAT NEITHER RIMETO NOR ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS OR SUPPLIERS SHALL HAVE ANY LIABILITY TO YOU UNDER ANY THEORY OF LIABILITY OR INDEMNITY IN CONNECTION WITH YOUR USE OF THE SITE, THE APP, THE SERVICE, OR THE CONTENT. YOU SPECIFICALLY ACKNOWLEDGE THAT RIMETO SHALL NOT BE LIABLE FOR SUBMITTED CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU. YOU HEREBY RELEASE AND FOREVER WAIVE ANY AND ALL CLAIMS YOU MAY HAVE AGAINST RIMETO, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS OR SUPPLIERS (INCLUDING BUT NOT LIMITED TO CLAIMS BASED UPON THE NEGLIGENCE OF RIMETO, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS OR SUPPLIERS) FOR LOSSES OR DAMAGES YOU SUSTAIN IN CONNECTION WITH YOUR USE OF THE SITE, THE APP, THE SERVICE, OR THE CONTENT.

7 - LIABILITY LIMITATION.

NOTWITHSTANDING THE FOREGOING PARAGRAPH RIMETO WILL NOT BE LIABLE UNDER ANY THEORY OF LAW, FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES, INCLUDING, ARISING OUT OF, BASED ON, OR RESULTING FROM THIS AGREEMENT OR YOUR USE OF THE SERVICE, INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF INFORMATION OR DATA OR COSTS OF REPLACEMENT GOODS, ARISING OUT OF THE USE OR INABILITY TO USE THE SITE, THE APP, THE SOFTWARE OR RESULTING FROM USE OF OR RELIANCE ON THE INFORMATION PRESENTED, OR OTHERWISE ARISING OUT OF THE USE OF THE SERVICE, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF RIMETO MAY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. The Site and the app are controlled and offered by Rimeto from its facilities in the United States of America. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. The Site and App are controlled and offered by Rimeto from its facilities in the United States of America. Rimeto makes no representations that the Site and App are appropriate or available for use in other locations. Those who access or use the Site and App from other jurisdictions do so at their own volition and are responsible for compliance with local law.

8 - COPYRIGHT OR INTELLECTUAL PROPERTY INFRINGEMENT NOTIFICATION.

Rimeto respects the intellectual property rights of others. You can notify Rimeto of possible copyright infringement, and Rimeto will review all claims of copyright infringement received and remove content deemed to have been posted or distributed in violation of any such laws. To make a claim, please provide the following:

(a) A physical or an electronic signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest that is allegedly infringed;

(b) A description of the copyrighted work or other intellectual property that you claim has been infringed;

(c) A description of where the material that you claim is infringing is located on the Site reasonably sufficient to permit Rimeto to locate the material;

(d) Your contact information, including your address, telephone number, and email;

(e) A statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and

(f) A statement by you that the above information in your notice is accurate and that you, made under penalty of perjury, are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.

Contact the agent designated to receive and act on copyright violations under the Digital Millennium Copyright Act ("DMCA"). Claims can be directed to us at hello@rimeto.com or to Rimeto LLC, 730 Florida Street, San Francisco, CA 94110.

9 - TERM and Termination.

Either you or Rimeto may terminate this Agreement at any time and for any reason. In addition, this Agreement will terminate immediately, without notice, if you fail to comply with the terms of this Agreement. Rimeto also reserves the right to terminate or suspend your Account and access to the Site and Services without prior notice. The provisions of Sections 1.1 (Proprietary Rights), 1.3 (Use of the App), 1.4 (User Agreement), 1.5 (User Representations), 2 (Online Communications), 4 (Content and General Disclaimers), 5 (Indemnification), 6 (Waiver and Release), 7 (Limitation of Liabilities), 9 (Term and Termination), 11 (Export Controls), 13 (Miscellaneous), and 14 (Notice) shall survive any termination of this Agreement.

10 - PRIVACY RIGHTS.

Rimeto is firmly committed to protecting your privacy, the privacy of Users, and the information that Rimeto gathers. In registering for the Services, you represent and agree that you will not use the Services to track or collect personally identifiable information of Users. For Rimeto’s complete policy on privacy, please visit and review Rimeto’s Privacy Policy at www.Rimeto.com/Privacy.

11 - EXPORT CONTROLS.

You shall comply with all export laws and restrictions and regulations of the Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control (“OFAC”), or other United States or foreign agency or authority, and not to export, or allow the export or re-export of the Material in violation of any such restrictions, laws or regulations. By downloading or using the Material, you are agreeing to the foregoing and you are representing and warranting that you are not located in, under the control of, or a national or resident of any restricted country or on any such list.

12 - U.S. GOVERNMENT RESTRICTED RIGHTS.

Any software which is downloaded from or made available via the Software for or on behalf of the United States of America, its agencies and/or instrumentalities ("U.S. Government"), is provided with Restricted Rights. Use, duplication, or disclosure by the U.S. Government is subject to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of the Commercial Computer Software - Restricted Rights at 48 CFR 52.227-19, as applicable. The manufacturer is Rimeto LLC.

13 - MISCELLANEOUS.

This Agreement shall be governed by and construed in accordance with the laws of the State of California. You agree that any legal action or proceeding between Rimeto and you for any purpose concerning this Agreement or the parties' obligations hereunder shall be brought exclusively in a court of competent jurisdiction sitting in San Mateo County, California, United States. Any cause of action or claim you may have with respect to Rimeto must be commenced within one (1) year after the claim or cause of action arises. Rimeto failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. No waiver of any term, provision or condition of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other term, provision or condition hereof, whether or not similar, nor shall such waiver constitute a continuing waiver of any such term, provision or condition hereof. No waiver shall be binding unless executed in writing by the party making the waiver. This Agreement, together with the Privacy Policy and License Agreement, constitutes the complete and exclusive statement of the agreement between the parties with respect to the Service and supersedes any and all prior or contemporaneous communications, representations, statements, and understandings, whether oral or written, between the parties concerning the Service. If any action in law or in equity is necessary to enforce the terms of this Agreement, the prevailing party will be entitled to reasonable fees of attorneys, accountants, and other professionals, and costs and expenses in addition to any other relief to which such prevailing party may be entitled. The provisions of this Agreement are severable, and in the event any provision hereof is determined to be invalid or unenforceable, such invalidity or unenforceability shall not in any way affect the validity or enforceability of the remaining provisions hereof. No provisions of this Agreement are intended, nor will be interpreted, to provide or create any third party beneficiary rights or any other rights of any kind in any Nonprofit User, client, customer, affiliate, or any party hereto or any other person unless specifically provided otherwise herein, and except as so provided, all provisions hereof will be personal solely between the parties to this Agreement; except that Sections 5, 6, and 7 are intended to benefit Rimeto and its officers, directors, employees, agents, licensors, and suppliers. Rimeto may assign its rights and duties under this Agreement to any party at any time without notice to you.

14 - Notice.

Rimeto may deliver notice to you under this Agreement by means of electronic mail, a general notice on the Site or the App, or by written communication delivered by first class U.S. mail to your address on record in the Account. You may give notice to Rimeto at any time via electronic mail to the Site at the following address: Attention: Member Services hello@rimeto.com