Terms of Service

Date of Last Revision: April 25, 2019

  1. User’s Acknowledgment and Acceptance of Terms

ESCHR Holdings LTD, its subsidiaries and affiliates ("Company", "we" or "us") provide the www.runnertag.com site, www.miro.io site, www.raceday.enmotive.com site, and various related services (collectively, the “Site”) to you, the user, subject to your compliance with all the terms, conditions, and notices contained or referenced herein (the "Terms of Service"), as well as any other written agreement between us and you. You must read, agree with and accept all of the terms and conditions contained in this Terms of Service agreement, including Privacy Policy , Cookie Policy  and, if applicable, Data Processing Addendum (“DPA”)  before you may become a user. In addition, when using particular services or materials on this site, users shall be subject to any posted rules applicable to such services or materials that may contain terms and conditions in addition to those in these Terms of Service. All such guidelines or rules are hereby incorporated by reference into these Terms of Service.

By using our site, making a purchase (whether through the Site, fax, email, phone, mail, or otherwise) (hereafter collectively “order” or “purchase”), or making an inquiry about any matter pertaining to us, you (“You” or “Your), agree to be bound by these Terms of Service. If you do not wish to be bound by these terms, you may not use or access the site and services.

These Terms of Service are effective as of today. We expressly reserve the right to change these Terms of Service from time to time without notice to you. You acknowledge and agree that it is your responsibility to review this site and these Terms of Service from time to time and to familiarize yourself with any modifications. Your continued use of this site, purchase, or inquiry to the Company after such modifications will constitute acknowledgement of the modified Terms of Service and agreement to abide and be bound by the modified Terms of Service.

If you have any questions about these terms and conditions, or anything else, please contact us at info@eschr.com.

  1. Description of Services

The Company provides users access to web applications, website hosting services, and other tools and services (the “Site) to help them create and manage searchable photo galleries, manage customer data, and submit content for processing.

  1. Registration Data and Privacy

In order to access some of the Services on this site, you will be required to use an account and password that can be obtained by completing our online registration form, which requests certain information and data ("Registration Data"), and maintaining and updating your Registration Data as required. By registering, you agree that all information provided in the Registration Data is true and accurate and that you will maintain and update this information as required in order to keep it current, complete, and accurate. The information we obtain through your use of this site, including your Registration Data, is subject to our Privacy Policy , which is specifically incorporated by reference into these Terms of Service.

  1. Conduct on Site

Your use of the site is subject to all applicable laws and regulations, and you are solely responsible for the substance of your communications through the site. By posting information in or otherwise using any Services, you agree that you will not upload, share, post, or otherwise distribute or facilitate distribution of any content — including images, text, communications, software, sounds, data, or other information — that:

  1. is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another's privacy, tortious, contains explicit or graphic descriptions or accounts of sexual acts (including but not limited to sexual language of a violent or threatening nature directed at another individual or group of individuals), or otherwise violates our rules or policies;
  2. victimizes, harasses, degrades, or intimidates an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability;
  3. infringes on any patent, trademark, trade secret, copyright, right of publicity, or other proprietary right of any party;
  4. constitutes unauthorized or unsolicited advertising, junk or bulk email (also known as "spamming"), chain letters, any other form of unauthorized solicitation, or any form of lottery or gambling;
  5. contains software viruses or any other computer code, files, or programs that are designed or intended to disrupt, damage, or limit the functioning of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any data or other information of any third party; or
  6. impersonates any person or entity, including any of our employees or representatives.

We neither endorse nor assume any liability for the contents of any material uploaded or submitted by third party users of the site. We generally do not pre-screen, monitor, or edit the content posted by users with utilizing the services that may be available on or through this site. However, we and our agents have the right at their sole discretion to remove any content that, in our judgment, does not comply with these Terms of Service and any other rules of user conduct for our site, or is otherwise harmful, objectionable, or inaccurate. We are not responsible for any failure or delay in removing such content. You hereby consent to such removal and waive any claim against us arising out of such removal of content. See "Unauthorized Use of Materials" below for a description of the procedures to be followed in the event that any party believes that content posted on this site infringes on any patent, trademark, trade secret, copyright, right of publicity, or other proprietary rights of any party.

As a condition of using the Site, You agree to use it for lawful purposes only, and will not use the Site for any purpose that is unlawful or prohibited by the Terms & Conditions. Behaviors that are prohibited include, but are not limited to, interfering or tampering with the Site, misrepresenting Your or another's identity, or conducting any unlawful or fraudulent activities on the Site. You are forbidden from violating or attempting to violate the Site's security, including, without limitation:

  1. using the Site for improper or unintended purposes or trying to change the functionality or behavior of the Site;
  2. accessing data or information not intended for You or logging onto a server, account, or other area that You are not authorized to access;
  3. interfering or attempting to interfere with service to any user, host or network, including without limitation via means of submitting malware to the Site, overloading, "flooding," "spamming," "mailbombing" or "crashing;"
  4. attempting to scan or test the vulnerability of a system or network or breach security or authentication measures without proper authorization;
  5. faking any part of the header information in any email or posting;
  6. falsifying communications on behalf of the Site (impersonating the Site) or to the Site (impersonating another user),
  7. using any device, software or method to try to interfere with the proper working of the Site or any activity being conducted on or with connection of the Site. You agree not to use or attempt to use any device, mechanism, or process (including without limitation browsers, spiders, or intelligent agents) to navigate or search the Site other than through the search mechanisms provided by the Company or browsers made generally available to the public. Violations of system or network security may result in civil and/or criminal liability.

Users who violate systems or network security may incur criminal or civil liability. You agree that we may at any time, and at our sole discretion, terminate your membership, account, or other affiliation with our site without prior notice to you for violating any of the above provisions. In addition, you acknowledge that we will cooperate fully with investigations of violations of systems or network security at other sites, including cooperating with law enforcement authorities in investigating suspected criminal violations. In no way, shall the Company be liable for any damages resulting from use of the Site, including, but not limited to Your equipment.

  1. License Agreement

All content included on the Site, including but not limited to text, lists, graphics, logos, images, pictures, clips, video, data, software and other material (collectively "Content"), is owned or licensed property of the Company or its software and content suppliers and is protected by copyright, trademark, patent or other proprietary rights. The arrangement, collection, and assembly of all Content on the Site is the exclusive and restricted property of the Company and protected by U.S. and/or international copyright laws. You agree not to copy or in any way harvest the Content without the prior express written consent of the Company. The Company, and its suppliers and licensors, expressly reserve all intellectual property rights. Access to the Site does not confer and shall not be considered as conferring upon anyone any license under any of the Company's or any third party's intellectual property rights.

You hereby grant the Company a worldwide, royalty-free, non-exclusive license to host and use the Content in order to provide You with the Services and hereby represent and warrant that you have all the rights necessary to grant us such license. We reserve the right to analyze and disseminate information that may be extracted from Content posted on the Site.

When consent is expressly given, Users may have access to download both low-resolution and high-resolution copies of content posted on the Site. Unless stated otherwise, We reserve the right to charge a fee to Users downloading high resolution copies of the Content.

You are responsible for any Content that you have posted to the site and that may be lost or unrecoverable through your use of the Services. We may, but have no obligation to, monitor content on the site or websites created using our Services. We may disclose any information necessary or appropriate to satisfy our legal obligations, or operate the Services properly. We may also refuse to post, remove, or require you to remove, any content, in whole or in part, alleged to be unacceptable, undesirable, inappropriate, or in violation of these Terms of Service. If you believe any materials infringe your copyrighted works, you may provide a notification of claimed copyright infringement to info@eschr.com for copyright complaints.

  1. Fair Usage Policy

This policy sets out an acceptable level of conduct relating to the use of our Services, it is designed to ensure that the Services received by the majority of the clients are not negative impacted by potential fraud and abuse of our products. We have the right to terminate any account immediately if it is determined that there is unlawful, prohibited, abnormal or unusual activity, or your use of the product is in contrary to this policy.

  1. Account Fees and Features

While some features of the Site are available without payment, the Company provides many of the Services in exchange for payment through the Site or through other methods (hereafter, “Fees”). The Company reserves the right at any time to terminate or alter any of our Terms of Use in the Company's sole discretion, without prior notification to You. Such modifications may contain, among other matters, changes to the Company's fees or fee structure. We reserve the right to terminate your account and remove content from the Site in the case that we do not receive payment.

We may modify, suspend or discontinue any of the features attached to the accounts at any time at our sole discretion and without prior notice. The Company resizes media you upload for displaying and for download purposes. You take full responsibility for using the features offered by the Site and you hereby expressly and irrevocably release and forever discharge the Company from any actions, suits, losses, or liabilities arising directly or indirectly out of your use of the site and its features and Services.

  1. Terms of Sale

These Terms of Sale is applicable to your purchase of any products or Services from the Company. These Terms of Sale may not be altered or amended in any way, and all sales are expressly conditioned upon your agreement to these Terms of Sale.

You agree that You are responsible for payment of all purchases made by You. You agree that any credit card on file may be used to satisfy any debt owed to the Company. In the event payment is not timely made, interest / finance charges will accrue at the highest rate allowed by law on all past due amounts. You also agree to pay all costs and expenses associated with collection of the account, including but not limited to, reasonable attorney's fees in the event the account is placed with an attorney for collection or suit. You agree to pay all amounts due and owing for purchases at the offices of the Company.

You are responsible for any taxes that you are obligated to pay with regards to purchases made. You are also responsible for the taxes or fees in the event they are later determined to be payable on the sale. Such taxes may be added to the purchase price and reflect on your invoice or receipt.

All products or Services purchased are non-refundable and non-exchangeable. If the products you received is physically defective, you are responsible for contacting the Company within thirty (30) days of your receipt of the products, and work out the necessary arrangements for either a refund or a replacement. The foregoing right to return any order within thirty (30) days to the Company is your sole and exclusive remedy, and the Company expressly disclaims and excludes all warranties, expressed or implied, regarding the purchase of any products.

For purchase of digital photography, our order process is conducted by our online reseller Paddle.com. Paddle.com is the Merchant of Record for all our orders. Paddle provides all customer service inquiries and handles returns.

You acknowledge that the Company provides no warranties for any digital product license and you are entering into the license agreement with the photographer or content creator. The Company is not responsible for enforcing the agreement nor resolving any disputes.

  1. Third Party Sites and Information

This site may contain links to other sites on the Internet or otherwise include references to information, documents, software, materials, collaborative functionality, and/or services provided by other parties. This includes, but is not limited, product manufacturers, merchants, translation services, and/or suppliers. These sites may contain information or material that some people may find inappropriate or offensive. These other sites and parties are not under our control, and you acknowledge that we are not responsible for the accuracy, copyright compliance, legality, decency, or any other aspect of the content of such sites, nor are we responsible for errors or omissions in any references to other parties or their products and services. The Company is not responsible for and has no liability for use of any such website(s). The inclusion of such a link, collaborative functionality, or reference is provided merely as a convenience and does not imply endorsement of, or association with, the site or party by us, or any warranty of any kind, either express or implied. Other sites may link to the Site with or without our authorization, and we may block any links to or from the Site. YOUR USE OF THIRD-PARTY WEB SITES AND RESOURCES IS AT YOUR OWN RISK.

  1. Intellectual Property Information

Any software, including without limitation, any information, data, files, images generated by the software, code, and data associated with the software (collectively, "Software"), used or accessible through the Site may only be used by You exclusively for purposes expressly stated in these terms of use, provided that such uses are not competitive with or derogatory to the Company. the Company retains complete title to all intellectual property rights in the Software. You agree not to alter, copy, distribute, sell, modify, decompile, reverse engineer, disassemble or create any derivative works from any Software.

Any unauthorized use of the materials appearing on this site may violate copyright, trademark and other applicable laws and could result in criminal or civil penalties. Neither we or our Affiliates warrant or represent that your use of materials displayed on, or obtained through, this site will not infringe the rights of third parties. Nothing in these Terms of Service grants you any right to use any trademark, service mark, logo, and/or the name of RunnerTag, Miro, Gum Agency USA, ESCHR Holdings LTD, its subsidiaries and affiliates.

  1. Unauthorized Use of Materials

Subject to our Privacy Policy , any communication or material that you transmit to this site or to us, whether by electronic mail, post, or other means, for any reason, will be treated as non-confidential and non-proprietary. While you retain all rights in such communications or material, you grant us and our agents and affiliates a non-exclusive, paid-up, perpetual, and worldwide right to copy, distribute, display, perform, publish, translate, adapt, modify, and otherwise use such material for any purpose regardless of the form or medium (now known or not currently known) in which it is used.

We respect the intellectual property of others, and we ask you to do the same. If you or any user of this site believes its copyright, trademark or other property rights have been infringed by a posting on this site, you or the user should send notification to us immediately. To be effective, the notification must include:

  1. Identify in sufficient detail the copyrighted work that you believe has been infringed upon or other information sufficient to specify the copyrighted work being infringed).
  2. Identify the material that you claim is infringing the copyrighted work listed in item #1 above.
  3. Provide information reasonably sufficient to permit us to contact you (email address is preferred).
  4. Provide information, if possible, sufficient to permit us to notify the owner/administrator of the allegedly infringing webpage or other content (email address is preferred).
  5. Include the following statement: "I have a good faith belief that use of the copyrighted materials described above as allegedly infringing is not authorized by the copyright owner, its agent, or the law."
  6. Include the following statement: "I swear, under penalty of perjury, that the information in the notification is accurate and that I am the copyright owner or am authorized to act on behalf of the owner of an exclusive right that is allegedly infringed."
  7. Signature
  8. Please send it to: info@eschr.com

You acknowledge and agree that upon receipt of a notice of a claim of copyright infringement, we may immediately remove the identified materials from our site without liability to you or any other party and that the claims of the complaining party and the party that originally posted the materials will be referred to the appropriate Copyright Office for adjudication.

We do our best to not get involved in account disputes. In the case that we cannot reasonably determine the rightful account owner, we reserve the right, in our sole discretion, to suspend the disputed account without notice to you.

  1. Disclaimer of Responsibilities

YOU EXPRESSLY AGREE THAT USE OF THIS SITE IS AT YOUR SOLE RISK. NEITHER THE COMPANY, ITS AFFILIATES NOR ANY OF ITS RESPECTIVE EMPLOYEES, AGENTS, OR ANY INDIVIDUAL ASSOCIATED WITH THE COMPANY WARRANT OR REPRESENT THAT USE OF THE SITE WILL BE WITHOUT ERROR OR INTERRUPTION; THE COMPANY DOES NOT MAKE ANY WARRANTY AS TO (I) THE RESULTS THAT MAY BE OBTAINED FROM USE OF THIS SITE, OR (II) THE ACCURACY, RELIABILITY OR CONTENT OF ANY INFORMATION, SERVICE OR MERCHANDISE PROVIDED THROUGH THIS SITE. THE SITE AND EVERYTHING MADE AVAILABLE THROUGH THE SITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. YOU EXPRESSLY AGREE THAT USE OF THIS SITE IS AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, THE COMPANY AND ITS AFFILIATES DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER IMPLIED OR EXPRESSED, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. YOU EXPRESSLY AGREE THAT USE OF THIS SITE, INCLUDING ALL CONTENT, DATA OR SOFTWARE DISTRIBUTED BY, DOWNLOADED OR ACCESSED FROM OR THROUGH THE SITE, IS AT YOUR SOLE RISK. YOU UNDERSTAND AND AGREE THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOU, YOUR BUSINESS, YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE USE OF THE SITE YOU UNDERSTAND THAT THE COMPANY ASSUMES NO RESPONSIBILITY FOR AND MAKE NO REPRESENTATION, WARRANTY AS TO THE CORRECTNESS, ACCURACY, CURRENCY, COMPREHENSIVENESS, TRUSTWORTHINESS OR USEFULNESS OF ANY CONTENT OR OF ANY PRODUCTS DISTRIBUTED OR MADE AVAILABLE THROUGH THE SITE. THE COMPANY DOES NOT MAKE ANY REPRESENTATION OR WARRANTY THAT THE SITE OR ITS CONTENT WILL MEET YOUR NEEDS, REQUIREMENTS, OR THAT THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR FREE FROM ERRORS, OR THAT DEFECTS, IF ANY, WILL BE CORRECTED. NOR DOES THE COMPANY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THIS SITE OR ITS CONTENT OR AS TO THE ACCURACY, COMPLETENESS OR RELIABILITY OF ANY DATA OR INFORMATION OBTAINED THROUGH THE SITE. THE COMPANY ASSUMES, AND YOU AGREE THAT THE COMPANY HAS, NO RESPONSIBILITY FOR ANY DAMAGES SUFFERED BY YOU OR ANY USER, INCLUDING, BUT NOT LIMITED TO, DAMAGE STEMMING FROM LOSS OF DATA, DAMAGE STEMMING FROM NONDELIVERIES, DAMAGE STEMMING FROM ERRORS, DAMAGE STEMMING FROM SYSTEM DOWN TIME, DAMAGE STEMMING FROM MISDELIVERIES OF CONTENT OR EMAIL, DAMAGE STEMMING FROM NETWORK OR SYSTEM OUTAGES, DAMAGE STEMMING FROM FILE CORRUPTION, OR DAMAGE STEMMING FROM SERVICE INTERRUPTIONS CAUSED IN ANY WAY BY THE COMPANY, ITS AFFILIATES, ITS LICENSORS, OR YOUR OWN ERRORS AND/OR OMISSIONS EXCEPT AS SPECIFICALLY PROVIDED HEREIN, THE COMPANY DISCLAIMS ANY WARRANTY OR REPRESENTATION THAT CONFIDENTIALITY OF INFORMATION TRANSMITTED THROUGH THE SITE WILL BE MAINTAINED. NO ADVICE OR INFORMATION, WHETHER WRITTEN OR ORAL, ACQUIRED BY YOU FROM THE COMPANY OR THROUGH THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY AND EXPLICITLY STATED IN WRITING.

You understand and agree that sometimes there are interruptions in service or events (whether on the Site or otherwise) that are beyond the control of the Company, and the Company shall not be responsible for any losses stemming from such occurrences or otherwise. You acknowledge and agree that due to circumstances both within and outside of the control of the Company, access to the Site may be interrupted, or terminated from time to time.

You further understand and agree that we have no control over third-party networks you may access in the course of use of the Site, and therefore, delays and disruption of other network transmission are completely beyond our control. You understand and agree that the services available on this site are provided “AS IS” and that we assume no responsibility for the timelines, deletion, mis-delivery, or failure to store any media, communications, or personalized settings. The Company retains the right, at any time, to change, modify in any way, or discontinue any aspect of the Site, including, but not limited to availability and/or content.

  1. Limitations of Liability

UNDER NO CIRCUMSTANCES AND IN NO EVENT SHALL THE COMPANY, ITS EMPLOYEES, OFFICERS, REPRESENTATIVES, SERVICE PROVIDERS, SUPPLIERS, LICENSORS, AND/OR AGENTS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND INCLUDING BUT NOT LIMITED TO, LOSS OF USE, LOSS OF PROFITS, OR LOSS OF DATA, WHETHER IN ARISING IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH (a) THE USAGE OR INABILITY TO USE THE SITE, INFORMATION OR TRANSACTIONS PROVIDED ON THE SITES, OR (b) ANY CLAIM ARISING FROM MISTAKES, ERRORS, OMISSIONS, OR OTHER INACCURACIES ON THE SITE PERTAINING TO, INCLUDING, BUT IN NO WAY LIMITED TO INFORMATION, PRODUCTS, OR SERVICES ON OR AVAILABLE THROUGH THE SITE, (c) COSTS OF OBTAINING OF ALTERNATE OR SUBSTITUTE GOODS RESULTING FROM ANY PRODUCTS, INFORMATION PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SITE; (d) UNSANCTIONED ACCESS TO OR MODIFICATION OF YOUR TRANSMISSIONS OR INFORMATION; (e) STATEMENTS OR BEHAVIOR OF ANY THIRD PARTY ON THE SITE; (f) DELAY/FAILURE IN PERFORMANCE RESULTING FROM AN ACT OF FORCE MAJEURE, INCLUDING WITHOUT LIMITATION, ACTS OF G-D, NATURAL DISASTERS, COMMUNICATIONS FAILURE, GOVERNMENTAL ACTIONS, WARS, STRIKES, LABOR DISPUTES, RIOTS, SHORTAGES OF LABOR OR MATERIALS, VANDALISM, TERRORISM, NON-PERFORMANCE OF THIRD PARTIES OR ANY REASONS BEYOND THEIR REASONABLE CONTROL; OR (g) ANY OTHER ISSUE RELATING TO THE SITE, EVEN IF THE COMPANY OR ITS REPRESENTATIVES HAVE BEEN NOTIFIED OF THE PROSPECT OF SUCH DAMAGES. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISPLEASURE WITH THE SITE AND/OR SITE-RELATED SERVICES IS TO STOP USING THE SITE. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OF LIABILITY OR CERTAIN WARRANTIES AS SET FORTH ABOVE, AS SUCH THIS LIMITATION MAY NOT BE APPLICABLE TO YOU. IF ANY PART OF THIS DISCLAIMER IS FOUND TO BE UNENFORCEABLE OR INVALID FOR ANY REASON, THEN THE TOTAL AND AGGREGATE LIABILITY OF THE COMPANY UNDER SUCH CIRCUMSTANCES FOR LIABILITIES THAT OTHERWISE WOULD HAVE BEEN LIMITED SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100).

Should a supplier or service provider of the Company's fail to perform in any way, whether price related or otherwise, You agree to hold the Company completely harmless for such failure to perform. You may not transfer or assign any rights or obligations You have under these Terms and Conditions without the Company's explicit prior written consent. the Company reserves the right to transfer or assign any rights it possesses or may possess under these terms and conditions at any time.

  1. Binding Individual Arbitration

Do not use the Site, use the software on the Site, place an order, or make an inquiry with the Company if you do not agree to all of these terms and conditions, including this paragraph. "Dispute" means any dispute, claim, or controversy between You and the Company regarding any issue whether based in contract, regulation, ordinance, statute, tort (including, but not limited to negligence fraud, misrepresentation, fraudulent, or inducement), or any other legal or equitable theory, and includes the validity, enforceability or scope of this paragraph. "Dispute" is to be given the broadest and widest possible meaning. You agree to seek resolution of the Dispute in accordance with the terms of this paragraph, and not litigate any Dispute in court, except as provided herein. Arbitration means that the Dispute will be resolved by a neutral arbitrator instead of in a court by a judge or jury.

(a)             YOU AND THE COMPANY AGREE THAT ANY CLAIM FILED BY YOU OR BY THE COMPANY IN SMALL CLAIMS COURT ARE NOT SUBJECT TO THE ARBITRATION TERMS CONTAINED IN THIS PARAGRAPH.

(b)             CLASS ACTION WAIVER. ANY DISPUTE RESOLUTION PROCEEDINGS, WHETHER IN ARBITRATION OR COURT, WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS OR REPRESENTATIVE ACTION OR AS A NAMED OR UNNAMED MEMBER IN A CLASS, CONSOLIDATED, REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL LEGAL ACTION, UNLESS BOTH YOU AND THE COMPANY SPECIFICALLY AGREE TO DO SO IN WRITING FOLLOWING INITIATION OF THE ARBITRATION.

(c)             Initiation of Arbitration Proceeding/Selection of Arbitrator. If You or the Company elect to proceed with arbitration, the party initiating the arbitration proceeding may initiate it only with the American Arbitration Association ("AAA"). The terms of this paragraph govern in the event they conflict with the rules of the arbitration organization selected by the parties.

(d)             Arbitration Procedures. The Federal Arbitration Act ("FAA") governs the arbitrability of all Disputes. However, applicable federal or state law may also apply to the substance of any Disputes. For claims of less than $75,000, the AAA's Supplementary Procedures for Consumer-Related Disputes ("Supplementary Procedures") shall apply including the schedule of arbitration fees set forth in Section C-8 of the Supplementary Procedures; for claims over $75,000, the AAA's Commercial Arbitration Rules and relevant fee schedules for non-class action proceedings shall apply. The arbitrator will make any award in writing but need not provide a statement of reasons unless requested by a party. Such award will be binding and final, excerpt for any right of appeal provided by the FAA, and may be entered in any court having jurisdiction over the parties for purposes of enforcement.

(e)             The arbitration will take place in Detroit, Michigan USA. Michigan law will govern all disputes, without regard to conflict of law principles.

(f)             If any clause within section 14, except 14(b), is found to be unenforceable, that clause will be severed from this section, and the remainder will be given full force and effect. If 14(b) clause is found to be unenforceable, this entire section 14 will be unenforceable, and the dispute will be decided by a court in Detroit, Michigan, USA. You and the Company agree to waive in that instance, to the fullest extent allowed by law, any trial by jury.

(g)             This Section shall survive any termination of these terms and conditions, or Your relationship with the Company.

(h)             DO NOT USE THE COMPANY'S SITE IF YOU DO NOT AGREE TO THIS PARAGRAPH.

  1. Indemnification

You agree to defend, indemnify and hold harmless the Company, its respective officers, employees, affiliates, and agents from and against all claims and expenses, including attorneys' fees, arising out of the use of the Site by You. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by You, in which event you will cooperate with us in asserting any available defenses.

  1. Security and Password

You are solely responsible for maintaining the confidentiality of your password and account and for any and all statements made and acts or omissions that occur through the use of your password and account. Therefore, you must take steps to ensure that others do not gain access to your password and account. Our personnel will never ask you for your password. You may not transfer or share your account with anyone, and we reserve the right to immediately terminate your account if you do transfer or share your account.

You hereby acknowledge and understand that all content you upload to the platform may become accessible to the public, and it may be used, downloaded, linked to, and archived by others, and may appear on other websites and in search engine results. We will take all reasonable effort to protect your account, privacy and content, however we cannot guarantee absolute security of your account and all the content you have provided. We cannot guarantee that our security measures will prevent any third party, or hackers from illegally gaining access to your account and content, and we assume no responsibility for any illegal access of your account and content as a result. You accept all risks of any unauthorized access to all information you provide to the Company, including but not limited to registration information, content, and account information. In the case that you are aware of any unauthorized access of your account, password and/or content, you must notify the Company immediately.

  1. Termination of Use

You agree that we may, in our sole and exclusive discretion, terminate or suspend your access to all or part of the site with or without notice and for any reason, including, without limitation, breach of these Terms of Service. Any suspected fraudulent, abusive or illegal activity may be grounds for terminating your relationship and may be referred to appropriate law enforcement authorities.

Upon termination or suspension, regardless of the reasons therefore, your right to use the services available on this site immediately ceases, and you acknowledge and agree that we may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or this site. You are liable for any orders that You place or charge that you incur preceding such termination. We shall not be liable to you or any third party for any claims or damages arising out of any termination or suspension or any other actions taken by us in connection with such termination or suspension.

  1. Notices

All notices to a party shall be in writing and shall be made either via email or conventional mail. Notices to us must be sent to the attention of Customer Service at info@eschr.com. Notices to you may be sent to the address supplied by you as part of your Registration Data. In addition, we may broadcast notices or messages through the Site to inform you of changes to the site or other matters of importance, and such broadcasts shall constitute notice to you at the time of sending.

By providing the Company Your telephone number(s), including but not limited to mobile telephone numbers, and Your address(es), including electronic mail addresses, You agree that the Company may contact You for any reason in its discretion, including but not limited to customer service, product updates, account notices, and marketing communications. Such methods of contact may include, but is not limited to SMS messages (i.e., text messages), e-mails, or messages through the site. We may send you notifications triggered by certain actions in your account.

Should You wish to no longer receive messages from the Company, please e-mail the Company at info@eschr.com and request to be removed from the Company's contact list.

  1. Entire Agreement

These Terms and Conditions constitute the entire understanding and agreement between the Company and You with respect to the subject matter of this agreement and supersedes all prior agreements and understandings of the parties with respect to that subject matter. These Terms of Service may not be altered, supplemented, or amended by the use of any other document(s). Any attempt to alter, supplement or amend this document or to enter an order for products or services which are subject to additional or altered terms and conditions shall be null and void, unless otherwise agreed to in a written agreement signed by you and us. To the extent that anything in or associated with this site is in conflict or inconsistent with these Terms of Service, these Terms of Service shall take precedence.

No waiver by either the Company or You of any breach or default hereunder is a waiver of any preceding or subsequent breach or default. Any paragraph headings used herein are for convenience only and shall be of no legal force or effect. If any provision of this Agreement is held invalid by a court of competent jurisdiction, such invalidity shall not affect the enforceability of any other provisions contained in this Agreement and the remaining portions of this Agreement shall continue in full force and effect. The failure of either party to exercise any of its rights under this Agreement shall not be deemed a waiver or forfeiture of such rights or any other rights provided hereunder.

  1. Contact Information

Except as explicitly noted on this site, the services available through this site are offered by ESCHR Holdings LTD, its subsidiaries and affiliates. If you notice that any user is violating these Terms of Service, please contact us at info@eschr.com.