Terms Of Service
[Last Updated: June, 7th 2024]
Welcome to Compozure! Compozure provides virtual and in-home personal services, making life's to-dos stress-free. PLEASE READ THIS TERMS OF USE AGREEMENT (“AGREEMENT”) CAREFULLY. THIS AGREEMENT IS A LEGAL CONTRACT BETWEEN YOU AND COMPOZURE.
SECTION 13 OF THIS AGREEMENT IS AN ARBITRATION CLAUSE THAT REQUIRES MOST DISPUTES BETWEEN US TO BE RESOLVED ON AN INDIVIDUAL, NON-CLASS ACTION BASIS THROUGH BINDING AND FINAL ARBITRATION INSTEAD OF IN COURT. SEE SECTION 13 FOR MORE INFORMATION REGARDING THIS ARBITRATION CLAUSE, AND HOW TO OPT OUT IF YOU DESIRE TO DO SO.
By accessing or using compozure.co directly, or through any other website with an authorized link to this Agreement (“Website”), registering an account or accessing or using any content, information, services, features, or resources available or enabled via the Website (collectively, the “Platform”), or taking any action to signify your acceptance of this Agreement, you: (1) agree to be bound by this Agreement and any future amendments and additions to this Agreement as published through the Platform; (2) represent you are of legal age in your jurisdiction of residence to form a binding contract; and (3) represent that you have the authority to enter into this Agreement personally. The term “you” refers to the individual identified as the user when you register on the Website, whether as a “Platform User” or “Service Provider” (as defined in Section 1 below). Except as otherwise provided herein, if you do not agree to be bound by this Agreement, you may not access or use the Platform.
Your use of the Platform is also subject to any additional terms, conditions and policies that we separately post on the Platform and any agreements that you have separately executed with Compozure (“Supplemental Terms”) which are incorporated by reference into this Agreement. To the extent there is any conflict between this Agreement and the Supplemental Terms, the Supplemental Terms will control with respect to the subject matter of such agreement. For example, if you are a Service Provider (as defined below) who has executed an Agreement Between Compozure and Service Provider for Use of Compozure's Professional Services and Technology Platform (“Platform Agreement”), the terms of that Platform Agreement will control and supersede this Agreement with respect to the subject matter of such Platform Agreement.
Subject to Section 2.1 of this Agreement, Compozure reserves the right to modify this Agreement or its policies relating to the Platform at any time, effective upon posting of an updated version of this Agreement or any applicable Supplemental Terms on the applicable Platform. You should regularly review this Agreement, as your continued use of the Platform after any such changes constitutes your agreement to such changes.
1. How the Compozure Platform Works
The Platform facilitates connections between households or businesses (“Platform Users”) seeking independent professional service providers (each, a “Service Provider” and collectively, the “Providers”) seeking to provide virtual or in-home experiences (the “Services”). The Providers, operating virtually or in-home, provide Services such as personal cheffing, personal assisting, travel planning, interior designing and personal styling. Platform Users can book Services through the Platform (“Booking”). Each instance of a Service in an automatically renewing Service program, such as Weekly Meal Prep Service, shall be treated as a separate Booking for the purposes of this Agreement. Compozure's responsibilities to Platform Users are limited to logistics, billing, and Service Provider procurement.
PLEASE NOTE THAT, AS STATED ABOVE, THE PLATFORM IS INTENDED TO BE USED TO FACILITATE THE CONNECTION OF PLATFORM USERS AND PROVIDERS FOR THE PURPOSES OF ARRANGING PERSONAL SERVICES THROUGH THE WEBSITE, BUT YOU AGREE THAT COMPOZURE HAS NO RESPONSIBILITY OR LIABILITY TO YOU RELATED TO ANY SERVICE PROVIDER EXPERIENCE OTHER THAN AS EXPRESSLY SET FORTH IN THIS AGREEMENT. ANY SERVICES ARE PROVIDED BY SERVICE PROVIDERS AND NOT BY COMPOZURE, AND PLATFORM USERS ACCEPT SERVICES AT A PLATFORM USER’S OWN RISK. PLATFORM USERS ARE SOLELY RESPONSIBLE FOR OBTAINING INSURANCE COVERAGE SUFFICIENT TO PROTECT THEMSELVES AND THEIR HOMES.
PROVIDERS ARE NOT EMPLOYEES, PARTNERS, REPRESENTATIVES, AGENTS, JOINT VENTURERS, OR FRANCHISEES OF COMPOZURE. COMPOZURE DOES NOT PERFORM THE SERVICES AND DOES NOT EMPLOY OR ENGAGE PROVIDERS TO PERFORM SUCH OBLIGATIONS. USERS HEREBY ACKNOWLEDGE THAT COMPOZURE DOES NOT SUPERVISE, DIRECT, CONTROL OR ACCEPT ANY RESPONSIBILITY FOR SERVICES BUT MAY MONITOR AND FACILITATE SERVICES MADE THROUGH THE PLATFORM.
2. Use of Platform
The Platform, and any parts thereof, are protected by copyright laws throughout the world. Subject to this Agreement, Compozure grants you the right to access and use the features and functionality of the Platform, as well as a limited license to use the Platform for your personal, non-commercial purposes. Unless otherwise specified by Compozure in a separate license, your right to use the Platform is subject to this Agreement.
Updates and Modifications
Compozure may from time to time develop patches, bug fixes, updates, upgrades and other modifications to the Platform (“Updates”). These Updates may be automatically implemented without providing any additional notice or receiving any additional consent. Under this Agreement, you consent to these automatic updates. If you do not want such Updates, your exclusive remedy is to terminate your Account (as defined below). If you do not terminate your “Account”, you will receive Updates automatically. Your continued use of the Platform is your agreement to this Agreement with respect to the Platform, including all updates. Compozure reserves the right to modify or discontinue the Platform at any time (including by limiting or discontinuing certain features of the Platform), temporarily or permanently, without notice to you. We will have no liability on account of any change to the Platform or any suspension or termination of your access to or use of the Platform.
Certain Restrictions
The rights granted to you in this Agreement are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit the Platform or any portion of the Platform; (b) you shall not frame or use framing techniques to enclose any trademark, service mark, or logo (including images, text, page layout or form) of Compozure; (c) you shall not use any metatags or other “hidden text” using Compozure's name, service marks, or trademarks; (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the Platform except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to “scrape” or download data from the Platform (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Website for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); (f) you shall not access the Platform to build a similar or competitive website, application or service; (g) except as expressly stated herein, no part of the Platform may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; (h) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in the Platform; (i) you shall not interfere with or attempt to interfere with the proper functioning of the Platform or use the Platform in any way not expressly permitted by this Agreement; and (j) you shall not attempt to harm our Platform, including but not limited to, by violating or attempting to violate any related security features, introducing viruses, worms, or similar harmful code into the Platform, or interfering or attempting to interfere with use of the Platform by any other user, host or network, including by means of overloading, “flooding,” “spamming,” “mail bombing”, or “crashing” the Platform. Any unauthorized use of the Platform terminates the licenses granted by Compozure pursuant to this Agreement. Any future release, Update or other addition to the Platform shall be subject to the Agreement. Compozure, its suppliers and service providers reserve all rights not granted in the Agreement. Any unauthorized use, or suspected unauthorized user, of the Platform terminates the rights and licenses granted by Compozure pursuant to the Agreement. You agree to indemnify “Compozure Parties” (as defined in Section 7 below) in the event of any claims against Compozure based on or arising from your violation of the foregoing.
3. Registration Data
In registering an account through the Platform (“Account”), you agree to (a) provide true, accurate, current and complete information about yourself as prompted by the registration form (the “Registration Data”); and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. You represent that you are (i) at least eighteen (18) years old; (ii) of legal age to form a binding contract; and (iii) not a person barred from using the Platform under the laws of the United States, your place of residence or any other applicable jurisdiction. You are responsible for all activities that occur under your Account. You agree that you shall monitor your Account to restrict use by minors, and you will accept full responsibility for any unauthorized use of the Platform by minors. You may not share your Account or password with anyone, and you agree to (x) notify Compozure immediately of any unauthorized use of your password or any other breach of security; and (y) exit from your Account at the end of each session. If you provide any information that is untrue, inaccurate, not current or incomplete, or Compozure has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Compozure has the right to suspend or terminate your Account at any time for any reason or for no reason and refuse any and all current or future use of the Platform (or any portion thereof). You agree not to create an Account using a false identity or information, or on behalf of someone other than yourself. You agree that you shall not have more than one Account per platform at any given time. You agree not to create an Account or use the Platform if you have been previously removed by Compozure, or if you have been previously banned from the Platform.
4. Fees and Purchase Terms
Payment Terms for Platform Users
Platform User agrees to paying a fee for each Booking (“Total Fee”). Upon Booking a Service, Compozure may pre-authorize and charge your Payment Method (as defined below) in an amount deemed appropriate by Compozure to cover the Services for the period to which you have initially ordered such Services, inclusive of, without limitation, estimated grocery cost, sales tax and travel reimbursement. Thereafter, prior to each Service, Compozure may charge a pre-authorization for similar charges for each Service, and then for the actual Total Fee thereof after the Service. You, as a Platform User, agree to pay the Total Fee in connection with your Account for any requested Services. Further, you may elect to tip the Service Provider an additional amount, but you acknowledge that Compozure does not mandate any such tip or gratuity. You hereby agree to pay the amount you authorize as a tip for the applicable Service Provider. You, as a Platform User, will be responsible for paying any applicable taxes relating to your payments and will indemnify and hold harmless Compozure from any and all taxes, including sales tax, based on any payments made by you via the Platform. Compozure does not make any representation or render any advice as to the potential tax implications of any payments made via the Platform, and you should consult your tax professional with regards to the same. Except as otherwise set forth herein or agreed to by Compozure, all fees paid by Platform Users are non-refundable.
Automatic Renewal and Cancellation Policy
Some Services, including, but not limited to, Personal Chef: Weekly Meal Prep Service, will continue indefinitely unless you skip or deactivate such Services (each, a form of “cancellation”) by following the Skipping or Deactivation processes set forth below.
You are able to skip, or deactivate your weekly service at any time by notifying compozure via email (service@compozure.co).
(i) [Deactivating] Personal Cheffing, Weekly Meal Prep. You are able to cancel your subscription 14 days before your next subscription charge by notifying Compozure via email (service@compozure.co).
(ii) [Skipping] Personal Cheffing, Weekly Meal Prep. You are able to skip a weekly meal prep session at any time by notifying compozure via email (service@compozure.co) and your personal chef prior to 24 hours before your next service time (the “Skipping Window”). After the Skipping Window expires, your session is confirmed and your full service fee is non-creditable and non-refundable.
If you cancel or skip your weekly meal prep session within 5 days but prior to 24 hours of your upcoming service, your full service fee is creditable towards any of Compozure's services.
If you skip a weekly meal prep session up to 5 days before your scheduled meal prep session, your full service fee is refundable.
If someone in your household is sick or in case of medical emergency, we will attempt to reschedule at the chef’s convenience within 3 days of your original service date. This is upon our sole discretion and you may be held to the full service fee. If the chef is unavailable for such rescheduled service, we will send you a different chef of our choosing. If you are unable to reschedule within 3 days of your original service date, you will be charged the full service fee.
(iii) Occasions and All Other Bookings. You are able to cancel your service at any time at least 5 days before your next service time free of charge by emailing service@compozure.co. If you cancel for any reason less than 5 days before your service time, you will be charged the full service fee plus any incremental charges incurred by the Service Provider inclusive of travel, in our sole discretion.
Third Party Payment Method
Compozure uses a third-party payment processor (the “Payment Processor”) for payment services (e.g., card acceptance, merchant settlement, and related services). The processing of payments will be subject to the terms, conditions, and privacy policies of the Payment Processor in addition to this Agreement. Currently, we use Stripe, Inc. as our Payment Processor. You can access Stripe’s Terms of Service at: https://stripe.com/legal/ssa and their Privacy Policy at https://stripe.com/privacy. We are not responsible for any error by, or other acts or omissions of, the Payment Processor. By reserving the Services, you agree to pay us, through the Payment Processor, all charges in accordance with the applicable payment terms, and you authorize us, through the Payment Processor, to charge your chosen payment provider (your “Payment Method”). You agree to make payment using your selected Payment Method.
Free Trials and Other Promotions
Any free trial or other promotion that provides access to the Platform must be used within the specified time of the trial or promotion. At the end of the specified period, your use of that Service will expire and any further use of the Service is prohibited unless you pay the Total Fee.
Payment Information
All information that you provide to us or to the Payment Processor must be accurate, current, and complete. By requesting any Services, you authorize Compozure to charge your Payment Method in accordance with this Section 4. YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO USE ANY PAYMENT METHOD USED TO PAY ANY FEES. As a Platform User, you agree to pay all charges incurred through your Account.
Anti-Circumvention
Platform Users shall not engage Service Providers and Service Providers shall not solicit Platform Users outside of the Platform, whether directly or indirectly, for the Services. In the event a Service Provider induces, suggests, or otherwise solicits any Platform User’s request for Services outside the Website, or a Platform User attempts to engage the Service Provider for Services outside of the Platform, without limiting any available other remedies, Compozure shall have the right to immediately terminate the Platform User and/or Service Provider Accounts, as applicable, without notice, with no liability and no further obligation to either the Platform User or Service Provider. If Platform User engages Service Provider outside of the Platform, Platform User shall pay Compozure amount lost as a result of the engagement (i.e., the Total Fee less the suggested Service Provider Fee for the Service).
5. Ownership
Platform
You agree that Compozure and its suppliers own all rights, title and interest in the Platform, and all parts thereof. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Website or Platform.
Trademarks
“Compozure” and other related graphics, logos, service marks and trade names used on or in connection with the Platform are the trademarks of Compozure and may not be used without permission in connection with any third-party products or services. Other trademarks, service marks and trade names that may appear on or in the Platform are the property of their respective owners.
Compozure Content
You agree that you have no right or title in or to any Compozure content that appears on or in the Platform.
Feedback
You agree that submission of any ideas, suggestions, documents, and/or proposals to Compozure through its suggestion, feedback, wiki, forum or similar pages or via email (“Feedback”) is at your own risk and that Compozure has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to Compozure a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights, in connection with the operation and maintenance of the Platform. You also acknowledge and agree that if and to the extent the material submitted by you identifies you by name, likeness, voice or otherwise (“Name and Likeness”), the foregoing license granted by you will automatically be deemed to cover and extend our use of your Name and Likeness in connection with our use of the material submitted by you. In addition, you warrant that all so-called “moral rights” have been waived.
Interactions with Other Platform Users
Platform Users and Service Providers are solely responsible for their interactions with each other, and any other parties with whom they interact; provided, however, that Compozure reserves the right, but has no obligation, to intercede in disputes. Platform Users and Service Providers agree that Compozure will not be responsible for any liability incurred as the result of such interactions. YOU UNDERSTAND THAT COMPOZURE MAY, BUT IS NOT OBLIGATED TO CONDUCT CRIMINAL BACKGROUND CHECKS OR EVALUATE THE CREDENTIALS OF ANY PLATFORM USER OR SERVICE PROVIDER. COMPOZURE MAY, BUT IS NOT OBLIGATED TO, INQUIRE INTO THE BACKGROUNDS OF ITS PLATFORM USERS OR SERVICE PROVIDERS OR ATTEMPT TO VERIFY THE STATEMENTS OF ITS PLATFORM USERS OR CHEFS. COMPOZURE MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF PLATFORM USERS OR SERVICE PROVIDERS. COMPOZURE RESERVES THE RIGHT TO CONDUCT ANY CRIMINAL BACKGROUND CHECK OR OTHER SCREENINGS (SUCH AS SEX OFFENDER REGISTER SEARCHES) AT ANY TIME AND USING AVAILABLE PUBLIC RECORDS.
Indemnification
You agree to indemnify and hold Compozure, its parents, subsidiaries, affiliates, officers, employees, agents, partners and licensors (collectively, the “Compozure Parties”) harmless from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of: (a) your use of, or inability to use, the Platform; (b) your violation of the Agreement; (c) your violation of any rights of another party, including any other Platform Users or Service Providers; and (d) your violation of any applicable laws, rules or regulations. Compozure reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Compozure in asserting any available defences. This provision does not require you to indemnify any of Compozure Parties for any unconscionable commercial practice by such party or for such party’s fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Website or Platform provided hereunder. You agree that the provisions in this section will survive any termination of your Account, the Agreement or your access to the Platform.
6. Disclaimer of Warranties and Conditions
As Is
YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF THE PLATFORM IS AT YOUR SOLE RISK, AND THE PLATFORM AND THE SERVICES IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. COMPOZURE PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT ARISING FROM USE OF THE PLATFORM.
(i) COMPOZURE PARTIES MAKE NO WARRANTY, REPRESENTATION OR CONDITION THAT: (1) THE PLATFORM WILL MEET YOUR EXPECTATIONS OR REQUIREMENTS; (2) THE INFORMATION, CONTENT, AND DATA ON THE PLATFORM IS ACCURATE, COMPLETE, OR CURRENT; (3) YOUR USE OF THE PLATFORM WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (4) ANY ERRORS ON THE PLATFORM WILL BE CORRECTED; (5) YOUR USE OF THE PLATFORM WILL NOT EXPOSE YOUR HARDWARE OR NETWORKS TO ADDITIONAL SECURITY RISK; OR (6) THE PLATFORM WILL BE COMPATIBLE WITH YOUR DEVICES.
(ii) ANY CONTENT DOWNLOADED FROM OR OTHERWISE ACCESSED THROUGH THE PLATFORM IS ACCESSED AT YOUR OWN RISK, AND YOU SHALL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY, INCLUDING, BUT NOT LIMITED TO, YOUR COMPUTER SYSTEM AND ANY DEVICE YOU USE TO ACCESS THE PLATFORM, OR ANY OTHER LOSS THAT RESULTS FROM ACCESSING SUCH CONTENT.
(iii) THE PLATFORM MAY BE SUBJECT TO DELAYS, CANCELLATIONS AND OTHER DISRUPTIONS. COMPOZURE MAKES NO WARRANTY, REPRESENTATION OR CONDITION WITH RESPECT TO PLATFORM, INCLUDING BUT NOT LIMITED TO, THE QUALITY, EFFECTIVENESS, REPUTATION AND OTHER CHARACTERISTICS OF PLATFORM.
No Liability for Conduct of Third Parties
YOU ACKNOWLEDGE AND AGREE THAT COMPOZURE PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD COMPOZURE PARTIES LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OPERATORS OF EXTERNAL SITES, AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU.
7. Limitation of Liability: Insurance
Disclaimer of Certain Damages
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL COMPOZURE PARTIES BE LIABLE FOR ANY LOSS OF PROFITS OR REVENUE OR FOR INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, OR DAMAGES OR COSTS DUE TO LOSS OF DATA, PRODUCTION, OR USE, BUSINESS INTERRUPTION OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, WHETHER OR NOT COMPOZURE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Compozure Parties do not guarantee the quality, suitability, safety or ability of Service Providers, and each Platform User agrees that the entire risk arising out of their use of the Services remains solely with such Platform User, to the maximum extent permitted under applicable law. Compozure is not responsible for the conduct, whether online or offline, of any Service Providers, and will not be liable for any claim, injury or damage arising in connection with any Service.
Cap on Liability
UNDER NO CIRCUMSTANCES WILL COMPOZURE PARTIES BE LIABLE TO YOU FOR MORE THAN THE LESSER OF (A) THE TOTAL AMOUNT PAID OR PAYABLE BY COMPOZURE DURING THE ONE-MONTH PERIOD PRIOR TO THE ACT, OMISSION OR OCCURRENCE GIVING RISE TO SUCH LIABILITY; (B) THE REMEDY OR PENALTY IMPOSED BY THE STATUTE UNDER WHICH SUCH CLAIM ARISES; OR (C) ONE HUNDRED DOLLARS ($100). THE LAWS OF SOME STATES DO NOT ALLOW FOR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE LIMITATIONS SET FORTH IN THIS SUBSECTION MAY NOT APPLY TO YOU AND YOU MIGHT HAVE OTHER RIGHTS.
Basis of the Bargain
The limitations of damages set forth above are fundamental elements of the basis of the bargain between Compozure and you.
8. Liability of Service Provider's Actions
(i) For in-home services, Compozure recommends and always encourages Service Providers to take pride in their work and promise to respect you, your home and your equipment. We encourage your Service Provider to leave his or her work space as clean as they found it and remove their personal equipment. While we bring on Service Providers that we hope comply to our standards, Compozure is not to be held liable for anything outside of their control while a Service Provider is in your home. Compozure is not to be held liable if the Service Provider damages, breaks, loses or steals anything in your home.
(ii) We encourage our Service Providers to follow standard health and safety practices and allergen protocols however, Compozure is not to be held liable if they or you choose to ignore common allergen and food safety practices by not storing, defrosting, reheating or using proper sanitation in regards to your meals. If you or anyone chooses to consume food prepared by Service Providers, Compozure and our Service Providers are not to be held liable for any illnesses as a result of consuming the food.
If a situation arises in which you wish to hold a Service Provider accountable or liable for their actions, please contact them and solve the matter between you and the Service Provider.
9. Liability of Third-Party Platforms
The Platform may contain partnerships, offers and links to third-party platforms. Compozure is not responsible for any services, actions or offerings under these third-party platforms. As a concierge service, Compozure may suggest and provide these third-party platforms as a convenience to their platform users but these third-party platforms and services are not under the control of Compozure.
10. Limitations of the Platform
Third-Party Services
The Platform may contain links to third-party websites (“Third-Party Websites”) and advertisements for third parties (“Third-Party Ads”). When you click on a link to a Third-Party Website or Third-Party Ad, we will not warn you that you have left the Platform and are subject to the terms and conditions (including privacy policies) of another website or destination. Such Third-Party Websites and Third-Party Ads are not under the control of Compozure. Compozure is not responsible for any Third-Party Websites or Third-Party Ads. Compozure provides these Third-Party Websites and Third Party Ads only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Websites or Third-Party Ads, or their products or services. You use all links in Third-Party Websites and Third-Party Ads at your own risk. When you leave our Website, our Agreement and policies no longer govern. You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Websites, and should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.
Release
You hereby release Compozure Parties from claims, demands, any and all losses, damages, rights, and actions of any kind, including personal injuries, death, and property damage, that is either directly or indirectly related to or arises from your use of the Platform and its Services, including but not limited to, any interactions with or conduct of Service Providers or third-party websites of any kind arising in connection with or as a result of the Agreement or your use of Platform. Should you, as a Platform User, have a dispute with respect to the Platform or any Services, you may address such dispute with Compozure, but the Service Provider retains sole responsibility for issues arising during the Services or during communication pertaining to the Services outside of the Platform. You, as a Platform User, hereby agree to release Compozure Parties from any losses, damages, rights, and actions of any kind, including personal injuries, death, and property damage that is either directly or indirectly related to or arises from or in any way connected with such disputes and your dealings with Service Providers. If you are a California resident, you hereby waive California Civil Code Section 1542, which states, “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.”
11. Termination and Deactivation
Termination of Account
This Agreement will remain in full force and effect until your Account is terminated as provided herein. You may delete your Account at any time for any reason through the settings in your Account on the Platform or by emailing Compozure at service@compozure.co. Compozure may terminate or suspend your Account if (a) you are in breach of the Agreement; (b) if Compozure decides in its sole discretion to stop facilitating the provision of the applicable Services; or (c) for any or no reason, without giving you notice. You understand that any termination of this Agreement and your Account may involve deletion of your Account information from our live databases and all the information stored for such Account. Compozure will not have any liability whatsoever to you for any termination or suspension of your Account or related deletion of your information.
Effect of Termination or Deactivation
Deactivation includes removal of Platform User’s access to such Platform and barring of further use of the Platform. Upon Deactivation of the Platform, your right to use such Platform will automatically terminate immediately. Compozure will not have any liability to you for any suspension or termination. All provisions of the Agreement which by their nature should survive, shall survive termination of the Platform, including without limitation, ownership provisions, warranty disclaimers, and limitation of liability.
International Platform Users
The Platform can be accessed from countries around the world and may contain references to services and content that are not available in your state or country. These references do not imply that Compozure intends to announce such services and content in your state or country. The Platform is controlled and offered by Compozure from its facilities in cities and states where it chooses to operate in the United States of America. Compozure makes no representations that the Platform is appropriate or available for use in other locations. Those who access or use the Platform from other states or countries do so at their own volition and are responsible for compliance with local law.
Dispute Resolution
You agree that any dispute or claim relating in any way to your access or use of the Website, to any products sold or distributed through the Website, or to any aspect of your relationship with Compozure, will be resolved by binding arbitration, rather than in court, except that (a) you may assert claims in small claims court if your claims qualify, so long as the matter remains in such court and advances only on an individual (non-class, non-representative) basis; and (b) you or Compozure may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). This Arbitration Agreement shall apply, without limitation, to all claims that arose or were asserted before the Effective Date of this Agreement or any prior version of this Agreement.
IF YOU AGREE TO ARBITRATION WITH COMPOZURE, YOU ARE AGREEING IN ADVANCE THAT YOU WILL NOT PARTICIPATE IN OR SEEK TO RECOVER MONETARY OR OTHER RELIEF IN ANY LAWSUIT FILED AGAINST COMPOZURE ALLEGING CLASS, COLLECTIVE, AND/OR REPRESENTATIVE CLAIMS ON YOUR BEHALF. INSTEAD, BY AGREEING TO ARBITRATION, YOU MAY BRING YOUR CLAIMS AGAINST COMPOZURE IN AN INDIVIDUAL ARBITRATION PROCEEDING. IF SUCCESSFUL ON SUCH CLAIMS, YOU COULD BE AWARDED MONEY OR OTHER RELIEF BY AN ARBITRATOR. YOU ACKNOWLEDGE THAT YOU HAVE BEEN ADVISED THAT YOU MAY CONSULT WITH AN ATTORNEY IN DECIDING WHETHER TO ACCEPT THIS AGREEMENT, INCLUDING THIS ARBITRATION AGREEMENT.
General Provisions
The communications between you and Compozure use electronic means, whether you visit the Platform or send Compozure e-mails, or whether Compozure posts notices on the Platform or communicates with you via e-mail. For contractual purposes, you (a) consent to receive communications from Compozure in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Compozure provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect your statutory rights.
The Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without Compozure's prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. Compozure shall have the right to freely assign this Agreement, in whole or in part, without your prior consent.
Compozure shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
If you have any questions, complaints or claims with respect to the Platform, please contact us at: service@compozure.co. We will do our best to address your concerns. If you feel that your concerns have been addressed incompletely, we invite you to let us know for further investigation.
To the extent the parties are permitted under this Agreement to initiate litigation in a court, or in the event this Section 14.5 is held to be unenforceable for any reason, both you and Compozure agree that all claims and disputes arising out of or relating to the Agreement will be litigated exclusively in the state or federal courts located in New York, New York.
The AGREEMENT and any action related thereto will be governed and interpreted by and under the laws of the STATE OF NEW YORK, consistent with the Federal Arbitration Act, without giving effect to any principles that provide for the application of the law of another jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this agreement.
Where Compozure requires that you provide an e-mail address, you are responsible for providing Compozure with your most current e-mail address. In the event that the last e-mail address you provided to Compozure is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by this Agreement, Compozure’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to Compozure at the following address: 501 West 29th St, Apt. 2R., New York, NY 10001.
Any waiver or failure to enforce any provision of this Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.
If any portion of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect.
You may not use, export, import, or transfer the Platform except as authorized by U.S. law, the laws of the jurisdiction in which you obtained the Platform, and any other applicable laws. In particular, but without limitation, the Platform may not be exported or re-exported (a) into any United States embargoed countries; or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Person’s List or Entity List. By using the Platform, you represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You also will not use the Platform for any purpose prohibited by U.S. law, including the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons. You acknowledge and agree that products, services or technology provided by Compozure are subject to the export control laws and regulations of the United States. You shall comply with these laws and regulations and shall not, without prior U.S. government authorization, export, re-export, or transfer Compozure products, services or technology, either directly or indirectly, to any country in violation of such laws and regulations.
This Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.
Our Privacy Policy explains how we collect and use your personal data. By visiting our site or using any of our Services, you agree to these Terms and acknowledge and agree to the collection, use, and disclosure of your personal data in accordance with our Privacy Policy on behalf of yourself and all Authorized Users (defined below) who use the Services under your account.