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Terms of Service

Last Modified: November 20, 2020

Your Acceptance

Welcome to the AFrameSoftware Subscriber Agreement and Terms of Use (“Terms of Service”). This is an agreement (“Agreement”) between AFrameSoftware, LLC (“AFrame”), the owner and operator of AFrameSoftware.com and AFrameOnline.com websites and the AFrame software, application, mobile application, components, and any associated services offered (collectively the “Platform”) and you (“you”, “your”, “User”, or “Subscriber”), a Subscriber of the Platform. The Platform may offer Subscriber services (“Services”) as applicable.

Throughout this Agreement, the words “AFrame,” “us,” “we,” and “our,” refer to our company, AFrameSoftware, as is appropriate in the context of the use of the words.

By clicking “I accept”, subscribing to the Platform, and/or accessing or using the Platform, you agree to be bound by this Agreement and the Privacy Policy. We may amend this Agreement or the Privacy Policy and may notify you when we do so. PLEASE BE AWARE THAT THERE ARE ARBITRATION AND CLASS ACTION PROVISIONS THAT MAY AFFECT YOUR RIGHTS. If you do not agree to the Agreement or the Privacy Policy, you must stop using our Platform.

Platform and Subscriber Accounts

Subscribers may be required to register before accessing portions of the Platform. Your information will be collected and disclosed in accordance with our Privacy Policy. All users are required to provide truthful, up-to-date, and accurate information when registering and must be over the age of 18. Where permitted you may add Authorized Users (defined below) to your account. We reserve the right to verify all user credentials and to reject any users. You are entirely responsible for: (1) maintaining the confidentiality of password and account information for your account and any Authorized User accounts; and (2) any and all activities that occur under your account and any Authorized User accounts. You agree to notify AFrame immediately of any unauthorized use of your or any Authorized User’s account or any other breach of security. AFrame will not be liable for any losses you incur as a result of someone else using your or any Authorized User’s password or account, either with or without your knowledge.

Additional Access

After registering and properly paying for our Platform, where required, we shall grant you access to the Platform as permitted by us and in accordance with this Agreement. Where you download any portions of our Platform, we grant you a limited, non-exclusive, fully revocable, non-transferable, and non-assignable license to download and use the Platform in accordance with this Agreement. You may only use the Platform for your own internal business purposes and your access is limited to yourself and to any Authorized Users as solely permitted by us. All rights not explicitly granted are reserved for AFrame. If you breach this Agreement, your access to use our Platform may be terminated at our discretion. Additionally, we may revoke your access to our Platform if we believe that your actions may harm us, our business interests, or any third party rights. Failure by us to revoke your access does not act as a waiver of your conduct.

Services

The Services may offer contact and transaction management tools for individuals in the real estate industry. You may use the Platform and our Services solely as permitted and provided for by AFrame and in compliance with all applicable laws. Please be aware that any Services, except as expressly stated otherwise, are offered on an “as is” basis and AFrame makes no representations or warranties regarding any of the Services offered or the Platform. AFrame reserves the right to modify, change, and/or discontinue any and all portions of our Services at any time and may also remove or add Services to any subscription level at our sole discretion. Please be aware that any information generated during the use of our Services are for general informational purposes and are considered User Content (defined below). Subscriber is solely responsible for all such information generated.

Platform Ownership

You acknowledge that the structure, organization, and code of the Platform, any hosted services, any templates or designs provided, and all related software components are proprietary to AFrame and/or AFrame’s licensors and that AFrame and/or its licensors retains exclusive ownership of the Platform, any documentation, information and any and all other intellectual property rights relating to the Platform, including all modifications, copies, enhancements, derivatives, and other software and materials developed hereunder by AFrame. You shall not sell, copy, reproduce, transfer, publish, disclose, display or otherwise make available the Platform or any portions of our Services including any modifications, enhancements, derivatives, and other software and materials developed hereunder by AFrame to others in violation of this Agreement. You shall not remove any proprietary, copyright, trademark, or service mark legend from any portion of any of the Platform, including any modifications, enhancements, derivatives, and other software and materials developed by AFrame. All rights not expressly granted in this Agreement are reserved for us.

Subscriber Responsibilities

Subscriber shall be exclusively responsible for its use or any of its Authorized User’s or End User’s use of the Platform. Where a Subscriber submits any User Content (defined below), we are not responsible for such User Content including but not limited to monitoring access permissions or providing any services excluding our Services defined herein. Additionally, Subscriber represents and warrants that: (1) you shall use the Platform solely for your internal commercial purposes; (2) you are duly authorized and have the power and authority to enter into this Agreement; it has received the proper authorization and permissions to submit any User Content that may be considered confidential in nature (4) the User Content is owned or properly licensed to Subscriber or any Authorized Users and does not violate any third party agreements; and (5) you shall use the Platform only for legal and lawful purposes. Subscriber shall indemnify and hold AFrame harmless for a breach of any provisions of this section.

Information Generated

AFrame is not responsible for any information generated via the Platform or our Services. Subscriber understands and agrees that the Platform is dependent on the information contained in any User Content submitted by Subscriber or any Authorized User and Subscriber is solely responsible for that information. THE SUBSCRIBER AGREES TO HOLD AFRAME FREE FROM RESPONSIBILITY FOR ANY LIABILITY OR DAMAGE THAT MIGHT ARISE OUT OF YOUR USE OF THE PLATFORM OR OUR SERVICES. AFRAME WILL NOT BE LIABLE FOR ANY CLAIM, INJURY OR DAMAGE ARISING IN CONNECTION WITH YOUR USE OF THE PLATFORM OR OUR SERVICES. AFrame does not warrant any results, guarantee, endorse, or recommend any information generated and Subscriber’s use of such information generated is at its own risk.

Authorized Users

The Platform may allow Subscriber and Authorized Users with appropriate permissions to add authorized user(s) (“Authorized User(s)”) to its account. Please be aware that any additional Authorized Users may be subject to additional subscription fees. Subscriber agrees that it is solely responsible for all actions taken under any Authorized User’s account and Subscriber shall ensure that all Authorized Users shall comply with all Subscriber obligations as set forth in this Agreement and indemnify AFrame for its Authorized User’s use of the Platform and our Services. All Authorized Users shall agree to abide by this Agreement and the Privacy Policy at all times. All information or User Content contained within an Authorized User’s account shall be owned and controlled by Subscriber. Where an Authorized User requests to have additional access to portions of the Platform or to have any User Content duplicated, migrated, or otherwise updated in a manner that is not offered via the Platform, Subscriber, not Authorized User, must contact AFrame for such request to be undertaken. Any requests are at the discretion of AFrame and AFrame is not liable to Authorized User for any User Content that is controlled by a Subscriber account and Subscriber shall bear all liability to such Authorized User. It is Subscriber’s sole responsibility to assist any Authorized Users in migrating or transitioning any User Content where Subscriber either modifies or terminates its subscription to the Platform.

End Users

Subscriber may allow its clients (“End User(s)”) to access portions of the Platform based on functionality that may be offered. Subscriber is solely responsible for any User Content transmitted to any End Users and Subscriber is aware that such User Content may be shared with third parties. Where an End User accesses the Platform, Subscriber shall be solely liable for its End User’s access to the Platform and shall indemnify AFrame for its End User’s use of the Platform.

Third Party Integrations

The Platform may offer integrations with third party websites, applications, or software (collectively “Third Party Software”). Please be aware that AFrame is not affiliated with any companies that own the Third Party Software and the availability of such integration is not an endorsement or recommendation to use any Third Party Software. The Third Party Software is controlled by companies that are not under the control of AFrame and AFrame shall have no ability to control the availability of or your access with any Third Party Software. You agree to release us from any liability related to your use of any Third Party Software and indemnify us for your use of any Third Party Software. In order to use any Third Party Software, you may be required to agree that company’s legal agreements and pay any fees associated with access to any Third Party Software. We are not a party to any contracts that you enter into with any companies that control any Third Party Software and are not responsible for Third Party Software payment, errors, or service issues.

The Platform may allow you to request information from Third Party Software that may be transferred to the Platform, or vice versa. You expressly authorize us to initiate such a request on your behalf and allow any Third Party Software to disclose such User Content to us, or vice versa. Please be aware that such transfers with Third Party Software may be untimely or contain errors and/or omissions. You are solely responsible for verifying that any transfer is accurately completed to your specifications.

Privacy Policy

We value your privacy and understand your privacy concerns. Our Privacy Policy is incorporated into this Agreement, and it governs your submission of information to our Platform. Please review our Privacy Policy so that you may understand our privacy practices. All information we collect is subject to our Privacy Policy, and by using the Platform you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.

User Content

A Subscriber’s ability to submit or transmit any information through the Platform, including but not limited to information, data, recordings, written content, files, images, videos, URLs, or any other information will be referred to as “User Content” throughout this Agreement. Please be aware that we are not required to host, display, migrate, or distribute any of your User Content and we may refuse to accept or transmit any User Content. You agree that you are solely responsible for any User Content submitted and you release us from any liability associated with any User Content submitted. Any User Content found to be in violation of this Agreement or that we determine to be harmful to the Platform may be modified, edited, or removed at our discretion.

When submitting any User Content to our Platform, you represent and warrant that you own all rights to the User Content, you have paid any fees to use or license the User Content, or you otherwise have the permission and right to use any User Content. Furthermore, you represent and warrant that all User Content is legal and the User Content does not interfere with any third party rights or obligations.

When you submit any User Content to us, you grant AFrame, its partners, affiliates, Users, representatives and assigns a non-exclusive, limited, fully-paid, royalty-free, revocable, world-wide, universal, transferable, assignable license to display, distribute, store, broadcast, transmit, reproduce, modify, prepare derivative works, or use and reuse all or part of your User Content for the purposes of: (1) providing any Services to you; and (2) using the Platform. Such license shall remain in effect until all Subscriber User Content is removed from the Platform. AFrame has no liability to Subscriber for any User Content including all data, information, copy, images, URLs, and anything else submitted by you or any third parties using the Platform. Specifically, AFrame shall not be liable for any errors related to any User Content. We reserve the right to remove, delete, modify, screen, edit, or refuse any User Content for any reason or no reason, and with or without notice to you.

Additional Guidelines for User Content

Please be aware that all User Content may be viewed by third parties, thus we cannot guarantee the confidentiality of any User Content. When submitting any User Content you agree to the following:

  • You agree that User Content submitted is truthful, up-to-date, and accurate;
  • You agree not to submit any User Content that is illegal or unlawful or contains hate speech or promotes or condones violence against individuals or groups based on race or ethnic origin, religion, disability, gender, age, nationality, veteran status, or sexual orientation/gender identity;
  • You agree not to submit any User Content that is considered spam or politically controversial; and
  • You agree not to submit any User Content that may be considered: misleading, defamatory, obscene, invasive, threatening, or harassing.

If you have violated any of our User Content Guidelines or if you we believe that any User Content may harm the Platform, your access to the Platform may be suspended or terminated.

Monitoring User Content

AFrame shall have the right, but not the obligation, to monitor all User Content on the Platform at all times, to determine compliance with this Agreement and any guidelines established by us. Without limiting the foregoing, AFrame shall have the right, but not the obligation, to remove or disable access to any User Content at its sole discretion.

Confidential Information

AFrame employs industry standard software and security measures for the Platform. However, AFrame cannot guarantee that any User Content shall at all times remain confidential or undisclosed. Subscriber is solely responsible for ensuring the confidentiality of any User Content and shall indemnify AFrame for any confidential User Content hosted, stored, or transmitted on the Platform. Further, where any confidential User Content is used by Subscriber on the Platform, Subscriber represents and warrants that it has the permission to use such confidential User Content and that such usage does not violate any third party contractual rights. AFrame shall not be liable for Subscriber’s use of any confidential User Content within the Platform.

Use of the Platform

When using our Platform, you are responsible for your use of the Platform. You agree to the following:

  • You may not attempt to interfere with, compromise the system integrity or security, or decipher any transmissions to or from the servers running the Platform;
  • You may not use automated bots or other software to send more messages through our Platform than humanly possible;
  • You may not decompile, reverse engineer, disassemble, modify, rent, sell, lease, loan, distribute, or create derivative works or improvements to the Platform or any portion of it;
  • You may not access our Platform in an attempt to build a similar or other competitive product;
  • You may not use the Platform in an unlawful manner;
  • You may not take any action that imposes, or may impose at our sole discretion, an unreasonable or disproportionately large load on our infrastructure;
  • You may not violate or infringe other people’s intellectual property, privacy, or other contractual rights while using our Platform;
  • You may not interfere with or disrupt the Platform;
  • You agree not to use the Platform in any way that is: misleading, unlawful, defamatory, obscene, invasive, threatening, or harassing; and
  • You agree that you will not hold AFrame responsible for your use of our Platform

If you are discovered to be undertaking any of the aforementioned actions, your privileges to use our Platform may at our discretion be terminated or suspended. Additionally, if we believe that your actions may harm us or a third party we may suspend or terminate your use of the Platform and we may pursue any legal remedy available to us under applicable law. Generally, we will provide an explanation for any suspension or termination of your use of any of our Platform, but AFrame reserves the right to suspend or terminate any account at any time.

Free Trials

AFrame may offer the Platform or the Services on a free trial basis. AFrame reserves the right to discontinue any free trials at any time and without liability to us. Where you have signed up for a free trial, you agree at the expiration of your free trial you may be automatically subscribed to the Services and your payment method on file may be charged.

Subscriber Payments

Subscriber agrees to pay for all costs, fees, and taxes listed when purchasing access to the Platform including any recurring subscriptions. Where you have properly paid for a subscription, we shall grant you access the Platform and our Services. In addition, Subscriber agrees to timely pay any and all fees as charged. Subscriber or Authorized Users with applicable permissions may upgrade or downgrade its subscription. Subscriber shall be responsible for all upgrades to any subscriptions made by any Authorized Users. Where applicable, you must agree to our third party payment processors’ terms and conditions for processing payments. All prices are listed in US Dollars. All information that you provide in connection with a payment or transaction must be accurate, complete, and current. Where you have failed to pay or where payments are overdue, AFrame may suspend or terminate your access to any portion of the Platform and associated Services, without liability to us.

Automatic Payments

Where a Subscriber has purchased a subscription, your payment information shall be logged for your convenience. IF YOUR ACCOUNT HAS BEEN SET UP FOR AUTOMATIC BILLING, AFRAME MAY CHARGE YOU AUTOMATICALLY AND ON A RECURRING BASIS, UNLESS YOU NOTIFY US THAT YOU WANT TO CANCEL YOUR AUTOMATIC PAYMENT VIA THE PLATFORM OR AT support@AFrameSoftware.com. ADDITIONALLY, YOU AUTHORIZE US TO BILL YOU ON A RECURRING BASIS AND AGREE THAT YOUR SELECTED SUBSCRIPTION SHALL AUTOMATICALLY RENEW FOR ADDITIONAL PERIODS (OF THE SAME LENGTH AS YOUR INITIAL SUBSCRIPTION) UNTIL WE ARE NOTIFIED OTHERWISE. YOU AGREE THAT NO ADDITIONAL CONSENT IS REQUIRED BY YOU TO CHARGE YOUR PREFERRED PAYMENT METHOD AUTOMATICALLY AND ON AN AUTOMATICALLY RENEWABLE BASIS FOR THE SUBSCRIPTION.

Refunds for Subscription

We want you to be satisfied with the Platform and Services; however, no refunds shall be given for any subscriptions purchased. If you have any questions regarding the subscription or our policies, please contact us.

Taxes

Where AFrame does not charge you taxes for any payments, you agree to pay any and all applicable taxes.

Pricing and Price Increases

The pricing for all paid subscriptions is listed on the Platform within your account. Additionally, AFrame may increase the price of any paid subscriptions or AFrame fees charged, at our discretion and we reserve the right to do so at any time. In the event of a price increase, AFrame shall notify you and you will have the chance to accept or reject any price increase. Please notify us if you intend to reject a price increase. Where you have rejected a price increase, this Agreement may be terminated at our discretion. You agree that AFrame has no obligation to offer any services for the price originally offered to you at sign up.

Subscriber Account Holds

From time to time, AFrame may place a hold (“Hold”) on a Subscriber’s account. Some of the reasons that we may place a Hold on Subscriber’s account include but are not limited to the following: (1) if we have reason that your services offered or your actions have violated this Agreement, may harm our business, are deceptive, misleading, unlawful, or have harmed a third party or interfere with a third party contractual right; (2) at the request of our payment processors or due to delayed payment; or (3) if required in order to comply with a court order, subpoena, writ, injunction, or as otherwise required under applicable laws and regulations. If you have questions about a Hold we may have placed on your account, or need information about how to resolve the Hold, please contact us. Additionally, we may suspend Subscriber’s access to the Platform while such Hold is in place.

Termination of Your Subscription

You may cancel your subscription at any time via the Platform or by contacting us at support@AFrameSoftware.com. Please be aware that upon termination of your account, access to all portions of our Platform may be become immediately disabled and any User Content stored may not be retained. We may terminate this Agreement with you if we determine that: (1) you have violated any applicable laws while using our Platform; (2) if you have violated any portion of this Agreement or any of our Platform policies; or (3) if we believe that any of your current or future actions may legally harm AFrame, our business interests or a third party, at our discretion. In the event of termination, we will strive to provide you with a timely explanation; however, we are not required to do so.

Platform Security

AFrame utilizes industry standard security in providing the Platform. However, you agree to exercise caution and common sense when using the Platform. Further, some or all portions of the Services may be accessible by Authorized Users or End Users based on Subscriber’s settings or the sharing of Subscriber’s unique URLs. Subscriber is solely responsible for any access by such third parties, whether such access is permitted or unpermitted.

Platform Availability

Although we try to provide continuous availability to you, we do not guarantee that the Platform will always be available, work, or be accessible at any particular time. Specifically, we do not guarantee any uptime or specific availability of the Platform. You agree and acknowledge that the Platform may not always be either 100% reliable or available. Only Subscribers and Authorized Users who are eligible to use our Platform may do so and we may refuse service or terminate your access at any time. We cannot guarantee that anything found on our Platform will work to the functionality desired by you or give you any desired results.

Force Majeure

AFrame will not be liable or responsible for any delays in service, for failing to provide its services or to operate the Platform or provide the Services as a result of any event beyond its reasonable control, including, without limitation, adverse weather conditions, internet outage or interruption of service, power or telecommunications outage, fire, contagion, flood, civil disobedience, labor disruptions, strikes, lockouts, freight embargoes, terrorism, natural disaster, war or acts of God. Further, although AFrame may make backups of any User Content, Subscriber is solely responsible for backing up and maintaining any User Content and AFrame shall have no liability to Subscriber for any missing, incomplete, or otherwise unavailable User Content.

Migration

Where a Subscriber or Authorized User terminates or alters its subscription, AFrame may assist Subscriber or Authorized User in migrating or exporting any User Content. Any requests for assistance in migration or exporting of any User Content must be initiated by the Subscriber. AFrame shall not respond to any requests made by an Authorized User regarding any migration or exporting requests.

Modification of Platform

We reserve the right to alter, modify, update, or remove the Platform or any portions thereof, at any time at our discretion. We reserve the right to discontinue previously offered features or functionality at our sole discretion and without prior notice. We are not liable to you or to any third party for any modification, suspension, or discontinuance of any feature or component of any portion of the Platform or the Services. We reserve the right to determine the timing and content of software updates, which may be automatically downloaded and installed by the Platform without notice to you.

Idea Submission

AFrame or any of its employees do not accept or consider unsolicited ideas, including but not limited to ideas relating to processes, technologies, product enhancements, or product names. With regards to any ideas, content, artwork, suggestions, or other works (“Submissions”) in any form submitted to AFrame, whether solicited or unsolicited, you agree that: (1) your Submissions and their contents will automatically become the property of AFrame, without any compensation to you; (2) AFrame may use or redistribute the Submissions and their contents for any purpose and in any way; (3) there is no obligation for AFrame to review the Submission; and (4) there is no obligation to keep any Submissions confidential.

Disclaimer

THE PLATFORM IS PROVIDED ON AN “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS” BASIS. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, NEITHER AFRAME, NOR ANY OF OUR EMPLOYEES, DIRECTORS, OFFICERS, ASSIGNS, AFFILIATES, OR AGENTS MAKE ANY REPRESENTATIONS OR WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO: (1) THE PLATFORM OR ANY SERVICES; (2) ANY INFORMATION OR CONTENT PROVIDED VIA THE PLATFORM; OR (3) SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION TO AFRAME, OR VIA THE PLATFORM. IN ADDITION, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM INTEGRATION, AND FREEDOM FROM COMPUTER VIRUS. AFRAME DOES NOT REPRESENT OR WARRANT THAT THE PLATFORM WILL BE ERROR-FREE OR UNINTERRUPTED; THAT DEFECTS WILL BE CORRECTED; OR THAT THE PLATFORM OR THE SERVER THAT MAKES THE PLATFORM AVAILABLE IS FREE FROM ANY HARMFUL COMPONENTS. AFRAME DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT THE INFORMATION (INCLUDING ANY INSTRUCTIONS) ON THE PLATFORM IS ACCURATE, COMPLETE, OR USEFUL. AFRAME DOES NOT WARRANT THAT YOUR USE OF THE PLATFORM IS LAWFUL IN ANY PARTICULAR JURISDICTION, AND AFRAME SPECIFICALLY DISCLAIMS ANY SUCH WARRANTIES.

Limitation of Liability

IN NO EVENT SHALL AFRAME, ITS OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, OR AGENTS, BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE AFRAME IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. SOME STATES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OF CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE. Specifically, in those jurisdictions not allowed, we do not disclaim liability for: (1) death or personal injury caused by AFRAME’s negligence or that of any of its officers, employees or agents; (2) fraudulent misrepresentation; or (3) any liability which it is not lawful to exclude either now or IN THE FUTURE. WHERE A TOTAL DISCLAIMER OF LIABILITY IS DISALLOWED YOU AGREE THAT OUR TOTAL LIABILITY TO YOU SHALL NOT EXCEED THE AMOUNTS YOU HAVE PAID IN THE PAST SIX (6) MONTHS TO USE OUR PLATFORM OR ONE HUNDRED USD, WHICHEVER IS GREATER.

Indemnity

You agree to defend, indemnify and hold harmless AFrame, its officers, directors, employees, affiliates, and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from:

  • your use of and access to the Platform and Services;
  • an Authorized User’s use and access to the Platform and Services;
  • your or your Authorized User’s violation of any term of this Agreement; or
  • your or your Authorized User’s violation of any third party right, including without limitation any copyright, property, or contractual right.

This defense and indemnification obligation will survive this Agreement and your use of the Platform. You also agree that you have a duty to defend us against such claims and we may require you to pay for an attorney(s) of our choice in such cases. You agree that this indemnity extends to requiring you to pay for our reasonable attorneys’ fees, court costs, and disbursements. In the event of a claim such as one described in this paragraph, we may elect to settle with the party/parties making the claim and you shall be liable for the damages as though we had proceeded with a trial.

Copyrights

Takedown Notice

We take copyright infringement very seriously. If you believe that any copyrighted material owned by you has been infringed upon by someone using our Platform, please send us a message which contains:

  • Your name.
  • The name of the party whose copyright has been infringed, if different from your name.
  • The name and description of the work that is being infringed
  • The location on our Platform of the infringing copy.
  • A statement that you have a good faith belief that use of the copyrighted work described above is not authorized by the copyright owner (or by a third party who is legally entitled to do so on behalf of the copyright owner)
    and is not otherwise permitted by law.
  • A statement that you swear, under penalty of perjury, that the information contained in this notification is accurate and that you are the copyright owner or have an exclusive right in law to bring infringement proceedings with respect to its use.

You must sign this notification and send it to our Copyright Agent: Copyright Agent of AFrame, support@AFrameSoftware.com or AFrameSoftware, 4532 Lorraine Avenue, Dallas, Texas 75205, United States of America

Counter Notice

In the event that you receive a notification from AFrame stating content posted by you has been subject to a DMCA takedown, you may respond by filing a counter-notice pursuant to the DMCA. Your counter-notice must contain the following:

  • Your name, address, email and physical or electronic signature.
  • The notification reference number (if applicable).
  • Identification of the material and its location before it was removed.
  • A statement under penalty of perjury that the material was removed by mistake or misidentification.
  • Your consent to the jurisdiction of a federal court in the district where you live (if you are in the U.S.), or your consent to the jurisdiction of a federal court in the district where your service provider is located (if you are not in the US).
  • Your consent to accept service of process from the party who submitted the takedown notice.

Please be aware that we may not take any action regarding your counter-notice unless your notification strictly complies with the foregoing requirements. Please send this counter-notice to: support@AFrameSoftware.com or AFrameSoftware, 4532 Lorraine Avenue, Dallas, Texas 75205, United States of America.

Choice of Law

This Agreement shall be governed by the laws in force in the state of Texas. The offer and acceptance of this contract is deemed to have occurred in the state of Texas.

Disputes

Any dispute relating in any way to your visit to the Platform or the Services shall be submitted to confidential arbitration in Dallas, Texas. Arbitration under this Agreement shall be conducted pursuant to the applicable Commercial Rules (“Rules”) then prevailing at the American Arbitration Association. Arbitration shall be conducted in English by one (1) arbitrator as selected pursuant to the Rules; the arbitrator’s award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction. Each party shall be responsible for their own arbitration fees and costs. To the fullest extent permitted by applicable law, no arbitration under this Agreement shall be joined to an arbitration involving any other party subject to this Agreement, whether through class action proceedings or otherwise. Where permitted by the Rules, both parties may make any and all appearances telephonically, in written briefs, or electronically. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of, related to or connected with the use of the Platform or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever banned. Notwithstanding the foregoing, either party may seek equitable relief to protect its interests (including but not limited to injunctive relief), or make a claim for nonpayment, in a court of appropriate jurisdiction, and issues of intellectual property ownership or infringement may be decided only by a court of appropriate jurisdiction and not by arbitration. In the event that the law does not permit the abovementioned dispute to be resolved through arbitration or if this arbitration agreement is unenforceable, you agree that any actions and disputes shall be brought solely in a court of competent jurisdiction located within Dallas County, Texas.

Opt-Out

You may opt-out of this dispute resolution provision by notifying AFrame within 30 days of the date on which you entered into this Agreement or purchased a subscription, whichever is earlier.You must do so by writing to AFrameSoftware, 4532 Lorraine Avenue, Dallas, Texas 75205, United States of America, attn: Arbitration Opt-Out, and you must include your name, address, account information, and a clear statement that you do not wish to resolve disputes with AFrame through arbitration. Where you opt out of arbitration, all disputes shall be heard in a court of competent jurisdiction located within Dallas, Texas.

Class Action Waiver

You and AFrame agree that any proceedings to resolve or litigate any dispute whether through a court of law or arbitration shall be solely conducted on an individual basis. You agree that you will not seek to have any dispute heard as a class action, representative action, collective action, or private attorney general action.

Severability

In the event that a provision of this Agreement is found to be unlawful, conflicting with another provision of the Agreement, or otherwise unenforceable, the Agreement will remain in force as though it had been entered into without that unenforceable provision being included in it. If two or more provisions of this Agreement or any other agreement you may have with AFrame are deemed to conflict with each other’s operation, AFrame shall have the sole right to elect which provision remains in force.

Non-Waiver

We reserve all rights permitted to us under this Agreement as well as under the provisions of any applicable law. Our non-enforcement of any particular provision or provisions of this Agreement or the any applicable law should not be construed as our waiver of the right to enforce that same provision under the same or different circumstances at any time in the future.

Assignment and Survival

You may not assign your rights and/or obligations under this Agreement to any other party without our prior written consent. We may assign our rights and/or obligations under this Agreement to any other party at our discretion. All portions of this Agreement that would reasonably be believed to survive termination shall survive and remain in full force upon termination, including but not limited to the Limitation of Liabilities, Representation and Warranties, Access, Payment, Indemnification, and Arbitration sections.

Entire Agreement

This Agreement along with the Privacy Policy constitute the complete and exclusive understanding and agreement between the parties regarding the subject matter herein and supersede all prior or contemporaneous agreements or understandings written or oral, relating to its subject matter. Where this Agreement expressly and directly conflicts with the Privacy Policy, this Agreement shall control. Any waiver, modification or amendment of any provision of this Agreement will be effective only if in writing and signed by a duly authorized representative of each party. Where this Agreement conflicts with our Privacy Policy or any other documentation listed on our website this Agreement shall supersede and control.

Amendments

We may amend this Agreement from time to time. When we amend this Agreement, we will update this page and indicate the date that it was last modified or we may email you. You may refuse to agree to the amendments, but if you do, you must immediately cease using our Platform and our Platform.

Electronic Communications

The communications between you and AFrame use electronic means, whether you visit the Platform or send AFrame e-mails, or whether AFrame posts notices on the Platform or communications with you via mobile notifications or e-mail. For contractual purposes, you (1) consent to receive communications from AFrame in an electronic form; and (2) agree that all terms, conditions, agreements, notices, disclosures, and other communications that AFrame 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.

Platform Issues and Support

Where you have any questions, issues, require support or if you are having trouble accessing or using the Platform, please contact us at support@AFrameSoftware.com.

Relationship of Parties

This Agreement shall not be construed to create any association, partnership, joint venture, employee, worker or agency relationship between Subscriber and AFrame. The relationship of the parties is as independent contractors. Subscriber has no authority (and shall not hold himself or herself out as having authority) to bind AFrame and Subscriber shall not make any agreements or representations on AFrame’s behalf without AFrame’s prior written consent.

California Users

Pursuant to California Civil Code Section 1789.3, any questions about pricing, complaints, or inquiries about AFrame must be sent to our agent for notice to: support@AFrameSoftware.com or AFrameSoftware, 4532 Lorraine Avenue, Dallas, Texas 75205, United States of America.