Business Terms of Service
The following terms (“Business Terms”), in addition to the Terms of Service, govern your access to and use of your Business Account. In the event of any conflict between these Business Terms and the Terms of Service, the Business Terms apply. By creating, accessing, or using your Business Account, you are agreeing to these Business Terms and concluding a legally binding contract with Rotary eClub of the State of Jefferson. You are not authorized to create, access, or use a Business Account if you do not agree to these Business Terms.
PLEASE READ THESE BUSINESS TERMS CAREFULLY AS THEY REQUIRE THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN TRIALS OR CLASS ACTIONS, AND ALSO LIMIT THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE.
BUSINESS LISTINGS ON THE 5110B2B.ORG WEBSITE ARE LIMITED TO ROTARY DISTRICT 5110 MEMBERS IN GOOD STANDING.
In the event of any termination of these Business Terms, whether by you or us, these Business Terms in their entirety will continue in full force and effect.
REQUIREMENTS, REPRESENTATIONS AND WARRANTIES
In order to access or use the Services, you agree that:
you are a current member in good standing with the Rotary District 5110.
you have the authority to act on behalf of the business or businesses associated with or claimed through your Business Account and bind any such business (including any corresponding business entity) to the Business Terms (such business or businesses, your “Business”);
your access to or use of the Business Site will only be in your capacity as an authorized representative of your Business;
you will not use the Consumer Site for business activities, including but not limited to flagging reviews or messaging people who have reviewed your Business;
your Business complies with applicable laws and does not offer, advertise, sell, or lease illegal products and/or services;
you grant Rotary eClub of the State of Jefferson a non-transferable, non-exclusive, royalty-free limited license to display your public website on the Services, or allow for its display through iframes or other framing technology;
you agree that we may contact you, including by phone or email, using the contact information you provide us or that we have on record for your business.
DISCLAIMERS AND LIMITATIONS OF LIABILITY
PLEASE READ THIS SECTION CAREFULLY SINCE IT LIMITS THE LIABILITY OF THE ROTARY ECLUB OF THE STATE OF JEFFERSON TO YOU. FOR CLARITY, THE BELOW APPLIES IN ADDITION TO THE DISCLAIMERS AND LIMITATIONS OF LIABILITY DETAILED IN SECTION 12 OF THE TERMS.
The federal Communications Decency Act (47 U.S. Code § 230) limits the liability of interactive computer services, like Rotary eClub of the State of Jefferson, for their role in publishing third-party Content, including consumer reviews. Additionally, anti-SLAPP laws, such as Cal. Civ. Proc. Code § 425.16 in California, may require you to pay Rotary eClub of the State of Jefferson attorneys’ fees if you attempt to impose such liability on Rotary eClub of the State of Jefferson through legal proceedings.
ARBITRATION, DISPUTES, AND CHOICE OF LAW
FOR CLARITY, THIS SECTION GOVERNS ANY BUSINESS CLAIM BROUGHT BY YOU OR ROTARY ECLUB OF THE STATE OF JEFFERSON. ANY CLAIM NOT SUBJECT TO THIS SECTION IS INSTEAD GOVERNED BY SECTION 13 OF THE TERMS.
Except for Excluded Business Claims, any controversy or claim arising out of or relating to: (a) these Terms, or the breach thereof; or (b) your access to or use of your Business Account Business Site; (each such controversy or claim, a “Business Claim”), shall be settled by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The arbitrator will issue a reasoned award in writing, including all findings of fact and law upon which the award was made. The arbitrator will not have the power to commit errors of law, and the award may be vacated or corrected through judicial review by a court of competent jurisdiction under the Oregon Arbitration Act for any such error. “Excluded Business Claims” means Claims related to intellectual property (like copyrights and trademarks) or violations of Section 7 of the Terms of Service (Representations and Warranties).
Business Claims shall be heard by a single arbitrator. Arbitrations will be held in Jackson County, Medford, Oregon, but the parties may choose for themselves whether to appear in person, by phone, or through the submission of documents. The arbitration shall be governed by the laws of the State of Oregon. The prevailing party shall be entitled to an award of reasonable attorneys’ fees.
NOTWITHSTANDING THE FOREGOING, FOR ANY BUSINESS CLAIM THAT IS NOT SUBJECT TO ARBITRATION, INCLUDING WITHOUT LIMITATION EXCLUDED BUSINESS CLAIMS, YOU AGREE TO SUBMIT AND CONSENT TO THE PERSONAL AND EXCLUSIVE JURISDICTION IN, AND THE EXCLUSIVE VENUE OF, THE STATE AND FEDERAL COURTS LOCATED WITHIN JACKSON COUNTY, OREGON, WHICH IS THE PLACE OF PERFORMANCE OF THESE BUSINESS TERMS.
YOU AND THE ROTARY ECLUB OF THE STATE OF JEFFERSON AGREE THAT EACH MAY BRING OR PARTICIPATE IN BUSINESS CLAIMS AGAINST THE OTHER ONLY IN THEIR RESPECTIVE INDIVIDUAL CAPACITIES, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. UNLESS BOTH YOU AND THE ROTARY ECLUB OF THE STATE OF JEFFERSON AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN THE BUSINESS CLAIMS OF OTHER PERSONS OR PARTIES WHO MAY BE SIMILARLY SITUATED, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING. IF A BUSINESS CLAIM IMPLICATES THIS SECTION, AND THIS SECTION IS FOUND TO BE INVALID, UNENFORCEABLE OR ILLEGAL BY A COURT, SUCH BUSINESS CLAIM MUST BE ADJUDICATED BY A COURT AND NOT BY AN ARBITRATOR.