This Terms of Use, and any policies incorporated by reference, including, but not limited to Aurora Softwware LLC’s Privacy Policy (collectively, “Agreement”) is a legally binding contract between Aurora Softwware LLC, Inc. (“Aurora Softwware LLC ,” “we,” “us,” or “our”) and you, as a Visitor (defined below) or Subscriber (defined below), and govern your use of myauroraportal.com, including, but not limited to the Aurora Softwware LLCCenter, Aurora Softwware LLCBlog, myauroraportal.com, and any other application or technology platform owned and operated by Aurora Softwware LLC. Collectively, these resources will be referred to as “Sites.”

By clicking “Accept” or by using or accessing Sites and/or Services (defined below), you expressly agree to be bound by the terms, conditions, policies and guidelines of this Agreement.

IF YOU DO NOT AGREE TO ALL OF THE PROVISIONS OF THIS AGREEMENT, you may not use or access the SITES OR SERVICES. YOU ACKNOWLEDGE THAT YOU HAVE READ, HAVE UNDERSTOOD, AND AGREE TO BE BOUND BY THIS AGREEMENT USE Just as if you had signed them.

Please be advised: This Agreement contains provisions that govern how claims you and Aurora Softwware LLC have against each other can be brought (see Section 21 below). These provisions will, with limited exception, require you to submit claims you have against Aurora Softwware LLC to binding and final arbitration on an individual basis, not as a plaintiff or class member in any class, group or representative action or proceeding.

  1. Aurora Softwware LLC Sites and Services

Aurora Softwware LLC, through its Sites, offers businesses and individuals access to home inspection report writing software, marketing and business related content, services, tools, features, activities and products available at or through our website, including but not limited to the Online Presence Review service, online marketing services and together with all other services, videos, content, features & products available through myauroraportal.com or other Sites. Collectively, these resources will be referred to as “Services” in this Agreement.

You may access the Sites or Services with a free trial account or an account as a Subscriber. While access to certain portions of the Sites and Services are free, Aurora Softwware LLC reserves the right to charge fees for services, features and benefits associated with the Sites or Services at any time.

A “Visitor” shall referrer to any individual or entity that accesses the Sites, whether or not such individual or entity uses or registers for Services. A “Subscriber” shall be referred to any individual or entity who pays for or uses any portion of the Services, in addition to accessing and using the Sites. Unless otherwise stated in this Agreement, Visitors and Subscribers are collectively referred to herein as “Users” or “you.”

  2. Modification to this Agreement

Aurora Softwware LLC reserves the right to revise this Agreement, including information incorporated by reference or referenced in the hyperlinks, at its sole and absolute discretion, by updating this posting. If changes are material, we will post a banner and a link on the Sites notifying you of the material change. The revised terms will take effect the date they are posted on the Sites. Continued use of the Sites or Services after any such changes shall constitute your consent to such modifications. Please review these posted terms on a regular basis.

Aurora Softwware LLC reserves the right to, at any time and without notice, limit access to, modify, change or discontinue the Sites or Services. You agree that Aurora Softwware LLC will not be liable to you or to any third party for any such limitation, modification, change, suspension, or discontinuance of the Sites or Services. You agree that Aurora Softwware LLC may establish general practices, policies and limits, which may or may not be published, concerning the use or operation of the Sites or Services.

 3. Eligibility

The Services may only be used by individuals who can form legally binding contracts under applicable law. The Services are not available to children (persons under the age of 18) or Subscribers who have had their account temporarily or permanently deactivated. By becoming a Subscriber, or registering an account with Aurora Softwware LLC, you represent and warrant that you are at least 18 years old and that you have the right, authority and capacity to enter into and abide by the terms and conditions of this Agreement.

 4. Account Registration

By registering for Services and creating an account, you (this includes any agent designated by you operating on your behalf) agree to provide us with complete and accurate information and to keep this information up to date. This may include, but is not limited to, your name, email address, home inspection association affiliation, telephone number, company name, company website, directory listings, social media profiles, and password.

Each individual using the Services is required to have their own unique account.

You are solely responsible for activities that occur under or through your account, including activities initiated by third parties, whether or not such activities are authorized by you. Should you grant a third party to act on your behalf, you shall ensure that third party is bound by, and abides by, the terms of this Agreement. You agree to immediately notify Aurora Softwware LLC of any unauthorized use of your account or any breach of your account security.

Please refer to the Aurora Softwware LLC Privacy Policy for how we store, access, use, and share any information you provide to us.

 5. Subscription Fees & Terms

Aurora Softwware LLC offers a range of subscription tiers or plans within its Services (each a “Plan”).  Each Plan includes a different set of Services that may be provided during the Subscription Period. Your “Subscription Period” may be either monthly, quarterly, annually, or biennially depending on your selection.

You must select a Plan as part of your registration for Services, which may begin as a Free Trial. Each Plan will have a Subscription Period based on the period chosen by you, and shall begin upon your first payment to Aurora Softwware LLC.

Your fees will be determined by the Plan, Service, and Subscription Period you choose, therefore, fees will vary from each individual Subscriber (“Subscription Fees”). You are responsible for the Subscription Fees for the entire Subscription Period chosen. Certain Plans may require a minimum Subscription Period. Certain Plans, like our software plans, are specific to an individual account; it is a violation of this Agreement for the associated account to be shared with multiple individuals.

You can view details of your Plan, including pricing options, Subscription Fees, and the end date of your Subscription Period, by logging into your account on the Aurora Softwware LLC website and clicking on the “Settings” page and selecting “Subscriptions”.

All sales are final for all Services and Plans.  At our discretion, refunds will only be granted within 48 hours in the event of an accidental purchases. Please contact [email protected] in the event you make an accidental purchase.

 6. Billing Policies

You will be billed for the Plan in accordance with your chosen Subscription Period. (i.e., quarterly, monthly, annually or biennally). Subscription Fees for your Plan are billed in advance of the end of your Subscription Period and are automatically deducted the day your subscription renews (see Section 11 for Term and Termination).

No refunds or credits will be provided for partial or unused months or days of any Services left in your Subscription Period in the event your Plan is cancelled.

If you upgrade your Plan, you will immediately be charged for the cost of the upgraded Plan, minus a pro-rated credit to reflect the remaining duration of your Subscription Period. You will be charged the full amount of the new and current Plan, as provided on our Pricing page, beginning with your renewal of your Subscription Period. Downgrades go into effect on the next Subscription Period.

Any special offers or discounts on Services or previous Plans may not apply to a renewed subscription, including automatic renewals.

 7. Free Trial

Your subscription to certain Services may begin with a free trial in which you have access to the Sites and certain Services for a predetermined number of published inspections (“Free Inspections”). Aurora Softwware LLC will provide you with the number of Free Inspections upon registration for your free trial.

If you have not provided billing information and selected a Plan at the conclusion of your Free Inspections, you will still have access to your dashboard and existing reports, but you will lose access to certain Services, including, but not limited to, the home inspection report writer and the ability to create a new report. You will have the ability to enter billing information and subscribe at any time.

A “Completed Inspection” is defined as a completed and delivered inspection report to a customer, by PDF or HTML link, as defined by our database records.

Aurora Softwware LLC reserves the right to modify, extend, shorten, cancel or limit the free trial period without notice at any time.

  8. Changes in Subscription Fees

We reserve the right to change fees for the Sites and Services at any time or charge additional fees or costs.

Changes will be reflected in the first billing cycle that occurs more than thirty (30) days after we provide notice of our new fees or costs. If you have upgraded or downgraded prior to this notice, you will be charged at the then-current rate.

9. Payment of Fees

As an express condition of using Aurora Softwware LLC’s Sites and Services, you agree to pay all Subscription Fees associated with your Plan, including any additional services, and any applicable taxes associated with your Plan and Services. You acknowledge that amounts billed may vary due to promotional offers, changes to account and Pricing structure and changes to associated taxes, and you authorize Aurora Softwware LLC to bill you accordingly. You shall be responsible for all fees incurred under your account regardless of your awareness of such fees or the amounts thereof.

You acknowledge that Aurora Softwware LLC reserves the right to terminate your access to Sites and Services for failure to pay fees associated with your Plan and Services.

 10. Credit Card Payments

All Subscription Fees will be billed to the credit card with which you provide us. You authorize the card issuer to pay any amounts described and agreed upon within your Plan. You acknowledge such charges will continue until the account is terminated or these amounts have been paid in full.

You agree to provide current, complete and accurate billing and credit card information. You agree to promptly update card numbers, expiration dates and billing address to keep your account current and accurate. You must update your card in the event it is lost or stolen.

You authorize Aurora Softwware LLC to send you notifications in the event the card you provide us expires. You acknowledge and agree that Aurora Softwware LLC reserves the right to charge any replacement or renewal card issued to you to the same extent that we charged the expired credit card. If your subscription Plan fees are not paid by your credit card issuer, you agree to pay all amounts agreed to and due immediately. You agree to pay all costs of collection efforts, including attorney fees & costs.

Failure to maintain current, complete, and accurate billing and credit card information may affect your use and access to the Sites and Services.

All subscription fees are collected and distributed through a third-party payment processing service, therefore you may be required to register with a third-party payment processor (“PSP”). Aurora Softwware LLC may replace its PSP without notice to you. Additionally, you may be required to agree to terms of service of the PSP, and go through a vetting process at the request of the PSP to set up their account with the PSP (the “PSP Services Agreement”). By accepting this Agreement, you agree that they have reviewed and agreed to, the PSP Services Agreement. Please note that Aurora Softwware LLC is not a party to the PSP Services Agreement and that you, the PSP and any other parties listed in the PSP Services Agreement are the parties to the PSP Services Agreement and that Aurora Softwware LLC has no obligations, responsibility or liability to you or other party under the PSP Services Agreement. To help prevent fraud and safeguard your information from the risk of unauthorized access, Aurora Softwware LLC and/or the PSP may validate an account before activation.

Aurora Softwware LLC reserves the right, but not the obligation, in its sole discretion, upon request or claim from you, or upon notice of any potential fraud, unauthorized charges or other misuse of the Sites and Services, to (1) place on hold any fees, charges, payment, or (2) refund or provide credits, or arrange for the PSP to do so. Should you have a claim, please contact us at [email protected].

Payment processing services for accounts on Aurora Softwware LLC Payments are provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). By agreeing to these terms or continuing to operate as a user on the Sites, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of Aurora Softwware LLC enabling payment processing services through Stripe, you agree to provide us accurate and complete information about you and your business, and you authorize Aurora Softwware LLC to share it and transaction information related to your use of the payment processing services provided by Stripe.

 11. Term and Termination of Services

At the end of your current Subscription Period, your Plan will automatically renew for a subscription equal to your prior Subscription Period unless you you cancel your subscription in the Sites at least 24 hours prior to the date on which your subscription is set to renew. You can view details of your Plan, including pricing and the end date of your subscription period, by logging into your account on the Aurora Softwware LLC website and clicking on “Subscriptions” from the main dropdown menu.

Your Plan may be cancelled at any time either by: (1) providing Aurora Softwware LLC with email notice ([email protected]) of your desire to cancel your subscription, and such request shall be processed within 30 days from the day of receipt; or (2) cancelling your subscription through the Sites, and such request may take up to 24 hours to process.

Aurora Softwware LLC is not obligated in any way to refund whole or part of your Subscription Fees in the event of termination of your Plan or Services. You will still have access to the Sites and Services you have paid for until the end of your Subscription Period. You may lose access prior to the end of your Subscription Period if your account is not in good standing or you violate any of the terms in this Agreement.

Aurora Softwware LLC Web Hosting Services may be cancelled at any time and will take effect at the end of your current billing cycle.

Aurora Softwware LLC may terminate or limit your right to use the Sites and Services in the event that we are investigating or believe that you have breached any provision of this Agreement, by providing you with written or email notice. Such termination or limitation will be effective immediately upon delivery of such notice.

Aurora Softwware LLC may, at their sole discretion, terminate your right to use the Sites and Services at any time, for any reason.

 12. General Disclaimers

Aurora Softwware LLC is not an inspector, is not in the business of providing inspections, and is not responsible in any way for the provision of inspections offered by Subscribers. Aurora Softwware LLC is merely operating the Sites and Services that helps Subscribers perform inspections. Services are made available solely for your personal, noncommercial use.

SUBSCRIBERS ARE NOT INDEPENDENT CONTRACTORS, EMPLOYEES, PARTNERS, REPRESENTATIVES, AGENTS, JOINT VENTURERS, OR FRANCHISEES OF Aurora Softwware LLC. Aurora Softwware LLC DOES NOT EMPLOY INDIVIDUALS TO PERFORM INSPECTIONS. USERS HEREBY ACKNOWLEDGE THAT Aurora Softwware LLC DOES NOT SUPERVISE, DIRECT, CONTROL OR MONITOR SUBSCRIBERS’ PERSONAL WORK OR INSPECTIONS, AND EXPRESSLY DISCLAIMS ANY RESPONSIBILITY AND LIABILITY FOR THE WORK PERFORMED AND INSPECTIONS IN ANY MANNER, INCLUDING BUT NOT LIMITED TO A WARRANTY OR CONDITION OF GOOD AND WORKMANLIKE SERVICES, WARRANTY OR CONDITION OF QUALITY OR FITNESS FOR A PARTICULAR PURPOSE, OR COMPLIANCE WITH ANY LAW, REGULATION, OR CODE.

Users do not have authority to enter into written or oral contracts, whether implied or express, on behalf of Aurora Softwware LLC.

Aurora Softwware LLC CANNOT GUARANTEE THE ACCURACY OF MATERIAL AND CONTENT PROVIDED THROUGH SITES AND SERVICES. TO THE EXTENT ALLOWED BY APPLICABLE LAW, YOUR EXCLUSIVE REMEDY FOR INACCURATE CONTENT PROVIDED THROUGH THE SITES AND SERVICES IS THAT, UPON NOTIFICATION BY YOU THAT SOME CONTENT IS INACCURATE, WE WILL TAKE REASONABLE STEPS TO INVESTIGATE THE REPORTED INACCURACY TO THE EXTENT REQUIRED BY APPLICABLE LAW, TARIFF, RULE OR REGULATION. BASED ON THE RESULTS OF THE INVESTIGATION WE WILL CORRECT ANY INACCURACY THAT WE DETERMINE EXISTS.

OTHER THAN AS REQUIRED UNDER APPLICABLE LAW REGULATION OR AN EXPRESS WRITTEN AGREEMENT BETWEEN YOU AND Aurora Softwware LLC, Aurora Softwware LLC DOES NOT GUARANTEE THE AVAILABILITY OF SITES OR SERVICES. FOR THOSE REASONS, TO THE EXTENT PERMITTED BY APPLICABLE LAW, Aurora Softwware LLC DISCLAIMS ANY LIABILITY FOR ANY INACCURACIES OR ERRORS IN SITES, SERVICES, OR THE CONTENT PROVIDED RELATED TO SITES AND SERVICES.

  13. Restricted Activities

With respect to your use of the Sites and Services, you agree that you will not:

impersonate any person or entity; stalk, threaten, or otherwise harass any person; violate any law, statute, rule, permit, ordinance or regulation; interfere with or disrupt the Sites or the servers or networks connected to the Sites;

post Information or interact on the Sites in a manner which is fraudulent, libelous, abusive, obscene, profane, sexual in nature, harassing, or illegal; use the Sites or Services in any way that infringes any third party’s rights, including: intellectual property rights, copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy; post, email or otherwise transmit any malicious code, files or programs designed to interrupt, damage, destroy or limit the functionality of any computer software or hardware or telecommunications equipment or surreptitiously intercept or expropriate any system, data or personal information; forge headers or otherwise manipulate identifiers in order to disguise the origin of any information transmitted through the Sites; “frame” or “mirror” any part of the Sites, without our prior written authorization or use meta tags or code or other devices containing any reference to us in order to direct any person to any other website for any purpose; modify, adapt, translate, reverse engineer, decipher, decompile or otherwise disassemble any portion of the Sites or any software used on or for the Sites or Services; rent, lease, lend, sell, redistribute, license or sublicense the Sites or Services or access to any portion of the Sites or Services; use any robot, spider, site search/retrieval application, or other manual or automatic device or process to retrieve, index, scrape, “data mine”, or in any way reproduce or circumvent the navigational structure or presentation of the Sites or its contents; transfer or sell your account, Plan, password and/or identification to any other party discriminate against or harass anyone on the basis of race, national origin, religion, gender, gender identity, physical or mental disability, medical condition, marital status, age or sexual orientation, or cause any third party to engage in the restricted activities above.

 14. Aurora Softwware LLC Intellectual Property

All intellectual property rights in the Sites shall be owned by Aurora Softwware LLC absolutely and in their entirety. These rights include database rights, copyright, design rights (whether registered or unregistered), trademarks (whether registered or unregistered) and other similar rights wherever existing in the world together with the right to apply for protection of the same. All other trademarks, logos, service marks, company or product names set forth in the Sites are the property of their respective owners.

We welcome your comments and feedback regarding the Sites and Services. We do not, however, accept confidential or proprietary information. Accordingly, all comments, feedback, ideas, suggestions, materials, information and other submissions disclosed, submitted or offered to Aurora Softwware LLC or otherwise (collectively, “Comments”) are not confidential and will become and remain Aurora Softwware LLC’s property. The disclosure, submission or offer of any Comments will constitute an assignment to Aurora Softwware LLC of all worldwide rights, titles and interests and goodwill in the Comments without payment of any compensation. Comments submitted by you must not violate any right of any third party, and must not contain any libelous, abusive, obscene or otherwise unlawful material.

If you believe, in good faith, that any materials on the Sites infringe upon your copyrights, please view Section 22 for information on how to make a copyright complaint.

 15. Your Information

Your “Information” is any information you provide, publish or post to or through the Sites or send to other Users. You consent to us using your Information to create an account that will allow you to use the Sites and participate in the Services.

You are solely responsible for your Information and your interactions with Users and other members of the public. We act only as a passive conduit for your online posting of your Information.

You agree to provide and maintain accurate, current and complete information and acknowledge that we, other Users, and other members of the public may rely on your Information as accurate, current and complete. You acknowledge that if your Information is not accurate, current, and complete it may impact your use of the Sites and Services.

You acknowledge and warrant to Aurora Softwware LLC that you (i) own all rights, title and interest in your Information and to the URLs of your website; (ii) own all rights necessary to publish all of the content on or through your website or account.

To enable Aurora Softwware LLC to use your Information for the purposes described in this Agreement, you grant to us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, transferable, sub-licensable (through multiple tiers) right and license to exercise the copyright, publicity, and database rights you have in your Information, and to use, copy, perform, display and distribute such Information to prepare derivative works, or incorporate into other works, such Information, in any media now known or not currently known. Aurora Softwware LLC does not assert any ownership over your Information.

 16. Third Party Websites & Links

Third party websites (“Third Party Websites”) refer to any reference or link to an external website, app, document, resource, quote, advice or recommendation not owned, operated or affiliated with Aurora Softwware LLC or its subsidiaries.

The Services and Sites may contain links to Third Party Websites. Access and use of Third Party Websites is at your own risk, and Aurora Softwware LLC is not responsible for the accuracy or reliability of any information, data, opinions, statements or advice on Third Party Websites that you access from Sites or Services. Third Party Websites are not controlled, owned or operated by Aurora Softwware LLC, and Aurora Softwware LLC is not liable for any damage or losses caused or alleged to be caused by or in connection with reliance or use of any Third Party Website. Any external links to Third Party Websites does not imply an endorsement or recommendation in any way.

 17. Mobile App Store

This section applies to any version of the Sites that you acquire from a mobile application store. This Agreement is entered into between you and Aurora Softwware LLC. Apple Inc., Google, Inc., Microsoft Corporation or BlackBerry Limited, or other similar third-party you use to download the Sites (each a, “Mobile App Store”) are not a party to this Agreement and shall have no obligations with respect to the Sites or Services. Aurora Softwware LLC, not a Mobile App Store, is solely responsible for the Sites and the content thereof as set forth hereunder. However, each Mobile App Store and its subsidiaries are third party beneficiaries of this Agreement. Upon your acceptance of this Agreement, each Mobile App Store shall have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary thereof. This Agreement incorporates by reference each Mobile App Store’s end-user agreements (“End-User Agreements”), for purposes of which, you are “the end-user.” In the event of a conflict in the terms of any of the End-User Agreements and this Agreement, the terms of this Agreement shall control.

 18. User Indemnification

You acknowledge and agree to indemnify and hold Aurora Softwware LLC, its affiliates, and their respective directors, officers, agents, partners, subsidiaries and employees harmless from any loss, liability, claim or demand, including reasonable attorney’s fees, made by any third party due to or arising out of (a) any content appearing or published on your website, (b) your participation in the Sites or Services, (c) any violation of this Agreement by you or third party using your account, (d) the violation, infringement or misappropriation by you, or third party using your account, of any intellectual property or other right of any person or entity, including, but not limited to, trademark, copyright, right of publicity and right of privacy, or (e) any pornographic, hate-related, threatening, libelous, obscene, harassing or otherwise objectionable or offensive material contained in any of your postings or other communications.

 19. Liability Limitations

NEITHER Aurora Softwware LLC NOR ITS AFFILIATED OR RELATED ENTITIES OR ITS VENDORS OR CONTENT PROVIDERS SHALL BE LIABLE TO ANY PERSON OR ENTITY FOR ANY DIRECT OR INDIRECT LOSS, DAMAGE (WHETHER ACTUAL, CONSEQUENTIAL, PUNITIVE, SPECIAL OR OTHERWISE), INJURY, CLAIM, OR LIABILITY OF ANY KIND OR CHARACTER WHATSOEVER BASED UPON OR RESULTING FROM YOUR USE OR INABILITY TO USE THE SITES OR SERVICES, OR ANY INFORMATION OR MATERIALS PROVIDED ON THE SITES OR SERVICES. Aurora Softwware LLC IS NOT LIABLE FOR ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY USER. IF YOU ARE DISSATISFIED WITH THE Aurora Softwware LLC, SITES, SERVICES OR ANY MATERIALS ON THE SITES OR SERVICES, OR WITH THIS AGREEEMENT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING SITES OR SERVICES. THESE LIMITATIONS SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW.|

NOTWITHSTANDING ANYTHING IN THESE TERMS OF USE, TO THE EXTENT Aurora Softwware LLC IS FOUND LIABLE FOR ANYTHING RELATED TO THESE TERMS OF USE OUR TOTAL LIABILITY SHALL NOT EXCEED $1,000.00.

 20. Aurora Softwware LLC Warranties, Limitations & Representations

EXCEPT AS OTHERWISE EXPRESSLY PROVIDED, THE SITES AND SERVICES, INCLUDING BUT NOT LIMITED TO, ALL CONTENTS AND ALL PRODUCTS AND ADDITIONAL SERVICES ARE PROVIDED ON AN ‘AS IS‘ BASIS. Aurora Softwware LLC DISCLAIMS ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Aurora Softwware LLC DOES NOT WARRANT THAT YOUR USE OF THE SITES AND SERVICES WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT THE SITES, SERVICES, OR ITS SERVER ARE FREE OF VIRUSES OR OTHER HARMFUL ELEMENTS. ALTHOUGH Aurora Softwware LLC ENDEAVORS TO PROVIDE ACCURATE INFORMATION, IT DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE ACCURACY OR RELIABILITY OF INFORMATION ON THE SITES OR SERVICES. YOUR USE OF THE SITES AND SERVICES IS AT YOUR OWN RISK

  21. Arbitration

YOU AND Aurora Softwware LLC MUTUALLY AGREE TO WAIVE RESPECTIVE RIGHTS TO RESOLUTION OF DISPUTES IN A COURT OF LAW BY A JUDGE OR JURY AND AGREE TO RESOLVE ANY DISPUTE BY ARBITRATION, AS SET FORTH BELOW.

Except where prohibited, by accessing or using the Sites or Services, you agree that any and all questions, controversies, claims and causes of action arising out of or connected with the construction, validity, interpretation, and enforceability of this Agreement shall be resolved exclusively by means of arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules, in Denver, Colorado, and shall be resolved individually, without resort to any form of class action or representative action, and you agree that you shall not seek to aggregate any claims with other individuals. Judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

Claims shall be heard by a single arbitrator. The place of arbitration shall be Denver, Colorado. The arbitration shall be governed by the laws of the State of Colorado without giving effect to any choice of law or conflict of law rules of the State of Colorado or of any other jurisdiction. Depositions shall be limited to a maximum of three per party and shall be held within twenty days of the making of a request. Additional depositions may be scheduled only with the permission of the arbitrators, and for good cause shown. Each deposition shall be limited to a maximum of seven hours duration. Time is of the essence for any arbitration under these Terms of Use and arbitration hearings shall take place within ninety (90) days of filing and awards rendered within one hundred twenty (120) days. The Arbitrator shall agree to these limits prior to accepting appointment. The arbitrator will have no authority to award punitive or other damages not measured by the prevailing party’s actual damages, except as may be required by statute. The prevailing party shall not be entitled to an award of attorney fees. Except as may be required by law, neither a party nor an arbitrator may disclose the existence, content, or results of any arbitration hereunder without the prior written consent of both parties. The parties agree that failure or refusal of a party to pay its required share of the deposits for arbitrator compensation or administrative charges shall constitute a waiver by that party to present evidence or cross-examine witness. In such event, the other party shall be required to present evidence and legal argument as the arbitrator may require for the making of an award. Such waiver shall not allow for a default judgment against the non-paying party in the absence of evidence presented as provided for above.

 22. Copyright Complaint

In accordance with the Digital Millennium Copyright Act of 1998, Title 17 of the United States Code, Section 512 (“DMCA”), Aurora Softwware LLC will respond promptly to claims of copyright or trademark infringement that are reported to the agent that we have designated to receive notifications of claims infringement (its “Designated Agent”). Our Designated Agent is:[email protected].

If you are a copyright or trademark owner (or authorized to act on behalf of the copyright or trademark owner) and believe that your work’s copyright or trademark has been infringed, please report your notice of infringement to us by providing our Designated Agent with a written notification of claimed infringement that includes substantially the following:

An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;

A description of the copyrighted work that you claim has been infringed upon;

A description of where the material that you claim is infringing is located on the site;

Your address, telephone number, and e-mail address;

A statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law.

Aurora Softwware LLC will investigate notices of copyright and trademark infringement and take appropriate actions under the DMCA. Inquiries that do not follow this procedure may not receive a response.

 23. General

No waiver by Aurora Softwware LLC of any term or condition set out in this Agreement shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Aurora Softwware LLC to assert a right or provision under this Agreements shall not constitute a waiver of such right or provision.

If any provision of this Agreement held to be unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable and if such provision is determined to be invalid or unenforceable nonetheless, the provision shall be deemed to be severable from the remainder of this Agreement and shall not cause the invalidity or unenforceability of the remainder of this Agreement.

Except as provided in Section 21, this Agreement shall be governed by the laws of the State of Colorado without regard to choice of law principles. This choice of law provision is only intended to specify the use of Colorado law to interpret this Agreement and is not intended to create any other substantive right to non-Coloradans to assert claims under Colorado law whether by statute, common law, or otherwise.

This Agreement constitutes the sole and entire agreement between you and Aurora Softwware LLC and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Sites or Services. If you have any questions regarding this Agreement, the Sites, or Services, please contact [email protected].