Terms of Service

ENSOURCED, LLC TERMS OF SERVICE

Last Updated Date: 25 October 2017

WELCOME TO ENSOURCED

Welcome to our website. This website is made available to you by Ensourced, LLC (“us”, “we”, “our”, or “Ensourced”), to allow users to receive information about us, our websites, and our services. We provide services (the “Services”) related to Airbnb® hosted rental properties, which are further described at https://www.ensourced.com (together with any of our other websites, the “Site”).

You should carefully read the following terms of service (the “Terms”), including our Privacy Policy (available at https://www.ensourced.com/privacy), Copyright Policy (available at https://www.ensourced.com/copyright/), and any other policy which references and is incorporated into these Terms, since they will govern your access to, and use of our Site and Services.

By accessing the Site or using any of our Services, you agree to these Terms as a binding legal agreement between you and Ensourced.

CHANGES TO OUR TERMS

We may change these Terms from time to time. We reserve the right, in our sole discretion, to modify, discontinue, or terminate any part of the Site or Services, or to modify these Terms, at any time without prior notification to you.

If we do modify the Terms, we will post a notification of any changes or modifications to these Terms on the Site, or to the email address you use with your account. We will also update the “Last Updated Date” at the top of these Terms.

Except as otherwise stated, by continuing to use or access the Site or Services after we have provided you with notification of changes to our Terms, you agree to be bound by the modified Terms.

If you do not agree with our Terms, you should not visit our Site or use our Services.

KEY TERMS

“Content” means any text, graphics, images, software, audio, video, or other similar information regardless of medium or format.

“Guest” means any person who uses the Services in connection with that person’s rental of a Property from a Host.

“Host” means any person or user of our Services, who is also the owner or authorized tenant of a Property, and who uses the Services in connection with the listing and rental of a Property.

“Property” means any residential or other property that is rented from a Host by a Guest.

“Third-Party Providers” means any third-party service provider, including but not limited to Airbnb®, by or through which Ensourced provides the Services.

ACCOUNTS

Except as otherwise designated, visiting and accessing our Site is free.

However, in order to access certain features of our Services, you may be required to register to create an account (your “Account”).

To complete the registration process, you must provide us with your name and a valid email address and/or phone number. To engage certain Services as a Host, you may need to provide us with additional required information such as your billing address and Property address.

The Services are not meant for persons under the age of 18, or anyone we have previously suspended or terminated from using our Services. If you are not at least 18 years old, your Account will be void. By creating an Account, you represent and warrant that (a) you are least 18 years of age; (b) that you are able to enter into a binding, legal agreement with us; (c) that you have not been previously suspended or terminated from using our Services; and (d) any required registration information you provide is true, accurate, complete, and current.

Pursuant to the Children’s Online Privacy Protection Act, we do not collect any personal information from children who are under 13 years of age.

We reserve the right to suspend or terminate your Account for any reason within our sole discretion, including but not limited to, providing us with false, inaccurate, incomplete, or outdated registration information. You are responsible for updating your Account’s registration information to keep it true, accurate, complete, and current.

If you are issued passwords to access your Account, do not disclose your password to any third-parties. You are responsible for maintaining the security of your passwords. You are solely responsible for your Account and all activity or actions that take place in connection with your Account, whether or not you have authorized them.

If you know or suspect there has been any unauthorized use of your Account, you must report the incident to us immediately by contacting Ensourced support at reachus@ensourced.com.

PRIVACY AND PERSONAL INFORMATION

We treat the privacy of your personal information seriously. Please see our Privacy Policy at https://www.ensourced.com/privacy for information about how we collect and use your personal information.

SOCIAL NETWORKING

In certain circumstances we may enable you to link your Account with your accounts with Third-Party Providers, including social networking services, such as Twitter or Facebook, or on Airbnb (each, an “SNS”).

If you link your Account to an SNS, we may collect personal information such as your name, profile picture, email address which you provided to the SNS, and any other information you make publicly available about yourself through the SNS. We may use any of your SNS account information as part of your Account information, as well as to log you into parts of the Site or to access certain Services.

Check our Privacy Policy for additional information about how we may use your SNS information. By connecting your Account with an SNS, you consent to how we access and use your personal SNS information.

Be advised that any information we collect from an SNS will depend on the privacy settings you set with the SNS. Your ability to connect your Account with an SNS will depend on their terms and conditions of service. Your relationship with any SNS will be governed by their terms and conditions of service.

CONTENT ON THE SITE AND SERVICES

Your License. We grant you a limited, non-exclusive, non-transferable, non-sublicenseable, license to access, view, and print any Content available on the Site or through the Services solely for your personal and non-commercial purposes. You may not use, copy, adapt, modify, prepare derivative works of, distribute, license, sell, transfer, publicly display or perform, transmit, or otherwise exploit any part of the Site or Services, or the Content found therein, except as expressly permitted in these Terms. You receive no other rights or licenses to the Content found on our Site or through the Services except as expressly granted in these Terms.

Your Content. By submitting any Content to us, and subject to these Terms, you grant Ensourced a worldwide, irrevocable, perpetual, non-exclusive, transferable, sublicenseable, and royalty-free license to use, copy, adapt, modify, distribute, license, sell, transfer, publicly display or perform, transmit, and otherwise exploit any Content you post, upload, publish, submit, or transmit to the Site or through the Services (your “User Content”). Except in regards to your Feedback (defined below) to us, we will not have or claim any ownership rights in any of your User Content, and nothing in these Terms restricts any rights that you may have to use or exploit your User Content. However, you are solely responsible for all User Content that you make available through the Site or Services. By submitting any User Content, you represent and warrant that: (a) you are the owner of the Content, or that you have all necessary rights, licenses, consents, or permissions to submit the Content, and to grant the licenses to us under these Terms; and (b) your, our, or other users’ use of your Content will not infringe or violate any third-party’s intellectual property right or right of publicity or privacy, or otherwise violate applicable law.

Links. As a convenience to you, we may provide links to third-party websites or resources which we do not own or control. We will not be responsible or liable for (a) the availability or accuracy of third-party websites or resources; or (ii) the Content, products, or services on or available from third-party websites or resources. Any links to third-party websites or resources provided by us are for your information and convenience only, and does not imply any endorsement or guarantee by us that those websites or resources, or the Content, products, or services available therein are correct or accurate. You agree that it is your sole responsibility to verify the accuracy of any third-party website or resources linked to our Site or Services, or their Content, and that you assume all risk arising from your use of any such websites or resources.

FEEDBACK

If you have any feedback, comments, suggestions for improvements (“Feedback”), you can submit the Feedback to us at reachus@ensourced.com.

Any Feedback you give to us, including any Content you include with the Feedback, will become our sole and exclusive property. By submitting any Feedback to us, you irrevocably assign to Ensourced all of your right, title, and interest in and to the Feedback (including any Content you include with the Feedback), including but not limited to, all worldwide patent rights, copyright rights, trademark rights, trade secret rights, and other proprietary or intellectual property rights therein.

You agree that you will execute all documents and take all reasonable further action, at our sole cost and expense, we reasonably request to assist us to acquire, perfect, and maintain our intellectual property rights and other legal protections for the Feedback.

COPYRIGHT POLICY

Ensourced respects the intellectual property rights of our users and third-parties. We expect you to do the same.

We have adopted a policy to terminate, in appropriate circumstances, users who are repeat infringers.

Please see our Copyright Policy at https://www.ensourced.com/copyright for more information about how we protect copyrighted materials available on our Site or through our Services.

ALL RIGHTS RESERVED

This Site, Services, and all Content made available therein are protected by the patent, copyright, trademark, and other intellectual property laws of the United States and those of similar effect in other countries.

Except as otherwise stated in these Terms, Ensourced and our licensors exclusively own all right, title, and interest in and to the Site and Services, including all associated intellectual property rights.

All trademarks, logos, service marks, trade names, company names or product names displayed through the Site or Services are the property of Ensourced and their respective owners.

You may not remove, alter, or obscure any notice of copyright, trademark, or other proprietary right which are included or placed within the Site, or any Content found therein. Except as otherwise permitted in these Terms or applicable law, you may not use any trademark, logo, service mark, trade name, company name, product name, or domain name without the owner’s express, prior consent.

RULES OF ACCEPTABLE USE

There are specific rules you must follow (these “Rules of Acceptable Use”) as a user of our Site or Services. You agree that you will not do any of the following:

• Create more than one Account (unless we agree otherwise);
• Provide false, fraudulent or misleading registration information for your Account;
• Allow any third-party to use your Account, unless you are a business and the third-party is authorized to access your Account;
• Use, access, or attempt to use or access any of the Services or Site if we have previously suspended or banned you from use or access;
• Engage in any illegal or unlawful conduct in connection with our Services, such as providing any false, fraudulent, or misleading information in connection with a Property;
• Submit any Content unless you are the owner of the Content or have the permission of the Content’s owner, or make any use of Content which infringes or a violates any third-party intellectual property right or right of publicity or privacy;
• Use a third-party trademark, logo, or trade name without the owner’s express, prior consent, or otherwise in any unlawful manner;
• Impersonate or falsely, fraudulently, or misleadingly claim affiliation with any person or entity, including us, another user, or any company or brand;
• Collect or store any personally identifiable information about other users without their express, prior consent;
• Fail to complete or fulfill any transaction you have with another user as a Host or Guest, such as failing to make payment, or making a Property available as promised;
• Take any action to circumvent, reduce, or manipulate any Ensourced fee or commission;
• Harass, annoy, stalk, harm, threaten, intimidate, or otherwise engage in abusive behavior towards others, including sending any unsolicited advertisements, promotional materials, messages, emails, or other solicitations to users;
• Post, submit or contribute any information or commentary about another person through our Site or Services without that person’s permission;
• Engage in any conduct which is defamatory, obscene, pornographic, vulgar or offensive to reasonable community standards;
• Promotes discrimination, bigotry, racism, sexism, hatred, harassment or harm against an individual or group, including engaging in “hate speech”;
• Threaten violence or promote violence or actions that are threatening to others;
• Access, or attempt to access, any portion of the Site, Services, or any Content found therein through the use of any means or mechanisms (including spiders, bots, crawlers, data mining tools and the like) other than the software and functionalities provided by us;
• Use, display, mirror or frame the Site or any individual elements therein which bypasses our architecture and layout of the Site or App;
• Access, tamper with, or use non-public areas of the Site or Services, our computer systems, or our technical delivery systems or our service providers;
• Attempt to probe, scan, or test the vulnerability of any Ensourced system or network or breach any security or authentication measures;
• Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by us or any of our third-party service providers, or any other third-party (including another user) to protect the Site, Services, or the Content found therein;
• Attempt to copy, modify, create a derivative work of, decipher, decompile, disassemble or reverse engineer any of the software, source code, or systems used to provide the Site, Services, or the Content found therein;
• Interfere with, or attempt to interfere with, the access of any user, host or network of the Site or Services, including but not limited to, sending a virus, overloading, flooding, spamming, or mail-bombing the Site or Ensourced system;
• Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
• Use the Site, Services, or the Content found therein for any commercial purpose or for the benefit of any third-party or in any manner not permitted by these Terms;
• Engaging in any other conduct which is reasonably likely to damage Ensourced’s business operations, reputation, or goodwill; or
• Assist any party in doing any of the above.

We reserve the right, but do not have the obligation, to investigate any and all suspected violations of these Rules of Acceptable Use, and to prosecute them to the fullest extent of the law. We may involve, share information with, and cooperate with law enforcement authorities in order to prosecute users who violate these Rules of Acceptable Use.

We reserve the right to immediately suspend or terminate a user’s use or access to the Site or Services, or remove or disable access to any Content uploaded, without prior notice, in addition to all other remedies we may have or deem appropriate, if we suspect there has been a violation of these Rules of Acceptable Use.

OUR SERVICES

We provide our Services to Hosts and Guests for Property reservations through Third-Party Providers such as Airbnb®.

You specifically acknowledge and agree that Ensourced IS NOT A REAL ESTATE AGENT, BROKER, AGENT, OR INSURER, NOR ARE WE A PROVIDER OF TRAVEL SERVICES.

For Hosts. Ensourced provides listing management services, Property consulting, cleaning and maintenance services, and concierge services for Hosts. We assist in creating, managing, and optimizing Hosts’ Airbnb® accounts and listed Properties for rentals, and act on Hosts’ behalf when communicating and servicing Guests’ needs during their rental stays.

Hosts are required to agree to additional terms, conditions, and acknowledgments with us in order to use our Services. Please see our “Hosts’ Policy” which is incorporated into these Terms, at https://www.ensourced.com/host-policy.

For Guests. If you are a Guest at a Property for which we are providing Services, please be advised that we will be communicating with you, coordinating your stay, and otherwise assisting you on the applicable Host’s behalf as the Host’s service provider.

Except as specifically disclosed to you prior to any stay, we are not owned, affiliated with, or under the common control with any Host, and we are not responsible for the quality, condition, suitability, habitability, security, or safety of any Property, or for your injuries or losses as a result of your stay at any Property.

Even if we assisted a Host with any booking reservation, it is the your and the applicable Host’s responsibility regarding any rules or policies (such as “House Rules” and cancellation policies) concerning a Property, injuries or losses on the Property, or for any independent conduct, actions, or dealings with one another concerning a Property reservation.

Third-Party Providers. We are not responsible for Third-Party Providers such as Airbnb, and we will take no responsibility, and do not make any representations, warranties or guarantees concerning your agreements with those Third-Party Providers.

Please consult the following list of Third-Party Providers’ terms and conditions of use and privacy policies which will or may apply in regards to your stay at any Property:

Airbnb: https://www.airbnb.com/terms

Disputes. Although we use our reasonable efforts to make sure that any complaints or issues between a Host and Guest that arise in connection with a Property reservation are satisfactorily resolved, we are not a party to your agreement.

If you have a dispute with either a Host or Guest in connection with a Property reservation which has not been resolved to your satisfaction, you should consult either the other party, or the applicable Third-Party Provider to resolve your dispute.

TERMINATION

You may terminate your account at any time by contacting reachus@ensourced.com from the email address linked to your Account. We reserve the right to suspend, disable, or terminate your Account in the event you breach any of the Terms, such as the Rules of Acceptable Use, without prior notice to you. If we discontinue or withdraw any Services, we will give you reasonable notice so that you can download or recover any of your affected User Content.

You may terminate any Service we provide to you according to the terms and conditions which were agreed upon before engaging the Service.

If your Account or any Services are terminated for any reason other than our undisputed fault or liability, you must stop using the Services we provide. In such an event, termination of your Account will also terminate any and all applicable Services in connection with any pending or ongoing Property reservation. In such an event you will be responsible for performing all Service obligations and be liable for all amounts due to us, other users, or to any Third-Party Provider, at the time your Account or the Service is terminated.

Subject to our Privacy Policy, we will delete your User Content, Account information, and all other information we have stored about you after your Account is terminated.

WARRANTIES

Ensourced is a service provider that provides value-added services to Hosts, and facilitates and coordinates Hosts’ and Guests’ Property transactions on Third-Party Provider platforms. While we make reasonable efforts (a) to ensure any information we communicate to you on the Site or in the performance of our Services is accurate and complete; (b) to help mediate your disputes with other users; (c) to only accept users who agree to our Rules of Acceptable Use; and (d) to perform all Services in a good and workmanlike manner, we cannot guarantee the existence, quality, safety or legality of any Property listing; the truth or accuracy of users’ statements or information; the performance or availability of any third-party websites, products, or services, or the truth or accuracy of any Content or information contained therein; the ability of Hosts to make their Property lawfully available; the ability of Guests to pay for reservations; that a Host or Guest will comply with all applicable law; or that any Property reservation will be dispute or conflict-free.

EXCEPT OTHERWISE EXPRESSLY PROVIDED FOR IN THESE TERMS, THIS SITE, OUR SERVICES, AND ALL CONTENT AVAILABLE THEREIN ARE PROVIDED “AS IS” AND “AS AVAILABLE”, WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, AND TO THE FULLEST EXTENT OF THE LAW, ENSOURCED EXPRESSLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, INCLUDING ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. EXCEPT OTHERWISE EXPRESSLY PROVIDED FOR IN THESE TERMS, ENSOURCED MAKES NO WARRANTY THAT ANY PART OF THE SITE OR SERVICES WE PROVIDE WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. WE MAKE NO WARRANTY REGARDING THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY INFORMATION OR CONTENT AVAILABLE ON THE SITE, OR IN REGARDS TO ANY USER OR PROPERTY.

YOU ARE SOLELY RESPONSIBLE FOR, AND ASSUME ALL RISKS OF, YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS. WE MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND REGARDING HOSTS OR GUESTS OR THEIR CONDUCT. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH THIRD-PARTIES.

LIMITED LIABILITY

IN NO EVENT WILL ENSOURCED, LLC (INCLUDING, FOR THE PURPOSES OF THIS SECTION, ITS AFFILIATES, SUBSIDIARIES, PARENTS, SUCCESSORS AND ASSIGNS, AND EACH OF OUR AND THEIR RESPECTIVE MANAGERS, OFFICERS, EMPLOYEES, AGENTS, AND MEMBERS) BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOST DATA, LOST PROFITS, OR FOR SERVICE INTERRUPTIONS, HOWEVER ARISING, AND WHETHER BASED IN CONTRACT, TORT, OR OTHERWISE, WHICH ARISE OUT OF OR IN CONNECTION WITH THE SITE, SERVICES, OR THESE TERMS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF THE REMEDIES UNDER THESE TERMS FAIL OF THEIR ESSENTIAL PURPOSE.

OUR TOTAL AGGREGATE LIABILITY TO YOU ARISING OUT OF OR IN CONNECTION WITH THE SITE, SERVICES, OR THESE TERMS SHALL NOT EXCEED (A) THE UNDISPUTED AMOUNTS PAID TO US FOR USE OF THE SITE OR SERVICES AS TO WHICH A CLAIM ARISES; OR (B) ONE HUNDRED DOLLARS, WHICHEVER IS GREATEST. ENSOURCED SHALL NOT BE LIABLE TO YOU FOR ANY COMPENSATION, REIMBURSEMENT, OR DAMAGES ARISING IN CONNECTION WITH YOUR INABILITY TO USE THE SITE OR SERVICES, OR ANY CONTENT AVAILABLE THEREIN AS A RESULT OF SUSPENSION OR TERMINATION OF YOUR ACCOUNT OR ACCESS TO THE SITE OR SERVICES, OR FOR ANY UNANTICIPATED OR UNSCHEDULED DOWNTIME, UNAVAILABILITY OR INOPERABILITY OF THE SITE OR SERVICES FROM ANY CAUSE BEYOND OUR REASONABLE CONTROL.

Neither party will have any liability to the other for any failure of performance caused by acts of God, natural disasters, war, acts of terrorism, riots, labor disputes, civil or military authority, or other causes beyond our reasonable control, except for payment obligations.

INDEMNIFICATION OF ENSOURCED

You agree to defend, indemnify, and hold Ensourced, LLC (including for the purposes of this section, our affiliates, subsidiaries, parents, successors and assigns, and each of our respective officers, directors, employees, agents, or shareholders) harmless from any claims, actions, suits, losses, costs, liabilities and expenses, including reasonable attorneys’ fees (each, a “Claim”), relating to, or arising out of, or in any way connected to, your access or use of the Site, Services, or any Content available therein, including but not limited to (a) your breach of these Terms, the Rules of Acceptable Use, or any document or policy incorporated by reference into these Terms; (b) your use or misuse of, or access to, the Services, Content (including any of our Content), or User Content belonging to you or another user; (c) your breach of any terms and conditions with any Third-Party Provider; or (d) any dispute you may have with a Third-Party Provider or third-party to these Terms (including but not limited to, any Host or Guest).

Notwithstanding your obligation to indemnify us, we will have sole control of the defense to any claim brought against us, in which case you agree to assist us and cooperate in the defense to the claim.

Notwithstanding any of the foregoing, you will have no obligation under this section to the extent that any Claim relates, arises, or is otherwise connected to acts or omissions constituting our sole misconduct or negligence.

DISPUTE RESOLUTION

Governing Law. To the fullest extent of applicable law, this “DISPUTE RESOLUTION” section will be governed, interpreted by, and enforced according to the Federal Arbitration Act and federal law.

Informal Resolution. You and Ensourced agree to attempt to resolve any dispute, claim, or controversy arising out of, or relating to these Terms, including its breach, interpretation, or validity, or use of the Site or Services (each, a “Dispute”) by informal resolution. You may contact us at reachus@ensourced.com to bring notice of any Dispute you may have with us.

Binding Arbitration. If you and Ensourced are not able to resolve any Dispute informally, you and we agree that the Dispute will be settled by binding arbitration, except that each party reserves the right to seek injunctive or other equitable relief in any court of competent jurisdiction, without having to post bond therefor, in order to prevent the actual or threatened infringement, misappropriation or violation of a party’s Content or intellectual property rights.

You further acknowledge and agree that you and Ensourced waive the right to a trial by jury, or to participate as a plaintiff or class member in any purported class action or representative proceeding.

Further, unless both you and we otherwise agree in writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” section will be void. Except as provided in the preceding sentence, this “Dispute Resolution” section will survive any termination of these Terms.

Arbitration Rules and Governing Law. The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Commercial Arbitration Rules, or, if the arbitrator deems them applicable, the Consumer Arbitration Rules (the “AAA Rules”) then in effect, except as modified by this “Disputes Resolution” section. A copy of the AAA Rules are available at:

https://www.adr.org/sites/default/files/Commercial%20Rules.pdf; and

https://www.adr.org/sites/default/files/Consumer%20Rules.pdf.

You may receive more information by calling the AAA at 1 (800) 778-7879.

Arbitration Process. A party who desires to initiate arbitration must provide the other party with a written “Demand for Arbitration” as specified in the AAA Rules. The arbitrator will be either a retired judge or an attorney licensed to practice law in the state of Oregon and will be selected by the parties from the AAA’s roster of consumer dispute arbitrators. If the parties are unable to agree upon an arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with the AAA Rules.

Arbitration Location and Procedure. Unless you and Ensourced otherwise agree, the arbitration will be conducted in the county where you reside. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of documents you and we submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the AAA Rules. Subject to the AAA Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.

Arbitrator’s Decision. The arbitrator will render an award within the time frame specified in the AAA Rules. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court of competent jurisdiction. Any arbitrator’s award damages must be consistent with the terms of the “Limitation of Liability” section above as to the types and the amounts of damages for which a party may be held liable. The arbitrator may award declaratory or injunctive relief only in favor of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. The arbitrator will have the right to award attorneys’ fees and expenses to the prevailing party, to the extent provided under applicable law.

Fees. Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA Rules. However, if your claim for damages does not exceed $10,000, we will pay all such fees unless the arbitrator finds that either the substance of your claim or the relief sought in your Demand for Arbitration was frivolous or was brought for an improper purpose.

Changes. Notwithstanding the provisions of the “Changes to our Terms” section above, if we change this “Dispute Resolution” section after the date you first accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by sending us written notice (including by email to reachus@ensourced.com) within 30 days of the effective date of the change, as indicated in the “Last Updated Date” above, or the date of our notice to you of such changes. By rejecting any change, you are agree that you will arbitrate any Dispute according to the “Dispute Resolution” section of these Terms as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).

GOVERNING LAW & JURISDICTION

These Terms and any action arising out of, or related to these Terms will be governed by the laws of the State of Oregon without regard to its conflict of laws provisions, and consistent with the Federal Arbitration Act in regards to the “Dispute Resolution” section above.

You agree to accept the jurisdiction and venue of the state and federal courts located in Portland, Oregon, and each party waives any objection to jurisdiction and venue in such courts. However, if either party seeks injunctive relief to prevent the actual or threatened infringement, misappropriation or violation of its copyrights, trademarks, trade secrets, patents or other intellectual property, such relief may be sought in any court having jurisdiction over the parties.

COMPLETE AND ENTIRE AGREEMENT

These Terms constitute the entire and exclusive understanding and agreement between Ensourced and you regarding its subject matter, and supersede and replace any and all prior oral or written understandings or agreements between Ensourced and you regarding its subject matter.

BINDING EFFECT & ASSIGNMENT

These Terms are binding upon and inure to the benefit of the parties, their respective successors and permitted assigns. The rights granted to you under these Terms are personal, and you may not assign or transfer these Terms or your rights or obligations under these Terms, whether by operation of law or otherwise, without our prior written consent. Any purported assignment or delegation in violation of this section will be null and void. We may assign or transfer these Terms or any of our rights, obligations, or licenses under these Terms at any time in our sole discretion, without restriction and without prior notice to you.

NOTICES

Any notice to you which is related to these Terms may be provided by us to the email address you provided when registering your Account.

You may provide notice to us by emailing us at reachus@ensourced.com from the email address you provided when registering your Account, or by using any functionality we may provide for users to contact us through the App or Site. You may also deliver notice by certified mail or nationally-recognized overnight carrier to us at Ensourced LLC, PO Box 17300, Portland, OR 97217.

Any notices will be deemed effective on the date they are delivered.

WAIVERS

Any failure by Ensourced to enforce any right or any provision of these Terms will not constitute a waiver of our right to future enforcement of that right or provision. Any Ensourced waiver must be made in writing and signed by a duly authorized Ensourced representative.

SEVERABILITY

Except as otherwise stated in these Terms, if a court of competent jurisdiction or the arbitrator to any Dispute finds that any provision of these Terms, or compliance by any of the parties with any of its provisions, is unlawful or unenforceable, the provision will be modified to the extent required to make it lawful and enforceable and effect the intent of the parties. If such modification is not possible, the unlawful or unenforceable provision will be severed from the Terms and the remaining provisions will remain in full force and effect to the maximum extent consistent with applicable law.

QUESTIONS, COMMENTS & SUPPORT

If you have any questions or comments about these Terms, the Site or Services, or our pricing and fees, please email us at reachus@ensourced.com. You can receive our current mailing address and phone number for any questions by emailing Ensourced support.

CALIFORNIA USERS

Under California Civil Code Section 1789.3, California users are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.