TERMS OF SERVICE

These terms govern use like normal terms do. We control these terms, and, as stated in our articles, our members control us.

1. Introduction

These terms are the entire agreement between you and User Cooperative for your use of User Cooperative’s services. Please understand these terms because you agree to them by using our services.

In these terms, “we,” “us,” and “our” refer to User Cooperative, and “service” means our services.

If you are using our services as a representative of a legal entity, like the company you work for, you agree that you can bind that entity to these terms. In that case, “you” and “your” refers to that entity.

We do not allow bots on our services.

Please contact us if you have questions about these terms or if you believe someone is violating them.

We also have a Privacy Policy, which is not part of these terms, but it explains how we collect, store, protect, manage, share, and use your data.

Important

The “conflict resolution” section may significantly affect your legal rights, including your right to file a lawsuit in court. This section has an arbitration clause and a class-action waiver that applies to you, if you are based in the USA.

2. Our Purpose and Business

Our purpose is to be the people’s tech company.

We strive to meet our capital needs through voluntary financial contributions from our members and profits made by our internet technology services for consumers and businesses as they go online. We distribute all of our financial surplus to our members, who own and democratically control us. Membership is free and open to any natural person.

Right now, our services primarily consist of our website, which you can access with a web browser.

Our office is located at:

105 Tierra Vista Drive

Durango, Colorado 81301

3. Age Requirements

By accessing our services, you confirm that you are at least thirteen (13) years old and meet the minimum age of digital consent in your country.

If you are old enough to access our services in your country, but not old enough to consent to these terms, you must have your parent or guardian agree to these terms on your behalf.

If you are a parent or legal guardian, and you allow your teenager to use our services, then these terms also apply to you and you are responsible for your teenager’s activity on our services.

5. Your Account

To access our services, you need to create an account. Right now, our services are basic, and creating an account requires your name and contact information. Later, to access certain services, you may need to add other information to your account.

We assume that you make any communication we received from your account or its associated contact information.

You are responsible for the security of your account, and you agree to contact us immediately if you believe your account has been compromised. If your account is compromised, we may not be able to restore it.

You are also responsible for making sure that the contact information for your account is current and accurate. If you get locked out of your account, we will use the contact information associated with your account to unlock it. You may lose your account if your contact information is outdated or inaccurate.

You agree not to license, sell, or transfer your account without our prior written approval.

7. Software

1. License to Our Software. Our services may allow you to download client software. If you comply with these terms, we grant you a worldwide, non-exclusive, personal, and non-assignable license to download, install, and run that software, solely to access our services.

You may not copy, modify, create derivative works based upon, distribute, sell, lease, or sublicense any of our software or services. You also may not reverse engineer or decompile our software or services, attempt to do so, or assist anyone in doing so, unless you have our written consent or law permits it.

In granting you this license, we keep any intellectual property rights we have in our software and services.

2. Open Source. Our services may include software subject to separate open-source license terms, and your use of those services are subject to your compliance with those license terms.

3. Third-Party Software and Services. Our services may give you to access software and services developed by third parties. It is your choice to use such software and services. Please know that the third party’s terms, not ours, govern your use of their software and services, and we are not responsible for software and services developed by third parties.

8. Payments

1. Overview. You can contribute money to support our services. and you may be able to purchase additional features and products. In these terms, "payment" refers to both contributions and purchases. The following sections apply to any payment you make with us.

2. Age. You must be at least eighteen (18) years old or at least the legal age of majority where you reside. If you are not, you need permission from your parent or guardian to make a payment.

3. Processing Payments. We use third-party payment processors to receive payments.

When you provide us a payment method, you agree that:

The payment information is true and accurate

You are authorized to use that payment method

You will pay by the payment’s due date

We are authorized to charge you using that payment method, including applicable taxes

We may retain that payment’s information and method

Also, when you provide us a payment method, you give us permission to retain and share the related purchase and payment information with financial institutions and our payment processors (“Payment Processors”) in order to process your purchase and provide you with notices and disclosures relating to your purchase.

Processing payments through a Payment Processor will be subject to the terms, conditions, and privacy policies of the Payment Processor in addition to these terms. We use Stripe, Inc. as our Payment Processor. You can access Stripe’s End User Terms of Service and Privacy Policy. We are not responsible for any error or mistake by or between you and the Payment Processor. By choosing to use our services, (a) you agree to pay us through the Payment Processor all charges at the prices then in effect for any use of the Services in accordance with the applicable payment terms, and (b) you authorize us, through the Payment Processor, to charge your chosen payment provider from your account (“Payment Method”). You agree to make payment using one of the selected Payment Methods. We can correct any errors or mistakes that the Payment Processor makes even if it has already requested or received payment.

The payment methods we accept may vary by country or paid service and may change from time to time. We are not responsible for any fees or charges applied by your financial institution or payment method issuer related to our processing your payment. All purchase amounts are payable in United States dollars, unless otherwise specified.

4. Taxes and Fees. You pay all taxes and fees associated with your use of our services. We will charge taxes when we must.

5. Refunds and Exchanges. We do not offer refunds or exchanges.

6. Questions. Please contact us if you have any questions about payments.

9. Acceptable Use of Services

When you use our services, you must comply with these terms, which incorporate our Community Standards, and all applicable laws, rules, and regulations.

Please contact us to report anything that you believe is unacceptable use.

10. Termination of Services

1. Your Right to Terminate. You may stop using our services at any time and for any reason. You may delete your account or disable your account, which restricts the processing of your personal information. However, disabling your account does not terminate this agreement.

2. Our Right to Terminate. We reserve the right to suspend or terminate your account at our discretion, including if

You breach these terms

We need to obey the law

We believe suspension or termination is necessary to prevent harm to you, us, or others

Your account has been inactive for three (3) years

We will give you advance notice if it is reasonable or required by law.

You can contact us to appeal any action we take to enforce these terms.

11. Indemnity

If you are using our services on behalf of a legal entity and not as an individual, then you indemnify and hold User Cooperative and its officers, directors, employees, and agents harmless from and against any claims, liabilities, damages, and costs, including reasonable legal and accounting fees, related to (1) your access to or use of our services, (2) your content, or (3) your violation of these terms.

12. Service “As Is”

This warranty does not affect any legal rights you have as a consumer:

To the fullest extent permitted by law, User Cooperative, its affiliates, and their respective suppliers make no warranties, either express or implied, about our services. Our services are provided “as is.” We also disclaim any implied warranties of merchantability, fitness for a particular purpose, quiet enjoyment, non-infringement, and any warranties arising out of the course of dealing or usage of trade. The laws of certain jurisdictions or states do not allow limitations on implied warranties. To the extent such warranties cannot be disclaimed under the laws of your jurisdiction, we limit the duration and remedies of such warranties to the full extent permissible under those laws.

13. Limitation of Liability

We do not exclude or limit our liability to you where it would be illegal to do so. In countries where the below types of exclusions are not allowed, we are responsible to you only for losses and damages that are a reasonably foreseeable result of our failure to use reasonable care and skill or our breach of our contract with you. This paragraph does not affect consumer rights that cannot be waived or limited by any contract or agreement.

The information presented on or through our services is made available solely for informational purposes. We do not confirm the accuracy, completeness, or usefulness of the information. Any reliance you place on such information is solely at your own risk.

In countries where exclusions or limitations of liability are allowed, neither User Cooperative, its affiliates, nor our suppliers involved in creating, producing, or delivering our services will be liable, to the maximum extent permitted under applicable law, for any incidental, special, exemplary, or consequential damages, or damages for lost profits, lost revenues, lost savings, lost business opportunity, loss of data or goodwill, service interruption, computer damage or system failure, or the cost of substitute services of any kind arising out of or in connection with these terms or from the use of or inability to use the services, whether based on warranty, contract, statute, tort (including negligence), product liability, or any other legal theory, and whether or not User Cooperative or its suppliers have been informed of the possibility of such damage, even if a limited remedy provided in these terms is found to have failed of its essential purpose.

Besides the types of liability we cannot limit by law (as described in this section), User Cooperative limits our liability to you to the greater of (1) the amounts you have paid us in the three months before you first assert a claim or (2) $100 (or the equivalent in your local currency).

User Cooperative is not liable for the conduct or content, whether online or offline, of any user of our services.

The exclusions and limitations of damages set forth above are fundamental elements of the basis of the bargain between you and us. The limitation of liability described above shall apply fully to residents of New Jersey.

14. Conflict Resolution

1. Informal Resolution. You agree to contact us to try to informally resolve a dispute with us before pursuing formal legal action.

If you are a resident of the European Union, you may also be able to submit your complaint to the European Commission’s Online Dispute Resolution (ODR) Platform.

2. Governing Law and Jurisdiction. The Federal Arbitration Act, federal arbitration law, and Colorado law will apply to these terms and any disputes related to them or our services, regardless of conflict of laws rules. Any of these disputes that are not subject to arbitration will be resolved exclusively in the state or federal courts in La Plata County, Colorado. You and User Cooperative both consent to venue and personal jurisdiction in these courts.

3. Agreement to Arbitrate. If you are a resident of the USA, you also agree to the following mandatory arbitration provisions:

You and User Cooperative agree that the U.S. Federal Arbitration Act governs the interpretation and enforcement of these arbitration provisions. Except for the circumstances described below, if we cannot resolve a dispute informally, you and User Cooperative agree to resolve any dispute or claim relating to these terms or our services through final and binding arbitration in the U.S. state where you reside.

4. Arbitration Rules. The arbitration will be conducted by a single arbitrator, governed by these terms and the JAMS Streamlined Arbitration Rules and Procedures, excluding any rules or procedures governing or permitting class or representative actions (“JAMS Rules”). These terms will govern if there is a conflict between these terms and the JAMS Rules. The decision of the arbitrator will be in writing and binding on you and User Cooperative, and judgment to enforce the decision may be entered by any court of competent jurisdiction. You and User Cooperative agree that dispositive motions will be allowed in the arbitration. Except as explicitly set forth in this arbitration section, the arbitrator, and not any federal, state, or local court or agency, will have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability or formation of these terms, including, but not limited to any claim that all or any part of these terms are void or voidable, whether a claim is subject to arbitration, and any dispute regarding the payment of JAMS administrative or arbitrator fees (including the timing of such payments and remedies for nonpayment). The arbitrator must follow these terms and can award the same damages and relief as a court. No arbitration award or decision will have any preclusive effect as to issues or claims in any dispute with anyone who is not a named party to the arbitration. Finally, if User Cooperative’s or your claim is for monetary relief of $10,000 or less and does not request any equitable remedy, the party bringing the claim may, based solely on the documents submitted to the arbitrator, choose whether arbitration will be conducted through a telephonic hearing or by an in-person hearing under the JAMS Rules. The Streamlined Arbitration Rules governing the arbitration may be accessed at https://www.jamsadr.com/ or by calling JAMS at 1-800-352-5267. The parties understand that, absent this mandatory provision, they would have the right to sue in court and have a jury trial. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.

5. Other Remedies. Arbitration means that you waive your right to a jury trial. However, in arbitration you may seek any remedy otherwise available to you pursuant to your state’s law.

6. Arbitration Costs. We will pay the additional cost if the arbitration filing fee exceeds the cost of filing a lawsuit, provided your claim does not exceed $75,000. For claims that do not exceed $75,000, we will also bear the cost of any arbitration fees, unless the arbitrator finds your claims, defenses, or other fee-generating activity to be conducted for an improper purpose or frivolous (under the standard set forth in Federal Rule of Civil Procedure 11). For claims above $75,000, fees and costs will be determined in accordance with JAMS Rules. In all arbitrations, unless otherwise required by law or the JAMS Rules, you are responsible for all other additional arbitration costs incurred, including attorney’s fees and expert witness costs.

7. Opt-Out. You can contact us to decline this agreement to arbitrate with an opt-out notice when you first register your account with us, otherwise you will be bound to arbitrate disputes in accordance with the terms of these paragraphs. If you opt out of these arbitration provisions, we will not be bound by them either.

8. Exceptions. You or User Cooperative may still pursue claims, if they qualify, in small claims court in La Plata County, Colorado, or any U.S. county where you live or work. The small claims court, and not any arbitrator or JAMS, will have the exclusive authority to resolve disputes regarding whether a dispute is properly within the jurisdiction of a small claims court. Additionally, disputes concerning patents, copyrights, moral rights, trademarks, and trade secrets and claims of piracy or unauthorized use of our services will not be subject to arbitration, and the informal notice required by this section will not apply to these disputes.

9. Class Waiver. If you are a U.S. Resident, you and User Cooperative agree that each may bring claims against the other only in our individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding. If this specific paragraph is found unenforceable, then the “agreement to arbitrate” section will be null and void. If there is a final judicial determination that applicable law precludes enforcement of this paragraph’s limitations as to a particular remedy, then that remedy (and only that remedy) must be severed from the arbitration and may be sought in court. The parties agree, however, that any adjudication of remedies not subject to arbitration will be stayed pending the outcome of any arbitrable claims and remedies.

15. Other

You have rights that are guaranteed by law and cannot be limited by these terms.

1. Entire Agreement. These terms are the entire agreement between you and us for your use of our services.

2. Additional Terms. Additional terms will replace these terms to the extent of any conflict.

3. Reporting a Bug or Security Issue. Please contact us to report a bug or a security issue.

4. Export Control. You agree to comply with all applicable import, export, and re-export control laws and restrictions, including but not limited to those of the European Union and its Member States, the U.S. Department of Commerce Export Administration Regulations and economic sanctions maintained by the U.S. Office of Foreign Assets Control, and the International Traffic in Arms Regulations, and will not use the services to cause a violation of such laws or regulations. Further, you represent and warrant that you are not located in North Korea, on any government list of prohibited or restricted parties, or otherwise subject to equivalent restrictions, as specified in the laws and regulations listed above or in your country’s laws. You may not download or use our services if you are located in a country or region subject to USA or EU government embargo unless that use is authorized by the USA and other relevant authorities.

5. Waiver, Severability, and Assignment. If you violate these terms and we do not act, that does not mean we have given up our legal rights.

If any part of these terms is deemed invalid or unenforceable by a decision by any court or competent authority, the rest of these terms will not be affected.

You may not assign these terms to anyone else without our written consent. We may assign our rights to any of our affiliates or subsidiaries, or to any successor in the interest of any business associated with our services.

6. Survival. Any part of these terms that by their nature should survive after termination of these terms will survive.

4. Service Changes and Outages

Service changes and outages happen because of service improvements and other factors, and you may lose your content as a result. You agree that we are not liable for service changes and outages.

16. Updating These Terms

We will update these terms:

In response to changes to our services or business

To obey the law

To prevent abuse on or of our services

We will notify you in advance of any update to these terms.

6. Content

1. Your Content. “Your content” in these terms is everything you upload, post, share, stream, or otherwise add to our services.

You do not have to add content to our services. If you do, you are responsible for making sure that you have the rights to do so and that your content is lawful. We are not responsible for your content and how others use your content.

If you add content to our services, you grant us a license to use any content in which you have intellectual property rights. You do not lose any of your intellectual property rights with this license. This license is nonexclusive, royalty-free, sublicensable, transferable, and worldwide, and it allows us to use your content in the following ways so that we can provide, improve, and promote our services:

Use, copy, store, distribute, run, and communicate your content in ways that are consistent with your service use.

Publish, publicly perform, or publicly display your content if you make it visible to others.

Monitor, modify, translate, reformat, and create derivative works of your content.

Sublicense your content to make our services work like they are supposed to.

We reserve the right to block, remove, or delete your content for any reason, like violating these terms or breaking the law.

We would love feedback from you on any aspect of our services, no matter how small. If you would like to provide feedback, please contact us. When you submit feedback to us, you grant us a non-exclusive, perpetual, irrevocable, transferable license to use your feedback and any ideas generated from it without any restrictions, attribution, or compensation to you.

2. Our Content. Our services include content that is ours. You may use this content in accordance with these terms, but we keep all the intellectual property rights we have in our content.

3. Others’ Content.

(a) Other People’s Content. Our services may enable you to access other people’s content. Other people’s content is theirs, and you may not use it without their permission, or as allowed by law. Other people’s content does not necessarily reflect our views, and we do not endorse or verify the accuracy or reliability of content shared by our users. We cannot prevent you from encountering content that you do not like. You agree that we are not liable for any harm caused by that content. If you encounter other people’s content that you believe violates these terms, please contact us immediately to report it and know that we do not have to act on such reports.

(b) Third-Party Services and Content. Our services may give you access to third-party services and content, but we are not responsible for them.