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E-Commerce of the TorqueForm

Re-Engineering E-Commerce to Empower You

Terms and Conditions

Updated: 10/31/2024

Welcome to the TorqueForm Tribrid (Luxauro, Gold Metal Guild, and TF Empires) (the “Company,” “we,” “us,” “our”), your reliable online marketplace. By using Our Website and its Platform Services, in addition to any Additional Policies that may be applicable to any particular features, Content, and functionality of the Platform Services incorporated into these Terms and Conditions (the “Terms”) by reference, that may be offered by Luxauro, LLC or Goldevine, LLC, ALL VISITORS AND USERS, INCLUDING, BUT NOT LIMITED TO, USERS, MERCHANTS, GMG PROFESSIONALS, AND TF EMPIRES FOUNDERS AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS. THOSE WISHING TO APPLY FOR ANY FORM OF MERCHANT ACCOUNT (WHETHER SELLING OR RENTING A PRODUCT) OR GMG PROFESSIONAL SERVICE PROVIDER ACCOUNT MUST ALSO READ AND AGREE TO BE BOUND BY THE LUXAURO MERCHANT AND GMG PROFESSIONAL TERMS OF USE.

By visiting this site, I confirm that I am a resident of the United States and agree to these Terms, including the Privacy Policy and Cookie Policy. Currently, only U.S. residents are eligible to use this site, and no accounts can be created for non-U.S. residents. Please note that access to this site is currently restricted to U.S. residents only. We are working on expanding our services and will be available for international users soon. We appreciate your patience and understanding as we make these updates.

  1. Definitions
  2. Electronic Communications
  3. Who We Are
  4. Third-Party Merchants
  5. Your Obligations
  6. Our Role
  7. Our Intellectual Property
  8. Your Intellectual Property
  9. Standard Purchasing Procedures
  10. -X-Skyway Metaverse
  11. Reporting Copyright and Other Intellectual Property Violations
  12. Notice
  13. Our Rights Concerning User Accounts; Termination
  14. Payment Services
  15. System Outages and Maintenance
  16. Unsolicited Idea Submissions
  17. Indemnity
  18. Warranty Waiver
  19. Liability Disclaimer
  20. Export Compliance
  21. Waiver and Release (for CA Residents)
  22. Arbitration, Dispute Resolution, and Class Action Waiver
  23. Legal Disputes Not Subject to Arbitration
  24. Force Majeure
  25. Full Agreement Between You and Us
  26. Miscellaneous
  27. Disclaimer

*IMPORTANT NOTICE: AGREEMENT TO ARBITRATION. BY AGREEING TO THESE TERMS, YOU AGREE TO RESOLVE ANY DISPUTES WITH US THROUGH BINDING ARBITRATION AND YOU WAIVE CERTAIN RIGHTS TO PARTICIPATE IN CLASS ACTIONS (AS DETAILED IN THE ARBITRATION, DISPUTE RESOLUTION, AND CLASS ACTION WAIVER IN SECTION 21 BELOW).*

Please read these Terms and Conditions carefully.

Overview

The website(s) of the TorqueForm Tribrid is operated by the Company and offers the information, tools, and service to you in accordance with the terms set out hereunder. Please read these Terms carefully before using the Site or Platform Services, including, without limitation, the Website, and all other websites, apps, and services offered by or through Us pursuant to this Agreement (the “Agreement”) offered by the Company. These Terms may be amended at any point in time at our sole discretion by posting a revised version of these Terms. Unless stated otherwise, any accessing or using of Our Site or continued use of Our Platform Services after the effective date of any revised Terms constitutes Your acceptance of those revised Terms. These Terms constitute a legally binding agreement between You and the Company. If We make any material change to these Terms or any portion thereinOur posting of the revised Terms on Our Websitea notice on Our Site, through the Platform Services, or by other means that We deem appropriate such as an email sent to Your email address that we have on file thirty (30) days before taking effect will serve as adequate notification. If You do not agree to these Terms, You may not access or use the Site or Platform Services. These Terms and Conditions may be translated into other languages and should any conflicts arise between this English version and any translations, the English version shall control. Supplemental terms may apply to the Site or Platform Services. Supplemental terms are in addition to, and shall be deemed a part of the Terms for the purposes of the Site and Platform Services (“Additional Terms”). Supplemental terms shall prevail over these Terms in the event of a conflict with respect to the Site or Platform Services.

Additional Policies

The following policies and guidelines (“Additional Policies”) are incorporated into the Terms by reference.

1. Definitions

  1. Business Suite,” “Suite,” “Office Suite,” “Merchant Suite,” “Professional Suite,” “Store,” or “Storefront” refers to the online store of any Merchant or GMG Professional on the TorqueForm Tribrid Platform in which they can display their Products for sale or rent or their Professional Services for hire;

  2. “Claimant” refers to the person or entity filing a notification of infringement;

  3. Client,” “Customer,” Purchaser,” or “Buyer” refers to anyone who uses Our Site or Platform Services (including in order to contact a GMG Professional) and engages in a transaction with a Merchant, Professional, or Founder on the Site or through the Platform Services;
  4. “Content” refers, without limitation, to any and all software, technology, designs, materials, information, communications, text, graphics, links, electronic art, animations, illustrations, artwork, audio clips, video clips, photos, images, reviews, ideas, and other data or copyrightable materials or Content, including the selection and arrangements thereof offered through Our Site and Platform Services;
  5. Contract” refers to the contract for the sale and purchase of the Goods or the supply and acquisition of the Professional Services on the Site or through the Platform Services;
  6. “Contributors” or “Backers” refers to those Users who pledge to contribute any funds to a Project;
  7. “Contributions” refers to any funds donated to a Project by a Contributor;
  8. Cookie Policy” refers to the Cookie Policy, available at https://Luxauro.com/cookie-policy/ and TF Empires’ Cookie Policy, available at https://TFEmpires.com/cookie-policy/ and incorporated herein by reference;
  9. “Delivery Address” refers to the address stated on the Order;
  10. “DMCA” refers to the Digital Millennium Copyright Act of 1998, including any amendments;
  11. Founder” or “Project Owner” refers to any User who startand subsequently receives approval from Us for a TF Empires Project through Our Site or Platform Services;
  12. “Gold Metal Guild,” or “GMG” refers to the TorqueForm Tribrid platform’s professional network portion of the Site and Platform Services. Gold Metal Guild is a DBA of Luxauro, LLC;
  13. “Gold Metal Guild Services,” “GMG Pro Services,” or “Professional Services” refers to the services that GMG Professionals offer to Users of the TorqueForm Tribrid;
  14. “Gold Seal Specials” refers to the preset Professional Service packages that GMG Professionals can create for Users’ convenience for those Users who prefer a simplified Professional Service package rather than entering into a more unique or tailored service contract with a GMG Professional;
  15. “Goods” refers to the goods (including any installment of the goods or any part of them) described in the Order;
  16. “Infringement” refers to the unauthorized, that is, not permitted use of copyrighted material or other intellectual property rights;
  17. “Intellectual property rights” refers to patents, copyrights, moral rights, trademarks, trade dress, and trade secrets, but not privacy or publicity rights;
  18. “Luxauro” refers to the TorqueForm Tribrid platform’s e-commerce portion of the Site and Platform Services;
  19. Luxauro Charter” or “Charter” refers to any bookable product or service, that is, any product or service that is offered for rent by a Merchant;
  20. “Marks” refers to the trademarks, trade dress, service marks, and logos used and displayed on the Site or through the Platform Services or in any TorqueForm Tribrid Content;
  21. Merchant,” “Vendor,” Seller,” “Service Provider,” “Gold Metal Guild Professional,” “GMG Professional,” “GMG Pro,” “Professional,” or “Pro” refers to any User who has applied for and received approval for a Merchant account on the Luxauro platform. A Merchant is authorized to engage in one or more of the following activities:
    1. Selling products;
    2. Renting products;
    3. Offering Professional Services for hire;
    4. NOTE: GMG Professionals on our Platform include a diverse range of service providers, not all of whom are required to hold professional licenses, certifications, or degrees. While some GMG Professionals may be licensed or certified in their respective fields (e.g., doctors, architects, lawyers), others may perform services that do not require formal licensure or certification (e.g., janitorial services, grocery assistance, cleaning). Users are encouraged to independently verify the qualifications, experience, and suitability of any GMG Professional for the services they seek. The Platform does not verify, endorse, or guarantee the professional qualifications of GMG Professionals unless explicitly stated.

  22. “Order” refers to the Client’s purchase order to which these Terms are annexed;
  23. “PII” refers to personally identifiable information, as that term is defined under all applicable laws;
  24. “Platform Services” or “Platform” refers to the TorqueForm Tribrid Site(s), mobile applications or connected applications and any and all other offerings and services provided on the Site, individually or collectively;
  25. “Price” refers to the price of the Goods or the charge for the Professional Services;
  26. “Privacy Policy” refers to Luxauro’s Privacy Policy, available at https://Luxauro.com/privacy/ or TF Empires’ Privacy Policy, available at https://TFEmpires.com/privacy-policy/ and incorporated herein by reference;
  27. Products” refers to the items that Merchants list for sale on the Site or through the Platform Services;
  28. “Project” refers to a Founder’s fundraising campaign project through Our Site and Platform Services;
  29. “Project Deliverables” refers to crowdfunding Projects’ main item(s) or purpose for which Founders are requesting funding for their Projects. Project Deliverables may or may not be the same as Project Rewards;
  30. “Rewards,” “Benefits,” or “Benefit Packages” refers to the gifts, items, or services offered by Project Owners to their Contributors;
  31. “Specification” refers to any plans, drawings, data, or other information relating to the Goods or Professional Services;
  32. “Submission” refers to any submission, comment, or suggestion on the Site, whether public or private, including, but not limited to, ideas, Products, Professional Services, know-how, concepts, suggested changes, additions, or improvements;
  33. “Terms and Conditions,” “Terms,” or “Agreement” refers to the Terms and Conditions (this agreement) of the TorqueForm Tribrid, Additional Policies, the TorqueForm Tribrid’s Privacy Policy, all applicable laws, and all conditions or policies referenced here;
  34. “TF Empires” refers to the TorqueForm Tribrid platform’s crowdfunding portion of the Site and Platform Services. TF Empires is a DBA of Goldevine, LLC;
  35. “TorqueForm Tribrid,” “TorqueForm,” “Tribrid,” or “Tribrid of the TorqueForm” refers to the website(s) or services of Luxauro, Goldevine, or any of their parents, subsidiaries, DBAs, or affiliates, individually or collectively. The TorqueForm Tribrid consists of the e-commerce services of Luxauro, the capitalized professional networking services of Gold Metal Guild, and the tailored reward-based crowdfunding services of TF Empires. Gold Metal Guild is a DBA of Luxauro, LLC, and TF Empires is a DBA of Goldevine, LLC;
  36. TorqueForm Tribrid Content” refers to Content provided by Luxauro, Goldevine, or any of their parents, subsidiaries, DBAs, or affiliates, individually or collectively, to Users in connection with the Platform Services, including, without limitation, the software, the Products, the Professional Services, the Site, and the Platform Services;
  37. “User,” “You,” or ” Your” refers to Merchants, Gold Metal Guild Professionals, Project Owners, Contributors, any visitor to the Site, or User of the Site or Platform Services, either individually or collectively;
  38. “User Content” refers to any Content that has been uploaded, transmitted, or posted to Our Platform Services by a User, including, but not limited to, User Content in a User profile, Merchant profile or store, GMG Professional profile, or TF Empires Project page;
  39. “Warranty Policy” refers to the Returns, Refunds, and Cancellation Policy and any link or reference to an individual Merchant’s or GMG Professional’s return, refund, and cancellation policy;

  40. “We,” “Our,” “Us,” or “Company” refers to Luxauro, LLC, a Montana limited liability company, (for a non-exhaustive list of business names and trademarks, click here), Goldevine, LLC, a Montana limited liability company, (for a non-exhaustive list of business names and trademarks, click here) together with their parents, subsidiaries, DBAs, affiliates, agents, representatives, consultants, employees, officers, and directors;
  41. “Website” or “Site” refers to any and all website(s) or services of the TorqueForm Tribrid Platform, individually or collectively;
  42. “-X-Skyway” refers to the 3D metaverse platform of the TorqueForm Tribrid. -X-Skyway is a trademark of Luxauro, LLC;
  43. “-X-Skyway Suite” refers to the 3D-modeled store which a User, Merchant, GMG Professional, or TF Empires Founder may purchase in order to display their Products, Professional Services, or TF Empires Project content.

2. Electronic Communications

If and when You use the Site or Platform Services, or send emails, text messages, or any other forms of electronic communications from Your computer or mobile device on the Site or through the Platform Services, You may be communicating with Us electronically. By communicating electronically, You acknowledge and agree to receive communications from Us or other Users electronically including, but not limited to, emails, texts, mobile push notifications, or notifications and messages on the Site or through the Platform Services, such as the built-in User messaging system. These electronic communications may be stored for Your records. You acknowledge and agree that all agreements, notifications, disclosures, and other communications that we provide to You electronically satisfy any legal requirement that such communications be in writing.

3. Who We Are

  1. Luxauro is the online multi-vendor e-commerce marketplace platform of the TorqueForm Tribrid that brings vendors’ products together to Users for sale or rent on the Site and through the Platform Services. This portion of the TorqueForm Tribrid also allows Users to form Merchant accounts in order to market and sell or rent their products to Users on the Site and through the Platform Services.

  1. TF Empires is the online crowdfunding/crowdsourcing platform of the TorqueForm Tribrid that allows Users to support crowdfunding Projects featuring products, designs, services, and more. Our platform also allows Users to source ideas and information from others to help improve the likelihood of Users’ Projects’ successIn addition, Users can add related sub-projects on to their main Project and receive feedback from Users in order to better tailor their main Project and sub-projects to increase their likelihood of success. Project Owners can offer Rewards to their Backers in exchange for funding their Projects.

  1. Gold Metal Guild (GMG) is the professional networking platform of the TorqueForm Tribrid that allows Users to create professional business profiles for themselves along with their associated services to help market themselves and their services to potential customers on the platform. In addition to being able to initiate unique and individually created work contracts, GMG Professionals may also create preset service packages called Gold Seal Specials that Users may easily purchase from GMG Pros.

  1. You acknowledge and agree that the Sites and Platform Services of the TorqueForm Tribrid make up an online marketplace and as such the Company is not responsible or liable for any of the following including, but not limited to, content, data, text, information, usernames, graphics, images, photographs, profiles, audio, video, items, products, services, Projects, Rewards, listings, links or information posted or provided by You, other Users, Merchants, Professionals, Founders, or other third parties on or through the Site or any of the Platform Services. You use the Site and Platform Services at your own risk.

4. Third Party Merchants

Parties unaffiliated with the TorqueForm Tribrid operate stores, sell products or software, offer services for hire, or run crowdfunding campaigns on the Site and through the Platform Services. We may also allow or provide links to the external sites of these third-party affiliates or other certain businesses. If You transact business with any of these third-party businesses or individuals, You are transacting directly with those third-parties and not with the TorqueForm Tribrid. We do not support and we make no endorsementsrepresentations, warranties, or guarantees regarding the truthfulness, accuracy, reliability, validity, quality, safety, morality, or legality of any Product, Merchant, GMG Professional, Professional Service, Project, or User Content on Our Site (or on their websites). We do not investigate or guarantee the truthfulness of any claims made by Users. You acknowledge and agree that You are solely responsible for evaluating the truthfulness of any statement made by any Merchant, GMG Professional, Project Owner, or User before choosing to interact with or transact business with anyone on the Site or through the Platform ServicesYou further acknowledge and agree that We are not responsible or liable for, without limitation, any action, statement, product, service, or content of any third-party on the Site or who makes use of the Platform Services. It is Your sole duty to carefully review the privacy statements and other conditions of use of any third-parties with whom You wish to interact on or off of the Site or through the Platform Services.

5. Your Obligations

We grant You a limited, non-exclusive, non-transferable, and revocable license for the use of Our Platform Services, subject to these Terms, including the following restrictions:

  1. Your Account. In order to make use of many of Our Platform Services, You agree to:

    1. Register and create Your own account with a unique username and password;

    2. Provide Us with accurate and complete information;

    3. Update Your account information as needed in order to keep the information we have on file as accurate and complete as possible;

    4. Not use a false email address;

    5. Not impersonate any person or entity;

    6. Not in any way mislead another including, but not limited to, the origin of content;

    7. Not choose an offensive username; and

    8. Not violate any individual’s rights.

  2. You are solely responsible for maintaining the confidentiality of Your account and for all activities associated with or occurring under Your account.

  3. If You suspect or discover any unauthorized activity on Your account, it is Your responsibility to notify Us immediately by contacting Us at support@Luxauro.com. Be sure to include “URGENT” and Your unique username in the subject of the email to assist our support team in responding quickly to Your inquiry.

    1. BE AWARE: We take no responsibility for any loss or damage arising from Your failure to comply with these requirements or as a result of the use or misuse of Your account with or without Your knowledge or permission.

  4. Users may post, submit, and send User Content through the Platform Services such as reviews, comments, photos, videos, communications, suggestions, ideas, questions, or other information. User Content may not be illegal, obscene, threatening, defamatory, offensive, invasive of privacy, infringing of intellectual property rights (including publicity rights), or otherwise injurious to third parties or objectionable, and must not consist of or contain any software viruses, political campaigning, commercial solicitation, chain letters, mass mailings, or any form of “spam” or unsolicited commercial electronic messages.

  5. Prohibited User Content. For additional product and content guidelines, please see Our “Product and Content Guidelines” page. The following User Content, relative, but not limited, to products, services, activities, Projects, and Rewards, including, but not limited to, any content to which You may link externally on Our Site, are prohibited on Our Site:

    1. Gambling: Lotteries, games of chance, any other forms of gambling, or other forms of Rewards that are not guaranteed, (i.e., raffles, contests, sweepstakes, random drawings, coupons, etc.) or any activity that constitutes gambling under Federal, State, or local law.

    2. Drugs, Nicotine, Tobacco, Vaporizers and Related Paraphernalia, and Alcohol: Drugs, drug paraphernalia, any form of narcotic, nicotine, tobacco, vaporizer or related paraphernalia, or alcohol products, including words, phrases (including slang names), images, or videos depicting any of the above items.

    3. Investments and Profit Sharing: Any form of financial incentives (i.e., prepaid debit cards, bullion, pure cash, Bitcoin, NFTs, and other cryptocurrency), return on investment, Securities Offering (as defined in the Securities Act of 1933) (i.e., notes, stocks, treasury stocks, security futures, security-based swaps, bonds or debentures, etc.), participation in any profit sharing, anything that might be considered an initial coin offering (“ICO”), or any offers of cryptocurrency, NFTs, or any other form of digital asset in token form that could be considered a Securities Offering.

    4. Financial or Credit Services: Any form of financial or credit services, financial intermediaries or cash-equivalent instruments, phone services, or business marketing services.

    5. Offensive, Harassment, and Hate Speech: Anything that may be considered harassment including, but not limited to: abusive images, videos, comments, or messages, cyberbullying, invasion of privacy, promoting or representing any individual, group, or organization that promotes hate or uses hate symbols and/or hate terms on their website, as defined by the Anti Defamation League, sexual harassment, any form of degradation, subjugation, discrimination, objectification, or hatred against individuals or groups based on race, ethnic origin, religion, disability, gender, age, veteran status, sexual orientation, or gender identity.

    6. DISCLAIMER: In addition to these prohbitions, we recognize that certain products or services may necessitate specific restrictions for legal, safety, or operational reasons. Merchants and GMG Professionals on this platform are permitted to enforce minimum requirements, such as age restrictions, qualifications, or certifications, where such limitations are legally mandated or reasonably necessary to ensure the safety and proper use of their Products or Professional Services. These requirements must be clearly communicated in the Product or Professional Service Contract description and must comply with all applicable laws and regulations.

    7. Pornographic and Sexually Explicit Content: Any form of pornography or sexually explicit content, which may include, but is not limited to, sexually explicit videos, links to websites that may contain sexually explicit material, or graphically violent content.

    8. Promotion of Violence: Content that promotes any form of violence.

    9. Firearms and ammunition: Any forms of firearms, ammunition, or gunpowder, or any other forms of weapons and related items that are regulated by government agencies.

    10. Human or Animal Remains

    11. Live Animals

    12. Pharmaceuticals and Medication: any drugs and medication, any item claiming to cure, treat, or prevent an illness or serious medical condition (defined as an illness, injury, impairment, or physical or mental condition that involves either inpatient care in a hospital, hospice, or residential medical care facility, or continuing treatment by a health care provider), any Class III medical devices as defined by the FDA, any products making false or misleading health claims, or being touted as miracle cures, any products with names that are confusingly similar to an approved or unapproved pharmaceutical or supplement or controlled substance.

  6. Any decision that We make regarding prohibited User Content, or any other policy compliance decision, is final.
  7. Termination of Your account. You may request to terminate Your account by contacting Us at https://Luxauro.com/contact/ or https://TFEmpires.com/contact/. Submitting a request to terminate Your account will not automatically delete User Content such as active subscriptions on Your User Account or pledges You have made for any TF Empires Projects(In order to make sure that Your payment method will not be charged for any active subscriptions, You will need to cancel all active subscriptions before You terminate Your account and before the next subscription cycle passes. In order to make sure that Your payment method will not be charged for any pledges made on any TF Empires’ Projects that successfully reach their funding goal, You will need to cancel any pledges at least two (2) days before the Project’s scheduled end date and before You terminate Your account.) For legal purposes or as necessary for Our legitimate business purposes, We may need to retain certain information. These Terms and Conditions, including, but not limited to, our rights to User Content, survive termination of an account.
  8. Age and Residency. Users must be 18 years or older and must be a resident of the United States and its territories in order to create an account on Our Site and make use of Our Platform Services. Any minor between the ages of 13 and 18 who wishes to use Our Platform Services may do so only through an account that is owned by a parent or legal guardian in which the parent or guardian has provided his/her written consent, and only under that parent or guardian’s direct supervision. All account activity that is conducted by a minor is the responsibility of the parent or legal guardian under whose account the minor is accessing and using Our Platform Services.
  9. Compliance with the Law and Our Policies. Users may not:
    1. Take or allow any action that infringes or violates the rights of others;
    2. Violate the law;
    3. Breach any contract or legal duty the User may have toward anyone;
    4. Offer any products for sale, services for hire, or run any Project or offer Project Rewards that are illegal, violate any of Our policies, rules, or guidelines, or violate any applicable law, statute, ordinance, or regulation, including, but not limited to, any intellectual property laws and regulations.
  10. You are responsible for continuously monitoring Our Terms and Conditions as these may be updated from time-to-time at Our sole discretion. Your use of the Site or Platform Services after any update to any of our Terms constitutes Your acceptance of those Terms as updated.
  11. False or Misleading Information. You agree to not post information that You know or suspect to be false, misleading, inaccurate, deceptive, or fraudulent.
  12. Rights of Others. You agree to not:
    1. Threaten, abuse, harass, defame, or engage in behavior that is libelous, tortious, obscene, profane, or invasive of another’s privacy;
    2. Distribute software viruses, trojan horses, malware, ransomware, or any other types of malicious programs or software designed to interfere with, disrupt, steal, scrape, or infect the proper functioning of any software, hardware, or equipment on the Site or the use of the Site by any User;
    3. Distribute any unsolicited or unauthorized advertising or promotional material or communications (i.e., junk mail, spam, or chain letters). You also agree not to run mail lists, listservs, or any kind of autoresponder or spam on or through the Site.
  13. Activities Affecting the Functioning of Our Site. You agree to not:
    1. Attempt to bypass any of the systems or steps that We have implemented in order to secure Our Site or Platform Services;
    2. Take any direct or indirect actions in order to gain unauthorized access to any part of Our system, data, passwords, or any other information or Platform Services of Us or any User on Our Site;
    3. Reverse engineer, design, or take apart any element of Our Site or Platform Services in order to access any underlying information;
    4. Use any kind of software to systematically browse Our Site for the purposes of indexing the contents of Our Site.
    5. Attempt to build a similar service, identify, or poach any of Our Users or publish any performance or benchmark analysis relating to the Site or Platform Services.
  14. Fees. There is no fee for accessing our Site or Platform Services or for creating a User account on Our Site. Users who open a Merchant account to sell or rent their products or a GMG Professional account to offer their Professional Services for hire will be charged a monthly subscription fee in order to have access and the right to sell or rent their products or services on the Site or through the Platform Services (the “Subscription Fee”)(https://luxauro.com/merchant-account-subscriptions/). Founders whose Crowdfunding Projects reach their funding goals are charged a Referral Fee of 4% of the total Contributions they actually raise, not pledged (the “Referral Fee”). In addition, Merchants, GMG Professionals, and Founders may be charged an additional transaction fee by Our third-party payment processor. Transfer fees, or bank delivery fees, may also be applied each time any funds are sent to a User’s bank account. You, as Merchant, GMG Professional, Founder, or User, are solely responsible for, and We will not be held liable for, any and all Fees, including, but not limited to, transfer fees and bank delivery fees that are assessed to Your account. Any and all Fees will be effective on the date that they are posted. The Fees may be updated from time to time. Fees will be charged at the then-current rate. Any outstanding balance (e.g., Subscription Fee, assessed Fees, or charges) that remain unpaid on Your account by the end of the thirty-day (30) grace period will be charged a late fee in addition to the original outstanding balance on Your account.
  15. Waiver. To the fullest extent permitted by law, You waive any and all claims related to, and acknowledge and agree that the TorqueForm Tribrid, including any of the TorqueForm Tribrid’s parents, subsidiaries, affiliates, agents, representatives, consultants, employees, officers, and directors, is not responsible for, (a) any statements, guarantees, representations, or warranties made by you or any third party through the Site or Platform Services, including with respect to any product, service, or expected transactions, and including merchantability, fitness for any particular purposes or any other express or implied warranties; (b) implied warranties based on the transaction process, the performance of the contract, trading practices or course of dealing; or (c) any duties, responsibilities, rights, claims or tort reliefs, whether or not they are due to the TorqueForm Tribrid or any of its affiliates’ negligence.
  16. Returns and Refunds. (See Returns, Refunds, and Cacellations Policy). We are under no obligation to provide any returns, refunds, replacements, compensation of any kind for any lost, stolen, broken, or otherwise undeliverable products, or to become involved in any dispute between any Users, whether or not either User is a Merchant, GMG Pro, Founder, Contributor, or customerAny and all return or refund requests must be directed to the Merchant, GMG Pro, or Founder and handled in accordance with its separate return and refund policy. We are not liable for any returns or refunds, and You should work directly with the Merchant, GMG Pro, or Founder to resolve any return or refund request and the method of return or refund.
  17. Compliance with All Laws and Regulations. You agree to comply with all applicable laws, rules, regulations, ordinances, orders, licenses, permits, judgments, decisions, and other requirements, of any governmental authority, whether domestic, international, federal, state, local or provincial, and whether in effect now or in the future and as may be amended from time to time (“Applicable Laws”) including with respect to e-commerce, privacy, intellectual property, use of the Platform Services, marketing, sale and provision of and any and all statements concerning Your products, store, services, and User Content.
  18. Requests for Information. You agree to respond to any and all requests from Us for information about You or Your User Content. We may, but are not required to, request information from any User in order to investigate any potential breaches of this Agreement. The information that We may request may include, but is not limited to, evidence of any or all of the following:
    1. Source documentation to substantiate the claims, statements, and promises of any User Content; and
    2. Your personal identification information.
  19. Payment of Products or Services. You acknowledge and agree that even after a product or service has been purchased, delays may occur between the date of purchase of said product or service and the shipment, delivery, or completion of said product or service for several reasons including, but not limited to:
    1. Overlooked order;
    2. Product out of stock;
    3. Fraud;
    4. Violation of these Terms or other policies; or
    5. Any other situation giving rise to such delay.
  20. Luxauro and Goldevine, together with their parents, subsidiaries, affiliates, agents, representatives, consultants, employees, officers, and directors, reserve all rights (but is under no obligation) to remove or edit User Content, terminate, suspend, or take any other action related to Your account that We deem necessary. If your account has been terminated or suspended, You may not access Our Site or Platform Services.

6. Our Role

  1. No Endorsement of User Content. We provide the platform for the listing of products, professional profiles and their associated services, and the creation of Projects and interaction of Users. We do not support and we make no endorsements, representations, warranties, or guarantees regarding, without limitation, the truthfulness, accuracy, reliability, validity, quality, safety, morality, or legality of any Product, Merchant, GMG Professional, Professional Service, Founder, Contributor, crowdfunding Project, or User Content on Our Site. We do not investigate or guarantee the truthfulness of any claims made by Users. You, the User, acknowledge and agree that You are solely responsible for evaluating the truthfulness of any and all statements made by Merchants, GMG Professionals, Founders, or Users before choosing to interact with or transact business with anyone on the Site or through the Platform Services.

  2. Removal, Cancellation, and Termination. In Our sole discretion, We reserve the right, without limitation, to removeany User Content, product, store, Professional profile, Professional Service, Project, or to terminate an account that violates Our Terms and Conditions or any other Policy or Platform Service. We may take whatever time and means are necessary in order to investigate whether any such actions are warranted. It is Our sole discretion whether we will discuss the reasons for taking any such action against any User Content, product, store, Professional profile, Professional Service, Project, or account.

  3. Legal Disputes. You, as Merchant, Professional, Founder, Contributor, or User, acknowledge and agree that We will not be a party in any legal disputes between Merchants, Professionals, Founders, Contributors, or Users of this Site and its Platform Services. We have no liability or obligation to investigate, participate, or become involved in any dispute between or among Merchants, Professionals, Founders, Contributors, or Users of this Site and its Platform Services.

  4. Our Assistance. You, as Merchant, Professional, Founder, or User are solely responsible for Your product(s), store(s), Professional profile, Professional Service(s), Project(s), Rewards, and User Content. We may, but are under no obligation to offer additional services, including, but not limited to, assistance with products or stores, Professional profiles or services, drafting Project Content, designing Projects, and referring vendors and other service providers to Founders. Any such services will be subject to a separate agreement between You and Us. Our providing assistance to You shall not relieve You of any of the responsibilities for Your User Content, and You must comply with all of Your obligations under these Terms, Policies, and Platform Services as the sole responsible party for Your User Content.

7. Our Intellectual Property

  1. Our Intellectual Property. All intellectual property rights, including but not limited to copyright, trademark, patent, publicity, moral, database, and/or other intellectual property rights (collectively, “Intellectual Property Rights”) that belong to or are licensed to the Company in the Site and published on it are owned by Us and our licensors. All such rights are reserved.
  2. All content that is made available in or through the Platform Services including, but not limited to, text, graphics, logos, button icons, images, audio clips, video clips, digital downloads, data compilations, software, services, Content, and Marks, is the exclusive property of the TorqueForm Tribrid or its content supplier(s) and is legally protected in a number of ways, including, but not limited to, copyright, trademark, trade dress, service marks, publicity, patent, trade secrets, and/or other U.S. and international intellectual-property laws and may not be used without Our prior written approval.
  3. You acknowledge and agree to respect all copyright and other legal notices, information, and restrictions, whether express or implied, contained in any of Our Content, Platform Services, or Marks accessed through the Site or the Platform Services. You agree not to change, translate, or otherwise create derivative works of the Site or the Platform Services.
  4. Limited User Rights. We grant You a limited, temporary, non-exclusive, non-sublicensable, and non-transferrable license to access and use User Content and Our Content solely for use of the Platform Services in accordance with these Terms, Policies, and Platform Services. You may not reproduce, redistribute, transmit, assign, sell, broadcast, rent, share, lend, modify, adapt, edit, create derivative works, license, or otherwise transfer or use any User Content or Our Content unless We give You express written permission to do so. You also may not share, sell, or otherwise profit, directly or indirectly, from any other User’s non-publicly available User Content. We reserve the right to revoke this limited license to access and use User Content and Our Content at any time and in our sole discretion.
  5. Trademarks. In addition to the above, graphics, logos, page headers, page footers, button icons, scripts, and service names that are included in or made available through any of the Platform Services are trademarks, trade dress, or service marks of the TorqueForm Tribrid. These trademarks, trade dress, and service marks may not be used in connection with any product, service, or in any manner that may disparage or discredit the TorqueForm Tribrid. All other Marks that are not owned by the TorqueForm Tribrid that appear among any of the Platform Services are the property of its respective owners, who may or may not be affiliated with, connected to, or sponsored by the TorqueForm Tribrid.

8. Your Intellectual Property

Your User Content is and remains Your property, however, when You submit Your User Content to the Site or via the Platform Services, You agree to the following terms:

  1. Grant of License. You grant to Us, and others acting on Our behalf, the worldwide, non-exclusive, perpetual, irrevocable, royalty-free, fully sublicensable, transferable right and license for the duration of Your original and derivative intellectual property rights to use, reproduce, modify, adapt, publish, perform, translate, create derivative works from, distribute, display, exercise, commercialize, exploit the copyright, publicity, trademark, patent, database rights, and any and all of Your Intellectual Property Rights for the Platform Services or other products or services, and to sublicense the foregoing rights to Our affiliates and operators of the Company; provided, however, that We will not alter any of Your trademarks from the form provided by You (except to re-size trademarks to the extent necessary for presentation, so long as the relative proportions of such trademarks remain the same) and will comply with Your removal requests as to specific uses of Your content (provided You are unable to do so using standard functionality made available to You via the applicable Site or Platform Services); provided further, however, that nothing in this Agreement will prevent or impair Our right to use Your content without Your consent to the extent that such use is allowable without a license from You or Your Affiliates under applicable Law (e.g., fair use under United States copyright law, referential use under trademark law, or valid license from a third party). You further grant to Us, and others acting on Our behalf, the right to make any and all changes, edits, modifications, translations, formatting, or deletions in regards to Your User Content that we deem necessary at Our sole discretion.

  2. Licensed Content. You acknowledge and agree that:

    1. You either own all intellectual property rights or have a legal license, right, consent, and permission to the intellectual property of all User Content that You submit to Our Site and Platform Services;

    2. You have the legal authority to grant Us a license, and do hereby grant Us such license, to post such User Content on Our Site;

    3. Your User Content does not contain any third-party intellectual property material, or material that is subject to other third-party proprietary rights, unless You have the legal authority in writing to grant Us a license, and do hereby grant Us such license, to post such third-party material on Our Site. In the event that Your User Content does contain any licensed third-party material for which you have been granted such a license, you must provide Us with proof of said license before we will allow Your User Content to be posted to Our Site or Platform Services.

  3. Royalties and License Fees. You agree to pay and keep current any and all royalties and licensing fees that may be due on your User Content and Your use of that Content on Our Site.

  4. Non-Violation of Rights; Submission Responsibility. You acknowledge, represent, and warrant that if We or Our Users make use of Your submission in the permitted ways described in these Terms and Policies, that this will not infringe or violate the rights of any third party, including, but not limited to, any privacy, publicity, copyrights, contractual, any other intellectual property or proprietary rights, or otherwise violate these Terms or applicable law. All User Content submitted to the Site, whether publicly posted or privately transmitted, is the sole responsibility of the person by whom that Content is submitted.

  5. Content Errors. We are not liable for any errors in Your User Content.

  6. User Content Monitoring. We reserve the right but not the obligation to monitor, edit, and/or remove any User Content or activity, which We deem to not meet the standards of the Platform. This can include, but is not limited to, image quality, resolution, etc. We reserve the right to provide a generic placeholder replacement at Our sole discretion.

  7. No Liability. We take no responsibility and assume no liability, and You are solely responsible and assume all liability, for any and all of Your activity and User Content associated with Your account whether posted by You or any third party.

  8. Indemnification. You agree to indemnify and hold Us harmless for any and all claims resulting from or relative to, without limitation, Your activity and User Content including, but not limited to, all costs, fees, expenses, all attorneys’ fees and court costs.

9. Standard Purchasing Procedures

  1. Basis of Purchase
    1. The Order or Contract constitutes an offer by the Client to purchase the Goods from a Merchant or engage the Professional Services of a GMG Professional.
    2. These Standard Purchasing Procedures (Procedures”) shall apply to any Order or Contract to the exclusion of any other terms on which any quotation has been given to the Client or subject to which an Order or Contract is accepted or purported to be accepted by the Merchant or GMG Professional.
    3. The Order or Contract will lapse unless unconditionally accepted by the Merchant or GMG Professional in writing within three (3) days of its start date. Acceptance of the Order or Contract may be made on the Site or through the Platform Services by written acknowledgment of the Order or written agreement by both parties to engage the Professional Services in the Contract, and/or by a confirmation email or other electronic communication, or by shipment of Goods hereunder. If the Merchant or Professional uses its own order acknowledgment or other form to accept the Order or Contract, it is understood that said form shall be used for convenience only and any terms or conditions contained therein inconsistent with or in addition to those contained herein shall be of no force or effect whatsoever between the parties hereto.
    4. No variation to the Order, Contract, or this Section shall be binding unless agreed in writing between the authorized representatives of the Client and the Merchant or GMG Pro.
  2. Specifications
    1. The quantity, quality, and description of the Goods and the Professional Services shall, subject as provided in these Procedures, be as specified in the Order or Contract and/or in any applicable Specification supplied by the manufacturer or supplier of the Goods or GMG Professional of his/her Professional Services.
    2. Any Specification produced by the Merchant or GMG Professional for the Client, in connection with the Order or Contract, together with the copyright, design rights, or any other intellectual property rights in the Specification, shall be the exclusive property of the Merchant or GMG Professional.
    3. Client acknowledges that the Specifications are satisfactory for the Client’s purposes in purchasing the Good or engaging the Professional Services and that the Goods or Professional Services comport to the Specifications.
    4. For certain Goods and Professional Services including, but not limited to, wearable Goods, there may be variances in how the Good appears or behaves when used by the Client, depending not only on the style and fabric, as one example, but also on the Client’s physical attributes, such as personal body size, body shape, limb proportion, and height. Within any applicable categories of Goods or Professional Services that contain such variances and dependencies, neither Merchant nor GMG Professional warrant that the particular Good or Professional Service that is advertised will appear or conform exactly to Client’s expectations.
  3. Prices
    1. The Price of the Goods and the Professional Services shall be as stated in the Order or Contract and, unless otherwise so stated, shall be exclusive of any applicable franchise taxes, sales or use taxes (which shall be payable by the Client), and of all charges for packaging, packing, shipping, carriage, insurance, and delivery of the Goods to the Delivery Address and any duties, imposts, or levies other than value added tax.
    2. The Merchant or GMG Professional shall be responsible for all other taxes, assessments, permits and fees, however designated, that are levied upon the Order or Contract or the Goods or Professional Services, except for taxes based upon the income of the Client.
    3. No increase in the Price may be made (whether on account of increased material, labor, or transport costs, fluctuation in rates of exchange, or otherwise) without the prior consent of the Client in writing.
    4. The Merchant or GMG Professional will give the Client the benefit of any Price reduction occurring before the specified Order delivery date or the actual Order delivery date or the Professional Service Contract start date, whichever is later. The Merchant or GMG Professional warrants that the Price for the Goods or Professional Service is not less favorable than the price currently extended to any other customer of the Merchant or GMG Professional for the same or similar articles in similar quantities or Professional Services.
  4. Terms of Payment
    1. Unless otherwise stated in the Order or Contract, the Client shall pay the Price of the Goods or Professional Services upon placement of the order.
    2. The Client may set off against the Price any special offers or discounts that may be available through Merchant or GMG Professional.
  5. Delivery and Acceptance
    1. In the case of Goods, the Goods shall be delivered to the Delivery Address on the date or within the period stated on the Order. In the case of Professional Services, the completion of the Professional Services shall occur on the date specified within the Professional Services Contract.
    2. Where the date of delivery of the Goods is to be specified after the placing of the Order, the Merchant shall give the Client reasonable notice of the specified date.
    3. If the Goods are to be delivered in installments, the Contract will be treated as a single contract and not severable.
    4. In the case of Goods, unless specified otherwise in writing in regards to a particular Product and the applicable return and refund policy of the Merchant, the Client may reject any Goods delivered which are not in accordance with the Contract, and shall not be deemed to have accepted any Goods until the Client has had a reasonable time to inspect them following delivery or, if later, within a reasonable time after any latent defect in the Goods has become apparent.
    5. In the case of Professional Services, at any point throughout the Contract duration, the Client may bring to the hired GMG Professional any dissatisfaction or complaint that the Client has with the delivered Professional Services within and subject to the scope and terms of the Contract.
    6. After Goods have been delivered to the Client according to the Order or the Professional Services Contract has been fulfilled by the GMG Professional according to the Contract, if the Client does not inform the Merchant or GMG Professional of any defect or complaint in regards to the delivered Goods or Professional Services at any point from the Order date or Contract start date or within a reasonable time period after the Order delivery date or expected Contract completion date (default is seven (7) days unless specified otherwise in the Order or Contract), then the Order or Contract and all parties’ obligations thereunder are deemed to have been satisfied.
  6. Risk of Loss and Passage of Title
    1. Risk of damage to or loss of the Goods shall pass to the Client on shipment to the Client in accordance with the Contract.
    2. Title in the Goods and Professional Services shall pass to the Client when payment has been made and the Goods and Professional Services have been appropriated to the Contract.
  7. Warranties and Liability
    1. NO WARRANTIES, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF MERCHANTABILITY OR WARRANTY OF FITNESS FOR ANY PARTICULAR PURPOSE, HAVE BEEN MADE BY MERCHANT OR GMG PROFESSIONAL IN REFERENCE TO THE GOODS OR PROFESSIONAL SERVICES UNLESS EXPRESSLY INCLUDED IN THIS WRITTEN SALE AGREEMENT BETWEEN CLIENT AND MERCHANT OR GMG PROFESSIONAL.
    2. Neither the Merchant nor GMG Professional nor the Client shall be liable to the other or be deemed to be in breach of the Contract by reason of any delay in performing, or any failure to perform, any of its obligations in relation to the Goods or the Professional Services, if the delay or failure is beyond that party’s reasonable control, that is, Force Majeure (defined below).
  8. Miscellaneous
    1. A notice required or permitted to be given by either party to the other under these Procedures shall be in writing addressed to that other party at its registered office, principal place of business, or such other address as may at the relevant time have been notified under this provision to the party giving the notice, or by means of electronic mail.
    2. No waiver by the Merchant or GMG Professional of any breach of the Contract by the Client shall be considered as a waiver of any subsequent breach of the same or any other provision.
    3. If any provision of these Procedures is held by any court or other competent authority to be invalid or unenforceable in whole or in part, the validity of the other provisions of these Procedures and the remainder of the provision in question shall not be affected.
    4. The Order, the Contract, these Procedures, and any other documents mentioned herein constitute the entire agreement between the parties on this subject. All prior representations or arrangements on this subject matter are superseded by these Procedures.
    5. Any dispute arising under or in connection with these Procedures or the sale of the Goods shall be referred to arbitration by a single arbitrator appointed by and in accordance with the rules of the American Arbitration Association.
    6. The Order, the Contract, and these Procedures shall be construed in accordance with, and all disputes shall be governed by, the laws of the state of Montana, specifically including the provisions of the Uniform Commercial Code as adopted by that state, and the Client agrees to submit to the jurisdiction of the courts of Montana in the event of any proceedings therein in connection herewith.

10. -X-Skyway Metaverse

  1. No Guarantees or Warranties
    1. As the -X-Skyway 3D metaverse Platform is still in development, the Platform which includes, but is not limited to, the -X-Skyway Suites (defined below) and all bonus property claims are subject to change or discontinuation. The Company makes no guarantees, representations, or warranties regarding the rights, ownership, future use, transferability, or retention of claimed digital properties in the Platform. The Platform is offered on an “as-is” and “as-available” basis, without guarantees or warranties of any kind. Users acknowledge that participation in this bonus property claim promotion is for early access and/or beta-testing purposes only and does not convey any actual ownership or legal rights to real property within or outside the Platform. Further, participation in this promotion does not currently confer any immediate ownership or legal rights to virtual property within or outside the Platform. However, any User who successfully makes a valid property claim during this limited-time offer will gain access to a digital property in the Platform upon its full launch of that correlating region, subject to the Company’s sole discretion regarding future terms of use. All claims are subject to modification or revocation at the Company’s sole discretion. The Company reserves the right to modify, suspend, or discontinue this bonus property claim offering at any time without notice.
  2. 3D Modeled Stores (“-X-Skyway Suites”)
    1. -X-Skyway Suites License. Users on the Platform may purchase customizable 3D-modeled stores (“-X-Skyway Suites”). The Company retains full copyright ownership of the 3D models but grants vendors a non-exclusive, revocable license to use their purchased -X-Skyway Suite for business operations on the Platform. If a vendor’s subscription ends, their license to use the -X-Skyway Suite is automatically revoked including access to the -X-Skyway Suite on the -X-Skyway Platform, and the vendor must not attempt to use the 3D -X-Skyway Suite on or off of the Platform. Unauthorized use of the vendor’s -X-Skyway Suite after the vendor’s subscription expires is strictly prohibited and may result in, without limitation, account deletion and legal action. Vendors may regain access to and use of their 3D -X-Skyway Suite on the Platform once they renew and pay for their subscription account plus all unpaid or overdue fees, if any.
    2. Promotional -X-Skyway Suites. Until December 6, 2024, all Luxauro Merchant and Gold Metal Guild paid Subscription Accounts include access to a complimentary 3D -X-Skyway Suite available for digital download.
    3. -X-Skyway Suite Packages. Any User may choose from a range of configurable -X-Skyway Suites that are listed on the Platform for a set list of tiered features with corresponding tiered prices. Any configurable -X-Skyway Suites will be processed and delivered on a first come, first served basis.
    4. Custom Design Work. Any User may purchase a custom-built -X-Skyway Suite. Any -X-Skyway Suites that are custom-built by the Company or its affiliates will be processed and delivered on a first come, first served basis for a custom quoted price. Users have the option to choose from a number of customizable options for their custom-built -X-Skyway Suite. Alternatively, Users may engage the services of Company Affiliates to professionally design their -X-Skyway Suite for a custom quoted price.
    5. Additional Work Requests. Any additional work, edits, remodeling, or any other types of changes, excluding any corrections, requested by Users following the delivery and completion of their -X-Skyway Suite shall be considered outside the scope of the original agreement. Such additional work will require a separate contract with new terms, conditions, and fees, to be agreed upon by both parties prior to commencement of any additional services. The Company is under no obligation to provide additional work unless both parties reach a mutual agreement on the terms, conditions, and fees in a new contract.
    6. Premium Placement. Any Users who purchase an available slot in the “-X-Skyway Emporium” for their -X-Skyway Suites will receive top priority over standard custom-designed -X-Skyway Suites since these are premium locations and there are a limited number of slots in the Emporium.
    7. Approval. All -X-Skyway Suites must abide by the Terms and Conditions of the TorqueForm Tribrid and must first pass approval of the Platform before being published within the -X-Skyway metaverse.
    8. Copyright. The Company retains exclusive copyright over basic and configurable -X-Skyway Suites. While Users may purchase and utilize these -X-Skyway Suites in accordance with the Terms and Conditions of the TorqueForm Tribrid, ownership of the copyright remains with the Platform. Users are granted a limited, non-transferable license to use their -X-Skyway Suite. Users are strictly prohibited from reproducing, distributing, reverse engineering, or creating any derivative works from their -X-Skyway Suites without express permission from the Platform.
  1.  

11. Reporting Copyright and Other Intellectual Property Violations

  1. DMCA Compliance. We comply with intellectual property laws and industry best practices in order to maintain the integrity of Our Site and Platform Services. The Digital Millennium Copyright Act (“DMCA”) determines the procedure for reporting notices of alleged copyright infringement.
  2. Infringement Notifications. In accordance with the DMCA and Our Copyright Policy, We will respond to notices of alleged infringement.
  3. Account Actions. We reserve the right, in our sole discretion, to delete or disable User Content that has been alleged to be infringing, as well as to terminate User accounts that are associated with infringement activities.
  4. Copyright Policy. For further details, or to submit a claim of copyright infringement, please see Our Copyright Policies available at https://Luxauro.com/copyright-dmca-policy/ and https://TFEmpires.com/copyright-dmca-policy/. We will only respond to notices of alleged infringement that are submitted in compliance with Our Copyright Policy.

12. Notice

The Company may give notice by means of a general notice on the Website, electronic mail to your email address in your Account, or by written communication sent to your address as set forth in your Account. You may give notice to the Company by written communication to the Company’s address at Luxauro, P.O. Box 904, Condon, MT 59826.

13. Our Rights Concerning User Accounts; Termination

  1. Account Monitoring. We reserve the right to monitor, terminate, suspend, or delete any User Account at any time in Our sole discretion. We are under no obligation to comment on any reasons for monitoring, terminating, suspending, or deleting an account.
  2. No Liability. We have no liability to You or any third party for any use of the Platform Services associated with Your account. In the event that Your account is suspended or terminated, You must immediately cease all use of the Platform Services and User Content. Your representations and warranties shall survive termination.
  3. Remedies. We reserve the right, in Our sole discretion, to remove, delete, suspend, or terminate, without limitation, any Product listing, Professional Service listing, Project, Reward, User Content, or User Account if it does not comply with these Terms. In the event of termination, We may exercise any of the remedies provided for in these Terms and any remedies available to enforce Our rights under applicable law.

14. Payment Services

Credit/Debit card payment processing services for Our Site and Platform Services are provided by Stripe, Inc. (“Stripe”) and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). As a User of the TorqueForm Tribrid, You acknowledge and agree to be bound by the Stripe Services Agreement, as may be modified by Stripe from time to time. As a condition to Our enabling credit card payment processing services through Stripe, You hereby agree to provide Us with accurate and complete information about Yourself and Your business, and You authorize Us to share any such information with Stripe, as well as transaction information related to Your use of the Stripe payment processing services. In all cases, standard credit card or other third-party processing fees apply in addition to Our Fees. We are not responsible for the performance of any third-party credit card processing or third-party payment services.

15. System Outages and Maintenance

Our Site and/or Our Platform Services may be unavailable for scheduled maintenance and other reasons, which include unplanned outages and other potential malfunctions. We are not responsible if the Site or Platform Services become unavailable, or if You lose any data, information, or User Content for any reason.

16. Unsolicited Idea Submissions

We welcome Submissions from Our Users, however, Your Submissions may be similar or identical to internal Submissions or Submissions that We may receive from other Users or third parties sent to Us via the Site or in any other manner about an idea, product, concept, service, suggested change, addition, improvement, or feature on Our Site (“Unsolicited Idea Submission”). If You send Us an unsolicited Submission, You agree as follows:

  1. All Unsolicited Idea Submissions are non-confidential and non-proprietary and will be treated as such.
  2. By submitting an Unsolicited Idea Submission to Us, You hereby grant Us, without limitation, a perpetual, irrevocable, worldwide, non-exclusive, royalty-free, sublicensable and transferable license to use, reproduce, distribute, sell, exploit, prepare derivative works of, and display the Unsolicited Idea Submission in connection with the Site or Platform Services, and for promoting and redistributing any part or all of the Unsolicited Idea Submission (and any derivative works thereof) in any media formats and through any media channels of Our choosing whether now known or hereafter developed, without payment or accounting for the Unsolicited Idea Submission; and
  3. We are under no obligation to evaluate, review, or use any Unsolicited Idea Submission.

17. Indemnity

As a User of Our Site and Platform Services, You agree to defend, indemnify, and hold harmless Us, Our parents, subsidiaries, DBAs, and affiliated companies, and Our officers, directors, employees, partners, contractors, representatives, agents, and third-party providers from and against any and all claims, causes of action, damages, obligations, losses, liabilities, costs or debt, and expenses (including reasonable attorneys’ fees and costs) and all amounts paid in settlement arising from or relating to: 1) Your use or misuse of the Site or Platform Services; 2) Your breach of these Terms; 3) Your violation of any applicable laws; or 4) any intentional, negligent, illegal, or otherwise wrongful actions, errors, or omissions by any User, Merchant, Professional service provider, or Founder from whom You purchase, rent, or obtain any product, service, reward, or project deliverable through the Site or Platform Services, including, but not limited to, claims of negligence, mistake, malpractice, or any other form of liability including, but not limited to, injuries, damages, or losses arising from the use, rental, or consumption of Products or Professional Services offered through the Platform Services. We reserve the right, in Our sole discretion and at Our own expense, to assume the exclusive defense and control of any matter for which You have agreed to indemnify Us, and You agree to assist and cooperate with Us as reasonably required in the defense or settlement of any such matters.

18. Warranty Waiver

THE TORQUEFORM TRIBRID HAS NO FIDUCIARY DUTY TO ANY USER. THE PLATFORM SERVICES, TORQUEFORM TRIBRID CONTENT, USER CONTENT, AND ANY OTHER MATERIALS MADE AVAILABLE OR THROUGH THE USE OF THE SITE OR PLATFORM SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, NONINFRINGEMENT OR COURSE OF PERFORMANCE. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, THE TORQUEFORM TRIBRID AND ITS PARENTS, SUBSIDIARIES, ASSUMED BUSINESS NAMES, AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS, AND AGENTS, DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, ACCURACY, MERCHANTABILITY AND FITNESS FOR ANY PARTICULAR PURPOSE, AND ANY WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. THE TORQUEFORM TRIBRID AND ITS PARENTS, SUBSIDIARIES, ASSUMED BUSINESS NAMES, AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS, AND AGENTS MAKE NO REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, OR AVAILABILITY OF THE SITE OR THAT YOUR USE OF THE PLATFORM SERVICES WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE PLATFORM SERVICES OR THE SERVER(S) ON WHICH THE PLATFORM SERVICES ARE HOSTED, OR ANY SERVICES AVAILABLE ON ANY THIRD PARTY PLATFORM ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. NO OPINION, ADVICE OR STATEMENT OF THE TORQUEFORM TRIBRID OR ITS PARENTS, SUBSIDIARIES, ASSUMED BUSINESS NAMES, AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS, AGENTS, MEMBERS OR VISITORS, WHETHER EXPRESS OR IMPLIED, WHETHER MADE THROUGH THE USE OF THE PLATFORM SERVICES, OR ON THIRD-PARTY PLATFORMS OR OTHERWISE, SHALL CREATE ANY WARRANTY. YOUR USE OF THE PLATFORM SERVICES OR GOOD OR SERVICE REQUESTED IN CONNECTION THEREWITH, INCLUDING, WITHOUT LIMITATION, ANY SERVICES PROVIDED ON ANY THIRD-PARTY PLATFORM, ARE ENTIRELY AT YOUR OWN RISK TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW.

19. Liability Disclaimer

  1. Risk of Use. We do not support and we make no endorsements, representations, warranties, or guarantees regarding the truthfulness, accuracy, reliability, validity, quality, safety, morality, or legality of any product, store, Professional Service, profile, Project, Reward, the fulfillment or the performance of any Reward, Contribution, that Contributions will be used as described in the Project, or User Content posted on the Site or through the Platform Services. We do not control or endorse any User Content posted on the Site or through any of the Platform Services. Any User Content that is posted on the Site or through the Platform Services represents the views of the person sharing the Content and not the views of the TorqueForm Tribrid. We are not liable for any damages or losses related to Your use or misuse of the Site or Platform Services. We will not become involved in any dispute between Users, Merchants, Founders, Contributors, Professionals, or between Users and any third party relating to the use of the Site or Platform Services.
  2. Release of Claims. By using Our Site and/or Platform Services, You release Us from all claims, damages, and demands of every kind – known and unknown, suspected or unsuspected, disclosed or undisclosed – arising out of or related to the Site and Platform Services. All User Content that You access or use through the Site or Platform Services is entirely at Your own risk. You are solely responsible for any resulting damage or loss to any party.
  3. YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SITE AND PLATFORM SERVICES AND USER CONTENT, AND ANY CONTACT YOU HAVE WITH USERS, MERCHANTS, PROFESSIONALS, PROJECT OWNERS, CONTRIBUTORS, OR THIRD PARTIES, WHETHER IN PERSON OR ONLINE, REMAINS WITH YOU. NEITHER THE TORQUEFORM TRIBRID, ITS PARENTS, SUBSIDIARIES, AFFILIATED COMPANIES, ITS OFFICERS, DIRECTORS, EMPLOYEES, PARTNERS, CONTRACTORS, REPRESENTATIVES, AGENTS, NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SITE OR PLATFORM SERVICES WILL BE LIABLE (WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE TORQUEFORM TRIBRID HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE) FOR: (A) ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, LOSS OF DATA, OR LOSS OF GOODWILL; (B) SERVICE INTERRUPTION, COMPUTER DAMAGE, OR SYSTEM FAILURE; (C) THE COST OF SUBSTITUTE PRODUCTS OR SERVICES; (D) ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS; (E) THE USE OF OR INABILITY TO USE THE SITE OR PLATFORM SERVICES; (F) ANY COMMUNICATIONS OR OTHER INTERACTIONS WITH OTHER USERS, MERCHANTS, PROFESSIONALS, FOUNDERS, CONTRIBUTORS, OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SITE AND PLATFORM SERVICES; OR (G) YOUR USER CONTENT, YOUR PRODUCTS, YOUR PROFESSIONAL SERVICES, YOUR PROJECTS OR CONTRIBUTIONS.

IN NO EVENT SHALL THE TOTAL, AGGREGATE LIABILITY OF THE TORQUEFORM TRIBRID AND ITS PARENTS, SUBSIDIARIES, AND AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS, ARISING FROM OR RELATING TO THE TERMS, PLATFORM SERVICES, OR USER CONTENT, OR FROM THE USE OF OR INABILITY TO USE THE SITE OR PLATFORM SERVICES EXCEED THE TOTAL AMOUNT OF FEES ACTUALLY PAID TO THE TORQUEFORM TRIBRID BY YOU HEREUNDER, OR ONE HUNDRED US DOLLARS IF NO SUCH PAYMENTS HAVE BEEN MADE.

SOME OR ALL OF THE DISCLAIMERS AND LIMITATIONS IN THIS SECTION MAY NOT APPLY TO YOU, BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW DISCLAIMERS OR LIMITATIONS OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES.

20. Export Compliance

  1. You acknowledge and agree to comply with all applicable import, re-import, export, and re-export control laws, restrictions, and regulations that may apply to goods, software, technology, and services, including:
    1. The Export Administration Regulations;
    2. The International Traffic in Arms Regulations (ITAR); and
    3. Country-specific economic sanctions programs implemented by the Office of Foreign Assets Control (OFAC).
  2. You will not use any of the TorqueForm Tribrid’s Site or Platform Services if You are a Specially Designated National (SDN), a member of a sanctioned country according to the OFAC, or the subject of U.S. sanctions or of sanctions consistent with U.S. laws imposed by the governments of the country in which you are using Our Site or Platform Services.
  3. For clarity, You are solely responsible for compliance related to the manner in which You use any third-party products or services funded through the website. Further, pursuant to 15 C.F.R. §758.6(a)(1), You are hereby advised that for any items that are physically shipped to You, the items are controlled by the U.S. Government and authorized for export only to the country of ultimate destination for use by the ultimate consignee or end-user(s) herein identified. You may not resell, transfer, or otherwise dispose of, to any other country or to any person other than the authorized ultimate consignee or end-user(s), either in their original form or after being incorporated into other items, without first obtaining approval from the U.S. government, or as otherwise authorized by U.S. law and regulations.
  4. You agree to indemnify the TorqueForm Tribrid, its parents, subsidiaries, affiliates, agents, representatives, consultants, employees, officers, and directors for any penalties, fines, attorneys’ fees and other amounts that may be incurred by Us that arise out of or are related to Your failure to comply with this Section.

21. Waiver and Release (for CA Residents)

California residents must, as a condition of this Agreement, waive the applicability of California Civil Code Section 1542 for unknown claims, which states: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.” You waive this section of the California Civil Code and any similar provision in law, regulation or code that has the same effect or intent as the foregoing release.

22. Arbitration, Dispute Resolution, and Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

  1. You and We acknowledge and agree that this arbitration undertaking is made pursuant to or in connection with a transaction involving interstate commerce and shall be governed by and construed and interpreted in accordance with the Federal Arbitration Act (9 U.S.C. Section 1, et seq.), and that the Federal Arbitration Act governs the interpretation and enforcement of these arbitration provisions. It is the intent of the parties that the FAA and AAA Rules shall preempt all state laws to the fullest extent permitted by law. If the FAA and AAA Rules are found to not apply to any issue that arises under this arbitration agreement or the enforcement thereof, then that issue shall be resolved under the laws of the State of Montana. This Section is intended to be interpreted broadly and governs any and all disputes between You and Us, including, but not limited to, claims arising out of or relating to any aspect of the relationship between You and Us, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory; claims that arose before these Terms or any prior agreement (including, but not limited to, claims related to interactions between Merchants, Professionals, Project Owners, Contributors, Users, and third parties); and claims that may arise after the termination of these Terms. The only disputes excluded from this Section are the litigation of certain intellectual property and small court claims, as provided below.
  2. By agreeing to these Terms, You acknowledge and agree that You will resolve any and all disputes with Us as follows:
    1. Pre-Arbitration Dispute Resolution. For any and all disputes, claims, or controversies You may have against Us (“Disputes”), whether pursued in court or arbitration, You must first give Us an opportunity to resolve the Dispute informally by contacting Us through this link https://Luxauro.com/contact or https://TFEmpires.com/contact with the following information:
      1. Your name and email address;
      2. A brief written description of Your claim; and
      3. A brief description of the specific relief that You are seeking.
    2. If we do not resolve the Dispute within forty-five (45) days after receiving Your notification, then You may pursue resolution of the Dispute in arbitration. You may pursue Your Dispute in a court only under the circumstances described below.
    3. Arbitration Procedures:
      1. If the Dispute has not been resolved and is not subject to the exclusions provided above, then either party may initiate binding arbitration as the sole means to resolve all Disputes, subject to the terms set forth below.
      2. All Disputes shall be resolved in accordance with the Rules and Procedures of the American Arbitration Association.
      3. To initiate an arbitration, You must do the following:
        1. File a Demand for Arbitration with the American Arbitration Association;
        2. Pay the administrative filing fee; and
        3. Provide a copy of the applicable arbitration agreement from the parties’ contract which provides for arbitration.
      4. Location of Arbitration: The arbitration shall be initiated in Helena, Montana Either party may ask that the arbitration including the hearings, arguments, and all conferences be conducted telephonically or by video conference.
      5. Exclusivity of Arbitration. The arbitrator, and not any federal, state, or local court or agency, shall possess the exclusive authority in resolving any and all disputes that may arise out of or relate to the interpretation, applicability, enforceability, or formation of these Terms, Additional Policies, or the Privacy Policy, including, but not limited to, any claim that all or any part of these Terms, Additional Policies, or Privacy Policy is void or voidable, whether a claim is subject to arbitration, or the question of waiver by litigation conduct. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitrators’ award shall be written and shall be binding on the parties and may be entered in any court with jurisdiction.
    4. Should the provisions of this arbitration agreement be amended after the first date in which you use the Application then you may reject the amendment by sending us a message at https://luxauro.com/contact/ or https://tfempires.com/contact/, accordingly, these Terms will continue to be arbitrated by the same rules as when you first used the Application.
    5. The parties understand that, absent this mandatory arbitration 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.
  3. CLASS ACTION WAIVER: The parties agree that the arbitration shall be conducted in their individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. THIS MEANS THAT YOU AND THE TORQUEFORM TRIBRID ACKNOWLEDGE AND AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A LEAD OR REPRESENTATIVE CLASS PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. HOWEVER, THE PARTIES EXPRESSLY AGREE THAT SEPARATE INDIVIDUAL ARBITRATIONS SHALL BE CONSOLIDATED, UPON REQUEST BY EITHER PARTY, IF SUCH SEPARATE INDIVIDUAL ARBITRATIONS RELATE TO OR ARISE OUT OF THE SAME OR SUBSTANTIALLY THE SAME TRANSACTION(S) OR OCCURRENCE(S). CONSOLIDATION MEANS THAT ANY AND ALL SEPARATELY INITIATED ARBITRATIONS THAT RELATE TO OR ARISE OUT OF THE SAME OR SUBSTANTIALLY THE SAME TRANSACTION(S) OR OCCURRENCE(S) ARE ALL HEARD IN A SINGLE ARBITRATION. IF EITHER PARTY REQUESTS CONSOLIDATION OF MULTIPLE ARBITRATIONS, THEN THE PARTIES TO THE CONSOLIDATED CASE(S) WILL BE DEEMED TO HAVE WAIVED THEIR RIGHT TO DESIGNATE AN ARBITRATOR AS WELL AS ANY CONTRACTUAL PROVISION WITH RESPECT TO THE SITE OF THE ARBITRATION.
  4. THE FOLLOWING FACTORS MAY BE CONSIDERED IN REQUESTING A CONSOLIDATION OF ARBITRATIONS:
    1. The arbitrations have a common question of law or fact;
    2. The issues in the multiple arbitrations are largely identical;
    3. There are common claims, disputes, defenses, and relationships between or among the parties in the different arbitrations;
    4. One or more parties is named in multiple pending arbitrations;
    5. The arbitrations relate to the same issue featured on Our platform;
    6. Consolidation will save time and resources;
    7. One party will be seriously prejudiced by having multiple arbitrations heard separately.
  5. By agreeing to Our Terms, You waive Your right to a trial by jury or to participate in a class action. We also waive these rights.
  6. Exclusions from Arbitration: Notwithstanding the parties’ agreement to resolve Disputes through arbitration, either party may (1) bring enforcement actions, validity determinations or claims arising from or relating to misuse, infringement, or misappropriation of intellectual property theft, piracy, or unauthorized use of intellectual property in state or federal court or in the U.S. Patent and Trademark Office to protect its intellectual property rights; and/or (2) seek relief in a small claims court for disputes or claims within the scope of that court’s jurisdiction.
  7. Thirty-Day (30) Right to Opt-Out: Users may choose to opt out in order to not be bound by the arbitration and class action waiver provisions that are described above by sending an email from your registered email address on the TorqueForm Tribrid to Us at https://Luxaruo.com/contact/ or https://TFEmpires.com/contact/ with the subject line, “ARBITRATION AND CLASS ACTION WAIVER OPT-OUT.” Your opt-out email must contain the required language and must be sent to Us within thirty (30) days of the later of: (i) the creation of Your User account or Your first transaction on the TorqueForm Tribrid; or (ii) the date of Our notifying you through email of a material change to this Section. If You choose to opt out of the arbitration and class action waiver provision, You will have the ability to pursue any potential claims in a court of law and you can participate in a class action or other class proceeding. If Your email expressing Your desire to opt out is improperly filled out or is missing necessary information, then You must arbitrate. If You do choose to opt out of the arbitration and class action waiver provisions, We also will not be subject to these provisions in regards to any disputes with You.
  8. Severability: If any part of this Dispute Resolution, Arbitration and Class Action Waiver Section is deemed invalid or unenforceable, then that part will be removed from these Terms and/or will be considered changed, only to the amount required to make it compliant with the law. Any invalidity will not affect the enforceability of any of the other remaining valid and enforceable provisions of these Terms. To make the modification of this part, the part will be considered deleted, added to, and/or rewritten, and the parties’ intentions as expressed in these Terms will be preserved as much as possible.
  9. Choice of Law: The Terms and the relationship established between You and Us shall be governed in all respects by the laws of the State of Montana, without regard to any conflict of law provisions. This “Arbitration, Dispute Resolution, and Class Action Waiver” section survives any termination of Your account, these Terms, or the Platform Services.

23. Legal Disputes Not Subject to Arbitration

We are based in Montana. For any action not subject to arbitration, You and We agree to submit to the personal jurisdiction of a state court located in Helena, Montana or the United States District Court for the District of Montana. The Terms and the relationship between You and Us shall be governed in all respects by the laws of the State of Montana, without regard to its conflict of law provisions. Notwithstanding any provision of these Terms and Conditions to the contrary, nothing in this Agreement is intended to limit or waive any rights that you may have under local consumer protection laws, to the extent such rights cannot be waived by contract. In cases where local consumer protection laws conflict with the Terms herein, the provisions of the local consumer protection laws shall prevail to the extent of the inconsistency.

24. Force Majeure

The Company will not be held liable for any loss or damage of the Users due to Force Majeure. A “Force Majeure Event” for the purposes of these Terms shall mean any event that is beyond the control of the Company and shall include, without limitation, sabotage, fire, flood, explosion, acts of God, civil commotion, strikes or industrial action of any kind, riots, insurrection, war, acts of government, computer hacking, unauthorized access to computer data and storage device, computer virus’ breach of security and encryption or any other cause or event that is beyond the control of the Company.

25. Full Agreement between You and Us

These Terms constitute the entire agreement between You and The TorqueForm Tribrid with respect to the Site and Platform Services. These Terms supersede any and all prior or simultaneous agreement, terms, negotiations, communications, or proposals whether written, oral, electronic, or whether established by custom, practice, policy, or precedent, between the parties hereto with respect to the Site and Platform Services and govern Our relationship. Except as otherwise provided for herein, any waiver, modification, or amendment of any provision of this Agreement will be effective only if in writing and signed by the parties herein.

26. Miscellaneous

  1. Invalidity. If any provision of these Terms is deemed to be unenforceable or invalid by a court of competent jurisdiction, the unenforceability or invalidity of such provision shall have no effect on the enforceability or validity of the remaining provisions of this Agreement, and in such event, such provision will be changed and interpreted so as to best accomplish the objectives of such unenforceable or invalid provision within the limits of applicable law or applicable court decision, and the remaining provisions of these Terms shall retain their full force and effect.
  2. Non-Waiver. No waiver of any provision of these Terms shall be deemed a further or continuing waiver of such term or any other term, and Our failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.
  3. No Assignment. User may not assign this Agreement without the prior written consent of the Company.
  4. Modification and Discontinuance. We may modify or discontinue the Platform Services at any time, in our sole discretion.
  5. No Third-Party Beneficiaries. You agree that, except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to these Terms.
  6. Headings. The headings and Sections numbers are for convenience purposes only and do not affect the interpretation of the substance of the Terms.
  7. Definitions and Usage. For the purposes of these Terms and Conditions, all defined terms shall have the meanings set forth herein, regardless of whether they are capitalized or not. Any reference to a defined term in the singular form shall include the plural form and vice versa, unless the context clearly indicates otherwise. Variations in capitalization or number shall not affect the meaning of the defined terms.
  8. Independent Contractors. Neither party nor their employees, consultants, contractors or agents are agents, employees or joint ventures of the other party, and they do not have any authority to bind the other party by contract or otherwise to any obligation. Each party shall ensure that the foregoing persons shall not represent to the contrary, either expressly, implicitly, by appearance or otherwise.
  9. Non-Disparagement; Publicity. During the term of the Agreement, neither party will disparage the other party or the other party’s trademarks, websites, products or services, or display any such items in a derogatory or negative manner on any web site or in any public forum or press release. Unless otherwise stated herein, neither party shall issue a press release or otherwise advertise, make a public statement or disclose to any third party information pertaining to the relationship arising under this Agreement, the existence or terms of the Agreement, the underlying transactions between the Company and Merchant or GMG Professional, or referring to the other party in relation to the Agreement without the other party’s prior written approval.
  10. Costs. Except as expressly stated in the Agreement, each party shall be solely responsible for the costs and expenses of performing its obligations hereunder.
  11. Statute of Limitations. You agree that regardless of any statute or law to the contrary, any claim that may arise out of or related to the Platform Services must commence within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred. Notwithstanding the foregoing, some or all of the disclaimers and limitations in this section may not apply to you, because some states or jurisdictions do not allow disclaimers or limitations of liability for consequential or incidental damages.
  12. Unauthorized activity. If you notice or suspect any form of unauthorized activity or breaching of Our Terms and Conditions, please immediately send us a message here: https://Luxauro.com/contact/ informing Us of the nature and details of the breach or unauthorized activity. If we contact You in regards to this breach, You agree to assist Us in Our investigation and to take reasonable steps to help resolve the situation.
  13. Affiliate Disclaimer. Some of the listings on the Site contain affiliate links, and at no additional cost to You, We earn a commission if you make a purchase through these links.

27. Disclaimer

The information contained within Our Website is for Users’ general informational purposes only. This information is provided in good faith. No representations or warranties of any kind, express or implied, regarding the accuracy, adequacy, validity, reliability, availability or completeness regarding any of the information contained on Our Website are made. Under no circumstances shall We have any liability to You for any loss or damage of any kind arising from the use or misuse of Our Site or Platform Services or reliance on any information contained on Our Website. Your use of and/or reliance on any information contained on Our Website is solely at Your own risk. The TorqueForm Tribrid is neither a law firm nor an accounting firm and thus is unable to provide any User or third party with legal or tax advice. No information on Our Site or through the Platform Services constitutes legal or tax advice, and it is solely Your and any third party’s responsibility to consult with legal counsel and/or tax advisors of Your choice to understand and adhere to all applicable laws, including tax laws and responsibilities. The TorqueForm Tribrid is not liable for Your legal or tax responsibilities in regards to any and all of Your activity on the Site or through the Platform Services.

I agree to the Terms and Conditions available at https://Luxauro.com/terms/ and https://TFEmpires.com/terms-of-use/ and have read and understand the Privacy Policy available at https://Luxauro.com/privacy/ and https://TFEmpires.com/privacy-policy/.

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