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Terms of Service

Our legal agreement with you

Last updated: April 25, 2024

Introduction

Welcome to Relay Capital, LLC. These Terms of Service ("Terms") govern your access to and use of Relay Capital's website, products, and services (collectively, the "Services"). Please read these Terms carefully. By accessing or using our Services, you agree to be bound by these Terms and our Privacy Policy.

If you are using our Services on behalf of a business or other entity, you represent and warrant that you have the necessary authority to bind that business or entity to these Terms, and that you are agreeing to these Terms on behalf of that business or entity.

Using Our Services

Account Registration

To use certain features of our Services, you may be required to register for an account. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete. You are responsible for safeguarding your account credentials and for all activities that occur under your account.

We reserve the right to disable your account if we determine, in our sole discretion, that you have violated these Terms.

Service Eligibility

To use our Services, you must be at least 18 years old and have the legal capacity to enter into these Terms. If you are using our Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.

Acceptable Use

You agree to use our Services only for lawful purposes and in accordance with these Terms. You agree not to:

  • Use the Services in any way that violates any applicable federal, state, local, or international law or regulation.
  • Use the Services to transmit or send any advertising or promotional material without our prior written consent, including any junk mail, spam, or any other similar solicitation.
  • Engage in any conduct that restricts or inhibits anyone's use or enjoyment of the Services, or which, as determined by us, may harm us or users of the Services or expose them to liability.
  • Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Services, the server on which the Services are stored, or any server, computer, or database connected to the Services.
  • Attack the Services via a denial-of-service attack or a distributed denial-of-service attack.
  • Use any robot, spider, or other automatic device, process, or means to access the Services for any purpose, including monitoring or copying any of the material on the Services.
  • Use any manual process to monitor or copy any of the material on the Services or for any other unauthorized purpose without our prior written consent.

Subscriptions and Payments

Subscription Terms

Some of our Services are offered on a subscription basis. By subscribing to our Services, you agree to pay the subscription fees as described at the time of purchase. Subscription fees are non-refundable except as required by law or as explicitly stated in these Terms.

Billing and Payment

You agree to provide accurate and complete billing information, including full name, address, state, zip code, telephone number, and valid payment method information. By submitting such payment information, you automatically authorize us to charge all subscription fees incurred through your account to any such payment instruments.

All payments are to be made in U.S. dollars unless otherwise indicated. If automatic billing fails for any reason, we may issue an electronic invoice indicating that you must proceed manually, within a certain deadline date, with the full payment corresponding to the billing period as indicated on the invoice.

Free Trials

We may offer free trials to new users of our subscription Services. At the end of the free trial period, we will automatically begin charging your payment method for the subscription fees unless you cancel your subscription before the end of the trial period.

Price Changes

We reserve the right to adjust pricing for our Services or any components thereof in any manner and at any time as we may determine in our sole and absolute discretion. Except as otherwise expressly provided for in these Terms, any price changes will take effect following notice to you.

Intellectual Property Rights

Our Intellectual Property

The Services, including its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by Relay Capital, LLC, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

These Terms permit you to use the Services for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Services, except as follows:

  • Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
  • You may store files that are automatically cached by your Web browser for display enhancement purposes.
  • You may print or download one copy of a reasonable number of pages of the Services for your own personal, non-commercial use and not for further reproduction, publication, or distribution.
  • If we provide social media features with certain content, you may take such actions as are enabled by such features.

Your Content

You retain all of your ownership rights in any content you submit, post, or display on or through the Services ("User Content"). By providing any User Content on the Services, you grant us and our affiliates and service providers a non-exclusive, royalty-free, worldwide, sublicensable, and transferable license to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for the purpose of providing and improving the Services.

You represent and warrant that:

  • You own or control all rights in and to the User Content and have the right to grant the license granted above.
  • All of your User Content does and will comply with these Terms.

Disclaimers and Limitations of Liability

Disclaimer of Warranties

YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR COURSE OF PERFORMANCE.

RELAY CAPITAL, LLC, ITS SUBSIDIARIES, AFFILIATES, AND ITS LICENSORS DO NOT WARRANT THAT: (A) THE SERVICES WILL FUNCTION UNINTERRUPTED, SECURE, OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (B) ANY ERRORS OR DEFECTS WILL BE CORRECTED; (C) THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (D) THE RESULTS OF USING THE SERVICES WILL MEET YOUR REQUIREMENTS.

Limitation of Liability

IN NO EVENT SHALL RELAY CAPITAL, LLC, NOR ITS DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, OR AFFILIATES, BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM: (A) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES; (B) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES; (C) ANY CONTENT OBTAINED FROM THE SERVICES; AND (D) UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.

IN SOME JURISDICTIONS, THE FOREGOING LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.

Indemnification

You agree to defend, indemnify, and hold harmless Relay Capital, LLC, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms or your use of the Services, including, but not limited to, your User Content, any use of the Services' content, services, and products other than as expressly authorized in these Terms, or your use of any information obtained from the Services.

Termination

We may terminate or suspend your account and bar access to the Services immediately, without prior notice or liability, under our sole discretion, for any reason whatsoever and without limitation, including but not limited to a breach of the Terms.

If you wish to terminate your account, you may simply discontinue using the Services or contact us to request account deletion.

All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

Governing Law

These Terms shall be governed and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions.

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect.

Changes to Terms

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

By continuing to access or use our Services after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use the Services.

Contact Us

If you have any questions about these Terms, please contact us at:

Relay Capital, LLC
Email: legal@relaycapital.com