1. ELIGIBILITY REQUIREMENTS
SORDCLOUD and NLEADER LLC shall have absolute discretion as to whether or not it accepts a particular applicant, business, or organization for participation in the service. You may use the Services only if you agree to form a binding contract with us and are not a person barred from receiving services under the laws of the applicable jurisdiction. In any case, you must be at least 13 years old to use the Services. If you are (i) accepting these Terms and/or using the Services, which constitutes acceptance of these Terms, or (ii) accepting these Terms in order to authorize the use of the Services on behalf of a minor (being any person under the age of majority in any given country), company, organization, government, or other legal entity, you represent and warrant that you are authorized to do so or, as the case may be, have the authority to bind such minor and/or entity to these Terms. The words “you” and “your” as used in these Terms shall refer either to the person accepting these Terms or such minor (as defined in (i)) and/or the entity referenced in (ii), as applicable. Each User is responsible for what occurs on their Account and must report any un-authorized use of their Account to us. Privacy Statement. 2. USERS The terms You, Your, User, Programmer, Freelancer/Worker/Provider/Supplier, Subcontractor, Supplier , Demanders , Hirers , Buyer , Contractor ,or Users refer to anyone accessing our Services or Site for any reason. 3. USER CONTENT By submitting, posting or displaying Content on or through the Services, you grant us a worldwide, non-exclusive, royalty-free license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, publish, transmit, display, upload, download, and distribute such Content in any and all media or distribution methods now known or later developed, for any purpose. For clarity, these rights include, for example, curating, transforming, and translating. This license authorizes us to make your Content available to the rest of the world and to let others do the same. You agree that this license includes the right for us to (i) analyze text and other information you provide and to otherwise provide, promote, and improve the Services, including, for example, for use with and training of our machine learning and artificial intelligence models, whether generative or another type; and (ii) to make Content submitted to or through the Services available to other companies, organizations or individuals, including, for example, for improving the Services and the syndication, broadcast, distribution, repost, promotion or publication of such Content on other media and services, subject to our terms and conditions for such Content use. Such additional uses by us, or other companies, organizations or individuals, is made with no compensation paid to you with respect to the Content that you submit, post, transmit or otherwise make available through the Services as the use of the Services by you is hereby agreed as being sufficient compensation for the Content and grant of rights herein. Moreover, the User is solely responsible for content or any other information the User provides to SORDCLOUD and NLEADER LLC. User understands and agrees to the following: 4. REMOVAL FROM NETWORK SORDCLOUD and NLEADER LLC reserves the right to terminate the participation of any member, user, 3rd parties, affiliates, or site without reason but expressly including any member site that SORDCLOUD and NLEADER LLC[/b] judges to be in violation of the Terms and Conditions. SORDCLOUD and NLEADER LLC may terminate the participation of a user, 3rd parties, or affiliates if we think that they are creating problems, legal liabilities (actual or potential), infringing someone else's intellectual property rights, engaging in fraudulent, immoral or illegal activities, or for other similar reasons. Privacy Statement. 5. AFFILIATE COMMISSIONS The affiliate commission paid out will be the one listed on the Affiliates page. If the commission rate is changed, it will only affect referrals made after the new commission was announced. You may not refer yourself, nor sign up for multiple accounts to collect referral fees. You may also not partner with any other SORDCLOUD and NLEADER LLC user to share/transfer the commission made from your own account, or else both parties will be kicked from the service without payment. 6. PAYMENTS FROM ESCROW SORDCLOUD and NLEADER LLC will typically make payments/withdrawals if the member requests it AND their account balance is equal to or greater than $30. All amounts are stated in and all payments will be made in US funds. We verify all deposits and might ask you to verify yours; If you refuse to send verification information via E-mail, Fax or Phone, we reserve the right to refund the deposit and terminate your account. New members cannot withdraw funds within 30 days of their first project payment. SORDCLOUD and NLEADER LLC reserves the right to suspend a withdrawal if the source of the funds is suspected to be fraudulent. Any funds received from an account having made a fraudulent deposit (e.g. stolen credit card) will be reversed immediately. If in a fraudulent payment situation, a withdrawal has already been processed, you will be expected to return the funds to your SORDCLOUD and NLEADER LLC account or face account termination. SORDCLOUD and NLEADER LLC cannot be held liable for deposits reversed without its authorization due to reasons, including, but not limited to, fraud, chargebacks or complaints. NLeader LLC reserves the right to earn interest from its service provider banks or others arising from the processing of payments. NLeader LLC[/b] is prohibited by law from paying interest to members in respect of any balance held in member's account. SORDCLOUD and NLEADER LLC may request proof of programming services performed at any time before authorizing a withdrawal of funds received for that project. As previously stated, any member site that SORDCLOUD and NLEADER LLC removes from the service due to violation of the Terms and Conditions will receive no credit or payment. 7. ESCROW SORDCLOUD and NLEADER LLC provides escrow as a free, bonus, and automated service only as a tool to help members transact more securely. We do not act as an arbitrator between parties, should a dispute arise, except in limited situations. Financial disputes should be resolved between members, or via another third party, and without SORDCLOUD and NLEADER LLC whenever possible. We do, however, reserve the right to cancel an escrow payment, at any time, if we believe we are left with no other option. We also reserve the right to complete an escrow payment if no response is received from the payer, after repeated attempts at contact, for 30 continuous days. SORDCLOUD and NLEADER LLCdoes not operate an escrow service. SORDCLOUD and NLEADER LLC does have, however, a special, non-compulsory feature, which allows controlled payments to be made with respect to a project to a Freelancer/Worker/Provider/Supplier. However, disabled at this time, At your request, SORDCLOUD and NLEADER LLC will accept an advance payment from a Hirer for a project, request, or gig. We will hold such funds until the Hirer or Purchaser and the Freelancer/Worker/Provider/Supplier agree that the funds should be released to the Freelancer/Worker/Provider/Supplier or until the Hirer/Purchaser and the Freelancer/Worker/Provider/Supplier have concluded the process of the Dispute Resolution Services (as defined below) Once a Hirer instructs SORDCLOUD and NLEADER LLCto pay a Freelancer/Worker/Provider/Supplier that performed a service for him/her, the Hirer acknowledges that the Freelancer/Worker/Provider/Supplier has completed the service fully and satisfactory. 8. DISPUTES Members may not file a complaint with one of our payment processors, including PayPal, or Stripe, regarding the funds deposited into their account. SORDCLOUD and NLEADER LLC staff will do its best to resolve any problem a member may have. Refunds will be processed, if deemed necessary, at a time of SORDCLOUD and NLEADER LLC staff's choosing. Due to the incompatible communication systems between our payment processors and SORDCLOUD and NLEADER LLC staff members, payment disputes logged directly with those processors cannot be properly managed and will cause further delays. Due to this, members who make a complaint to our payment processor will face account termination without notice. SORDCLOUD and NLEADER LLC makes available a project dispute system that may be used by members to request mediation by staff. SORDCLOUD and NLEADER LLC reserves the right to use its own discretion to make decisions in favor of a party and considers its decision final. A fee may be charged to reopen closed dispute cases. Dispute and cancellation cases may not be opened more than 30 days after the project's closing date or delivery date, whichever is later. Freelancer/Worker/Provider/Supplier protection which will assist you, because our Site merely provides the online venue for Users to offer, sell, and buy services and we are not otherwise involved in the transactions and interactions between Hirers and Freelancer/Worker/Provider/Suppliers. However, some forms of payment permitted on the Site, such as PayPal or credit card, may offer limited buyer or seller protection or chargeback services and you should familiarize yourself with these before proceeding with a transaction of any kind through the Site. Because user identification on the Internet is difficult, we cannot and does not confirm each User's purported identity. 9. CHARGEBACKS You acknowledge and agree that any chargebacks (a chargeback occurs when a buyer rejects or reverses a charge on his or her credit card through the credit card issuer) on funds paid to you by Hirers through the Site are your responsibility and you will not hold SORDCLOUD and NLEADER LLC liable for such. You agree that SORDCLOUD and NLEADER LLC may reverse any such payments that are subject to chargeback via our Payment Processors. To cover the cost of processing chargebacks, SORDCLOUD and NLEADER LLC assesses a US$20.00 fee to Users for credit and debit card payment chargebacks. 10. INSUFFICENT FUNDS IN THE ACCOUNT In the event there are no sufficient funds in your User Account to meet outstanding fees and charges, SORDCLOUD and NLEADER LLC reserves the right to collect any amounts owing to SORDCLOUD and NLEADER LLC by any other legal means. 11. TAXES You are responsible for paying any taxes, including any goods and services or value added taxes, which may be applicable depending on the jurisdiction of the services provided by SORDCLOUD and NLEADER LLC. These taxes will be added to fees billed to you, if applicable. 12. COPYRIGHTS No copyright material can be posted on SORDCLOUD and NLEADER LLC. You represent and warrant that you have, or have obtained, all rights, licenses, consents, permissions, power and/or authority necessary to grant the rights granted herein for any Content that you submit, post or display on or through the Services. You agree that such Content will not contain material subject to copyright or other proprietary rights, unless you have necessary permission or are otherwise legally entitled to post the material and to grant us the license described above. These rules are meant to protect the author's rights. We also do not tolerate projects that are clearly requesting unauthorized reproduction of copyrighted or patented material. 13. MODIFICATIONS SORDCLOUD and NLEADER LLC reserves the right to change the member User Agreement, Terms of Service, Privacy Policy, and Disclaimer at any time. It is the member's responsibility to check these Terms and Conditions from time to time for such changes. In the event SORDCLOUD and NLEADER LLC offers any additional or replacement services then this agreement shall apply to such services in the absence of any new agreement specific to such services which is entered into between the parties. 14. OWNERSHIP Members agree that all information contained on a website operated by SORDCLOUD and NLEADER LLC, and all information compiled by SORDCLOUD and NLEADER LLC through operation of the affiliate program, is the proprietary information of SORDCLOUD and NLEADER LLC. Personal information provided by members to SORDCLOUD and NLEADER LLC will be kept confidential and will not be distributed to any third party. 15. E-MAIL & WEB SITE ADDRESSES Members agree not to post their e-mail or website address on the site, except in the e-mail field of the signup form, or when asked by SORDCLOUD and NLEADER LLC at any other time. There should be no need to give anyone your e-mail address. It is automatically provided if you choose a worker (or you are the worker chosen for) a project or request, and before that time you can use the message board to communicate. 16. PROVIDING CONTACT INFORMATION You are encouraged to make direct contact with other members via social media. This includes giving out your e-mail address, instant messenger, phone number, or any other method of contact outside of this site. However, Websites or Email accounts which display or directly links to a member’s contact info is not permitted when posting projects, requests or bidding either via site forms or posted videos. SORDCLOUD and NLEADER LLC provides you with a message board, which should be sufficient for pre-project planning. The only exception to this policy is on Private requests. 17. FEES All fees are set forth in the summary of SORDCLOUD and NLEADER LLC fees and charges which can be found on the Site. All fees will be assessed in US dollars. Your Account and all transactions are made and displayed in US dollars unless otherwise specified. SORDCLOUD and NLEADER LLC earns fees for creating, hosting, maintaining, and providing the Site, and for all Services delivered by SORDCLOUD and NLEADER LLC that are accessible through the Site and to cover expenses and fees SORDCLOUD and NLEADER LLC incurs to banks, credit card companies, PayPal, payment processors, and server hosting firms. After deducting such amounts, when escrow feature has been used, SORDCLOUD and NLEADER LLC transfers the remaining payment amount to the Freelancer/Worker/Provider/Supplier. Payments made outside the escrow system are not charged a fee. SORDCLOUD and NLEADER LLC at this time does not charge fees in relation to the posting of a project; selecting a Freelancer/Worker/Provider/Supplier; project commission fees; and other miscellaneous fees that are described on the Site. Users can choose various membership programs to subscribe to different levels of participation on the Site which will incur additional fees if offered. 18. AVOIDING COMMISSIONS You are strictly prohibited from attempting to negotiate the fee for a project with another member directly (outside ofSORDCLOUD and NLEADER LLC) when funds are in Escrow. This also applies to any project that was closed without a Worker/Supplier being chosen, and then contacting them about the project anyway. Both parties are responsible for notifying SORDCLOUD and NLEADER LLC if the payment amount increases (above the bid amount) after the project is closed. Receiving a larger amount than the original project bid, without notifying us, will be considered an attempt to avoid the commissions. When a Freelancer/Worker/Provider requests a withdrawal, we always review all payments received for each project to verify that they match the bid. If at the time of a withdrawal request the programmer has failed to notify SORDCLOUD and NLEADER LLC staff of a payment received above the amount of his bid (a total payment above US$100), SORDCLOUD and NLEADER LLC reserves the right to deduct double the fee for the amount that should have been reported. You are strictly prohibited from under-bidding on projects / requests in an attempt to renegotiate the actual price privately, avoiding fees when funds are in escrow. We aim to provide a fair and open playing field at SORDCLOUD and NLEADER LLC, and such activities interfere with providing such a marketplace. SORDCLOUD and NLEADER LLC charges project commissions on all funds received through the site, regardless of the final bid amount. We believe our commissions are very fair and justified for the service we provide, therefore we will absolutely not tolerate any of this activity on SORDCLOUD and NLEADER LLC. Penalty fees will be charged to repeat offenders of the site terms, including for the posting of contact info, for which double the fees that potentially would have been charged for a completed project will be charged to the offender. The potential project fee will be determined by SORDCLOUD and NLEADER LLC at its discretion, and will typically incorporate the buyer's fee and the programmer's fee based on the bid. If no bid has been placed the fee may be determined based on the project budget. Penalty fees charged to an offending member may be refunded if the offender eventually participates in that project on SORDCLOUD and NLEADER LLC on which the violation was made, and pays the regular project fees. To avoid this play by the rules or conduct money transactions without escrow in person, via mail, or other electronic outlets 19. BIDDING Users can only place bids that equal the total amount of money they are requesting for the project. You cannot post an hourly bid or any other abnormal type of bid. This applies to buyers too. Buyers cannot create projects that directly or indirectly require Users to place hourly or other abnormal bids. The only exception, for both buyers and Users, is when the project is Private. See Private project information at http://sordcloud.com/index.php?name=Special_Options 20. POSTING PROJECTS / REQUESTS Requests should be limited to what product, service, or chore you need done. If you are providing a service, your profile should give details about your service or offering for viewers to get an understanding of what you do. Posting website links, fund me type requests, email addresses, or other forms of communication are prohibited. We provide an internal message board and inbox for initial contact purposes. Any use or reliance on any Content or materials posted via the Services or obtained by you through the Services is at your own risk. Users are NOT limited in the number of requests they can post. However, posts are monitored by time and number of posts within a certain time frame to prevent mass spamming. Furthermore, posts are monitored by the community and are subject to being flagged by members as spam or inappropriate. At which point your request will be hidden from members. This is meant to protect other users and prevent fraudulent activity. You can contact staff to dispute the flagged content to be reinstated. However, We reserve the right to remove Content that violates the User Agreement, including for example, copyright or trademark violations or other intellectual property misappropriation, impersonation, unlawful conduct, or harassment. In the event your posts continue to violate the User Agreement you will be deleted and banned from the site. 21. ADVERTISING You are prohibited from advertising your website on SORDCLOUD and NLEADER LLC. Any URL posted in a bid, project description, or the message board, must relate to a project on SORDCLOUD and NLEADER LLC. An example of a permissible URL: your portfolio page. Members, 3rd parties, or affiliates must use the advertisement systems set up by SORDCLOUD and NLEADER LLC. Violation of this rule could be an automatic ban from the site. 22. ACCOUNTS An individual may not possess more than one Buyer account and one Supplier account, unless they have contacted and received authorization from SORDCLOUD and NLEADER LLC staff. Users found with unauthorized multiple accounts, or found to be using multiple accounts to avoid bad reviews, fees, suspensions or other limitations, will face suspension of all their accounts. It is prohibited under all circumstances to transfer ownership of an account, without authorization from SORDCLOUD and NLEADER LLC staff. Accounts that are inactive (have no login activity) for more than 12 months will be deactivated and have their remaining funds, if any, deducted by SORDCLOUD and NLEADER LLC. 23.AFFILIATES Affiliates can only refer legitimately interested visitors. You understand that SORDCLOUD and NLEADER LLC can delay payment if it believes a referral's fee payment may be reversed due to fraud or by other means. SORDCLOUD and NLEADER LLC reserves the right to limit participation in its affiliate program as well as withhold payment of commissions due to inappropriate activity on behalf of any involved party. 24. THE ROLE OF SORDCLOUD AND NLEADER LLC SORDCLOUD and NLEADER LLC functions as a venue to connect buyers, workers, programmers, and suppliers in a virtual marketplace. As a neutral facilitator,SORDCLOUD and NLEADER LLC is not directly involved in the actual transactions between users of the Site. As a result, SORDCLOUD and NLEADER LLC has no control over the truth, accuracy, quality, legality, or safety of postings made by users. Because verifying the identity of a user on the Internet is difficult, SORDCLOUD and NLEADER LLC cannot and does not confirm the identity of users. SORDCLOUD and NLEADER LLC also does not confirm nor verify the qualifications, background, nationality, or abilities of users. Therefore, We recommend that You be careful and exercise common sense and good judgment when dealing with any member on the Site. You are encouraged to research proper Project Guidelines before taking part in a project / request. We cannot refund the money you have sent to someone, we are not responsible for your transactions. SORDCLOUD and NLEADER LLCis not responsible for fraudulent payments made by users and cannot be held liable for financial loss incurred from fraudulent transactions. It is the receiver's responsibility to verify the identity and background of the sender. SORDCLOUD and NLEADER LLC is not responsible for non-payments for goods or services purchased by users and cannot be held liable for financial loss incurred from the event. It is the provider's responsibility to set up a proper payment arrangement that protects them with the buyer. 25. LEGAL ISSUES Members are responsible for legal issues related to the work product or process and any postings on SORDCLOUD and NLEADER LLC. Any use or reliance on any Content or materials posted via the Services or obtained by you through the Services is at your own risk. We do not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or communications posted via the Services or endorse any alleged facts or opinions expressed via the Services. This site is governed by the laws of the State of Texas excluding any conflicts of law provisions and excluding the United Nations Convention on Contracts for the International Sale of Goods. Any legal action against us shall take place in the courts of Dallas Texas. The parties attorney to the non-exclusive jurisdiction of the courts of Texas. 26. INSURANCE SORDCLOUD and NLEADER LLC does not offer any form of insurance or other Hirer or Freelancer/Worker/Provider/Supplier protection which will assist you because our Site merely provides the online venue for Users to offer sell and buy professional services and we are not otherwise involved in the transactions and interactions between Hirers and Freelancer/Worker/Provider/Suppliers. However, some forms of payment permitted on the Site such as PayPal or credit card may offer limited buyer or seller protection or chargeback services and you should familiarize yourself with these before proceeding with a transaction of any kind through the Site. Because user identification on the Internet is difficult, we cannot and do not confirm each Users purported identity. 27. HIRER The Hirer/Purchaser/Buyer/Member agrees that The Hirer is strictly forbidden from redistributing any of the content of the Site, including but not necessarily limited to private messages, documents, support tickets. The Hirer will not use the Hirer's Account to post false or misleading project descriptions. The Hirer will not post project descriptions that, in the judgment and discretion of SORDCLOUD and NLEADER LLC, are inappropriate to SORDCLOUD and NLEADER LLC's audience, viewers, or visitors in the judgment and discretion of SORDCLOUD and NLEADER LLC. The Hirer agrees to pay featured project fee if project posted should have been posted as featured or other special option. The Hirer will not falsify the Hirer's own or any other business, organization or individual’s identity. The Hirer will comply with all of SORDCLOUD and NLEADER LLC's policies as posted on the Site from time to time. 28. Freelancer/Worker/Provider/Supplier/Business/Member The Freelancer/Worker/Provider/Supplier/Business/Member agrees that The Freelancer will not redistribute any of the content of the Site, including but not necessarily limited to private messages, documents, support tickets. The Freelancer will not falsify the Hirer's own or any other business, organization or individual’s identity. The Freelancer will comply with all SORDCLOUD and NLEADER LLC policies as posted on the Site from time to time. 29. GENERAL RESTRICTIONS Users agree that Users will not use any automated collection mechanism or any manual process to monitor or copy the web pages comprising the Site or the content contained therein without the prior written permission of SORDCLOUD and NLEADER LLC. Users will not distribute unsolicited commercial messages (spam) through the User's Account. Users will not contact employers or Freelancer/Worker/Provider/Suppliers through the Site or through information gained from our Site with the intent of subverting them from using our Services. Users will not engage in personal attacks negative or other unfair criticism or other forms of discourteous and unprofessional online conduct or practices. Users will not create multiple user Accounts to avoid fees, suspension or bad ratings on the Site. Users will not ask programmers, Freelancer/Worker/Provider/Suppliers, Ect, Ect to reproduce or clone SORDCLOUD and NLEADER LLC. 30. CONSEQUENCES OF REMOVAL FROM THE NETWORK In the event of termination, Users found in violation of the User Agreement will not receive any credit or payment from SORDCLOUD and NLEADER LLC. Without limiting SORDCLOUD and NLEADER LLC's other remedies, to the extent you are in violation of this User Agreement, you must pay SORDCLOUD and NLEADER LLC for all fees owed to us and reimburse us for all losses and costs (including any and all SORDCLOUD and NLEADER LLC employee time) and reasonable expenses (including legal fees) related to investigating such breach and collecting such fees. You and SORDCLOUD and NLEADER LLC agree that the damages that SORDCLOUD and NLEADER LLC will sustain as a result of actions that breach the TOS, Private Policy, or User Agreement will be substantial, potentially including (without limitation) fines and other related expenses from its payment processors and service providers, but may be extremely difficult and impracticable to ascertain. If you engage in such activities, then SORDCLOUD and NLEADER LLC may fine you up to US $3,000.00 for each such violation and/or SORDCLOUD and NLEADER LLC may take legal action against you to recover losses that are in excess of the amount charged. You acknowledge and agree that a fine up to US $3,000.00 is presently a reasonable pre-estimate or minimum estimate of SORDCLOUD and NLEADER LLC's damages, considering all currently existing circumstances, including (without limitation) the relationship of the sum to the range of harm to SORDCLOUD and NLEADER LLC that reasonably could be anticipated and the anticipation that proof of actual damages may be impractical or extremely difficult. You agree that SORDCLOUD and NLEADER LLC is entitled to deduct such charges directly from any existing balance in the offending Account, or any other SORDCLOUD and NLEADER LLC Account owned by you. Users that are terminated by SORDCLOUD and NLEADER LLC on any basis other than violation of this User Agreement will be entitled to receive any payment due from SORDCLOUD and NLEADER LLC. In the event of termination, you will have no claim whatsoever against SORDCLOUD and NLEADER LLC in respect of any such suspension or termination of your membership. 31. NO WARRANTY SORDCLOUD and NLEADER LLC is not involved in the actual transaction between Freelancer/Worker/Provider/Suppliers and Hirers. Our Services, the Site and all content on it are provided on an .as is. basis and without warranties of any kind either express or implied. Without limiting the foregoing, SORDCLOUD and NLEADER LLC does not represent or warrant that: That the Site will be accurate, reliable, uninterrupted, secure or error-free or defects in the Site will be corrected. The Site or the server that makes it available are free of viruses or other harmful components. To the extent permitted by law, we specifically disclaim any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement. For example, consumers (as defined by consumer protection laws) may be entitled to the benefit of certain warranties under applicable trade practices or fair trading legislation in Australia. If you are considered a consumer under an Australian consumer protection law that applies to SORDCLOUD and NLEADER LLC, you will be entitled to the benefit of certain warranties under that legislation. To the extent that SORDCLOUD and NLEADER LLC are able to limit the remedies available under this User Agreement, SORDCLOUD and NLEADER LLC expressly limits its liability for breach of a non-excludable condition or warranty implied by virtue of any legislation to the following remedies (the choice of which is to be at SORDCLOUD and NLEADER LLC's sole discretion) 1. In the case of goods, any one or more of the following a.The replacement of the goods or the supply of equivalent goods b.The repair of the goods c.The payment of the cost of replacing the goods or of acquiring equivalent goods or d.The payment of the cost of having the goods repaired and 2. In the case of services a.The supply of the services again or b.The payment of the cost of having the services supplied again. 32. LIMITATION OF LIABILITY A. Limitation of liability In no event shall SORDCLOUD and NLEADER LLC, its affiliates or staff be liable, whether in contract, warranty, tort (including negligence), or any other form of liability, for: a. Any indirect, special, incidental or consequential damages that may be incurred by you b. Any loss of income, business or profits (whether direct or indirect) that may be incurred by you and c. Any claim, damage, or loss which may be incurred by you as a result of any of your transactions involving the Site. The limitations on SORDCLOUD and NLEADER LLC liability to you above shall apply whether or not SORDCLOUD and NLEADER LLC, its affiliates or staff have been advised of the possibility of such losses or damages arising. Notwithstanding the above provisions, nothing in this Agreement is intended to limit or exclude any liability on the part of SORDCLOUD and NLEADER LLC and its affiliates and related entities where and to the extent that applicable law prohibits such exclusion or limitation. 33. B. JURSIDICTIONS LIMITATIONS As some jurisdictions do not allow some of the exclusions or limitations as established above, some of these exclusions or limitations may not apply to you. In that event the liability will be limited as far as legally possible under the applicable legislation. 34. C. BAR TO ACTION SORDCLOUD and NLEADER LLC may plead this User Agreement in bar to any claim, action, proceeding or suit brought by you, against SORDCLOUD and NLEADER LLC for any matter arising out of any transaction or otherwise in respect of this User Agreement. 35. INDEMNITY You agree to indemnify and hold us and (as applicable) our related entities, affiliates, and our and their respective officers, directors, agents, and employees, harmless from and against any and all claims, demands, proceedings, losses and damages (actual, special and consequential) of every kind and nature, known and unknown, including reasonable legal fees, made by any third party due to or arising out of your breach of this User Agreement or your violation of any law or the rights of a third party. 36. APPLICABLE LAW Any dispute arising out of or in connection with this User Agreement shall be governed by the laws of the State of Texas, United States of America. You and SORDCLOUD and NLEADER LLC irrevocably submit to the non-exclusive jurisdiction of the courts of Texas, United States of America. 37. GENERAL The provisions of this User Agreement are severable, and if any provision of this Agreement is held to be invalid or unenforceable, such provision may be removed and the remaining provisions will be enforced. This Agreement may be assigned by SORDCLOUD and NLEADER LLC to a third party without your consent in the event of a sale or other transfer of some or all of the assets of SORDCLOUD and NLEADER LLC. In the event of any sale or transfer you will remain bound by the User Agreement. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. Our failure to act with respect to an anticipated or actual breach by you or others does not waive our right to act with respect to subsequent or similar breaches. Nothing in this clause shall exclude or restrict your liability arising out of fraud or fraudulent misrepresentation. If you have any questions or comments concerning our legal documentation, please use our Contact Form. |
