This RVNUHIVE CLIENT CONTRACT (the "Agreement") constitutes a legally binding agreement between RVNU Hive (RVNUHive) and you ("You" or "Your"). BY CHECKING THE BOX STATING THAT YOU HAVE READ AND AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT AS PART OF YOUR REGISTRATION WITH RVNUHIVE, YOU AGREE AND CONSENT TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT, INCLUDING ANY CHANGES TO THIS AGREEMENT OR ADDITIONAL POLICIES INCORPORATED BY REFERENCE WHICH RVNUHIVE MAY MAKE IN ITS SOLE DISCRETION IN THE FUTURE, FOR AS LONG AS YOU USE THE RVNUHIVE SERVICES.
Subject to the terms and conditions of this Agreement, RVNUHive hereby grants to You a non-exclusive, revocable, right and license, without right to sublicense, to use RVNUHive's proprietary online platform, including without limitation to: (i) the website located at http://www.RVNUHive.com, (ii) any services offered on or through such website, and (iii) any servers, computers or networks used to provide such website (the "RVNUHive Services") for the purposes set forth in this Agreement. In the event You transfer Your account or ownership of any Product, as defined below, You shall ensure that any purchasers or assignees are bound by the terms of this Agreement.
REGISTRATION.
a. You will be required to register for an account in order to use certain RVNUHive Services. When You provide information during the registration process, You agree to provide only true, accurate, current, and complete information and to update it as necessary to maintain its truth and accuracy.
b. If You register for a RVNUHive account, You agree to accept responsibility for all activities that occur under Your account or password, if any, and You agree You will not sell, transfer, or assign Your subscription or any subscriber rights. You are responsible for maintaining the confidentiality of Your password, if any, and for restricting access to Your computer (or other Internet access device, as applicable) so that others may not access the password protected portion of the RVNUHive Services using Your account information in whole or in part. RVNUHive reserves the right to terminate Your account or otherwise deny You access in its sole discretion without notice and without liability.
PROMOTING PRODUCTS.
If You promote, market, or otherwise advertise ("Promote" or a "Promotion") any product which is registered for sale via the RVNUHive Services, either by You or by another RVNUHive client (each a "Product"), whether via the RVNUHive Services or via any other online or offline channel or medium, including for the purpose of earning a percentage of the sale price of any Product sold as a result of such Promotion ("Commissions"), You agree, acknowledge, represent and warrant that:
A. When You Promote a Product, You will use the applicable Seller's trademarks, logos, trade names or service marks in accordance with such Seller's trademark guidelines, which will either be supplied by RVNUHive or set forth in the Seller Promotional Messaging Guidelines, if applicable. For purposes of this Agreement, "Seller" is defined as any person or entity that submits one or more Products for sale via the RVNUHive Marketplace.
B. You will not make any unlicensed or unauthorized use of, or otherwise infringe, violate, or misappropriate any patent, copyright, trademark, trade secret, right of privacy, right of publicity or other intellectual property or other proprietary right (collectively "IP Rights") of any entity or individual.
C. You will not interfere with or manipulate rankings of RVNUHive's Marketplace, tracking of Commissions, or the normal flow of traffic to, through, or from the RVNUHive Services.
D. You will not Promote violence, sexually explicit materials, Products from any website, blog, social network, forum, or other medium that contain, host or promote illegal content or material, illegal activities, alcohol, tobacco or prescription drugs, discrimination based upon race, sex, religion, nationality, disability, sexual orientation or age.
E. You will not Promote any Products or services to children under the age of eighteen (18).
F. You will not defame any person.
G. You will not include any trademarks or other brand identifiers, or any copyrighted materials, other than as expressly permitted by this Agreement.
H. You will not incorporate any variation of or misspell any third-party trademarks or other brand identifiers in any domain name, username or other identifier, including on any social networking site.
I. You will not in any way copy the "look and feel" of any third-party website, or otherwise imply that the Promotion is in fact a third-party website.
J. All communications and/or representations made by You in connection with any Promotions and/or in relation to any Product will be accurate and contain all disclosures and disclaimers necessary to prevent such Promotions from being false or deceptive. Such disclosures and disclaimers must be made in a clear and conspicuous manner and will otherwise comply with Your country's laws and regulations, policies and guidelines governing advertising, disclosure and consumer protection, including the FTC's Endorsement Guidelines.
K. RVNUHive reserves the right but is not obligated to review Your Promotions. You agree that RVNUHive, in its sole discretion and at any time, may require changes to Product Promotion and delivery pages, customer support or other items related to the content of Your Promotions.
L. You will provide valid contact information, including but not limited to a working email address and phone number, where RVNUHive can send inquiries and receive a non-automated reply by end of the following business day.
M. RVNUHive does not independently review, verify, guarantee, or assume any responsibility or liability for, the accuracy, completeness, efficacy, or timeliness of any information provided by sellers, nor is it responsible for any bonuses, prizes or other incentives offered by sellers via the RVNUHive Services. Your use of any information presented by a Seller is voluntary, and Your reliance is at Your sole risk. You acknowledge and understand that RVNUHive does not verify statements, claims, incentives, or Promotions made by sellers via the RVNUHive Services.
N. You will comply with all applicable laws, rules and regulations, and will not interfere with any other user’s business or use of the RVNUHive Services. RVNUHive reserves the right to take any action against you for violating this provision, including account suspension and/or termination.
SELLING PRODUCTS.
If You register any Products for sale via the RVNUHive Services, You agree, acknowledge, represent, and warrant that:
a. All Products You register for sale via the RVNUHive Services must be approved by RVNUHive prior to You being able to sell the Products through the RVNUHive Services. In certain circumstances, RVNUHive may require You to modify your Products prior to being approved or prohibit your Products from being sold via the RVNUHive Services, in RVNUHive's sole discretion. RVNUHive’s approval or modification of your Product is not an endorsement of your Product or of any modification, and RVNUHive is not liable for any modification.
b. All Products You register for sale via the RVNUHive Services, and the offering and sale thereof via the RVNUHive Services, comply with all of Your country's laws, all laws of any country to which your product may be shipped, and all applicable U.S. federal and state laws and regulations.
c. Your Products do not involve downloading software on the computer of a person or entity purchasing a Product (the "Purchaser") unless a purchase is completed or You provide the Purchaser a clear and conspicuous disclosure describing all of the software being downloaded, its functionality and You obtain express consent prior to any such downloads.
d. Without further conditions or limitations, You authorize RVNUHive to list any Product You register for sale via the RVNUHive Services in the online, searchable marketplace of Products made available via the RVNUHive Services (the RVNUHive Marketplace"); and make it available for sale to Purchasers and/or for the persons and/or entities that Promote the Products made available via the RVNUHive Marketplace ("Affiliates") at the price designated by RVNUHive ("Retail Price") after taking into consideration Your suggestions regarding such Retail Price, including any applicable sales tax.
e. You will provide valid email addresses to which Purchasers or RVNUHive can send inquiries and receive a reply by end of the following business day. Purchasers and RVNUHive must also be able to receive a non-automated response within one business day, when necessary.
f. You will notify RVNUHive of any regulatory or legal complaints, or threats of such complaints, that You receive in connection with or in relation to a Product within two business days of Your receipt of such complaint. You shall assist RVNUHive, at Your sole cost and expense, in taking any necessary or appropriate actions reasonably requested by RVNUHive to respond to and/or resolve such complaints.
g. If and to the extent You use third parties to provide Products or Services, You and such third parties must be in compliance with all terms of this Agreement, and You are responsible for all acts and omissions of such third party.
h. You will comply with all applicable laws, rules and regulations.
i. You will ensure that the Seller Return Policy is clearly and conspicuously posted for customers to review prior to purchasing Your Products.
j. RVNUHive reserves the right to alter or override Your Seller Return Policy if You abuse RVNUHive's flexible Return and Cancellation Policy, if Your Seller Return Policy is not appropriate for the Product(s), if the returned or charged back sales are excessive, or for any other reason RVNUHive deems appropriate, in its sole discretion.
PAYMENTS AND INVOICING
If You register any Products for sale via the RVNUHive Services, You agree, acknowledge, represent, and warrant that:
a. You will ensure that all payments, to both RVNU Hive and all members of our community, are paid within the date stipulated in the supplied invoice. If no date is supplied all payments are due within 15 business days of receiving the invoice.
b. All payments are to be made using PayPal. RVNU Hive reserves the right to change this provider and you will be notified.
c. RVNU Hive will be paid by you, the entitiy who has listed the product for sale, 5% of the total dollar value amount of the product for sale for all sales made by our sales community. This will include 5% of one off sales, and/or 5% of each reoccurring payment for products with ongoing reoccurring payments (as an example, for a product with a reoccurring monthly payment of $100 sold by one of our community members, the selling party will pay RVNU Hive $5 every month for the life of that customer).
d. RVNU Hive reserves the right to change the percentage that we as a Company choose to take. Should this occur you will be notified.
e. You agree to pay our sales community members the percentage of product value that you stipulate in your RVNU Hive project ad, and that this amount cannot be changed once a salesperson has joined your project; and once a salesperson has made a sale. If you wish to change the percentage for any new clients our salespeople bring on you must notify RVNU Hive and we will issue the salesperson with a new agreement for them to formally acknowledge and agree to the change for any new customers they bring on (all existing sales will remain at the percentage offered at the time the new customer was signed-up).
AVAILABILITY OF SERVICES; SUSPENSION; TERMINATION.
You agree and acknowledge that:
a. Subject to the terms and conditions of this Agreement and RVNUHive's policies and procedures, RVNUHive shall use commercially reasonable efforts to provide the RVNUHive Services in a manner that will not disrupt Your business. You acknowledge and agree that from time-to-time the RVNUHive Services may be inaccessible or inoperable for reasons including, without limitation: (i) equipment malfunctions; (ii) periodic maintenance procedures or repairs that RVNUHive may undertake from time to time; or (iii) causes beyond the reasonable control of RVNUHive or that are reasonably unforeseeable by RVNUHive, including, without limitation, interruption or failure of telecommunication or digital transmission links, hostile network attacks, network congestion or other failures. You acknowledge and agree that RVNUHive is not liable for any periodic interruptions in availability of the RVNUHive Services and further acknowledge that RVNUHive does not guarantee access to the RVNUHive Services on a continuous and uninterrupted basis.
b. RVNUHive may decline, delist, or halt sales or Promotion of any Product from the RVNUHive Marketplace, suspend funds, close an account, and/or suspend or terminate the RVNUHive Services at any time, in its sole discretion, without cause or notice to You or any penalty or liability for doing so.
c. RVNUHive, in its sole discretion, may suspend or terminate Your account and Your rights to use the RVNUHive Services and RVNUHive may retain any or all funds (including future funds that may accrue) in Your RVNUHive account, if: (i) RVNUHive suspects or has reason to believe and/or if a person otherwise claims that You have violated the law or breached any term of this Agreement; (ii) Your account becomes dormant as defined in our Accounting Policy; (iii) or Your account experiences or is reasonably anticipated to experience a negative balance. Upon such termination, You agree to immediately cease all use of the RVNUHive Services and RVNUHive intellectual property. Without limiting the foregoing, RVNUHive shall have the right to immediately terminate Your access and use of the RVNUHive Services, or any portion thereof, and to seize funds in your account, in the event of any conduct which RVNUHive, in its sole discretion, considers to be unacceptable.
d. Following suspension or termination of an account or retaining of funds pursuant to this Section, RVNUHive will review Your account in a manner determined by RVNUHive in its sole discretion. You agree to cooperate with this review if asked. If the review concludes that there is a reasonable basis to believe misconduct has occurred, You agree that RVNUHive may retain funds in Your RVNUHive account as liquidated damages and/or for the benefit of RVNUHive or third parties affected by the misconduct. You acknowledge and agree that such liquidated damages: (i) are not a penalty, and (ii) are reasonable and not disproportionate to such presumed damages to RVNUHive.
COMMUNICATIONS BETWEEN COMPANIES AND SALESPEOPLE
Any and all sales made by RVNUHive community salespeople for Companies advertising on RVNUHive must be entered through the RVNUHive sales sign-up form, and RVNUHive must receive the listed sales commission. Neither the selling Company or the Salesperson are permitted to approach the other party to work directly for the Company, nor to sell any products or services (not just those listed on RVNUHive) for that Company directly, without going through RVNUHive. Any and all sales made by a RVNUHive community salesperson following their signup date will be subject to this agreement. Any attempts to bypass this agreement, or to seek to deprive RVNUHive of a payment, will result in the permanent closing and removal of Your RVNUHive account. RVNUHive will also seek legal guidance in response to such actions, including but not limited to seeking financial compensation for damages.
EMAIL, TEXT MESSAGES AND TELEMARKETING.
If You send, or cause to be sent any emails in connection with the direct or indirect Promotion or sale of any Product and/or Your use of the RVNUHive Services, then You agree, acknowledge, represent and warrant that all such Emails shall be in compliance with all applicable federal and state laws and regulations regarding the use of electronic messages, including without limitation the Controlling the Assault of Non-Solicited Pornography and Marketing Act ("CAN-SPAM Act") and the Children's Online Privacy Protection Act ("COPPA") (Information on these laws can be found at http://www.ftc.gov/spam/ and http://www.ftc.gov/privacy/privacyinitiatives/childrens.html).
You shall not directly or indirectly exploit documented or undocumented security holes on any client or server machine or obtain email addresses via automated means or send any email to any address which was obtained via automated means or the use of spyware, viruses, or other means of bypassing system security or invading consumer privacy.
If You send, or cause to be sent, any text messages or use or procure telemarketing activities in connection with the direct or indirect Promotion or sale of any Product and/or Your use of the RVNUHive Services, then You represent and warrant that all such text messages or calls will be in full-compliance with all applicable federal and state laws and regulations that apply to sending electronic messages and using telemarketing activities, including without limitation regulations issued by the FTC, the Federal Communications Commission ("FCC"), the CAN-SPAM Act, the Telephone Consumer Protection Act ("TCPA") and state laws regarding anti-spam, text messages and Do-Not-Call Registries (Information on these laws can be found at https://www.fcc.gov/sites/default/files/tcpa-rules.pdf, http://www.fcc.gov/guides/spam-unwanted-text-messages-and-email, and http://www.ftc.gov/privacy/privacyinitiatives/childrens.html).
You may not use customer information for any purpose not expressly permitted by law, regulation, the Promotional Guidelines, or this Agreement may result in termination of Your account, in addition to any other legal actions or remedies RVNUHive or individual data subjects may have.
Busy Bee AI
If you utlize the RVNUHive Busy Bee Services, then You agree, acknowledge, represent and warrant that all such Emails shall be in compliance with all applicable federal and state laws and regulations regarding the use of electronic messages, including without limitation the Controlling the Assault of Non-Solicited Pornography and Marketing Act ("CAN-SPAM Act") and the Children's Online Privacy Protection Act ("COPPA") (Information on these laws can be found at http://www.ftc.gov/spam/ and http://www.ftc.gov/privacy/privacyinitiatives/childrens.html). You represent and warrant that all such messages will be in full-compliance with all applicable federal and state laws and regulations that apply to sending electronic messages and using telemarketing activities, including without limitation regulations issued by the FTC, the Federal Communications Commission ("FCC"), the CAN-SPAM Act, the Telephone Consumer Protection Act ("TCPA") and state laws regarding anti-spam, text messages and Do-Not-Call Registries (Information on these laws can be found at https://www.fcc.gov/sites/default/files/tcpa-rules.pdf, http://www.fcc.gov/guides/spam-unwanted-text-messages-and-email, and http://www.ftc.gov/privacy/privacyinitiatives/childrens.html).
RVNUHive reserves the final right of decision for all emails that are to be sent using the Busy Bee platform and may, at its sole discretion, decide not to send any email or message deemed inappropriate. In this instance you will be made aware of the decision and will have the chance to alter your message. As the outcome of generating warm leads is heavily dependent upon the data which You input, including but not limited to the initial message, no refunds will be given for lack of performance or desired outcomes. Misuse of the Busy Bee platform may result in you being banned from using this product, and potentially your permanent removal from the RVNUHive community.
You agree not to use the Service or Output Data in certain ways. You agree not to use the Service or Output Data to:
(i) violate any applicable laws (whether federal, state, or international to the U.S.) (“Laws”),
(ii) violate the U.S. CAN-SPAM Act of 2003 or the Canadian Anti-Spam Legislation (CASL), as such statutes may be amended from time to time, or the U.S. TCPA. For information on CAN-SPAM, go here; for information on CASL, go here; and for information on the TCPA, go here;
(iii) use the Output Data to advertise or promote any goods or services (or send any other communications) that are illegal in the place offered or consumers,
(iv) use the advertise or promote adult service (such as pornography or escort services), tobacco products, illegal gambling, counterfeit or pirated goods or services, or violate any securities or commodities regulations (such as to support a “pump and dump” scheme);
(v) defraud, deceive or mislead anyone;
(vi) communicate or transmit content that is defamatory, dishonest, obscene, sexually explicit, pornographic, vulgar or offensive;
(vii) promote or engage in discrimination, racism, harassment or hate speech against any individual or group; or
(viii) threaten or promote violence.
YOUR USE OF THE SERVICE IS AT YOUR OWN RISK. THE SERVICE ALONG WITH THE OUTPUT DATA IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE DISCLAIM ALL WARRANTIES AND REPRESENTATIONS, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE SERVICE, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES (1) OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, (2) OF INFORMATIONAL CONTENT OR ACCURACY, (3) OF NON-INFRINGEMENT, (4) OF PERFORMANCE, (5) OF TITLE, (6) THAT THE SERVICE WILL OPERATE IN AN ERROR FREE, TIMELY, SECURE, OR UNINTERRUPTED MANNER, IS CURRENT AND UP TO DATE AND ACCURATELY DESCRIBES ANYTHING, OR IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, (7) THAT ANY DEFECTS OR ERRORS IN THE SERVICE WILL BE CORRECTED, (8) THAT THE SERVICE IS COMPATIBLE WITH ANY PARTICULAR HARDWARE OR SOFTWARE PLATFORM, OR (9) THAT WE WILL ENFORCE THE TERMS OF SERVICE AGAINST OTHERS TO YOUR SATISFACTION. Some jurisdictions limit or don't allow the disclaimer of implied warranties – in those states, these warranties will be disclaimed only to fullest extent permitted by law.
IN NO EVENT WILL EITHER PARTY OR ITS RESPECTIVE OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, REPRESENTATIVES, AFFILIATES, PARENTS, SUBSIDIARIES, SUBLICENSEES, SUCCESSORS AND ASSIGNS, INDEPENDENT CONTRACTORS, AND RELATED PARTIES BE LIABLE TO THE OTHER PARTY FOR ANY LOSS OF PROFITS, LOSS OF USE, LOSS OF DATA, INTERRUPTION OF BUSINESS, OR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE SERVICE, OUTPUT DATA OR WITH THE DELAY OR INABILITY TO USE SAME, OR FOR ANY BREACH OF SECURITY, OR FOR ANY CONTENT, PRODUCTS, AND SERVICES OBTAINED THROUGH OR VIEWED ON THE SERVICE, OR OTHERWISE ARISING OUT OF THE USE OF SAME, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY, REGULATION, COMMON LAW PRECEDENT OR OTHERWISE, EVEN IF THE RESPECTIVE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES AND EVEN IF SUCH DAMAGES RESULT FROM A PARTY'S ENTITY'S NEGLIGENCE OR GROSS NEGLIGENCE. IN NO EVENT SHALL EITHER PARTY'S AGGREGATE LIABILITY FOR ANY CLAIM RELATING TO THE SERVICE (EXCLUSIVE OF PAYMENT OR INDEMNIFICATION OBLIGATIONS) EXCEED THE TOTAL OF THE AMOUNT PAID BY EITHER PARTY TO THE OTHER DURING THE PRIOR 12 MONTHS. TO THE EXTENT ANY SUCH DISCLAIMERS PLACE GREATER RESTRICTIONS ON YOUR USE OF THE SERVICE OR THE MATERIAL CONTAINED THEREIN, SUCH GREATER RESTRICTIONS SHALL APPLY. Some jurisdictions restrict or do not allow the limitation of liability in contracts, and as a result the contents of this section may not apply to you. In cases where such laws apply, liability of RVNUHive shall be limited to the fullest extent permitted by law.
RVNUHIVE'S IP RIGHTS.
Except as set forth in Section 7.b. below, You may not use RVNUHive's name, trademarks, service marks or any other IP Right of RVNUHive in any manner whatsoever to suggest association or affiliation with or endorsement by RVNUHive without the express prior written consent of RVNUHive, which RVNUHive may withhold at its sole discretion. Promotional use of images or reproductions of payment checks issued by RVNUHive without the express, written consent of RVNUHive is prohibited.
You may not use or display RVNUHive's name in any manner to disparage RVNUHive or the RVNUHive Services.
RVNUHive shall be and remain the sole owner of all right, title and interest in and to the RVNUHive Services (including, without limitation, all IP Rights therein) and any other IP Rights, materials or other properties owned, licensed, or controlled by RVNUHive, and You hereby assign to RVNUHive all right, title and interest You may be deemed to have therein. All rights not specifically granted to You under this Agreement are expressly reserved by RVNUHive.
CONFIDENTIALITY & NON-DISCLOSURE OBLIGATIONS.
In connection with this Agreement, RVNUHive may disclose to You and/or You may otherwise receive or have access to sensitive, confidential, and/or proprietary information of RVNUHive (collectively, "Confidential Information"), including, but not limited to (i) the identities of other sellers or Affiliates of RVNUHive (collectively, "RVNUHive Clients"); (ii) physical and data security information; (iii) technical data; (iv) RVNUHive Marketplace statistics and sales data; and/or (v) know-how or business information relating to business processes, methods, or marketing strategies. Except as required to perform Your obligations under and in accordance with the terms of this Agreement, You shall not (a) disclose the Confidential Information to any Person, or (b) use the Confidential Information (whether for Your own benefit or the benefit of any other Person), without the express prior written consent of RVNUHive. You may not use any Confidential Information for the purpose of soliciting, or to permit others to solicit, RVNUHive Clients to subscribe to any other services or promote the sale of any products which compete, either directly or indirectly, with RVNUHive or the RVNUHive Services, including without limitation the functionality offered by the RVNUHive Marketplace. You agree and acknowledge that RVNUHive may be required to provide to governmental agencies or other third parties information in its possession regarding You or the business You conduct with RVNUHive.
RVNUHive does not invite and cannot accept any ideas or information You consider to be confidential and/or proprietary. Except with respect to Your personally identifiable information, any suggestions, submissions, comments, ideas, concepts, know-how, techniques material or feedback conveyed, offered or transmitted by You to RVNUHive, or otherwise in connection with the RVNUHive Services (collectively, the "Submissions"), shall be deemed to be non-confidential and non-proprietary and RVNUHive shall have no obligation of any kind with respect to such Submissions, unless otherwise expressly agreed to in a writing executed by You and a duly authorized officer of RVNUHive. You hereby grant to RVNUHive and its licensees a worldwide, perpetual, non-exclusive, fully-paid, royalty-free, transferable right and license, with right to sublicense, to reproduce, publicly display, distribute, perform, transmit, edit, modify, create derivatives works of, publish, sell, commercially exploit, use, and disclose the Submissions for any purpose and in all forms and all media whether now known or to become known in the future. RVNUHive shall have no obligation to compensate You for any such Submissions in any manner. You hereby represent and warrant that: (i) You own or otherwise have the right to grant the foregoing license to RVNUHive with respect to Your Submissions; and (ii) Your Submissions and any use thereof by RVNUHive will not infringe or violate the rights of any Person. You are and shall remain solely responsible for the content of any Submissions You make and acknowledge that RVNUHive is under no obligation to respond to or use any Submission You may provide.
EXPORT CONTROL.
You acknowledge and agree to comply with all applicable export Laws, including the U.S. Export Administration Act, the Arms Export Control Act, the International Economic Emergency Powers Act, and the Foreign Corrupt Practices Act; and regulations issued pursuant to these and other U.S. Laws. You hereby represent and warrant that any Product Promoted, offered and/or provided by You via the RVNUHive Services is approved for export from Your Country without additional authorization or licensing from Your government. Should the export authorization status of Your Products change, You must immediately notify RVNUHive in writing. Information on U.S. export control regulations can be found on the Commerce Department's website at http://www.bis.doc.gov, the State Department's website at http://www.pmddtc.state.gov and the U.S. Treasury Department's website at http://www.treas.gov/offices/enforcement/ofac/index.shtml.
REQUIRED PERMITS.
It is your sole responsibility to obtain and maintain all applicable licenses and permits required for the operation of Your business.
REPRESENTATIONS AND WARRANTIES.
You represent, acknowledge and warrant that:
You, Your Products Your Promotions, and/or Your Submissions, as applicable, do not and will not, directly, or indirectly: (i) violate the right of privacy or publicity of any Person; (ii) contain any libelous, obscene, indecent, or otherwise unlawful material; (iii) infringe any IP Rights in any jurisdiction or otherwise contravene any rights of any Person; (iv) violate any laws, FTC rules, regulations, guidelines, or industry standards; or (v) violate RVNUHive’s Privacy Policy.
You may not: (i) frame, copy or mirror any content forming part of the RVNUHive Services; (ii) reverse engineer the RVNUHive Services or otherwise attempt to derive its source materials; (iii) access the RVNUHive Services for the purpose of (a) building a competitive product or service, or (b) copy any features, functions or graphics of the RVNUHive Services; (iv) interfere with or disrupt the RVNUHive Services or any data contained therein; (v) attempt to gain unauthorized access to the RVNUHive Services, its related systems or networks; or (vi) use the RVNUHive Services for any unlawful purpose or in violation of the rights of any Person.
INDEMNIFICATION.
To the fullest extent permitted by Law, You agree that:
In the event a third party makes any demand or complaint, or commences any action or files any claim whatsoever ("Claim") in connection with Your use of the RVNUHive Services, Your Products, Your Promotions or use of the Seller Spotlight, You shall defend, indemnify and hold harmless RVNUHive, its related parties and affiliates, and its officers, directors, employees, representatives, agents, licensors, attorneys, heirs, successors, and assignees (the "RVNUHive Parties"), from and against any and all damages, liabilities, claims or costs (including the costs of investigation, defense, reasonable attorneys' fees and costs) ("Losses") incurred by any RVNUHive Party as a result of such Claim, regardless of whether such Losses are direct, incidental, consequential, punitive or statutory.
Upon receiving notice of a Claim for which RVNUHive is entitled to indemnification by You, RVNUHive shall provide You with written notification and the opportunity to assume sole control over the defense or settlement of the Claim and reasonable assistance to settle and/or defend the Claim at Your sole expense; provided, however, that (i) any settlement which would impose a non-monetary obligation on and/or admission or finding of liability or wrongdoing by RVNUHive will require RVNUHive's prior written consent; (ii) the failure to provide timely notice, control, or assistance shall not relieve You of Your indemnification obligations; and (iii) RVNUHive may have its own counsel present at and participating in all proceedings or negotiations relating to a Claim, at RVNUHive's own expense, unless You fail or refuse to secure legal counsel to defend any Claim in a timely manner, in which case You shall pay all expenses related to RVNUHive's use of such counsel.
In the event that RVNUHive incurs costs, attorneys' fees or other expenses responding to any complaint other than a Claim, in connection with or in relation to Your Products or Promotions, including copyright infringement complaints under the DMCA, RVNUHive reserves the right, in its sole discretion, to recover such costs and expenses by deducting a reasonable, commensurate amount from any monies owed to You by RVNUHive up to a maximum of ten thousand dollars ($10,000) per event. In the event that RVNUHive incurs any Losses relating to Your violation of RVNUHive's Email/Text Message/Telemarketing policy, as set forth in Section 5 above, RVNUHive reserves the right, in its sole discretion, first to recover such Losses by deducting a reasonable, commensurate amount from any monies owed to You by RVNUHive up to a maximum of twenty thousand dollars ($20,000) per event. You understand and agree that the remedies set forth above are not exhaustive and that RVNUHive retains all rights to indemnification described herein. You authorize RVNUHive to make, and release RVNUHive from any liability in connection with, any such deductions.
LIMITATIONS OF LIABILITY.
IN NO EVENT SHALL ANY RVNUHIVE PARTY, OR ITS HEIRS, SUCCESSORS AND ASSIGNS, BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER ARISING OUT OF, RESULTING FROM, OR IN CONNECTION WITH THIS AGREEMENT AND/OR ANY (A) USE OF OR INABILITY TO USE THE RVNUHIVE SERVICES, (B) PERSONAL INJURY, PROPERTY DAMAGE, OR LOSSES OF ANY KIND, RESULTING FROM YOUR ACCESS TO AND/OR USE OF THE RVNUHIVE SERVICES, (C) UNAUTHORIZED ACCESS TO OR USE OF ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (D) INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE RVNUHIVE SERVICES, AND/OR (E) BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH THE RVNUHIVE SERVICES, WHETHER OR NOT RVNUHIVE IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, THE MAXIMUM CUMULATIVE AND AGGREGATE LIABILITY OF RVNUHIVE FOR ALL COSTS, LOSSES OR DAMAGES FROM CLAIMS ARISING UNDER OR RELATED IN ANY WAY TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR OTHERWISE, SHALL NOT EXCEED AN AMOUNT EQUAL TO THE TOTAL AMOUNTS DUE AND PAYABLE BY RVNUHIVE TO YOU UNDER THIS AGREEMENT FOR THE MONTH IMMEDIATELY PRECEDING THE DATE UPON WHICH SUCH DAMAGES ACCRUE. THE LIMITATION OF LIABILITY HEREIN IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN AND REFLECTS A FAIR ALLOCATION OF RISK. THE RVNUHIVE SERVICES, AND ANY SERVICES OR INFORMATION OFFERED THROUGH THE RVNUHIVE SERVICES, WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS AND YOU AGREE THAT THE LIMITATIONS OF LIABILITY AND DISCLAIMERS SPECIFIED HEREIN WILL SURVIVE AND APPLY EVEN IF FOUND TO HAVE FAILED OF THEIR ESSENTIAL PURPOSE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN CATEGORIES OF DAMAGES, IN SUCH JURISDICTIONS, YOU AGREE THAT THE LIABILITY OF RVNUHIVE SHALL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY SUCH JURISDICTION.
DATA PROCESSING.
You agree to comply with all data protection laws and regulations, including the E.U.’s data protection regulation, the General Data Protection Regulation (“GDPR”). You agree not to market to persons subject to GDPR who have not consented to receive marketing communications.
Persons subject to GDPR are entitled to demand that you take certain actions with respect to their data, including, without limitation, that you delete it, correct it, or restrict processing of it. If you receive a data request from a person subject to GDPR, or if RVNUHive receives any such request with respect to data you are processing, you agree to honor the request within 30 days. You agree to implement appropriate systems and processes to comply with this requirement.
If you receive any personal data from RVNUHive or process personal data on RVNUHive’s behalf, you will: (i) implement appropriate technical and organizational measures to ensure to ensure the security of the data; (ii) only process personal data for purposes approved by RVNUHive; (iii) cease processing such data upon request from RVNUHive; (iv) transfer such data only for purposes authorized by law, with prior notification to RVNUHive, and only pursuant to an appropriate sub processing agreement; (v) indemnify RVNUHive for any claim, expense, demand or cost related to your receipt or use of such data; and (vi) upon request, provide RVNUHive with information sufficient to demonstrate your compliance with this section, and allow RVNUHive to audit your data practices if necessary in RVNUHive’s sole discretion.
NO GUARANTEE OF VALIDITY.
RVNUHive does not endorse, approve, or certify any information provided on or through the RVNUHive Services, nor does it guarantee the accuracy, completeness, efficacy, timeliness, or correct sequencing of such information. Information provided on or through the RVNUHive Services may or may not be current as of the date of Your access, and RVNUHive has no duty to update and maintain such information. Additionally, the information provided on or through the RVNUHive Services may be changed periodically without prior notice. All content provided on or through the RVNUHive Services is provided "AS IS." Use of such information is voluntary, and reliance on it should only be undertaken after an independent review of its accuracy, completeness, efficacy, and timeliness.
LEGAL ADVICE, TAX AND PAYMENT ENTITY
RVNUHive provides professional information (for example, financial or compliance) for informational purposes only, which should not be construed as legal or accounting advice. You should seek independent professional advice from a person who is licensed and/or knowledgeable in the applicable area before acting upon any information, fact or opinion provided on or through the RVNUHive Services. You understand that RVNUHive employees, representatives, and/or agents do not provide advice pursuant to the authority of professional certifications or licenses and You will not treat information provided by our employees, representatives, and/or agents as such. You further understand that by receiving information, facts, or opinions on or through the RVNUHive Services, You are not entering into a relationship with RVNUHive or its employees, representatives and/or agents that entitles You to client privileges that may be associated with any professional certifications or licenses.
It is Your responsibility to ensure you have selected the correct entity(for example, individual, soul-trader, business) for payment based upon your individual circumstances and country or jurisdiction within which you live. RVNUHive takes no responsibility for the legal or tax implications that result to You through income made by your participation in RVNUHive. RVNUHive provides options for you to provide us for the purposes of invoicing (for example, business numbers), which should not be construed as advice, guidance or directions for you to setup any form of entity or to choose this option for invoicing. It is up to You to advise us on how you would like us to invoice on your behalf. Should no business number be provided we will invoice on your behalf as an individual, using your name and email as identifiers on any invoices issued.
It is your responsibility to ensure relevant taxes are paid based upon your circumstances. Individual taxes, and specialized taxes (for example, Goods and Services Tax (GST)) will be paid by you and will come out of the payments made or received through your use of RVNUHive. No additional payments will be made to cover the cost of taxes (for example, GST) and it is Your responsibility to ensure the taxes are paid in a way that is compliant with your individual circumstances and the country you or your entity reside in.
DISCLAIMER.
YOU ASSUME ALL RISK AND RESPONSIBILITY FOR YOUR DECISION TO USE THE RVNUHIVE SERVICES. THE RVNUHIVE SERVICES AND ALL RELATED SERVICES ARE OFFERED "AS IS" AND RVNUHIVE DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTIES INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. NEITHER RVNUHIVE NOR ITS RELATED PARTIES AND AFFILIATES ENDORSE OR ARE RESPONSIBLE FOR THE ACCURACY OR RELIABILITY OF ANY INFORMATION, FACT OR OPINION PROVIDED ON OR THROUGH THE RVNUHIVE SERVICES.
GENERAL TERMS AND CONDITIONS.
English is Governing Language. This Agreement is in English and all disputes between the parties shall be resolved in English. You understand and acknowledge that any foreign language services provided by RVNUHive are for informational purposes only and it is Your obligation to obtain independent legal advice at Your own expense to ensure You understand the terms of this Agreement.
Our Relationship. This Agreement does not create any relationship of principal and agent, partners, joint venturers, employer and employee, fiduciary, or similar relationship between the parties. You are prohibited from making any promise, warranty, or representation on behalf of RVNUHive or obligating RVNUHive in any way. You may not represent to any person that You are the agent of RVNUHive or are authorized to act on its behalf.
Assignment. RVNUHive may freely assign or transfer any or all of the rights and obligations described in this Agreement. You may not assign this Agreement or any of Your rights and duties hereunder without the prior written consent of RVNUHive. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns.
Severability. If any provision of this Agreement is determined by a court to be unenforceable or invalid, the validity of the remaining parts, terms or provisions shall not be affected by that determination, and such court shall substitute a provision that is legal and enforceable and is as close to the intentions underlying the original provision as possible.
Publicity. You may not issue or make any publicity release (including press releases and advertising or solicitation materials) or other public statement: (i) relating to this Agreement; (ii) using RVNUHive's name or referencing the RVNUHive Services; or (iii) suggesting or implying any endorsement by RVNUHive of You and/or any Products without the prior written approval of RVNUHive, which RVNUHive may withhold in its sole discretion. You hereby authorize RVNUHive to include your name, business name, and general information about your use of the RVNUHive services in RVNUHive’s marketing and promotional materials.
Entire Agreement; Amendment. This Agreement constitutes the complete and exclusive agreement between the parties relating to the subject matter hereof. It supersedes all prior proposals, understandings, and all other agreements, oral and written, between the parties relating to this subject matter. RVNUHive reserves the right to amend this Agreement at any time. When RVNUHive amends this Agreement, RVNUHive shall make reasonable efforts to provide You with general, not specific, notice of such changes by posting a conspicuous announcement at http://www.RVNUHive.com that such changes or amendments have occurred and identifying which particular provisions have changed. Such announcement shall be maintained for no less than 30 days following the effective date of such amendment. Your continued use of the RVNUHive Services, following the posting of such amendment will signify and be deemed Your assent to and acceptance of the revised Agreement. You agree that You have the burden to review periodically http://www.RVNUHive.com to inform Yourself of any such changes.
Waiver. The waiver or failure by RVNUHive to exercise any right provided for herein will not be deemed a waiver of any further right hereunder. The rights and remedies of RVNUHive set forth in this Agreement are cumulative and are in addition to any rights or remedies RVNUHive may otherwise have at law or equity, except with respect to any sole and exclusive remedies expressly provided for herein.
Equitable Actions. You acknowledge and agree that any breach or threatened breach of this Agreement may cause immediate and irreparable harm to RVNUHive which would not be adequately compensated by monetary damages and that RVNUHive may seek injunctive relief, specific performance, and/or other equitable relief as a remedy for any such breach or anticipated breach without the necessity of posting a bond or other security. You hereby consent to the jurisdiction of any such court and waive any objection to venue laid therein. Any such relief shall be in addition to and not in lieu of any appropriate relief in the way of monetary damages.
Force Majeure. You nor RVNUHive shall be responsible for delays or failures in performance resulting from acts of God, strikes, lockouts, riots, acts of war and terrorism, embargoes, boycotts, changes in governmental regulations, epidemics, fire, communication line failures, power failures, earthquakes, other disasters, or any other reason where failure to perform is beyond the control of, and not caused by, the non-performing party.
Notices. Any notice, request, approval, authorization, consent, demand or other communication required or permitted pursuant to this Agreement shall be in writing and shall be deemed given on the earliest of: (i) actual receipt, irrespective of the method of delivery; (ii) the time of transmission from RVNUHive if sent via email, as date stamped by RVNUHive's systems; (iii) on the delivery day following dispatch if sent by express mail (or similar next day air courier service); or (iv) on the sixth (6th) day after mailing by registered or certified United States mail, return receipt requested, postage prepaid and addressed to the last address provided by a party.
Headings/Interpretation. The section headings are for convenience only and shall not control or affect the meaning or construction of any provision of this Agreement.
RVNU HIVE BONUSES
RVNU Hive offers incentive bonuses to the top 10% and 5% of the salespeople within the community for any given month. The 10% and 5% will be based upon performance as decided by RVNU Hive. RVNU Hive reserves the right to cancel, reduce, alter or withdraw the bonuses and their structures; and to withhold or cancel payments at its sole discretion and without notice. The payments will be made monthly based upon the performance for that calendar month to a value decided by RVNU Hive, currently USD 2500 for the top 5% and 1250 for the 10% per month. Bonuses will be paid using PayPal to the PayPal account provided to RVNU Hive. To be eligible to receive the bonus you must be a current member of RVNU Hive, be in the top 10% and 5% of the community in sales volume for that month and have made at least USD 50,000 in individual sales volume for that month for the top 5% bonus and at least USD 25,000 for the top 10% bonus. These bonuses are dependent upon the current financial situation at RVNU Hive and should their be financial constraints present for the Company at that time bonuses will not be paid.
OFFER OF PERCENTAGE OF RVNU HIVE’S FEE SHARE FOR BRINGING ON A NEW BUSINESS
This offer applies to current RVNU Hive members only, you must be an active RVNU Hive member at the time the business signs up. You must be an active RVNU Hive member to receive ongoing payments, should you cancel your RVNU Hive membership all future payments will be forfeited by you. For any new business that you bring on RVNU Hive will give you 25% of our fees taken for that business. That is 25% of our fee of 5% taken for each sale, for example a product with a value of $1000 would see RVNU Hive charge $50 per sale and and we would give you $12.50 per sale. This share would be for every sale made within RVNU Hive for that business and would be calculated at the end of every month and paid once RVNU Hive has received payment from the business (this should be within 15 days of RVNU Hive billing the customer on the 1st of every month). The business must be an entirely new business on RVNU Hive, they cannot be a current or former member or advertiser on RVNU Hive. You cannot be an owner, employee or relative of any member of the new business you are bringing on. The new business must make clear at the time of signup that you brought them onto RVNU Hive in the “How Did You Hear About Us” section of the signup form by placing your name and the email address you use with RVNU Hive in that section. If the business does not place these details as outlined when signing up there will be a 24 hour window for the business to contact us to advise that you were the salesperson who brought them onto RVNU Hive. Any attempts to claim the 25% share after this time will not be accepted.
RVNU Hive reserves the right to change the percentage offered for bringing on a new business at any time. The change will be reflected in the banner advertisement and within the terms and conditions. This will not change any previous percentage agreements in place, as the percentage will be locked in at the rate set at the time of the new company being brought onto RVNU Hive.