PadMint Terms of Use

Last Updated: February 17, 2020

This Terms of Use (the “Terms or” “Agreement”) is a legal agreement between you (herein, “you,” “Broker” or “Owner”) and PadMint Inc. (herein “PadMint,” “PM,” “us,” “we,” or “our”). PM is a Delaware corporation licensed as a real estate brokerage in the State of California with a business office located at 555 W 5th Street, Los Angeles, California 90013, United States, License No. 02090132. The Terms govern your access to and use of PM’s website www.padmint.com, mobile apps, digital properties and related services owned and operated by us, whether accessible on mobile devices, tablets, personal computers or other devices (collectively, the “Services”). You agree to read carefully both the Terms, including the Dispute Resolution and Governing Law provision, and our Privacy Policy, which is incorporated in these Terms by reference.

BY CLICKING ON THE BOX “I AGREE” NEXT TO THE LANGUAGE ON THIS WEBSITE OR ANY SERVICES TO THE TERMS, OR BY ACCESSING OR USING THE SERVICES, YOU REPRESENT, ACKNOWLEDGE, AND AGREE TO THE FOLLOWING: (1) YOU HAVE READ AND AGREE TO BE BOUND BY ALL APPLICABLE TERMS (WHICH INCLUDE THE PRIVACY POLICY AND ANY APPLICABLE SUPPLEMENTAL TERMS OR THIRD-PARTY TERMS); (2) YOU ARE AN ADULT OF AT LEAST 18 YEARS OLD AND A RESIDENT OF THE UNITED STATES WHO HAS THE LEGAL CAPACITY TO FORM A BINDING CONTRACT; AND (3) YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO ENTER INTO THIS AGREEMENT (i) PERSONALLY, (ii) ON BEHALF OF A COMPANY, OR OTHER ENTITY (EACH, AN “AFFILIATE”), ON BEHALF OF THAT AFFILIATE AS ITS LEGALLY AUTHORIZED REPRESENTATIVE AND TO BIND SUCH AFFILIATE TO THE TERMS OF THIS AGREEMENT, AND (iii) IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF ANOTHER INDIVIDUAL, ON BEHALF OF THAT INDIVIDUAL AS ITS LEGALLY AUTHORIZED REPRESENTATIVE AND TO BIND SUCH INDIVIDUAL TO THE TERMS OF THIS AGREEMENT.

IF YOU DO NOT ACCEPT AND AGREE TO ALL OF THE FOLLOWING TERMS, INCLUDING THE DISPUTE RESOLUTION PROVISION, OR IF YOU DO NOT HAVE SUCH AUTHORITY, YOU ARE NOT PERMITTED TO ACCESS OR USE THE SERVICES. USING OR ACCESSING THE SERVICES CONSTITUTES YOUR ELECTRONIC SIGNATURE ON THE TERMS AND YOUR CONSENT TO EXECUTE THE TERMS ELECTRONICALLY.

WE MAY AMEND THE TERMS AS BELOW. IF YOU DO NOT AGREE TO ANY CHANGE TO THE NEW TERMS, YOU MUST IMMEDIATELY DISCONTINUE USING OR ACCESSING THE SERVICES.

Terms

1. Permissible Use of PadMint.

1.1. Uses of PadMint. Except as otherwise permitted by a separate agreement with PM, you acknowledge and agree that you are a licensed agent, property owner, or an agent acting directly on behalf of an owner. You agree that any listing information you post through/with PadMint is about your or your client’s property. You will not assert ownership rights of any kind in any listing information not provided by you.

1.2. Provision of Services. To access certain features and tools offered by PadMint or its service providers in connection with PadMint, you may need to register with PadMint or its service providers. You agree to provide accurate, true, current, and complete information to PadMint. The personal information you provide in connection with PadMint will be protected as described in our Privacy Policy. You are responsible for all activities related to PadMint that occur through your account and password. You agree to keep your password confidential and not use others’ accounts or permit others to use your account. We reserve the right to terminate accounts in our sole discretion.

1.3. Limited License. The Services are for eligible and authorized (“Users”). Users have a limited personal, nonexclusive, nontransferable, revocable license to access and use the Services. Any and all rights not specifically and expressly granted by us herein are reserved, and no license, permission or right of access or use not granted expressly herein shall be implied. PadMint reserves the right to interrupt all or any aspect of the Services without prior notice. You acknowledge that the Services may be interrupted for reasons beyond the control of PadMint and PadMint cannot guarantee that you will be able to access the Services or your User Account (as defined below) whenever you may wish to do so. PadMint has the right at any time, for any reason or no reason, to change and/or eliminate any aspect of the Services at our complete discretion.

1.4. PadMint requires its Users to comply with all applicable laws, including but not limited to individual state laws with respect to the sale or lease of real property. You agree that you will comply with all such laws applicable to you.

1.5. Any information you obtain from the PadMint website is intended for your personal, noncommercial use, provided that if you are a real estate or lending professional acting in your professional capacity, you agree that your commercial use is limited to transactions done on your own or your client’s behalf.

1.6. Subject to the foregoing, you will not copy, redistribute, or retransmit any of the information provided except in connection with your personal home search.

2. PadMint Features.

2.1. Listing Details. Listings include information that PadMint has multiple listing service received from the (“MLS”. For more information on the MLS, refer to Section 4 below.

2.2. PadMint Analysis. The analysis provided by PadMint includes our own presentation of information provided by the MLS. PadMint has made certain assumptions about the relevance, depiction, and display of this information and makes no guarantee about its accuracy or completeness.

2.3. PadMint Valuation Tool. Valuation information provided by PadMint, including through the PadMint Analysis feature, is an estimate generated by PadMint based on its internal analysis and algorithms, including monthly income entered by users. The Minted Estimate is not a formal appraisal or substitute for the in-person expertise of a real estate agent or professional appraiser. PadMint makes no guarantee or representation regarding the accuracy or completeness of these tools and information.

2.4. Rent Comparable PadMint’s depiction of rental comparables are based on information from publicly available listings provided through PadMint’s third-party sources.

2.5. Sales Comparable PadMint’s depiction of sales comparables are based on information from the county assessor’s offices, reflecting both on- and off-market deals.

2.6. Agent Profiles. Agents may set up profiles on PadMint, including name and address information, information on past sales, and income information at the time of sale. PadMint does not verify or otherwise vouch for the accuracy of agent profiles and the information they provide and does not check their statuses with the California Department of Real Estate or otherwise. PadMint reserves the right to use income information provided by agents for its analysis and other tools discussed above. For more information on licensed real estate agents in California, please visit https://www.dre.ca.gov/.

2.7. Private Portfolio. We allow users to set up accounts and follow selected properties on PadMint. In that case, we may collect information about you such as your name and contact information and property income data. This information is not provided publicly and will not be used by PadMint for any purpose other than to display and deliver tools to owners, such as the “Minted Estimate” for your properties.

2.8. For all features, PadMint has not independently verified and does not warrant the accuracy of information provided from third parties, including the MLS, government records, agents/brokers, owners, or other third parties. This information has been secured from sources we believe to be reliable, however all references to square footage, age, rents, projected rents, zoning, number of legal units and similar property-specific details should be considered approximations. The buyer to confirm unit and building measurements. The seller and broker do not warrant the accuracy of any representations of size of units, size of building or lot size. Expenses and vacancy factor are estimated based partly on industry standards. All prospective buyers should determine their own numbers for all expenses and the vacancy factor. Prospective buyers are advised to independently verify the accuracy and of confirm data provided, including unit and building measurements, heed the disclaimers we provide, and bear all risk for any inaccuracies. Analysis and tools include estimates and internal analyses provided by PadMint and should not be relied on for investment, listing, sales, or other decisions.

2.9. If you are an agent, broker, or owner who disagrees with the analysis, valuation, or other information provided regarding a property that you own or for which you are the listing agent or broker, please feel free to contact us with your questions and concerns. You can communicate with us easily through the chat box available in the bottom right-hand corner of our website, www.padmint.com. You can also send us an email at pro@padmint.com.

3. MLS Disclosures.

3.1 Not Responsible for Submissions. The MLSs are not responsible or liable, directly or indirectly, in any way, for any loss or damage of any kind incurred as a result of, or in connection with, your or any other User’s use of or reliance on any listing information, any related data, or posted or hyperlinked comments or reviews on the Site.

3.2 MLSs Do Not Endorse Submissions. The MLSs do not endorse any posted or hyperlinked comments or reviews on the Site.

3.3 MLS Terms of Use. Before we can show you pictures and prices of sold homes, or show you comments on active listings from PadMint agents, our MLS data providers require you to acknowledge that you consider PadMint to be your real estate agent, broker or salesperson. For purposes of clarification, you have no obligation to work with a PadMint agent to buy or sell a property. You can always choose to work with us or not. Before proceeding to view the content made available through PadMint, you must acknowledge all of the following:

  • You are entering into a lawful consumer-broker, seller/buyer-brokerage, or similar relationship with PadMint (as defined by applicable state or provincial/territorial law). You have no obligation to work with PadMint and you can terminate your account with PadMint at any time. Any information you obtain from the PadMint website is intended for your personal, noncommercial use.
  • You have a bona fide interest in the purchase, sale, or lease of real estate on PadMint.
  • You will not copy, redistribute, or retransmit any of the information provided except in connection with your consideration of the purchase or sale of an individual property.
  • You will not, directly or indirectly, display, post, disseminate, distribute, publish, broadcast, transfer, sell, or sublicense any information provided through PadMint and the MLS listings on PadMint to another individual or entity. This prohibition expressly includes “scraping” (including screen and database scraping), “data mining”, or any other activity intended to collect, store, reorganize, summarize, or manipulate any information provided or any related data.
  • You acknowledge that the individual MLS that supplies the listing data is the owner of such data and you acknowledge the validity of the MLS’s system, and MLS’s proprietary rights and copyright to such data and any related data.
  • PadMint also explicitly authorizes MLS employees, MLS members, or their duly authorized representatives to access PadMint’s website for the purposes of verifying compliance with MLS rules and monitoring the display of participants’ listings on PadMint’s site.
  • PadMint makes no guarantees as to the reliability, accuracy, or up-to-date nature of any information from MLS sources.

3.4 CRMLS Disclosure. Based on information from California Regional Multiple Listing Service, Inc. as of 2020. This information is for your personal, noncommercial use and may not be used for any purpose other than to identify prospective properties you may be interested in purchasing. Display of MLS data is usually deemed reliable but is NOT guaranteed accurate by the MLS. Buyers are responsible for verifying the accuracy of all information and should investigate the data themselves or retain appropriate professionals. Information from sources other than the listing agent may have been included in the MLS data. Unless otherwise specified in writing, the broker/agent has not and will not verify any information obtained from other sources. The broker/agent providing the information contained herein may or may not have been the Listing and/or Selling Agent.

4. User Accounts and Profiles

4.1. Account Eligibility. You are only eligible to register for an account to use certain Services under supplemental terms that may be provided at the time of registration or otherwise. You may browse our website and view content without setting up a User account; however, to access or use all the Services, you must establish an authorized account with PadMint (“User Account”).

4.2. You agree that you will supply accurate information to PadMint when requested and will update that information promptly if it changes. PadMint reserves all rights to pursue legal action against all persons who misrepresent personal information or who are otherwise untruthful about their identities, and to suspend or cancel User Accounts registered with inaccurate or incomplete information.

4.3. Our Discretion. In addition to the conduct specified above in our Community Guidelines, PadMint reserves the right, in its discretion, to take disciplinary or other measures as it sees fit in response to conduct that it deems unacceptable, including, without limitation, deletion or alteration of any username; suspension, termination, or cancellation of your User Account and your access to and use of the Services; or termination any license granted in these Terms, for any reason whatsoever. PadMint reserves the right to modify the Community Guidelines at any time.

4.4. Username Rules. PadMint may change your username, block your registration, remove your username from all aspects of the Services, and/or suspend or terminate your access to the Services if PadMint determines, at its discretion, that your username is contrary to the terms of this Agreement, including, without limitation, the requirements set forth in Section 3. You may not use any name that (a) belongs to another person with the intent to impersonate that person or that may mislead others to believe you to be the other person an employee of PadMint; (b) uses vulgar or insulting language or which is otherwise offensive, defamatory, obscene, hateful, or racially, ethnically, or religiously charged, or other language PadMint considers objectionable; (c) belongs to a popular culture figure, character, celebrity, media personality or any other name protected by a third party’s trademark(s), service mark, publicity rights or other proprietary rights; (d) is, contains, or is substantially similar to a trademark or service mark, whether registered or not; or (e) is related to drugs, sex, alcohol, or criminal activity.

5. Content, Ownership, Copyrights

5.1. User Content. The Site may allow agents and owners to input data regarding properties, which we in turn may analyze and rely upon in delivering the Site and Services to you. You expressly grant PadMint or its Third-Party Providers (as defined below) a non-exclusive, irrevocable license to, throughout the universe and in perpetuity, use, copy, reproduce, create derivative works from, perform, publicly display, adapt, translate, upload, modify, edit, publish, post, transmit, participate in the transfer or sale of, sublicense, distribute or exploit, in any way or purpose whatsoever, any and all material of any kind or nature that you may submit (e.g., by uploading or transmitting) via the Services (“User Content”), commercial or otherwise, in any medium now known or hereafter devised, without compensation or credit to the provider of the User Content.

5.2. Limited License. You are granted a limited, revocable, and nonexclusive right to create a hyperlink to any PadMint website so long as the link does not portray PadMint or its products or services or Third-Party Providers in a false, misleading, derogatory, or otherwise offensive manner. You may not use any PadMint logo or other proprietary graphic or trademark as part of the link without express written permission.

5.3. Ownership. Nothing contained in these Terms shall be construed as conferring any license or right, by implication, estoppel or otherwise, without the written permission of PadMint. You acknowledge that all rights, ownership, intellectual property and title in and to the Services, including without limitation any User Accounts, login information, titles, trademarks, trade names, service marks, moral rights, computer code, themes, objects, catchphrases, locations, concepts, artwork, animations, sounds, music, video footage, photographs, opinions, images, text, audio-visual effects, or methods of operation and any documentation related to any of the aforementioned Terms (collectively, “Materials”) are owned and controlled by PadMint or its Third-Party Providers. You may not use, copy, reproduce, create derivative works from, perform, publicly display, adapt, upload, modify, edit, publish, post, transmit, participate in the transfer or sale of, license, distribute or exploit, in any way whatsoever, the Materials contained in the Services without the express written permission of PadMint or its Third-Party Providers. Any modification of the Materials or any portion thereof, or unauthorized use of the Materials for any other purpose, constitutes an infringement of Padmint’s or its Third-Party Providers’, copyrights and other proprietary rights and, for clarity, nevertheless are created for PadMint or its Third-Party Providers’ sole and exclusive benefit, and are owned and controlled by PadMint or its Third-Party Providers.

5.4. Accuracy. PadMint reasonably believes that all information on the Site is accurate. However, PadMint does not guarantee that this will always be true. We may depend on Users to input User Content and agents to input data regarding their properties. We also depend on third parties who provide information to us that is included directly or indirectly on the Site. We do not warrant the accuracy of such information and are not responsible for User Content or third-party content that we use and rely on in delivering PadMint, the Site and our Services to you. If you believe that the Site contains inaccurate information or the provider, please report it to PadMint by sending an email to pro@padmint.com.

5.5. Digital Millennium Copyright Act (“DMCA”). In accordance with the DMCA, we will promptly respond to claims of copyright infringement that are reported to the agent we have designated to receive notifications of claims of infringement, whose contact information is:

555 W 5th St. 35th Floor Los Angeles, CA 90013

If you believe that your work has been copied in a way that constitutes copyright infringement, please provide our agent with written notice of the claimed infringement that includes the following:

a) A physical signature of a person authorized to act on behalf of the owner of the copyright allegedly infringed;

b) A description of the copyrighted work that is claimed to have been infringed;

c) A description of where the allegedly infringing material is located on the Site;

d) Your address, telephone number, email address and any other information reasonably sufficient to allow us to contact you;

e) A statement from you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and

f) A statement made by you, under penalty of perjury, that the information in the notice is accurate and that you are the copyright owner or are authorized to act on the owner’s behalf.

You acknowledge and agree that upon receipt and notice of a claim of infringement, we may immediately remove the identified materials from the Services without liability.

5.6. Termination. We reserve the right to immediately terminate your use of the Site at any time without cause. If your use is terminated, PadMint may deactivate your account by deleting your password and username, and all related information and files associated with them, and/or bar any further access to such information or files. Either PadMint or you may terminate these Terms of Use and your User Account at anytime. You may terminate these Terms of Use and your User Account by contacting PadMint and deleting your User Account as set forth in the Privacy Policy and then subsequently no longer accessing or using the Services. PadMint may terminate these Terms of Use by asking you to stop using the Services and, if necessary, by preventing your access to the Services and your User Account. PadMint shall have the right to suspend, terminate, cancel, modify, or delete these Terms of Use at any time for any reason or for no reason, with or without notice to you. IF YOU VIOLATE ANY OF THE TERMS OR CONDITIONS OF THESE TERMS OF USE, PM RESERVES THE RIGHT TO IMMEDIATELY SUSPEND, TERMINATE, OR CANCEL, IN ITS DISCRETION AND WITHOUT NOTICE TO YOU, YOUR USER ACCOUNT OR ACCESS TO THE SERVICES. UPON TERMINATION OF THESE TERMS OF USE OR YOUR USER ACCOUNT, YOU WILL HAVE NO FURTHER RIGHTS TO ACCESS OR USE THE SERVICES.

6. Third-Party Websites and Services Independent from PadMint.

6.1. When accessing and using the Services, you may be directed to third-party or external properties or websites that are not affiliated with PadMint (“Third-Party Websites”). PadMint and organizations that assist PadMint with providing the Services (“Third-Party Providers”) are not responsible for the availability of Third-Party Websites and do not endorse, and are not responsible or liable for any content, advertising, services products, or other materials contained on Third-Party Websites. You acknowledge that PadMint has no control over Third-Party Websites and therefore your access to any Third-Party Websites is at your own risk. PM shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of, inability to use, or reliance on any content, advertising, products, or other materials contained on Third-Party Websites. We recommend that you carefully review any terms and conditions, privacy policies and any other legal documents that may be contained on any Third-Party Websites.

6.2. You are bound by Google’s Terms of Service because of our integration of the Google Maps Geolocation API.

7. DISCLAIMER

PADMINT PROVIDES THE SERVICES ON AN ”AS IS” AND ”AS AVAILABLE” BASIS. PADMINT DOES NOT CONTROL OR VET THIRD-PARTY CONTENT FOR ACCURACY. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, PADMINT DOES NOT PROVIDE ANY EXPRESS OR IMPLIED WARRANTIES, CONDITIONS, OR REPRESENTATIONS REGARDING THE SERVICES AND PADMINT AND ITS SERVICE PROVIDERS AND LICENSORS DISCLAIM ANY AND ALL IMPLIED WARRANTIES, CONDITIONS, AND REPRESENTATIONS, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OR CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, DURABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY OF DATA, AND NONINFRINGEMENT.

PadMint is not responsible for any errors in displayed information or delays in displaying information ON THE SITE, including without limitation any THIRD-PARTY CONTENT OR INFORMATION PROVIDED THROUGH OUR PROPRIETARY ALGORITHMS. PADMINT TAKES NO RESPONSIBILITY NOR ASSUMES ANY LIABILITY FOR ANY THIRD-PARTY CONTENT. ANY USE OR RELIANCE ON ANY THIRD-PARTY CONTENT OR OTHER INFORMATION ON THE SERVICES OR OBTAINED BY YOU THROUGH THE SERVICES IS AT YOUR OWN RISK, INCLUDING INFORMATION PROVIDED BY OR FOR PADMINT. PADMINT IS NOT RESPONSIBLE FOR THE ACTS OR OMISSIONS OF, OR ANY CONTENT OR INFORMATION PROVIDED BY, ANY THIRD PARTY, INCLUDING, WITHOUT LIMITATION, AN MLS OR AN AGENT PARTICIPATING AS A PADMINT PARTNER.

PADMINT IS NOT RESPONSIBLE FOR, AND PADMINT MAKES NO REPRESENTIONS OR WARRANTIES REGARDING, THE DELIVERY OF ANY MESSAGES (SUCH AS POSTING OF ANSWERS OR TRANSMISSION OF ANY CONTENT) SENT THROUGH THE SERVICES. PADMINT HAS NO OBLIGATION TO VERIFY THE IDENTITY OF THE PERSONS USING ITS SERVICES, NOR DOES PADMINT HAVE ANY OBLIGATION TO MONITOR THE USE OF ITS SERVICES. PADMINT DISCLAIMS ALL LIABILITY FOR IDENTITY THEFT OR ANY OTHER MISUSE OF YOUR IDENTITY OR INFORMATION BY OTHERS.

PADMINT MAKES NO GUARANTEE THAT THE SERVICES WILL FUNCTION WITHOUT INTERRUPTION OR ERRORS AND PADMINT DISCLAIMS ALL LIABILITY FOR DAMAGES CAUSED BY ANY SUCH INTERRUPTION OR ERRORS.

THE INFORMATION ON THE SERVICES IS NOT AN OFFER OR SOLICITATION BY ANYONE IN ANY JURISDICTION IN WHICH AN OFFER OR SOLICITATION CANNOT LEGALLY BE MADE, OR TO ANY PERSON TO WHOM IT IS UNLAWFUL TO MAKE A SOLICITATION.

THE VIEWS EXPRESSED ON THE SERVICES IN USER CONTENT OR THIRD PARTY CONTENT, INCLUDING, WITHOUT LIMITATION, POSTS TO FORUMS, DO NOT NECESSARILY REPRESENT OR REFLECT THE VIEWS OF PADMINT. PADMINT IS NOT RESPONSIBLE FOR, AND DISCLAIMS ANY AND ALL LIABILITY IN RELATION TO THIRD-PARTY CONTENT

8. LIMITATION OF LIABILITY

NONE OF PADMINT, ITS THIRD-PARTY PROVIDERS, OR ANY PERSON OR ENTITY INVOLVED IN PRODUCING, PROVIDING OR MARKETING ANY ASPECT OF THE SERVICES, NOR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, SHAREHOLDERS, INVESTORS, PROFESSIONAL REPRESENTATIVES, LICENSORS, LICENSEES OR AGENTS, SHALL BE LIABLE IN ANY WAY FOR DAMAGE OR LOSS OF ANY KIND, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE OR ANY OTHER CAUSE OF ACTION (EVEN IF PADMINT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE) RESULTING FROM (A) THE USE OF OR INABILITY TO USE THE SERVICES; (B) THE BREACH OF ANY REPRESENTATION OR WARRANTY (OTHER THAN THE LIMITED PRODUCT WARRANTY SET FORTH ABOVE); (C) THE DOWNLOADING OF ANY SOFTWARE OWNED OR OPERATED BY PADMINT OR ANY THIRD-PARTY PROVIDER; (D) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY NATURE WHATSOEVER RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICES; OR (E) INTERRUPTIONS OF THE SERVICES, INCLUDING WITHOUT LIMITATION INTERNET SERVICE DISRUPTIONS, SOFTWARE, TRANSPORTATION, FACILITY OR OTHER FAILURES OR ANY OTHER EVENT THAT MAY RESULT IN A LOSS OF DATA OR DISRUPTION OF SERVICES.

IN NO EVENT SHALL PADMINT, ITS THIRD-PARTY PROVIDERS, OR ANY PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING OR DISTRIBUTING THE SERVICES OR ANY SUBPART THEROF, OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, SHAREHOLDERS, INVESTORS, PROFESSIONAL REPRESENTATIVES, LICENSORS, LICENSEES OR AGENTS, BE LIABLE TO YOU OR ANYONE ELSE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL OR ANY OTHER DAMAGES RESULTING FROM THE USE OF OR INABILITY TO USE THE SERVICES.

SOME JURISDICTIONS MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN WARRANTIES OR DISCLAIMERS, IN WHICH CASE SOME OF THE WARRANTIES OR DISCLAIMERS PROVIDED IN THESE TERMS OF USE MAY NOT BE APPLICABLE. TO THE EXTENT THAT THE LIMITATION OF LIABILITY SET FORTH IN THIS SECTION IS PROHIBITED OR FAILS IN ITS ESSENTIAL PURPOSE, PADMINT’S TOTAL LIABILITY ARISING FROM THESE TERMS OF USE AND SOLE OBLIGATION WITH RESPECT TO DAMAGES SHALL NOT EXCEED THE AMOUNT YOU HAVE PAID TO PADMINT DURING THE PRIOR YEAR. THIS SECTION SHALL SURVIVE ANY EXPIRATION, TERMINATION OR CANCELLATION OF THE SERVICES AND/OR THESE TERMS OF USE OR ANY DETERMINATION THAT THESE TERMS OF USE OR ANY PORTION OF THESE TERMS IS VOID OR VOIDABLE.

9. Indemnity. You agree to indemnify, defend and hold PadMint, its Third-Party Providers, or any person or entity involved in creating, producing, or distributing any of the Services, or any of their respective directors, officers, employees or agents, harmless from and against any and all damages, costs, losses and expenses, including reasonable attorney fees and court costs relating to or arising directly or indirectly from any suit, claim, demand or settlement, based upon your posting or uploading any content, using any feature or your failure to comply with these Terms or your violation of any third-party right or your violation of any applicable law, rule or regulation of the United States.

10. Dispute Resolution And Governing Law - IMPORTANT - READ CAREFULLY

10.1. Informal Resolution. To expedite resolution and control the cost of any dispute for you and for PadMint, any controversy or claim related to your use of the Services, these Terms, or the Privacy Policy, including any communications among and between you and PadMint (“Dispute”), you and PadMint agree to first attempt to negotiate any Dispute informally for at least thirty (30) days prior to initiating any arbitration or court proceeding. This provision is a condition precedent to pursuing arbitration as described below.

10.2. Binding Arbitration. Except where you or PadMint choose to pursue an individual claim in small claims court consistent with the jurisdictional limits, any Dispute shall be determined by arbitration before one arbitrator. The arbitration shall be administered by JAMS pursuant to JAMS’S Streamlined Arbitration Rules and Procedures. Judgment may be entered in any court having jurisdiction. More information about JAMS and how to initiate arbitration is available at https://www.jamsadr.com/adr/. To the full extent permitted by law, (a) no arbitration shall be joined with any other; (b) there is no right or authority for any claim related to these Terms or any of PadMint’s products or Services to be arbitrated on a class action basis or to utilize class action procedures; and (c) there is no right or authority for any claim to be brought in a purported representative capacity on behalf of the general public or any other persons.

10.3. Restrictions. You and PadMint agree that any arbitration shall be limited to the Dispute between PadMint and you individually. To the full extent permitted by law, (i) no arbitration shall be joined with any other; (ii) there is no right or authority for any Dispute to be arbitrated on a class action basis or to utilize class action procedures; and (iii) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.

YOU AND PADMINT AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

Further, unless both you and PadMint agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.

THE PARTIES HEREBY WAIVE THEIR RIGHTS TO JURY TRIAL WITH RESPECT TO ALL CLAIMS AND ISSUES ARISING UNDER, IN CONNECTION WITH, TOUCHING UPON OR RELATING TO THESE TERMS OF USE, THE BREACH THEREOF AND/OR THE SCOPE OF THE PROVISIONS OF THIS SECTION, WHETHER SOUNDING IN CONTRACT OR TORT, AND INCLUDING ANY CLAIM FOR FRAUDULENT INDUCEMENT THEREOF. YOU UNDERSTAND THAT, ABSENT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL.

10.4. Location and Jurisdiction. Any arbitration will be initiated in and take place in the County of Los Angeles, State of California, United States of America or, at your choice, in the county where you reside, as determined based on your address on file with PadMint. You may, at your election, also agree to arbitrate on written papers or by telephone. Any Dispute not subject to arbitration (other than claims proceeding in any small claims court), or where no election to arbitrate has been made, shall be decided by a court of competent jurisdiction wherever located, including, without limitation, in the County of Los Angeles, State of California, United States of America, and you and PadMint agree to submit to the personal jurisdiction of such courts.

10.5. Governing Law and Other Provisions. Except as expressly provided otherwise, this Dispute Resolution and Governing Law provision will be governed by, interpreted, construed, and enforced in accordance with the Federal Arbitration Act and other applicable federal law. To the extent state law applies to any Dispute, the law of the State of California will apply, excluding conflict-of-law rules and principles. You and PadMint agree that if any portion of this Dispute Resolution and Governing Law provision is found illegal or unenforceable (with the exception of 11.3), that portion shall be severed and the remainder of this section shall be given full force and effect. This Dispute Resolution and Governing Law provision survives the termination of any agreement between you and PadMint.

11. Miscellaneous.

11.1. Equal Housing. We are pledged to the letter and spirit of U.S. policy for the achievement of equal housing opportunity throughout the nation. We encourage and support an affirmative advertising and marketing program in which there are no barriers to obtaining housing because of race, color, religion, sex, handicap, familial status, or national origin.

11.2. Changes. We may make material changes to our Terms at any time. We will notify you of material changes by posting a notice of a revised policy linked from our homepage, www.padmint.com, and our posted Terms will indicate the effective date. We may take additional steps to notify you and other Users by sending you a notice to the email address we have on file for you, or by placing notices on our website. You should periodically check this page for updates. Your continued use of the Services following the effective date means that you accept any changes to the Terms.

11.3. Force Majeure. PadMint shall not be liable for any delay or failure to perform resulting from causes outside the reasonable control of PadMint, including without limitation any failure to perform hereunder due to unforeseen circumstances, such as acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, earthquakes, tornados, hurricanes, pandemics, accidents, strikes, internet interruption, denial of service attack, hacking or shortages of transportation facilities, fuel, energy, labor or materials.

11.4. Severability. Notwithstanding if any other provision of these Terms shall be held invalid or unenforceable, in whole or in part, such provision shall be deemed severable from these Terms, and the validity and enforceability of all other provisions of these Terms shall not be affected thereby. These Terms constitute the entire agreement between the parties hereto relating to the subject matter hereof and supersede all prior oral and written and all contemporaneous oral negotiations, commitments and understandings of the parties.