Welcome to the Terms of Service for Hunt Club LLC. This is an agreement (“Agreement”) between Hunt Club LLC, Inc. (“Hunt Club LLC"), a Delaware Limited Liability corporation, the owner and operator of HuntClub.co (the “Site”), Hunt Club LLC recruiting service (collectively the “Service”), and you.
PLEASE READ THIS AGREEMENT CAREFULLY. BY ACCESSING OR USING THIS SITE IN ANY WAY, INCLUDING USING THE SERVICE, CLICKING ON THE “I ACCEPT” BUTTON, COMPLETING THE REGISTRATION PROCESS, AND/OR MERELY BROWSING THE SITE, YOU REPRESENT THAT (1) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THE AGREEMENT; (2) YOU ARE OF LEGAL AGE TO FORM A BINDING CONTRACT WITH Hunt Club LLC, AND (3) YOU HAVE THE AUTHORITY TO ENTER INTO THE AGREEMENT PERSONALLY OR ON BEHALF OF THE COMPANY YOU HAVE NAMED AS THE EMPLOYER, AND TO BIND THAT COMPANY TO THE AGREEMENT. IF YOU DO NOT AGREE TO BE BOUND BY THIS AGREEMENT, YOU MAY NOT ACCESS OR USE THIS SITE OR THE SERVICE.
Throughout this document, the words “Hunt Club LLC,” “us,” “we,” and “our,” refer to our company, Hunt Club LLC, Inc., our Site or our Service, as is appropriate in the context of the use of the words. The term “Prospective Employee” will refer to Users of our Service who are seeking employment opportunities through Hunt Club LLC. The term “Employer” will refer to a company that is interested in hiring Prospective Employees through the use of our Service. The term “Influencer” refers to a person referring a candidate for a position using the platform. The term “You” refers to the individual or legal entity, as applicable, identified as the user when you register on the Site.
You agree to keep all information gained from using our Site confidential. you agree that (1) you will use any content SUBMITTED BY PROSPECTIVE EMPLOYEES in accordance with applicable privacy and data protection laws; (2) you will not disclose the names or identities of any Prospective Employees listed for auction, outside of your recruiting or hiring department; AND (3) you will take appropriate physical, technical and administrative measures to protect content you obtain through use of the Site and Service from loss, misuse, unauthorized access, disclosure, ALTERATION or destruction. you ALSO agree not to post, publicly disclose or disseminate any job offers which you become aware OF through our Site or Service.
Our Service may allow you to upload photos, resumes, projects and other information and may allow you to message or communicate in other ways with other users through our Service. Any information that you post, transmit or submit through our Site or Service will be referred to as “Content” throughout this Agreement.
THIS AGREEMENT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND ALSO LIMITS THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE. PLEASE NOTE THAT THIS AGREEMENT IS SUBJECT TO CHANGE BY Hunt Club LLC IN ITS SOLE DISCRETION AT ANY TIME. When changes are made, we will make a new copy of the Agreement available at the Site. We will also update the “Last Updated” date at the top of the Agreement. If we make any material changes, and you have registered to use the Service, we will also send an e-mail to you at the last e-mail address you provided to us pursuant to this Agreement. Any changes to the Agreement will be effective immediately for new Users of the Site or Service and will be effective thirty (30) days after posting notice of such changes on the Site for existing Users, provided that any material changes shall be effective for Users who have a registered account on the Site (“Registered Users”) upon the earlier of thirty (30) days after posting notice of such changes on the Site or thirty (30) days after dispatch of an e-mail notice of such changes to Registered Users. Hunt Club LLC may require you to provide consent to the updated Agreement in a specified manner before further use of the Site or the Service is permitted. If you do not agree to any change(s) after receiving a notice of such change(s), you shall stop using the Site and/or the Service. Otherwise, your continued use of the Site and/or Service constitutes your acceptance of such change(s). PLEASE REGULARLY CHECK THE SITE TO VIEW THE THEN-CURRENT TERMS OF SERVICE.
Hunt Club LLC is an online service that connects Prospective Employees with Employers through a referral process. Additionally, your use of Hunt Club LLC is free, and the referral process is non-binding and does not create any contractual obligations between the Employer and the Prospective Employee. The referral from influencers only acts as a tool for Prospective Employees to gauge their job marketability.
As an Employer, you have the opportunity to find qualified talent and reduce the costs involved with hiring and retaining such talent. A Success Fee (as defined in Section 6 below) will only be collected from you in accordance with Section 6 after you have successfully Hunt Club LLC a Prospective Employee. YOU UNDERSTAND THAT Hunt Club LLC DOES NOT INQUIRE INTO THE BACKGROUNDS OF ITS USERS OR ATTEMPT TO VERIFY THE STATEMENTS OF ITS USERS (ALTHOUGH IT RESERVES THE RIGHT TO CONDUCT ANY BACKGROUND CHECK OR OTHER SCREENINGS AT ANY TIME USING AVAILABLE PUBLIC RECORDS), AND THAT YOU ARE RESPONSIBLE FOR CONDUCTING ANY BACKGROUND CHECKS, REFERENCE CHECKS, OR OTHER DUE DILIGENCE THAT YOU MAY REQUIRE BEFORE MAKING AN OFFER OF EMPLOYMENT TO A PROSPECTIVE EMPLOYEE.
In registering for an account on the Site, you agree to (1) provide true, accurate, current, and complete information about yourself as prompted by the Services’ registration form (“Registration Data”), and (2) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. You are responsible for all activities that occur under your account. If you provide any Content that is untrue, inaccurate, not current, or incomplete, or Hunt Club LLC has reasonable grounds to suspect that such Content is untrue, inaccurate, not current or incomplete, Hunt Club LLC has the right to suspend or terminate you account and refuse any and all current or future use of the Site or Service. You agree not to create an account using a false identity or information, or on behalf of someone other than yourself. You agree that you shall not have more than one account. You agree not to create an account or use the Site or Service if you have been previously removed by Hunt Club LLC, or if you have been previously banned from the Site or Service.
In order to use Hunt Club LLC as a Prospective Employee you must register and create a profile. The use of the Site and the Service is free for Prospective Employees. When registering with Hunt Club LLC, we may require you to provide us information such as your name, e-mail address, employment history, work experience and skill set. Furthermore, you agree to provide us with any other identifying documents that we may request. We may also allow you to use a third party service such as Github, LinkedIn or Twitter to register. We will review the information that you provide to us during the registration process and we may also review any other information about you that is publicly available. We reserve the right, in our sole discretion, to accept or reject your registration to use our Site and Service. If your registration is accepted, you will be allowed to use our Service.
In order to use Hunt Club LLC as an Employer you must also register. Registration is free. When registering we may ask you for additional information related to your company and the types of Prospective Employees you are looking for. We may also allow you to use a third party service such as Angellist to register. We will review the information that you provided to us during the registration process and any other information that is publicly available. We reserve the right, in our sole discretion, to accept or reject your registration to use our Site and Service. If your registration is accepted, you will be allowed to bid on the services of Prospective Employees that have posted their profiles on Hunt Club LLC.
In order to use Hunt Club LLC as a Prospective Influencer you must register and create a profile. The use of the Site and the Service is free for Prospective influencer. When registering with Hunt Club LLC, we may require you to provide us information such as your name, e-mail address, employment history, work experience and skill set. Furthermore, you agree to provide us with any other identifying documents that we may request. We may also allow you to use a third party service such as Github, LinkedIn or Twitter to register. We will review the information that you provide to us during the registration process and we may also review any other information about you that is publicly available. We reserve the right, in our sole discretion, to accept or reject your registration to use our Site and Service. If your registration is accepted, you will be allowed to use our Service.
As an influencer, you have the opportunity to refer candidates for prospective positions. If you do not accept the role, we have the right to find an alternative influencer for that particular placement. After you agree & accept the opportunity to refer candidates for a position, your candidate is hired or interviewed; you will have the opportunity (but not guaranteed) to receive a referral fee if overall search for the position is successful. To reiterate, if a candidate is not hired via a hunt club search, influencers are not paid commission.
We have the right, at our discretion, to fluctuate all contingency fees paid out to influencers, whenever we deem necessary. For all placement fees larger than $600, you will be issued a K1 for all referrals and be responsible for reporting all monetary gains to local and national tax entities.
You are responsible for your use of the Site and Service and for any use of the Site or Service made using your account. You agree not to access, copy, or otherwise use the Site or the Service, including our intellectual property and trademarks, except as authorized by this Agreement or as otherwise authorized in writing by Hunt Club LLC. Remember when using Hunt Club LLC we ask you to act reasonably and responsibly with others. Your continued access to our Site and use of our Service are contingent on your agreement to act in a proper manner. When using our Site and Service:
After a Prospective Employee has registered and created a profile on Hunt Club LLC, he or she will be able to create a listing for a position using software made available by us through the Service. Prospective Employees are solely responsible for running and managing their own candidates. At the conclusion of the referral process the Prospective Employee may, but is not required to, contact any Employer that is involved.
After an Employer’s registration has been accepted by us, the Employer will be able to browse the Prospective Employees on our Site, communicate anonymously with these Prospective Employees, and submit preliminary non-binding job offer in response to auctions conducted by Prospective Employees. If an Employer hires a Prospective Employee from our Site, the Employer will owe Hunt Club LLC a Success Fee (as defined in Section 6 below).
Once an Employer has discovered a Prospective Employee on our Site or Service, the Employer agrees to communicate exclusively with the Prospective Employee through our Site and Service for the duration of the recruiting process. The Employer and the Prospective Employee may use other means of communication during the hiring process. The Employer agrees not to attempt to circumvent our Site and Service by independently attempting to communicate and hire the Prospective Employee through alternative means after discovering the Prospective Employee on our Site or Service.
Hunt Club LLC merely provides Prospective Employees a location and the software tools to enable them to find and connect with Employers. Prospective Employees and Employers are solely responsible for any issues arising from the use of the Hunt Club LLC auction software or their use of Service.
Any agreements created between an Employer and a Prospective Employee are not binding on us. We are not liable for, or obligated to enforce, any agreements between an Employer and a Prospective Employee. You will not consider Hunt Club LLC, nor will Hunt Club LLC be construed as, a party to such transactions, whether or not Hunt Club LLC receives some form of remuneration in connection with the transaction, and Hunt Club LLC will not be liable for any costs or damages arising out of or related to such transaction.
No contractual obligations are created for either the Prospective Employee or the Employer through the use of the Service. The Prospective Employee is not obligated to accept the highest bidder or any bidder at all. Additionally, bids submitted by an Employer to a Prospective Employee through the bidding process are not binding on the Employer. At the end of the bidding process the Prospective Employee may choose which Employer, if any, he or she wishes to contact.
Hunt Club LLC is free for Prospective Employees. A Prospective Employee is required to promptly notify Hunt Club LLC if the Prospective Employee (a) accepts an offer of employment (an “Employment Offer”), whether for an indefinite or fixed term, (b) accepts an offer of employment as a contractor or consultant (a “Consulting Offer”), whether for an indefinite or fixed term (each, a “Consulting Engagement”), (c) accepts an Employment Offer or a Consulting Engagement during or within twelve (12) months after termination of an Internship of any duration, with (1) an Employer who was identified by the Prospective Employee through the use of our Site or Service or (2) from an Employer who identified the Prospective Employee through the use of our Site or Service; or (d) accepts an Employment Offer made by an Employer during or within twelve (12) months after termination of a Consulting For the purposes hereof, an Internship shall refer to an opportunity for a Prospective Employee to work, as an intern or pursuant to a co-op arrangement, for an Employer for a fixed period of time to assess job skills and shall only apply to Prospective Employees that are enrolled in college or graduate school, or who have graduated from college or graduate school in the past 6 months.
If you are a Prospective Employee who is using our Site and Service, you agree that (1) if you receive a Covered Offer, you shall promptly notify Hunt Club LLC of your Start Date and the key terms of such Covered Offer (and notify Hunt Club LLC promptly should that Start Date or offer terms change at any time), (2) you shall provide Hunt Club LLC with (a) a copy of a fully executed Covered Offer, or (b) execute a document between Employer, Hunt Club LLC and Prospective Employee that states material employment terms, including, among other things, Start Date and compensation, promptly upon the signing of a Covered Employment offer letter between you and such Prospective Employee (the “Effective Date”), as requested by Hunt Club LLC, and (3) you will promptly notify Hunt Club LLC after termination of your employment as an employee, intern, coop employee, consultant or contractor (“Employment”) in the event that (a) an Employer terminates your Employment based on unsatisfactory performance within ninety (90) days of the date on which your Employment commenced, or (b) you voluntarily terminate your Employment within ninety (90) days of the date on which your Employment commenced. In the event that before the Start Date, either Employer or Prospective Employee elect not to begin the employment relationship contemplated by the Covered Offer, Prospective Employee shall promptly notify Hunt Club LLC and such Prospective Employee shall not be eligible for the related Prospective Employee Payment.
Once we have accepted the registration of an Employer, the Employer will be able to post jobs, review candidates and contact (through the Service) Prospective Employees listed on our Site and Service. If a Prospective Employee identified through use of our Service accepts a Covered Offer, the Employer will be charged a Success Fee. For purposes of this Agreement, “Success Fee” shall refer to both Upfront Success Fees and Monthly Success Fees, and shall be collected, as set forth below:
Employers are required to promptly notify Hunt Club LLC once a Prospective Employee has accepted a Covered Offer and notify Hunt Club LLC of the Start Date for such Prospective Employee (including prompt notification of any subsequent changes in such Start Date.) Employers shall provide Hunt Club LLC with (1) a copy of a fully executed Covered Offer, or (2) execute a document between Employer, Hunt Club LLC and Prospective Employee that states material employment terms, including, among other things, Start Date and compensation promptly upon the Effective Date. In the event that before the Start Date, either Employer or Prospective Employee elect not to begin the employment relationship contemplated by the Covered Offer, Employer shall promptly notify Hunt Club LLC and the Prospective Employee shall not be eligible for any Prospective Employee Payment.
The Employer will owe Hunt Club LLC a Success Fee for any Covered Offer which is accepted by a Prospective Employee, as defined above. Notwithstanding the foregoing, in the event of a Success Fee dispute, if an Employer can establish that the Employer had an Active Process (as defined below) with the Prospective Employee before using our Site and Service (e.g., the Prospective Employee had already begun the interview process with the Employer and such process had not been terminated, or the Employer had received the Prospective Employee’s resume from an employment agency or headhunter and was under active consideration by the Employer), the Employer may be exempted from paying the Success Fee. However, the final determination as to whether a Success Fee is owed by the Employer for an accepted Covered Offer will be at the sole discretion of Hunt Club LLC. For the purposes hereof, “Active Process” shall mean continuous direct, back & forth communication, in an active recruiting or hiring context where a decision to put a candidate on hold or reject has not been made, within the three (3) months prior to using the Site or Service for a Prospective Employee that exists in Employer’s applicant tracking system or that was submitted by a recruiting agency.
IF YOU ARE AN EMPLOYER WHO IS using our Site and Service, YOU agree to these Success Fee provisions and you acknowledge that a portion of the Success Fee will be paid by Hunt Club LLC to the Prospective Employee. If you do not agree with any of these provisions, please terminate your account immediately and cease using Hunt Club LLC. YOUR OBLIGATION TO PAY ANY SUCCESS FEES SHALL SURVIVE ANY TERMINATION OF THIS AGREEMENT.
If an Employer circumvents our Site and Service after discovering a Prospective Employee through our Site or Service and subsequently hires that Prospective Employee, the Employer will be billed a success fee equal to 35% of the 1st year base salary of the Prospective Employee and Hunt Club LLC may, in its sole discretion, terminate the Employer’s account.
Employer agrees to pay the Success Fees charged to Employer’s account in accordance with the fees, charges, and billing terms in effect at the time the Success Fee is due and payable hereunder. Employer must provide Hunt Club LLC with, using a valid credit card (Visa, MasterCard, or any other issuer accepted by us) (“Payment Provider”) as a condition to signing up for the Service or other payment method approved by Hunt Club LLC. Employer’s Payment Provider agreement governs use of the designated credit card, and Employer must refer to that agreement and not this Agreement to determine its rights and liabilities. By providing Hunt Club LLC with its credit card number and associated payment information, Employer agrees that Hunt Club LLC is authorized to immediately invoice Employer’s account for all Success Fees due and payable to Hunt Club LLC hereunder and that no additional notice or consent is required. Employer agrees to immediately notify Hunt Club LLC of any change it its billing address or the credit card account used for payment hereunder.
Hunt Club LLC reserves the right at any time to change its fees (including to begin charging for services that it is currently providing free of charge) and billing methods, either immediately upon posting on the Site or by email delivery to you.
At Hunt Club LLC we value our customer’s satisfaction in using our Site and Service to hire great Prospective Employees. If (a) an Employer hires a Prospective Employee and terminates the Prospective Employee’s employment based on unsatisfactory performance within ninety (90) days of the Start Date, or (b) a Prospective Employee voluntarily terminates his or her employment within ninety (90) days of the Start Date, or (c) Prospective Employee does not start employment because either Employer or Prospective Employer elects not to begin the employment relationship contemplated in the Covered Offer (each, a “Termination Event”), upon written receipt and confirmation of such information, Hunt Club LLC will fully refund to the Employer the Upfront Success Fee related to the terminating Prospective Employee (if such Upfront Success Fee was paid by Employer prior to the Termination Event). In the event that the Employer was paying a Monthly Success Fee for the terminating Prospective Employee, no refund shall be owed to the Employer; however, the Employer’s obligation to pay future Monthly Success Fees shall terminate as of the date on which the Prospective Employee’s employment terminates.
Through Hunt Club LLC’s Site and Service Users of Hunt Club LLC may be able to post Content about third parties. Hunt Club LLC is not liable to third parties for any Content that has been posted or viewed on Hunt Club LLC’s Site or Service. For your convenience, the following are some important details of this Agreement that affect your rights and remedies:
Your ability to use or interact with this Site is a privilege, not a right, and we reserve the right to take any action that we deem proper, without notice, to prevent any violation, enforce any provision, or rectify any alleged violations, of this Agreement or any applicable law at our sole discretion.
YOU UNDERSTAND AND AGREE THAT IN NO EVENT SHALL Hunt Club LLC BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE SITE OR SERVICE, INCLUDING WITHOUT LIMITATION, ANY DAMAGES RESULTING FROM LOSS OF USE, DATA, OR PROFITS, WHETHER OR NOT Hunt Club LLC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SITE OR SERVICE, ON ANY THEORY OF LIABILITY, RESULTING FROM (A) THE USE OR INABILITY TO USE THE SITE OR SERVICE; (2) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITE OR SERVICE; OR (3) ANY OTHER MATTER RELATED TO THE SITE OR SERVICE, WHETHER BASED ON WARRANTY, COPYRIGHT, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY.
UNDER NO CIRCUMSTANCES WILL Hunt Club LLC BE LIABLE TO A POTENTIAL EMPLOYEE FOR THE GREATER OF (1) Hunt Club LLC’s SHARE OF THE SUCCESS FEE PAID BY THE EMPLOYER, OR (2) $100, AS A RESULT OF THE POTENTIAL EMPLOYEE’S USE OF THE SITE OR SERVICE. IN NO EVENT WILL Hunt Club LLC BE LIABLE TO AN EMPLOYER FOR MORE THAN Hunt Club LLC’s SHARE OF THE SUCCESS FEES PAID BY THE EMPLOYER FOR THE TWELVE MONTH PERIOD DURING WHICH EMPLOYER FIRST ASSERTS A CLAIM ARISING OUT OF OR RELATED TO AN EMPLOYMENT OFFER OR CONSULTING OFFER MADE BY EMPLOYER TO A POTENTIAL EMPLOYEE.
The design of the Service along with Hunt Club LLC created text, scripts, graphics, interactive features and the trademarks, service marks and logos contained therein ("Marks"), are owned by or licensed to Hunt Club LLC, subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. Hunt Club LLC reserves all rights in and to the Service and the Site. You agree to not engage in the use, copying, or distributing any Content contained within the Site or through the Service unless we have given you express written permission to do so.
You hereby grant to Hunt Club LLC and its owners, affiliates, representatives, licensors and assigns (the “Hunt Club LLC Parties”) a non-exclusive, fully-paid, royalty-free, world-wide, universal, transferable license to display, publicly perform, distribute, store, broadcast, transmit, reproduce, modify, prepare derivative works and otherwise use and reuse all or any part of your Content (“Your Content”) and anything we may make with Your Content through Hunt Club LLC or any other medium currently invented or invented in the future. We reserve the right to display advertisements in connection with Your Content. We are not required to host, display, or distribute any of your Content and we may refuse to accept or transmit Your Content, and may remove or delete all or any portion of Your Content from Hunt Club LLC at any time. By submitting any Content to us, you hereby represent and warrant that you own all rights to Your Content or, alternatively, that you have the right to give us the license described above. Finally, you represent and warrant that Your Content does not infringe on the intellectual property rights, privacy rights, publicity rights, or other legal rights of any third party. You understand that when using the Site and/or the Service you will be exposed to Content from a variety of sources, and that Hunt Club LLC is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such Content, and that such Content is not the responsibility of Hunt Club LLC. You further understand and acknowledge that you may be exposed to Content that is inaccurate, offensive, indecent, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against the Hunt Club LLC Parties with respect thereto, and agree to indemnify and hold the Hunt Club LLC Parties harmless to the fullest extent allowed by law regarding all matters related to your use of the Site.
THE SITE AND SERVICE ARE PROVIDED TO YOU AS IS, FOR YOUR INFORMATION ONLY. Hunt Club LLC PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. YOU AGREE THAT YOU ARE RELEASING US FROM ANY LIABILITY THAT WE MAY OTHERWISE HAVE TO YOU IN RELATION TO OR ARISING FROM THIS AGREEMENT, OUR SITE OR OUR SERVICE, FOR REASONS INCLUDING, BUT NOT LIMITED TO, FAILURE OF OUR SERVICE, or NEGLIGENCE OR ANY OTHER TORT. THE Hunt Club LLC PARTIES MAKE NO WARRANTY, REPRESENTATION OR CONDITION THAT: (1) THE SITE OR SERVICE WILL MEET YOUR REQUIREMENTS; (2) YOUR USE OF THE SITE OR SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (3) THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SITE OR SERVICE WILL BE ACCURATE OR RELIABLE; OR (4) ANY ERRORS IN THE SITE OR SERVICE WILL BE CORRECTED.
YOU AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE AND SERVICE. THE PROVISION OF OUR SERVICE TO YOU IS CONTINGENT ON YOUR AGREEMENT WITH THIS AND ALL OTHER SECTIONS OF THIS AGREEMENT. NOTHING IN THE PROVISIONS OF THIS SECTION SHALL BE CONSTRUED TO LIMIT THE GENERALITY OF THE FIRST PARAGRAPH OF THIS SECTION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, REPRESENTATIONS OR CONDITIONS, THE LIMITATION OR EXCLUSION OF IMPLIED WARRANTIES, OR LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY MAY LAST, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY IN FULL TO YOU. IF YOU ARE A RESIDENT OF A JURISDICTION THAT REQUIRES A SPECIFIC STATEMENT REGARDING RELEASE, THEN THE FOLLOWING APPLIES. FOR EXAMPLE, CALIFORNIA RESIDENTS MUST, AS A CONDITION OF THIS AGREEMENT, WAIVE THE APPLICABILITY OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES, “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR." YOU HEREBY WAIVE THIS SECTION OF THE CALIFORNIA CIVIL CODE. YOU HEREBY WAIVE ANY SIMILAR PROVISION IN LAW, REGULATION, OR CODE THAT HAS THE SAME INTENT OR EFFECT AS THE AFOREMENTIONED RELEASE.
You agree to defend, indemnify and hold harmless the Hunt Club LLC Parties from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from:
You also agree that you have a duty to defend us against such claims and we may require you to pay for an attorney(s) of our choice in such cases. You agree that this indemnity extends to requiring you to pay for our reasonable attorneys’ fees, court costs, and disbursements. In the event of a claim such as one described in this section, we may elect to settle with the party/parties making the claim and you shall be liable for the damages as though we had proceeded with a trial.
We respect the First Amendment and allow our Users to create Content which is user-generated. However, this is an online community so please be respectful and reasonable while communicating with others. Since third parties independently upload their Content to our Site and our Service, we are not liable for any defamatory Content posted on our Site if published by a third party. Although we may choose to edit or delete any clearly defamatory Content, we are not required to, and we reserve all defenses for such speech made available to us by Section 230 of the Communications Decency Act, applicable statutes, the common law, and the First Amendment to the Constitution of the United States of America.
If you are considering attempting to circumvent these defenses by filing suit against us in another country for Content that a third party has posted to our Site, we recommend that you review the Securing the Protection of our Enduring and Established Constitutional Heritage (SPEECH) Act as passed by the United States Congress, which makes foreign libel judgments unenforceable in U.S. courts, unless those judgments comply with the First Amendment to the Constitution of the United States of America.
We take copyright infringement very seriously, and we have registered a Registered Copyright Agent with the United States Copyright Office, which limits our liability under the Digital Millennium Copyright Act. It is our policy to terminate the account of any User who repeatedly infringes copyright upon prompt notification to Hunt Club LLC by the copyright owner or the copyright owner’s legal agent. Without limiting the foregoing, if you believe that your work has been copied and posted on the Site or Service in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information: (1) an electronic or physical signature of the persona authorized to act on behalf of the owner of the copyright interest; (2) a description of the copyrighted work that you claim has been infringed; (3) a description of the location on the Site or Service of the material that you claim is infringing; (4) your address, telephone number and e-mail address; (5) a written statement by 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 (6) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. Contact information for the Company’s Copyright Agent for notice of claims of copyright infringement is as follows: Hunt Club Copyright Agent, 116 W Illinois St, Suite 5E, Chicago, IL 60654.
This Agreement shall be governed by the laws of the state of Delaware, without giving effect to any principles that provide for the application of the law of another jurisdiction.
Any claim or dispute (excluding claims for injunctive or other equitable relief as set forth below) in connection with the Agreement where the total amount of the award sought is less than Five Thousand U.S. Dollars (US $5,000.00) may be resolved in a cost effective manner through binding non-appearance-based arbitration, at the option of the party seeking relief. Such arbitration shall be initiated through an established alternative dispute resolution provider (“ADR Provider”) that offers arbitration as set forth in this section and under the rules of such ADR Provider, except to the extent such rules are in conflict with the Agreement. The party demanding arbitration will propose an ADR Provider and the other party shall not unreasonably withhold consent to use such ADR Provider. The ADR Provider and the parties must comply with the following rules: (1) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, the specific manner shall be chosen by the party initiating the arbitration; (2) all arbitration proceedings shall be held in English; (3) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed to by the parties; and (4) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Each party shall bear its own costs (including attorney fees) and disbursements arising out of the arbitration, and shall pay an equal share of the fees and costs of the ADR Provider. Notwithstanding the foregoing, the Company may seek injunctive or other equitable relief to protect its intellectual property rights in any court of competent jurisdiction. Please note that the laws of the jurisdiction where you are located may be different from California law, including the laws governing what can legally be sold, bought, exported, offered or imported. You shall always comply with all the international and domestic laws, ordinances, regulations and statutes that are applicable to your use of the Site or the Service.
Any other dispute (including whether the claims asserted are arbitrable) shall be referred to and finally determined by binding and confidential arbitration. Arbitration shall be subject to the Federal Arbitration Act and not any state arbitration law. The arbitration shall be conducted before one commercial arbitrator with substantial experience in resolving commercial contract disputes from the American Arbitration Association (“AAA”). As modified by this Agreement, and unless otherwise agreed upon by the parties in writing, the arbitration will be governed by the AAA’s Commercial Arbitration Rules and, if the arbitrator deems them applicable, the Supplementary Procedures for Consumer Related Disputes (collectively “Rules and Procedures”).
You are thus GIVING UP YOUR RIGHT TO GO TO COURT to assert or defend your rights EXCEPT for matters that may be taken to small claims court. Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury. You are entitled to a FAIR HEARING, BUT the arbitration procedures are SIMPLER AND MORE LIMITED THAN RULES APPLICABLE IN COURT. Arbitrator decisions are as enforceable as any court order and are subject to VERY LIMITED REVIEW BY A COURT.
You and Hunt Club LLC must abide by the following rules: (i) ANY CLAIMS BROUGHT BY YOU OR Hunt Club LLC MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING; (ii) THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS, MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING, AND MAY NOT AWARD CLASS-WIDE RELIEF; (iii) in the event that you are able to demonstrate that the costs of arbitration will be prohibitive as compared to costs of litigation, the Hunt Club LLC will pay as much of your filing and hearing fees in connection with the arbitration as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive as compared to the cost of litigation; (iv) Hunt Club LLC also reserves the right in its sole and exclusive discretion to assume responsibility for all of the costs of the arbitration; (v) the arbitrator shall honor claims of privilege and privacy recognized at law; (vi) the arbitration shall be confidential, and neither you nor we may disclose the existence, content or results of any arbitration, except as may be required by law or for the purposes of enforcement of the arbitration award; (vii) the arbitrator may award any individual relief or individual remedies that are permitted by applicable law; and (viii) each side pays its own attorneys’ fees and expenses unless there is a statutory provision that requires the prevailing party to be paid its fees and litigation expenses, and then in such instance, the fees and costs awarded shall be determined by applicable law.
The arbitral proceedings, and all pleadings and written evidence will be in the English language. Any written evidence originally in a language other than English will be submitted in English translation accompanied by the original or true copy thereof. The English language version will control. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator will not have authority to award damages in excess of the amount, or other than the types, allowed by Section 12 of the Terms. Judgment on the award of the arbitrator may be entered by any court of competent jurisdiction. The arbitrator also shall be authorized to grant any temporary, preliminary or permanent equitable remedy or relief it deems just and equitable and within the scope of the Agreement, including, without limitation, an injunction or order for specific performance. The arbitration award shall be final and binding upon the parties without appeal or review except as permitted by California law or United States federal law.
Notwithstanding the foregoing, either you or Hunt Club LLC may bring an individual action in small claims court. Further, claims of defamation, violation of the Computer Fraud and Abuse Act, and infringement or misappropriation of the other party’s patent, copyright, trademark, or trade secret shall not be subject to this arbitration agreement. Such claims shall be exclusively brought in the state or federal courts located in Cook County, Illinois. Additionally, notwithstanding this agreement to arbitrate, either party may seek emergency equitable relief before the state or federal courts located in Cook County, Illinois, in order to maintain the status quo pending arbitration, and hereby agree to submit to the exclusive personal jurisdiction of the courts located within Cook County, Illinois for such purpose. A request for interim measures shall not be deemed a waiver of the right to arbitrate.
With the exception of the provision above (prohibiting arbitration on a class or collective basis), if any part of this arbitration provision is deemed to be invalid, unenforceable, or illegal, or otherwise conflicts with the Rules and Procedures, then the balance of this arbitration provision shall remain in effect and shall be construed in accordance with its terms as if the invalid, unenforceable, illegal or conflicting provision were not contained herein. If, however, the provision prohibiting arbitration on a class or collective basis is found to be invalid, unenforceable or illegal, then the entirety of this arbitration provision shall be null and void, and neither you nor the Company shall be entitled to arbitration. If for any reason, a claim proceeds in court rather than in arbitration, the dispute shall be exclusively brought in state or federal court in Cook County, Illinois. By using the Site or the Service in any manner, you agree to the above arbitration provision.
For more information on AAA, its Rules and Procedures, and how to file an arbitration claim, you may call AAA at 800-778-7879 or visit the AAA website at http://www.adr.org.
You agree that we are not responsible to you for anything that we may otherwise be responsible for, if it is the result of events beyond our control, including, but not limited to, acts of God, war, insurrection, riots, terrorism, crime, labor shortages (including lawful and unlawful strikes), embargoes, postal disruption, communication disruption, failure or shortage of infrastructure, shortage of materials, or any other event beyond our control.
In the event that a provision of this Agreement is found to be unlawful, conflicting with another provision of the Agreement, or otherwise unenforceable, the Agreement will remain in force as though it had been entered into without that unenforceable provision being included in it. If two or more provisions of this Agreement are deemed to conflict with each other’s operation, Hunt Club LLC shall have the sole right to elect which provision remains in force.
We reserve all rights permitted to us under this Agreement as well as under the provisions of any applicable law. Our non-enforcement of any particular provision or provisions of this Agreement or the any applicable law should not be construed as our waiver of the right to enforce that same provision under the same or different circumstances at any time in the future.
We may suspend the Service or your account or any other provision of services to you, and we may terminate this Agreement, at our discretion without explanation and notice, though we will strive to provide a timely explanation in most cases. If you wish to terminate this Agreement, you may do so by notifying Hunt Club LLC at any time and closing your account for the Service. Your notice should be sent in writing, in accordance with Section 21 below. Termination of the Agreement may result in the immediate deletion of any Content that you have submitted to Hunt Club LLC. Hunt Club LLC will not have any liability whatsoever to you for any suspension or termination, including for deletion of Your Content. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, success fee provisions, warranty disclaimers, indemnity and limitations of liability.
You may not assign your rights and/or obligations under this Agreement to any other party without our prior written consent. We may assign our rights and/or obligations under this Agreement to any other party at our discretion.
Where Hunt Club LLC requires that you provide an e-mail address, you are responsible for providing Hunt Club LLC with your most current e-mail address. In the event that the last e-mail address you provided to Hunt Club LLC is not valid, or for any reason is not capable of delivering to you any notices required or permitted by this Agreement, Hunt Club LLC’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to Hunt Club LLC at the following address: Hunt Club LLC, 116 W Illinois St, Suite 5E, Chicago, IL 60654, ATT: Legal. Such notice shall be deemed given when received by Hunt Club LLC by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.
The Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.
The communications between you and Hunt Club LLC use electronic means, whether you visit the Site or the Service or send Hunt Club LLC e-mails, or whether Hunt Club LLC posts notices on the Site or Service or communications with you via 3-mail. For contractual purposes, you (1) consent to receive communications from Hunt Club LLC in an electronic form; and (2) agree that all terms, conditions, agreements, notices, disclosures, and other communications that Hunt Club LLC provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect your statutory rights.