Please read these Terms and Conditions (“Terms” or “Agreement”) carefully before using the rhymeswithunique.com website (the “Site”) and our services. This Site is operated by Rhymes With Unique, Ltd. (the “Company”, “we”, “us” or “our”). These Terms govern your access to and use of our Site and any related services we offer, including tech consulting services and white-label SaaS offerings. By accessing or using the Site, you agree to be bound by these Terms and all applicable laws and regulationsusercentrics.com. If you do not agree with any part of these Terms, you should not use our Site or services.

We reserve the right to update or modify these Terms at any time. If we make material changes, we will post the updated Terms on this page with a new effective date. It is your responsibility to review these Terms periodically for any updates. Your continued use of the Site after any modifications signifies your acceptance of the revised Terms. If you have an existing appointment or service agreement with us, we will notify you of any significant changes that might affect that relationship.

For information on how we collect, use, and protect personal information, please review our Privacy Policy (above or linked separately on our Site). The Privacy Policy is an integral part of our relationship with you, and by using our Site or services, you also consent to the practices described there.

We grant you a limited, non-exclusive, non-transferable license to access and use our Site and services for your personal or internal business purposes, in accordance with these Terms. This means you may browse the Site, learn about our offerings, schedule appointments, and utilize our services (such as consultations or any SaaS platform access we provide) solely for legitimate and lawful purposes. You agree to use the Site only as intended — for example, to obtain information about our tech services, to contact us, or to engage with tools we provide (like Calendly for scheduling or client portals if applicable).

By using our Site, you represent that you are at least 18 years old (or the age of majority in your jurisdiction). If you are under 18 but at least 13, you may use the Site only with the involvement and consent of a parent or legal guardian. (Our services are generally aimed at adult business owners and are not intended for minors.) You also agree that you are using the Site for yourself or the entity you represent, and not on behalf of any competitor or to maliciously probe our resources.

If you register for any account or service with us in the future, additional eligibility requirements might apply (for instance, agreeing to a specific service agreement or providing certain information). We reserve the right to refuse service, terminate accounts, or cancel orders in our discretion if we believe a user is violating these Terms or any law.

You agree not to misuse our Site or services. Prohibited activities include, without limitation, the following:

• Illegal or Harmful Use: You must not use the Site or our services for any unlawful purpose or to solicit others to perform or participate in any unlawful acts. You agree not to engage in any behavior that is harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, or otherwise objectionable toward us, other users, or any other person. Specifically, you shall not use the Site to transmit any fraudulent information or to impersonate any person or entity.
   
• Interference with the Site: You must not attempt to disrupt or interfere with the Site’s proper functioning or security. This includes prohibitions against introducing viruses, malware, or any other harmful code; launching any “denial of service” attacks; or attempting to breach authentication or other security measuresironcladapp.com. You agree not to use any automated system (like scripts, bots, or scrapers) to access the Site or extract data without our prior permission. (Standard search engine crawling for the sole purpose of indexing is allowed, provided it obeys our robots.txt, if any.)
   
• Unauthorized Access: You must not attempt to gain unauthorized access to any portion of the Site, any accounts, computer systems, or networks connected to the Site, through hacking, password mining, or any other means. If you are granted credentials to access a non-public part of the Site or a related service (e.g., a client portal or SaaS account), you must not share those credentials and must use them only as intended.
   
• Intellectual Property Infringement: You must not copy, reproduce, republish, upload, post, transmit, or distribute any portion of the Site’s content (text, images, code, or other materials) without our express written consent, except as permitted under Section 4 (Intellectual Property) below. Likewise, you must not use the Site to infringe the intellectual property rights of others. This means you cannot upload or transmit any content through the Site (for example, through a client portal or feedback mechanism) that you do not have the right to use. Scraping or data mining the Site for competitive or unauthorized purposes is also prohibitedironcladapp.com.
   
• Misrepresentation and Data Accuracy: You agree not to provide false or misleading information when interacting with us. This includes not misrepresenting your identity, not using someone else’s name or credentials, and ensuring that all information you submit (e.g., when scheduling an appointment or signing up for services) is truthful and accurate. You also agree not to collect or harvest any personally identifiable information from our Site about other users without their consent.
   
• Excessive Use / Abuse: You may not use the Site in a manner that could disable, overburden, or impair it, such as sending a high volume of requests, automated or otherwise, that exceeds what a human would reasonably produce in the same time using a normal browser. Engaging in any form of spamming, flooding, or mail-bombing via our contact channels is forbidden.
   
• No Unlawful Monitoring: You cannot use our Site to stalk, exploit, or otherwise harm others. You agree not to use or attempt to use any tools or methods to monitor or copy our web pages or the data contained therein for any unauthorized purpose. Any attempt to reverse engineer any portion of our Site or services, or to obtain the source code of the software underlying the Site (except as explicitly permitted by law), is prohibited.
   

If you engage in any of the above prohibited activities or violate any provision of these Terms, we reserve the right to take appropriate action. This may include terminating or suspending your access to the Site and our services, and if necessary, taking legal action. You may also be subject to liability for any damages caused by your actions (and you agree to indemnify us for any losses incurred as a result, as described in Section 3 below)ironcladapp.com.

You are responsible for your use of the Site and any activities you conduct through our services. In particular:

• Account Security: If we provide you with an account or login credentials for any service (for example, access to a client dashboard or the white-label SaaS platform), you are responsible for keeping those credentials confidential. Do not share your username or password with any unauthorized person. You must notify us immediately if you suspect any unauthorized use of your account or a security breach. We are not liable for any loss or damage arising from your failure to safeguard your account information.
   
• Provide Accurate Information: Whether you are scheduling an appointment, filling out a profile in our SaaS, or entering payment details, you agree to provide true, current, and complete information. If any information you have provided to us changes (such as your contact info), it is your responsibility to promptly update us. We are not responsible for communication failures or service issues that arise because you did not provide or update necessary information.
   
• Follow Instructions and Policies: When using specific services or tools through our Site, you agree to follow any guidelines or rules applicable to those services. For example, if using our SaaS platform, you will adhere to any acceptable use policies that may be provided. If joining a Zoom meeting we host, you might be subject to Zoom’s user guidelines (like not disrupting meetings). You agree to conduct yourself in a professional manner in all interactions related to our services.
   
• No Resale or Commercial Exploitation: You may not reproduce, duplicate, copy, sell, trade, resell or exploit any portion of the Site or services for any commercial purpose beyond the limited intended use of our services (for instance, you cannot resell our consulting advice without our permission, or use our public content for profit). Our services to you are personal (or for the specific business you represent) and you agree not to misuse them for unauthorized gain.
   
• Equipment and Software: You are responsible for obtaining and maintaining any equipment or auxiliary services needed to access the Site or use our services, including hardware (computer, smartphone), software (up-to-date browser, Zoom application, etc.), and connectivity (Internet service). For example, if you schedule a Zoom consultation, you are responsible for having a working microphone/camera and internet connection. We are not liable for any service inability due to your equipment or connectivity issues.
   

The following terms apply to scheduling appointments with us and the provision of our tech consulting and related services:

Our Site offers the ability to schedule consultations or service appointments (often via our Calendly scheduling link). By scheduling an appointment through our Site:

• Accuracy of Information: You agree to provide accurate information during the scheduling process (your name, contact information, and any questions or details requested). This ensures we can contact you and be prepared for the meeting. Providing false contact information may result in the appointment being canceled.
   
• Appointment Confirmation: When you book a time slot, you should receive a confirmation (via email or calendar invite). The appointment is considered confirmed when you receive our confirmation message. We reserve the right to accept, decline, or reschedule any appointment booking. While we make every effort to honor scheduled times, there may be occasions (due to unforeseen circumstances or conflicts) where we need to propose a new time. We will notify you as soon as possible in such cases to arrange an alternative slot.
   
• Cancellation and Rescheduling: If you need to cancel or reschedule an appointment, we request that you do so with reasonable advance notice (for example, at least 24 hours before the scheduled time). You can usually cancel or reschedule via the Calendly link or by contacting us directly. We understand emergencies happen, so if last-minute changes are needed, please inform us as soon as you can. Likewise, if we must cancel or reschedule (due to an emergency or scheduling conflict on our side), we will give you as much notice as possible and work with you to find a new time. We are not liable for any costs you incur (like rearranging your schedule or any third-party costs) due to appointment changes, but we will do our best to minimize inconvenience.
   
• No-Show Policy: If you do not show up to a scheduled appointment without canceling or notifying us, we reserve the right to decide whether to offer a reschedule. Frequent no-shows may result in requiring a deposit for future bookings or, in rare cases, refusal of future service. We will communicate with you to understand the situation and make accommodations as appropriate.
   

When you engage our tech services (for example, after a consultation, you hire us for a project or you subscribe to our white-label SaaS offering), the terms of that engagement may be governed by a separate agreement (such as a Service Agreement, Statement of Work, or Subscription Contract). Those specific agreements will outline the scope of work, deliverables, fees, timelines, and any additional terms (like confidentiality or detailed service levels). In the absence of a separate signed agreement, the following general terms apply:

• Scope of Work: We will provide services as described to you (either on our Site descriptions, proposal documents, or communications). For instance, our packages and pricing (if listed) explain what is included. We will use reasonable skill and care in delivering the agreed services. However, you acknowledge that for consulting and IT setup services, the outcome or benefits can vary based on numerous factors (including how you use the setups and external dependencies).
   
• Client Cooperation: Successful completion of services often requires your cooperation. You agree to provide in a timely manner any information, data, or access that we reasonably need to perform the services. For example, if we are streamlining your digital tools, you might need to provide login credentials or account access for certain software (under secure processes). Failure to provide required access or information could delay the project; we aren’t responsible for delays caused by such omissions.
   
• Third-Party Services in Projects: As part of our services, we might configure or integrate third-party products (like setting up Google Workspace for you, integrating Calendly, etc.). Those services are governed by their own terms (for example, Google’s terms for Google Workspace). We will act as your agent in configuring them, but you are the end user subject to those third-party terms. We will make you aware of any such terms when relevant, but by allowing us to set those up, you also agree to comply with those third-party terms and licenses.
   
• White-Label SaaS Access: If you subscribe to a software service provided by us (built on our GoHighLevel white-label platform), we will provide you with account credentials and user access as agreed. Your use of that software must conform to any acceptable use policies we provide. For example, if the SaaS includes sending email campaigns, you must comply with anti-spam laws and send only to contacts who have consented. We may impose limits (e.g., on the number of emails or contacts) as per your plan. We reserve the right to suspend or terminate your SaaS account if we detect abuse (such as using the platform to send malicious content or engage in illegal activities) or if you materially breach these Terms or any SaaS-specific agreement. We will typically provide notice and an opportunity to cure any breach if feasible.
   
• Changes to Services: During a project, scope changes or additional requests may arise. We will handle changes through mutual agreement – for example, by adjusting fees or timelines accordingly and confirming with you. We won’t undertake work substantially beyond the agreed scope without your approval of the change (including any cost impact). Similarly, if something in the scope becomes unfeasible or is better addressed a different way, we will discuss alternatives with you and agree on how to proceed.
   
• Service Timeline: We strive to meet any agreed deadlines or milestones for deliverables. However, any timeline provided is an estimate. Delays can occur due to factors beyond our control (client delays, third-party issues, technical problems, etc.). We will communicate proactively about any expected delays. While we will make a good-faith effort to deliver services on schedule, we are not liable for damages or penalties due to minor delays. If a delay is significant or the timeline becomes untenable, either party may discuss amending or, if necessary, terminating the engagement under fair terms.
   
• Acceptance of Work: Where applicable, upon our completion of a deliverable (e.g., a set-up or a report), we may ask you to review and accept it. If you notify us of any material issues or that it does not conform to what was agreed, we will use reasonable efforts to correct any deficiency. If we don’t hear feedback within a reasonable time (say 10 business days), the deliverable may be deemed accepted.
   

• Fees: If you hire us for services beyond a free consultation, we will agree on the fees for those services (for example, a fixed project price, hourly rate, or subscription fee). These will be communicated in writing (via email proposal, contract, or invoice). All fees are quoted in U.S. Dollars unless otherwise stated, and are generally exclusive of any applicable taxes. You are responsible for any sales, use, or similar taxes applicable to the transactions (if any), except taxes on our income.
   
• Invoices: We typically invoice for services either upfront, upon completion, or on a milestone schedule, depending on the arrangement. The Site’s “Pay Invoice” link allows you to pay these invoices conveniently online. Payment terms (due date) will be indicated on the invoice. Common terms are Net 15 or Net 30 days from invoice date, unless we agree otherwise.
   
• Payment Processing: As noted in the Privacy Policy, we use Stripe to process payments. By paying an invoice through the link we provide, you agree to Stripe’s terms for payment processing. We do not charge or collect any payment information directly through our Site. If you prefer to pay by a different method (check, ACH transfer, etc.), that can be arranged by contacting us, but these Terms still govern the timeliness and completeness of payment.
   
• Late Payments: If payment is not received by the due date, we reserve the right to charge interest or late fees as permissible by law. For example, we might apply a late interest charge of 1.5% per month (or the maximum allowed in your state, if lower) on overdue amounts. We will also attempt to reach out and remind you of the overdue payment. Consistently late payments may result in suspension of ongoing services or withholding of deliverables until the account is brought current.
   
• Refunds: Since our services are primarily professional consulting or software access, we generally do not offer refunds for services rendered. If you cancel a project after work has begun, we will invoice for the pro-rated portion of work completed or costs incurred up to cancellation. For any prepaid amounts, we will consider refunds on a case-by-case basis depending on the circumstances and how much work was done. For SaaS subscriptions, if you cancel in the middle of a billing period, we may not issue a pro-rated refund for the remaining period except as required by law or explicitly stated in a service agreement. Our goal is fairness – if you are dissatisfied with our services, please let us know and we will attempt to address the issue, which may include partial refunds at our discretion.
   
• Disputed Charges: If you believe there is an error on an invoice or have a dispute regarding charges, you agree to contact us promptly (ideally before the payment due date) to discuss the issue. We will work in good faith to resolve any billing disputes. You agree not to unjustifiably initiate a chargeback with your credit card provider without giving us the opportunity to resolve the matter. Unauthorized chargebacks for valid charges may be contested.
   

Our mission is to help streamline your technology and improve your business operations. We pledge to deliver services with professional care. However, you understand that outcomes are not guaranteed. For example, while we might set up an email automation system for you, we cannot guarantee a specific increase in your sales – that depends on many factors outside our control. Similarly, our advice or configurations are based on our expertise and the information you provide; if underlying conditions change or information provided was incomplete, results may vary.

Any testimonials or case studies on our Site are for illustrative purposes, and while they reflect real experiences, your own results may differ.

You, as the business owner or user, are ultimately responsible for how you implement and use the advice, systems, or software we provide. We encourage you to follow best practices and continue maintaining the systems after our engagement (or retain us for ongoing support). We are happy to provide training and documentation (often as part of our service) so you can confidently use your new digital tools.

If an issue arises after service (e.g., something we set up isn’t functioning as expected), please inform us. We often provide a support window (e.g., 30 days after project completion) where we will fix any defects or issues related to our work at no additional charge. Issues that arise from external factors (like changes in third-party software, or user error) can be addressed as additional work.

Use of Site “As Is”: Your use of our Site and services is at your sole risk. To the fullest extent permitted by law, the Site and all services and content provided by us are provided on an “AS IS” and “AS AVAILABLE” basis, without warranties of any kind, either express or impliedusercentrics.com. We do not warrant that the Site will be available at any particular time or location, uninterrupted or secure, or that it will be free of errors, defects, viruses, or other harmful components.

No Guarantee of Results: We make no warranty or guarantee regarding the results that may be obtained from the use of our services or any information provided, or that any defects in our Site or services will be corrected (though we strive to address issues that arise). We disclaim any implied warranties of merchantability, fitness for a particular purpose, and non-infringement. For example, we do not warrant that our consulting will definitively solve your specific problem or that our white-label SaaS will be 100% error-free or meet all your requirements beyond what is explicitly promised.

Third-Party Materials: Any third-party software, services, or content (including Calendly, Zoom, Stripe, Google, etc.) accessed through our Site is provided “as is” by those third parties, not by us. We make no representation or warranty concerning any third-party services, and we are not responsible for their performance. You use those services at your own risk and pursuant to those third parties’ terms and warranties (if any). For instance, we cannot guarantee Stripe’s service uptime or Zoom’s call quality — those are outside our control.

Some jurisdictions do not allow the exclusion of certain warranties, so some of the above disclaimers may not apply to you. In such cases, any implied warranties are limited to the minimum scope and duration permitted by law.

To the fullest extent permitted by applicable law, in no event shall Rhymes With Unique, Ltd. (and our employees, agents, officers, or affiliates) be liable to you for any indirect, incidental, special, consequential, or punitive damages whatsoever arising out of or related to your use of (or inability to use) the Site or our servicesusercentrics.com. This includes, without limitation, damages for lost profits or revenues, loss of data, loss of business opportunities, goodwill, or other intangible losses, even if we have been advised of the possibility of such damages.

In particular, we will not be liable for damages stemming from:

• Your use of or reliance on any information obtained through the Site.
   
• Unauthorized access to or alterations of your transmissions or data by third parties.
   
• Statements or conduct of any third party on the Site or in connection with our services.
   
• Any interruptions, errors, or omissions in the operation of the Site or services, including those caused by circumstances beyond our control (such as internet outages, hosting failures, or third-party service downtime).
   
• Any outcomes or results (or lack thereof) from the consulting advice or implemented solutions we provide, as you are responsible for how you use them.
   

Our total cumulative liability to you for any direct damages arising out of or related to these Terms, the Site, or the provision of services (whether in contract, tort, negligence, strict liability, or otherwise) shall not exceed the amount actually paid by you to us for the specific service or transaction in question that gave rise to the liability, or if the claim does not relate to a paid service, one hundred U.S. dollars (USD $100). For example, if the dispute arises from a $500 service project you purchased, our maximum liability would be $500. If it arises from free advice or usage of the free aspects of our Site, our liability would be capped at $100. This limitation applies in aggregate, meaning it is the maximum for all claims in total.

Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages, so some of the above limitations may not apply to you. In such jurisdictions, our liability will be limited to the greatest extent permitted by law.

You agree to indemnify, defend, and hold harmless Rhymes With Unique, Ltd. and its affiliates, and their respective officers, directors, employees, and agents, from and against any and all claims, liabilities, damages, losses, or expenses (including reasonable attorneys’ fees and costs) arising out of or in any way connected with: (a) your access to or use of the Site or services; (b) your violation of any provision of these Terms; (c) your violation of any applicable law or regulation in connection with your use of the Site or our services; or (d) your infringement of any rights of any other person or entity (for example, if you provided us with content to use in a project and it infringed someone’s copyright)ironcladapp.com.

This means that if a third party (or regulatory body) sues or penalizes us because of something you did (like misuse our Site, violate these Terms, or infringe on someone’s rights), you will cover our costs and damages. We will promptly notify you of any such claim and allow you to control the defense (with our cooperation at your expense), provided that you shall not settle any claim in a manner that admits fault on our part or imposes obligations on us without our prior written consent.

If you have a dispute with one or more third parties (for example, a provider or other user) related to our Site or services, you release us (and our officers, directors, agents, subsidiaries, joint ventures, and employees) from any claims, demands, and damages of every kind and nature, known or unknown, arising out of or in any way connected with such disputes.

California Residents: If you are a California resident, you waive California Civil Code §1542, which says: “A general release does not extend to claims which the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release, and that if known by him or her would have materially affected his or her settlement with the debtor or released party.” By waiving this section, you are releasing all unknown claims as described above.

All content and materials on the Site, including but not limited to the text, graphics, logos, button icons, images, audio clips, video, digital downloads, compilations, and software, are the property of Rhymes With Unique, Ltd. or its content suppliers and are protected by United States and international copyright, trademark, and other intellectual property laws. The compilation of all content on this Site (meaning the collection, arrangement, and assembly) is the exclusive property of the Company.

• Copyright: Unless otherwise noted, we own the copyright in the content presented on our Site. For example, the written descriptions of our services, the FAQs, and any blog or informational content provided (if any) are copyrighted works owned by us. You may not reproduce, distribute, or create derivative works from our content without our explicit permission, except for uses allowed under copyright law (such as brief quotations in a review or as permitted under fair use).
   
• Trademarks: “Rhymes With Unique” and our associated logos, slogans, or design elements that appear on the Site are trademarks or service marks of our Company. You are not granted any right or license to use any trademarks by virtue of these Terms. Our name and logos may not be used in connection with any product or service without our prior written consent. All other trademarks that appear on the Site which are not owned by us (for example, the names of third-party products like “Google,” “Stripe,” “Zoom,” etc.) are the property of their respective owners and are used on the Site solely to refer to those companies’ products or services. Such usage does not imply any affiliation or endorsement by those third parties.
   
• License for Personal Use: We grant you a limited license to access and make personal use of the Site. You are welcome to view, download (cache) pages from our Site for your own personal reference, and print them for your own use in evaluating or using our services. However, this license does not include any rights to: republish our Site content (e.g., on another website), sell or make commercial use of our Site or its contents, create any derivative works (like a competing service description) from our content, or use any data mining, robots, or similar data gathering tools to extract our content.
   

Any unauthorized use of our content or Site (such as copying material to another site, or using our brand name in a misleading way) will terminate the permission or license granted by us and may violate intellectual property laws.

In the course of using our services, you might provide content to us. For example, you might send us documentation, images, or data to incorporate into a system we set up for you, or you might give us feedback or testimonials about our services.

• Client Content: Any materials or data that you provide to us for the purpose of a service or project remain your property. We do not claim ownership of the business data, files, or content you supply to be used on your behalf. We will use and handle your content only as necessary to perform the services for you or as otherwise directed by you. It is your responsibility to ensure you have the rights to use any content you provide to us (e.g., that you’re not asking us to use a logo or text that you don’t have rights to). We will presume that anything you supply to us for use is legally yours to use. We will return or destroy client-provided content upon request after the project, if feasible, except to the extent we need to retain it for record purposes (or as part of deliverables that can’t be extracted).
   
• Feedback: If you choose to give us any suggestions, ideas, enhancement requests, recommendations, or other feedback (for example, on how to improve our services or Site), you agree that we have a perpetual, sublicensable right to use and incorporate such feedback into our products or services without any obligation to you. In other words, feedback is voluntary, and we are free to use it as we see fit and you will not be owed any compensation for it. (This is common in service relationships – it simply allows us to improve.)
   
• Testimonials or Reviews: If you provide us with a testimonial, review, or public comment about our services, you grant us the right to use and display that testimonial (along with your name and company, if provided) on our Site or in our marketing materials. We will never fabricate or significantly alter your testimonial beyond minor edits for clarity. If you wish us to remove a testimonial that you provided, please contact us and we will honor that request going forward.
   

If as part of our services you are given access to software, whether it’s custom scripts we wrote for you or a white-label SaaS platform:

• License to Use: We grant you a non-exclusive, non-transferable, revocable license to use the software or platform solely for your internal use and only for the duration of our agreement or subscription. You may not copy, modify, distribute, or create derivative works from the software except as explicitly permitted. You also may not reverse engineer or attempt to extract source code from the provided software, except to the extent that such activity is expressly permitted by law notwithstanding this limitation.
   
• Our Ownership: Unless otherwise agreed in writing, we (or our licensors) retain all ownership and intellectual property rights to the software, tools, or methodologies we use or provide. For instance, if we develop a proprietary script to automate something for you, we may reuse that general solution for other clients (excluding your confidential data). If a deliverable is specifically a custom software for which ownership is part of the engagement, that would be clarified in a separate contract.
   
• Third-Party Licenses: Some software components we deploy might be open-source or third-party licensed. We will adhere to those licenses and pass any necessary notices or terms to you. Your usage must also respect those terms.
   

We take protection of our intellectual property seriously, just as we respect the IP rights of others. If you suspect any misuse of our content or branding by a third party, we appreciate being informed. Conversely, if you believe we have inadvertently infringed someone’s intellectual property in our Site content or services, please notify us so we can address it.

By clarifying these IP rights and restrictions, we aim to prevent misunderstandings and protect both our creative work and your interestsusercentrics.com. All rights not expressly granted to you in these Terms are reserved by us.

These Terms and any separate agreements whereby we provide you services shall be governed by and construed in accordance with the laws of the United States and the laws of the State of Colorado, without regard to its conflict of law principlesironcladapp.com. This means that the laws of Colorado will apply to any disputes (except that federal law may preempt certain state laws for certain issues). If you access the Site from outside the United States, you do so on your own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.

You agree that any dispute, claim, or controversy arising out of or relating to these Terms or the use of the Site or services (a “Dispute”) that cannot be resolved amicably shall be brought exclusively in the state courts of Colorado or the federal courts of the United States of America located in the State of Colorado, USA (specifically, a court of competent jurisdiction located in Boulder County or the federal court encompassing that area, unless we mutually agree on a different location). You hereby consent to the personal jurisdiction and venue of such courtsusercentrics.com. You also waive any objections to such jurisdiction or venue, including objections based on inconvenience.

However, we reserve the right to seek injunctive or equitable relief in any jurisdiction if necessary to protect our intellectual property or confidential information (since those might require immediate action in a relevant location).

(If applicable – this section is optional and we include it for completeness. If we prefer to handle disputes in court only, we might not include an arbitration clause.)

We genuinely value our relationship with our clients and will try to resolve any disputes in good faith and in a timely manner. If a dispute arises, you agree to first contact us and attempt to resolve the issue informally. Most concerns can be quickly addressed by reaching out to us at the contact info below.

If we cannot resolve the dispute informally, then, except for certain types of disputes described below, you and we agree that any legal dispute may (upon mutual agreement at that time) be resolved by binding arbitration on an individual basis. Arbitration is less formal than a lawsuit in court and uses a neutral arbitrator instead of a judge or jury. It’s typically faster and more cost-effective. If both parties consent, the arbitration will be administered by a mutually agreed arbitration service (for example, the American Arbitration Association) under its rules. The arbitration may be conducted in English and the location will be Colorado (or another location agreed upon). Each party will bear its own costs (and share the arbitrator’s fees), unless the arbitrator decides otherwise under applicable law. The arbitrator will have authority to award the same damages and relief that a court could, but only in favor of the individual party seeking relief and not on a class or collective basis.

Exceptions: Both you and we retain the right to bring an individual action in small claims court for disputes or claims within that court’s jurisdiction. Also, as mentioned, any disputes concerning intellectual property rights or breach of confidentiality may be brought directly in court without going through arbitration.

No Class Actions: To the extent permitted by law, each of us may bring claims against the other only in our individual capacity and not as a plaintiff or class member in any purported class or representative proceeding. This means you cannot sue us as part of a class action, and an arbitrator cannot combine your case with others or preside over any form of a representative or class proceeding.

(The above arbitration clause is not required by the user’s prompt; it’s added as a typical term. If the user does not want arbitration, this section can be removed.)

In any litigation, arbitration, or other proceeding by which one party either seeks to enforce its rights under these Terms or seeks a declaration of any rights or obligations under these Terms, the prevailing party shall be awarded its reasonable attorneys’ fees, and costs and expenses incurred (including court/arbitration costs)usercentrics.com. (If a court/arbitrator decides a party prevailed on some aspects but not others, they may apportion fees accordingly.)

You agree that regardless of any statute or law to the contrary, any claim or cause of action by you arising out of or related to use of the Site or these Terms must be filed within one (1) year after such claim or cause of action arose, or be forever barred. (This does not apply to us bringing claims, as businesses sometimes have longer periods by law, but as a user you agree to this one-year limit, which is allowed in many jurisdictions. If your jurisdiction does not allow shortening the statute of limitations, the minimum allowed period will apply.)

These Terms, together with our Privacy Policy and any other legal notices or terms expressly incorporated herein, constitute the entire agreement between you and Rhymes With Unique, Ltd. regarding your use of our Site and services. They supersede and replace any prior or contemporaneous agreements, communications, and proposals, whether oral or written, between you and us regarding the Site/services. (However, this does not supersede any specific contract you sign with us for paid services; in the event of a conflict between these Terms and a signed service agreement, the signed agreement will usually govern to the extent of the conflict for that project.)

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be enforced to the maximum extent permissible, and the remaining provisions of the Terms will remain in full force and effect. In other words, we still want the rest of the agreement to work even if one part is struck down.

No waiver of any term or condition of these Terms shall be deemed a further or continuing waiver of such term or any other term, and any failure of a party to assert a right or provision under these Terms shall not constitute a waiver of that right or provision. For example, if we do not immediately take action on a violation of these Terms, that does not mean we are giving up our right to enforce the Terms in the future.

You may not assign or transfer these Terms or any of your rights or obligations hereunder, in whole or in part, without our prior written consent. Any attempted assignment in violation of this provision will be null and void. We may assign these Terms or delegate our obligations to an affiliate or in connection with a merger or reorganization, provided that the assignment does not diminish your rights.

We will not be liable for any failure or delay in our performance under these Terms or in providing services due to events beyond our reasonable control, including but not limited to acts of God, war, terrorism, civil unrest, pandemics, embargoes, fire, flood, accidents, strikes, failures of telecommunications, power, or the internet. We will use reasonable efforts to mitigate the effects of a force majeure event and resume performance as soon as possible.

Nothing in these Terms shall be construed to create a partnership, joint venture, employer-employee, or agency relationship between you and us. We are independent contractors. You do not have any authority to assume or create any obligation for or on behalf of us, express or implied, and you shall not attempt to bind us to any contract.

If you have any questions or concerns about these Terms and Conditions, you may contact us at:

• Email: daneke@rhymeswithunique.com

We will do our best to respond promptly to your inquiry.