Terms and
Conditions

Effective Date: April 14, 2022 
Last Revised: April 14, 2022

Maven Arena, Inc. d/b/a Versus (“Versus,” “we,” “us,” or “our”) provides its services (described below) to you through its website located at https://versus.co and through its mobile application (“App”) (collectively referred to as the “Sites”) and related services (collectively, such services, including any new features and applications, the Mobile Services (as defined below), and the Site, the “Service(s)”). These Terms & Conditions (“Terms & Conditions”) govern your use of the Sites, and your agreement is a condition precedent to using the Sites. Please read these Terms & Conditions carefully before proceeding.

Binding Effect

BY DOWNLOADING, INSTALLING, AND USING THE SITES, YOU AGREE, WITHOUT LIMITATION OR QUALIFICATION, TO BE BOUND BY THESE TERMS & CONDITIONS, TO WHICH WE RESERVE THE RIGHT TO MAKE CHANGES FROM TIME TO TIME, CONSISTENT WITH APPLICABLE LAW. IF YOU DO NOT AGREE TO THESE TERMS & CONDITIONS, DO NOT DOWNLOAD, INSTALL, OR USE THE SITES AND DELETE THE APP FROM YOUR DEVICE. PLEASE BE AWARE THAT THESE TERMS & CONDITIONS CONTAIN A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER THAT WAIVE YOUR RIGHT TO A COURT HEARING AND JURY TRIAL.


Modification to these Terms & Conditions


We reserve the right, at our sole discretion, to change or modify portions of these Terms & Conditions at any time. If we do this, depending on the nature of the change, we will post the changes on this page and indicate at the top of this page the date these terms were last revised and/or notify you, either through the Service’s user interface, in an email notification or through other reasonable means and as required by applicable law. Any such changes addressing new functions of the Services or changes made for legal reasons will be effective immediately. Your continued use of the Services after the date any such changes become effective constitutes your acceptance of the new Terms & Conditions. In addition, when using certain Services, you will be subject to any additional terms applicable to such Services that may be posted on the App from time to time.

Privacy

We respect your privacy and are committed to protecting it. Our Privacy Policy governs the processing of all personal data collected from you in connection with your use of the Sites.

Minors

If you are under 13 years of age, you are not authorized to use the Service, with or without registering. For more information, see our Privacy Policy.

Creating and Accessing Your Account

You will be required to create an account in order to access and use certain features of the Services. If you agree to register for the Services, you agree to provide and maintain true, accurate, current, and complete information about yourself as prompted by the registration form. Registration data and certain other information about you, including but not limited to your username and age, are governed by our Privacy Policy.You must treat your account information (including, without limitation, your password and any other piece of information required as part of our security procedures) as confidential, and you must not disclose the foregoing to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to the Sites or portions of them using your email address, password or other security information. You agree to notify us immediately of any unauthorized access to or use of your email address, password or any other breach of security information. You agree to be responsible for any use of the Sites or portions of them (including, without limitation, for all orders placed and for all activities that occur) using your email address, password, or other security information. You also agree to ensure that you exit from your account at the end of each session. Versus will not be liable for any loss or damage arising from your failure to comply with this Section.

Mobile Services

Certain services are available via a mobile device and, subject to the terms of this Agreement Versus grants you a limited, non-exclusive and nontransferable license to (i) upload content to the Service via a  single mobile device owned or otherwise controlled by you (“Mobile Device”), (ii) browse the Service and the Sites from a Mobile Device, and (iii)  access, stream, download and use certain features through an application downloaded and installed on a Mobile Device strictly in accordance with these Terms & Conditions (collectively, the “Mobile Services”). To the extent you access the Service through a Mobile Device, your wireless service carrier’s standard charges, data rates and other fees may apply. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your carrier, and not all Mobile Services may work with all carriers or devices. In using the Mobile Services, you may provide your telephone number. By providing your telephone number, you consent to receive calls and/or SMS, MMS, or text messages at that number. We may share your phone numbers with our affiliates or with our service providers (such as customer support, billing or collections companies, and text message service providers) who we have contracted with to assist us in pursuing our rights or providing our Services under these Terms & Conditions, our policies, applicable law, or any other agreement we may have with you. You agree these parties may also contact you using autodialed or prerecorded calls and text messages, as authorized by us to carry out the purposes we have identified above, and not for their own purposes. In the event you change or deactivate your mobile telephone number, you agree to promptly update your Versus account information to ensure that your messages are not sent to the person that acquires your old number.

You acknowledge that when you download, install, or use the Mobile Services, Versus may use automatic means (including, for example, cookies and web beacons) to collect information about your Mobile Device and about your use of the Mobile Services. You also may be required to provide certain information about yourself as a condition to downloading, installing, or using the Mobile Services or certain of its features or functionality. All information we collect through or in connection with the Mobile Services is subject to our Privacy Policy. By downloading, installing, using, and providing information to or through the Mobile Services, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.

Modifications to Services

Versus reserves the right to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that Versus will not be liable to you or to any third party for any modification, suspension or discontinuance of the Service. Additionally, we may, in our sole and absolute discretion, disable, suspend or terminate your account at any time, with or without notice, and for any reason, including, but not limited to, if you breach these Terms & Conditions. Upon disabling your account, we may retain your data in accordance with our Privacy Policy. Even if your account is disabled, suspended or terminated, be aware that you will continue to be bound by these Terms & Conditions.

Restrictions on Use

You may use the Sites and all associated content solely for your personal use and enjoyment. The Sites or any portion of them may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without our express written consent. 

You agree not to use any device, software, or routine to interfere with the proper functioning of the Sites. In using the Sites, you may not: 

- Transmit any unlawful, threatening, abusive, libelous, defamatory, obscene, vulgar, pornographic, profane, or indecent information of any kind, including images and language; 
- Transmit or solicit any information, software, or other material that violates or infringes upon the rights of others, including material that is an invasion of privacy or publicity rights; is protected by copyright, trademark, or other proprietary rights; or is a derivative work with respect thereto, without first obtaining permission from the owner or right holder;
- Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from the Sites;
- Modify copies of any materials from the Sites; 
- Use any illustrations, photographs, video or audio sequences, or any graphics separately from the accompanying text; or Sites; or 
- Transmit any information, software, or other material that contains a virus or other harmful component.

Moreover, you agree to not use the Service to:

- Violate any applicable local, state, national or international law, or any regulations having the force of law;
- Impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity; 
- Solicit personal information from anyone under the age of 18;
- Harvest or collect email addresses or other contact information of other users from the Service by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;
- Advertise or offer to sell or buy any goods or services for any business purpose that is not specifically authorized;
- Further or promote any criminal activity or enterprise or provide instructional information about illegal activities; or
- Obtain or attempt to access or otherwise obtain any materials or information through any means not intentionally made available or provided for through the Service.

Service Content, Software & Trademarks

You acknowledge and agree that the Service may contain content, features, and functionality (including but not limited to all information, Software (as defined below), text, displays, images, video, and audio, and the design, selection, and arrangement thereof (“Service Content”) that are owned by Versus, its licensors, or other providers of such material and  protected by copyright, patent, trademark, trade secret or other proprietary rights and laws. Except as expressly authorized by Versus, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, publish, transfer, distribute or create derivative works based on the Service or the Service Content, in whole or in part, including by making the Sites available on a network where it is capable of being accessed by more than one device at a time, except that the foregoing does not apply to your own User Content (as defined below) that you legally upload to the Service. Also, your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials. You may store files that are automatically cached by your Web browser for display enhancement purposes and print or download one copy of a reasonable number of pages of the Sites for your own personal, non-commercial use and not for further reproduction, publication, or distribution. If we provide social media features with certain content, you may take such actions as are enabled by such features.  

In connection with your use of the Service, you will not engage in or use any data mining, robots, scraping or similar data gathering or extraction methods. If you are blocked by Versus from accessing the Service (including blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address). Any use of the Service or the Service Content other than as specifically authorized herein is strictly prohibited. The technology and software underlying the Service or distributed in connection therewith are the property of Versus, our affiliates and our partners (the “Software”). You agree not to copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the Software. Any rights not expressly granted herein are reserved by Versus.The Versus name and logos are trademarks and service marks of Versus (collectively the “Versus Trademarks”). Other products, service names and logos used and displayed via the Service may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to Versus.

Reservation of Rights

Nothing in these Terms & Conditions or the Service should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of Versus Trademarks displayed on the Service, without our prior written permission in each instance, or in the Sites, Service, Service Content, or any other rights thereto other than to use the Service and access to the Site in accordance with the license granted and subject to all terms, conditions, and restrictions under these Terms & Conditions. Versus and its licensors and service providers reserve and shall retain their entire right, title, and interest in and to the Sites and Services, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in these Terms & Conditions. All goodwill generated from the use of Versus Trademarks will inure to our exclusive benefit.

Third Party Material

Under no circumstances will Versus be liable in any way for any content or materials of any third parties (including users), including, but not limited to, for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any such content. You acknowledge that Versus does not pre-screen content, but that Versus and its designees will have the right (but not the obligation) in their sole discretion to refuse or remove any content that is available via the Service. Without limiting the foregoing, Versus and its designees will have the right to remove any content that violates these Terms & Conditions or is deemed by Versus, in its sole discretion, to be otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content.

User Content

With respect to the content or other materials you upload through the Service or share with other users or recipients (collectively, “User Content”), you represent and warrant that you own all right, title and interest in and to such User Content, including, without limitation, all copyrights and rights of publicity contained therein, and that you have all required rights to post or transmit such content or other materials without violation of any third-party rights. By uploading any User Content you hereby grant and will grant Versus, its affiliated companies and partners (including but not limited to Versus instructors, practitioners and other third parties providing instructional information through the Services, collectively “partners”) a nonexclusive, worldwide, royalty free, fully paid up, transferable, sublicensable, perpetual, irrevocable license to copy, display, upload, adapt, perform, publish, distribute (through multiple tiers of distribution and partnerships), store, modify and otherwise use and fully exploit your User Content in any and all media, form, medium, technology or distribution methods now known or later developed and for any and all purposes (commercial or otherwise).

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information relevant to the Service (“Submissions”), provided by you to Versus, its affiliated companies or partners are non-confidential and Versus, its affiliated companies and partners will be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

You acknowledge and agree that Versus may preserve content and may also disclose content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable laws or government requests; (b) enforce these Terms & Conditions; (c) respond to claims that any content violates the rights of third parties; or (d) protect the rights, property, or personal safety of Versus, its users and the public. You understand that the technical processing and transmission of the Service, including your content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.

Monitoring; Copyright Complaints 

You agree that we have the right, but not the obligation, to monitor, suspend, terminate, edit, disclose, refuse to post, or remove at any time, for any reason in our sole discretion, any material, content, and/or activity anywhere on the Sites, including, without limitation, by suspending or terminating your access to or use of the Sites. Notwithstanding this right, we do not and cannot review all materials submitted to the Sites. If notified, we will investigate an allegation that content transmitted to us is in violation of these Terms & Conditions and determine whether to have the communication removed. However, we assume no responsibility or liability arising from or relating to any actions or content transmitted by or between you or any third party within or outside of the Sites, including, but not limited to, any error, defamation, libel, slander, omission, falsehood, obscenity, pornography, profanity, danger, or inaccuracy contained therein.

Digital Millennium Copyright Act 
We may, in appropriate circumstances, terminate the access of users who infringe or otherwise violate the rights of others. While we reserve the right to terminate the access of users who infringe or otherwise violate the rights of others in our sole discretion, if you are a Repeat Offender (as defined below), your access to the Sites will be suspended or terminated. “Repeat Offender” shall mean any user of the Sites against whom we receive three (3) or more Infringement Notifications (as defined below). 

If you believe that your work has been copied and is accessible on the Sites in a way that constitutes copyright infringement, you may notify us (each, an “Infringement Notification”) by providing the following information (as required by the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (“DMCA”), 17 U.S.C. sec. 512): 

- A physical or electronic signature of the person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; 
- Identification of the copyrighted work claimed to have been infringed, or if multiple copyrighted works at the Sites are covered by a single notification, a representative list of such works at the Sites; 
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; 
- Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and if available, an e-mail address; 
- A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by you, your agent, or the law; and 
- A statement that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. 

Please send the written communication to our copyright agent by e-mail AND by U.S. Mail to: 

Trey Nielsen
Maven Arena Inc D.B.A. Versus
2183 Parkway Lake Drive Birmingham AL, 35244
+1 (800) 360-0273
support@versus.co
E-mail Subject: “DMCA Request”

If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your Infringement Notice may not be effective. Please be aware that if you knowingly materially misrepresent that material or activity on the Sites is infringing your copyright, you may be held liable for damages (including costs and attorneys' fees) under Section 512(f) of the DMCA.

Counter Notification Procedures
If you believe that material you posted on the Site was removed or access to it was disabled by mistake or misidentification, you may file a counter notification with us (a "Counter Notice") by submitting written notification to our copyright agent designated above/below. Pursuant to the DMCA, the Counter Notice must include substantially the following:

- Your physical or electronic signature.
- An identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access disabled.
- Adequate information by which we can contact you (including your name, postal address, telephone number, and, if available, email address).
- A statement under penalty of perjury by you that you have a good faith belief that the material identified above was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled.
- A statement that you will consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located (or if you reside outside the United States for any judicial district in which the Website may be found) and that you will accept service from the person (or an agent of that person) who provided the Website with the complaint at issue

The DMCA allows us to restore the removed content if the party filing the original Infringement Notice does not file a court action against you within ten business days of receiving the copy of your Counter Notice. 

Please be aware that if you knowingly materially misrepresent that material or activity on the Site was removed or disabled by mistake or misidentification, you may be held liable for damages (including costs and attorneys' fees) under Section 512(f) of the DMCA.

Third Party Websites

The Service may provide, or third parties may provide, links or other access to other sites and resources on the Internet. Versus has no control over such sites and resources, and Versus is not responsible for and does not endorse such sites and resources. You further acknowledge and agree that Versus will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any content, events, goods or services available on or through any such third party site or resource. Any dealings you have with third parties found while using the Service are between you and the third party, and you agree that Versus is not liable for any loss or claim that you may have against any such third party.


Updates

We will not be liable if, for any reason, all or part of the Sites are ever unavailable. We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Sites, including, without limitation, the products and services made available on the Sites, (or any part thereof) with or without notice. We undertake no obligation to update, amend, or clarify information on the Sites, including without limitation, pricing information, except as required by law. No specified update or refresh date applied on the Sites should be taken to indicate that all information on the Sites has been modified or updated. Please remember when reviewing information on the Sites that such information may not represent the complete information available on a subject. In addition, subsequent events or changes in circumstances may cause existing information on the Sites to become inaccurate or incomplete. 

On occasion, information on the Sites may contain errors. We reserve the right to, at any time without prior notice, correct any errors, inaccuracies, or omissions, and to change or update information or cancel orders if any information on the Sites is inaccurate (including after you have submitted your order). 

Based on your Mobile Device settings, when your Mobile Device is connected to the internet either: the Mobile Services will automatically download and install all available updates; or you may receive notice of or be prompted to download and install available updates.

You shall promptly download and install all updates and acknowledge and agree that the Mobile Service or portions thereof may not properly operate should you fail to do so. You further agree that all updates will be deemed part of the Mobile Service and be subject to all terms and conditions of this Agreement.



Disclaimer of Warranties

YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SITES, AND ANY PRODUCTS OR SERVICES MADE AVAILABLE ON THE SITES, IS AT YOUR SOLE RISK. THE SITES, INCLUDING THE PRODUCTS AND SERVICES MADE AVAILABLE ON AND THROUGH THE SITES, IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. 

VERSUS MAKES NO WARRANTY (I) THAT THE SITES, INCLUDING, THE SERVICES MADE AVAILABLE ON AND THROUGH THE SITES, WILL MEET YOUR REQUIREMENTS OR WILL BE UNINTERRUPTED, TIMELY, UNFAILINGLY SECURE, OR ERROR-FREE; (II) THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITES OR THE SERVICES WILL BE ACCURATE OR RELIABLE; (III) THAT THE QUALITY OF ANY INFORMATION OR MATERIALS PURCHASED OR OBTAINED BY YOU THROUGH THE SITES OR SUCH SERVICES WILL MEET YOUR EXPECTATIONS; AND (IV) THAT ANY ERRORS ON THE SITES OR THE SERVICES WILL BE CORRECTED. YOU FURTHER ACKNOWLEDGE AND AGREE THAT ANY MATERIAL OBTAINED THROUGH THE USE OF THE SITES OR THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.

Limitation of Liability

TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, IN NO EVENT SHALL WE AND OUR SUCCESSORS, ASSIGNS, AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, MEMBERS, EMPLOYEES, REPRESENTATIVES, AGENTS, OFFICERS, DIRECTORS, AND MANAGERS BE LIABLE FOR ANY INCIDENTAL, DIRECT, INDIRECT, PUNITIVE, ACTUAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR OTHER DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES ARE REASONABLE FORESEEABLE), RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SITES OR ANY SERVICES, SOFTWARE OR INFORMATION MADE AVAILABLE ON THE SITES; (II) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (III) THE IMPROPER AUTHORIZATION FOR THE SERVICES OFFERED ON THE SITES BY SOMEONE CLAIMING SUCH AUTHORITY; OR (IV) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SITES. IN NO EVENT SHALL THE COLLECTIVE LIABILITY OF US AND OUR SUCCESSORS, ASSIGNS, AFFILIATES, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, MEMBERS, EMPLOYEES, REPRESENTATIVES, AGENTS, OFFICERS, DIRECTORS, AND MANAGERS TO OR THROUGH YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION WHETHER IN CONTRACT, TORT OR OTHERWISE, EXCEED THE AMOUNT PAID BY YOU TO US. 

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE OR WITH THESE TERMS & CONDITIONS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICE.

Indemnification

You agree to indemnify, defend, and hold harmless us, our subsidiaries and affiliates, and our and their members, managers, officers, directors, employees, agents, licensors, retailers, and suppliers from and against all claims (whether or not such claims are merely alleged or otherwise), losses, expenses, damages, and costs, including reasonable attorneys’ fees, costs, and arising out of or in connection with: (I) your violation of these Terms & Conditions or other documents incorporated herein by reference; (II) your use of the Sites, and/or any products or services made available on the Sites; (III) your violation of another person’s rights; (IV) your dispute with another user; (V) the unauthorized access to any protected area of the Sites; (VI) your violation of applicable law; or (VII) any claim related to your User Content, including a claim that your User Content caused damage to another person. This indemnification obligation will continue after you stop using the Sites and/or our products or services made available on the Sites. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you at your expense, and you shall not in any event settle or otherwise dispose of any matter without our prior written consent. 

Accessibility

If you have difficulty using or accessing any element of the Sites or if you have any feedback regarding accessibility of the Sites, please feel free to contact us at support@versus.co.

Force Majeure

We will not be liable or responsible to you, nor be deemed to have defaulted or breached these Terms & Conditions, for any failure or delay in our performance under these Terms & Conditions when and to the extent such failure or delay is caused by or results from acts or circumstances beyond our reasonable control, including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest, national emergency, revolution, insurrection, pandemic, epidemic, lockouts, strikes or other labor disputes (whether or not relating to our workforce), restraints or delays affecting carriers, inability to obtain or delay in obtaining adequate or suitable supplies, breakdown of materials or telecommunications, or power outage. 

Dispute Resolution

Arbitration You and Versus agree that these Terms & Conditions affect interstate commerce and that the U.S. Federal Arbitration Act governs the interpretation and enforcement of these arbitration provisions. This Section is intended to be interpreted broadly and governs any and all disputes between us, including but not limited to claims arising out of or relating to any aspect of the relationship between us or the Terms & Conditions or the Service, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory. 

Force Majeure

We will not be liable or responsible to you, nor be deemed to have defaulted or breached these Terms & Conditions, for any failure or delay in our performance under these Terms & Conditions when and to the extent such failure or delay is caused by or results from acts or circumstances beyond our reasonable control, including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest, national emergency, revolution, insurrection, pandemic, epidemic, lockouts, strikes or other labor disputes (whether or not relating to our workforce), restraints or delays affecting carriers, inability to obtain or delay in obtaining adequate or suitable supplies, breakdown of materials or telecommunications, or power outage. 

The only disputes excluded from this broad prohibition are the litigation of certain intellectual property and small court claims. Notwithstanding the parties' decision to resolve all disputes through arbitration, you or we may bring enforcement actions, validity determinations or claims arising from or relating to theft, piracy or unauthorized use of intellectual property in state or federal court with jurisdiction or in the U.S. Patent and Trademark Office to protect intellectual property rights ("intellectual property rights" means patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights). You or we may also seek relief in a small claims court for disputes or claims within the scope of that court's jurisdiction to the extent such claims do not seek equitable relief.

Arbitration will be held in Jefferson County, Alabama. The expenses of the arbitration charged by the arbitrator shall be borne by the prevailing party or otherwise as appropriately allocated between the parties to the arbitration by the arbitrator in his or her discretion. However, in every other regard, each party shall pay for and bear its own costs and legal fees, costs, and expenses. The arbitration shall be completed within one hundred twenty (120) days of either giving notice or filing a demand to arbitrate with the American Arbitration Association (whichever shall first occur).

The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction. The testimony, evidence, ruling, and all documentation regarding any arbitration shall be considered confidential information. Neither party may use, disclose, or divulge any such information unless otherwise required by law.

Class Action Waiver
To the fullest extent permitted by applicable law, no arbitration under these Terms & Conditions shall be joined to an arbitration involving any other party subject to these Terms & Conditions, whether through class arbitration proceedings or otherwise. You agree to an arbitration on an individual basis. In any dispute, NEITHER YOU NOR WE WILL BE ENTITLED TO JOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER USERS IN COURT OR IN ARBITRATION OR OTHERWISE PARTICIPATE IN ANY CLAIM AS A CLASS REPRESENTATIVE, CLASS MEMBER, OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. The arbitral tribunal may not consolidate more than one (1) person’s claims and may not otherwise preside over any form of a representative or class proceeding. The arbitral tribunal has no power to consider the enforceability of this class arbitration waiver and any challenge to the class arbitration waiver may only be raised in a court of competent jurisdiction. 

Termination

You agree that Versus, in its sole discretion, may suspend or terminate your account (or any part thereof) or use of the Service and remove and discard any content within the Service, for any reason, including, without limitation, for lack of use or if Versus believes that you have violated or acted inconsistently with the letter or spirit of these Terms & Conditions. Any suspected fraudulent, abusive or illegal activity that may be grounds for termination of your use of Service, may be referred to appropriate law enforcement authorities. Versus may also in its sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Service under any provision of this Terms & Conditions may be affected without prior notice, and acknowledge and agree that Versus may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service. Further, you agree that Versus will not be liable to you or any third party for any termination of your access to the Service.Upon termination, all rights granted to you under these Terms & Conditions will also terminate; and you must cease all use of the Sites and delete all copies of the Mobile Service from your Mobile Device and account. Termination will not limit any of Versus’ rights or remedies at law or in equity.

Miscellaneous

These Terms & Conditions constitute the entire agreement between you and Versus and govern your use of the Service, superseding any prior agreements between you and Versus with respect to the Service. You also may be subject to additional terms and conditions that may apply when you use affiliate or third-party services, third-party content or third-party software. These Terms & Conditions will be governed by the laws of the State of Alabama without regard to its conflict of law provisions. With respect to any disputes or claims not subject to arbitration, as set forth above, you and Versus agree to submit to the personal and exclusive jurisdiction of the state and federal courts located within Jefferson County, Alabama. The failure of Versus to exercise or enforce any right or provision of these Terms & Conditions will not constitute a waiver of such right or provision. If any provision of these Terms & Conditions is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of these Terms & Conditions remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or these Terms & Conditions must be filed within one (1) year after such claim or cause of action arose or be forever barred. A printed version of this agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You may not assign these Terms & Conditions without the prior written consent of Versus, but Versus may assign or transfer this Terms & Conditions, in whole or in part, without restriction. The section titles in these Terms & Conditions are for convenience only and have no legal or contractual effect. Notices to you may be made via either email or regular mail. Under no circumstances shall Versus be held liable for any delay or failure in performance resulting directly or indirectly from an event beyond its reasonable control. The Service may also provide notices to you of changes to these Terms & Conditions or other matters by displaying notices or links to notices generally on the Service. These Terms & Conditions, together with our Privacy Policy, constitute the entire agreement between the parties pertaining to the subject matter hereof and supersede in their entirety any and all written or oral agreements previously existing between the parties with respect to such subject matter.


Questions
If you have any questions or comments regarding these Terms & Conditions, our Privacy Policy, or the Sites, please feel free to contact us by e-mail at support@versus.co.