TERMS OF USE AGREEMENT

In order to access and use Our Services You must register through Our website www.referitnow.com and We will assign You an account (“Your Account”). In setting up and maintaining Your Account, You agree to provide accurate information regarding Your identity, Your contact information, and any other information requested by Us related to the use of Our Platform and Services. You will need to assign licenses to the Users You wish to access Our Platform, and configure their permissions according to the data visibility settings that meet Your company needs.

You agree to hold Us harmless and indemnify Us against any claims related to the Services provided by this Platform, it being understood that We do not guarantee anything, and You agree to accept all risks of using Our Platform. If You are under eighteen (18) years of age do not use Our Platform.

By setting up Your Account and using the Platform, You expressly agree that You will receive communications from Us, including email messages. You acknowledge and agree that You consent to the receipt of such messages and that Your receipt of such messages does not violate the CAN-SPAM Act and/or any state and federal laws related to commercial communications. You may stop receiving such messages by following the opt-out instructions provided by Us in any such communication.

You may access and use the Services up to the maximum number of Users specified when You signed up for Our Platform. A prerequisite to accessing and using Our Platform requires that, during the term of Your subscription, each User has an active Stripe account, or such other merchant processing account we may designate in the future, that is compatible with the Platform. A licensed Platform User may access and use the Our Platform in all Sandboxes that are linked to Your account without additional cost. If You wish to add additional Users during the subscription period, You must sign up for and pay for additional subscribers. Upon signing up for and paying for additional subscribers We shall make additional licenses available to those additional Users you designate on the terms and conditions set forth in this Agreement.

(a) Fees and Payment. You will be required to set up a Strip Merchant account, or an account with another merchant processor We may use in the future, in order to access the Platform. You agree to provide current, complete, and accurate purchase and account information. We do not provide a refund or any partial credit if You decide to cancel Your subscription for Our Platform so if You are unsatisfied or simply have no further use for Our Platform, Your only recourse is to cancel Your subscription.

(b) Use and Support of Our Platform. Upon payment for Our Platform, We agree to use Our reasonable efforts to provide the necessary implementation support for the Service only if and to the extent reasonably necessary. If You require Us to provide You with implementation, integration, or other work beyond what We feel is customarily necessary to use Our Platform, We will notify you via email and discuss what additional fees We would charge You for such work and enter into a separate contract for such work setting forth the work to be performed, the fees to be charged, and how We will be paid.

(c) Support and Maintenance. Subject to Your payment of all applicable fees, We will use Our reasonable efforts to provide support and maintenance in accordance with the support You have requested and our then-current standard support policies. Regarding Our support efforts We will use Our reasonable efforts to respond within 24-72 hours from receiving a support request. Requests will be handled via email for most cases. In the event escalation is required We may schedule a screen-share call with You and/or request that access be granted to Your sandbox or production systems, to troubleshoot and resolve issues directly. There is no guarantee on a resolution, for example in the event the request involves use of another third-party app, is integrated with some customization, or is not supported by the Platform. A feature request can be submitted when the root cause is lack of feature support, or a premiere support package can be purchased in the event the issue requires customized support or integration.

(d) Service Updates. From time to time, with or without notice to You, We may provide improvements, upgrades, changes, patches, modifications, or fixes for Our Service which will become part of the Services We provide to Users of Our Platform and subject to this Agreement; provided that We shall have no obligation under this Agreement or otherwise to provide any such improvements, upgrades, changes, patches, modifications, or fixes.

By using Our Platform, You agree to the terms of this Disclosure and Disclaimer. We make no representations, warranties, or guarantees of any kind, express or implied, about the completeness, accuracy, reliability, suitability of the Platform and You agree to hold Us harmless from any claims or loss You may suffer as a result of Your use of the Platform. You agree that any reliance You place on the information made available by Us through this Platform is solely at Your own risk and You hereby agree to hold Us harmless and indemnify Us from any such loss or claims resulting from Your use of the information made available by Us through Our Platform.

We do not offer any legal advice, real estate advice, financial advice, technical advice, personal advice, or advice of any kind either through the use of Our Platform or otherwise.

Users agree and represent that We shall at no point be held liable for the actions or omissions of any User who uses Our Platform. You agree to hold Us harmless and indemnify Us from any and all such claims made as a result of Your use of Our Platform, the Services provided through Our Platform. Our Platform is not regulated by any state, federal, or country agency, association, or governing association.

You represent, warrant, and agree that: (i) You have the authority to, and are of legal age in Your jurisdiction to, bind Yourself to this Agreement; (ii) Your use of Our Platform will be solely for purposes that are permitted by this Agreement; (iii) Your use of Our Platform will not infringe or misappropriate the intellectual property rights of any third party; and (iv) Your use of Our Platform will comply with all applicable laws, rules, and regulations, and with all other policies, terms and conditions stated in this Agreement.

In no event will We be liable for any loss or damage to You or any third parties including without limitation, indirect or consequential loss or damage, even if We are made aware of it or notified of it by You, or any loss or damage whatsoever arising from loss of Your Information, money, assets, or profits arising out of, or in connection with, the use of Our Platform. Our Platform and its related Services and functionality may not always be available or properly functioning and You agree to hold Us harmless from any loss of Your Information, money, assets, or profits arising out of, or in connection with, the inability to use or access Our Platform or its Services or various functions.

In no event will We be liable for any loss or damage to You or any third parties including, but not limited to, any loss caused in whole or in part by any inaccuracies or incompleteness, delays, interruptions, errors or omissions, including, but not limited to, those arising from Our negligence or the negligence of any of Our registered Users, service providers or contingencies beyond Our or any of Our service providers’ control in procuring, compiling, interpreting, computing, reporting, or delivering the Information or Services.

The Platform We provide is provided to You on a strictly “as is,” “where is,” and “where available” basis. Neither We nor any of Our service providers represent or warrant the accuracy, completeness, current status, non-infringement, merchantability, or fitness for a particular purpose of Our Platform or the Services made available to You. We do not make any representations or warranties that access to Our Platform will be continuous, uninterrupted, or error-free.

EU Data Protection Directive 95/46/EC and Processing Personal Data. We are not directly managing Your data and Information with respect to the storage, transfer, blocking, or destruction of personal data nor the purpose, timing or frequency of such events. For the purposes of EU Data Protection Directive and this Agreement, Apreh considers itself neither a “Data Processor” nor a “Data controller”. As such, Apreh does not possess documentation for security measures that protect Your data and Information. This does not mean that these security features are not present, but rather that Apreh has no involvement nor bearing over the specific measures enacted to protect Your data and Information or direct control of how Your data and Information is processed.

You shall use Our Platform only for legal and appropriate uses. We reserve the right to make changes to the Platform at any time and without notice. Your access to and use of the Platform is completely at the discretion of Company, and Your access to and use of the Platform may be blocked, suspended, or terminated without prior notice at any time for any reason or for no reason, including, without limitation, for any violation of the following rules:

• You shall comply with all state, federal, and/or international laws, rules, policies and/or licenses governing communications while using the Platform, and with all applicable copyright, trademark, or other intellectual property rights laws.
• You shall not upload, post, email, transmit or otherwise make available any content or information which infringes any trademark, patent, copyright or trade secret or other proprietary right of any person or entity, unless You are the owner of the rights or have the permission of the owner to post such content.
• You shall not intimidate, harass, stalk, defame or intentionally offend other Users of the Platform or any other person or entity and you shall not use the Platform for any illegal or illicit purpose.
• You shall not post any information via the Platform that includes hate speech, threatening messages, defamation, pornography, nudity or graphic or gratuitous violence.
• You shall not use the Platform to do anything that is unlawful, misleading, discriminatory, malicious or otherwise objectionable.
• You may not interfere or attempt to interfere with the Platform or another person’s use of the Platform by use of any program, script, command, device, software, routine, or otherwise.
• You may not create or use accounts by automated means, under false or fraudulent pretenses, or in a way that is misleading or misrepresents Your identity or affiliation with another person or entity.
• You may not use a fake or false profile, resume, description, or picture of yourself or others.
• You may not use any software, automated program, robot, spider, scraper, or other computerized means to access the Platform for any purpose without Our advance written permission.
• You may not decompile, reconfigure, re-engineer, interfere or attempt to compromise Our Platform, software, platform, or system integrity or security in any way.

When You sign up for the Platform, You will be required to provide accurate information and then You will be permitted to assign licenses the Users You wish to access and use the Platform.

The following words are used throughout these Terms and have specific meanings. You should know what each of the terms means.

Company grants You a limited, non-exclusive, non-transferable license to access and use the Platform in legally authorized jurisdictions for personal, business, and commercial purposes. This license is contingent upon Your compliance with these Terms. Any unauthorized use of the Platform shall automatically terminate the license granted to You by the Company for such use. You shall be solely responsible for Your actions and the contents of Your transmissions or Information You post or enter via the Platform.

You acknowledge and agree that the Platform, all patent rights, trade secret rights, design rights, copyrights, trademark rights, and other property rights in the Platform shall at all times remain Our sole property. You will not acquire any right, title or interest in or to the Platform, Our Information, Our Content, or Our Services by reason of these Terms, except for the non-exclusive license to use the Platform in accordance with these Terms.

You, and You alone, are responsible for Your account and anything that happens while You are signed in to or using Your account or Our Platform. Your security is Your responsibility.

If You believe that any Content located on Our Platform or linked to a third-party Platform by Us violates Your copyright, please notify Us in accordance with Our Digital Millennium Copyright Act Policy.

We retain all ownership of Our intellectual property, including Our copyrights, patents, and trademarks.

We may maintain or have access to certain Information or User Content that You transmit or enter using Our Platform for the purpose of managing, monitoring, and improving the performance of Our Platform and Our Services. You agree that We shall have no liability to You for any loss or corruption of any such Information or User Content, and You hereby waive any right of action against Us arising from any such loss or corruption of such Information. Any Information or Content that You provide is Your Information and Content and We do not claim any ownership rights in Your Information or Content.

Using the Service, sending Us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications, and You agree that all agreements, notices, disclosures, and other communications We provide to You electronically, via email and on the Service, satisfy any legal requirement that such communication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO THE ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE SERVICE. You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic means.

You agree to indemnify, defend and hold Us harmless from and against all losses, liabilities, expenses, damages, claims, demands and costs, including reasonable attorneys’ fees and court costs, relating to or arising from: (a) any violation of this Agreement by You; (b) Your Content and/or any other materials that are posted or activities that occur under Your Account; (c) Your interactions or communications with any third parties; and (d) reliance on the reviews, Information, statements, or communication from other Users, advertisers, or third parties using Our Platform. We will have sole control of the defense of any such damage or claim made against Us.

TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE PLATFORM IS PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. THE COMPANY DOES NOT GUARANTEE, REPRESENT, OR WARRANT THAT YOUR USE OF THE PLATFORM WILL BE UNINTERRUPTED, ERROR FREE, OR VIRUS FREE, OR THAT THE PLATFORM WILL MEET YOUR REQUIREMENTS. INFORMATION OBTAINED THROUGH THE PLATFORM HAS NOT BEEN VERIFIED, AND THE COMPANY DOES NOT GUARANTEE, REPRESENT, OR WARRANT THAT SUCH INFORMATION IS ACCURATE, COMPLETE, RELIABLE, OR OTHERWISE VALID.

THE COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO ANY WARRANTY OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR ANY WARRANTY ARISING FROM A COURSE OF DEALING, TRADE USAGE, OR TRADE PRACTICE.

YOU ACKNOWLEDGE THAT YOU ARE 18 YEARS OF AGE, OR OLDER. YOU ACKNOWLEDGE AND AGREE THAT USE OF THE PLATFORM IS AT YOUR SOLE RISK. YOU ACKNOWLEDGE THAT INFORMATION TRANSMITTED THROUGH THE INTERNET IS NEVER COMPLETELY SECURE. NEITHER COMPANY, NOR ANY OF COMPANY’S EMPLOYEES, MANAGERS, MEMBERS, AFFILIATES, AGENTS, REPRESENTATIVES, OR LICENSORS (COLLECTIVELY, “COMPANY ASSOCIATES”) SHALL BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY COMPENSATORY, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR ATTORNEYS’ FEES, OR FOR LOST INFORMATION OR LOST PROFIT, ARISING OUT OF YOUR USE OF THE PLATFORM OR INABILITY TO GAIN ACCESS TO OR USE THE PLATFORM OR OUT OF ANY BREACH OF ANY WARRANTY, EVEN IF COMPANY OR A COMPANY ASSOCIATE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES WERE FORESEEABLE.

IN NO EVENT WILL WE BE LIABLE FOR ANY DAMAGES WHATSOEVER ARISING OUT OF OR RELATING TO YOUR COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS, INCLUDING WITHOUT LIMITATION, DAMAGES RESULTING FROM BODILY INJURY AND/OR EMOTIONAL DISTRESS. WE DO NOT CONDUCT ANY DUE DILIGENCE, BACKGROUND CHECKS, OR INTERNET RESEARCH REGARDING ANY USER AND YOU AGREE IT IS YOUR SOLE RESPONSIBILITY TO CONDUCT DUE DILIGENCE, BACKGROUND CHECKS, OR INTERNET RESEARCH REGARDING ANY USER YOU MAY DECIDE TO MEET OR DO BUSINESS WITH.

YOUR SOLE RIGHT AND REMEDY WITH RESPECT TO ANY DISPUTE WITH THE COMPANY IS TO STOP USING THE PLATFORM. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL, INCIDENTAL OR SPECIAL DAMAGES, IN SUCH STATES AND JURISDICTIONS LIABILITY IS LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

THE PLATFORM IS CONTROLLED, OPERATED AND ADMINISTERED BY THE COMPANY FROM ITS OFFICES WITHIN THE UNITED STATES. COMPANY MAKES NO WARRANTY OR REPRESENTATION THAT MATERIAL AVAILABLE THROUGH THE PLATFORM IS LEGAL, APPROPRIATE, OR AVAILABLE FOR USE OUTSIDE THE UNITED STATES. IF YOU ACCESS THE PLATFORM FROM A LOCATION OUTSIDE THE UNITED STATES, YOU ARE RESPONSIBLE FOR COMPLIANCE WITH ALL APPLICABLE LAWS, AND COMPANY ACCEPTS NO RESPONSIBILITY FOR SUCH ACCESS.

YOU ACKNOWLEDGE AND AGREE THAT ANY AND ALL DISCLAIMERS IN THESE TERMS AND THE PROVISIONS OF THESE TERMS REFLECT A FAIR AND REASONABLE ALLOCATION OF RISK BETWEEN THE COMPANY AND YOU.

Our Platform may from time to time make use of various artificial intelligence (“AI”) features. AI is a broad field of computer science dedicated to creating machines and software that can perform tasks traditionally requiring human intelligence. These tasks include, but are not limited to (i) machine learning (“ML”) from data, identifying patterns and making improvements over time without being explicitly programmed for every scenario; (ii) analyzing information and drawing conclusions, sometimes using logic or probabilistic models to make decisions or solve problems; (iii) devising strategies and choosing actions to achieve specific goals, much like humans do when faced with a challenge; (iv) interpreting sensory information, such as images or speech (through natural language processing (“NLP”), to understand its environment; and (v) using NLP to assist the AI system to process, interpret, and even create human language, enabling interactions like chatbots and translation services.

User acknowledges and agrees to the following terms regarding the use, outputs, and any consequences arising from the AI's operation:

This Agreement shall be construed in accordance with and governed by the laws of the State of Connecticut without reference to conflict of law’s provisions.

You acknowledge and agree that the provisions, disclosures, and disclaimers set forth in these Terms are fair and reasonable and Your agreement to follow and be bound by them is not the result of fraud, duress or undue influence exercised upon You by any person or entity. The failure of the Company to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms 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 the Terms shall remain in full force and effect.

The Company shall have the right to assign these Terms and to sublicense any and all of its rights under these Terms. These Terms, including any documents referenced herein and any additional operating rules posted via the Platform, represent the entire understanding between You and the Company regarding Your relationship with the Company and Your use of the Platform. These Terms supersede all previous written or oral agreements between You and the Company with respect to such subject matter. Notwithstanding any provision of these Terms, the Company has available all remedies at law or equity to enforce these Terms.

The Company may assign or delegate these Terms, in whole or in part, to any person or entity at any time with or without Your consent. You may not assign or delegate any rights or obligations under the Terms or the Privacy Policy without the Company’s prior written consent, in the Company’s sole and absolute discretion, and You agree that any unauthorized assignment and delegation by You is void and unenforceable.

Throughout these Terms, certain sections may include titles and brief summaries of the following terms and conditions. These section titles and brief summaries are not legally binding and are meant for reference only.