Welcome to VERVE!

These Terms & Conditions help us keep our platform a safe and honorable place for women around the globe to connect.

The provisions of these Terms govern the entire legal relationship between you, the user, and Beaumont, Inc. d/b/a VERVE and d/b/a VERVE UP (collectively "VERVE"), and are applicable to all services provided to the user or offered on the VERVE websites ("VERVE Service(s)" or "service(s)") and also to all of the user's actions, contents or other material relating to VERVE. The VERVE Services, which includes this website www.verveup.com and all its sub-domains, versions and aliases (the "Site"), are made available to you (the user, member, or participant) subject to these Terms. If you have any questions about these Terms, you may email us at contact@verveup.com.

Occasionally, We may be required to make changes or additions to these Terms. We will post new versions of the Terms on Our Site where it becomes effective and binding immediately. If We think a revision is material, in Our sole discretion, We will notify members by email of the new revision. Your continued use of the Site constitutes your agreement to be bound by the new revision.

PLEASE READ THESE TERMS & CONDITIONS CAREFULLY. IN THEM YOU GRANT BEAUMONT, INC. IMPORTANT RIGHTS.

BY APPLYING FOR MEMBERSHIP TO VERVE; ACCESSING, BROWSING OR USING THE SITE; SUBMITTING MATERIAL TO US; OR BY PURCHASING OR BOOKING (PAID OR FREE) TICKETS FOR ANY EVENTS OR SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD AND AGREED TO BE BOUND BY THE FOLLOWING TERMS & CONDITIONS.

IF YOU DO NOT AGREE TO BE BOUND BY ALL OF THESE TERMS (WITHOUT MODIFICATION), PLEASE DO NOT APPLY FOR MEMBERSHIP; ACCESS, BROWSE OR USE THE SITE; SUBMIT MATERIAL TO US, OR PURCHASE OR BOOK (PAID OR FREE) TICKETS FOR ANY EVENTS OR SERVICES.

 

DEFINITIONS

Terms:Terms & Conditions

VERVE:Beaumont, Inc. d/b/a VERVE and d/b/a VERVE UP, ("the Company"), ("We", "Our", "us" being interpreted accordingly)

Services:The Company and all its features and services, including, but not limited to Our Site and all its sub-domains, versions and aliases, and all materials, now existing or later developed

Parties:The Company and its affiliates, contractors, employees, agents, or third party service providers, licensees, licensors, and suppliers

Materials:All content, visual interfaces, graphics, design, compilation, information, data, computer code, platform, software, products, services, and all other elements of the Services

Site:This website, including its sub-domains and versions, provided by VERVE; www.verveup.com

You:The member, user (or parties who use your computer with or without your permission), or participant of any part of the Services

Other Sites:Links or references to other websites or third party services that are provided through the Services

User Material(s):Any posts, written works, comments, images, photographs, text, sound recordings, videos, ideas, suggestions, feedback and/or other content and/or communications made on, through, or submitted to the Services

 

1. PRIVACY POLICY; LEGAL COMPLIANCE

1.1Our Privacy Policy is incorporated into these Terms by reference. We will not provide or otherwise disclose any Personal Data of the user to any third party for marketing or advertising purposes. We may share your Personal Data if required by statutory applicable law, in particular government or regulatory bodies, or if the transfer of data to Our third party service providers is necessary for operation of the Services (e.g. payment and debiting procedures). Full details on Our collecting and processing of your Personal Data are set forth in Our Privacy Policy accessible on Our Site under "Privacy Policy".

1.2Through your use of the Services you consent to the collection and use of the information that you submit through the Services, subject to the principles of Our Privacy Policy.

2. USE OF THE SERVICES AND CONDITIONS OF MEMBERSHIP

YOU UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICE MUST BE IN ACCORDANCE WITH THESE TERMS, AND WE MAY DENY, SUSPEND, RESTRICT OR TERMINATE SERVICE OR MEMBERSHIP WITHOUT PRIOR NOTICE IF YOU FAIL TO COMPLY WITH THEM.

2.1You agree that you will not engage in any conduct deemed by VERVE to conflict with the intent of these Terms.

2.2You agree that you will not facilitate or encourage any violations of these Terms or Our policies.

2.3You are responsible for making all arrangements necessary, at your cost, for your access to and participation in any part of the Services.

2.4You are solely responsible for and assume all risk and liability regarding any agreements between you and other users, both online and in-person.

2.5VERVE provides only the infrastructure for members to organize and/or post Independent Activities and Meet/UPs. You are solely responsible for and assume all risk and liability regarding any interactions between you and other users, both online and in-person. VERVE assumes no responsibility for the behavior or actions of members or any other attendees during Independent Activities and Meet/UPs. We strongly encourage you to take every precaution when meeting members or any other individuals introduced by members or any individuals encountered through the Services.

2.6You grant VERVE the right to publish any photographs or video taken at VERVE Events. VERVE will make its best efforts to notify the respective members if a photograph, video or other recording will be made visible to the public (non-members), such as on adding it the Site's public landing page, or on Our social media profiles.

2.7Under no circumstance shall VERVE assume any legal responsibility for loss or damages occurred at VERVE Events. Nor is VERVE legally responsible for the behavior or actions of members or any other individuals during VERVE Events.

2.8You agree that you will not post, upload or distribute any materials that are unlawful, defamatory, libelous, inaccurate, offensive, indecent, pornographic, harassing, threatening, vulgar, hateful, racially or ethnically offensive or otherwise inappropriate. If you are unsure, do not post, upload or distribute the material.

2.9You agree that you will not post or distribute anyone's identification documents or sensitive financial information on or through the Services.

2.10You agree that you will not bully, intimidate, or harass any user.

2.11You agree that you will not post material or take any action on VERVE that infringes or violates someone else's rights or otherwise violates the law.

2.12You agree that any material added by you to the Site in the form of an activity, Meet/UP, blog, or any other post, is accurate and truthful.

2.13You agree that all required fields of a post are completed and accurate, and when applicable, any required fees or costs are stated clearly and correctly.

2.14VERVE does not endorse, support, or ensure the accuracy, truthfulness, or reliability of any material posted or generated by members, nor do We endorse any opinions expressed by members.

2.15By posting or submitting material or information on the Services, you automatically grant VERVE a worldwide, non-exclusive, royalty-free, perpetual, irrevocable right to display such content on the site and throughout the VERVE Service.

2.16We reserve the right to remove any materials posted by you or other members at Our sole discretion.

2.17You understand and agree that you may encounter material that you find objectionable, and you agree you will not hold VERVE liable in any manner.

2.18You agree that you will not make unsolicited offers, advertisements, proposals, or send junk mail or spam to other members of VERVE.

2.19You agree that you will not collect nor distribute members' content or information.

2.20You agree that you will not solicit login information or access an account belonging to someone else.

2.21You agree that you will not use the Services to do anything unlawful, misleading, malicious, or discriminatory.

2.22You agree that you will not modify, adapt, translate or create derivative works based upon the Services or any part thereof.

2.23You agree that you will not upload viruses or other malicious code.

2.24You agree that you will not do anything that could disable, overburden, or impair the proper working or appearance of the Services, such as a denial of service attack or interference with page rendering or other functionality.

2.25You agree that if your membership is terminated for any reason other than the expiration of your membership term, you will no longer be eligible for membership.

2.26You agree that you will not use Our copyrights or trademarks or any confusingly similar marks, except as expressly permitted by an authorized agent of VERVE by written permission.

2.27VERVE makes no representations as to the duration of the Site, membership and/or the Services, and reserves the right to suspend, limit or terminate the Site, membership and/or the Services (in whole or in part) at any time without notice.

2.28Except with VERVE's prior, written consent, you may not, directly or indirectly, use VERVE’s name in connection with any event, whether such event is held offline or online.

2.29We reserve the right to: (a) use, copy, display, store, transmit and reformat data transmitted through the Services and to distribute such data to multiple servers for back-up and maintenance purposes; and (b) block or remove any unlawful materials you store on or post to the Services. We do not guarantee the protection of your materials or data located on the Services against loss, alteration or improper access.

2.30Chapter Regents are not employees of VERVE. Under no circumstance shall VERVE accept any legal responsibility for any loss or damages resulting from the gross negligence or intentions of the Chapter Regents. Nor is VERVE legally responsible for the behavior and actions of the Chapter Regents.

3. MEMBERSHIP ELIGIBILITY

3.1By applying for membership to VERVE, you warrant that you are female.

3.2By applying for membership to VERVE, you warrant that you are at least eighteen (18) years of age.

3.3By applying for membership, you represent that you have never been convicted of a felony and have never been required to nor are currently registered as a sex offender with any government entity. VERVE reserves the right to perform criminal background screenings.

3.4By applying for membership and throughout your membership term(s), you agree that you are not using the Services for reasons that are in direct competition with VERVE.

3.5You agree that you are using the Services, in whole or in part, as a private individual for private use, and not on behalf of or representing any form of a commercial entity, corporation or other business organization.

3.6You agree that you will not use a pseudonym or alias unless VERVE expressly asks that you include a nick-name, middle name or initial, or another indicator on your profile name in such case that an existing member has the same profile display name as your existing first and last name.

3.7You agree that you will keep your member information accurate and up-to-date. VERVE reserves the right to verify the authenticity of your identity and personal profile information using publicly available records, requiring an interview between you and an authorized agent of VERVE, or by requesting from you proof of identification or other relevant documents.

3.8You agree that you will not share your password, give anyone else access to your account, or do anything else that might jeopardize the security of your account.

3.9You agree that you will not transfer your account to anyone.

3.10Member profiles are visible to all members.

3.11VERVE reserves the right to verify all information you provide using various means available. You agree that VERVE will have no liability arising from any information that is incorrectly verified.

3.12You agree that you have full authority and capacity to use the Services and agree to be bound by these Terms, and that agreeing to these Terms will not violate any other agreement to which you are bound.

4. MEMBERSHIP DUES & BILLING

4.1Membership term is annual (12-months) commencing on the date your membership was accepted. Membership dues are set forth on the membership application and under "My Membership" in your account section of the Site, and shall be binding. Payment is required upon acceptance as a member.

4.2Dues are processed in the U.S. Your bank or credit card provider may charge an international fee or cross-border fee. We are not responsible for any fees that you may incur from your bank or credit card provider.

4.3Should you wish to cancel your membership, please note that this action is final and you will need to re-apply if you wish to become a member at a later time.

4.4The membership dues are non-refundable and may not be charged back under any circumstances, including but not limited to your account being terminated by us or by yourself, or your account being suspended or restricted for an unspecified period. Members will not be refunded if We withdraw or modify any offers, promotions, events, member privileges or other services.

4.5In the event that a credit card chargeback is placed on your purchase of the Services, you will have breached this agreement and your account will be terminated.

4.6If you do not renew your membership prior to the expiration of your membership term, your account will automatically be terminated.

4.7Your dues will not be billed if your account has been terminated prior to the date your membership term expires.

4.8If your membership renewal payment fails, your membership will be suspended until you enter valid credit card details within a maximum period of thirty (30) days.

4.9We reserve the right to review and change the dues at any time. Any modifications to the dues are only applicable upon renewal or new membership registration.

5. MEMBER ACCOUNT

5.1Members will be required to provide specific information and to create a user ID and password to establish an account. You agree that the information you provide in connection with your membership account is accurate and that you will keep your information up-to-date. You are responsible for the security of all of your user names, passwords and registration information (such as unique account identifiers or historical billing information), and you are solely responsible for any use (authorized or not) of your account. You agree to immediately notify us of any unauthorized activity regarding your account or other breach of security. We may, in its sole discretion, suspend or terminate your user name and password at any time with or without notice.

5.2The Verve Magazine (or the "Magazine") is intended to share experiences that other members have had in the regions We designate as Chapters. We are not responsible if your experiences differ from what is presented in the Magazine. We make Our best efforts to ensure all information in the Magazine is accurate and current at the time of publication. However, We make no warranty on the accuracy of the content. Some information is likely to have changed since the time of publication. We strongly encourage you to contact any venues directly prior to planning a trip. No content, opinions or other information in the Magazine are considered legal advice in any way and cannot replace the knowledgeable opinion of experts or other professionals in any of the various fields mentioned or referred to in the Verve Magazine.

6. OTHER SITES

6.1We are not responsible for links or references to other websites or third party services ("Other Sites") that are on or made through the Services. You acknowledge and agree that: (a) We are not responsible for invalid destinations or transmission errors; (b) We do not guarantee your ability to access Other Sites or that the Other Sites are secure or will meet your needs; and, (c) Your correspondence or business dealings with, or participation in promotions of, Other Sites found on or through the Services are solely between you and the Other Sites.

6.2You acknowledge and agree that under all circumstances, We are not responsible for the availability of Other Sites, and is not responsible or liable for any content, accuracy, quality, advertising, products or other materials on or available from the Other Sites, and that We do not endorse the Other Sites.

6.3You further acknowledge and agree that VERVE is not responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any content, goods or services available on or through the Other Sites. Access to any Other Sites linked from the Services is entirely at your own risk and is solely governed by the terms and policies applicable to the Other Sites, and not these Terms.

7. OWNERSHIP, PROPRIETARY RIGHTS

7.1You agree that the Services belong to VERVE. All intellectual and proprietary rights, content, visual interfaces, graphics, design, compilation, information, computer code, software, platforms, products, services, and all other elements of the Services are protected by applicable copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. We retain all rights, title and interest in and to the Services at all times, and regardless of the form or media in or on which the original or other copies may subsequently exist. Any suggestions, ideas or inventions that you voluntarily and optionally disclose to us through any means will be used, or not used, by us at Our sole discretion; and, We will have no obligation to you regarding any ideas or inventions that you disclose through such means. No right, title or interest in or to any trademark, service mark, logo or trade name of VERVE or VERVE Parties are granted under these Terms unless expressly provided herein. All other rights are reserved to Us unless expressly provided herein. All other trademarks and service marks are the property of their respective owners.

8. USER MATERIALS

8.1VERVE may permit the posting by you of written works, blog articles, comments, images, photographs, text, sound recordings, videos and/or other materials and/or communications made to or through the Services (collectively, "User Materials"). We, along with Our distributors and licensees, may host, share or publish User Materials. You understand that whether or not such User Materials are published, We do not guarantee any confidentiality with respect to any User Materials. You understand that when using the Services, you will be exposed to User Materials from a variety of sources, and that We are not responsible for the accuracy, usefulness, safety or intellectual property rights of or relating to such User Materials. You further understand and acknowledge that you may be exposed to User Materials that are inaccurate, offensive, indecent or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against VERVE with respect thereto.

8.2By transmitting, uploading, posting or submitting any information or material using the Services, you represent and warrant that: (a) Such User Materials are not confidential, secret or proprietary information belonging to someone else; (b) Such User Materials do not violate these Terms and will not cause injury to any person or entity; (c) No other party has rights in the User Materials, in whole or in part, and that your transmission, posting, uploading or submission of the materials do not violate any copyright, intellectual property right or other laws or obligations you may have to any person or entity; and, (d) Such User Materials do not contain any viruses, adware, spyware, worms, or other malicious code. In furtherance of the foregoing, you agree that you will not: (a) Publish falsehoods or misrepresentations that could damage us or any third party; and, (b) Submit material that is unlawful, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate. VIOLATORS OF THESE THIRD PARTY RIGHTS MAY BE SUBJECT TO CRIMINAL AND CIVIL LIABILITY. VERVE RESERVES ALL RIGHTS AND REMEDIES AGAINST ANY MEMBER WHO VIOLATES THESE TERMS.

8.3You agree that you shall have no recourse against VERVE, for any alleged or actual infringement or misappropriation of any intellectual property rights of User Materials or any portion thereof. We are not responsible for the back-up or restoration of User Materials or for any loss of or disablement of access to User Materials.

8.4If you decide to transmit feedback, creative ideas, or materials, such as ideas for products, services, promotions, product names, technologies or processes, whether in the form of answers, questions, comments, suggestions, expressive works, plans, or otherwise expressed through the Services, VERVE retains the right to pursue strategies or ideas that may be the same or similar to the such communications. By transmitting, uploading, posting or submitting any materials, you hereby grant to Us an irrevocable, perpetual, worldwide, non-exclusive, royalty-free, unrestricted license to use, distribute, make, exploit, practice, reproduce, modify, adapt, publish, translate, publicly perform, and publicly display, and authorize others to do so, all such materials in any manner whatsoever, in any medium now known or later developed, without compensation, attribution or any obligation to you or to any other person or entity. You agree that VERVE is not under any obligation of confidentiality or restriction, express or implied, with respect to User Materials or other feedback and ideas.

8.5YOU UNDERSTAND THAT WHEN USING THE SERVICES, YOU WILL BE EXPOSED TO USER MATERIALS AND THIRD PARTY MATERIALS FROM A VARIETY OF SOURCES, AND THAT VERVE IS NOT RESPONSIBLE FOR THE ACCURACY, OPINIONS EXPRESSED THEREIN, USEFULNESS, OR INTELLECTUAL PROPERTY RIGHTS OF OR RELATING TO SUCH MATERIALS. YOU FURTHER UNDERSTAND AND ACKNOWLEDGE THAT YOU MAY BE EXPOSED TO USER MATERIALS AND THIRD PARTY MATERIALS THAT ARE INACCURATE, OFFENSIVE, INDECENT OR OBJECTIONABLE, AND YOU AGREE TO WAIVE, AND HEREBY DO WAIVE, ANY LEGAL OR EQUITABLE RIGHTS OR REMEDIES YOU HAVE OR MAY HAVE AGAINST ANY VERVE PARTIES WITH RESPECT THERETO. VERVE DOES NOT ENDORSE ANY USER MATERIALS OR THIRD PARTY MATERIALS OR ANY OPINION, RECOMMENDATION OR ADVICE EXPRESSED THEREIN, AND VERVE EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY IN CONNECTION WITH USER MATERIALS AND THIRD PARTY MATERIALS. VERVE, AT ITS SOLE DISCRETION, RESERVES THE RIGHT TO REMOVE ANY MATERIALS FROM THE SERVICES AT ANY TIME AND WITHOUT NOTICE. VERVE DOES NOT PERMIT COPYRIGHT-INFRINGING ACTIVITIES ON THE SERVICES.

9. CAMPAIGNS

9.1All materials submitted for participation in Our Campaigns are considered User Materials and must comply with all Terms.

9.2All submissions must be received during the Submission Period. Submissions become the sole and exclusive property of VERVE. Users will not receive receipt of submissions.

9.3Submissions will be considered void if they are in whole or in part illegible, incomplete, damaged, irregular, altered, counterfeit, produced in error, forged, mechanically reproduced or obtained through fraud or theft, or if they otherwise violate any portion of these Terms. We are not responsible for submission problems of any kind whether mechanical, human or electronic.

9.4Limit one (1) submission per person or team. Note that We are free to engage with any individuals that provide a submission, at Our sole discretion.

9.5Participation in Our Campaigns is restricted to members only unless expressly stated within the Campaign's description. All submissions must be in English and all necessary fields of the entry form completed along with any required files uploaded as set forth in the Campaign's description. Acts or omissions taken by any team leader will be considered acts or omissions by the team.

9.6All submissions will be assessed by a team of judges selected by Us (the "Judges") for completeness, adherence to the Campaign's description, effort, composition and creativeness. The Judges, at their sole discretion, will choose up to fifteen (15) Nominees that will move to phase two of the Campaign, the Voting Period. Decisions of the Judges are final and binding.

9.7Members will be able to vote for one (1) Nominee of their choice that they feel best fulfills the spirit of the Campaign. Member votes are final and cannot be changed.

9.8The three (3) Nominees with the highest number of votes will be declared the winning submissions (the "Winners") of the Campaign. In the occurrence of any ties, the additional submission(s) will be part of the Winners. The Winners will be announced on the respective Campaign page of the Site during the Winners Announced Period.

9.9If any Campaigns include prizes, the prizes will be sent to address on the member's account or the address the eligible participant listed upon entering the Campaign. If any prize is returned as undeliverable, if any Winner rejects the prize or fails to use the prize within the time stated in any notification or in the circumstance of noncompliance with these Terms or any other applicable terms, such prize will be forfeited. No compensation will be given upon prize forfeiture.

9.10VERVE is not responsible for any delays, damages, losses, costs, or otherwise unfavorable conditions arising in connection with any delay, rescheduling or cancellation of a Campaign, or prizes or the delivery thereof. Participants waive all claims arising therefrom.

9.11Participants are solely responsible for any costs incurred from their submission (unless expressly written), including, without limitation, any expense that went into the creation and posting of their submission and fulfilling and managing any and all requirements related to participating in a Campaign.

10. PURCHASES

10.1Events, Independent Activities, and certain products or services may be offered for sale through the Site, at an Event or otherwise by us. All purchases must be paid in full at the time of purchase. If payment cannot be charged to your bank or credit card, or if a charge is refunded for any reason, including chargeback, you agree that VERVE has the right to withhold delivery of the product(s) or service(s), to cancel the purchase and to suspend or terminate your membership at Our sole discretion.

10.2You are responsible for all charges incurred through your purchase. Your bank or credit card provider may charge an international fee or cross-border fee. We are not responsible for any fees that you may incur from your bank or credit card provider.

10.3You grant permission to all VERVE Parties to send tickets and receipts solely in electronic form.

10.4No Refunds. In no circumstance will any portion of the costs paid by you be returned to you or applied as a credit for any future purchases managed by VERVE Parties.

10.5Gift Cards. You are responsible for any and all tax liability arising out of your accrual of value, redemption and receipt of a gift card. Each gift card will expire on the date stated on the card or on the written materials accompanying the card. We are not liable for any misdirected or lost gift cards.

11. EVENTS

11.1You assume all risk and liability when using the Services, including but not limited to any risks associated with online or offline interactions with members, any other individuals introduced by members, guests or any individuals met at an Event. You agree to take all necessary precautions when meeting any individuals encountered at an Event.

11.2No Transfer. Your registration to an Event is not transferrable to any other person. It is forbidden to transfer tickets, passes and any other credentials used for gaining admittance to an Event.

11.3We do not guarantee entry to Events. Entry remains at Our sole discretion, venue, and/or local law enforcement.

11.4You may be prevented from attending an Event if the name on the ticket does not correspond with the name on your photo identification, if your account has been suspended or terminated (at Our sole discretion) or if you annoy or harass other members, disturb an Event, or display other inappropriate behavior or suspected inappropriate behavior. Misconduct at Events may result in suspension or termination of membership.

11.5We have the right to cancel your registration or to have you and/or your guest(s) removed from an Event at any time due to your breach (or any breach by any of your guests) of these Terms, as determined by and at sole discretion of VERVE. If your registration to an Event is cancelled by VERVE or if you or your guest(s) are so removed from an Event, you will not receive any refund of any fees paid by you or your guests.

11.6We reserve the right to modify or cancel, at any time, any Events presented to you by VERVE. You acknowledge and agree that VERVE Parties are not responsible for any delays, damages, losses, costs, or other unfavorable conditions arising in connection with any delay, rescheduling or cancellation of an Event, and you waive all claims arising therefrom. You will not be refunded for any modifications of an Event.

11.7VERVE Parties are not responsible for lost, stolen or damaged items at any Events.

11.8Recording of the Event; Grant of Rights to Use Name, Image and Likeness. We may take photographs, video and other media of an Event. You acknowledge and agree that by participating in an Event, you give VERVE the exclusive, perpetual, worldwide, irrevocable, royalty free right and permission to use, distribute, publish, exhibit, digitize, broadcast, display, reproduce, and otherwise use the photographs, video, other media and your name in any manner whatsoever (whether now known or hereafter known) including without limitation for the purposes of the Services and promotion thereof. We will make Our best efforts to notify the respective members if a photograph, video or other media will be made visible to the public (non-members), such as on the Site’s public landing page, or Our social media accounts.

11.9Third Party Exhibits, Speech or Expression. An Event may offer the opportunity for various types of Exhibitors to present their products and services, and otherwise to communicate their thoughts and opinions, to members and guests. VERVE does not endorse or otherwise condone the statements made by, or the activities of, any Exhibitor, and Event attendees acknowledge and agree that VERVE shall not be liable for any act or omission of an Exhibitor at, or otherwise in connection with an Event.

11.10Bulk email distribution to Event attendees or any other promotion of a third party or product in a manner that would constitute or appear to constitute spam or unsolicited email under any applicable law or regulation is expressly prohibited and will be grounds for immediate termination of your participation in an Event and/or your membership.

11.11VERVE reserves the right to disqualify anyone at any time from participation in an Event, Independent Activity, or Campaign if they do not comply with these Terms or otherwise if they violate any law, statute or regulation. Any information collected from you or your guests shall be subject to these Terms and Our Privacy Policy.

12. INDEPENDENT ACTIVITIES, THIRD PARTY SERVICES

12.1Members may host an activity or invite other members to non-VERVE activities ("Independent Activities") in their city by creating a post on the Social Calendar. These Independent Activities are organized by members and are not official VERVE Events nor are sponsored by Us.

12.2Members must only post activities that are actual events that other members of VERVE can attend. Independent Activity posts may not be used to promote a product or service, nor require that members be part of another association or club in order to attend. All information in the post must be accurate and any fees for the Independent Activity must be clearly indicated in the Details section of the post.

12.3Your interactions with or participation in Independent Activities or other third party services made available to you through the Services (in whole or in part) operate exclusively on their own behalf. You acknowledge and agree that you assume all risk and liability arising out of your interaction with or participation in such Independent Activities or third party services or with any other person with whom you interact either through the Services (in whole or in part), including without limitation any speech or other expression made by such parties. No VERVE Parties shall have any liability, obligation or responsibility to you or any other person for any loss, damage, or adverse consequence alleged to have happened or happening directly or indirectly through your interactions with or participation in Independent Activities or other third party services. You further hereby expressly release each of the VERVE Parties from any and all claims arising out of your interactions with or participation in any Independent Activities or third party services.

12.4Your participation, correspondence or business dealings with any third party found on the Site or through the Services, in general or specifically regarding payment and delivery of specific goods and services, and any other terms, conditions, representations or warranties associated with such dealings, are solely between you and such third party. You agree that no VERVE Party shall be responsible or liable for any loss, damage, or other matters of any sort incurred as the result of such dealings.

12.5VERVE reserves the right to remove from the Site any Independent Activities presented to you by members.

13. COPYRIGHT INFRINGEMENTS

13.1It is Our policy to respond to clear notices of alleged copyright infringement. Upon receipt of such compliant notice, We will expeditiously remove or disable access to the content that is the subject of the notice.

13.2Procedure for Notification. The Digital Millennium Copyright Act of 1998 (the "DMCA") provides recourse for copyright owners who believe that material appearing on the Site infringes their rights under U.S. copyright law. If you believe that your work has been copied and posted on the Site in a way that constitutes copyright infringement, please provide Our copyright agent with the following information: (a) An electronic or physical signature of the copyright owner or of the person authorized to act on behalf of the owner of the copyright interest; (b) A description of the copyrighted work that you claim has been infringed; (c) A description of where the material that you claim is infringing is located on the Site; (d) Your address, telephone number, and email address; (e) A written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and, (f) A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. Any notification by a copyright owner or a person authorized to act on its behalf that fails to comply with requirements of the DMCA shall not be considered sufficient notice and shall not be deemed to US as actual knowledge of facts or circumstances from which infringing material or acts are evident. Our copyright agent for notice of claims of copyright infringement can be reached at: Email: copyright@verveup.com

13.3Please note that any person who knowingly misrepresents that material or activity is infringing may be subject to liability. If you are unsure whether the material available online infringes your copyright, We suggest that you contact an attorney before sending us a notice.

13.4Counter-Notification. The administrator of an affected site or the provider of affected content may make a counter-notification. If you elect to send us a counter-notice, to be effective it must be a written communication that includes the following: (a) A physical or electronic signature of the subscriber; (b) 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 to it was disabled; and, (c) A statement under penalty of perjury that the subscriber has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled.

14. MODIFICATIONS, RESTRICTIONS & TERMINATION

14.1We reserve the right, at Our sole discretion, to charge for or modify the costs associated with any of Our services, products or particular features.

14.2We reserve the right to modify or discontinue, temporarily or permanently, the Services (or any part thereof) with or without notice, and remove and discard all or any part of your account, member profile, and any User Materials, at any time. You agree that We shall not be liable to you or any third party for any such modification, suspension or discontinuance of the Services or User Materials. In addition, We reserve the right to terminate your membership, access to, or participation in the Services (in whole or in part) for any reason, and to take any other actions that We, in Our sole discretion, believes to be in the interest of VERVE.

14.3Your only remedy with respect to any dissatisfaction with the Services, any term of these Terms, any policy or practice of VERVE, or any material or information transmitted through the Services is to terminate these Terms. You may terminate these Terms at any time by discontinuing to use of any and all parts of the Services and canceling your membership. Notwithstanding any such termination of these Terms by you, any provision that, by its nature or express terms, should survive, will survive such termination or expiration.

14.4WE MAY IN OUR SOLE DISCRETION AND AT ANY TIME LIMIT OR DISCONTINUE PROVIDING ACCESS TO THE SERVICES, OR ANY PART THEREOF, WITH OR WITHOUT NOTICE. YOU ACKNOWLEDGE AND AGREE THAT VERVE WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DISCONTINUATION OF YOUR ACCESS TO THE SERVICES, USER MATERIALS, AND/OR YOUR MEMBERSHIP.

15. INDEMNITY

15.1Notwithstanding anything to the contrary herein, you hereby agree to indemnify, defend and hold each and all of the VERVE Parties harmless from and against any and all claims, demands, actions, losses, expenses, damages (actual and consequential, direct and indirect) and liabilities of every kind and nature, including without limitation reasonable attorneys' fees and disbursements, made by any third party due to or arising out of: (a) Any breach by you of any representation, warranty or covenant made in these Terms; (b) Any act, omission or failure by you to fulfill any of your obligations described in these Terms; or (c) Otherwise arising out of your use of this Site or any the Services. If your indemnification obligations under this section are invoked by any of the VERVE Parties, such VERVE Parties shall reasonably cooperate with you and reserve the right to assume the defense and control of any matter subject to indemnification by you. You shall not enter into any settlement that imposes any liability or obligation on any of the VERVE Parties or contains any admission or acknowledgment of wrongdoing (whether in tort or otherwise). These indemnity obligations will survive termination of your relationship with Us or your ceasing to use the Services.

16. LIMITATION OF LIABILITY & DAMAGES

16.1Limited Liability and Damages. IN NO EVENT SHALL ANY OF THE VERVE PARTIES BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE SERVICES OR ANY PRODUCTS AND/OR SERVICES ACQUIRED THROUGH THE SITE OR IN CONNECTION WITH EVENTS, WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

16.2Cap on Liability. IN NO EVENT SHALL THE VERVE PARTIES’ AGGREGATE LIABILITY TO YOU OR ANY THIRD PARTY IN ANY CIRCUMSTANCE ARISING OUT OF OR RELATED TO, DIRECTLY OR INDIRECTLY, YOUR USE OF THE SERVICES, EXCEED THE LESSER OF (A) THE VALUE PAID BY YOU FOR THE PRODUCTS AND/OR SERVICES WHICH GIVE RISE TO SUCH A CLAIM, IF APPLICABLE, OR (B) ONE HUNDRED U.S. DOLLARS ($100).

16.3Other Sites. THESE LIMITATIONS OF LIABILITY ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY YOU BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED ON ANY THIRD PARTY SITES OR OTHERWISE BY THIRD PARTIES AND RECEIVED THROUGH OR ADVERTISED ON THE SERVICES OR RECEIVED THROUGH ANY THIRD PARTY SITES.

16.4Exceptions. THE LIMITATIONS ON THE LIABILITY OF ANY OF THE VERVE PARTIES TO YOU IN THIS SECTION SHALL APPLY WHETHER OR NOT ANY SUCH VERVE PARTIES HAVE BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY LIABILITY, LOSSES OR DAMAGES ARISING IN CONNECTION WITH THE SERVICES OR THIRD PARTIES. SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

17. DISCLAIMER OF WARRANTIES

17.1Your Sole Risk. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, THE VERVE PARTIES DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS, ALL WITH REGARDS TO YOUR USE OF THIS SITE OR OF THE SERVICES (IN WHOLE OR IN PART). YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SITE AND OF THE SERVICES IS AT YOUR SOLE RISK.

17.2The Website is Provided "As Is", "Where Is", and "As Available". NONE OF THE VERVE PARTIES ASSUME ANY RESPONSIBILITY FOR YOUR USE OF THIS SITE OR OF THE SERVICES (IN WHOLE OR IN PART) INCLUDING WITHOUT LIMITATION ALL MATERIALS, AND MAKE NO PROMISES, GUARANTEES, PREDICTIONS OF SUCCESS OR ANY CLAIMS TO SPECIAL EXPERIENCE, INSIGHT, OR EXPERTISE. NO INFORMATION OBTAINED FROM VERVE, OR ANY THIRD PARTY THROUGH THE SITE OR THE SERVICES, WHETHER PROVIDED ORALLY OR IN WRITING, SHALL CREATE ANY EXPRESS OR IMPLIED WARRANTY OR REPRESENTATION THAT: (A) YOUR USE OF THIS SITE OR OF THE SERVICES (IN WHOLE OR IN PART) OR YOUR RELIANCE ON SUCH INFORMATION WILL MEET YOUR REQUIREMENTS; (B) YOUR USE OF THIS SITE OR OF THE SERVICES (IN WHOLE OR IN PART) WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERRORS OR OMISSIONS; (C) ALL MATERIALS OR USER MATERIALS WILL BE ACCURATE, RELIABLE, COMPLETE OR CURRENT; (D) DEFECTS IN THE OPERATION OF THE SERVICES WILL BE CORRECTED OR UPDATED, AND ALL USER MATERIALS WILL NOT BE LOST OR DELETED; (E) DESCRIPTIONS OF PRODUCTS OR SERVICES OFFERED BY THIRD PARTIES WILL BE ACCURATE; AND, (F) ANY OF THE VERVE PARTIES IS IN ANY WAY LIABLE FOR ANY LOSS OR DAMAGE WHATSOEVER THAT MAY DIRECTLY OR INDIRECTLY RESULT FROM USE OF THIS SITE OR OF THE SERVICES (IN WHOLE OR IN PART).

17.3Any Harm. ALTHOUGH WE INTEND TO TAKE REASONABLE STEPS TO PREVENT THE INTRODUCTION OF VIRUSES, WORMS, "TROJAN HORSES" OR OTHER DESTRUCTIVE MATERIALS THROUGH THE SERVICES, WE DO NOT GUARANTEE OR WARRANT THAT OUR SITE OR MATERIALS THAT MAY BE DOWNLOADED FROM OUR SITE DO NOT CONTAIN SUCH DESTRUCTIVE FEATURES. WE ARE NOT LIABLE FOR ANY DAMAGES OR HARM ATTRIBUTABLE TO SUCH FEATURES. IF YOU RELY ON THE SERVICES AND ANY MATERIALS MADE AVAILABLE THEREIN, YOU DO SO SOLELY AT YOUR OWN RISK.

17.4Third Parties. OTHER THIRD PARTIES WITH WHOM YOU INTERACT THROUGH THE USE OF THIS SITE OR THE SERVICES (IN WHOLE OR IN PART) DO SO EXCLUSIVELY ON THEIR OWN BEHALF AND NO VERVE PARTIES ARE RESPONSIBLE FOR ANY LIABILITY ARISING OUT OF YOUR INTERACTION WITH SUCH THIRD PARTIES OR WITH ANY OTHER PERSON WITH WHOM YOU INTERACT EITHER THROUGH THE SITE OR THROUGH THE SERVICES (IN WHOLE OR IN PART), INCLUDING WITHOUT LIMITATION ANY SPEECH OR OTHER EXPRSESION MADE BY A THIRD PARTY. NO VERVE PARTIES SHALL HAVE ANY LIABILITY, OBLIGATION OR RESPONSIBILITY TO YOU OR ANY OTHER PERSON FOR ANY LOSS, DAMAGE, OR ADVERSE CONSEQUENCE ALLEGED TO HAVE HAPPENED OR HAPPENING DIRECTLY OR INDIRECTLY THROUGH YOUR USE OF THIS SITE OR OF THE SERVICES (IN WHOLE OR IN PART).

17.5No Guarantee. NONE OF THE VERVE PARTIES (A) MAKE ANY GUARANTY OF THE ACCURACY, CORRECTNESS, USEFULNESS OR COMPLETENESS OF ANY MATERIALS, (B) ARE LIABLE FOR LOSSES OR DAMAGES ARISING FROM, ANY INFORMATION APPEARING ON THE SITE OR ON OR THROUGH THE SERVICES, OR ANY PRODUCTS OR SERVICES PROVIDED THROUGH OR IN CONJUNCTION WITH THE SITE OR THE SERVICES, AND (C) ARE RESPONSIBLE FOR ANY ERRORS OR OMISSIONS ARISING FROM THE USE OF ANY SUCH CONTENT, MATERIALS, PRODUCTS OR SERVICES INCLUDING YOUR RELIANCE THEREON. SPECIFICALLY, NONE OF THE VERVE PARTIES ENDORSE OR ARE RESPONSIBLE FOR ANY ACTS OR OMISSIONS OF ANY THIRD PARTIES MADE ON OR THROUGH THE SITE AND THE SERVICES. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGES, LOSSES, LIABLITIES OR NEGATIVE CONSEQUENCES RESULTING FROM YOUR USE OF THIS SITE OR OF THE SERVICES (IN WHOLE OR IN PART). NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM VERVE OR THROUGH THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

18. OTHER

18.1You agree that these Terms shall be governed and construed in accordance with the laws of the State of Florida, and any legal action or proceeding between VERVE and you for any purpose concerning these Terms shall be brought exclusively in a federal or state court of competent jurisdiction sitting in Florida.

18.2All of VERVE rights and obligations under these Terms are freely assignable by us in connection with a merger, acquisition, or sale of assets, or by operation of law or otherwise.

18.3Your rights and duties under these Terms are not assignable by you without Our express written consent.

18.4These Terms do not provide any third party (other than the VERVE Parties) with a remedy, claim, or right of reimbursement.

18.5These Terms make up the entire agreement between the parties regarding VERVE, and supersede any prior agreements.

18.6If any portion of these Terms is found to be unenforceable, the remaining portion will remain in full force and effect.

18.7If We fail to enforce any of these Terms, it will not be considered a waiver.

18.8We reserve all rights not expressly granted to you.

18.9Nothing in these Terms shall prevent us from complying with the law.

18.10You will comply with all applicable laws when using or accessing the Services.

These Terms were last reviewed and updated in September 2016.

Copyright 2016 by Beaumont, Inc. All rights reserved.