www.tommyrodriguez.com

TERMS AND CONDITIONS OF USE

OVERVIEW

IMPORTANT – PLEASE CAREFULLY READ AND UNDERSTAND THESE TERMS OF USE BEFORE BOOKING A QUALIFICATION CALL OR OTHERWISE ACCESSING, USING, OR COMMUNICATING THROUGH WWW.TOMMYRODRIGUEZ.COM, trodapp.com, AND/OR THE “TOMMY’S AMAZON EMPIRE” FACEBOOK.COM GROUP. THESE TERMS CONTAIN CERTAIN DISCLAIMERS OF WARRANTIES AND LIMITATIONS OF LIABILITIES. By continuing to access THIS WEBSITE, you signify your acceptance of these terms and conditions in full. Do not continue to navigate or use this website if you do not accept all of the terms and conditions stated herein.

Your use of www.tommyrodriguez.com, including any subdomains thereof, associated mobile apps (including the TRod App) and associated private-access social media forums (such as the “Tommy’s Amazon Empire” Facebook group) (collectively, the “Website”), which are owned and/or maintained by AUTOMATION EMPIRE LLC (the “Company,” “we,” “our,” “us”), are governed by the policies, terms, and conditions set forth below. Hereinafter, these policies, terms and conditions may be referred to interchangeably as “these Terms” and/or “this Agreement”. Please read them carefully. We offer the Website, including all information, tools, products and services available from the Website to you, the user, conditioned upon your acceptance of all terms, conditions, policies and notices stated here. If you do not agree to these Terms in their entirety, you are not authorized to use the Website in any manner or form whatsoever.

THIS AGREEMENT CONTAINS ARBITRATION AND CLASS ACTION WAIVER PROVISIONS THAT WAIVE YOUR RIGHT TO A COURT HEARING, RIGHT TO A JURY TRIAL AND RIGHT TO PARTICIPATE IN A CLASS ACTION. ARBITRATION IS MANDATORY AND IS THE EXCLUSIVE REMEDY FOR ANY AND ALL DISPUTES UNLESS SPECIFIED BELOW IN SECTION 16 OR IF YOU OPT-OUT. PLEASE CAREFULLY REVIEW THE DISPUTE RESOLUTION PROVISIONS IN SECTION 16 BELOW WHICH DESCRIBES YOUR RIGHT TO OPT-OUT.

You can review the most current version of the Terms at any time on this page (www.tommyrodriguez.com/terms-of-use). We reserve the right to update, change, or replace any part of these Terms by posting updates and/or changes to our Website. It is your responsibility to check this page periodically for changes. YOUR CONTINUED USE OF OR ACCESS TO THE WEBSITE FOLLOWING THE POSTING OF ANY CHANGES TO THESE TERMS CONSTITUTES BINDING ACCEPTANCE OF THOSE CHANGES.

TABLE OF CONTENTS

OVERVIEW

1. Website Use

2. PRIVACY & SECURITY DISCLOSURE

3. GENERAL CONDITIONS AND WEBSITE USER CONDUCT RESTRICTIONS

4. PRODUCTS SOLD FOR PERSONAL USE ONLY; NO GUARANTEES

5. ACCURACY, COMPLETENESS AND TIMELINESS OF INFORMATION

6. MODIFICATIONS TO THE WEBSITE AND PRICES

7. PAYMENT

8. RIGHT TO REJECT ORDERS AND REFUSE SERVICE

9. NO REFUNDS

10. SOCIAL MEDIA

11. DISCLAIMER OF WARRANTIES

12. DISCLAIMER OF LIABILITIES

13. Dispute Resolution by Mandatory Binding Arbitration and Class Action Waiver

14. INDEMNIFICATION

15. THIRD-PARTY WEBSITES AND LINKS

16. TESTIMONIALS, REVIEWS, AND OTHER SUBMISSIONS

17. DIGITAL MILLENNIUM COPYRIGHT ACT NOTICE

18. ELECTRONIC COMMUNICATIONS

19. ASSIGNMENT

20. NO WAIVER

21. NO AGENCY RELATIONSHIP

22. SEVERABILITY

23. TERMINATION

24. ENTIRE AGREEMENT

25. QUESTIONS OR ADDITIONAL INFORMATION

TERMS AND CONDITIONS OF USE AND SALE

1. WEBSITE USE

By using the Website and agreeing to these Terms, you represent that you are at least the age of majority in your state or province of residence. If you use the Website, you are affirming that you have the legal capacity to enter into a binding contract with us, and have read this Agreement and understand and agree to its terms. When accessing or using the Website, you agree not to interfere with or disrupt the Website or the servers or networks connected to the Website, or disobey any requirements, procedures, policies or regulations of any networks connected to the Website. You further agree not to interfere with any other user’s right to privacy, including by harvesting or collecting personally-identifiable information about users of the Websites or posting private information about a third party, or to impersonate any person or entity, including, but not limited to, Automation Empire LLC and/or any officer or employee thereof, or falsely state or otherwise misrepresent your affiliation with any person or entity.

PRIVACY & SECURITY DISCLOSURE


Our privacy policy may be viewed at www.tommyrodriguez.com/privacy-policy (“Privacy Policy”). The Privacy Policy is hereby incorporated into these Terms by reference and constitutes a material part of these Terms. Automation Empire LLC reserves the right to modify the Privacy Policy at our sole discretion.

GENERAL CONDITIONS AND WEBSITE USER CONDUCT RESTRICTIONS

All aspects of our Website are protected by U.S. and international copyright, trademark, and other intellectual property laws. You do not acquire any ownership or other rights by downloading or using the Website or any material on it.

You agree not to use or attempt to use the Website or any related products or services in any unlawful manner. You further agree not to commit any unlawful act or attempt to commit any unlawful act on or through the Website including, but not limited to: (1) hacking, phishing and other digital or physical attacks on the Website; (2) publishing vulgar, obscene or defamatory material; or (3) any other illegal or unlawful act.

Automation Empire LLC reserves the right at all times to monitor, review, retain, and/or disclose any information on or through the Website as necessary to satisfy any applicable law, regulation, legal process, or governmental request or to cooperate with law enforcement and other authorities in investigating a claim of illegal activity. We may trace or use IP addresses to identify a user when we feel it is necessary to enforce compliance with our Terms or to protect our service, Website, customers, or others.

PRODUCTS SOLD FOR PERSONAL USE ONLY; NO GUARANTEES

Automation Empire LLC’s e-commerce store management services are intended for adults only. By using our Website, booking a qualification call, and purchasing our services, you represent and warrant that you are at least eighteen (18) years old or have reached the age of majority in the jurisdiction where you reside. You further agree that any products or services you purchase from the Company through this Website will be used exclusively for your personal use. You agree that you will not resell, re-distribute, modify, sublet or assign any services you obtain from us through our Website.

Automation Empire LLC does not make any guarantee that you will accomplish your business goals or experience positive financial returns in connection with any services you obtain from us. All products and services we offer involve the risk of loss. In perusing the Website, you may encounter reports and “success stories” regarding other users’ experiences and results, and you may interact with other users who are willing to describe their own experiences and results. Be advised that any other user’s results and returns are unique to that user and may not necessarily occur or apply to you. Your results may vary depending upon a variety of factors specific to you.

ACCURACY, COMPLETENESS AND TIMELINESS OF INFORMATION

While we endeavor to provide accurate and current information on our Website, there may be information on our Website that contains typographical errors, inaccuracies, or omissions that may relate to product descriptions, pricing, promotions, offers, shipping charges, and availability. We reserve the right to correct any errors, inaccuracies, or omissions, and to change or update information appearing on the Website if such information is inaccurate at any time, without prior notice.

This Website may contain certain historical information. Historical information is not necessarily current and is provided for your reference only. While we reserve the right to modify the contents of this Website at any time, we have no obligation to update any information on our Website. You agree that it is your responsibility to monitor changes to our Website, and to independently research and verify any information appearing on the Website (particularly if such information has been shared or posted by other users or third parties) before relying on such information to make any financial decisions.

MODIFICATIONS TO THE WEBSITE AND PRICES

We reserve the right at any time to modify or discontinue access to the Website (or any part thereof or content contained therein) with or without priopr notice. The Company shall not be liable to you or to any third party for any modification, suspension or discontinuance of access to the Website.

Certain products or services may be available exclusively online through the Website; these products or services may have limited quantities. We reserve the right to limit the sales of our products and services to any person, geographic region, or jurisdiction. We may exercise this right on a case-by-case basis. All descriptions of products or product pricing are subject to change at any time without notice, at our sole discretion. Any offer for any product or service made on this Website is void where prohibited.

PAYMENT

All charges and fees are in U.S. Dollars. When first signing up for our services, the initial fee must be paid via electronic wire transfer pursuant to the instructions provided with the applicable E-Commerce Store Management Services Agreement (“MSA”); no other form of payment will be accepted in relation to such initial fee(s). We do not maintain or store your banking information following the successful completion and processing of this initial transfer.

Payment of monthly maintenance fees, annual renewal fees, and other fees which may arise during the term of a user’s MSA shall be made through the Website, specifically the TRod App. We utilize a third-party payment platform, Stripe, to process credit card payments. Stripe accepts major credit and debit cards including Visa, MasterCard, American Express, and Discover. By agreeing to pay for our products and services in this manner, you are consenting to Stripe’s terms of use and its global privacy policy (found here: https://stripe.com/privacy). You understand and agree that Stripe collects, uses, and may store your personal data when acting as an online payment processor.

By submitting credit card information or other payment information through our Website, you represent and agree that: (i) you are fully entitled to use that card or account; (ii) all payment information provided is complete and accurate; (iii) you will be responsible for any credit card fees; and (iv) sufficient funds exist to pay us the full amount due.

We and our third-party payment processors may request, and we may receive, updated credit card information from your credit card issuer, such as updated card numbers and expiration date information when your credit card has expired. If such updated information is provided to us and our third-party payment service providers, we will update your account information accordingly. Your credit card issuer may give you the right to opt-out of providing vendors with your updated credit card information. If you wish to opt-out of your credit card’s updating feature, you should contact your credit card issuer.

We are not responsible for any fees or charges that your bank or credit card issuer may impose, assess, or apply. If your bank or credit card issuer reverses a charge to your credit card, we may bill you directly and seek payment by another method including a mailed statement.

RIGHT TO REJECT ORDERS AND REFUSE SERVICE

Your act of initiating the electronic wire transfer for payment of the Initial Fee does not, by itself, constitute our acceptance of your purchase or our agreement to provide you with products or services. Unless and until we enter into a MSA with you, we reserve the right to reject your order and refuse to provide service(s) to you, for any reason or no reason at all. In the event we deny your order, you will receive a refund to your original form of payment. You understand and agree that we will not be liable for any losses or damages that may result from our refusal to provide you any service or product.

NO REFUNDS

We sincerely hope you will be completely satisfied with our service and that you experience profound financial success through your automated e-commerce store. That said, by using our Website you acknowledge and affirm your understanding that the Company makes no guarantees or assurances as to the viability or profitability of your online store and/or the quality or effectiveness of our management services at any given time. You further acknowledge that you are at risk of a total loss of any purchase price or investment made in our products or services, and that there is no guarantee that you will earn any money whatsoever (much less, turn a profit) using our products and services. As such, the Company does not offer any rebates or refunds of any of its charges or fees based on your earnings or losses, or level of satisfaction or dissatisfaction, with our management services and/or the overall performance of your store.

SOCIAL MEDIA

This section applies to everyone who interacts with our social media presence, including comment sections, feeds, and other elements of social media presence viewable on Facebook, Instagram, LinkedIn, YouTube, TikTok, Snapchat, Twitter, or any of the many other available external third-party social media platforms we may utilize (collectively, our “Social Media Presence”).

Social media platforms are places of public information exchange, and you should have no expectation of privacy when using them. Specifically, neither these Terms nor our Privacy Policy apply to our Social Media Presence. The sites and platforms that host our Social Media Presence are not controlled by us and therefore have their own privacy policies and terms of use. The comments and opinions expressed by users on social media are theirs alone and do not reflect the opinions of Automation Empire LLC. Comments that some would consider inappropriate or offensive may appear on our Social Media Presence and may remain there until they have been identified by us or called to our attention and we are able to work through the necessary procedures and technical processes to have them removed. If you see an offensive or inappropriate post or comment on our Social Media Presence, you should report it to the operator of the applicable site or platform using the procedures they have established for that purpose.

For those users who request admittance and are subsequently admitted to the “Tommy’s Amazon Empire” private Facebook group (the “FB Group”), you agree to adhere to the standards of conduct and decorum set forth in these Terms, and you understand and agree that the Company reserves the right to suspend, limit, or terminate participation in such FB Group for anyone who violates these rules. We have made the FB Group available to participants for the purpose of providing a forum for the discussion of issues important to our clients and investors interested in automated e-commerce business models. We do not necessarily approve of or endorse any specific views or practices that may be mentioned on the FB Group page, and we make no representations or warranties regarding the experience, qualifications or information provided by any specific member(s). Users must rely solely on their own judgment with respect to all issues discussed.

Information posted on the FB Group will not be treated as confidential, and, therefore, users should not disclose any confidential, proprietary, or sensitive business or financial information. In fact, since any information posted on the FB Group may be downloaded, screen-grabbed, reproduced, and disseminated without your knowledge, users must use extreme care when posting or sending such information.

Users should exercise both common sense and courtesy in the messages they transmit on the FB Group and may not use the FB Group to transmit defamatory, obscene, and otherwise offensive communications. Users may not post or distribute files, articles or other information subject to trademark, copyright, or other proprietary rights, except with the express consent of the rightful owner(s). Users are prohibited from posting commercial messages or promotions, advertising, or selling goods or services.

Users are prohibited from using the FB Group for any purpose that may be illegal. For example, the FB Group may not be used to solicit or disseminate information having to do with, or to conduct any activity relating to, illegal drugs, pornography, gambling, spreading computer viruses, software infringement, trafficking in credit card codes, price-fixing, illegal boycotts, or other crimes. The FB Group may not be used in a manner that violates applicable federal, state or local laws, these Terms and/or the Privacy Policy, or any other policies, procedures, rules, or regulations of Automation Empire LLC.

We will deny access to the FB Group to any individual who does not comply with all of the above rules, and we reserve the right, in our sole discretion, to (i) remove or reject any comments, postings or other content that is not consistent with these rules or otherwise not in the best interests of Automation Empire LLC or our clients; and (ii) suspend, limit, or terminate access to the FB Group for violating these rules or for otherwise acting in a manner contrary to the interests of the Company.

DISCLAIMER OF WARRANTIES

EXCEPT WHERE OTHERWISE INAPPLICABLE OR PROHIBITED BY LAW, THIS WEBSITE AND ALL PRODUCTS AND SERVICES PROVIDED THEREBY ARE PROVIDED ON AN “AS IS”, “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WE MAKE NO, AND EXPRESSLY DISCLAIM ANY AND ALL, REPRESENTATIONS AND WARRANTIES AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, AVAILABILITY, ACCURACY AND/OR COMPLETENESS OF ANY INFORMATION ON THIS WEBSITE. WE DO NOT REPRESENT OR WARRANT, AND EXPRESSLY DISCLAIM THAT: (A) OUR SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (B) YOU WILL EARN ANY MONEY CONTRACTING WITH US FOR SUCH SERVICES, (C) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE WEBSITE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, OR (D) THE WEBSITE OR THE SERVER(S) THAT MAKE THE WEBSITE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT OF THIRD-PARTY RIGHTS, ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

DISCLAIMER OF LIABILITIES

EXCEPT WHERE OTHERWISE INAPPLICABLE OR PROHIBITED BY LAW, IN NO EVENT SHALL AUTOMATION EMPIRE LLC, ITS PARENT OR SUBSIDIARY COMPANIES, OR ANY OF SUCH ENTITIES’ SHAREHOLDERS, MEMBERS, OFFICERS, DIRECTORS, EMPLOYEES, INDEPENDENT CONTRACTORS, TELECOMMUNICATIONS PROVIDERS, INSURERS, ATTORNEYS AND/OR AGENTS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL, PUNITIVE, OR ANY OTHER DAMAGES, LOSSES, FEES, COSTS OR CLAIMS ARISING FROM OR RELATED TO THIS AGREEMENT, THE PRIVACY POLICY, OUR PRODUCTS OR SERVICES, OR YOUR/ANY THIRD PARTY’S USE OR ATTEMPTED USE OF THE WEBSITE, REGARDLESS OF WHETHER WE HAVE BEEN PLACED ON NOTICE OF THE POSSIBILITY OF SUCH DAMAGES, LOSSES, FEES, COSTS, OR CLAIMS. THIS INCLUDES, WITHOUT LIMITATION, ANY LOSS OF USE, LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, COST OF PROCUREMENT OF SUBSTITUTE SERVICES OR PRODUCTS, OR ANY OTHER INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL, OR OTHER DAMAGES. THIS APPLIES REGARDLESS OF THE MANNER IN WHICH DAMAGES ARE ALLEGEDLY CAUSED, AND ON ANY THEORY OF LIABILITY, WHETHER FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), WARRANTY, OR OTHERWISE. IF, NOTWITHSTANDING THE LIMITATIONS OF LIABILITY SET FORTH ABOVE, AUTOMATION EMPIRE LLC IS FOUND LIABLE UNDER ANY THEORY, OUR LIABILITY AND YOUR EXCLUSIVE REMEDY WILL BE LIMITED TO ONE THOUSAND DOLLARS ($1,000). THIS LIMITATION OF LIABILITY SHALL APPLY TO ALL CLAIMS, REGARDLESS OF WHETHER AUTOMATION EMPIRE LLC WAS AWARE OF OR HAD BEEN ADVISED IN ADVANCE OF THE POSSIBILITY OF DAMAGES OR SUCH CLAIMS. NOTE THAT SOME STATES DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU, IN WHICH CASE YOU MAY HAVE ADDITIONAL RIGHTS.

Dispute Resolution by Mandatory Binding Arbitration and Class Action Waiver

PLEASE READ THIS ARBITRATION AND CLASS-ACTION WAIVER PROVISION CAREFULLY. IT REQUIRES YOU TO ARBITRATE DISPUTES WITH AUTOMATION EMPIRE LLC AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.

EXCEPT WHERE PROHIBITED BY LAW, YOU AGREE THAT ANY CLAIM THAT YOU MAY HAVE IN THE FUTURE MUST BE RESOLVED THROUGH FINAL AND BINDING CONFIDENTIAL ARBITRATION. YOU ACKNOWLEDGE AND AGREE THAT YOU ARE WAIVING THE RIGHT TO A TRIAL BY JURY. THE RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT, SUCH AS DISCOVERY OR THE RIGHT TO APPEAL, MAY BE MORE LIMITED OR MAY NOT EXIST. YOU AGREE THAT YOU MAY ONLY BRING A CLAIM IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF (LEAD OR OTHERWISE) OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING. YOU FURTHER AGREE THAT THE ARBITRATOR MAY NOT CONSOLIDATE PROCEEDINGS OR CLAIMS OR OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING.

THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED. HOWEVER, AN ARBITRATOR CAN AWARD ON AN INDIVIDUAL BASIS THE SAME DAMAGES AND RELIEF AS A COURT (INCLUDING INJUNCTIVE AND DECLARATORY RELIEF OR STATUTORY DAMAGES), AND MUST FOLLOW THE TERMS OF THESE CONDITIONS OF USE AS A COURT WOULD.

General

Arbitration is a manner of resolving a “Claim” without filing a lawsuit. “Claim” means any dispute between you, Automation Empire LLC (including its individual members, officers, directors and managers acting in their official capacity), or any involved third party relating to your use of the Website, your interaction with Automation Empire LLC on the Social Media Platforms, these Terms, and/or the Privacy Policy. This includes any and all claims that relate in any way to your direct or indirect use (or attempted use) of the Website. You, Automation Empire LLC, or any involved third party may pursue a Claim. Automation Empire LLC agrees to final and binding confidential arbitration should we have any Claims against you. Likewise, you agree to final and binding confidential arbitration should you have any Claims against us. By agreeing to arbitrate, you waive the right to go to court and agree instead to submit any Claims to final and binding confidential arbitration. You further agree that all claims must be arbitrated on an individual basis and not on a class basis, only individual relief is available, and that claims of more than one customer or user cannot be arbitrated or consolidated with those of any other customer/user. This arbitration provision sets forth the terms and conditions of our agreement to final and binding confidential arbitration and is governed by and enforceable under the Federal Arbitration Act (the “FAA”), 9 U.S.C. §§ 1-16, as amended.

Notwithstanding anything to the contrary herein, (a) a representative action for public injunctive relief pursuant to California’s Consumer Legal Remedies Act (Cal. Civ. Code § 1750 et seq.), Unfair Competition Law (Cal. Bus. & Prof. Code § 17200 et seq.), and/or False Advertising Law (Cal. Bus. & Prof. Code § 17500 et seq.) must be arbitrated on a class basis, (b) in the event that the foregoing clause is deemed invalid or unenforceable, a representative action for public injunctive relief pursuant to California’s Consumer Legal Remedies Act (Cal. Civ. Code § 1750 et seq.), Unfair Competition Law (Cal. Bus. & Prof. Code § 17200 et seq.), and/or False Advertising Law (Cal. Bus. & Prof. Code § 17500 et seq.) may be brought in the state or federal courts located in California on a class basis, and (c) any claims other than for public injunctive relief must be arbitrated on an individual, non-class basis as otherwise set forth herein.

Exceptions

Notwithstanding the foregoing, and as an exception to final and binding confidential arbitration, you and Automation Empire LLC both retain the right to pursue, in small claims court, any claim that is within that court’s jurisdiction and proceeds on an individual (non-class) basis, including overdue account matters within the small claims court’s jurisdiction. Automation Empire LLC will not demand arbitration in connection with any individual claim that you properly file and pursue in a small claims court, so long as the claim is and remains pending in that court.

The following claims shall not be subject to final and binding arbitration and must be adjudicated only in a state or federal court of competent jurisdiction: (i) an action by Automation Empire LLC relating to the infringement or validity of our proprietary rights, including without limitation, trademarks, service marks, trade dress, copyrights, trade secrets, or patents; or (ii) an action by Automation Empire LLC for temporary, preliminary, or permanent injunctive relief, whether prohibitive or mandatory, or other provisional relief, against you for breach or threatened breach of this Agreement. You expressly agree to refrain from bringing or joining any claims that are excluded from final and binding arbitration pursuant to this subsection “b” in any representative or class-wide capacity, including but not limited to bringing or joining any claims in any class action or any class-wide arbitration. Small claims matters may be filed in any small claims court with personal and subject matter jurisdiction over the parties.

Required Pre-Dispute Procedures

Both you and we acknowledge and agree that before either party initiates any Claim against the other, we will first contact the other party with a written description of the dispute, which shall include all relevant documents and information, and the proposed resolution. You may send the written description of any dispute you have with us by registered U.S. Mail to Automation Empire LLC, Attn: Legal Claims, 1800 Second Street, Suite 884, Sarasota, Florida 34236. Automation Empire LLC will contact you by letter at the billing address you provided to us or at the email address you provided to us. You agree to negotiate with Automation Empire LLC or its designated representative in good faith about your problem or dispute. If for some reason the dispute is not resolved within sixty (60) days after receipt of the written dispute, we agree to the dispute resolution provisions below. Notwithstanding the foregoing or any other term of this arbitration agreement, we will have the right to seek injunctive or other equitable relief in a state or federal court of competent jurisdiction to enforce these Terms or prevent an infringement of a third party’s rights or our intellectual property rights, as stated in subsection “b” above. You hereby expressly consent to, and forever waive any challenge to, the exclusive personal jurisdiction and venue of said courts in such actions.

Commencing Arbitration

Both you and we agree to commence any arbitration proceeding within one (1) year after the Claim arises (the 1-year period includes the required pre-dispute procedures set forth above), and further agree that any arbitration proceeding commenced after one (1) year shall be forever barred.

Arbitration Location

If the amount in controversy is Five Hundred Dollars ($500) or less, then the arbitration may be conducted by telephone or by written submissions. Otherwise, the arbitration shall be conducted within a twenty-five (25) mile radius of Sarasota, Florida unless Automation Empire LLC otherwise agrees in writing to hold the arbitration in another forum requested by you.

Organization, Rules, and the Arbitrator

Both you and we agree that any and all Claims other than those exempted under subsection “b” above shall be submitted to final and binding confidential arbitration before a single arbitrator of the American Arbitration Association (“AAA”). Either party may commence the arbitration process by submitting a written demand for arbitration with the AAA, and providing a copy to the other party, within the time period set forth in subsection “d” above. The arbitrator shall be selected by agreement of the parties or, if the parties cannot agree, chosen in accordance with Rules of the AAA. The arbitration will be conducted in accordance with the provisions of the AAA’s Consumer Arbitration Rules, in effect at the time of submission of the demand for arbitration. The AAA’S Rules are available at www.adr.org or by calling 1-800-778-7879. The arbitrator shall have the exclusive and sole authority to resolve any dispute relating to the interpretation, construction, validity, applicability, or enforceability of these Terms, the Privacy Policy, and this arbitration provision. The arbitrator shall have the exclusive and sole authority to determine whether any dispute is arbitrable. The arbitrator shall have the exclusive and sole authority to determine whether this arbitration agreement can be enforced against a non-signatory to this agreement and whether a non-signatory to this agreement can enforce this provision against you or Automation Empire LLC.

Fees

Payment of all filing, administration and arbitrator fees will be governed by the AAA’s Rules.

Governing Law and Award

The arbitrator shall follow the substantive law of the State of Florida, without regard to its conflicts of laws principles. Where applicable, the Federal Rules of Evidence and the Federal Rules of Civil Procedure shall apply. Any award rendered shall include a confidential written opinion and shall be final, subject to appeal under the FAA. Judgment on the award rendered by the arbitrator may be entered in any state or federal court of competent jurisdiction.

Enforceability

This provision survives termination of your contract, account or relationship with Automation Empire LLC, as well as any bankruptcy, assignment, or transfer. If the class-action waiver is deemed unenforceable (i.e., if unenforceability would allow arbitration to proceed as a class or representative action), then this entire arbitration provision shall be rendered null and void and shall not apply. If a portion of this arbitration provision other than the class action waiver is deemed unenforceable, the remaining portions of this arbitration provision shall remain in full force and effect.

Miscellaneous

Failure or any delay in enforcing this arbitration provision in connection with any particular Claim will not constitute a waiver of any rights to require arbitration at a later time or in connection with any other Claims except all Claims must be brought within the 1-year limitation period set forth above. This provision is the entire arbitration agreement between you and Automation Empire LLC and shall not be modified except in writing by Automation Empire LLC.

Amendments

We reserve the right to amend this arbitration provision at any time. Your continued use of the Website, purchase of a product or service on or through the Website, or use or attempted use of our products or services, is affirmation of your consent to such changes. Should the changes to this arbitration provision be material, we will endeavor to provide you notice and an opportunity to opt-out. Your continued use of the Website, purchase of a product or service on or through the Website, or use or attempted use of our products or services, is affirmation of your consent to such material changes.

YOU UNDERSTAND AND AGREE TO HAVE ANY CLAIMS DECIDED INDIVIDUALLY AND ONLY THROUGH BINDING, FINAL, AND CONFIDENTIAL ARBITRATION. YOU HAVE THE RIGHT TO OPT-OUT OF THIS ARBITRATION PROVISION WITHIN THIRTY (30) DAYS FROM THE DATE THAT YOU FIRST ACCESS THE WEBSITE OR PURCHASE, USE, OR ATTEMPT TO USE ANY OF OUR PRODUCTS OR SERVICES PURCHASED ON OR THROUGH THE WEBSITE (WHICHEVER COMES FIRST) BY WRITING TO US AT: AUTOMATION EMPIRE LLC, 1800 Second Street, Suite 884, Sarasota, Florida 34236. IF MORE THAN THIRTY (30) DAYS HAVE PASSED, YOU ARE NOT ELIGIBLE TO OPT-OUT OF THIS PROVISION AND YOU MUST PURSUE YOUR CLAIM THROUGH BINDING ARBITRATION AS SET FORTH IN THIS AGREEMENT.

INDEMNIFICATION

To the fullest extent permitted by law, you agree to indemnify, defend, and hold harmless Automation Empire LLC, its parent, subsidiaries, predecessors, successors and affiliates, and their respective shareholders, members, partners, officers, directors, agents, representatives, contractors, licensors, service providers, subcontractors, suppliers, interns, employees, attorneys and agents from and against any and all claims, actions, losses, liabilities, damages, expenses, demands and costs of any kind, including, but not limited to, reasonable attorneys’ fees, arising out of, resulting from, or in any way connected with or related to: (1) your breach of these Terms/thisAgreement; (2) your breach of any representations or warranties in this Agreement; or (3) your violation of any law or the rights of a third party.

THIRD-PARTY WEBSITES AND LINKS

Our Website may include materials from third-parties or links to third-party websites. We are not liable for any third-party materials or websites. Please review carefully the third party’s policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third party.

TESTIMONIALS, REVIEWS, AND OTHER SUBMISSIONS

Automation Empire LLC may use testimonials and/or customer reviews in whole or in part, together with the name and state/country of the person submitting it. Testimonials may be used for any form of activity relating to our products or services, in printed and online media, as we determine in our absolute discretion. Testimonials represent the unique experience of the customers submitting the testimonial, and do not necessarily reflect the experience that you may have using our products and services. As noted in Section 4 above, your results will vary depending upon a variety of factors unique to you and your store.

Anything that you submit or post to the Website and/or provide us, including (without limitation) photographs, testimonials, ideas, know-how, techniques, questions, reviews, comments, and suggestions (collectively, “Submissions”) is and will be treated as non-confidential and nonproprietary, and we shall have the royalty-free, worldwide, perpetual, irrevocable and transferable right to use, copy, distribute, display, publish, perform, sell, lease, transmit, adapt, and create derivative works from such Submissions by any means and in any form, and to translate, modify, reverse-engineer, disassemble, or decompile such Submissions. You represent and warrant that you are the owner or have sufficient rights to share the Submissions with us. All Submissions shall automatically become our sole and exclusive property and shall not be returned to you.

Additionally, we reserve the right to correct grammatical and typing errors, to shorten testimonials prior to publication or use, and to review all testimonials prior to publication or use. Automation Empire LLC shall be under no obligation to use any, or any part of, any testimonial or review submitted. If you submit a testimonial, you are confirming that you have read, understood and agree to these Terms. If you disagree with any part of these Terms, do not submit a testimonial or post a review regarding your experience.

DIGITAL MILLENNIUM COPYRIGHT ACT NOTICE

This Website maintains specific contact information provided below, including an e-mail address, for notifications of claimed infringement regarding materials posted to this Website. All notices should be addressed to the contact address specified below:

Automation Empire LLC, Attn: Notification of Claimed Infringement, 1800 Second Street, Suite 884, Sarasota, Florida 34236.

You may contact us with complaints regarding allegedly infringing posted material and we will investigate those complaints. If we believe that the posted material violates any applicable law, we will remove or disable access to any such material, and we will notify the posting party that the material has been blocked or removed.

In notifying us of alleged copyright infringement, the Digital Millennium Copyright Act requires that you include the following information: (i) description of the copyrighted work that is the subject of claimed infringement; (ii) description of the infringing material and information sufficient to permit us to locate the alleged material; (iii) contact information for you, including your address, telephone number, and e-mail address; (iv) a statement by you that you have a good faith belief that the material in the manner complained of is not authorized by the copyright owner, or its agent, or by the operation of any law; (v) a statement by you, signed under penalty of perjury, that the information in the notification is accurate and that you have the authority to enforce the copyrights that are claimed to be infringed; and (vi) a physical or electronic signature of the copyright owner or a person authorized to act on the copyright owner’s behalf. Failure to include all of the above-listed information may result in the delay of the processing of your complaint.

ELECTRONIC COMMUNICATIONS

You agree that we may communicate electronically with you and that such communications, as well as notices, disclosures, agreements, and other communications that we provide to you electronically, are equivalent to communications in writing and shall have the same force and effect as if they were in writing and signed by the party sending the communication.

ASSIGNMENT

You may not assign any of your rights under these Terms, and any such attempt will be null and void. Automation Empire LLC and its parent, subsidiaries, and affiliates may, in their individual discretion, transfer, without further consent or notification, all contractual rights and obligations pursuant to these Terms if some or all of our business is transferred to another entity by way of merger, asset sale, or otherwise.

NO WAIVER

No waiver by Automation Empire LLC of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure by us to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.

NO AGENCY RELATIONSHIP

No joint venture, partnership, employment, or agency relationship exists between you and Automation Empire LLC as a result of you using this Website or purchasing a product or service from us.

SEVERABILITY

In the event that any provision of these Terms is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms. Such determination shall not affect the validity and enforceability of any other remaining provisions.

TERMINATION

In the event that we terminate this Agreement, Sections 2-3, 11-14, 17-22, 24, as well as any representations, warranties, and other obligations made or taken by you, shall survive the termination of this Agreement.

ENTIRE AGREEMENT

These Terms and any policies or operating rules posted by us on the Website or in respect to the Website constitutes the entire agreement and understanding between you and Automation Empire LLC, and supersedes and replaces any prior or contemporaneous agreements. In the event of a conflict between these Terms and any MSA you sign with us, the MSA takes priority and the terms of such MSA will control to the maximum extent possible. Any ambiguities in the interpretation of these Terms shall not be construed against the drafting party.

QUESTIONS OR ADDITIONAL INFORMATION

If you have any questions regarding these Terms or your use of the Website, please contact us by phone at (888) 220-6679 or email at support@trodapp.com.

Last updated February 10, 2022

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