Terms of Service
Updated: May 10, 2022
Welcome and thank you for using Room & Care!
These Terms of Service (“Agreement”) apply to the services offered by Room and Care, LLC (“R&C,” “we,” “us,” or “our”) in connection with the RoomAndCare.com website (“Site”) and our platform’s assisted living listing and search features (collectively with the Site, the “Services”). This Agreement applies to all visitors, users, contributors, providers, and others who access the Site (“you,” or “User”).
Please read the terms of this Agreement carefully before using the Site.
PLEASE NOTE THAT THIS AGREEMENT CONTAINS A MANDATORY AND BINDING INDIVIDUAL ARBITRATION CLAUSE, CLASS ACTION WAIVER, WAIVER OF RIGHT TO A JURY TRIAL, AND OTHER IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS.
The Services provide an online platform that helps you or your loved ones connect directly to an adult family home. The Site enables assisted living home owners or their authorized representatives (“Registered Providers”) to create an account and list their available rooms and accommodations (“Accommodation Listings”), including Independent Living, Residential Care, Assisted Living, Nursing, or Memory Care homes (collectively, “Accommodation Types”). On the other hand, users can find a place to live based on their preferences, needs, and location using our search tool (“Residents”). In short, the Services connect Residents directly with Registered Providers without a middleman or broker.
We do not screen, verify, or otherwise guarantee the availability, accuracy, quality, safety, or suitability of any Accommodation Listing or the truth or accuracy of any information related to any Accommodation Listing on the Site or available through the Services (“Accommodation Information”). Users searching for an adult family home through the Services do so entirely at their own risk. While we will use commercially reasonable efforts to confirm that Accommodation Listings are registered or licensed with their respective state at the time the listing is created, we do not make any warranty, guarantee, or representation that (1) an Accommodation Listing or Registered Provider is licensed, certified, or otherwise capable of providing the level of care indicated in the Accommodation Listing, (2) that any feature of an Accommodation Listing is true, accurate, or otherwise correct, (3) that an Accommodation Listing will be registered, certified, or otherwise licensed beyond the time the Accommodation Listing is posted to the Site, or (4) that any Accommodation Listing will meet your specific home or care needs. At no point will we be held liable for any conduct, action, or omission of any Registered Provider. Registered Providers are solely responsible for (1) the Accommodation Listing and the associated information provided with it, (2) evaluating any applications entered by Residents for the Accommodation Listings, and (3) ensuring that their facility and staff meet the standards of care required for each Resident. Registered Providers and Residents are solely responsible for determining if the Resident is an appropriate admission to the Accommodation.
We do not select, recommend or endorse any Accommodation Listing or any individual Registered Provider featured on the Services. Certain search features on the Services may allow Users to enter search criteria and see filtered results based on their inputs. These search features may show Accommodation Listings in order based on the relevancy of search criteria compared to the data made available by Registered Providers for Accommodation Listings. Any results, or the order thereof, should not be construed as a recommendation of one Accommodation Listing over another.
We are not a real estate broker or agent for any Registered Providers, and do not act as a property manager or broker. The use of the Services does not create a broker-client relationship with us. R&C does not offer real estate or legal or medical advice or services. We do not offer any kind of advice, opinions, recommendations, referrals or counseling. We are not a partner, joint venture, employer, or affiliated in any way with Registered Providers on the platform, and we are not involved in the representation of the Accommodation Listings or Registered Providers featured on this platform. We are not and will not become a party to any contractual relationship between the Registered Providers and the Residents.
We are not a medical provider, and do not provide any medical, health, or other advice, recommendations, or endorsements for any Accommodation Listings. Certain Accommodation Listings may indicate that they are certified or otherwise fit for certain medical conditions and/or levels of care. We may provide Registered Providers with the ability to include certain information, to include badges, logos, and certifications (“Certifications”), as part of their Accommodation Listings that may indicate the level of care provided at their facility. Any and all Certifications indicated on the Site or through the Services is for informational purposes only and is intended to provide an efficient means for potential Residents to search for and locate appropriate Accommodation Listings. We do not verify the currency, accuracy, or timeliness of any Certifications listed on the Services. Residents should not and can not rely on such Certifications, and must make their own independent inquiry regarding the validity and appropriateness of all Certifications.
Additionally, we do not pre-screen or otherwise provide background, credit, or any other checks of prospective Residents using the Services. All Registered Providers are solely responsible for qualifying Residents before entering into any formal agreement with them.
You should not share any protected health information via the Service. The Services are not intended to be used to communicate protected health information, and it is not intended to be compliant with the Health Insurance Portability and Accountability Act (HIPAA). The term "protected health information" means any information that relates to the past, present or future physical or mental health or condition of an individual; the provision of health care to an individual; or the past, present or future payment for the provision of health care to an individual. If you do share any protected health information, you do so at your own risk.
R&C strongly encourages and recommends that Users independently research the Registered Providers before entering in any contract with the Registered Providers.
We reserve the right to, without prior notice, amend, modify, and stop providing the Services, to you or to Users generally, or create usage limits for the Services, at any time in our sole discretion. The Services are provided “as is,” and you acknowledge and agree that you will not rely on any existing features of the Services being available in the future, nor any proposed updates becoming available.
We may deliver enhancements, bug and error fixes, updates and upgrades to the Services that are made generally and commercially available to Users of the Site and Services. We make no guarantee that the Services will be available to you at all times and error free.
You may only use the Services if you are of legal age to enter into a binding contract with us, and only if you are in compliance with this Agreement and all applicable local, state, and national, laws, rules, and regulations. You must be 18 years old or older to use or access the Services. Any use or access to the Services by anyone under 18 is strictly prohibited and in violation of this Agreement. The Site may not be available to Users previously removed from the Site by us.
Our Site and the Services are located within the United States and are not intended to be subject to any non-US jurisdiction or law. The Services may not be appropriate or available for use in some US and/or non-US jurisdictions. Any use of the Services is at your own risk, and you must comply with all applicable laws and regulations in using the Services. We may limit the Service’s availability at any time, in whole or in part, to any person, geographic area, or jurisdiction that we choose, in our sole discretion.
Your access to and use of the Services is conditional on your acceptance of the terms and conditions of this Agreement. By accessing and using the Services you agree on your own behalf, and on behalf of any organization, entity, or other person on whose behalf you may act (collectively referred to herein as “you”), to accept and abide by this Agreement for each use of the Services and each visit to the Site. If you are entering this Agreement on behalf of any organization, you represent and warrant that you have, and at all times will have while accessing and using the Services, authority to bind such entity or person.
We reserve the right to modify this Agreement at any time by posting an updated Agreement on the Site. We may also, at our sole discretion, provide registered Users with an email notice of changes. You are responsible for regularly reviewing the Agreement and your continued use of the Services shall constitute your acceptance of the updated Terms of Service. If any modification is unacceptable to you, you shall cease using the Services. If you have any questions about this Agreement, you may contact us at support@roomandcare.com.
You may access and use the Services only for their intended purpose and in accordance with the terms and conditions set forth in this Agreement. If you choose to register for a R&C account, your R&C account gives you access to the Services and functionality that we may establish and maintain from time to time in our sole discretion. We may maintain different types of accounts for different types of Users.
If you choose to register for a R&C account, you will create a user identification and password upon completing the registration process (“Credentials”). When creating your account, you must provide accurate, current, and complete information. You may not transfer to or share your account with third parties. You are responsible for maintaining the confidentiality of your password and account, and are responsible for all activities that occur under your account. You agree to (1) immediately notify us of any unauthorized use of your password or account or any other breach of security, and (2) ensure that you exit from your account at the end of each session. We cannot and will not be liable for any loss or damage arising from your failure to comply with this Section. You may edit your user profile, including your user name, password, email address, and phone number (collectively, “PersonalInformation”), and how you interact with the Services by changing the settings on your account’s Profile page.
Your privacy is very important to us. Our Privacy Policy sets out the categories of personal data and other data we collect, how we collect, store, and use it. By accepting this Agreement you expressly consent to our disclosure and use of your information as described in our Privacy Policy, which is incorporated herein by reference.
Without limiting the terms and conditions of our Privacy Policy, you acknowledge and agree that we may disclose your Information, including your name, address, telephone number, and account activity, or your Accommodation Information, when we believe, in our sole discretion, that such disclosure is necessary or appropriate to: (1) comply with legal processes, including responding to notices of intellectual property infringement; (2) enforce this Agreement; (3) respond to claims that Property Information violates the rights of third-parties; (4) to investigate the use of or respond to alleged violations or infringement of Third-Party Content (defined below); or (5) to protect our rights, property, or personal safety or that of our Users or the public.
You may terminate this agreement at any time by deleting your R&C account. We may, without prior notice, suspend or terminate your use of the Services at any time if, in our sole discretion, your use of the Services is in violation of any applicable law or this Agreement, or if we otherwise reasonably believe that your use of the Services could cause damage to the Services, the rights of other Users, or for any other reason, even if not expressly set forth in this Agreement. Our right to suspend and/or terminate your account does not limit our right or ability to seek any other remedy available to us through this Agreement or at law. Suspension or termination of your account may result in the deletion of your Information that is saved in or associated with your account.
You understand that the technical processing and operation of the Services, including your Information, may involve (1) transmissions over various networks, and (2) changes to conform and adapt to technical requirements of connection networks or devices. We will maintain commercially reasonable administrative, physical, and technical safeguards designed for the protection, confidentiality, and integrity of your Accommodation Information and Personal Information. You recognize and agree that hosting content online involves risks of unauthorized disclosure or exposure and that, in accessing and using the Services, you assume such risks. We offer no representation, warranty, or guarantee that your Information will not be exposed or disclosed through errors or the actions, including negligence, of third parties or us. We will have no responsibility or liability for the accuracy of data uploaded to the Site or through the Services by you.
By creating an Accommodation Listing, you represent and warrant that (1) you are a Registered Provider of the Accommodation Type indicated in your Accommodation Listing, (2) you have the requisite power and authority to create an Accommodation Listing through the Services, and (3) you have all necessary permits, licenses, certificates, or similar authorizations to provide your Accommodation Listing and in accordance with your Accommodation Type..
You are responsible for your compliance with this Agreement, and for your own acts and omissions and you shall (1) be solely responsible for the accuracy, quality, integrity and legality of Accommodation Information and the means by which you acquire your Accommodation Information, (2) use commercially reasonable efforts to prevent unauthorized access or use of the Services, and (3) use the Services only in accordance with applicable laws, government regulations, and the terms of this Agreement. “Accommodation Information” means al pictures, details, availability, pricing, contact information, messages, Certifications, and other information provided by a Registered Provider in an Accommodation Listing on the Services.
We shall not, in any way, be responsible for any intentional or unintentional misuse of Accommodation Information by you (including your employees, your subsidiaries, your affiliates and/or parent companies) and/or by your users or any third parties to whom you have granted access to your account. You understand that you are solely responsible for granting access to the Services by providing Credentials to users, and you are solely responsible for safeguarding your Credentials.
Each Accommodation Listing is limited to one Accommodation Type. Registered Providers may create multiple Accommodation Listings for each Accommodation Type by creating additional Accommodation Listings linked to the same account. For example, if a Registered Provider has a room available that qualifies both as an Assisted Living and Nursing Care home, then two Accommodation Listings may be created for the same unit. If multiple Accommodation Listings are created for the same room, then you must de-list or otherwise remove any associated Accommodation Listings for the same room.
If you create an Accommodation Listing, you may only include Accommodation Information that you own or have express permission from the owner to use for the intended purposes. You are solely responsible for all content that you upload or otherwise provide through the Services.
In uploading Accommodation Information to the Services, you may not upload, download, post, email, or otherwise transmit any content that, without limitation:
By uploading your Accommodation Information, you represent and warrant that you have the lawful right to list the Accommodation and distribute the Accommodation Information and that the Accommodation Information complies with this Agreement and all applicable federal, state and local laws, regulations, and ordinances, including without limitation that Accommodation Information does not infringe upon the property rights, intellectual property rights (copyrights and trademarks) or other rights of others. You also represent that there are no outstanding disputes in connection with the property rights, intellectual property rights or other rights in your Accommodation Information.
You acknowledge that we do not pre-screen, verify, or otherwise guarantee the accuracy of the Accommodation Listings or Accommodation Information, but that we or our designees shall have the right (but not the obligation), at our sole discretion, to reject or remove Accommodation Information or to remove Accommodation Listings that are available via the Services. If you create an Accommodation Listing through the Services, you acknowledge that we may, at our sole discretion, review Accommodation Information for adherence to our guidelines and compliance with the terms and conditions set forth in this Agreement. Without limiting the foregoing, we and our designees shall have the right to remove Accommodation Information if it violates this Agreement or is otherwise objectionable to us, and that we may do so without any obligation to you, monetarily or otherwise.
We reserve the right, but not the obligation to maintain your Accommodation Information even after you delist or otherwise remove your Accommodation Listing or terminate your account with us. You acknowledge and agree that we may preserve your Accommodation Information and may also disclose your Accommodation Information if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (1) comply with legal processes; (2) enforce this Agreement; (3) respond to claims that your Accommodation Information violates the rights of any third party; or (4) protect our rights, property, or personal safety or of our Users or the public.
You agree that you will use the Services, Third-Party Content and Third-Party Services (defined below), and Accommodation Information only for their intended purposes and will comply at all times with all applicable laws, including without limitation, all intellectual property, nondiscrimination, privacy and data security laws and will not take any action that harms or violates the rights of any person or entity. In general, this means that you cannot use Accommodation Information listed through the Services separately from the listing in which it was originally created.
Without limitation, in using this Services, you agree to not:
Your Right to Access
You acknowledge and agree that the Services contain proprietary and confidential information that is protected by applicable intellectual property and other laws. We grant you, and you alone, a non-exclusive, and non-transferable right to access the Site and use the Services subject to the terms and conditions of this Agreement. The Services may give you access to descriptions, commentary, documents, articles, and other written or visual content (“R&C Content”) which is and shall remain our exclusive property.
This Agreement does not grant you a license to use any software, including any APIs or other scripts (“Software”) separate from what is necessary to access the Services. We may provide you with a Software license, subject to the terms and conditions of a separate agreement, only through express written permission.
We retain all right, title, and interest in and to the Services, including without limitation all Software included in and used to provide the Services, our trademarks, including all names and logos, and R&C Content provided on the Site or through the Services (collectively, “R&C IP”). This Agreement does not grant you (1) any right to reproduce, modify, distribute, license, sell, transfer, or publicly display or perform or otherwise exploit the software included in the Services, (2) copy, modify, distribute, license, sell, transfer, publicly display or perform or otherwise exploit any content of the Site; or (3) any other right to the R&C IP or Services not specifically set forth herein. No rights are granted to you other than as expressly set forth in this Agreement.
You grant to us a non-exclusive, royalty-free, assignable, transferable and sublicensable irrevocable right and license to use, reproduce, adapt, and distribute Accommodation Information as reasonably necessary (1) to provide the Services as required under this Agreement and to exercise our rights, and perform our obligations, under this Agreement, and (2) to use and disclose information contained in or derived from your Accommodation Information or Related Data (defined below), for statistical, analytical, research, marketing, product/service improvement, and other commercial purposes. “Related Data” means data or information (excluding Personal Information) associated with or arising out of use of the Services (including without limitation data associated with requests made to, and responses generated in connection with, the Services). Related Data will be our property, and neither we nor any of our sublicensees shall have any duty to compensate or account to you in connection with the exercise of the foregoing rights.
If you create an Accommodation Listing through the Services, you agree that we may reference you and your Accommodation Information in our online listings and may place your name and logo on our website and marketing materials relating to our products and services, as well as in any press releases or “case studies” and the like. You hereby grant us a limited license to use your Accommodation Information and your trademarks (name and logo only) designated by you for such limited uses, subject to your trademark/logo usage guidelines, if any, provided by you to us. Notwithstanding the foregoing, you may reasonably request removal of any such usage of your trademark/logo with written notice to us.
Our name, logo, and all related names, logos, product and service names, designs, and slogans are trademarks of Room and Care or our affiliates or licensors. You must not use such marks without our prior written permission. All other names, logos, product and service names, designs, and slogans on the Site are the trademarks of their respective owners.
You may provide us, or make public on the Site, notes, emails, postings, letters, suggestions, concepts, reviews, or other written materials related to the Services (collectively, “Feedback”). You acknowledge and agree that you do not maintain and will not assert any ownership, intellectual property right, or any other right to the Feedback. You further agree that any Feedback provided to us will not be considered confidential information, and that we are permitted to freely share, disclose, modify, creative derivative works, or otherwise use the Feedback for any purpose. Should the ownership of the Feedback be found under applicable law to not be the property of R&C, you hereby grant us a royalty-free, worldwide, transferable, sublicensable, irrevocable, perpetual license to use or incorporate into any R&C products or services any Feedback provided by you relating to the provision of the Services.
We respect the intellectual property rights of others. Per the DMCA, we will respond expeditiously to claims of copyright infringement on the Site if submitted to our Copyright Agent as described below. Upon receipt of a notice alleging copyright infringement, we will take whatever action we deem appropriate within our sole discretion, including removal of the allegedly infringing materials and termination of access for repeat infringers of copyright protected content.
If you believe that your intellectual property rights have been violated by us or by a third party who has uploaded materials to our website, please provide the following information to the designated Copyright Agent listed below:
We may request additional information before removing any allegedly infringing material. In the event we remove the allegedly infringing materials, we will immediately notify the person responsible for posting such materials that we removed or disabled access to the materials. We may also provide the responsible person with your email address so that the person may respond to your allegations.
Pursuant to 17 U.S.C. 512(c), the Room and Care LLC designated Copyright Agent is:
Name: Vitaly Glinsky
Address: 7345 164th Ave NE Suite i145-1248 Redmond, WA 98052
Phone: 844-727-7772
Email: support@roomandcare.com
The Services may contain content or links that are not owned or controlled by us (“Third-Party Content”). We do not endorse or assume any responsibility for any such Third-Party Content. If you access Third Party Content from the Service, you do so at your own risk and you understand that this Agreement and our Privacy Policy do not apply to your use of such Third-Party Content. You expressly relieve us from any and all liability arising from your use of any Third-Party Content, and any terms related to Third-Party Content are solely between you and the Third-Party Content provider. You agree that we will not be responsible for any reliance or damages of any sort relating to your use of Third-Party Content.
The Services may provide access to or integrate with third-party apps, services, websites, and other content that are not owned or controlled by us (“Third-Party Services”). All Third-Party Services are provided “As-Is,” and we do not warrant any such Third-Party Services, regardless of whether they are required to use our Services. You expressly relieve us from any and all liability arising from your use of any Third-Party Service, and any use by you of such Third-Party Services is solely between you and the applicable Third-Party Service provider. We do not endorse or assume any responsibility for any such Third-Party Services. If you access Third-Party Services from the Services, you do so at your own risk and you understand that this Agreement does not apply to your use of such Third-Party Services. We shall not be responsible for any disclosure, modification or deletion of your Information resulting from access by Third-Party Services. Additionally, we are not responsible for any downtime or unavailability of Third-Party Services which are outside our reasonable control. Under no circumstances will we be liable for any damages whatsoever, including without limitation due to loss of data, business interruption, or loss of profits, arising out of the use of or the inability to use a Third-Party Service.
Google Maps
The Services may provide Users with the ability to access and interact with Google Maps. By utilizing Google Maps or any other third-party web-based mapping platform, you are agreeing to their separate Terms of Service and/or Privacy Policy.
THE SERVICES, MATERIAL, AND INFORMATION AVAILABLE THROUGH IT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK, AND WE DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES THAT (1) THE SERVICES WILL MEET YOUR REQUIREMENTS; (2) THE OPERATION OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, OR ERROR FREE; (3) THE QUALITY OF ANY SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS; OR (4) DEFECTS, IF ANY, WILL BE CORRECTED. TO THE EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY (1) WARRANTIES OF TITLE, AND (2) IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NO LIENS AND NON-INFRINGEMENT, ACCURACY, TITLE, AND QUIET ENJOYMENT. THE INFORMATION PROVIDED IN THE SERVICES DOES NOT, AND IS NOT INTENDED TO, CONSTITUTE ADVICE. YOU AGREE THAT WE SHALL HAVE NO RESPONSIBILITY FOR ANY DAMAGES SUFFERED BY YOU, YOUR BUSINESS, YOUR COMPUTER, OR LOSS OF DATA THAT RESULTS FROM THE ACCESS OR DOWNLOAD OF OUR SERVICES, SITE, OR ANY CONTENT CONTAINED THEREIN.
TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, UNDER NO CIRCUMSTANCES INCLUDING, WITHOUT LIMITATION, OUR OWN NEGLIGENCE, SHALL WE OR OUR PARENTS, SUBSIDIARIES, OFFICERS, EMPLOYEES, AFFILIATES, DIRECTORS, AGENTS, SUPPLIERS, OR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, TRANSMITTING, OR DISTRIBUTING THE SERVICES BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY SERVICES PROVIDED BY US. THIS LIMITATION APPLIES TO, WITHOUT LIMITATION: (1) THE USE OR INABILITY TO USE THE SERVICES; (2) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICES; (3) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; OR (4) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICES; OR IV) ANY OTHER MATTER RELATING TO THE SERVICES.
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, UNDER NO CIRCUMSTANCES WILL WE BE HELD RESPONSIBLE FOR ANY DAMAGE, LOSS, OR INJURY, INCLUDING PERSONAL INJURY, RESULTING FROM COMMUNICATIONS, IN-PERSON MEETINGS, OR ANY OTHER INTERACTION BETWEEN REGISTERED PROVIDERS AND RESIDENTS, OR FOR ANY OTHER DAMAGE OR LOSS OUTSIDE OF OUR REASONABLE CONTROL.
TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE TOTAL LIABILITY OF R&C EXCEED $100, OR IF GREATER, THE AMOUNT ACTUALLY PAID BY YOU TO US IN THE 12 MONTHS PRECEDING THE DATE THE CAUSE OF ACTION ARISES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ANY CLAIM ARISING UNDER THIS AGREEMENT MUST BE BROUGHT BY YOU WITHIN 12 MONTHS AFTER THE EVENTS GIVING RISE TO THE CAUSE OF ACTION ARE DISCOVERED OTHERWISE YOU RELEASE R&C OF ANY SUCH CLAIM.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, YOU AGREE TO RELEASE, DEFEND, INDEMNIFY, AND HOLD HARMLESS US AND OUR OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, AND AGENTS AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS (“R&C INDEMNIFIED PARTIES”) FOR ANY THIRD-PARTY CLAIM, SUITE, PROCEEDING, OR GOVERNMENT ENFORCEMENT ACTIONS ARISING OUT OF, RELATED TO, OR ALLEGING AN INJURY OR LOSS CAUSED BY YOUR ACCESS AND USE OF THE SERVICES THAT, WITHOUT LIMITATION, INCLUDES: (1) YOUR ACCOMMODATION INFORMATION; (2) YOUR ACCESS TO OR USE OF THE SERVICES FOR ILLEGAL, FRAUDULENT, OFFENSIVE, OR TORTIOUS PURPOSES; (3) YOUR CONNECTION TO THE SERVICES; (4) YOUR VIOLATION OF THIS AGREEMENT; OR (5) YOUR VIOLATION OF ANY RIGHTS OF ANY THIRD PARTY. IN ANY EVENT, WE WILL HAVE THE RIGHT TO PARTICIPATE IN THE DEFENSE OF ANY SUCH SUIT OR PROCEEDING THROUGH COUNSEL OF OUR OWN CHOOSING AT OUR OWN EXPENSE. YOU WILL ALSO INDEMNIFY AND HOLD HARMLESS THE R&C INDEMNIFIED PARTIES FOR ANY COSTS AND EXPENSES, INCLUDING REASONABLE ATTORNEYS’ FEES, INCURRED IN RESPONDING TO ANY LEGAL ACTION, SUBPOENA, SEARCH WARRANT, OR COURT ORDER REQUIRING PRODUCTION OF INFORMATION OR DOCUMENTS RELATED TO YOUR USE OF THE SERVICES.
In the event of a dispute between you and another User of the Services, you release us (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes.
If you are a California resident, you waive California Civil Code §1542, which states:
"A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor."
You acknowledge and agree that we provide the Services in reliance upon the disclaimers of warranty and the limitations of liability contained herein, and that the terms of this Agreement reflect an allocation of risk between you and us (including the risk that a contract remedy may fail of its essential purpose and cause consequential loss), and that the provisions herein form an essential basis of the bargain between you and us. If you are subject to applicable laws that prohibit you from indemnifying us as set forth herein or prohibit you from entering into the risk allocation arrangement as set forth herein, then the terms will apply to you to the fullest extent permitted by applicable law, it being understood that you and us each wish to enforce the provisions of this Agreement to the maximum extent permitted by applicable law.
For any dispute with us, you agree to first contact us at support@roomandcare.com and attempt to resolve the dispute with us informally. In the event we are unable to resolve the dispute informally, you and we agree that any dispute, claim, or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation, or validity thereof, including the determination of the scope or applicability of this provision to arbitrate, shall be determined solely and exclusively by binding arbitration before a single arbitrator. You and we also agree that the arbitration shall be conducted by the American Arbitration Association (“AAA”) under the Commercial Arbitration Rules and that such arbitration will be conducted in Washington, unless you and we agree otherwise. Each party will be responsible for paying any AAA filing, administrative and arbitrator fees in accordance with AAA rules. The award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
This arbitration provision is governed by the Federal Arbitration Act.
ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NO CLASS ACTION OR REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL THEORIES OF LIABILITY OR PRAYERS FOR RELIEF MAY BE MAINTAINED IN ANY ARBITRATION OR OTHER PROCEEDING UNDER THIS AGREEMENT. UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND WE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
The laws of the United States and the State of Washington shall govern this Agreement. Any dispute between the parties that are excluded from the arbitration agreement or that cannot be heard in small claims court shall be resolved in the United States District Court for the Western District of Washington, and the parties submit to the personal jurisdiction of that court. If neither subject matter nor diversity jurisdiction exists in the United States District Court for the Western District of Washington, then the exclusive forum and venue for any such action shall be the courts of the State of Washington, located in King County, and the parties hereby submit to the personal jurisdiction of that court.
In the event that any provision of this Agreement is considered invalid, illegal or unenforceable by a court of competent jurisdiction having authority to bind the parties under any applicable statute or rule of law, such provision shall be deemed amended to achieve as nearly as possible the same economic effect as the original provision and the remaining provisions of this Agreement shall in no way be affected or impaired.
This Agreement, together with the other terms and agreements incorporated herein by reference, and any amendments and any additional agreements you may enter with us in connection with the Services, constitutes the entire agreement between you and us concerning the Service.
You and we are independent contractors, and no agency, partnership, joint venture, employer-employee, or franchisor-franchisee relationship is intended or created by this Agreement.
Our failure at any time to enforce any of the provisions of this Agreement or any right or remedy available hereunder or at law or in equity, or to exercise any option herein provided, will not constitute a waiver of such provision, right, remedy or option or in any way affect the validity of this Agreement. A waiver of any default byus will not be deemed a continuing waiver, but will apply solely to the instance to which such waiver is directed.
The section headings and any plain English summaries appearing in this Agreement are inserted only as a matter of convenience and in no way define, limit, construe or describe the scope or extent of such section or in any way affect such section.
This Agreement and any rights and licenses granted hereunder may not be transferred or assigned by you, but may be assigned by us without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.
Other than as expressly provided in this Agreement, no third-party beneficiaries are intended or will be construed as created by this Agreement.
By providing us with your email address, you consent to receive Service-related communications and notices electronically and you agree that all agreements, notices, disclosures and other communication that we provide to you via the Services or email satisfy any legal requirement that such communications be in writing. We may also use your email address to send you other messages, such as changes to the features of the Services and special offers (“Promotional Messages”). If you do not want to receive Promotional Messages, you may opt out or change your preferences in your Profile page, or by emailing R&C at support@roomandcare.com.
Neither party shall be liable for any failure or delay in its performance under this Agreement or any and all addenda due to circumstances beyond its reasonable control, provided that it notifies the other party as soon as practicable and uses its best efforts to resume performance (such a “Force Majeure Event”). A Force Majeure Event includes, without limitation, strikes, lock-outs, labor troubles, inability to procure materials or services including substantial price increases in materials or services, impacts of pandemics, epidemics, failure of power, riots, insurrection, war or other reasons of a like nature not the fault of such Party. The Party shall immediately provide notice to the other Party of such delay, and performance of such act shall be excused for the period of the delay and the period for the performance of any such act shall be extended for a period equivalent to the period of such delay. Each party agrees to strive to develop and maintain adequate backup systems, procedures and resources to assure their respective performance. Whether an event is a Force Majeure Event shall be at our sole discretion.
For questions regarding this Agreement contact support@roomandcare.com.