This is a Legal Agreement.
This User Agreement (“Agreement”) states the terms and conditions pursuant to which Meticulous, LLC and its PatchVault.org site (“PatchVault,” “us,” or “we”) agrees to provide Users with certain services (the “Services”). In this Agreement and in connection with the PatchVault site and the Services, “Seller” is the person or business entity listing items on the site, to be rented. “Buyer” is the person or business entity making a request to rent and/or renting any item from any Seller.
By clicking on the box on this web site or app that is next to the statement “I have read and agree to the terms and conditions of the User Agreement,” or “Agree,” User agrees to be bound by the terms and conditions stated in this Agreement. User (“User,” “Seller,” “Buyer,” or “you”) also agrees to the terms and conditions of this Agreement by paying for and using the Services. If User does not agree to the terms and conditions of this Agreement, User may not access or otherwise use the Services.
If you elect to sign in to our site using Facebook, Twitter, Google Plus, or any other third-party sign-in, your information will be shared by PatchVault with that third-party platform only to the extent necessary to use that sign-in option.
Certain listings may refer to or make use of the Boy Scouts of America’s PatchScan app. PatchVault will accommodate, to the extent technically feasible, QR codes and links from items on the Service to relevant information within the PatchScan application. PatchVaults does not control, and therefore cannot guarantee, the currency or accuracy of any PatchScan information. For additional information, including privacy policies that will govern any use of PatchScan, please visit http://www.patchscan.com/privacy/ and http://www.patchscan.com/
“A Scout is Trustworthy.” All Users, including Sellers, Buyers, and any other site visitors, agree to engage honestly with us and with other Users, and with us. You agree that you will give only accurate and current identity and contact information, and that you will update such contact information from time to time as needed to keep it current. If you or any person or business entity related to you is harmed or suffers any loss related to any User or party related to any User, you agree that we do not have any liability for any claims arising out of or relating to any such loss or damage. You will not, nor will your successors, assigns, or any related parties or heirs make any claim against us for any acts or failures to act by any other User.
When you make a subscription payment to PatchVault as may be required for certain features and services of the site, you agree that any subscription fee paid by you to PatchVault is earned when paid, regardless of the extent of your use of the site and Services over time. In the event that your payment of your subscription amount is insufficient, is declined, or is disputed, or if PatchVault does not receive payment in full of subscription payments in full when due, PatchVault has the right to cancel your account and delete all data associated with your account.
Sellers’ Responsibilities and Claims.
If you are a Seller, you agree to accurately represent the items you post on the site. You represent and warrant that you are the actual and current owner of all items listed by you for sale, or that you have express permission from the actual and current owner of such items to list and sell items on that owner’s behalf. You agree to respond in a timely and honest manner to inquiries about your items. You will not request or obtain any price or any other compensation in excess of or in addition to the pricing listed on the Site at the time any relevant Buyer submits an offer to purchase. You will not receive any payment via the site for any purchase initiated or confirmed via the site. Instead, you will receive payment directly from the Buyer. If you or any person or business entity related to you is harmed or suffers any loss related to any User or party related to any User, you agree that PatchVault does not have any liability for any claims arising out of or relating to any such loss or damage. You will not, nor will your successors, assigns, or any related parties or heirs, make any claim against us.
Buyers’ Responsibilities and Claims.
If you are a Buyer, you agree to accurately represent yourself. You will not make any payment via the site for any purchase initiated or confirmed via the site. Instead, you will make payment directly to the Seller. If any item is damaged, defective, harmful, or otherwise not as listed or expected, you will be free to request a refund of any amounts paid for that item, and you agree that your sole remedy and claim for any other compensation or amounts will be against the Seller who listed the item on the site. If you or any person or business entity related to you is harmed or suffers any loss related to any User or party related to any User, you agree that PatchVault does not have any liability for any claims arising out of or relating to any such loss or damage. You will not, nor will your successors, assigns, or any related parties or heirs, make any claim against us.
In addition to data input into PatchVault by our Users for their own accounts, we will also endeavor to source and use data from Boy Scouts of America councils, Order of the Arrow lodges, the Blue Book Guide to OA Insignia,” and other site Users. PatchVault will not maintain any information that it has reason to believe is inaccurate or confusing, but we will not be able to review or verify all information on our site as it is posted or sourced from third parties. If you have reason to believe that any data on the site is in error, or if you find it confusing, please help us to make the site more helpful to you and to others by emailing us at email@example.com with a link to the specific content and some idea of how you think it could be better, or if you believe it should be taken down. We can’t guarantee that we’ll accept all suggestions or accommodate all requests, but we will do our best to keep the site and its data as accurate and as helpful as we can for all of our Users.
When specifically requested to do so, PatchVault will make it best efforts to facilitate communications and the exchange of information for the resolution of any disputes that may arise related to a User’s use of the site and the Services. PatchVault does not maintain any dispute resolution mechanism.
The site and Services may give you the opportunity to rate other Users once you have interacted with them. You agree to post only honest reviews for Users and items with whom/which you have direct experience. We may, in our discretion, assign scores to Users and/or items. Such scores will change over time, and will be subject to our own analysis and reserving the right to disregard outlier feedback and to change our scoring calculations to account for our own experience and judgment. You will not have any claim or cause of action against any User, or against us, for changes in your scores or changes in the scores for any of your items.
Users Prohibited From Using the Services for Illegal Purposes.
User shall not use, and shall report to PatchVault any other person using, the Services in any way that violates a federal, state, or local law, regulation, or ordinance, or for any tortious or illegal purpose, including but not limited to harassing, slandering, defaming, or improperly conducting surveillance of any person.
User Agrees to Certain Warranties.
User warrants to PatchVault that:
- User will use the Services only as provided in this Agreement;
- User is at least 18 years old or is working together with a parent or guardian so that User has the ability to agree to these terms, and has the right or has obtained any required authorization to agree that PatchVault may monitor, collect, use, communicate, retain, and disclose Location information as described in this Agreement;
- User is the owner of all items listed by User for sale on the site, or has express permission from the owner of such items to list and sell items on that owner’s behalf;
- Any information User provides or discloses to PatchVault will be accurate, complete, and current; and
- User will notify PatchVault regarding any material change to information User provides by using the methods for contacting PatchVault stated in the “Contact Us” section of our website and app.
We May Amend this Agreement
- PatchVault reserves the right, at its sole discretion, to change, modify, add to, or remove any portion of this Agreement, in whole or in part, at any time. PatchVault will include such Amendments on the version of this Agreement that is posted on PatchVault’s Web site (www.patchvault.org) and will notify User by e-mail that the Agreement has been amended.
- Amendments to the Agreement will take effect immediately upon being posted to the Web site. User’s continued use of the Services and/or User’s opt-in confirmation after PatchVault posts an Amendment constitutes User’s acceptance of and consent to the Amendment.
Maintain the Security of Your Own Account
PatchVault will provide, or User may choose, a username, password, or other security information (“Security Information”), which User must use to access and use the Services. You must maintain the confidentiality of the Security Information. You shall be responsible for all activities performed using User’s Security Information and for all activities performed under your account and user identification. User shall notify PatchVault immediately of any unauthorized use of User’s Security Information.
PatchVault and User May Terminate this Agreement and the Services.
- PatchVault may, with or without cause, terminate this Agreement at any time, and deny User access to or use of the Services. Without limiting the foregoing, PatchVault has the right to immediately terminate or suspend User’s account or use of the Services in the event that User breaches this Agreement or engages in conduct that PatchVault, in its sole discretion, considers unacceptable. If this Agreement is terminated, User will no longer be authorized to access or use the Services.
- All provisions of this Agreement that by their nature are intended to survive the expiration or termination of this Agreement, including but not limited to obligations with respect to disclaimers of warranties, limitations of liability, indemnification, and intellectual property rights, shall survive any expiration or termination.
PatchVault Disclaims All Warranties.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PATCHVAULT, ITS PARTNERS, SUPPLIERS, AND LICENSORS PROVIDE THE SERVICES “AS IS” AND WITH ALL FAULTS. PATCHVAULT DOES NOT WARRANT UNINTERRUPTED USE OR OPERATION OF THE SERVICES OR THAT ANY DATA SENT BY OR TO USER, OR SENT BY A DEVICE, WILL BE TRANSMITTED IN UNCORRUPTED FORM, WITHIN A REASONABLE AMOUNT OF TIME, OR WITHOUT BEING INTERCEPTED. PATCHVAULT, ITS SUPPLIERS, AND LICENSORS DISCLAIM ALL REPRESENTATIONS, WARRANTIES, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, WRITTEN, ORAL, CONTRACTUAL, OR STATUTORY, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES, DUTIES, OR CONDITIONS OF OR RELATED TO: MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, OR THAT MAY ARISE FROM A COURSE OF DEALING OR USAGE OF TRADE.
PatchVault Potential Liability Is Limited.
- PatchVault shall not be liable for any indirect, special, incidental, consequential, exemplary, or punitive damages of any kind, including but not limited to lost profits (regardless of whether PatchVault has been notified that such loss may occur) by reason of any act or omission in its provision or failure to provide the Services, products, or devices. PatchVault shall not be liable for any act or omission of any third party that furnishes any part of the Services, or that furnishes a product or device used in connection with the Services, including but not limited to third parties participating in offers made through PatchVault. PatchVault shall not be liable for any damages that result from any any item listed for sale on the site, or for any product or device manufactured by third parties.
- Notwithstanding any damages that user may suffer for any reason, the entire liability of PatchVault and its suppliers and licensors under any provision of this agreement or in connection with the Services or devices, and user’s exclusive remedy for all of the foregoing, shall be limited to the amount actually paid by user for the Services during the 12 months prior to the event that user claims caused the damages.
- PatchVault shall not be liable for any damages User or others may incur as a result of User’s loss, disclosure, or a third party’s use of User’s Security Information, regardless of whether such disclosure or use is with or without User’s knowledge or consent.
- In no event shall PatchVault have any liability for any damages arising out of or in connection with: (a) User’s own actions or failures to act, negligence, or willful misconduct, (b) acts or omissions of any third party, including but not limited to any telecommunications service provider, Seller, Buyer, or (c) events or causes beyond PatchVault’s reasonable control, including but not limited to acts of God, war, terrorism, criminal or tortious acts by third parties, riots, or natural disasters.
- The limitations, exclusions, and disclaimers set forth in this Agreement shall apply to the maximum extent permitted by applicable law, even if any remedy fails its essential purpose.
- User agrees to defend, to indemnify, and to hold harmless PatchVault and its affiliates, suppliers and licensors (and each entities’ respective officers, directors and employees) from any and all liabilities, penalties, claims, causes of action, and demands brought by third parties (including the costs, expenses and attorneys' fees on account thereof) resulting from or relating to User’s use of the Services and a rental item, or to User’s inability to use the Services or a rental item.
- User’s agreement to defend, to indemnify, and to hold PatchVault harmless applies whether a claim against PatchVault is based in contract or tort (including strict liability), and regardless of the form of action, including but not limited to any claims resulting directly or indirectly from User’s intentional or inadvertent misrepresentation of: (a) User’s identity; (b) the identity of persons authorized to access Location Information; (c) User’s right to monitor the location of the pet, vehicle, or item User chooses to track using the Services; or (d) User’s relationship to any of these persons or claims resulting from or relating to User’s breach of this Agreement.
PatchVault and Its Licensors Own the Intellectual Property Rights.
- PatchVault grants User, during the term of this Agreement, a revocable, non-transferable and non-exclusive license to use any software provided by PatchVault (the “Software”) solely in connection with User’s use of the Services and in a manner that is consistent with this Agreement.
- User shall not (a) distribute, rent, loan, lease, sell, sublicense, or otherwise transfer all or part of the Software, any access to it, or any rights granted under this Agreement to any other person; (b) reverse engineer, decompile, or disassemble the Software; (c) modify, translate, adapt, arrange, or create derivative works based on the Software for any purpose; (d) use the Software outside of the country of purchase or in a manner inconsistent with or in violation of this Agreement.
- The Software is protected by copyright, trade secret and other intellectual property laws and treaties and will remain the exclusive property of PatchVault or its suppliers or licensors. All rights not expressly granted in this Agreement are reserved by PatchVault.
- The "PatchVault" name and logo and all other trademarks, service marks, tag lines, slogans, and trade names used in connection with the Services are owned by Meticulous, LLC or its licensors and may not be used by User without the written consent of PatchVault.
- PatchVault and its owner, Meticulous, LLC make no claim to any trademark owned or licensed by Boy Scouts of America.
Infringement Notice Procedure.
- If you are a copyright owner or an agent thereof and you believe that any content or link on the app, Services, or related web site infringes upon your copyrights, you may submit a notice pursuant to the Digital Millennium Copyright Act (“DMCA”) by providing our Copyright Agent the following information in writing:
You acknowledge and agree that if you fail to comply with all of the requirements listed, your DMCA notice may not be valid.
- Your physical or electronic signature; Identification of the copyrighted work(s) at issue;
- Identification of the material that you claim is infringing that copyrighted work, with specific internal URLs or app location sufficient to permit us to locate that material;
- Information to permit our DMCA agent to contact you, including address, telephone number and email address, together with a statement that you have a good faith belief that use of the material is not authorized by the copyright Seller, its agent, or the law; and
- a statement that the information in the notification is accurate, and that, under penalty of perjury, you are either the Seller or that you are authorized to act on behalf of the Seller of the copyright you allege to be infringed.
- DMCA Agent: DMCA notices should go to our DMCA Agent, who is John Athayde, 3775 Stony Point Rd, Charlottesville, VA 22911, email: firstname.lastname@example.org.
- Counter-Notification. A User who has uploaded or posted materials that become the subject of a DMCA notice as described above may supply a counter-notification. The Seller of an affected page or account, or the provider of affected content on one of our Services may make a counter-notification pursuant to sections 512(g)(2) and (3) of the DCMA. We will review such counter-notifications and may thereafter reinstate the challenged posts or material.
- To file a counter-notification with us, you must provide a written communication (by fax or regular mail or by email) that sets forth all of the items required by the DMCA. Please note that you will be liable for damages if you misrepresent that infringing content or an activity is not infringing. If you are not sure whether certain material infringes the copyrights of others, please contact a lawyer.
PatchVault May Use User Information, No Redistribution.
- No User may scrape, harvest, republish, copy or aggregate or download by use of bots or web-crawling spiders, or redistribute any data or content submitted by any other user of the Services, except as allowed by features and functions within the Services, or by authorized API connection, according to the applicable terms for any such API connection.
- User acknowledges that data transmissions to PatchVault, transmissions from PatchVault to User, and User’s communications with PatchVault may be intercepted and read by others. User therefore acknowledges that the Services, communication on or related to the Services, and User-provided data or content are not necessarily confidential.
- To comply with legal process, PatchVault may disclose any User information or content to law enforcement authorities or in response to an apparently valid subpoena or investigative demand. PatchVault may also disclose any User content to third parties as is necessary to respond to claims that any content violates the rights of third parties or to protect the rights and property of PatchVault or its commercial partners.
- The Service enables users to post photos and descriptions of items. If you believe that a photo, description, or other content posted to the Service is somehow confusing or misleading, or that it depicts or describes you without permission or in a manner you find objectionable, please contact us at support@PatchVault.org so that we can take appropriate steps to assist you.
User’s Use of Content and Services Is Restricted.
- User shall not upload, post or transmit to or distribute or otherwise publish through the Services any materials that (a) restrict or inhibit any other User from using the Services, (b) are unlawful, threatening, harassing, abusive, libelous, defamatory, obscene, vulgar, offensive, pornographic, profane, sexually explicit or indecent, (c) constitute or encourage conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any local, state, national or international law, (d) violate, plagiarize, or infringe the rights of third parties, including copyright, trademark, patent, rights of privacy or publicity or any other proprietary rights, (e) contain any viruses, Trojan horses, worms, time bombs, cancel bots, or other harmful components that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data, or information, (f) contain advertising or promotion of products or services that are in PatchVault’s judgment outside of the subject matter of the Service, or that are, in PatchVault’s judgment, misleading, unduly repetitive, or disruptive to the Service or its users, or (g) constitute or contain false or misleading indications of origin or statements of fact.
- If PatchVault determines in its sole discretion that User is using an excessive amount of PatchVault’s network resources or otherwise acting in violation of these terms or interfering with the Services, PatchVault may adjust, suspend or terminate the Services PatchVault provides to User at any time, without notice.
- PatchVault reserves the right to limit, remove, or delete any information that User uploads, downloads, posts, distributes, or otherwise transmits through the Services, for any reason, at any time.
- PatchVault does not claim any ownership rights to any images or other content uploaded to the site or submitted to the site. Users do not obtain any such ownership rights to any images or other content uploaded to the site or submitted to the site by other users or by us, as a result of their ability to access, view, and potentially copy such images and content through the site. By uploading any images or submitting any other content to the site, users grant to PatchVault a non-exclusive license to use, and in PatchVault’s discretion, to maintain perpetually and distribute such images and content via the site and other communications or publications related to the functions and purposes of the site.
Additional Terms and Conditions.
- Any cause of action User may have with respect to PatchVault or the use of the Services must be commenced within one (1) year after the claim or cause of action arises.
- Both parties waive the right to a jury trial in any dispute arising out of this Agreement or the Service.
- If for any reason a court of competent jurisdiction finds any provision of this Agreement, or portion of the Agreement, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to give effect to the intent of the Agreement, and the remainder of this Agreement shall continue in full force and effect.
- The headings contained in this Agreement are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.
- User may not assign his or her rights or delegate his or her obligations under this Agreement.
- There shall be no third-party beneficiaries under this Agreement, except for PatchVault’s affiliates, suppliers, and licensors or as required by law.
- Any legal action concerning this Agreement or the Services shall be interpreted under the laws of the Commonwealth of Virginia, without regard to any choice of law rules.
- Any dispute arising from or relating to this Agreement, regardless of theory of action, shall be resolved exclusively in the state and federal courts of the Commonwealth of Virginia, either the Circuit Court for the City of Richmond, or the United States District Court for the Eastern District of Virginia, Richmond Division.
- Use of the Services is unauthorized in any jurisdiction that does not give effect to all provisions of this Agreement, including without limitation this paragraph.
- The failure of PatchVault to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision.