Last modified: November 1, 2017
Welcome to the Tatbeq, LLC d/b/a Reme ("Reme” or “we” or “us”) website located at http://www.REMEAPP.com and other affiliated websites and mobile apps (the "Website").
Please review the following terms and conditions concerning your use of and access to the Website. By accessing, using and/or downloading any materials or content from the Website, you agree to follow and be bound by these terms and conditions (these "Terms" or this “Agreement”). If you do not agree with these Terms, you may not use the Website.
Please note that certain services offered through and purchased through the app (“Services”) have specific cancellation policies as well as other policies, which are set forth in the faq section of the website located at http://www.RemeAPP.com/faq. when agreeing to these terms, and when using the website, you are agreeing to all policies identified in the faq section of the website.
Products, Content, Specifications and Accuracy of Information: We attempt to ensure that information on this Website is complete, accurate and current. Despite our efforts, the information on this Website may be inaccurate, incomplete or out of date. We make no representation as to the completeness, accuracy or currentness of any information on this Website. All features, content, specifications, products, colors and prices of products and services described or depicted on this Website are subject to change at any time without notice. Certain measurements and similar descriptions are approximate and are provided for convenience purposes only. We make all reasonable efforts to accurately display the attributes of our products, including the applicable colors. The actual color you see, however, will depend on your computer system and we cannot guarantee that your computer will accurately display such colors. The inclusion of any products or services in this Website at a particular time does not imply or warrant that those products or services will be available at any time. While it is our practice to confirm services by email, the receipt of an email confirmation does not constitute our acceptance of an order or our confirmation of an offer to sell a product or service. We reserve the right, without prior notice and in our sole and absolute discretion, to limit the order quantity on any product or service, to refuse service to any customer and/or to refuse access to the Website by any visitor or customer. We also may require verification of information prior to the acceptance and/or shipment of any order.
All materials provided on the Website, including but not limited to information, documents, products, logos, graphics, sounds, images, compilations, content and services ("Materials" or “Content”), are provided either by REME or by respective third party authors, developers or vendors ("Third Party Providers") and are the copyrighted works of REME and/or its Third Party Providers (or is permitted/licensed to be used by Third Party Providers), unless specifically provided otherwise. Except as stated herein, none of the Materials may be modified, copied, printed, reproduced, distributed, republished, performed, downloaded, displayed, posted, transmitted and/or otherwise used in any form or by any means, including but not limited to electronic, mechanical, photocopying, recording, or other means, without the prior express written permission of REME and/or a Third Party Provider. Also, you may not "mirror" or “archive” any Materials contained on the Website on any other server without REME’s prior express written permission.
Except where expressly provided otherwise by REME, nothing on the Website shall be construed to confer any license or ownership right in or to the Materials, under any of REME’s intellectual property rights, whether by estoppel, implication, or otherwise. You acknowledge sole responsibility for obtaining any such licenses. See the "Contact Information" section below if you have any questions about obtaining such licenses. Materials provided by Third Party Providers have not been independently reviewed, tested, certified, or authenticated in whole or in part by REME. REME does not provide, sell, license, or lease any of the Materials other than those specifically identified as being provided by REME.
Any unauthorized use of any Materials contained on the Website may violate copyright laws, trademark laws, the laws of privacy and publicity, and/or communications regulations and statutes. It is your obligation to comply with all applicable state, federal and international laws. You are responsible for maintaining the confidentiality of your account information and password and for restricting access to such information and to your computer. You agree to accept responsibility for all activities that occur under your account or password.
Termination: You or we may suspend or terminate your account or your use of this Website at any time, for any reason or for no reason. You are personally liable for any orders that you place or charges that you incur prior to termination. We reserve the right to change, suspend, or discontinue all or any aspect of this Website at any time without notice.
In connection with the Services, we or our contractors may ask to take your photograph. By agreeing to allow us or our contractors to take your photograph or to video you (collectively, the “Photos”), and in consideration of the performance of the Servies, you grant and will grant REME a perpetual, non-exclusive, transferrable, irrevocable right and license to use the Photos in any manner and medium, and to modify, change, or otherwise alter the Photos. The license granted herein includes the right to use the Photos for commercial purposes, on social media, in print, or otherwise, without further compensation to you. We have no obligation to use the Photos, but may do so at any time, or grant any third party the right to use the Photos.
The Website may contain links or have references to websites controlled by parties other than REME. REME is not responsible for and does not endorse or accept any responsibility for the contents or use of these third party websites. REME is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by REME of the linked website and/or the content and materials found at the linked website, except as specifically stated otherwise by REME. It is your responsibility to take precautions to ensure that whatever you select for your use is free of viruses or other items of an intrusive nature.
Except where expressly provided otherwise by REME, all comments, feedback, information and data submitted to REME through, in association with or in regard to the Website and/or any other REME goods or services ("Submissions") shall be considered non-confidential and REME’s property. This may not include copyright ownership of images which you may upload, but does include an express license to use said images in any method REME sees fit and make compilations and derivative works thereof in all media now known or hereafter devised. Except as expressly enumerated in the preceding sentence, by providing such Submissions to REME, you agree to assign to REME, as consideration in exchange for the use of the Website, all worldwide rights, title and interest in copyrights and other intellectual property rights to the Submissions. You represent that you have the right to grant REME these rights. REME shall be free to use and/or disseminate such Submissions on an unrestricted basis for any purpose. You acknowledge that you are responsible for the Submissions that you provide, and that you, not REME, have full responsibility for the Submissions, including their legality, reliability, appropriateness, originality and copyright.
You will not post any Submission that (a) is defamatory, abusive, harassing, threatening, or an invasion of a right of privacy of another person; (b) bigoted, hateful, or racially or otherwise offensive; (c) is violent, vulgar, obscene, pornographic or otherwise sexually explicit; or (d) otherwise harms or can reasonably be expected to harm any person or entit.
REME does not accept Submissions from persons under the age of 14 (“Child” or “Children”). Furthermore, REME does not accept any user who is a Child. You are ineligible to use this Website if you are under the age of 14. If you are under the age of 18, you must have your parent or legal guardian set up your account and have them agree to these terms. If you are under the age of 18, your parent or legal guardian’s consent to these terms is ongoing and they hereby warrant that they will review these terms for changes, and if any occur, that they will be amenable thereto until you reach age 18, at which point you hereby give your consent to these terms. Furthermore, to the extent any user under the age of 18 makes a Submission of copyrighted materials heretofore, their parent or legal guardian hereby grants REME all rights to utilize the copyright and image / likeness embodied therein as further enumerated in this Agreement.
All Submissions must be true, and in accordance with the rights of privacy and publicity and all federal, state and international law. You may not upload an image or any likeness of another without their consent (or the consent of their parent or guardian if they are under the age of 18). If you do so, REME reserves the right to cancel or suspend your account. Furthermore, REME reserves the right to cancel or suspend your account, if in its sole discretion, it believes you are using REME for improper purposes, or any purpose inconsistent with its business.
TO THE EXTENT ALLOWED BY LAW, IN NO EVENT SHALL THE AGGREGATE LIABILITY OF REME EXCEED $1,000.00. IN NO EVENT SHALL REME OR THE THIRD PARTY PROVIDERS BE LIABLE TO ANYONE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, OR FOR ANY DAMAGES to your computer, telecommunication equipment, or other property and/or FOR LOSS OF DATA, CONTENT, IMAGES, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE, ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THIS AGREEMENT, INCLUDING BUT NOT LIMITED TO THE accessing or USE of, OR INABILITY TO USE, THE WEBSITE AND THE SERVICES ASSOCIATED THEREWITH including but not limited to the downloading of any materials, REGARDLESS OF CAUSE, WHETHER IN AN ACTION IN CONTRACT OR NEGLIGENCE OR OTHER TORTIOUS ACTION, EVEN IF THE PARTY FROM WHICH DAMAGES ARE BEING SOUGHT OR THE THIRD PARTY PROVIDER HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE LIMITATION OF LIABILITY SET FORTH IN THIS SECTION SHALL NOT APPLY IN THE EVENT OF YOUR BREACH, OR RELATED TO YOUR INDEMNITY OBLIGATIONS. THIS PARAGRAPH SHALL NOT AFFECT THE RIGHTS LISTED BELOW IN THE SECTION TITLED “INDEMNITIES”.
You are being granted solely a revocable, limited license, in compliance with these terms.
To the extent you purchase any goods and/or services from REME, you agree to pay for all goods and services ordered from REME and/or its Third Party Providers except as set forth in a writing signed by an authorized representative of REME. You will provide REME with valid and updated credit card or approved purchase order information and with REME and accurate billing and contact information. If you provide credit card or other authorized payment method information to REME, you authorize REME, or a credit card processor of its choosing to bill such credit card or to make such charges as applicable. If REME, in its sole and absolute discretion, permits you to make payment using a method other than a credit card or other authorized payment method, REME will invoice you at, or within a reasonable period of, the time of the purchase request. All amounts invoiced hereunder shall be due within thirty (30) days of the date of the invoice.
Each party represents and warrants that it has the power and authority to enter into this Agreement. REME warrants that it will provide the Website and all goods and services in a manner consistent with its business practices, as REME, in its sole and absolute discretion, deems fit. To the extent that you represent an entity of any type or any individual besides yourself, you represent and warrant that you have the proper authority to enter into this Agreement on their behalf.
EXCEPT WHERE EXPRESSLY PROVIDED OTHERWISE BY REME, THE MATERIALS ON THE WEBSITE ARE PROVIDED "AS IS," AND ARE FOR USE AS CONTRACTED HEREIN. EXCEPT FOR THE EXPRESS WARRANTIES SET FORTH HEREIN, REME AND ITS THIRD PARTY PROVIDERS HEREBY DISCLAIM ALL EXPRESS OR IMPLIED REPRESENTATIONS, WARRANTIES, GUARANTIES, AND CONDITIONS WITH REGARD TO THE WEBSITE, THE MATERIALS, AND THE GOODS AND SERVICES ASSOCIATED THEREWITH INCLUDING BUT NOT LIMITED TO ANY IMPLIED REPRESENTATIONS, WARRANTIES, GUARANTIES, AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, AND QUALITY OF GOODS AND SERVICES EXCEPT TO THE EXTENT THAT SUCH DISCLAIMERS ARE HELD TO BE LEGALLY INVALID. REME AND ITS THIRD PARTY PROVIDERS MAKE NO REPRESENTATIONS, GUARANTIES OR WARRANTIES REGARDING THE RELIABILITY, AVAILABILITY, TIMELINESS, QUALITY, SUITABILITY, TRUTH, ACCURACY OR COMPLETENESS OF THE website and the GOODS, SERVICES AND/OR MATERIALS ASSOCIATED WITH THE WEBSITE, OR THE RESULTS YOU MAY OBTAIN BY accessing or USING THE WEBSITE AND/OR THE GOODS, SERVICES AND/OR MATERIALS ASSOCIATED THEREWITH. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, REME AND ITS THIRD PARTY PROVIDERS DO NOT REPRESENT OR WARRANT THAT (A) THE OPERATION OR USE OF THE WEBSITE OR MATERIALS WILL BE TIMELY, SECURE, UNINTERRUPTED OR ERROR-FREE; (B) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL YOU PURCHASE OR OBTAIN THROUGH THE WEBSITE WILL MEET YOUR REQUIREMENTS; OR (C) THE GOODS, SERVICES, MATERIALS, OR THE SYSTEMS THAT MAKE THE SERVICES AND WEBSITE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU ACKNOWLEDGE THAT NEITHER REME NOR ITS THIRD PARTY PROVIDERS CONTROL THE TRANSFER OF DATA OVER COMMUNICATIONS FACILITIES, INCLUDING THE INTERNET, AND THAT THE WEBSITE AND SERVICES AND/OR MATERIALS ASSOCIATED THEREWITH MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF SUCH COMMUNICATIONS FACILITIES. REME IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS. EXCEPT WHERE EXPRESSLY PROVIDED OTHERWISE BY REME, THE WEBSITE AND THE GOODS, SERVICES AND/OR MATERIALS ASSOCIATED THEREWITH ARE PROVIDED TO YOU ON AN "AS IS" BASIS. REME EXPRESSLY DISCLAIMS ANY WARRANTY RELATED TO THE QUALITY OF GOODS AND/OR SERVICES AND THE PERSONS OR BUSINESSES REFERENCED ON THE WEBSITE. YOU USE THIRD PARTY PROVIDERS AND AFFILIATED SERVICES AT YOUR PERIL AND ASSUME ALL RISKS RELATED TO USE OF SAID THIRD PARTY PROVIDERS AND SERVICES.
You shall defend and indemnify REME and its Third Party Providers against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys' fees and costs) finally awarded against REME or its Third Party Providers by a court of competent jurisdiction arising out of or in connection with a claim by a third party related to you. REME shall have no indemnification obligation or other liability for any claim of infringement arising from (a) use of the Website and/or the goods, services or Materials associated with the Website other than in accordance with this Agreement; (b) the combination of the Website and/or the goods, services or Materials associated with the Website with any other products, services, or materials; or (c) any third party products, services, or materials.
You will comply with all applicable local, state, national and foreign laws, treaties, regulations and conventions in connection with your use of the Website, including without limitation those related to data privacy, international communications, and the exportation of technical or personal data from locations other than the location from which REME controls and operates the Website and services associated therewith. Furthermore, you expressly agree not to violate any rights of publicity or privacy of any person, nor defame any person or entity.
The Company is committed to prevent harassment based on race, religion, color, sex, sexual orientation, national origin, ancestry, citizenship status, , military and veteran status, uniform service member status, marital status, pregnancy, age, medical condition (cancer related or HIV/AIDS related) or disability. For these purposes the term “harassment” encompasses slurs, jokes, statements, gestures, pictures, or cartoons regarding an employee’s sex, race, color, national origin, religion, age, physical disability, mental disability, medical condition, ancestry, marital status, sexual orientation, family care leave status, or veteran status. In addition to the above listed conduct, “sexual harassment” can also include the following examples of unacceptable behavior:
If you feel that you are being harassed by an Expert or anyone affiliated with the Company, you should immediately contact Concierge at 833-REME-APP and to discuss your complaint. All complaints of unlawful harassment which are reported to the Company will be investigated as promptly as possible and corrective action will be taken where warranted. Harassment of the Company’s independent contractors is also strictly prohibited. Such harassment includes sexual advances, verbal or physical conduct of a sexual nature, sexual comments and gender-based insults. Any client who engages in any such harassment will be barred from using the REME platform in any way, and will be subject to potential civil and criminal proceedings in addition to any other remedy available at law.
REME may give notice by means of a general notice on the Website, electronic mail to your e-mail address on record in REME’s account information, or by written communication sent by first class mail or pre-paid post to your address on record in REME’s account information. You may give notice to REME at any time by letter sent by letter delivered by registered mail with return receipt to: Tatbeq, LLC, 325 Wilshire Blvd., 2nd Floor, Santa Monica, CA 90401. All notices shall be deemed to have been given four days after mailing or 36 hours after sending by confirmed facsimile, email or posting to the Website. Furthermore, REME complies with the Digital Millennium Copyright Act (“DMCA”). Any notices given pursuant to the DMCA shall be given to REME’s designated agent via email at [email] or via registered US mail sent return receipt to: DMCA Compliance Agent, Tatbeq, LLC, 325 Wilshire Blvd., 2nd Floor, Santa Monica, CA 90401.
Any action related to this Agreement will be governed by California law and controlling U.S. Federal law. No choice of law rules of any jurisdiction will apply. Any disputes, actions, claims or causes of action arising out of or in connection with this Agreement or the Website shall be subject to the exclusive jurisdiction of the state and federal courts located for Los Angeles, California and to arbitration as stated herein. At the request of REME, any controversy or claim related to this Agreement ("Claim") may be resolved by arbitration in accordance with the Federal Arbitration Act (Title 9, U. S. Code) (the "Act"). The Act will apply even though this Agreement provides that it is governed by the laws of California. Arbitration proceedings will be determined in accordance with the Act, the rules and procedures for the arbitration of financial services disputes of JAMS/Endispute, LLC, a Delaware limited liability company or any successor thereof ("JAMS"), except that discovery in said arbitration shall be limited in scope to the specifics of liability on the Claim, and any discovery related to damages calculations or any financials shall be withheld until after liability has been decided by the arbitrator(s). In the event of any inconsistency between the JAMS rules and this paragraph, the terms of this paragraph shall control. The arbitration shall be administered by JAMS and conducted in Los Angeles, California. All Claims shall be determined by one arbitrator; however, if Claims exceed Five Million Dollars, upon the request of REME, the Claims shall be decided by three arbitrators. All arbitration hearings shall commence within ninety (90) days of the demand for arbitration and close within ninety (90) days of commencement and the award of the arbitrator(s) shall be issued within thirty (30) days of the close of the hearing. However, the arbitrator(s), upon a showing of good cause, may extend the commencement of the hearing for up to an additional sixty (60) days. The arbitrator(s) shall provide a concise written statement of reasons for the award. The arbitration award may be submitted to any court having jurisdiction to be confirmed and enforced. The arbitrator(s) will have the authority to decide whether any Claim is barred by the statute of limitations and, if so, to dismiss the arbitration on that basis. For purposes of the application of the statute of limitations, the service on JAMS under applicable JAMS rules of a notice of Claim is the equivalent of the filing of a lawsuit. Any dispute concerning this arbitration provision or whether a Claim is arbitrable shall be determined by the arbitrator(s). The arbitrator(s) shall have the power to award legal fees pursuant to the terms of this Agreement. This paragraph does not limit the right of REME to: (i) exercise self-help remedies, such as but not limited to, setoff; (ii) initiate judicial or nonjudicial foreclosure against any real or personal property collateral; (iii) exercise any judicial or power of sale rights, or (iv) act in a court of law to obtain an interim remedy, such as but not limited to, injunctive relief, writ of possession or appointment of a receiver, or additional or supplementary remedies. In the event of any dispute (whether or not arbitrated), the prevailing party shall be entitled to reasonable costs and attorneys’ fees.
This Agreement represents the parties' entire understanding relating to the use of the Website and supersedes any prior or contemporaneous, conflicting or additional, communications. REME reserves the right to change these Terms or its policies relating to the Website at any time and from time to time, and such changes will be effective upon being posted herein. You should visit this page from time to time to review the then current Terms because they are binding on you. Certain provisions of these Terms may be superseded by expressly designated legal notices or terms located on particular pages of the Website, which may be posted from time to time. Your continued use of the Website after any such changes and/or postings shall constitute your consent to such changes. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision(s) shall be construed to reflect the intentions of the invalid or unenforceable provision(s), with all other provisions remaining in full force and effect. No joint venture, partnership, employment, or agency relationship exists between REME and you as a result of these Terms or use of the Website. You may not assign this Agreement without the prior written approval of REME. Any purported assignment in violation of this section shall be void. REME reserves the right to use Third Party Providers in the provision of the Website and/or the goods, service and/or Materials associated therewith. The failure of either party to enforce any right or provision in this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by such party in writing. In the event of any litigation of any controversy or dispute arising out of or in connection with this Agreement, its interpretation, its performance, or the like, the prevailing party shall be awarded reasonable attorneys' fees and expenses, court costs, and reasonable costs for expert and other witnesses attributable to the prosecution or defense of that controversy or dispute. Any and all rights not expressly granted herein are reserved by REME.
Elements of the Website are protected by copyright, trademark, trade dress and other laws and may not be copied or imitated in whole or in part. No logo, graphic, sound or image from the Website may be copied or retransmitted unless expressly permitted by REME.
The REME trademark and/or other identifiers referenced herein are trademarks of REME and/or its affiliates, and may be registered in certain jurisdictions.
Copyright © 2017 TATBEQ, LLC All rights reserved.
If you have any questions about these Terms, or if you would like to request permission to use any Materials, please contact our Concierge team firstname.lastname@example.org Inquiry or call (833) REME APP
Last modified: November 1, 2017
These Terms of Service (these “Terms of Service”) sets forth the terms and conditions by which you (referred to herein as “Expert,” “You,” “Your” or “Yourself”) agree to make yourself available to TATBEQ, LLC, d/b/a REME (“REME”) to perform massage and wellness services, as an independent contractor, using technology of REME and its licensors.
Please read these Terms of Service carefully before electronically signing at the end, as Your electronic signature will indicate Your agreement to these Terms of Service and the attached Independent Contractor Agreement (Exhibit A), Mutual Agreement to Arbitrate Claims (Exhibit B), and Substance Abuse and Performance Standards (Exhibit C).
1.1. Independent Contractor Agreement. REME shall issue an Independent Contractor Agreement, which is attached hereto as Exhibit A (“Independent Contractor Agreement”), that describes the specific services that You may bid to perform. Each Independent Contractor Agreement will expressly refer to and form a part of these Terms of Service, and will be subject to the terms and conditions contained herein. An Independent Contractor Agreement may be amended or modified solely by REME, prospectively at any time, in its sole discretion.
1.2.Performance of Services. Should you choose to bid to perform services and tasks set forth in an Independent Contractor Agreement and Your bid is accepted, You agree to perform the services and tasks subject to the accepted bid (“Services”) in accordance with the terms and conditions set forth in the Independent Contractor Agreement and these Terms of Service.
2.1. Fees. Your sole compensation for the performance of Services shall be the fees specified in the applicable Independent Contractor Agreement in accordance with the terms set forth therein.
3.1. Independent Contractor. YOU WARRANT, REPRESENT, ACKNOWLEDGE AND AGREE THAT YOU ARE AN INDEPENDENT CONTRACTOR, AND NOTHING IN THESE TERMS OF SERVICE WILL BE CONSTRUED AS ESTABLISHING AN EMPLOYMENT RELATIONSHIP BETWEEN REME, ITS PARENTS, SUBSIDIARIES OR AFFILIATES, AND YOU OR ANY OF YOUR EMPLOYEES OR AGENTS. YOU HAVE NO AUTHORITY TO BIND REME OR ANY OF ITS AFFILIATES BY CONTRACT OR OTHERWISE. YOU SHALL HAVE THE DISCRETION TO DETERMINE THE TIMES OF RENDERING SERVICES AND, SUBJECT TO COMPLIANCE WITH THE REME PLATFORM, THE MANNER AND MEANS BY WHICH YOUR SERVICES ARE ACCOMPLISHED. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THE FOREGOING, YOU AGREE THAT YOU WILL AT ALL TIMES COMPLY WITH APPLICABLE LAW IN THE PERFORMANCE OF THE SERVICES. YOU ENTER INTO THESE TERMS OF SERVICE AND THE AGREEMENTS REFERENCED HEREIN VOLUNTARILY AND WITH FULL KNOWLEDGE AND UNDERSTANDING THAT YOU ARE CONTRACTING AS A SOLE PROPRIETOR OR ENTITY PERFORMING SERVICES AS AN INDEPENDENT CONTRACTOR.
3.2. Taxes; No Employee Benefits. You agree that You will report to all applicable government agencies as income all compensation received by You pursuant to these Terms of Service and any related Independent Contractor Agreement as an independent contractor. You will be solely responsible for payment of all withholding taxes, social security, workers’ compensation, unemployment and disability insurance or similar items required by any government agency as an independent contractor. You agree that You will indemnify, defend and hold REME harmless from and against all damages, liabilities, losses, penalties, fines, expenses and costs (including reasonable fees and expenses of attorneys and other professionals) arising out of or relating to any alleged failure by REME or You to withhold or pay, or the imposition on REME by any governmental authority to pay, any taxes, social security, unemployment or disability insurance, workers’ compensation insurance or similar charges or obligations in connection with compensation received by or payable to You in connection with these Terms of Service based on a classification of You other than as an independent contractor (or as to any such amounts payable by REME attributable to any of Your employees). You and Your employees and agents will not be entitled to any benefits paid or made available by REME to its employees.
3.3. Business Registration. To the extent required by law, You agree to obtain and maintain all necessary licenses, including local business licenses, required for You to operate a business as an independent contractor.
3.4. Background Checks. REME reserves the right to require, and You hereby authorize REME to obtain, background checks as a condition of Your performance of the Services, including criminal and motor vehicle background checks, to be conducted either by REME or through third party service providers both at the inception of Your relationship with REME and periodically thereafter as deemed appropriate by REME or as required by REME’s customers.
3.5. Substance Abuse. You acknowledge that, in order to be eligible to bid to perform certain Services You are requested to enter into the Substance Abuse and Performance Standards Agreement.
3.6. Equipment. You are responsible for supplying and obtaining, at Your sole expense, all equipment required to perform Services. You understand and acknowledge that this is a material ongoing investment of capital in your business as an independent contractor and is a material consideration for REME to enter into these Terms of Service with You. You acknowledge that Your failure to possess all equipment necessary for You to perform Services, which equipment shall be fully-functional and logged-in as described in the Independent Contractor Agreement, is a material breach of these Terms of Service and may result in You being ineligible to receive certain incentives as described in the Independent Contractor Agreement.
3.7. Your Relationship with Clients. You acknowledge and agree that your provision of Personal Care Treatments to Clients creates a direct business relationship between you and the Client. REME is not responsible or liable for the actions or inactions of a Client in relation to you or your activities. You shall have the sole responsibility for any obligations or liabilities to Clients or third parties that arise from your provision of Personal Care Treatments. You acknowledge and agree that you are solely responsible for taking such precautions, as may be reasonable and proper (including maintaining adequate insurance that meets the requirements of all applicable laws) regarding any acts or omissions of a Client or third party. You acknowledge and agree that REME may release your contact and/or insurance information to a Client upon such Client’s reasonable request. You acknowledge and agree that you may not perform Personal Care Treatments on any other persons who may be present, unless those persons contact REME to obtain REME Services during the performance of Personal Care Treatments for such Client.
4.1 REME Confidential Information. For purposes of these Terms of Service, “REME Confidential Information” means and will include: (i) any information, materials or knowledge regarding REME and its business, business plans, financial condition, products, customers, suppliers, partners, software or technology that is disclosed to You or to which You have access in connection with performing Services; and (ii) the terms and conditions of these Terms of Service. REME Confidential Information will not include any information that: (a) is or becomes part of the public domain through no fault of Yourself; (b) was rightfully in Your possession at the time of disclosure, without restriction as to use or disclosure; or (c) You rightfully receive from a third party who has the right to disclose it and who provides it without restriction as to use or disclosure. You agree to hold all REME Confidential Information in strict confidence, not to use it in any way, commercially or otherwise, not to disclose it to others, except to the extent necessary to perform Services, and not to disparage REME to third parties based on Your access to, or through the use of, REME Confidential Information. You further agree to take all actions reasonably necessary to protect the confidentiality of all REME Confidential Information. You agree that access to REME Confidential Information will be limited to Your employees or Your other authorized representatives who need to know the information in connection with the provision of Services, and who have signed agreements with You obligating them to maintain the confidentiality of REME Confidential Information disclosed to them. You further agree to inform such employees and authorized representatives of the confidential nature of REME Confidential Information, and You agree to take all steps necessary to ensure that the terms of these Terms of Service are not violated by them.
5.1. Generally. You represent, warrant and agree that:
5.2. Non-Solicitation of REME Employees. During the term of these Terms of Service and for a period of one (1) year thereafter, You and Your employees and agents will not directly or indirectly solicit or attempt to induce any employee of REME or its affiliates to leave their employment with REME or its affiliates.
6.1. Generally. You represent, warrant and agree that:
6.2. Limitation of Liability. REME AND ITS AFFILIATES WILL NOT, UNDER ANY CIRCUMSTANCES, BE LIABLE TO YOU FOR SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS) IN ANY WAY RELATED TO PERFORMANCE OF SERVICES OR THESE TERMS OF SERVICE, REGARDLESS OF THE LEGAL OR EQUITABLE THEORY ON WHICH THE DAMAGES ARE SOUGHT.
6.3. Assumption of Risk and Limitation of Liability are the Basis of the Bargain. THE ASSUMPTION OF RISK IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN REME AND YOU. THE LIMITATION OF LIABILITY SET FORTH ABOVE IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN REME AND YOU.
6.4 Required Insurance. REME may require that You maintain in effect certain insurance coverages as a condition to performing Services. These insurance coverages shall be specifically designated in the Independent Contractor Agreement. It is Your sole responsibility to obtain and provide evidence of insurance coverages to REME as a condition to performing Services and accepting Jobs offered over the REME Platform. Any liability allocated to You under the these Terms of Service and any applicable Independent Contractor Agreement shall not be limited by such coverages or to insurance proceeds therefrom.
7.1. Effective Date. The provisions of these Terms of Service are effective immediately and shall remain in effect throughout Your performance of Services. You are under no obligation to bid to perform any Services provided in an Independent Contractor Agreement, and REME is under no obligation to accept any bid You may submit to perform Services.
7.2. Termination. Your provision of Services pursuant to these Terms of Service shall conclude at the end of the time period set forth in the Independent Contractor Agreement, including any renewals that are mutually acceptable to You and REME. Notwithstanding the foregoing, either party can terminate these Terms of Service at any time for material breach thereof, immediately upon providing notice to the other party of the material breach.
7.3. Survival. The rights and obligations of the parties under these Terms of Service will survive after the conclusion of Your performance of Services pursuant to these Terms of Service.
7.4. Dispute Resolution. A separate “Mutual Dispute Resolution Agreement” has been separately provided to You to review and sign (the “Mutual Dispute Resolution Agreement”). The terms of the Mutual Dispute Resolution Agreement are incorporated herein by reference.
8.1. Assignment. You may not assign or transfer Your performance of Services pursuant to these Terms of Service, in whole or in part, without REME’s express prior written consent. Any attempt to assign or transfer without such consent will be void. Subject to the foregoing, these Terms of Service will bind and benefit the parties and their respective successors and assigns.
8.2. Governing Law. These Terms of Service (including the agreements and policies attached as Exhibits hereto) are governed by and are to be construed in accordance with the laws of the State of California, excluding its body of law controlling conflict of laws. Notwithstanding the preceding sentence with respect to applicable substantive law, the parties have entered into a separate Mutual Dispute Resolution Agreement, which shall be governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16).
8.3. Severability. If any provision of these Terms of Service is held invalid or unenforceable by a court of competent jurisdiction, the remaining provisions of these Terms of Service will remain in full force and effect, and the provision affected will be construed so as to be enforceable to the maximum extent permissible by law.
8.4. Waiver. The failure by either party to enforce any provision of these Terms of Service will not constitute a waiver of future enforcement of that or any other provision.
8.5. Notices. All notices required or permitted under these Terms of Service will be in writing, will reference these Terms of Service, and will be deemed given: (i) when delivered personally; (ii) on the next day after being sent by electronic mail unless the sender is notified that the electronic mail address is invalid; (iii) one (1) business day after deposit with a nationally-recognized express courier, with written confirmation of receipt; or (iv) three (3) business days after having been sent by registered or certified mail, return receipt requested, postage prepaid. All such notices will be sent as follows: (a) to REME at 325 Wilshire Boulevard, Suite 210, Santa Monica, California 90401; (b) to You at the addresses provided by You when creating an account on the REME Platform; or (c) to such other address as may be specified by either party to the other party in accordance with this Section.