App Terms and Conditions

1. Overview of our Terms of Use

These Terms of Use (“Terms”) govern the use of our website refrsports.com. (the “Site”), our mobile software application (the “App” or “Application”), as well as other website content, social media content channels, products, goods, services, promotions, software, technology and any related online documentation (“Documentation”), Refr Works (defined below) or other materials that we may provide through the Site, as well as other services that link to, or contain references to, this document and are published or made available by us and the service(s) you connect to via the App and the content we provide to you through it as applicable (all of the foregoing collectively referenced hereinafter as “Services”). Please read these Terms carefully. These Terms do not govern sites, applications, destinations, or services linked from the Site or Services that we do not own or control.

You can access the Terms any time in the footer of the Site’s home page, via the menu button or on the Site description screen, or as otherwise indicated depending on the Services you are using. BY ACCESSING, VISITING, OR USING THE SITE OR SERVICES, YOU CONSENT TO THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, PLEASE IMMEDIATELY CEASE USE OF THE SITE AND ANY OTHER OF THE SERVICES GOVERNED BY THESE TERMS. WE ADVISE THAT YOU PRINT OR RETAIN A DIGITAL COPY OF THESE TERMS FOR FUTURE REFERENCE.

The Services may also be controlled by the App Store and Play Store’s rules and policies. You should review the respective store’s terms of use before downloading and installing any application(s).

In addition to reviewing the Terms of Use, please also review our Privacy Notice (“Privacy Notice”) and any other terms that may be posted elsewhere in the Services or otherwise communicated to our users through the Site or Services because the Privacy Notice and Terms of Use are a part of the Agreement between you and us.

Additional terms will apply to any transactions you make through our Site or Services, and such will be provided during the specific process (for example, if you purchase products or services for sale on the Site). Those terms may vary from the Terms provided herein.

IF YOU ARE UNDER 18 YEARS OF AGE, YOU MUST ACCESS AND/OR USE THE SITE AND/OR SERVICES ONLY WITH THE INVOLVEMENT OF YOUR PARENT OR GUARDIAN.

Our App and Site have recently been released for public use and may contain bugs, errors, defects, or harmful components. Accordingly, we are providing the Services to Users “as is.” We make no warranties of any kind with respect to the Services, whether express, implied, statutory, or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, or non-infringement.

2. Changes to These Terms

We may, in our sole and absolute discretion, change these Terms or our Privacy Notice from time to time to comply with laws or to meet our changing business requirements. These revisions shall be effective for new users immediately upon being posted to the Services; however, for existing customers, the applicable revisions shall be effective thirty (30) days after posting unless otherwise stated. If you do not agree with any of the changes, you must discontinue using any and all Services. By continuing to use our Site or any other of our Services after any changes are posted, you expressly accept any applicable changes. Please note our employees, customer service representatives, or other agents are not authorized to modify any provision of these Terms, either verbally or in writing.

3. Refr Intellectual Property; Limited License to the Services

Our Site, Services, products, Documentation, information, and other content (“Refr Works”) that we have created are intellectual property owned by us and are protected by the copyright laws of the United States and other countries. These Refr Works are provided to you under license pursuant to the following terms unless otherwise indicated expressly and in writing; you do not acquire any interest in any of the Refr Works other than the rights licensed to you by the Terms below.

For registered account holders who use our Services that enable you to access, view, download, share or use the Refr Works in any fashion, we grant you a limited, revocable, non-exclusive, non-sublicensable, non-transferable license to access and use the specific Refr Works FOR YOUR PERSONAL, NON-COMMERCIAL USE SUBJECT TO ACCOUNT RESTRICTIONS AND GUIDELINES AS PROVIDED HEREIN OR ELSEWHERE. None of these Refr Works may be copied, shared, or distributed at any time except as expressly provided on the Site or Services (for example, permissible downloading or sharing of any informational materials).

Any ideas, suggestions, concepts, business information, or inventions that you submit to us via email or through its Services , you automatically grant or warrant that the owner of such content or intellectual property has expressly granted to us a royalty-free, irrevocable, worldwide, non-exclusive, perpetual, to license to use, reproduce, create derivative works from, modify, adapt, publish, edit, translate, distribute, perform, sublicense (through multiple tiers) and publicly display such submission or User Content in any media or medium, or any form, format, or forum now known or hereafter developed. If you wish to keep any ideas, suggestions, concepts, business information, or inventions private or proprietary, then do not submit them to us or through our Services.

Any use of Site, Services, or Refr Works other than as specifically authorized by these Terms, without our prior written permission is strictly prohibited and will automatically terminate the license granted herein without any further action by us. Such unauthorized use may also violate applicable laws such as (but not limited to) copyright and trademark laws. This license is revocable at any time.

4. Trademark Notices

The trademark REFR SPORTS™, the Refr Sports logo, and other website marks, graphics, logos, designs, page headers, button icons, scripts, and service names that we use are trademarks or trade dress of Refr in the U.S. and/or other countries. Our trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion and may not be copied, imitated, or used, in whole or in part, without our prior written permission. All other trademarks and logos on our Site or other of our Services are the property of their respective owners.

5. Users under the age of 18

The Services are primarily intended for users who are 13 years of age or older. Users who are ages 13 through 17 must have the permission of, and be directly supervised by, their parent or guardian to use the Site. Users under the age of 13 may not create an account on the Site or Services. If we become aware that a user under 13 years of age has created an account, we will take action to delete the account and any related user data.

6. User-Generated Content; Content License

Certain areas of the Services may allow users to post or upload information, data, text, photographs, graphics, messages and/or other content (“User-Generated Content”). You agree that all of your User-Generated Content will comply with the requirements of this Agreement. You acknowledge and agree that User-Generated Content and any and all liability arising from User-Generated Content is the sole responsibility of the user who posted the content and not Refr. In addition, you understand that by using the Refr Services, you may be exposed to User-Generated Content that may be personally sensitive in nature. While Refr attempts to maintain a respectful online community, it does not guarantee the accuracy, integrity or quality of any User-Generated Content. Under no circumstances will Refr be liable in any way for any User-Generated Content, including, but not limited to, for any errors, omissions or misrepresentations in any User-Generated Content, or for any loss or damage of any kind incurred as a result of the use of, or arising from, any User-Generated Content.

If you do choose to post content through our Services, please do not do so unless you understand that your User-Generated Content may be made available publicly. You should not assume that you are anonymous online and cannot be identified by your User-Generated Content

When, as applicable, you provide User-Generated Content to Refr through the Services, or grant Refr the ability to access your User-Generated Content on third-party sites, you grant Refr a non-exclusive, worldwide, royalty-free, sub-licensable, transferable and perpetual right and license to use, host, store, cache, reproduce, publish, display (publicly or otherwise), perform (publicly or otherwise), distribute, transmit, modify, adapt (including, without limitation, in order to conform it to the requirements of any networks, devices, services, or media through which the Services are available), and create derivative works of, such User-Generated Content. The rights you grant in this license are for the limited purposes of allowing Refr to operate the Services in accordance with their functionality, improve the Services, and develop new Services. The reference in this license to "creat[ing] derivative works'' is not intended to give Refr a right to make substantive editorial changes or derivations, but does, for example, enable reposting, which may allow Refr users to redistribute User-Generated Content in a manner that allows them to add their own text or other content before or after your User-Generated Content (such as comments).

7. Referee Assignor Services

If you are a referee assignor using our Services, you agree that the following terms apply to you:

• A. You are using our Services and Refr Works to provide referee-assigning services to your paired sports organizations.
• B. You acknowledge that we are not responsible or liable for the provision of referee services, service requests from sports organizations, or acts or incidents of anyone, including referees, that occur as a result of referee services. Further, Refr is not responsible for the quality of the referees or referee services assigned through our Services.
• C. The referee-assigning opportunities you have will be directly related to any and all off-Site agreements you have with your sports organizations. You can create the games or work orders on the “Games” page of the App or on the Site.
• D. You understand that all referees in your pool on the Site are NOT employees of Refr Sports and that they are entering into an agreement with you, NOT Refr. You are responsible for all agreements with referees, including but not limited to, independent contractor agreements you enter into with referees other than through our Services.
• E. As a referee assignor, you have the ability to create games on behalf of a paired sports organization. You understand that the organization will be charged the total cost of the service(s), including referee compensation, your assigning fee, and Refr’s fee. You agree and confirm that all compensation you are providing to referees on behalf of a paired organization and the compensation you are receiving has been agreed upon with the paired organization and that the organization is aware of all compensation being paid to referees and to you.
• F. Refr is not your employer. You agree that you are providing services on behalf of your paired sports organizations, and not as a Refr employee. You are not entitled to any bonus, overtime pay, holidays, pensions, or any other benefits from us. Further, nothing in these Terms will make you a Refr employee, partner, or agent. You agree not to represent yourself as holding any of those titles. You are fully responsible for any liability and further agree to exclude us from any liability, including expenses for any and all employment-related claims or claims based on worker status brought by you against Refr in connection with the provision of referee services.
• G. You agree not to provide any compensation to referees or charge assigning fees to a paired organization before getting their consent to do so
• H. You are solely responsible for any and all federal and state income tax obligations, as well as any and all social security and other employment-related expenses (if applicable), incurred as a result of payment you receive from a sports organization for referee assigning services.
• I. All assignor, referee, and organizer accounts are independently controlled and managed. No users have control or governance over other users or user types. You expressly acknowledge that sports organizations are not obliged to pair with you or request assigning services from you. Further, you are not obligated to provide any referee-assigning services or any particular sports organization.
• J. You will receive payment through a third-party processor, such as Stripe (Stripe, Inc.), every week for relevant services provided from the previous week. You may be able to cash out your pay earlier at any time, pending the availability of our instant cashout offering. If you cash out your relevant pay before the end of the week, you agree to pay the fees that the Refr charges for early cash-out. Note: the day of the week may be subject to change, but the payment day will be consistent on the same day of the week.
• K. You may terminate your account with us at any time. However, you will be bound by the Terms herein for your actions occurring prior to account closure.
• L. Refr retains the right to terminate or remove you from our Site or Services at any time, for any reason.
• M. You agree to provide referee-assigning services to sports organizations in accordance with all applicable laws and regulations, and the Terms of this Agreement.
• N. You agree to provide accurate information about yourself, including your referee-assigning experience.

8. Referee Services

If you are a referee using our Services, you agree that the following terms apply to you:

• A. You are using our Services to receive game assignment requests from your paired referee assignors.
• B. You acknowledge that we are not responsible or liable for the provision of referee services, service requests from sports organizations, or acts or incidents of anyone, including referees, that occur as a result of referee services. Further, Refr is not responsible for the quality of the referees or referee services assigned through our Services.
• C. The list of games and events available and assigned to a referee will be based on the referee’s relationships with referee Assignors on the Site. Referee assignors will dictate the games available to a referee. These available games can be found on the “My Games” page of the App or on the Site.
• D. Refr is not your employer. You agree that you are providing services on behalf of your paired assignors and not as a Refr employee. You are not entitled to any bonus, overtime pay, holidays, pensions, or any other benefits from us. Further, nothing in these Terms will make you a Refr employee, partner, or agent. You agree not to represent yourself as holding any of those titles. You are fully responsible for any liability and further agree to exclude us from any liability, including expenses for any and all employment-related claims or claims based on worker status brought by you against Refr in connection with the provision of referee services.
• E. You are solely responsible for any and all federal and state income tax obligations, as well as any and all social security and other employment-related expenses (if applicable), incurred as a result of payment you receive from a Referee Assignor.
• F. All assignor, referee, and organizer accounts are independently controlled and managed. No users have control or governance over other users or user types. Further, you acknowledge that referee assignors are not obliged to approve you joining their pool or making any game or event available to you, and as such, we do not guarantee that you will be approved by a Referee Assignor to provide services. Further, you are not obligated to provide any referee services for any particular referee assignors.
• G. You will receive payment every week through a third-party processor, such as Stripe (Stripe, Inc.), for relevant services provided from the previous week. You may be able to cash out your pay earlier at any time, pending the availability of our instant cashout offering. If you cash out your relevant pay before the end of the week, you agree to pay the fees that Refr charges for early cash-out. Note: the day of the week may be subject to change, but the payment day will be consistent on the same day of the week.
• H. You may terminate your account with us at any time. However, you will be bound by the Terms herein for your actions occurring prior to account closure.
• I. You understand that you can be terminated and/or removed from our Site for a violation of any Terms of this Agreement. In addition, Refr retains the right to terminate a user account at any time, for any reason.
• J. You agree to provide the referee services to referee assignors in accordance with all applicable laws and regulations, and the Terms of this Agreement.
• K. You agree to provide accurate information about yourself, including your referee experience and date of birth.
• L. You acknowledge that referee services are physically demanding. It is up to you to determine if you are physically fit to perform all required referee duties. Please consult your physician. We are not responsible for any injury or effects you sustain during the delivery of referee services.

9. Organizer Services

If you are an organizer or represent a sporting organization using our Services, you agree that the following terms apply to you:

• A. You agree and acknowledge that we are not responsible for the quality of referee services facilitated by your paired referee assignor(s) and provided to you by the assignor's paired referees. The referee assignors have ensured us that the information they have provided about themselves is accurate. However, it is up to you to use your own judgment when it comes to allowing a referee assignor to manage your organization's refereeing needs
• B. You have the responsibility to pay all amounts in U.S. dollars to the referee, referee assignors, and all agreed-upon Refr fees (both service and transaction). These expenses will be communicated to you via the Site or the App.
• C. You promise that your linked payment method is reliable and has sufficient funds to pay for all referee assignments your paired referee assignor is creating on your behalf. We track and forecast your spending to assist you in this and based on these illustrated totals. You agree that your payment method has sufficient funds to pay the amount by the associated due date for payment, which will be 48 hours after the end of each week, which will be Tuesday at 11:59 PM CT.
• D. You understand that any and all of your paired referee assignors have the full ability to create games, pay referees, and charge their own referee-assigning fees on your organization's behalf. Your paired assignor can, for example, create a game that pays a referee $50, pays them as assignor a $5 fee, and has this aggregate total charged to your organization's payment method.
• E. You understand that your provided payment method will be charged the aggregate total of referee compensations, referee assignors fees, and Refr fees each week.
• F. You understand that you will only be charged after services for the respective referee assignment are completed. We give your referee assignor a 48-hour period to edit games, so should there be any disputes in compensation or services fulfilled, you have 48 hours to communicate with your assignor and request correction. You recognize that Refr is not responsible for handling any such disputes. Further, you recognize that once a charge is made, you will not be entitled to any refund under any circumstances. You may contact us directly if you believe that a refund is warranted, and we will work with you on the process manually, but no refund is ever guaranteed, regardless of the circumstances.
• G. You may terminate your account with us at any time. However, you will be bound by the Terms herein for your actions occurring prior to account closure.
• H. You understand that you can be terminated and/or removed from our Site for a violation of any terms of this Agreement. In addition, Refr retains the right to terminate a user account at any time, for any reason.
• I. You acknowledge and agree that we do not guarantee a referee to work your games nor an assignor to help you manage your referee needs. The referee assignors are not obligated to accept pairing requests nor provide you services after pairing. It is up to the referee assignor to decide if they wish to assist your organization.
• J. You are further aware that you are not required to accept any particular referee assignor to work with you. You have the right to cancel or reject a referee assignor’s request to assign for your organization.

10. No Referee, Referee Assignor, or Sports Organization Endorsement

We do not endorse, certify, or verify the accuracy of claims made by referees, referee assignors, or organizers accessible through the Site. The Site is akin to a directory and compilation of data and information, the access and use of which is at your own risk and discretion. We may reserve the right to investigate and remove users who participate in fraudulent activity related to the Site or Services, and we will do our best to do so. However, we are not obligated nor promise to remove any such users. You agree that we are not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such third parties on the App and Services.

11. User Conduct

You may only use the Site and Services for lawful purposes, and you must not use them in a way that infringes the rights of anyone else or that restricts or inhibits anyone else's enjoyment of any Services. In using any Services, and in particular, our Site or App, you expressly acknowledge you are prohibited from, and agree that you will not without our prior express written consent:

• A. copy, reproduce, or improperly use or access any content you access or obtain from the Site or the Services;
• B. modify, distribute, re-post or sell any content you access or obtain from the Site or the Services except as permitted on the Site or Services;
• C. circumvent or disable any content protection system or digital rights management technology used with any Services;
• D. decompile, reverse engineer, disassemble or otherwise reduce any Services to a human-readable form;
• E. remove identification, copyright or other proprietary notices in or on the Refr Works;
• F. use the content on our Site for any commercial exploitation whatsoever;
• G. disrupt or interfere with the security of, or otherwise abuse, our Site, or any of our Services, system resources, accounts, servers, or networks connected to or accessible through the Site or affiliated or linked sites;
• H. access content, data or portions of our Site or Services that are not intended for you, or log onto a server or account that you are not authorized to access;
• I. attempt to probe, scan, or test the vulnerability of the Services, including websites, applications, or any associated system or network, or breach security or authentication measures without proper authorization;
• J. access any Services or our Refr Works through any automated means, such as “robots,” “spiders,” or “offline readers”;
• K. interfere or attempt to interfere with the use of our website or Applications or the Services by any other user, host or network, including, without limitation by means of submitting a virus, overloading, "flooding," "spamming," "mail bombing," or "crashing";
• L. use any data mining, “scraping”, web crawling, robots, or similar data gathering and extraction methods on our Site;
• M. send automated queries of any sort to our Services, including meta-searching and “offline” searches of our Site;
• N. harass, “stalk”, disrupt or interfere with any other user's enjoyment of our Site or affiliated or linked sites;
• O. post or submit any content or other data that is libelous, defamatory, threatening, obscene, invasive of privacy, abusive, illegal, objectionable, fraudulent or will otherwise violate the rights of third parties;
• P. upload, post, or otherwise transmit through or on our Services any viruses or other harmful, disruptive, or destructive files;
• Q. use, frame, or utilize framing techniques to enclose any Refr trademark, logo, or other proprietary information (including the images found at our Site, the content of any text, or the layout/design of any page or form contained on a page) without our express written consent;
• R. use meta tags or any other "hidden text" utilizing our name, trademark, or product name without our express written consent;
• S. deep-link to our Site without our express written consent;
• T. create or use a false identity on our Services, share your account information, or allow any person besides yourself to use your account to access our Services (except as permitted in on the Site);
• U. harvest or otherwise collect information about our users, including email addresses and phone numbers;
• V. download, “rip,” or otherwise attempt to obtain unauthorized access to any Services, content or other materials; and
• W. post any copyrighted material unless the copyright is owned by you or unless you have an express license from the copyright owner permitting such posting.

12. Modifications to Refr Services

We reserve the right at any time and from time to time to modify, suspend, discontinue, or terminate the Refr Services (or any part thereof) with or without notice. You agree that we will not be liable to you or to any third party for any modification, suspension, discontinuation, or termination of the Refr Services.

13. Termination of Your Access to Refr Services

You agree that we, in its sole discretion, may terminate your access to any of the Refr Services, and/or remove, discard, or modify any User-Generated Content within the Services, for any reason, including, without limitation, for lack of use or if we believe that you have violated or acted inconsistently with the letter or spirit of these Terms. You agree that any termination of your access to the Services may be affected without prior notice and acknowledge and agree that we may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Services. If you use the Site in violation of these Terms, we may, in its sole discretion, retain all data collected from your use of the Site. Further, you agree that we shall not be liable to you or any third party for the discontinuation or termination of your access to the Services, or collection of information notwithstanding in the case of your violation of this Agreement, even if advised of a claim for damages.

14. Third-Party Links and Services

Our Site may contain links to other websites, applications or services. We may also feature goods and services of third parties on one or more of our social media feeds or channels. These links are provided as a convenience to you and as an additional avenue of access to the information contained therein. We have not necessarily reviewed the information on those other sites and are not responsible for the content of those other sites or any products or services that may be offered through other sites. Inclusion of links to other sites should not be viewed as an endorsement of the content of linked sites. Further, your dealings with any third parties found on or through the Services, the purchase of goods or services, and any terms, conditions, warranties, or representations associated with such activities, including privacy terms, are solely between you and the third party. You agree that Refr will have no liability for any loss or damage of any kind incurred as a result of any activities you undertake in connection with the use of or reliance on any content, goods, services, information or other materials available, or through such third parties, through the Site or Services.

15. Privacy Notice

As noted elsewhere herein, the data that we obtain from you through your use of any of the Services, is subject to our Privacy Notice. The Privacy Notice can be viewed on our Privacy Notice page on www.refrsports.com. The Privacy Notice and our Terms of Use govern our collection and use of the information you provide to us, including our respective rights relative to that information. Please review the applicable Privacy Notice before you use the Services. If you are unwilling to accept our Terms of Use and Privacy Notice, please do not use our Services.

16. Releases

You hereby release and discharge Refr and any affiliates (the “Refr Affiliates”) from any and all claims, suits, rights of action, losses, charges, damages, demands, debts, or causes of action, in law or in equity, that you have, or may come to have, against Refr and/or the Refr Affiliates, arising out of, or relating to, your use of the Services. You understand and agree that this Release is a condition precedent to your access to the Services.

You acknowledge that you are aware of Section 1542 of the California Civil Code, which provides that “a general release does not extend to claims which the creditor [or claimant] does not know or suspect to exist in his/her favor at the time of executing the release, which, if known by him/her, must have materially affected his/her settlement with the debtor [or opposing party].” Nonetheless, it is your intent to release Refr and the Refr Affiliates, fully and finally. You hereby waive any benefits you may have pursuant to California Civil Code Section 1542 to the fullest extent permitted by law and assume the risk of any and all claims against Refr and the Refr Affiliates, or any of them, which you do not know or suspect to exist whether through ignorance, oversight, error or otherwise.

17. Limitation of Liability

YOU UNDERSTAND AND AGREE THAT REFR IS NOT LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, ANY LOSS OF USE, LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, COST OF PROCUREMENT OF SUBSTITUTE SERVICES, OR ANY OTHER INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, HOWSOEVER CAUSED, AND ON ANY THEORY OF LIABILITY, WHETHER FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), OR OTHERWISE RESULTING FROM: (1) THE USE OF, OR THE INABILITY TO USE, THE SITE OR SERVICES, (2) THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES OR PRODUCTS, (3) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA USE,(4) THE STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON OR IN OUR SITE OR OTHER SERVICES, (5) RELIANCE ON CONTENT OR USER-GENERATED CONTENT OR POSTINGS ON OR IN OUR SITE OR SERVICES, OR (6) ANY OTHER MATTER RELATING TO OUR SITE OR SERVICES. THESE LIMITATIONS WILL APPLY WHETHER OR NOT REFR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. EXCEPT AS REQUIRED BY THE INDEMNITY PROVISIONS HEREIN, IN NO EVENT WILL REFR’S DIRECT LIABILITY HEREUNDER EXCEED $100.00.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

18. Indemnification

You agree to indemnify, defend and hold harmless, Refr and our Affiliates, our officers, directors, employees, contractors, agents, licensors and suppliers, from and against any and all losses, liabilities, expenses, damages and costs, including reasonable attorneys' fees and court costs, arising or resulting from any violation or breach of these Terms of Use. If you cause a technical disruption of any of our Services, or the Site or the systems that the Services or Site are hosted on, you agree to be responsible for any and all losses, liabilities, expenses, damages and costs, including reasonable attorneys' fees and court costs, arising or resulting from that disruption.

19. International Users

Our website is controlled, operated, and administered by Refr from its offices within the United States of America. We recognize that it is possible for you to obtain access to the Services and Site from any jurisdiction in the world, but we have no practical ability to prevent such access. The Services and Site have been designed to comply with the laws of the State of Minnesota and of the United States. Refr makes no representation or warranty that the materials contained within our website are appropriate or available for use at other locations outside of the United States, and access to them from territories where the contents or products available through the website are illegal is prohibited.

By accessing or otherwise using the Site and Services, you represent and warrant that: (a) your access to and use of the Services, or any content or software therein, will comply with any and all requirements in these Terms; (b) you are not located in a country that is subject to a U.S. government embargo, or that has been designated by the U.S. government as a terrorist supporting country, and that you are not listed on any U.S. government list of prohibited or restricted parties; and (c) you will comply with all applicable local, national, and international laws, rules, regulations and ordinances in connection with your use of any of our Site or Services.

Privacy provisions applicable to persons in the EU, UK, Brazil, California, Colorado, Connecticut, Utah, Virginia, Australia and other places may be found in our Privacy Notice.

20. DMCA Copyright Policy

We respect the intellectual property rights of others, and we require users of our Site and Service to do the same. Site and Service users remain the original copyright owner in all content provided to the community. Use of the material in a manner that is inconsistent with the Terms of Use set forth herein is strictly prohibited.

We have adopted the following policy concerning copyright infringement in accordance with the Digital Millennium Copyright Act ("DMCA"), as codified in 17 U.S.C § 512. The contact information for our designated agent to receive notification of claimed copyright or intellectual property infringement ("Copyright Agent") is listed at the end of this policy.

If you believe in good faith your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, please provide the following DMCA requirements to our Copyright Agent:

• Information reasonably sufficient for us to contact you: name, address, phone and email address (if available);
• A description of the copyrighted work or intellectual property that you claim has been infringed, or if multiple works, a listing of such works;
• Information reasonably sufficient to permit us to locate your work on the site;
• A statement, made by you, that you have a good faith belief that the disputed use of the material is not authorized by the copyright owner, its agent or the law;
• A statement by you, made under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner, or authorized to act on the copyright owner's behalf;
• A physical or electronic signature of the copyright owner, or a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Upon receiving a proper notification of alleged copyright infringement as described above, we will remove or disable access to the allegedly infringing content and promptly notify the alleged infringer of your claim. Please submit your statement to us by mail or email as set forth below:

21. Governing Law; Dispute Resolution

As the Services and Site are controlled by Refr from Minnesota, you agree that Minnesota and U.S. law will apply regardless of your residence or the location where you use the Site and Services. In the event of any controversy or claim arising out of or relating to these Terms or the breach thereof (“Dispute”), the Parties agree to negotiate for a period of thirty (30) days following a party’s notice of such Dispute. In the event that negotiation does not resolve the Dispute, the Parties agree that such Dispute shall be settled by arbitration in Hennepin, MN before a single arbitrator knowledgeable in commercial contracts and administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

22. Limitation of Actions Brought Against Refr

You agree that any claim or cause of action arising out of your use of the Services or these Terms must be filed within one year after such claim or cause of action arose or it shall forever be barred, notwithstanding any statute of limitations or other law to the contrary. Within this period, any failure by Refr to enforce or exercise any provision of this Agreement or related right shall not constitute a waiver of that right or provision.

If you have any questions or concerns with respect to the Site, Services, or these Terms, you may contact a Refr representative at: