Terms of Use. Rheaply, Inc. ("Rheaply") appreciates your interest in our company and your visit to our website: https://www.rheaply.com (the "Site"). Use of the Site is governed by these Terms of Use (these "Terms of Use"). Please read and review these Terms of Use carefully before accessing or using the Site. By accessing or using the Site, you acknowledge that you have read, understand and agree to these Terms of Use. If you do not agree to the Terms of Use, you may not access or use the Site.

About the Site. The Site is a collaborative marketplace that allows users, among other things, to list, offer, exchange, trade, and donate supplies, equipment and services (the "Service"). Rheaply does not have, and will not take, title to, or an ownership interest in, any of the listings on the Site. Any contract for exchange, trade or donation on the Site is strictly between users. Rheaply is not and will not be directly involved in any transaction between users. RHEAPLY DOES NOT GUARANTEE AND CAN NOT AND DOES NOT EXERCISE ANY CONTROL OVER THE EXISTENCE, QUALITY, SAFETY, OR LEGALITY OF LISTINGS ON THE SITE. USERS ARE RESPONSIBLE FOR VERIFYING THE EXISTENCE QUALITY, SAFETY, AND LEGALITY OF THE LISTINGS ON THE SITE. RHEAPLY CAN NOT AND WILL NOT ENSURE THAT USERS COMPLETE A TRANSACTION.

Transactions. As an express condition to listing or otherwise transacting on the Site, you agree: (a) to accurately describe the items or services listed on the Site; (b) to not manipulate or attempt to manipulate third party listings on the site; (c) to maintain accurate user account information and to be responsible for your User Content (as defined below); (d) to consummate transactions once listings are validly exchanged, traded or donated on the Site by you; and (e) to otherwise comply with these Terms of Use and applicable law.

Registration and Account. Accessing the Site requires registration and the creation of a user account. You agree to be responsible for maintaining the confidentiality of user names, passwords, security questions and answers, or other account identifiers associated with your user account, and for all activities that occur under your user account. You agree to promptly notify Rheaply of any unauthorized use of your user account.

User Content. The Site allows you to upload certain content to the Site (such content, the "User Content"). You agree and consent to our use of User Content in our sole discretion (including the decision to delete such User Content), and you agree that any such User Content will comply with all applicable laws and will not include any obscene, indecent, defamatory, abusive, libelous or other similar language. We do not endorse and are not responsible for the quality, accuracy or appropriateness of any User Content, and make no representations concerning the accuracy of any User Content. Rheaply is not responsible for actively monitoring the User Content, and, for this reason, it is essential that you promptly report any abuse, misuse or violation of these Terms of Use to: info@rheaply.com.

Links to Other Websites. The Site may include links to other websites or other sources of information. Rheaply has neither reviewed the contents of these third-party websites nor claims any responsibility for the content or suitability of these third-party websites. Rheaply makes no express or implied warranty about the accuracy, copyright compliance, legality, merchantability, or any other aspect of the content of such links. The inclusion of links does not imply endorsement of the websites by Rheaply or any association therewith.

Infringement; Digital Millennium Copyright Act. Allegedly infringing materials on the Site may be removed or suspended in our discretion or as required by law. Repeated infringement by a user of the Site may result in a termination of that user's access to and use of the Site. The Digital Millennium Copyright Act of 1998 provides recourse for copyright owners who believe that material posted on Internet sites infringes their rights under U.S. copyright law. If you believe that items, information or other materials appearing on the Site infringes your copyright, you may send a notice requesting that the item, information or material be removed, or access to it blocked, to: info@rheaply.com.

Intellectual Property Rights. All material on the Site is owned or licensed by Rheaply and is protected by United States and international intellectual property laws. The text, images, graphics, and their arrangement on the Site are all subject to copyright and other intellectual property protection. The Site contains copyrights, trademarks, and other intellectual property rights owned by Rheaply or third parties that have licensed their materials to us. Rheaply reserves all of its intellectual property rights in the Site, and these Terms of Use do not grant you any right or license with respect to any such intellectual property. You may not copy, reproduce, modify, republish, transmit or distribute any such intellectual property without our express written permission.

Interference. As a condition of your use of this Site, you agree not to interfere with the operation of the Site or to attempt to circumvent any technical measures of the Site. Use of bots or other automated means to access or use the Site is strictly prohibited.

DISCLAIMER OF WARRANTY. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED HEREIN, THE SITE, ALL CONTENT OF THE SITE AND ALL SERVICES OFFERED IN CONNECTION WITH THE SITE ARE PROVIDED ON AN "AS IS" AND AS AVAILABLE WITH ALL FAULTS BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, RHEAPLY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES OF ANY KIND IN CONNECTION THEREWITH, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. IN ADDITION, RHEAPLY DOES NOT WARRANT THAT YOUR USE OF THE SITE, OR THE OPERATION OR FUNCTION OF THE SITE, ANY COMPONENT THEREOF, OR ANY SERVICES OFFERED IN CONNECTION THEREWITH: WILL BE UNINTERRUPTED OR ERROR FREE; THAT DEFECTS THEREWITH WILL BE CORRECTED; OR THAT THE SITE OR ITS SERVER ARE FREE OF VIRUSES OR OTHER HARMFUL ELEMENTS. ALTHOUGH RHEAPLY ENDEAVORS TO PROVIDE CURRENT, ACCURATE, AND RELIABLE INFORMATION ON THE SITE, IT DOES NOT WARRANT, OR MAKE ANY REPRESENTATIONS REGARDING THE ACCURACY, RELIABILITY OR ANY USE OF USER CONTENT OR OTHER INFORMATION ON THE SITE. RHEAPLY EXPRESSLY DISCLAIMS ANY RESPONSIBILITY FOR THE ACCURACY, CONTENT, AVAILABILITY OF USER CONTENT OR INFORMATION, PRODUCTS, SERVICES, PRIVACY OR SECURITY PRACTICES OR MERCHANDISE FOUND ON THIRD PARTY SITES THAT LINK TO OR FROM THE SITE. RHEAPLY CANNOT BE HELD RESPONSIBLE FOR THE MATERIAL CONTAINED ON THIRD PARTY SITES.

RELEASE. RHEAPLY CAN NOT AND DOES NOT EXERCISE ANY CONTROL OVER THE QUALITY, SAFETY, OR LEGALITY OF THE ITEMS OR SERVICES LISTED ON THE SITE. USERS ARE RESPONSIBLE FOR VERIFYING THE QUALITY, SAFETY, OR LEGALITY OF THE LISTINGS ON THE SITE. RHEAPLY PROVIDES ONLY THE "SERVICE" AS DEFINED ABOVE, AND IS NOT PARTY TO ANY ACTUAL TRANSACTION BETWEEN USERS WHETHER OR NOT ARISING FROM USE OF THE SITE. IN THE EVENT OF ANY LEGAL ACTION OR PROCEEDING ARISING FROM OR RELATED TO THE SITE, INCLUDING ANY SUCH ACTION OR PROCEEDING BETWEEN USERS ARISING FROM OR RELATED TO THE SITE OR ANY TRANSACTION INITIATED BASED ON USE OF THE SITE, EACH USER HEREBY EXPRESSLY RELEASES RHEAPLY AND ITS OFFICERS, DIRECTORS, EMPLOYEES, INDEPENDENT CONTRACTORS, STOCKHOLDERS, AGENTS, AND AFFILIATES, FROM ALL CLAIMS, LIABILITIES, LOSSES, EXPENSES, DAMAGES AND COSTS OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY CONNECTION WITH SUCH DISPUTE.

LIMITATION OF LIABILITY. UNDER NO CIRCUMSTANCES WILL RHEAPLY OR ITS OFFICERS, DIRECTORS, EMPLOYEES, INDEPENDENT CONTRACTORS, STOCKHOLDERS, AGENTS, OR AFFILIATES BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, SPECIAL, PUNITIVE OR INCIDENTAL DAMAGES OR LOST PROFITS, WHETHER FORESEEABLE OR UNFORESEEABLE, BASED ON CLAIMS ARISING OUT OF OR RELATED TO THE SITE OR ANY ITEMS LISTED ON THE SITE (INCLUDING, BUT NOT LIMITED TO, UNAUTHORIZED ACCESS, DAMAGE, OR THEFT OF YOUR DATA, CLAIMS FOR LOSS OF GOODWILL, CLAIMS FOR LOSS OF DATA, USE OF OR RELIANCE ON THE SERVICE, STOPPAGE OF OTHER WORK OR DAMAGE CAUSED TO EQUIPMENT OR PROGRAMS FROM ANY VIRUS OR OTHER HARMFUL APPLICATION), ARISING OUT OF BREACH OR FAILURE OF EXPRESS OR IMPLIED WARRANTY, BREACH OF CONTRACT, MISREPRESENTATION, NEGLIGENCE, STRICT LIABILITY IN TORT OR OTHERWISE. IN THE EVENT OF ANY PROBLEM WITH THE SITE, YOU AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY IS TO CEASE USING THE SITE. UNDER NO CIRCUMSTANCES SHALL RHEAPLY BE LIABLE IN ANY WAY FOR YOUR USE OF THE SITE, INCLUDING, BUT NOT LIMITED TO, ANY ERRORS OR OMISSIONS, ANY INFRINGEMENT OF THE INTELLECTUAL PROPERTY RIGHTS OR OTHER RIGHTS OF THIRD PARTIES, OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF, OR RELATED TO, THE USE OF THE SITE OR ITS SERVICES. THIS LIMITATION OF LIABILITY IS PART OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES AND WITHOUT IT THE TERMS WOULD BE DIFFERENT. THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS SET FORTH IN THIS SECTION WILL NOT APPLY ONLY IF AND TO THE EXTENT THAT THE LAW OR A COURT OF COMPETENT JURISDICTION REQUIRES LIABILITY UNDER APPLICABLE LAW BEYOND AND DESPITE THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS HEREIN. RHEAPLY RESERVES THE RIGHT TO ALTER OR REMOVE THE CONTENT OF THE SITE OR SUSPEND OR TERMINATE YOUR USE IN ANY WAY, AT ANY TIME, FOR ANY REASON, WITHOUT PRIOR NOTIFICATION, AND WILL NOT BE LIABLE IN ANY WAY FOR POSSIBLE CONSEQUENCES OF SUCH CHANGES.

Indemnification. As a condition of your use of this Site, you agree to indemnify and hold harmless Rheaply and its officers, directors, employees, independent contractors, stockholders, agents, and affiliates, from and against all claims, liabilities, losses, expenses, damages and costs (including reasonable attorneys' fees and costs) resulting from any violation by you of these Terms of Use, any violation by you of the rights of any third party, your User Content or your use of or inability to use the Site.

Privacy Policy. By accessing or using the Site, you acknowledge that you have read, understand and agree to this "Privacy Policy". If you do not agree to this Privacy Policy, you may not access or use the Site. This Privacy Policy applies to all information we may collect from you or that you may provide to Rheaply when you use or access the Site (including your User Content). We may use all such information for any lawful purpose in connection with the promotion, marketing, sale, and operation of the Site and Service. Moreover, we may use such information where disclosure is necessary to: (a) comply with legal process (such as a court order) or other legal requirements or institutional rules, practices and policies; (b) protect our rights or property; or (c) protect the interest of users of the Site, other than you, or any other person. We may all share information about you or which you provide us with our affiliates and service providers who we use to support our services and who are bound by contractual obligations to keep personal information confidential and use it only for the purposes for which we disclose it to them. Furthermore, we and others may collect information about your activity on the Site using tracking technologies such as cookies. Examples of this type of information include information about your computer and Internet connection, such as your operating system and browser type, and details of your visits to the Site, including traffic data, location data, logs and other communication data and the resources that you access and use on the Site. YOUR USE OF THE SITE INDICATES YOUR CONSENT TO THIS PRIVACY POLICY.

Data Security. No security program is impenetrable and criminals have proven adept at circumventing widely-adopted security safeguards, so we cannot guarantee the security of the personal information you transmit to us. Accordingly, you acknowledge that you do so at your own risk.

Compliance with Law. As a condition of your use of this Site, you agree comply with all applicable laws, rules, and regulations including all laws, rules, and regulations (including institutional policies) in effect in the location from which you access the Site. The information on this Site is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation, or which would subject Rheaply or its affiliates to any registration requirement within such jurisdiction or country. Any offer for any product made on this Site is void where prohibited. Access to and use of the Site is strictly limited to individuals with capacity to enter into legally binding contracts.

Governing Laws. This Terms of Use and your use of the Site will be governed by the laws of the United States of America and the State of Illinois without regard to its conflicts of laws principles. Any legal action or proceeding arising from or related to the Site will be brought exclusively in a federal or state court of competent jurisdiction sitting in the city of Chicago, Illinois.

Arbitration. As a condition of your use of this Site, you agree that any dispute of any kind arising out of the Terms of Use or your use of the Site will be resolved through binding arbitration pursuant to the American Arbitration Association ("AAA") in accordance with AAA Commercial Arbitration Rules (www.adr.org/commercial) and Supplementary Procedures for Consumer-Related Disputes (www.adr.org/consumer). Any claim must be brought on an individual basis with no class relief. This section of the Terms of Use shall also be construed as a written agreement to arbitrate a dispute of any kind between you and Rheaply that may arise from use of the Site. You agree with us that this section satisfies the writing requirement of the Federal Arbitration Act. The hearing shall be conducted in Chicago, Illinois. This section shall not apply to disputes that are not arbitrable as a matter of law.

Severability. If any provision of these Terms of Use is found to be invalid, void, or unenforceable, such provision will be construed in such a manner that would make such provision valid or enforceable. If it is not possible to construe such provision in such a manner, then only such provision will be stricken without affecting the enforceability of the remaining provisions of these Terms of Use.

Modification. Rheaply reserves the right to change or revise these Terms of Use at any time without prior notice. We will notify you of any changes or modifications by posting the modified Terms of Use on the Site. Your use of the Site after a change has been posted constitutes your acceptance of and consent to the amended Terms of Use.

Termination. Rheaply reserves the right, without notice and in its sole discretion, to terminate your license to use the Site, and to block or prevent your future access to and use of the Site.

Complete Agreement. These Terms of Use constitute the entire agreement between you and Rheaply relating to the Site and your use of the Site, and supersede any prior agreements or understandings.

Contact Information. Please contact us if you have any questions or concerns about these Terms of Use: info@rheaply.com.