Terms of Use | Shawn E. Presley

Effective Date: October 2, 2024

Welcome to Shawn E. Presley ("we," "our," "us"). By accessing or using our website, [www.sepresley.com](www.sepresley.com) (the "Site"), you agree to comply with and be bound by the following Terms of Use. Please read them carefully before using our Site.

1. Acceptance of Term

By using our Site, you agree to these Terms of Use and our Privacy Policy. If you do not agree with any part of these terms, you must not use our Site.

2. Changes to Terms

We reserve the right to modify or replace these Terms of Use anytime. We will notify you of any changes by posting them on this page. Your continued use of the Site after any changes constitutes your acceptance of the new Terms of Use.

3. Use of the Site

You agree to use the Site only for lawful purposes and in accordance with these Terms of Use. You agree not to:

- Use the Site in any way that violates any applicable federal, state, local, or international law or regulation.
- Engage in any conduct that restricts or inhibits anyone's use or enjoyment of the Site, or which, as determined by us, may harm us or users of the Site.
- Use the Site in any manner that could disable, overburden, damage, or impair the Site or interfere with any other party's use of the Site.
- Use any robot, spider, or other automatic device, process, or means to access the Site for any purpose.
- Introduce any viruses, Trojan horses, worms, logic bombs, or other malicious or technologically harmful material.

4. Intellectual Property Rights

The Site and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by Shawn E. Presley, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

5. User Contributions

If you post, submit, or otherwise make available any content on the Site (collectively, "User Contributions"), you grant us a non-exclusive, worldwide, royalty-free, perpetual, irrevocable license to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for any purpose.

You represent and warrant that you own or control all rights in and to the User Contributions and have the right to grant the license granted above and that all of your User Contributions do and will comply with these Terms of Use.

6. Monitoring and Enforcement

We have the right to:

- Remove or refuse to post any User Contributions for any or no reason in our sole discretion.
- Take any action with respect to any User Contribution that we deem necessary or appropriate in our sole discretion.
- Terminate or suspend your access to all or part of the Site for any or no reason, including without limitation, any violation of these Terms of Use.

7. Disclaimer of Warranties

The Site is provided on an "as is" and "as available" basis, without any warranties of any kind, either express or implied. Neither Shawn E. Presley nor any person associated with Shawn E. Presley makes any warranty or representation with respect to the completeness, security, reliability, quality, accuracy, or availability of the Site.

8. Limitation of liability
NEITHER WE NOR ANY OF OUR AFFILIATES OR LICENSORS WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, OR DATA OR OTHER LOSSES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR AGGREGATE LIABILITY UNDER THESE TERMS WILL NOT EXCEED THE GREATER OF THE AMOUNT YOU PAID FOR THE SERVICE THAT GAVE RISE TO THE CLAIM DURING THE 12 MONTHS BEFORE THE LIABILITY AROSE OR ONE HUNDRED DOLLARS ($100). THE LIMITATIONS IN THIS SECTION APPLY ONLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

Some countries and states do not allow the disclaimer of certain warranties or the limitation of certain damages, so some or all of the terms above may not apply to you, and you may have additional rights. In that case, these Terms only limit our responsibilities to the maximum extent permissible in your country of residence.

SHAWN E. PRESLEY’S AFFILIATES, SUPPLIERS, LICENSORS, AND DISTRIBUTORS ARE INTENDED THIRD-PARTY BENEFICIARIES OF THIS SECTION.

Indemnity
If you are a business or organization, to the extent permitted by law, you will indemnify and hold harmless us, our affiliates, and our personnel from and against any costs, losses, liabilities, and expenses (including attorneys’ fees) from third party claims arising out of or relating to your use of the Services and Content or any violation of these Terms.

Dispute resolution
YOU AND SHAWN E. PRESLEY AGREE TO THE FOLLOWING MANDATORY ARBITRATION AND CLASS ACTION WAIVER PROVISIONS:

MANDATORY ARBITRATION. You and Shawn E. Presleyagree to resolve any claims arising out of or relating to these Terms or our Services, regardless of when the claim arose, even if it was before these Terms existed (a “Dispute”), through final and binding arbitration. You may opt out of arbitration within 30 days of account creation or of any updates to these arbitration terms within 30 days after the update has taken effect by filling out this form(opens in a new window). If you opt out of an update, the last set of agreed-upon arbitration terms will apply.

Informal dispute resolution. We want to understand and address your concerns before formal legal action. Before either of us files a claim against the other, we both agree to try to resolve the Dispute informally. You agree to do so by sending us notice through this form(opens in a new window). We will send you notice to the email address associated with your account. If we cannot resolve a Dispute within 60 days, we have the right to initiate arbitration. We also both agree to attend an individual settlement conference if either party requests one during this time. Any statute of limitations will be tolled during this informal resolution process.

Arbitration forum. If we are unable to resolve the Dispute, either of us may commence arbitration with National Arbitration and Mediation (“NAM”) under its Comprehensive Dispute Resolution Rules and Procedures and/or Supplemental Rules for Mass Arbitration Filings, as applicable (available here(opens in a new window)). Shawn E. Presley will not seek attorney’s fees and costs in arbitration unless the arbitrator determines that your claim is frivolous. The activities described in these Terms involve interstate commerce, and the Federal Arbitration Act will govern the interpretation and enforcement of these arbitration terms and any arbitration.

Arbitration procedures. The arbitration will be conducted by videoconference if possible, but if the arbitrator determines a hearing should be conducted in person, the location will be mutually agreed upon, in the county where you reside, or as determined by the arbitrator, unless the batch arbitration process applies. The arbitration will be conducted by a sole arbitrator. The arbitrator will be either a retired judge or an attorney licensed to practice law in the state of California. The arbitrator will have exclusive authority to resolve any Dispute, except the state or federal courts of San Francisco, California have the authority to determine any Dispute about enforceability, validity of the class action waiver, or requests for public injunctive relief, as set out below. Any settlement offer amounts will not be disclosed to the arbitrator by either party until after the arbitrator determines the final award, if any. The arbitrator has the authority to grant motions dispositive of all or part of any Dispute.

Exceptions. This section does not require informal dispute resolution or arbitration of the following claims: (i) individual claims brought in small claims court; and (ii) injunctive or other equitable relief to stop unauthorized use or abuse of the Services or intellectual property infringement or misappropriation.

CLASS AND JURY TRIAL WAIVERS. You and Shawn E. Presley agree that Disputes must be brought individually only, and may not be brought as a plaintiff or class member in any purported class, consolidated, or representative proceeding. Class arbitrations, class actions, and representative actions are prohibited. Only individual relief is available. The parties agree to sever and litigate any request for public injunctive relief in court after completing arbitration for the underlying claim and all other claims. This does not prevent either party from participating in a class-wide settlement. You and Shawn E. Presley knowingly and irrevocably waive any right to trial by jury in any action, proceeding, or counterclaim.

Batch arbitration. If 25 or more claimants represented by the same or similar counsel file demands for arbitration raising substantially similar Disputes within 90 days of each other, then you and Shawn E. Presley agree that NAM will administer them in batches of up to 50 claimants each (“Batch”), unless there are less than 50 claimants in total or after batching, which will comprise a single Batch. NAM will administer each Batch as a single consolidated arbitration with one arbitrator, one set of arbitration fees, and one hearing held by videoconference or in a location decided by the arbitrator for each Batch. If any part of this section is found to be invalid or unenforceable as to a particular claimant or Batch, it will be severed and arbitrated in individual proceedings.

Severability. If any part of these arbitration terms is found to be illegal or unenforceable, the remainder will remain in effect, except that if a finding of partial illegality or unenforceability would allow class arbitration, class action, or representative action, this entire dispute resolution section will be unenforceable in its entirety.

Copyright Complaints
If you believe your intellectual property rights have been infringed, please notify the address below or fill out this form. We may delete or disable content that we believe violates these Terms or is alleged to be infringing and will terminate accounts of repeat infringers where appropriate.

Shawn E. Presley, L.L.C.
[Address]
Attn: Copyright Agent

Written claims concerning copyright infringement must include the following information:

A physical or electronic signature of the person authorized to act on behalf of the owner of the copyright interest
A description of the copyrighted work that you claim has been infringed upon
A description of where the allegedly infringing material is located on our site so we can find it
Your address, telephone number, and e-mail address
A statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law
A statement by you that the above information in your notice is accurate and, under penalty of perjury, that you are the copyright owner or authorized to act on the copyright owner’s behalf

General Terms

Assignment. You may not assign or transfer any rights or obligations under these Terms, and any attempt to do so will be void. We may assign our rights or obligations under these Terms to any affiliate, subsidiary, or successor in the interest of any business associated with our Services.

Changes to these Terms or our Services. We are continuously working to develop and improve our Services. We may update these Terms or our Services accordingly from time to time. For example, we may make changes to these Terms or the Services due to:
Changes to the law or regulatory requirements.
Security or safety reasons.
Circumstances beyond our reasonable control.
Changes we make in the usual course of developing our Services.
To adapt to new technologies.
We will give you at least 30 days advance notice of changes to these Terms that materially adversely impact you either via email or an in-product notification. All other changes will be effective when we post them to our website. If you disagree with the changes, you must stop using our Services.

Delay in enforcing these Terms. Our failure to enforce a provision does not waiver our right to do so later. Except as provided in the dispute resolution section above, if any portion of these Terms is determined to be invalid or unenforceable, that portion will be enforced to the maximum extent permissible and will not affect the enforceability of any other terms.

Trade controls. You must comply with all applicable trade laws, including sanctions and export control laws. Our Services may not be used in, for the benefit of, or exported or re-exported to (a) any U.S. embargoed country or territory or (b) any individual or entity with whom dealings are prohibited or restricted under applicable trade laws. Our Services may not be used for any end use prohibited by applicable trade laws, and your Input may not include material or information that requires a government license for release or export.

Entire agreement. These Terms contain the entire agreement between you and OpenAI regarding the Services and, other than any Service-specific terms, supersedes any prior or contemporaneous agreements between you and OpenAI.

Governing law. California law will govern these Terms except for its conflicts of laws principles. Except as provided in the dispute resolution section above, all claims arising out of or relating to these Terms will be brought exclusively in the federal or state courts of San Francisco, California.