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Terms And Conditions Of Sale

Effective Date: February 25, 2025

Revised: April 28, 2025

v: 2.1


RECITALS

These Terms and Conditions of Sale (the “Agreement”) govern all purchases of products, services, applications, memberships, and/or subscriptions offered by Raptor Inc., Remnant Corp., and any of their controlled, owned, or operated DBAs, subsidiaries, affiliates, partners, and/or brands (collectively, “Raptor,” “Remnant,” the “Company,” “we,” “us,” or “our”). This Agreement applies to all transactions, whether conducted online through our e-commerce platforms, by invoice, during on-site service visits, at retail or point-of-sale locations, or through any other method of product or service delivery.

By purchasing any product or service from the Company, the purchaser (“Client,” “Customer,” “you,” or “your”) expressly agrees to be bound by the terms set forth in this Agreement, without limitation or qualification.

THIS AGREEMENT CONSTITUTES A LEGALLY BINDING CONTRACT BETWEEN YOU AND RAPTOR INC., REMNANT CORP., AND THEIR RESPECTIVE CONTROLLED, OWNED, OR OPERATED DBAS, SUBSIDIARIES, AFFILIATES, PARTNERS, AND BRANDS. YOU ARE HEREBY ADVISED TO READ THESE TERMS AND CONDITIONS OF SALE CAREFULLY PRIOR TO MAKING ANY PURCHASE OF OUR PRODUCTS, SERVICES, APPLICATIONS, MEMBERSHIPS, OR SUBSCRIPTIONS.


WAIVER OF CLIENT’S TERMS

By purchasing any products, services, applications, memberships, and/or subscriptions from the Company, the Client expressly and irrevocably waives the applicability of any and all of its own terms and conditions, whether oral or written, whether issued prior to or after acceptance of this Agreement. This waiver includes, without limitation, any standard purchase order terms, procurement policies, or other contractual documents issued by the Client.

All prior or contemporaneous representations, agreements, warranties, or understandings—whether verbal or written—that conflict with or supplement these Terms and Conditions of Sale are hereby deemed null, void, and superseded in their entirety by this Agreement.

No Client-provided terms or conditions shall be binding upon the Company unless such terms are expressly agreed to in writing and executed by an authorized officer of the Company. Any modification, waiver, or deviation from these Terms and Conditions of Sale shall be valid only if made in writing and signed by both parties.


SCOPE OF APPLICATION

These Terms and Conditions of Sale apply to all transactions involving the purchase of any products, services, applications, memberships, and/or subscriptions offered by Raptor Inc., Remnant Corp., and their affiliated entities, including but not limited to:

  • Purchases made on our official websites, landing pages, or digital storefronts
  • Purchases made through our third-party e-commerce accounts (e.g., Amazon, eBay, etc.)
  • Purchases made via our social media platforms, content channels, and/or YouTube
  • Purchases made through our membership or subscription platforms (e.g., Patreon, etc.)
  • Purchases made at trade shows, conventions, expos, and other promotional events
  • Purchases facilitated through our authorized sales representatives and account managers
  • Invoiced sales of products, services, or subscriptions, including those invoiced and collected during on-site service calls
  • In-store or point-of-sale transactions at any retail location operated or authorized by us
  • Purchases made through any of our authorized partners, affiliates, or resellers
  • Purchases made at or through any third-party retail, wholesale, or e-commerce store, venue, or website
  • Any other form of sale or transaction not specifically enumerated herein


This Agreement shall govern all such transactions, regardless of the method, medium, or platform through which the transaction is executed, and shall supersede any conflicting terms or conditions presented at the point of sale.


PURCHASING PRODUCTS OR SERVICES

To complete a purchase of any product, service, application, membership, or subscription, you may be required to provide personal information, including but not limited to your name, address, telephone number, email address, credit card number, and billing details (collectively, “Personal Financial Information”). This information may be collected by us and/or a third-party payment processor (the “Processor”), which is independently responsible for the collection, transmission, processing, and, in some cases, fulfillment of your order.

All payment obligations arising from your purchase are governed not only by these Terms and Conditions of Sale but also by the applicable terms, conditions, and privacy policies of the Processor. You are solely responsible for reviewing and agreeing to those separate terms before completing any transaction.

By initiating a purchase, you represent and warrant that:

  1. You are at least eighteen (18) years of age or older (or twenty-one (21) years of age if required by law for the specific product or service),
  2. You are legally authorized to use the payment method submitted,
  3. All information you provide is true, accurate, and complete.

We make no representations or warranties, express or implied, regarding the availability, performance, reliability, legality, or suitability of any purchase. We expressly disclaim all liability for any loss, damage, or expense arising directly or indirectly from your purchase or attempted purchase, including but not limited to any transaction errors, product fulfillment issues, or failed payments.

You are solely and fully responsible for all transactions conducted using your Personal Financial Information, including any unauthorized or fraudulent charges. In the event that the Processor suffers a data breach or other security incident affecting your Personal Financial Information, you acknowledge and agree that the Company shall bear no liability whatsoever in connection with such incident.

We are under no obligation to store or maintain any records of your Personal Financial Information. Accordingly, you should maintain copies of all transaction records for your personal reference.

If you believe there has been an error, unauthorized transaction, or any irregular activity associated with your purchase, you must contact the Processor directly. The Company does not have access to and cannot intervene in any matters related to the Processor's systems, data security, or internal transaction records.


ACCURACY OF BILLING AND ACCOUNT INFORMATION

We reserve the right, in our sole and absolute discretion, to refuse, limit, or cancel any order, membership, subscription, or service request submitted to us for any reason and at any time. This includes, without limitation, the right to limit or cancel quantities purchased per individual, per household, or per order.

Such restrictions may apply to orders placed:

  • Under the same customer account,
  • Using the same credit card,
  • With the same billing or shipping address,
  • Or any combination thereof.

If we modify or cancel an order, we may attempt to notify you using the contact information you provided at the time the order was placed, including your email address, billing address, or telephone number.

We further reserve the right to limit or prohibit any order or transaction that, in our sole judgment, appears to be:

  • Fraudulent,
  • High-risk,
  • Intended for resale or redistribution by unauthorized dealers, resellers, or distributors,
  • In violation of any applicable laws, regulations, or this Agreement.

You agree to provide true, accurate, current, and complete purchase and account information for all transactions conducted through our websites, applications, and platforms. You further agree to promptly update all account information as necessary, including your contact details, email address, and payment information (such as credit card numbers and expiration dates), to ensure that we can process your transactions and communicate with you without delay.

Failure to comply with these requirements may result in the suspension or termination of your account, the refusal of future transactions, or other legal remedies available to us under applicable law.


PERSONAL INFORMATION AND PRIVACY

Your submission of personal information to the Company in connection with any purchase, transaction, account creation, or other interaction is subject to our Privacy Policy, which governs the collection, use, processing, storage, and disclosure of your personal data.

Our Privacy Policy is accessible via our official websites and is hereby incorporated by reference into these Terms and Conditions of Sale as if fully set forth herein. By engaging in any transaction with the Company, you acknowledge that you have read, understood, and agreed to the terms of our Privacy Policy.

The Company reserves the right to update or modify its Privacy Policy at any time in accordance with applicable laws and regulations. Continued use of our products or services after such changes constitutes your acceptance of the updated policy.

You understand and agree that we may collect, process, and store personal information for legitimate business purposes, including but not limited to transaction fulfillment, customer support, legal compliance, fraud prevention, marketing (where permitted), and account management. You further agree that we may share such information with third-party service providers, such as payment processors and logistics partners, as necessary to complete your transactions and deliver the services you request.

If you have any questions or concerns regarding our privacy practices, you are encouraged to review the Privacy Policy in full or contact us directly.


INVOICING, PAYMENTS, AND FEES

1. Deposits, Prepayments, and Down Payments

Certain purchases, services, and projects may require a deposit, prepayment, or down payment. When required, payment is due upon receipt of the corresponding invoice. The Company will not commence work, order materials, or begin production until the applicable payment is received in full.


2. E-Commerce and In-App Purchases

All purchases made through our websites, mobile applications, or third-party e-commerce platforms must be paid in full during the checkout process. Orders not paid in full at the time of purchase will be automatically canceled and will not be fulfilled, except where eligible and approved by a Buy Now, Pay Later (BNPL) provider at the time of checkout.

 

3. Memberships, SaaS and Subscriptions

Initial payments for memberships, subscriptions, and software-as-a-service (SaaS) products must be made at the time of purchase via our websites or in-app platforms. Clients must maintain an active credit or debit card on file with our secure third-party payment processor (e.g., Stripe). The Company does not store or retain card information; all data is securely encrypted and maintained by the processor.

Recurring monthly or annual charges will be automatically billed to the card on file on the anniversary of the original purchase date. BNPL is not available for memberships, SaaS products, or subscriptions. Orders not paid in full at the time of purchase will be canceled and not fulfilled.

 

4. Standard Invoice Payment Terms

Unless otherwise specified on the invoice, all standard invoices issued by the Company are payable in full within ten (10) calendar days from the date of issuance.

 

5. Recurring Invoice Terms

For services or products billed on a recurring monthly or annual basis, invoices are due within ten (10) calendar days of issuance unless otherwise specified. Clients must maintain an active credit or debit card on file for payment processing. Recurring charges will be billed automatically on the anniversary of the initial invoice. BNPL is not available for recurring invoice payments.

 

6. BNPL for Online Purchases

Where offered, you may elect to use a Buy Now, Pay Later (BNPL) option for eligible purchases made through our websites, mobile apps, or third-party e-commerce platforms. Approval must be obtained through our authorized BNPL provider at the time of checkout. If approved, the BNPL provider will remit full payment to the Company on your behalf, and you will be responsible for repaying the provider in accordance with the terms of your agreement with them. The Company bears no responsibility for the terms, enforcement, or consequences of your agreement with the BNPL provider.

 

7. BNPL for Invoiced Services and Projects

For eligible invoiced services or custom projects, you may apply for BNPL financing through our authorized providers. If approved, and after any required deposit, prepayment, or down payment is made to the Company, the remaining balance may be financed via BNPL. You remain solely responsible for all repayment obligations to the BNPL provider under your agreement. The Company will not begin work or procure materials until all required upfront payments are received in full.

 

8. Late Payment and Suspension of Services

If payment is not received by the stated due date—or if a recurring payment fails—your account will be considered past due. If the past due amount remains unpaid for more than ten (10) calendar days, the Company reserves the right to assess a 10% late fee on the outstanding balance.

Additionally, the Company may suspend any accounts, apps, SaaS access, subscriptions, memberships, services, websites, or related data without notice until the past due amount and a $25 reactivation fee are paid in full. Suspension means all affected systems will be inaccessible to you, your staff, your end users, and the general public, including any mission-critical data or functionality.

 

9. Debt Collection and Data Deletion

If an outstanding balance remains unpaid for more than sixty (60) calendar days from the due date, the Company reserves the right to engage a professional debt recovery agency and/or pursue legal remedies to collect the balance due. You agree to be fully responsible for any legal fees, recovery costs, and related expenses incurred by the Company in enforcing payment.

If payment remains outstanding for more than one hundred twenty (120) calendar days, the Company reserves the right to permanently delete your accounts, websites, apps, memberships, services, subscriptions, and all associated data without further notice. This deletion is irreversible, and the Company bears no liability for any resulting data loss.


PRODUCTS AND SERVICES

We make every reasonable effort to display the colors, images, and specifications of our products and services accurately across our apps, e-commerce platforms, social media accounts, and websites. However, due to variations in device displays and screen settings, we cannot guarantee that the colors or images displayed on your device will be completely accurate.

The Company reserves the right, at its sole discretion, to limit the sale or availability of our apps, memberships, SaaS, products, services, subscriptions, websites, or any other offerings to specific individuals, geographic regions, or jurisdictions. This right may be exercised on a case-by-case basis and can be invoked at any time. Additionally, the Company reserves the right to limit the quantities of any products or services offered.

All descriptions, pricing, and availability of apps, memberships, SaaS, products, services, subscriptions, websites, and related materials are subject to change at the Company’s sole discretion and without prior notice. This includes but is not limited to product specifications, features, functionality, and pricing.

The Company further reserves the right to discontinue or suspend the availability of any apps, memberships, SaaS, products, services, subscriptions, or websites at any time and for any reason, at its sole discretion.

We do not warrant or guarantee that the quality of any apps, memberships, SaaS, products, services, subscriptions, websites, information, or any other materials you purchase or obtain from us will meet your expectations or serve any particular purpose. Furthermore, we do not guarantee that any errors in services or products will be corrected.


MEMBERSHIPS, SAAS APPLICATIONS, AND SUBSCRIPTIONS

We may offer access to certain content, memberships, SaaS (Software as a Service) applications, and subscriptions on a monthly or annual basis. These Terms and Conditions of Sale govern such memberships, SaaS applications, subscriptions, and associated resources (collectively referred to as "Subscription Services"), unless superseded by additional terms and conditions provided on specific websites, apps, products, services, or platforms. These additional terms may require you to accept supplementary terms, conditions, or an End User License Agreement (EULA) applicable to the specific websites, apps, products, services, or platforms. In the event of any conflict between these additional terms (including the EULA) and the Terms and Conditions of Sale, the terms of the additional agreement will prevail.

The Subscription Services we offer may include, but are not limited to:

  • Access to software applications
  • Online communities and forums
  • Exclusive content, memberships, and benefits
  • SaaS products
  • Online courses and training programs
  • Subscriptions to other services or platforms

These services are made available electronically via platforms operated by us, and are subject to the terms referenced herein.

Our Subscription Services are primarily based in the United States and are generally hosted on secure servers located in data centers within the United States. By subscribing to these services, you acknowledge and agree that your use may involve the transfer of data to servers within the United States.


SUBSCRIPTION SERVICE PRICES

Subscription Services will be offered at the price and for the term (monthly, annual, or otherwise) as advertised or quoted at the time of your initial purchase. All prices are valid only until a price change is formally implemented. Any price adjustments will apply prospectively, beginning on the next renewal date following the effective date of the pricing change.

Unless otherwise stated, the new price will be automatically charged on your next monthly or annual billing cycle and on each subsequent renewal date.

We reserve the right to correct any typographical, clerical, or display errors in pricing or descriptions. In the event of a pricing error, we are not obligated to honor the incorrect price and may cancel or adjust any orders or subscriptions placed under such terms.


SUBSCRIPTION RENEWALS

Unless expressly stated otherwise, all Subscription Services will automatically renew on a monthly or annual basis—depending on the selected plan—unless canceled in accordance with these Terms and Conditions of Sale.

You authorize us to automatically charge your credit or debit card on file up to five (5) calendar days prior to the expiration of your current subscription term. We may also seek a pre-authorization on your payment method to verify its validity and confirm that sufficient funds or available credit exist to process the renewal.

If you wish to cancel your subscription, you must submit a valid cancellation request in accordance with our published cancellation procedures. Cancellations are effective upon receipt of the cancellation request, and no further charges will be made after that date. However, all fees and charges incurred prior to the date of cancellation are nonrefundable, including partial months or unused portions of the subscription period.

We reserve the right to cancel or refuse renewal of any subscription at our sole discretion, with or without notice.


SUBSCRIPTION CANCELLATIONS

Unless otherwise stated in a binding agreement or obligated by a fixed-term or fixed-price contract, you may cancel your Subscription Services at any time by providing written notice to us via email. Such notice must be received at least ten (10) calendar days prior to your desired cancellation date to avoid charges for the next billing cycle.

If you were provided access to a client portal, you may also cancel your subscription directly through the portal, subject to the aforementioned terms.

For annual subscriptions, cancellation is only permitted after the full twelve (12) month term has been completed. Early termination of an annual subscription is not permitted and will not relieve you of your payment obligations for the full subscription term.

All cancellation requests must comply with these requirements to be considered valid and effective.


PERFORMANCE OF SERVICES

The Company agrees to perform all services in a professional and diligent manner, consistent with industry standards, and in accordance with the agreed-upon scope of work and any estimated timelines provided. While the Company will make commercially reasonable efforts to deliver services in a timely and effective manner, all timeframes are estimates only and are not guaranteed.

The Client acknowledges and agrees that the Company’s obligations are best-efforts commitments, and shall not be interpreted as guarantees or warranties of specific outcomes, results, or delivery dates. The Company shall not be held liable for delays or failure to meet expectations where it has acted in good faith and exercised reasonable care.



THIRD-PARTY PRODUCTS AND SERVICES

From time to time, we may offer or provide access to third-party applications, software, plugins, tools, services, platforms, or other products (collectively, “Third-Party Products”) through affiliate relationships, partnerships, or reseller arrangements. These Third-Party Products are not owned, developed, maintained, or controlled by the Company, and we do not monitor, evaluate, or influence their content, functionality, reliability, or performance.

You acknowledge and agree that all Third-Party Products are provided strictly “as is” and “as available,” without warranties, representations, or conditions of any kind, either express or implied, and without any endorsement from the Company. Your use of such Third-Party Products is entirely at your own risk and discretion, and it is your sole responsibility to review and accept any applicable terms, conditions, privacy policies, licenses, or usage restrictions imposed by the relevant third-party provider.

When purchasing or accessing a Third-Party Product through us, you acknowledge that your legal relationship is with the third-party provider, not the Company. We are not responsible for evaluating the accuracy, completeness, or appropriateness of any content, descriptions, claims, or representations made by third parties. We expressly disclaim all responsibility and liability for any third-party websites, content, platforms, or materials, as well as for any transactions or communications you engage in with third-party providers.

We shall not be liable for any loss, damage, injury, delay, claim, or other consequence arising out of or related to your use or purchase of any Third-Party Products, whether accessed through our platforms or otherwise. This includes, without limitation, any direct, indirect, incidental, punitive, or consequential damages.

You are solely responsible for understanding the terms under which any Third-Party Product is provided. We strongly encourage you to review all relevant third-party terms, conditions, and policies before purchasing, accessing, or using any such products.

Any complaints, claims, disputes, or inquiries regarding Third-Party Products must be directed exclusively to the third-party provider, and not to the Company.



GENERAL CONDITIONS

The headings used in these Terms and Conditions of Sale are provided for convenience only and shall have no legal or contractual effect. They shall not be used to interpret or limit the scope or meaning of any provision herein.

We reserve the unconditional right, at our sole discretion, to refuse the sale of any apps, memberships, SaaS, services, subscriptions, or any other offerings, and to deny access to any platform, website, or service, to any person or entity, at any time and for any reason, including but not limited to violations of these Terms and Conditions of Sale or applicable law.

You agree not to reproduce, duplicate, copy, sell, resell, license, sublicense, or exploit any portion of our websites, applications, platforms, products, or services—whether in whole or in part—for any purpose other than their intended and authorized use, without our express prior written consent.

Any unauthorized use of our intellectual property, digital assets, or services is strictly prohibited and may result in suspension of access, legal action, and/or financial liability.



ERRORS, INACCURACIES, AND OMISSIONS

From time to time, there may be information on our websites, applications, platforms, or within our products and services that contains typographical errors, inaccuracies, or omissions. These may relate to, but are not limited to, product descriptions, pricing, promotions, offers, availability, shipping charges, and delivery timelines.

We reserve the right, at any time and without prior notice, to:

  • Correct any such errors, inaccuracies, or omissions;
  • Update or modify content; and
  • Cancel or refuse any order or transaction if any related information is inaccurate—including after an order has been submitted or confirmed.

We do not warrant that any information made available on our websites, apps, platforms, products, or services is accurate, complete, reliable, current, or error-free. All such content is provided for general informational purposes only and should not be relied upon as the sole basis for making decisions. You are responsible for consulting additional, authoritative, or more timely sources of information before taking any action based on the materials provided by us.

Any reliance you place on the content available through our platforms is strictly at your own risk. We disclaim all liability arising from the use of such materials.

We reserve the right to modify or discontinue content, pricing, product availability, and any other element of our websites, apps, products, services, or platforms at our sole discretion and at any time. We assume no obligation to update, amend, or clarify any information, unless required to do so by applicable law. No stated update or refresh date shall be interpreted as an indication that all information has been revised or is up to date.

It is your responsibility to monitor changes to our websites, applications, products, services, and related platforms.


MODIFICATIONS TO PRODUCTS, SERVICES, AND PRICES

All prices for our products, services, subscriptions, and platforms are subject to change at any time and without prior notice, at our sole discretion. We reserve the right to modify, update, suspend, or discontinue any aspect of our websites, applications, products, services, or platforms—including features, content, and pricing—at any time, with or without notice.

We shall not be liable to you or to any third party for any such modification, price change, suspension, or discontinuance, whether temporary or permanent, in whole or in part.

You acknowledge and agree that it is your responsibility to review these Terms and any related policies regularly to stay informed of any changes that may affect your access to or use of our offerings.


AGE AND ADDITIONAL RESTRICTIONS

By agreeing to these Terms and Conditions of Sale and purchasing any products, services, apps, memberships, or subscriptions from the Company, you represent and warrant that you are at least eighteen (18) years of age.

Certain products or services offered by the Company may be restricted to individuals who are twenty-one (21) years of age or older, as required by applicable law or Company policy. By purchasing such restricted products, you represent and warrant that you meet the applicable minimum age requirement.

You are strictly prohibited from using any of our products, services, applications, memberships, subscriptions, websites, or platforms for any unlawful or unauthorized purpose, including but not limited to activities that violate local, state, federal, or international laws, such as copyright infringement, hacking, or distributing malicious software or code. You must not transmit any worms, viruses, spyware, malware, ransomware or other code of a destructive or invasive nature through or in connection with any of our offerings.

Any misrepresentation of your age or violation of these Terms and Conditions of Sale, including engaging in illegal activity or breaching usage restrictions, shall result in immediate termination of your access to all Company products, services, applications, memberships, subscriptions, websites, and platforms, without notice and without refund. Additional legal action may be taken if warranted.


REGISTRATION, ACCOUNTS, AND SECURITY

To access certain features, services, or subscription offerings, you may be required to create an account. All information you submit during registration must be truthful, complete, and kept current. It is your sole responsibility to promptly update your account information, including but not limited to your contact details and payment credentials, to ensure continued access and service.

You are solely responsible for maintaining the confidentiality and security of your username, password, and any other credentials associated with your account. You are fully liable for all activity, purchases, communications, and transactions that occur under your account, whether authorized or unauthorized by you.

You agree:

  • Not to share your password or login credentials with any third party;
  • Not to use another person’s account, username, email address, or password at any time;
  • Not to allow any other person to access or use your account or credentials;
  • That your account is personal to you and non-transferable under any circumstances.

You further agree to notify the Company immediately of any suspected or actual unauthorized use of your account, password, or any other breach of security. Failure to do so may result in the suspension or termination of your account and associated services, and may subject you to legal liability.


ADDITIONAL TERMS

Access to or use of certain websites, apps, memberships, products, services, subscriptions, or platforms offered by the Company may be subject to additional terms and conditions, end user license agreements (EULAs), or policies (collectively, “Supplemental Terms”). These Supplemental Terms are in addition to, and form an integral part of, these Terms and Conditions of Sale.

In such cases, you may be required to review and affirmatively accept the applicable Supplemental Terms prior to using or accessing the related offering. You may also be required to download or install specific applications, software, or content as a condition of access.

In the event of a direct conflict between these Terms and Conditions of Sale and any applicable Supplemental Terms, the Supplemental Terms shall govern with respect to the subject matter to which they specifically relate.


TERMINATION

These Terms and Conditions of Sale shall remain in full force and effect unless and until terminated in accordance with this section.

Termination by the Client

You may terminate your account and cease use of our websites, apps, memberships, products, services, subscriptions, or platforms at any time, for any reason, provided all contractual obligations have been satisfied and all outstanding amounts due have been paid in full. To initiate termination, you must submit a written request to our Customer Care Team.

Termination by the Company

We reserve the right, in our sole and absolute discretion, to suspend or terminate your account, access, or use of any portion of our websites, blogs, forums, social media, apps, memberships, products, services, subscriptions, or platforms at any time and for any reason or no reason at all, with or without prior notice, and without liability to you or any third party.

Termination may occur, without limitation, if:

  • You breach any provision of these Terms and Conditions of Sale;
  • We suspect or detect any fraudulent, abusive, or unlawful activity associated with your account;
  • Your payment obligations are not fulfilled in a timely manner.

Effect of Termination

Termination of your access does not relieve you of any outstanding financial obligations or contractual responsibilities incurred prior to the effective date of termination. Any obligations and liabilities that by their nature survive termination—including but not limited to indemnification, limitation of liability, and payment obligations—shall survive the termination of this agreement.

You acknowledge and agree that the Company shall not be liable to you or any third party for any termination of your access to our services or deletion of your data or content, except as otherwise required by applicable law.



UNITED STATES JURISDICTION

Our websites, applications, memberships, products, services, subscriptions, and platforms are developed, deployed, operated, and made available from within the United States of America, and are primarily intended for use by individuals and entities located within the United States.

Residents of other countries may purchase and use any product or service we offer. However, we make no representation or warranty that any of our content, platforms, products, services, memberships, or subscriptions are appropriate, lawful, or available for use in any other jurisdiction. If you choose to purchase, access or use our offerings from outside the United States, you do so at your own initiative and risk, and you are solely responsible for compliance with all applicable local laws and regulations of your jurisdiction. Access from countries or territories where such use is unlawful is strictly prohibited.

Availability of our products and services may vary by location, and we make no guarantee that any product or service will be available in your state, territory, or country.

All claims, disputes, controversies, or legal proceedings arising out of or relating to this Agreement, or the use of our websites, apps, memberships, products, services, subscriptions, or platforms, shall be exclusively governed by and construed in accordance with the laws of the State of Florida, without regard to its conflict of laws principles.

You hereby irrevocably agree that any legal action or proceeding arising out of or related to this Agreement shall be brought exclusively in the state or federal courts located in Brevard County, Florida, United States of America, and you expressly consent to the personal jurisdiction of such courts and waive any objection based on inconvenient forum or venue.

The Company does not recognize or consent to jurisdiction in any court located outside the United States.


UNITED STATES EXPORT CONTROLS

Certain hardware, software, technologies, and services offered through our websites, applications, platforms, and related products may be subject to the export control laws and regulations of the United States, including but not limited to the Export Administration Regulations (EAR) administered by the U.S. Department of Commerce and the sanctions programs administered by the U.S. Department of the Treasury’s Office of Foreign Assets Control (OFAC).

By purchasing, downloading, or using any of our hardware, software, or services, you represent and warrant that you are not located in, under the control of, or a national or resident of any country or territory subject to U.S. embargo or other trade restrictions, and that you are not on any U.S. government list of prohibited or restricted parties.

You agree not to export, re-export, or transfer any products, software, or services obtained from the Company in violation of any applicable U.S. export laws or regulations.

Purchasing or using any export-controlled items from a location outside the United States is done entirely at your own risk, and you assume full responsibility for compliance with the laws of your local jurisdiction.



WITHHOLDING TAX

You acknowledge and agree that certain countries may impose a withholding tax or similar levy on payments made to foreign entities under their local tax laws. In such cases, you shall be solely responsible for the calculation, reporting, and remittance of any applicable withholding tax to the appropriate tax authorities in your jurisdiction.

All amounts invoiced by the Company are payable in full, and shall not be reduced or offset by any such withholding or similar taxes. The Company shall not be liable for, nor required to bear, any local tax obligations, including withholding taxes, duties, tariffs, or other levies imposed by your local, regional, or national government.

You agree to indemnify and hold the Company harmless from any penalties, interest, or other liabilities arising from your failure to properly withhold or remit such taxes, and you shall provide official documentation evidencing the payment of any such withholding tax upon request.


CLAIMS AND DISPUTES

Notification of Claims:

You must notify the Company in writing of any claims, grievances, or disputes arising out of or relating to the delivery of goods or the performance of services within seven (7) calendar days of the delivery date or the completion of the services, whichever applies. Such notice must be sent by certified mail with return receipt requested to the Company’s registered office address as published on its website at the time of submission.

Admissibility of Claims:

Any failure to notify the Company of a claim within the prescribed time period shall constitute an irrevocable waiver of such claim and render it inadmissible for consideration or resolution, unless otherwise required by applicable law.


DISCLAIMER (CAPITALIZED VERSION)

ALL APPS, MEMBERSHIPS, SAAS OFFERINGS, PRODUCTS, SERVICES, SUBSCRIPTIONS, AND ANY OTHER ITEMS MADE AVAILABLE OR SOLD BY THE COMPANY (COLLECTIVELY, THE “OFFERINGS”) ARE PROVIDED STRICTLY “AS IS” AND “AS AVAILABLE”, WITHOUT WARRANTIES OR GUARANTEES OF ANY KIND, EXPRESS OR IMPLIED.

TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, QUIET ENJOYMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE.

THE COMPANY DOES NOT WARRANT THAT:

  • THE OFFERINGS WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE;
  • ANY DEFECTS OR VULNERABILITIES WILL BE CORRECTED;
  • THE SERVERS HOSTING OUR OFFERINGS WILL BE FREE OF VIRUSES, MALWARE, SECURITY BREACHES, OR OTHER HARMFUL COMPONENTS;
  • OR THAT ANY INFORMATION OR CONTENT OBTAINED THROUGH OUR OFFERINGS WILL BE ACCURATE, COMPLETE, OR RELIABLE.

YOU EXPRESSLY AGREE THAT YOUR USE OF THE OFFERINGS IS ENTIRELY AT YOUR OWN RISK. YOU ASSUME FULL RESPONSIBILITY FOR:

  • ALL COSTS ASSOCIATED WITH SERVICING, REPAIR, OR CORRECTION OF ANY DEVICE OR SYSTEM USED IN CONNECTION WITH OUR OFFERINGS;
  • ANY DATA LOSS, CORRUPTION, UNAUTHORIZED ACCESS, OR BREACH ARISING FROM YOUR USE;
  • AND ANY THIRD-PARTY INTERACTIONS, INCLUDING CONTENT, ADVERTISEMENTS, OR SERVICES LINKED TO OR INTEGRATED WITHIN OUR OFFERINGS.

UNDER NO CIRCUMSTANCES SHALL THE COMPANY BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF DATA, LOSS OF PROFITS, PROPERTY DAMAGE, PERSONAL INJURY OR DEATH, UNAUTHORIZED ACCESS TO TRANSMISSIONS OR DATA, OR ANY OTHER HARM ARISING OUT OF OR RELATED TO YOUR ACCESS TO OR USE OF THE OFFERINGS, REGARDLESS OF THE CAUSE AND EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

YOU FURTHER ACKNOWLEDGE AND AGREE THAT TRANSMISSIONS MADE VIA THE INTERNET OR ANY OTHER NETWORK ARE NOT GUARANTEED TO BE SECURE AND MAY BE INTERCEPTED BY UNAUTHORIZED PARTIES. YOUR USE OF OUR OFFERINGS CONSTITUTES YOUR ACCEPTANCE OF THIS RISK.



Indemnification

You agree to indemnify, defend, and hold harmless the Company, its wholly owned affiliate companies, parent companies, subsidiaries, affiliates, partners, shareholders, members, executives, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns, and employees from and against any and all losses, liabilities, claims, damages, demands, costs, or expenses (including, but not limited to, reasonable attorneys’ fees) made by any third party arising out of or relating to:

  • Your use or misuse of any apps, memberships, SaaS, products, services, subscriptions, or any other item you purchase from us;
  • Your use of or participation in any of our websites, blogs, forums, or social media channels;
  • Any activity or content associated with your account (including use by you or anyone else, whether authorized or unauthorized);
  • Your breach or alleged breach of these Terms and Conditions of Sale;
  • Your violation of any rights of another party; or
  • Any content you transmit or share through our platforms, websites, or services.

This indemnification obligation will survive the termination or expiration of these Terms and Conditions of Sale and your use of the Company’s services.


LIMITATION OF LIABILITY

IN NO EVENT WILL THE COMPANY, ITS WHOLLY OWNED AFFILIATE COMPANIES, OUR PARENT COMPANIES, SUBSIDIARIES, AFFILIATES, PARTNERS, SHAREHOLDERS, MEMBERS, EXECUTIVES, OFFICERS, DIRECTORS, AGENTS, CONTRACTORS, LICENSORS, SERVICE PROVIDERS, SUBCONTRACTORS, SUPPLIERS, INTERNS OR EMPLOYEES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST PROFIT DAMAGES ARISING FROM YOUR USE OF OR INABILITY TO USE OUR APPS, WEBSITES, BLOGS, FORUMS, SOCIAL MEDIA, MEMBERSHIPS, PRODUCTS, SERVICES, SUBSCRIPTIONS AND PLATFORMS. IN JURISDICTIONS THAT DO NOT ALLOW FOR THE EXCLUSION OR LIMITATION OF SUCH DAMAGES, OUR LIABILITY IN SUCH JURISDICTIONS SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO US DURING THE TERM OF YOUR PAID USE OF OUR APPS, WEBSITES, BLOGS, FORUMS, SOCIAL MEDIA, MEMBERSHIPS, PRODUCTS, SERVICES, SUBSCRIPTIONS AND PLATFORMS.

YOU ACKNOWLEDGE AND AGREE THAT ANY DAMAGES YOU INCUR ARISING OUT OF OUR ACTS OR OMISSIONS OR YOUR USE OF OUR APPS, WEBSITES, BLOGS, FORUMS, SOCIAL MEDIA, MEMBERSHIPS, PRODUCTS, SERVICES, SUBSCRIPTIONS AND PLATFORMS ARE NOT IRREPARABLE AND ARE INSUFFICIENT TO ENTITLE YOU TO AN INJUNCTION OR OTHER EQUITABLE RELIEF RESTRICTING THE AVAILABILITY OF OR ANY PERSON’S ABILITY TO ACCESS ANY PORTION OUR APPS, WEBSITES, BLOGS, FORUMS, SOCIAL MEDIA, MEMBERSHIPS, PRODUCTS, SERVICES, SUBSCRIPTIONS AND PLATFORMS.

THE LIMITATIONS IN THIS SECTION APPLY WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES.


NO LIABILITY FOR THIRD-PARTY CLAIMS

The Company will not be liable as a third party in any claims for damages made by an end user against the Client.


FORCE MAJEURE

The Company shall not be liable for any failure or delay in performance under this Agreement due to causes beyond its reasonable control, including but not limited to acts of God, war, terrorism, strikes, labor disputes, pandemics, government actions, or any other unforeseen events.


GOVERNING LAWS AND VENUE

This Agreement shall be governed by and construed in accordance with the laws of the County of Brevard, State of Florida, United States, without regard to its conflict of laws principles. The Client and the Company agree to submit to the exclusive jurisdiction of the courts located in Brevard County, Florida to resolve any dispute arising out or in connection with this Agreement.



RELATIONSHIP

You acknowledge and agree that, by entering into these Terms and Conditions of Sale and by purchasing or using our apps, websites, blogs, forums, social media, memberships, products, services, subscriptions, and platforms, no joint venture, partnership, employment, or agency relationship is created between you and the Company.

A printed or electronic copy of these Terms and Conditions of Sale, as well as any related notices, shall be admissible as evidence in any judicial or administrative proceedings in the same manner as other business records and documents that are ordinarily kept in written or printed form.

Nothing in these Terms and Conditions of Sale shall limit the Company’s right or obligation to comply with any applicable legal, governmental, or law enforcement requests or requirements, including but not limited to those related to your use of our apps, websites, blogs, forums, social media, memberships, products, services, subscriptions, and platforms, or any information you provide to, or that we collect from you in connection with such use.


ENTIRE AGREEMENT

These Terms and Conditions of Sale, along with any additional policies or rules posted by the Company on our apps, websites, memberships, subscriptions, products, services, or platforms related to these Terms and Conditions of Sale, constitute the entire and exclusive agreement between you and the Company. This agreement governs your use of the Company’s apps, websites, memberships, subscriptions, products, services, and platforms. It supersedes all prior or contemporaneous agreements, understandings, communications, and proposals, whether oral or written, between you and the Company, including but not limited to any prior versions of these Terms and Conditions of Sale.


NO WAIVER

The failure of the Company to exercise or enforce any right or provision of these Terms and Conditions of Sale shall not be deemed a waiver of such right or provision.

In the event of any ambiguity in the interpretation of these Terms and Conditions of Sale, such ambiguity shall not be construed against the Company.


SEVERABILITY

If any provision of these Terms and Conditions of Sale is determined to be unlawful, void, or unenforceable, that provision shall be enforced to the fullest extent permitted by applicable law, and the unenforceable portion shall be severed from these Terms and Conditions of Sale. Such a determination shall not affect the validity and enforceability of the remaining provisions, which shall remain in full force and effect.


MODIFICATIONS AND AMENDMENTS

We reserve the right to update, modify, remove, or replace (collectively, "change" or "changes") any part of these Terms and Conditions of Sale, with or without notice, by posting updated changes on our websites. It is your responsibility to periodically review the Terms and Conditions of Sale pages on our websites for any changes. Your continued use or purchase of our products, services, apps, memberships, and/or subscriptions following the posting of any changes constitutes your acceptance of those changes and your agreement to abide by the modified Terms and Conditions of Sale, as well as all applicable federal, state, and local laws, rules, regulations, and ordinances ("Applicable Law"). Therefore, it is important to regularly review these Terms and Conditions of Sale. If you do not agree to be bound by the updated Terms and Conditions of Sale and to comply with all Applicable Law, you must immediately discontinue use of our websites, products, services, apps, memberships, and/or subscriptions.

By purchasing products, services, apps, memberships, and/or subscriptions from the Company, you acknowledge that you have read, understood, and agreed to these Terms and Conditions of Sale. If you do not agree to these terms, you should refrain from purchasing any products, services, apps, memberships, or subscriptions from the Company.

YOU HEREBY KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVE ANY RIGHT YOU MAY HAVE TO A TRIAL BY JURY IN ANY LITIGATION (INCLUDING, BUT NOT LIMITED TO, ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD-PARTY CLAIMS) ARISING OUT OF, UNDER, OR IN CONNECTION WITH THESE TERMS AND CONDITIONS OF SALE.


NOTICES

You agree that any notices that may be required by applicable law to send to you will be effective upon our sending an e-mail message to the e-mail address you have on file with us or publishing such notices on any apps, websites, blogs, forums, or social media.


For any questions regarding these Terms And Conditions Of Sale, please contact us at: 

Raptyr Inc.

1790 Hwy A1A, Suite 209

Satellite Beach, FL 32937

legal@RaptyrCorp.com 


This document serves as the legally binding Terms And Conditions Of Sale for all transactions conducted with the Company. and supersedes any prior agreements or understandings.