WEBSITE TERMS AND CONDITIONS
Last Updated: May 1, 2022
IMPORTANT NOTICE: THESE TERMS CONTAIN A BINDING CLASS ACTION WAIVER. IT AFFECTS YOUR LEGAL RIGHTS, AS DETAILED IN CLASS ACTION WAIVER BELOW. PLEASE READ CAREFULLY.
Welcome to https://www.brooklyncreativelofts.com (“BCL Website”), owned exclusively by Ratner Enterprises, Inc. d/b/a R Management (“Company,” “Our,” “We” and/or “Us”). The BCL Website provides you (“You” or “Your”) with access search and locate commercial and/or office rentals in Brooklyn including creative artist lofts and art studios.
Before utilizing the BCL Website, please read these Terms. You may only use and/or access, and/or submit User Information to, the BCL Website in accordance with these Terms. If You do not agree to be bound by these Terms, You may NOT access and/or use, and/or submit any User Information to the BCL Website, and must exist the BCL Website and refrain from using any services offered by and/or through the BCL Website (“BCL Services”) immediately. Your sole and exclusive remedy if You do not agree to be bound by these Terms is to not access and/or use the BCL Website and/or the BCL Services, and/or otherwise submit User Information to the BCL Website.
To the greatest extent permitted by law, Company may revise, change amend, alter, add to, or modify the content of the BCL Website or these Terms at any time. Any such changes and/or updates shall be effective immediately upon posting to this webpage, unless otherwise stated. The date the Terms was last updated is identified at the top of the document. Your continued access and use of the BCL Website after the “Last Updated” date constitues Your acceptance of those changes. Please review the Terms periodically to review the most current version of Website Terms and Conditions.
Company is a licensed real estate principal broker in the State of New York (License # 10991230709). Company works directly with commercial buildings, some of which are marketed and/or advertised through the BCL Website. As the prospective tenant, You do not pay any broker fees in connection with renting and/or leasing any such commercial space. Rather, any such broker fees are paid by the landlord and/or management company in connection with such building.
Although there are no fees charged to search the commercial spaces listed on the BCL Website, if You submit a rental application through the BCL Website, You are charged a fee in the amount of One Hundred Dollars ($100.00). This is the fee in connection with processing Your rental application and running a credit check and/or background check.
1. Age Requirements
You must be over the age of eighteen (18) years old to register a Registered Account and/or use any of the BCL Services. By registering a Registered Account or using the BCL Services, You represent that You meet this minimum age requirement. In any case, You affirm that You are over the age of thirteen (13) years old, as the BCL Services are not intended for use by anyone under the age of thirteen (13) years old. If You are under the age of thirteen (13) years old, then please do not use the BCL Services without the consent of Your parent or guardian. Pursuant to 47 U.S.C. Section 230(d), as amended, We hereby notify You that parental control protections (such as computer hardware, software or filtering services) are commercially available to assist You in limiting access to material that is harmful to minors. More information on the availability of such software can be found through publicly available sources. You may wish to contact Your internet service provider
2. Intellectual Property Ownership
The BCL Website and the materials contained in it including, without limitation, any website content, commercial space and/or office listings and/or office descriptions (collectively, “Office Listings”), any photographs, text, software, pictures, images, graphics, articles, blogs, columns, postings, video clips, audio clips, digital downloads, data, messages, contents or other information posted on the BCL Website (collectively, the “BCL Website Materials”) are either the property of, or used with permission, by Company. Without limitation, the BCL Website and the BCL Website Materials are copyrighted by Company, its affiliates or its licensors. In addition, certain aspects of the BCL Website Materials including, without limitation, the trademarks, service marks, trade names and logos used and displayed on the BCL Website are registered and/or unregistered trademarks of Company and/or its affiliates. You have no intellectual property rights in, or to, the BCL Website, other than the right to use it in accordance with these Terms.
3. License and Access
Subject to your compliance with these Terms, Company grants you a limited, non-exclusive, non-transferable, non-sublicensable license to access and make personal use of the BCL Website for the purpose of searching and locating a commercial spaces in Brooklyn including creative lofts and art studios that may be available for rent for your own business purposes (“Permitted Use”). You are also granted a limited license to print copies of any BCL Website Materials posted on the BCL Website, but only for the Permitted Use. This license does not include any commercial use of the services provided by the BCL Website including, without limitation, by any real estate brokers. You are not permitted to download (other than page caching), modify, copy, reproduce, republish, upload, post, transmit, sell, offer for sale or distribute, in any way any portion of the BCL Website or BCL Website Materials. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including, without limitation, images, text, page layout, or form) of the Corporation without express written consent. All rights not expressly granted to you in these Terms are reserved and retained by the Company and/or its licensors, suppliers, publishers, rightsholders, or other content providers. The licenses granted herein terminate immediately if you do not comply with these Terms.
4. Registered User Account
Certain users may elect to create an account with the BCL Website, whereby they become registered users for purposes of using certain enhanced features of the BCL Website and/or the BCL Services including, without limitation, submitting a rental application through the BCL Website (“Registered Users,” each a “Registered User”). A Registered User may provide Company with certain information including, without limitation: the name of the person creating the account, the business name, physical/mailing address, telephone number, email, username and password (collectively, the “Registered Account”). Each Registered User is responsible for maintaining the confidentiality of the Registered Account information. A Registered User shall be responsible for all uses of the Registered Account on the BCL Website, whether or not authorized by the Registered User. Notwithstanding the foregoing, the Registered User shall immediately notify Company of any unauthorized use of a Registered Account. Moreover, if any Registered User learns of any unauthorized use of a Registered Account, Registered User shall immediately notify Company thereof. A Registered User may cancel their Registered Account by contacting Company as set forth below. That communication shall have in its subject line “Request to Terminate Registered Account.” Notwithstanding the foregoing, and as previously set forth herein, Company may cancel a Registered Account at any time, and without prior notice to the Registered User.
5. Rental Application Information
In connection with submitting a rental application as to an Office Listing (“Rental Application”), You may be asked to submit the following information through the BCL Website and/or the BCL Services: desired office location; desired lease length; desired move-in date; rental quote; renal offer; anticipated uses of office space; business name; years in business; employer identification number (“EIN”); business type; gross annual income; address; current office space rent; length of current office tenancy; reason for moving, current landlord’s name, landlord’s current telephone number; current landlord’s email; payment history; occupancy history; prior bankruptcy filing information; business references; employment history; business information; information about the owners of a sole proprietorship business including, without limitation, date of birth, social security number, income-related information, prior bankruptcy-filing-related information and conviction of crime-related information, personal references; any supporting documentation uploaded through the BCL Website and/or the BCL Services including, without limitation, state-issued identification, passport, proof of income, personal bank statements, business bank statements, W2s, 1099s, personal tax returns, business tax returns; savings account statements; and any additional information You voluntarily provide in connection with the Rental Application (“Rental Application Information”).
By providing the Rental Application Information through the BCL Website and/or the BCL Services, You are confirming that You are legally allowed to do so and by doing so, You are not infringing on any statutory provisions and/or third party rights, and/or otherwise violating any applicable laws.
You represent and warrant that all information provided through the BCL Website and/or the BCL Services, including, without limitation, the Rental Application Information and/or any other information submitted in connection with the Rental Application, is current, true, accurate, up-to-date, complete and whole, and does not violate any federal, state, local or international law or regulation.
Company welcomes Your feedback. However, please be aware that by submitting content to the BCL Website by e-mail, comments and/or messages through the BCL Website or otherwise, including, without limitation, testimonies, endorsements, reviews, questions, comments, suggestions, ideas or the like contained in any submissions (collectively, "Submissions"), You grant Company and its affiliates a nonexclusive, royalty-free, perpetual, transferable, irrevocable and fully sublicensable right to: (a) use, reproduce, modify, adapt, translate, distribute, publish, create derivative works from and/or publicly display such Submissions throughout the world in any media, now known or hereafter devised, for any purpose; and (b) use the name that you submit in connection with such Submission, if Company so chooses. You acknowledge that Company shall not be obligated to provide attribution of Your comments or reviews, but that it may do so in its discretion and without any compensation to You. Additionally, You acknowledge that Company is free to use and/or exploit Submissions, including without limitation, ideas for product improvements, product/service offerings, and/or a potential business model or modifications thereto, in whole or in part, through any means, and Company shall not owe any compensation to You or any third party relating to the same.
In connection with any and all Submissions, You represent and warrant that You (l) have the right to disclose the Submissions, (m) the Submission do not violate the rights of any other person or entity, and (n) the Submissions do not contain the confidential or proprietary information of any third party or parties. You (x) acknowledge that Company may have something similar to the Submissions already under consideration or in development, and (ii) assign to Company Your entire right, title, and interest (including any intellectual property rights) in and to the Submissions.
To the extent that any right, title, or interest cannot be assigned under applicable law, You hereby grant Company an irrevocable, non-exclusive, royalty-free, perpetual, worldwide license to use, modify, prepare derivative works from, publish, distribute and sublicense the Submissions without any compensation, and waive any right, title or interest and consent to any action of Company, its service providers, successors, and assigns that would violate such right, title, or interest in the absence of such consent. You agree to execute any documents necessary to effect the foregoing assignment, waivers, or consents.. Company may display personal testimonials and endorsements of satisfied users with respect to Company’s services offered through the BCL Website. To the extent permitted by applicable law, You waive any moral rights in connection with any and all Submissions.
You are solely liable for any content including, without limitation, the Submissions that you upload, post, share or provide through the BCL Website. You acknowledge and accept that Company does not filter or moderate such content. However, Company reserves the right to remove, delete, block or rectify such content at its own discretion and to, without prior notice, deny Your access to the BCL Website and/or any of the services offered thereon:
(a) if any complaint based on such content is received;
(b) if a notice of infringement of intellectual property rights is received;
upon order of a public authority; or
(c) where Company is made aware that the content, while being accessible via the BCL Website and/or any of the services offered thereon, may represent a risk for other users, third parties and/or the availability of the BCL Website and/or any of the services offered thereon.
The removal, deletion, blocking or rectification of Your content shall not entitle You to any claims for compensation, damages or reimbursement.
You agree to hold Company harmless from and against any claim asserted and/or damage suffered due to content you provide or provided through the BCL Website and/or the services offered through the BCL Website.
7. Copyright Infringement/DMCA Notice
If You believe that any BCL Website Materials violate Your or a third party’s copyright, please provide written notice (“DMCA Notice”) to Company as set forth herein or otherwise provided by the Digital Millennium Copyright Act, as it may be amended from time to time. The DMCA Notice must include (a) the signature of a person authorized to act on behalf of the owner of the copyright interest (“Copyright Owner”); (b) a description of the copyrighted work that is believed to have been infringed upon; (c) a description of precisely where the alleged infringing work is located on the BCL Website; (d) the Copyright Owner’s mailing address, telephone number and email address; (e) a statement by the Copyright Owner that it has a good-faith belief that the disputed use is not authorized by the Copyright Owner, its agent, or the law, or is not otherwise being conducted by another authorized owner or licensee of the work; and (f) a statement by the Copyright Owner, made under penalty of perjury, that the information set forth in the submitted written notice is accurate and that it is the Copyright Owner or is authorized to act on the Copyright Owner's behalf. The DMCA Notice should be immediately delivered to Company by certified mail return receipt requested or by commercial carrier at the address set forth below in the “Notices” provision and directed to the attention of the “Copyright Agent.” You acknowledge and agree that Your failure to properly comply with the requirements of the law and/or this provision may make Your DMCA Notice invalid.
Although there are no fees charged to search the commercial spaces listed on the BCL Website, if You submit a Rental Application through the BCL Website, You are charged a non-refundable fee in the amount of One Hundred Dollars ($100.00) (“Application Fee”). The Application Fee is the fee in connection with processing Your rental application and running a credit check and/or background check and/or other consumer information. Verification of Your information may be required prior to the acknowledgment or completion of any transaction. We may use a third-party payment processor (the “Payment Processor”) to charge the Application Fee. The processing of the Application Fee will be subject to the terms, conditions and privacy policies of the Payment Processor in addition to these Terms, and You are solely responsible for reading such terms, conditions and privacy policies prior to authorizing the Payment Process to issue payment. Company is not responsible for errors made by the Payment Processor. You agree to pay Company, through the Payment Processor, any charges for transactions made by You, and You authorize Company, through the Payment Processor, to charge Your chosen payment method (“Payment Method”). You represent and warrant that You have the legal right to use any Payment Method that You have used in connection with any transaction.
All fees including, without limitation, the Application Fee are non-refundable including, without limitation, even where the Rental Application is denied. In addition, a credit inquiry (Brooklyn Creative Lofts a/k/a R Management) will appear on Your credit report by undergoing a credit check.
9. Usage Restrictions
You agree that you will not use the BCL Website and/or any of the services offered through the BCL Website to:
a. Decompile, disassemble, reverse engineer or otherwise attempt to obtain or perceive the source code from which any software component of the BCL Website are compiled or interpreted or the source code underlying the BCL Website, and noting in these Terms will be construed to grant you any right to obtain or authorize use of such code;
b. Reproduce, duplicate, copy or resell any part of the BCL Website;
c. Allow third parties other than authorized users and visitors to gain access to the BCL Website;
d. Copy, translate, merge, adapt, vary, alter or modify, the whole or any part of the BCL Website, or any content on it, except as necessary to use BCL Website and/or the services offered through the BCL Website as permitted in these Terms;
e. Use the BCL Website maliciously, by, without limitation, hacking into or inserting malicious code, such as viruses, or harmful data, into the BCL Website or any operating system;
f. Use the BCL Website in a way that could damage, disable, overburden, impair or compromise our systems or security or interfere with other users, including, without limitation, by removing, circumventing, damaging or otherwise interfering with security-related features that prevent or restrict use or copying, pasting, printing, downloading or sharing of any content, or that enforce limitations on the use of the BCL Websites or related content;
g. Access, collect, harvest or modify any information, content or data related to the BCL Website using any robot, spider, scraper or other automated means or any manual process for any purpose, or attempt to decipher any transmissions to or from the servers running the BCL Website;
h. Access, search or create accounts for the BCL Website by any means other than our publicly supported interfaces (i.e. “scraping” or creating accounts in bulk);
i. Access without authority, interfere with, damage or disrupt any part of the BCL Website, any equipment or network on which the BCL Website is stored, any software used in the provision of any services offered through the BCL Website, or any equipment or network or software owned or used by any third party;
j. Use another user’s information (including email addresses) to contact them outside of the BCL Website without their express permission or authority, or to create or distribute mailing lists or other collections of contact or user profile information for other users for use outside of the Visit Days Website;
k. Impersonate someone else to create an account, create or use an account for anyone other than yourself, permit anyone else to use your account, or provide personal information for purposes of account registration other than your own;
l. Use any of the BCL Website to provide timesharing, subscription service, hosting, or outsourcing services;
m. Use the BCL Website to violate any applicable laws, statutes, regulations or rules;
n. Upload, post, e-mail, text, transmit or otherwise make available (collectively, “Make Available”) any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “Pyramide schemes,” or any other form of prohibited communication;
o. Make Available any content that is unlawful, tortious, defamatory, vulgar, obscene, libelous, or racially, ethnically or otherwise objectionable including, without limitation, any sexually explicit content;
p. Make Available any content that violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability;
q. Make Available any content that promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group;
r. Make Available any content that is violent, threatening, harassing and/or or bullying, or promotes violence or actions that are threatening to any other person;
s. Make Available any content that promotes illegal or harmful activities;
t. Make Available any content that you do not have a right to Make Available under any law or under any contractual relationship;
u. Make Available any content that infringes the rights of any person or entity, including without limitation, any patent, trademark, trade secret, copyright, privacy, publicity or other proprietary or contractual rights; and/or
v. Use the BCL Website to collect data directly from children under the age of thirteen (13) years of age.
10. Termination; Suspension; Abuse of the BCL Website
Company may restrict Your use or access to the the BCL Website, without compensation or notice to You, if Company suspects, in its discretion, that You are (a) in violation of any of these Terms; or (b) engaged in illegal or improper use of the BCL Website.
You further understand and agree that if Your Registered Account is suspended or terminated, You may not create a new registered account or use another registered account to avoid the restrictions or limitations.
11. Third Party Content/Linked Websites
Company takes no responsibility for the communications or information contained in any advertisement submitted by third parties on the BCL W Website (“Third Party Content”). The views expressed in any Third-Party Content are merely those of the poster, advertiser and/or the respective third party and do not necessarily reflect the views of Company or any person or entity affiliated with Company. Company has no obligation to screen or review in advance, nor is Company responsible for screening, monitoring and/or reviewing Third Party Content.
In addition, You acknowledge and agree that Company has no responsibility for the accuracy or availability of information provided by websites to which the the BCL Website may be linked and/or referred or displayed on the BCL Website (“Linked Websites”). Links to Linked Websites are p provided as a convenience to You, and do not constitute an endorsement by or association with Company of such websites or the content, products, advertising or other materials presented on such sites. Company does not author, edit or monitor these Linked Websites. You acknowledge and agree that Company is not responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on such Linked Websites. If you access any Linked Websites, You do so at Your own risk.
12. BCL Website Maintenance
From time to time the BCL Website may undergo maintenance or become unavailable due to unforeseen reasons (“Down Time”). You acknowledge and agree that Company assumes no responsibility and shall not be liable for any loss or damage, including but not limited to loss of profits, anticipated revenue, savings or goodwill, or other economic loss arising out of or is in any way connected with the Down Time.
You agree to indemnify, hold harmless and defend Company, its affiliates, and any members, shareholders, directors, officers, employees or agents (collectively, the “Company Parties”) of any of the foregoing with respect to an claim, demand, cause of action, debt, liability, damages, costs or expenses including, without limitation, reasonable attorneys’ fees and expenses of the Company Parties’ selected attorneys, directly or indirectly relating to: (a) any failure by You to comply with these Terms; (b) Your use of the BCL Website and/or the BCL Services; (c) any failure on Your part to provide current, truthful, accurate, whole and complete information in connection with any Rental Applications submitted through the BCL Website and/or any other information You provide in connection with the Rental Application; and/or (d) any act or omission or willful misconduct by You that results in a claim for breach of any representations or warranties or covenants made herein against any of the Company Parties.
14. Not a Credit Bureau
You acknowledge and agree that Company is not a credit bureau and does not control the contents of credit reports, background checks and other products for screening including any reports obtained through the BCL Services. You agree that Company is not responsible for the contents of any credit report, background check or credit score, whether correct or incorrect. To dispute the contents of the foregoing, please contact the appropriate third-party vendor that issued the report.
15. Landlord and Tenant Relationship
You acknowledge that Company does not verify the identity or accuracy of any information provided through the BCL Website and/or the BCL Services and/or in connection with any Rental Application nor do we warrant the accuracy, completeness or usefulness of any of the information provided via the BCL Website and/or the BCL Services.
Company is not a party to any rental or other agreement or contract between landlords and tenants. Liability and enforcement of such agreements are left to the such landlords and tenants individually and solely. For the avoidance of doubt, any disputes between a landlord and tenant with respect to the lease of any commercial property that is the subject of an Office Listing shall be resolved among the parties.
16. DISCLAIMER OF WARRANTIES
The BCL Website, BCL Website Materials including, without limitation, any blogs, BCL Services and/or Office Listings are provided for general information and entertainment purposes only. They do not offer advice on which You should rely. You must obtain professional or specialist advice before taking, or refraining from, any action on the basis of information obtain through the BCL Website and/or any of the BCL Services.
YOU EXPLICITLY AGREE THAT THE USE OF THE BCL WEBSITE AND/OR ANY OF THE BCL SERVICES IS AT YOUR OWN AND SOLE RISK. THE BCL SERVICES, THE BCL WEBSITE AND ALL MATERIALS CONTAINED THEREIN INCLUDING, WITHOUT LIMITATION, THE BCL WEBSITE MATERIALS AND/OR ANY OFFICE LISTINGS ARE PROVIDED "AS IS” AND ON AN “AS AVAILABLE” BASIS.
COMPANY DOES NOT MAKE ANY REPRESENTATIONS AND WARRANTIES AS TO THE FUNCTIONALITY, SECURITY, QUALITY, FITNESS, TRUTH, ACCURACY, CURRENCY, RELIABILITY, WHOLENESS AND/OR COMPLETENESS OF THE BCL WEBSITE, ANY OF THE BCL SERVICES, THE BCL WEBSITE MATERIALS AND/OR OFFICE LISTINGS WILL BE FREE FROM ERRORS, DELAYS, DEFECTS, OMISSIONS, INTERRUPTIONS OR INACCURACIES. ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, ARE HEREBY DISCLAIMED BY COMPANY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
TO THE EXTENT PERMITTED BY LAW, COMPANY EXPLICITLY DISCLAIMS ANY AND ALL LIABILITY ARISING FROM THE ACCURACY OF THE OFFICE LISTINGS INCLUDING, WITHOUT LIMITATION, ANY PHOTOGRAPHS, IMAGES AND/OR VIDEOS AND/OR ANY REPRESENTATIONS OR STATEMENTS IN CONNECTION WITH ITS AMENITIES, LOCATION, PRICE, AND ITS AVAILABILITY. TENANTS ARE SOLELY RESPONSIBLE FOR CONFIRMING THAT ANY INFORMATION AND/OR DESCRIPTIONS CONTAINED IN THE OFFICE LISTINGS IS CURRENT, UP-TO-DATE, TRUTHFUL, ACCURATE, COMPLETE AND/OR WHOLE PRIOR TO ENTERING INTO A LEASE WITH LANDLORD AND/OR OTHERWISE COMMITTING TO THE RENTAL OF THE COMMERCIAL SPACE.
THE MATERIALS DISPLAYED THROUGH THE BCL WEBSITE AND/OR THE BCL SERVICES INCLUDING, BUT NOT LIMITED TO, PROPERTY SUMMARIES, DESCRIPTIONS, PUBLICATIONS AND ANY OTHER SUCH MATERIALS, ARE NOT INTENDED TO AND DO NOT CONSTITUTE LEGAL, FINANCIAL, REAL ESTATE, INVESTMENT, BUSINESS OR PROFESSIONAL ADVICE OF ANY KIND. THOSE ACCESSING THE MATERIALS DISPLAYED THROUGH THE BCL WEBSITE AND/OR THE BCL SERVICES INCLUDING, WITHOUT LIMITATION, THE OFFICE LISTINGS SHOULD NOT ACT UPON THEM WITHOUT FIRST SEEKING RELEVANT PROFESSIONAL COUNSEL. THE MATERIALS SHOULD NOT BE USED AS A SUBSTITUTE FOR CONSULTATION WITH A PROFESSIONAL ADVISER. YOU AGREE THAT WE ARE NOT RESPONSIBLE FOR ANY FINANCIAL, BUSINESS OR LEGAL DECISIONS THAT YOU MAY MAKE.
THE BCL WEBSITE, BCL WEBSITE MATERIALS, BCL SERVICES AND/OR OFFICE LISTINGS MAY BE MODIFIED OR DISCONTINUED AT ANY TIME WITH OR WITHOUT REASON AND WITH OR WITHOUT NOTICE TO YOU, WITHOUT LIABILITY TO YOU OR ANY THIRD PARTY. FURTHERMORE, THE BCL WEBSITE AND/OR COMPANY DOES NOT MAKE ANY REPRESENTATIONS AND/OR WARRANTIES AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE BCL WEBSITE AND/OR THE SERVICES OFFERED THROUGH THE BCL WEBSITE. YOU ALSO UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE BCL WEBSITE INCLUDING, WITHOUT LIMITATION, THE OFFICE LISTINGS IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA. YOU UNDERSTAND THAT COMPANY CANNOT AND DOES NOT GUARANTEE OR WARRANT THAT FILES AVAILABLE FOR DOWNLOADING FROM THE INTERNET WILL BE FREE OF VIRUSES, WORMS, TROJAN HORSES OR OTHER CODE THAT MAY MANIFEST CONTAMINATING OR DESTRUCTIVE PROPERTIES.
SOME JURISDICTIONS DO NOT ALLOW THE ELIMINATION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. HOWEVER, THIS SHALL BE LIMITED AND ONLY THOSE PROHIBITED BY THAT JURISDICTION SHALL BE EXCLUDED AND SEVERED FROM THE REMAINDER OF THE OTHER WARRANTIES, LIMITATIONS AND EXCLUSIONS WHICH SHALL REMAIN IN FULL FORCE AND EFFECT TO THE MAXIMUM EXTENT PERMITTED BY LAW.
17. LIMITATION OF LIABILITY
YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE BCL WEBSITE, ANY BCL SERVICES, BCL WEBSITE MATERIALS AND/OR OFFICE LISTINGS REMAINS WITH YOU. COMPANY SHALL NOT BE LIABLE FOR ANY INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION< LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH (A) THESE TERMS; (B) THE USE OF OR INABILITY TO USE THE BCL WEBSITE AND/OR ANY OF THE BCL SERVICES OFFERED THROUGH THE BCL WEBSITE; (C) ANY COMMUNICATIONS, INTERACTIONS, MEETINGS AND/OR TRANSACTIONS WITH THIRD PARTIES IN CONNECTION WITH THE RENTAL OF ANY COMMERCIAL SPACE THAT IS THE SUBJECT OF AN OFFICE LISTING; (D) ANY AND ALL USES OF ANY OF THE BCL WEBSITE AND/OR THE BCL SERVICES; AND/OR (E) YOUR MISCONDUCT OR NEGLIGENT USE OF THE BCL WEBSITE AND/OR ANY OF THE BCL SERVICES, OR THE NEGLIGENCE OR MISCONDUCT OF A THIRD PARTY WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT COMPANY HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
IN NO EVENT WILL COMPANY’S AGGREGATE LIABILITY ARISING OUT OF, RELATING TO YOUR RELATIONSHIP WITH COMPANY, THESE TERMS, YOUR USE OF ANY OF THE BCL WEBSITE AND/OR ANY OF THE BCL SERVICES, EXCEED THE GREATER OF THE AMOUNTS YOU HAVE PAID TO COMPANY IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY, OR ONE HUNDRED U.S. DOLLARS (US$100), IF NO SUCH PAYMENT HAS BEEN MADE. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN COMPANY AND YOU.
THE ABOVE LIMITATION OF LIABILITY SHALL NOT APPLY TO ANY CLAIMS FOR ACTUAL DAMAGES RESULTING FROM COMPANY’S BREACH OF THESE TERMS CAUSED BY ITS GROSS NEGLIGENCE, FRAUD, WILLFUL MISCONDUCT OR FRAUD. IF YOU ARE A RESIDENT OF THE UNITED KINGDOM, NOTHING IN THESE TERMS SHALL EXCLUDE OR LIMIT COMPANY’S LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY NEGLIGENCE (AS SUCH TERM IS DEFINED BY THE UNFAIR CONTRACT TERMS ACT 1977); OR FRAUD; OR MISREPRESENTATION AS TO A FUNDAMENTAL MATTER; OR ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER UK LAW.
18. Attorneys’ Fees
If Company or any of Company Parties undertake any action to enforce these General Terms, such party will be entitled to recover from You, and You hereby agree to pay, any and all attorneys’ fees and any costs of litigation, in addition to any other relief at law or in equity to which such party may be entitled. In such event, Company shall be entitled to recover all costs including both actual pre-judgment and post-judgment attorneys’ fees and costs, involved directly or indirectly in its enforcement efforts, whether or not it does so through institution of formal legal proceedings.
19. Governing Law
These Terms will be governed by and construed in accordance with the laws of State of New York, without giving effect to its principles or rules of conflict of laws to the extent such principles or rules would require or permit the application of the laws of another jurisdiction.
You submit to the exclusive jurisdiction and venue of the state and federal courts of State of New York (with venue in Kings County) for any action, proceeding or investigation in any court or before any governmental authority for actions arising out of or relating to these Terms, the BCL Website and/or any services offered through the BCL Website.
21. CLASS ACTION WAIVER
YOU WAIVE ANY RIGHT TO ASSERT ANY CLAIMS AGAINST COMPANY AS A REPRESENTATIVE OR MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION, EXCEPT WHERE SUCH WAIVER IS PROHIBITED BY LAW OR DEEMED BY A COURT OF LAW TO BE AGAINST PUBLIC POLICY. TO THE EXTENT EITHER PARTY IS PERMITTED BY LAW OR COURT OF LAW TO PROCEED WITH A CLASS OR REPRESENTATIVE ACTION AGAINST THE OTHER, THE PARTIES AGREE THAT: (A) THE PREVAILING PARTY SHALL NOT BE ENTITLED TO RECOVER ATTORNEYS’ FEES OR COSTS ASSOCIATED WITH PURSUING THE CLASS OR REPRESENTATIVE ACTION (NOT WITHSTANDING ANY OTHER PROVISION IN THIS AGREEMENT); AND (B) THE PARTY WHO INITIATES OR PARTICIPATES AS A MEMBER OF THE CLASS WILL NOT SUBMIT A CLAIM OR OTHERWISE PARTICIPATE IN ANY RECOVERY SECURED THROUGH THE CLASS OR REPRESENTATIVE ACTION.
22. California Residents
Pursuant to California Civil Code Section 1789.3, California residents are hereby advised of the following: (a) Company is located at 34 North 4th Street, 2nd Floor, Brooklyn, New York 11249 and can be reached at email@example.com; (b) these Terms have provided you with advance notice of any applicable charges resulting from or related to your Use of the BCL Website and/or its services; (c) you may contact Company at the address or email address indicated above to resolve a complaint or receive further information regarding any aspect of the services provided by the BCL Website; and (d) the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Boulevard, Suite N 112, Sacramento, California 95834 or via telephone at 800-952-5210.
Company may freely assign its rights and obligations in and to these Terms. You acknowledge that You may not assign, transfer or sell Your rights or obligations under these Terms without Company’s advance written consent, which may be unreasonably withheld. Any purported assignment in violation hereof shall be null and void and of no force and effect, and furthermore shall constitute a breach of these Terms.
One or more provisions of these Terms may be legally prohibited or otherwise unenforceable in certain jurisdictions and not others. In such event, these Terms shall be construed in a manner that is consistent with prevailing law in the jurisdiction in which it is enforced. Therefore, if any provision of these Terms are prohibited or otherwise unenforceable in a jurisdiction where it is being enforced, (i) it shall nevertheless be enforced to the fullest extent allowed by that prevailing law and (ii) all other provisions of these Terms shall remain in full force and effect and shall not be invalidated or rendered unenforceable.
25. No Third-Party Beneficiaries
These Terms are not intended to be for the benefit of and shall not be enforceable by any unaffiliated third party, except as may be specifically provided herein. Nothing herein, express or implied, is intended to or shall confer on any third party any rights (including third party beneficiary rights), remedies, obligations or liabilities under or by reason of these Terms or otherwise set forth in the BCL Website and/or the services offered through the BCL Website, except as may be specifically provided herein. These Terms shall not provide third parties with any remedy, claim, liability, reimbursement, cause of action or other right in excess of those existing without reference to the terms herein.
26. No Waiver
Company’s failure to assert any right or provision under these Terms shall not constitute a waiver of any such right or provision. No waiver shall be considered a further or continuing waiver of such term or any other term.
All notices or other communications to Company, if any, that are to be given under these Terms must be in writing, which shall be delivered to the address set forth below by way of either personal delivery, certified mail, return receipt requested, two-day mail or overnight mail by a commercial carrier. Notices to Company shall be deemed given only upon receipt. Notices to Company shall be addressed as set forth below unless it changes the address in writing by updating these User Terms.
The address for giving notice to Company is as follows:
Ratner Enterprises, Inc. d/b/a R Management
134 North 4th Street
Brooklyn, New York 11249
Notices to You shall be provided by Company via email or any other address which Company reasonably believes to be associated with you. Notice shall be deemed effective upon delivery of the same by Company. Moreover, and without limiting the foregoing, by using the BCL Website and/or any of the services offered through the BCL Website, You acknowledge and agree that You are communicating with Company electronically, and consent to receive communications from Company electronically. Company may communicate, and provide effective notice to You, by sending you emails or by posting notices on the BCL Website and/or the services offered through the BCL Website. You acknowledge and agree that all agreements, notices, disclosures and other communications that Company may provide to You electronically is effective; satisfies any legal requirement that such communication be in writing; and shall be deemed delivered to You.
28. How to Contact Us Informally
If You have questions about the Terms, please contact us using the contact details below for further assistance:
Ratner Enterprises, Inc. d/b/a R Management
134 North 4th Street
Brooklyn, New York 11249