Terms and Conditions

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Your Terms and Conditions section is like a contract between you and your customers. You make information and services available to your customers, and your customers must follow your rules.

This website (“Site”) is owned and operated by Schell Enterprises  LLc. (“SELLc”). SELLc permits access to the Site and use of its related services subject to the following Terms of Use ("TOU"). SELLc may, at its discretion, update the TOU at any time. You can access and review the most current version of the TOU at the URL for this page or by clicking on the “Terms of Use” link at the bottom of each page of the Site or as otherwise made available by SELLc.

 PLEASE REVIEW THE TOU CAREFULLY. BY REGISTERING FOR AN ACCOUNT, SUBMITTING A LISTING, OR PLACING AN ORDER ON OR THROUGH THE SITE, OR BY OTHERWISE ACCESSING OR USING THE SITE, YOU AGREE TO BE BOUND BY THE TOU, INCLUDING ANY UPDATES OR REVISIONS POSTED HERE OR OTHERWISE COMMUNICATED TO YOU. IF YOU DO NOT AGREE TO BE BOUND BY THE TOU, DO NOT ACCESS OR USE THIS SITE.

THESE TERMS REQUIRE BINDING ARBITRATION TO RESOLVE ANY DISPUTE OR CLAIM ARISING OUT OF OR RELATING IN ANY WAY TO THESE TERMS OR YOUR ACCESS TO OR USE OF THE SITE, AND YOU AGREE THAT ANY SUCH DISPUTE OR CLAIM SHALL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION. PLEASE REVIEW SECTION 19 CAREFULLY TO UNDERSTAND YOUR RIGHTS AND OBLIGATIONS WITH RESPECT TO THE RESOLUTION OF ANY DISPUTE OR CLAIM ARISING OUT OF OR RELATING IN ANY WAY TO THESE TERMS OR YOUR ACCESS TO OR USE OF THE SITE.  You represent and warrant that you are: (i) over eighteen years of age or the age of majority in our jurisdiction, whichever is greater; (ii) of legal age to form a binding contract; and (iii) not a person barred from using the Site under the laws of your country of residence or any other applicable jurisdiction. 

In addition to the TOU, the Rauch Privacy Policy governs your access to and use of the Site.

(a) Subject to your compliance with the TOU in all material respects, SELLc grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to: (i) access and view pages from the Site for your personal, non-commercial use only; and (ii) print a reasonable number of such pages for your personal, non-commercial use only.

(b) To the extent that the Site provides access to any software, applications, learning modules or other similar components (each, an “Application”), then, subject to your compliance with the TOU in all material respects, Rauch grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Applications only in executable, machine-readable, object code form within the online platform provided by SELLc and only for your personal, non-commercial purposes.

(c) Your access to and use of the Site must further comply in all material respects with any usage guidelines, conditions of sale and other policies posted by SELLc.

(a) You may browse the Site without registering, but some features may not be accessible unless you register. In registering for the Site, you agree to: (i) provide true, accurate, current and complete information about yourself as prompted by the Site's registration form (the "Registration Data"); and (ii) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or SELLc reasonably suspects that you have done so, SELLc may suspend or terminate your account.

(b) You are fully responsible for all activities that occur under your account. You may not share your account or password with anyone. You agree to notify SELLc immediately of any unauthorized use of your account or password or any other similar breach of security.

(a) You acknowledge and agree that all information, data, text, software, music, sounds, photographs, graphics, videos, messages, scripts, tags and/or other materials accessible through the Site, whether publicly posted or privately transmitted ("Content"), are the sole responsibility of the person from whom such Content originated. This means that you, and not SELLC, are entirely responsible for all Content that you upload, post, email, transmit or otherwise make available through the Site (“Your Content”), and other users of the Site, and not SELLc, are similarly responsible for all Content they upload, post, email, transmit or otherwise make available through the Site (“User Content”).

(b) You acknowledge and agree that Rauch has no obligation to pre-screen Content (including, but not limited to, Your Content and User Content), although SELLc reserves the right in its sole discretion to pre-screen, refuse or remove any Content. Without limiting the generality of the foregoing, SELLc shall have the right to remove any Content that violates the TOU or that it deems objectionable. You further acknowledge and agree that SELLc may remove your Content after any period of inactivity and has no obligation to retain Your Content for any length of time.

(c) To the extent that you submit any Content, you represent and warrant that: (i) you have all necessary right and authority to grant the rights set forth in the TOU with respect to Your Content; and (ii) Your Content does not violate any copyright, trademark, right of privacy, right of publicity or any other right of any third party.

(a) SELLc does not claim ownership of Your Content. However, you grant SELLc and its service providers a perpetual, irrevocable, worldwide, royalty-free, non-exclusive, sublicensable, transferable license to use, distribute, transmit, reproduce, modify, adapt, create derivative works from, publicly perform and publicly display Your Content. You understand that the technical processing and transmission of data associated with the Site, including Your Content, may require: (i) transmissions over various networks; and (ii) changes to conform and adapt to technical requirements of connecting networks or devices.

(b) Except with respect to Your Content, you agree that SELLc and its licensors own all rights, title and interest in the Site and all Content, Applications and other materials within the Site.

(c) Except with respect to Your Content or as expressly permitted by the TOU, you may not: (i) use, distribute, transmit, reproduce, modify, adapt, create derivative works from, publicly perform or publicly display any Content or Application; (ii) frame or utilize any framing technique to enclose any Content or Application; (iii) decompile, decode, disassemble, reverse engineer, reverse assemble or otherwise attempt to discover any source code or the architectural framework for any Application; or (iv) access the Site for purposes of developing, marketing, selling or distributing any product or service that competes with or includes features substantially similar to the Site or any products or services offered by SELLc. SELLc reserves all rights not expressly granted to you.

In connection with your access to or use of the Site, you shall not:

(a) upload, post, email, transmit or otherwise make available any Content that: (i) is illegal, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful or otherwise objectionable; (ii) may not be made available under any law or under contractual or fiduciary relationship (such as confidential or proprietary information learned as part of an employment relationship or under a non-disclosure agreement); (iii) infringes any patent, trademark, trade secret, copyright or other proprietary right of any party; (iv) consists of unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, commercial electronic messages or any other form of solicitation; or (v) contains software viruses or any other code, files or programs designed to interrupt, destroy or limit the functionality of any software or hardware;

(b) impersonate any person or entity, including, but not limited to, SELLc personnel, or falsely state or otherwise misrepresent your affiliation with any person or entity;

(c) forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Site;

(d) act in a manner that negatively affects the ability of other users to access or use the Site;

(e) take any action that imposes an unreasonable or disproportionately heavy load on the Site or its infrastructure;

(f) interfere with or disrupt the Site or servers or networks connected to the Site, or disobey any requirements, procedures, policies or regulations of networks connected to the Site;

(g) use spiders, crawlers, robots or any other similar means to access the Site or substantially download, reproduce or archive any portion of the Site;

(h) sell, share, transfer, trade, loan or exploit for any commercial purpose any portion of the Site, including, but not limited to, your user account and password; or

(i) violate any applicable local, state, provincial, federal, national or international law or regulation.

SELLc attempts to be as accurate as possible. However, Rauch does not represent or warrant that item descriptions or any other Content is accurate, complete, reliable, current or error-free.

If you submit ratings or reviews for any items on the Site, you agree, warrant and covenant that the ratings and reviews that you submit will:

(a) be accurate and not false, misleading or deceptive;

(b) not include any URL that directs to a resource outside the Site;

(c) not reference any physical address, email address, phone number or other contact information;

(d) fully disclose any connection between you and a person or company with a financial interest in the item or a directly competing item and not express sentiments by or on behalf of such person or company; and

(e) not be submitted for any form of compensation or consideration from any party.

Your dealings with advertisers and other third parties who market, sell, buy or offer to sell or buy any goods or services on the Site, including payment for or delivery of such goods or services and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and the advertiser or other third-party. You agree that Rauch shall not be liable for any loss or damage of any kind incurred as a result of any such dealings.

The Site or users of the Site may provide links to other websites or resources. You acknowledge and agree that SELLc does not endorse and is not responsible for any content, advertising, products, services or other materials on or available through such sites or resources (“External Materials”). External Materials are subject to different terms of use and privacy policies which you are responsible for reviewing. You further acknowledge and agree that SELLc shall not be liable for any damage or loss caused by or resulting from use of or reliance on any External Materials.

SELLc reserves the right at any time to modify or discontinue, temporarily or permanently, the Site (or any portion thereof) with or without notice. You agree that SELLc shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Site (or any portion thereof).

You agree to indemnify and hold SELLc and its affiliates, and each of their officers, directors, employees, agents, partners and licensors (collectively, “SELLc Parties”) harmless from and against any claim, demand, loss, damage, cost, liability and expense, including, but not limited to, reasonable attorneys' fees, resulting from or arising out of your: (a) access to or use of the Site; (b) violation of the TOU or any law or regulation; or (c) violation of any rights of another party.

In the event that you violate the TOU, all rights granted to you under the TOU shall be terminated immediately, with or without notice. The provisions of the TOU that should by their nature survive termination of the TOU shall survive such termination.

(a)YOUR USE OF THE SITE IS AT YOUR SOLE RISK. THE SITE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITH ALL FAULTS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SELLc PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED OR ARISING FROM STATUTE, COURSE OF DEALING, USAGE OF TRADE OR OTHERWISE, INCLUDING, BUT, NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, QUALITY OR FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

(b)THE SELLc PARTIES MAKE NO WARRANTY THAT: (i) THE SITE WILL MEET YOUR REQUIREMENTS; (ii) ACCESS TO THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; OR (iii) THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SITE WILL BE ACCURATE OR RELIABLE.

(a)YOU ACKNOWLEDGE AND AGREE THAT THE SELLc PARTIES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES ARISING FROM ANY TYPE OR MANNER OF COMMERCIAL, BUSINESS OR FINANCIAL LOSS, EVEN IF THE RAUCH PARTIES HAD ACTUAL OR CONSTRUCTIVE KNOWLEDGE OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE. IN NO EVENT SHALL SELLc's TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM OR RELATING TO THE TOU OR YOUR ACCESS TO OR USE OF (OR INABILITY TO ACCESS OR USE) THE SITE EXCEED THE AMOUNT RECEIVED BY SELLc FROM YOUR TRANSACTIONS WITH SELLc ON THE SITE IN THE TWELVE (12)-MONTH PERIOD IMMEDIATELY PRECEDING THE DATE ON WHICH ANY SUCH CLAIM AROSE.

(b)CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.

The TOU shall be governed by and construed and enforced in accordance with the United States Federal Arbitration Act, other applicable federal laws and the laws of the Commonwealth of Virginia, without regard to conflict of laws principles. The United Nations Convention on Contracts for the International Sale of Goods is specifically excluded from application to the TOU.

ANY DISPUTE OR CLAIM ARISING FROM OR RELATING IN ANY WAY TO THE TOU OR YOUR ACCESS TO OR USE OF THE SERVICE, INCLUDING, BUT NOT LIMITED TO, THE VALIDITY, APPLICABILITY OR INTERPRETATION OF THE TOU, SHALL BE RESOLVED BY FINAL, BINDING ARBITRATION RATHER THAN IN COURT, EXCEPT THAT YOU MAY ASSERT CLAIMS IN SMALL CLAIMS COURT IF YOUR CLAIMS QUALIFY. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED.

The arbitration will be conducted by the American Arbitration Association (AAA) under its then-applicable rules, including (as appropriate) its Supplementary Procedures for Consumer-Related Disputes. The AAA's rules are available at http://www.adr.org/. Payment of all filing, administration and arbitrator fees will be governed by the AAA’s rules.

The arbitration shall be conducted in the English language by a single independent and neutral arbitrator. For any hearing conducted in person as part of the arbitration, you agree that the hearing will be conducted in the County and Commonwealth of Virginia or the city in which you reside. The decision of the arbitrator shall be final and binding. Judgment on the arbitral award may be entered in any court of competent jurisdiction.

WE EACH AGREE THAT ANY DISPUTE OR CLAIM ARISING FROM OR RELATING IN ANY WAY TO THE TOU OR YOUR ACCESS TO OR USE OF THE SERVICE WILL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED OR REPRESENTATIVE ACTION OR ARBITRATION. IF FOR ANY REASON A CLAIM PROCEEDS IN COURT RATHER THAN IN ARBITRATION, WE EACH WAIVE ANY RIGHT TO A JURY TRIAL AND AGREE THAT SUCH CLAIM SHALL BE BROUGHT ONLY IN THE UNITED STATES DISTRICT COURT FOR THE COMMONWEALTH OF VIRGINIA OR, IF FEDERAL JURISDICTION IS NOT AVAILABLE, IN A COURT OF COMPETENT JURISDICTION IN THE COUNTY AND STATE OF NEW YORK. YOU HEREBY SUBMIT TO THE PERSONAL JURISDICTION AND VENUE OF SUCH COURTS AND WAIVE ANY OBJECTION ON THE GROUNDS OF VENUE, FORUM NON-CONVENIENS OR ANY SIMILAR GROUNDS WITH RESPECT TO ANY SUCH PROCEEDING.

Notwithstanding anything to the contrary, you and Rauch may seek injunctive relief and any other equitable remedies from any court of competent jurisdiction to protect our intellectual property rights, whether in aid of, pending or independently of the resolution of any dispute pursuant to the arbitration procedures set forth above.

You agree that, except as otherwise expressly provided in the TOU, there shall be no third-party beneficiaries to the TOU.

The TOU constitutes the entire agreement between you and Rauch concerning your access to and use of the Site. It supersedes all prior or contemporaneous oral or written negotiations and agreements between you and SELLc with respect to such subject matter. The failure of SELLc to exercise or enforce any right or provision of the TOU shall not constitute a waiver of such right or provision. If any provision of this TOU is held to be invalid or unenforceable under applicable law, then such provision shall be construed, limited, modified or, if necessary, severed to the extent necessary to eliminate its invalidity or unenforceability, without in any way affecting the remaining parts of the TOU.