- Information We Collect and their Sources
1.1. Visitors who access and browse the AgButler Platform without registering are “AgButler Platform Visitors.” In order to utilize some of the Services offered by AgButler, you must register with AgButler. All users who register with AgButler are “Registered Users.”
- Information you provide.
2.1. Regardless of whether you are a AgButler Platform Visitor or a Registered User, all information that you provide to us when registering, posting a Job Listing, posting a profile, communicating through the AgButler Platform, discussing labor options over the phone, utilizing our mobile application or that you otherwise provide on the AgButler Platform or by phone, email, postal mail or otherwise, will be stored by us. You represent and warrant to us that you have the right and authority to provide us all information you provide about yourself or others. You may provide us with information in various ways, including:
2.1.1. When registering: When you register directly through AgButler, we will collect and
store the information that you provide to us on our online registration forms. This may include, among other information, your first and last name, email address, home address, gender, birthday, and phone number.
If you and/or AgButler register for a Service that requires payment of a fee such as Stripe, AgButler will also collect your payment method details, such as account number, expiration date, and security code, as well as your billing address, for payment purposes and your birthday, if not previously provided.
2.1.2. When posting a job: If you are an Employer, we collect and store all of the additional information that you provide to us on your job posting or that is otherwise included in an auto-generated job posting. This may include, among other information: the type of labor you are looking for, location, hourly rate, narrative job description, requirements for a Laborer (such as the ability to drive), pictures you choose to provide, any other information you choose to include in your Job Listing.
2.1.3. When posting a profile: If you are a Laborer, we collect and store all of the additional information that you provide to us in your profile. This may include, among other information: details on the labor you offer, your availability, your location, your level of education, languages you speak, your ability to drive, specialized licensing, your phone numbers, references, if you choose to provide them, any other information you choose to include in your profile.
2.1.4. By telephone: Both AgButler Platform Visitors and Registered Users may provide information to AgButler when they contact AgButler or utilize certain Services AgButler may offer by telephone. For example, if you call AgButler to discuss labor options over the phone, we may collect and store all of the information you chose to provide to us, including but not limited to financial information, information about the labor you need, your contact information, etc. If you provide information about someone other than yourself, you represent that you have the authority to do so.
2.1.5. Otherwise through the AgButler Platform or by telephone, email, postal mail or chat: Certain Registered Users may provide additional information on the AgButler Platform through other AgButler Platform features and offerings such as our online communication platforms, groups, and payment platforms. In some cases, AgButler Platform Visitors may have the ability to provide us information through the AgButler Platform, such as contact information. In addition, both Registered Users and AgButler Platform Visitors may choose to provide information by phone, email, postal mail, or chat. We may collect and store all of the information you provide us through these channels. Moreover, if you provide information about someone other than yourself through any of these channels, you represent that you have authority to do so.
- Information provided by others
3.1.1. By AgButler Platform Visitors, Registered Users and others: AgButler also captures and collects information that AgButler Platform Visitors, Registered Users and others provide about one another. For example, Laborers may invite AgButler Platform Visitors, Registered Users or others to rate and indicate their experience with the Laborer on the AgButler Platform. Additionally, certain Registered Users may post reviews about individual Laborers. AgButler may also obtain and post audio recordings of Laborer references, which may also be accessed from the AgButler Platform. In addition, certain Registered Users may communicate directly with one another through AgButler platforms. AgButler Platform Visitors, Registered Users and others also may provide us information about Registered Users by phone, email or postal mail. AgButler captures and stores all information it receives from AgButler Platform Visitors, Registered Users and others about other Registered Users and AgButler Platform Visitors.
3.1.4. Information you expressly authorize us to collect: We may from time to time request permission to collect certain information from or about you. For example, if you use a AgButler mobile application, we may request permission to access information about the contacts listed in your mobile device phone book when you initiate an address book search for friends who have downloaded the application. We may also request permission to access and store your location (e.g., your precise GPSbased functionality on the mobile devices used to access the AgButler Platform and Services). If you grant your permission, we will access and/or store such information unless you subsequently opt-out by adjusting the settings in your mobile device. See your device manufacturer’s instructions for further details.
3.1.5. Automatically collected information: We may automatically collect certain information about the computer or devices (including mobile devices) you use to access the AgButler Platform and Services as described in this section below.
Log files, IP addresses and information about your computer and mobile device:
When you visit the AgButler Platform, AgButler receives the internet protocol (“IP”) address of your computer (or the proxy server you use to access the internet), your computer operating system, the type of web browser you are using, and browser language. If you are using a mobile device, AgButler may also receive unique device identifiers and other information about your mobile or other device(s), and mobile operating system. We may correlate this information with other information we have about you. We may also automatically collect information related to the ways in which you interact with the AgButler Platform and the Services, such as referring and exit pages, URLs, platform type, the number of clicks, domain names, landing pages, pages and content viewed (including ads viewed) and the order of such views, the amount of time spent on particular pages, the date and time you use the Services, error logs, and other similar information.
Online analytics and advertising: When you visit our AgButler Platform or open one of our emails, we may allow authorized third parties, such as ad servers, ad agencies, ad exchanges, ad technology vendors, and research firms, to place or recognize a unique cookie, pixel, and/or similar technologies on your browser in order to provide you relevant AgButler advertisements as you surf the Internet.
These advertisements may be targeted to you based on information these authorized third parties know or infer about you and include in the cookies placed on your browser, and/or on information about your Internet browsing activities gathered through your browser. If you prefer not to receive these online behavioral advertisements, you may opt-out here or here. In order for the opt-out to work, your browser must be set to accept third-party cookies. Furthermore, if you buy a new computer or mobile device, change web browsers or delete the opt-out cookie, you will need to perform the opt-out task again. Please note that if you opt-out you may continue to receive AgButler advertisements as you surf the Internet, including contextual ads based on the content on a webpage you are visiting. However, these advertisements will not be displayed based on information contained in, or collected by, cookies or other technologies placed on your browser when you visit our AgButler Platform or open our emails.
We also use Google Analytics to measure AgButler Platform usage and improve our visitor experience. The relevant data is provided to us by Google in the aggregate (i.e., individual users are not identified) and allows us to better understand our AgButler Platform audience. The Google Analytics features implemented by us allow us (i) to evaluate and generate reports on certain demographic, behavioral, and interest metrics of users collected by Google, and (ii) to create advertising remarketing audiences and campaigns based on such metrics, which may be segmented into aggregated groups.
Visitors can opt out of Google Analytics for Display Advertising and customize Google Display Network ads using the Ads Settings form at https://www.google.com/settings/ads.
- Purposes For Which We Use Information
In general, the information we collect is used for our business purposes: (1) to improve our Services and enhance your experience with AgButler, (2) to enable us to provide a safer community for all of our Registered Users, and (3) to help us communicate with you.
For example, we may use your information to:
- Register and service your account
- Include in Employer profiles, job postings and Laborer profiles
- Contact you in response to questions and solicit feedback and input from you
- Notify you about new features of the Services, special events, or products, services, and special offers, or other information that we believe will be of interest to you via email, SMS messages, or other media or networks
- Enable Employers with each other and with Laborers to search based on the information the other has made available on the AgButler Platform, and information others have provided about them
- Connect Employers with Laborers that appear to meet their needs and preferences
- Enable Registered Users to search for, find, interact, connect and share information with other Registered Users they may have an interest in interacting with
- Enable Registered Users who connect to AgButler through Facebook to see which of their Facebook friends who have connected to AgButler through Facebook are Registered Users or friends with other Registered Users who have connected to AgButler through Facebook
- Perform analytics and research aimed at improving the accuracy, effectiveness, usability, or popularity of the Services
- Generate and review reports and data about our user base and usage patterns, including to improve the content and features of the Services or develop new Services
- Otherwise, help protect the safety and integrity of the AgButler Platform and AgButler users
- Personalize promotional messages or content on the AgButler Platform, via email or other ads on AgButler or third-party sites.
- How We Share and Categories of Third Parties With Whom We Share Information
5.1. In addition to using the information collected by AgButler for the purposes described above, we may also share your information with various third parties, as described below.
Please review our sharing policy closely. By using our AgButler Platform or our Services, you agree to allow us to share the information you provide to us in the ways described below. Your ability to make changes to what information is shared is described below.
5.2. With All AgButler Platform Visitors and Registered Users
5.2.1. If you are an Employer or a Laborer, in order to increase your chances of finding a job or laborer, we share with AgButler Platform Visitors and Registered Users the information that is included in your job posting or profile, aside from your contact information, as well as the following registration information, which we may include in your job posting or profile: your first name, first initial of your last name, city, state, profile picture, and if you are a Laborer, your gender and, unless you opt-out, your age. With certain exceptions, you choose how much detail you want to include in either your job posting or your profile. We may also share on your profile or job posting any company reviews you have posted on our AgButler Platform, whether you have connected to AgButler through social media and any connections you have with other AgButler members, including the nature of those connections. If you are a Laborer and have elected to verify certain information with AgButler or to have a background check performed, we may also disclose that information in your profile as a Registered User in addition to your response rate and any payment or payroll preferences you have indicated.
5.2.2. We may display personal testimonials of Registered Users and other endorsements on our AgButler Platform or in other marketing materials. These testimonials or endorsements may include information such as the Registered User’s first name, first initial of last name, town and state. With a Registered User’s consent, we may include their full name.
5.2.3. In addition to the information that is provided to all Registered Users and AgButler Platform Visitors, Laborer reviews and references are made available to certain Registered Users. If you are a Laborer, your phone number may be visible to certain Registered Users if you elect to share it in your profile. In addition, your approximate residential location (through Google map plotting) is made available to certain Registered Users and AgButler Platform Visitors unless you elect to keep that information confidential.
5.2.4. If you are an Employer or a Laborer, you will appear in search result listings if you match the search criteria used by a Laborer or Employer, as applicable. Similarly, you may appear in emails sent to Laborers or Employers in your area. Employers may opt-out of being included in Laborer search results and in certain emails sent to Laborers. In addition, if you are an Employer and you view the profile of certain Laborers, those Laborers may be able to see that you have viewed their profiles unless you opt-out of that information sharing.
5.2.5. If you are a Registered User, your AgButler online status may be made available to other Registered Users unless you elect to keep that information confidential.
5.2.6. If we terminate your registration for any reason, we reserve the right to send a notice of your termination to other Registered Users with whom we believe you have corresponded.
5.3. With vendors/service providers
5.3.1. We may also share information with vendors with whom we have a contractual relationship and who perform services for AgButler including, without limitation, vendors who provide email, demographic information, or geo-location information services, vendors who perform background checks or Preliminary Membership Screens, vendors who process or accept credit card payments, vendors who run classified advertising businesses, vendors who send SMS messages to Registered Users’ mobile phone numbers, vendors who provide services that enable us and other third parties to detect and prevent fraud, in each case to the extent applicable. In certain cases (such as for vendors who help facilitate our online communication services or provide fraud detection and prevention services), the information we share may include the contents of written and audio messages you send through our online communication platforms.
5.4. With listings in and through Google and other public search engines, social media sites (e.g. Facebook, Google+), and on other third party websites
5.4.1. In an effort to further facilitate the ability of Employers or Laborers to find Temporary Employment, selected information contained in Employer job postings and Laborer profiles, which may include photo, first name, first initial of last name, city, state, and job/provider description, may also be shared with third-party search engines, social media sites, and other third-party websites or vendors who run classified advertising and other businesses, and thus may be listed in third-party web site search results and on third-party websites, which would make that information available to the public and allow them to link to your AgButler posting. Registered Users can opt-out of this sharing by adjusting their account settings. If you post information in a AgButler online group forum, your content, including your name as the contributor, may be displayed in third-party search engine results and available to the public.
5.6. With our affiliates: You acknowledge and agree that we may disclose any of the information we’ve collected about you to any of our affiliates or subsidiaries for the purposes of providing you with the Services, operating the AgButler Platform, soliciting you for potential employment opportunities with those affiliates or subsidiaries, and our other commercial purposes, including those of our affiliates and subsidiaries.
5.7. With Your Consent: We also may share your information with a third party if you consent to the sharing.
- Your Choices Regarding the Sharing of your Personal Information
6.1. Your Communication Choices
6.1.1. By becoming a Registered User, you are consenting to receive certain email communications from us, such as special offers, tips and advice, notifications of new Employers or Laborers in your area, customer surveys, and administrative notices.
6.1.3. You may also opt out of receiving unsolicited marketing calls from us regarding your AgButler account by adjusting your settings in your account settings.
6.1.4. If you have opted in to receive SMS messages from us but would now like to opt-out, you may do so by adjusting your settings in your account settings.
6.1.5. If you are an Employer, certain Laborers may initiate contact with you directly using the messaging features of the AgButler AgButler Platform. You have an option at any time to stop permitting Laborers from initiating contact with you by adjusting your settings in your account settings.
6.2. Changing or Removing your Personal Information and Closing your Account
6.2.1. You can update certain of your information by logging into your account and accessing your account settings. If you would like to remove some of the information you have posted on the AgButler Platform, such as information you posted in profiles and job postings, you may do so by editing or deleting that item in your profile. To request removal of other information you have voluntarily posted on our AgButler Platform, such as information you may have posted in online group forums, contact AgButler representatives directly. In some cases, we may not be able to reasonably accommodate your request to remove your information, in which case we will let you know if we are unable to do so and why.
6.2.2. If you no longer wish to participate in our Services, you may close your account directly through your account settings.
6.2.3. If you close your AgButler account, we will remove your name and other contact and identifiable information from our publicly viewable database. If you close your account, we have no obligation to retain your information and may delete any or all of your account information without liability. However, we may retain information related to you if we believe it may be necessary to prevent fraud or future abuse, or for legitimate business purposes, such as analysis of aggregated, de-identified information, account recovery, auditing our records, enforcing our rights and obligations under our agreements, or if required by law. AgButler may also retain and use your information if necessary to provide the Services to other Registered Users.
For example, just as an email you may send to another person through an email service provider resides in that person’s inbox even after you delete it from your sent files or close your account, emails you send through AgButler to other Users, as well as your contributions to AgButler groups, may remain visible to others after you have closed your account. Similarly, other information you have shared with others, or that others have copied, may also remain visible. AgButler disclaims any liability in relation to the deletion or retention (subject to the terms herein) of information, or any obligation not to delete the information. AgButler does not control when search engines update their search index or cache, which may contain certain job posts, profiles or other information that have since been removed from AgButler’s AgButler Platform.
- Collection of Information from Children
AgButler’s AgButler Platform and Services are not intended for individuals under the age of 18. Moreover, if we become aware that we have collected personal information (as defined by the Children’s Online Privacy Protection Act) from children under the age of 18, we will take reasonable steps to delete it as soon as practicable.
- How We Protect Information
8.1. We have implemented a variety of administrative, technical, and physical security measures to protect against the unauthorized access, destruction, or alteration of your information. These safeguards vary based on the sensitivity of information that we collect, process, and store and the current state of technology.
- Links to Other Websites
9.1. The AgButler Platform and Services may contain links to third-party websites and services. However, we are not responsible for the privacy practices employed by those websites or services, nor are we responsible for the information or content they contain.
Terms of Service
Terms of Service
Please read these Terms of Service (“Terms”) carefully as they contain important information about our legal rights, remedies and obligations. By accessing or using the AgButler Platform, you agree to comply with and be bound by these Terms.
These Terms constitute a legally binding agreement (“Agreement”) between you and AgButler, Inc. (“AgButler”) governing your access to and use of the AgButler website, including any subdomains thereof, and any other websites through which AgButler makes its services available (collectively, “Site”), our mobile, tablet and other smart device applications, and application program interfaces (collectively, “Application”) and all associated services (collectively, “AgButler Services”). The Site, Application and AgButler Services together are hereinafter collectively referred to as the “AgButler Platform.”
Employers (as defined below) are solely responsible for identifying, understanding, and complying with all laws, rules and regulations that apply to their Job Listings and Temporary Employment (as defined below). Employers are solely responsible for identifying and obtaining any required licenses, permits, or registrations for any Temporary Employment. Certain types of Temporary Employment may be prohibited altogether. Penalties may include fines or other enforcement. If you have questions about how local laws apply to a Job Listing on the AgButler Platform, you should always seek legal guidance.
- Scope of AgButler Services
1.1. The AgButler Platform is an online marketplace that enables registered users (“Laborers”) and certain third parties who offer services (Laborers and third parties who offer services are “Employer” and the services they offer is “Temporary Employment”) to publish such Temporary Employment on the AgButler Platform (“Job Listings”) and to communicate and transact directly with Laborers who are seeking to book such Temporary Employment. Job Listings may include, but are not limited to, Temporary Employment planting, cultivating and harvesting crops; maintaining and caring for livestock, and transportation of agriculture products.
1.2. As the provider of the AgButler Platform, AgButler does not own, create, sell, resell,
provide, control, manage, offer, deliver, or supply any Job Listings. Employers alone are responsible for their Job Listings and Temporary Employment. When a Laborer makes or accepts a booking, they are entering into a contract directly with an Employer. AgButler is not and does not become a party to or other participant in any contractual relationship between Laborers and Employers.
1.3. While we may help facilitate the resolution of disputes, AgButler has no control over and does not guarantee (i) the existence, quality, safety, suitability, or legality of any Job Listings or Temporary Employment, (ii) the truth or accuracy of any Job Listing descriptions, Ratings, Reviews, or other Laborer Content (as defined below), or (iii) the performance or conduct of any Laborer or third party. You should always exercise due diligence and care when deciding whether to accept a Job Listing, participate in Temporary Employment, accept a booking request from a Laborer, or communicate and interact with other Laborers, whether online or in person.
1.4. If you choose to use the AgButler Platform as an Employer, your relationship with AgButler is limited to being an independent, third-party contractor, and not an employee, agent, joint venturer or partner of AgButler for any reason, and you act exclusively on your own behalf and for your own benefit, and not on behalf, or for the benefit, of AgButler.
AgButler does not, and shall not be deemed to, direct or control you generally or in your performance under these Terms specifically. You acknowledge and agree that you have complete discretion whether to list Temporary Employment or otherwise engage in other business or employment activities.
1.5. To promote the AgButler Platform and to increase the exposure of Job Listings to potential Laborers, Job Listings and other Laborer Content may be displayed on other websites, in applications, within emails, and in online and offline advertisements. To assist Laborers who speak different languages, Job Listings and other Laborer Content may be translated, in whole or in part, into other languages. AgButler cannot guarantee the accuracy or quality of such translations and Laborers are responsible for reviewing and verifying the accuracy of such translations. The AgButler Platform may contain translations powered by Google. Google disclaims all warranties related to the translations, express or implied, including any warranties of accuracy, reliability, and any implied warranties for merchantability, fitness for a particular purpose and non-infringement.
1.6. Due to the nature of the Internet, AgButler cannot guarantee the continuous and uninterrupted availability and accessibility of the AgButler Platform. AgButler may restrict the availability of the AgButler Platform or certain areas or features thereof, if this is necessary in view of capacity limits, the security or integrity of our servers, or to carry out maintenance measures that ensure the proper or improved functioning of the AgButler Platform. AgButler may improve, enhance and modify the AgButler Platform and introduce new AgButler Services from time to time.
- Eligibility, Using the AgButler Platform, Laborer Verification
2.1. In order to access and use the AgButler Platform or register an AgButler Account you must be an individual at least 18 years old or a duly organized, validly existing business, organization or other legal entity in good standing under the laws of the country you are established and able to enter into legally binding contracts.
2.2. AgButler may make access to and use of the AgButler Platform, or certain areas or features of the AgButler Platform, subject to certain conditions or requirements, such as completing a verification process, meeting specific quality or eligibility criteria, meeting Ratings or Reviews thresholds, or a Laborer’s booking and cancellation history.
2.3. User verification on the Internet is difficult and we do not assume any responsibility for the confirmation of any Laborer’s identity. Notwithstanding the above, for transparency and fraud prevention purposes, and as permitted by applicable laws, we may, but have no obligation to (i) ask Laborers to provide a form of government identification or other information or undertake additional checks designed to help verify the identities or backgrounds of Laborers, (ii) screen Laborers against third party databases or other sources and request reports from service providers, and (iii) where we have sufficient information to identify a Laborer, obtain reports from public records of criminal
convictions or sex offender registrations or an equivalent version of background or registered sex offender checks in your local jurisdiction (if available).
2.4. The access to or use of certain areas and features of the AgButler Platform may be subject to separate policies, standards or guidelines, or may require that you accept additional terms and conditions, before you can access the relevant areas or features of the AgButler Platform. If there is a conflict between these Terms and terms and conditions applicable to a specific area or feature of the AgButler Platform, the latter terms and conditions will take precedence with respect to your access to or use of that area or feature, unless specified otherwise in the latter terms and conditions.
2.5. If you access or download the Application from the Apple App Store, Google Pay Store or web version, you agree to all relevant license agreements and contracts through such entity. Some areas of the AgButler Platform implement Google Maps/Earth mapping services, including Google Maps API(s). Your use of Google Maps/Earth is subject to the Google Maps/Google Earth Additional Terms of Service
- Modification of these Terms
AgButler reserves the right to modify these Terms at any time in accordance with this provision. If we make changes to these Terms, we will post the revised Terms on the AgButler Platform and update the “Last Updated” date at the top of these Terms. We will also provide you with notice of the modifications by email at least thirty (30) days before the date they become effective. If you disagree with the revised Terms, you may terminate this Agreement with immediate effect. We will inform you about your right to terminate the Agreement in the notification email. If you do not terminate your Agreement before the
date the revised Terms become effective, your continued access to or use of the AgButler Platform will constitute acceptance of the revised Terms.
- Account Registration
4.1. You must register an account (“AgButler Account”) to access and use certain features of the AgButler Platform, such as publishing or booking a Job Listing. If you are registering an AgButler Account for a business, organization or other legal entity, you represent and warrant that you have the authority to legally bind that entity and grant us all permissions and licenses provided in these Terms.
4.2. You must provide accurate, current and complete information during the registration process and keep your AgButler Account and public AgButler Account profile page information up-to-date at all times.
4.3. You may not register more than one (1) AgButler Account unless AgButler authorizes you to do so. You may not assign or otherwise transfer your AgButler Account to another party.
4.4. You are responsible for maintaining the confidentiality and security of your AgButler Account credentials and may not disclose your credentials to any third party. You must immediately notify AgButler if you know or have any reason to suspect that your credentials have been lost, stolen, misappropriated, or otherwise compromised or in case of any actual or suspected unauthorized use of your AgButler Account. You are liable for any and all activities conducted through your AgButler Account, unless such activities are not authorized by you and you are not otherwise negligent (such as failing to report the unauthorized use or loss of your credentials).
5.1. AgButler may, at its sole discretion, enable Laborer to (i) create, upload, post, send, receive and store content, such as text, photos, audio, video, or other materials and information on or through the AgButler Platform (“Laborer Content”); and (ii) access and view Laborer Content and any content that AgButler itself makes available on or through the AgButler Platform, including proprietary AgButler content and any content licensed or authorized for use by or through AgButler from a third party (“AgButler Content” and together with Laborer Content, “Content”).
5.2. The AgButler Platform, AgButler Content, and Laborer Content may in its entirety or in part be protected by copyright, trademark, and/or other laws of the United States and other countries. You acknowledge and agree that the AgButler Platform and AgButler Content, including all associated intellectual property rights, are the exclusive property of AgButler and/or its licensors or authorizing third-parties. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the AgButler Platform, AgButler Content or Laborer Content. All trademarks, service marks, logos, trade names, and any other source identifiers of
AgButler used on or in connection with the AgButler Platform and AgButler Content are trademarks or registered trademarks of AgButler in the United States and abroad. Trademarks, service marks, logos, trade names and any other proprietary designations of third parties used on or in connection with the AgButler Platform, AgButler Content, and/or Content are used for identification purposes only and may be the property of their respective owners.
5.3. You will not use, copy, adapt, modify, prepare derivative works of, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit the AgButler Platform or Content, except to the extent you are the legal owner of certain Laborer Content or as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by AgButler or its licensors, except for the licenses and rights expressly granted in these Terms.
5.4. Subject to your compliance with these Terms, AgButler grants you a limited, nonexclusive, non-sublicensable, revocable, non-transferable license to (i) download and use the Application on your personal device(s); and (ii) access and view any Content made available on or through the AgButler Platform and accessible to you, solely for your personal and non-commercial use.
5.5. By creating, uploading, posting, sending, receiving, storing, or otherwise making available any Laborer Content on or through the AgButler Platform, you grant to AgButler a nonexclusive, worldwide, royalty-free, irrevocable, perpetual (or for the term of the protection), sub-licensable and transferable license to such Laborer Content to access, use, store, copy, modify, prepare derivative works of, distribute, publish, transmit, stream, broadcast, and otherwise exploit in any manner such Laborer Content to provide and/or promote the AgButler Platform, in any media or platform. Insofar as Laborer Content (including Verified Images) includes personal information, such Laborer Content will
5.6. You are solely responsible for all Laborer Content that you make available on or through the AgButler Platform. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all Laborer Content that you make available on or through the AgButler Platform or you have all rights, licenses, consents and releases that are necessary to grant to AgButler the rights in and to such Laborer Content, as contemplated under these Terms; and (ii) neither the Laborer Content nor your posting, uploading, publication, submission or transmittal of the Laborer Content or AgButler’s use of the Laborer Content (or any portion thereof) as contemplated under these Terms will infringe, misappropriate or violate a third party’s patent, copyright, trademark, trade secret, moral rights or other
proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
5.7. You will not post, upload, publish, submit or transmit any Laborer Content that: (i) is fraudulent, false, misleading (directly or by omission or failure to update information) or deceptive; (ii) is defamatory, libelous, obscene, pornographic, vulgar or offensive; (iii) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (iv) is violent or threatening or promotes violence or actions that are threatening to any other person or animal; (v) promotes illegal or harmful activities or substances; or (vi) violates any AgButler policy. AgButler may, without prior notice, remove or disable access to any Laborer Content that AgButler finds to be in violation of applicable law, these Terms or AgButler’s then-current Policies, or otherwise may be harmful or objectionable to AgButler, its Laborers, third parties, or property.
- Service Fees
6.1. You are responsible for paying any Service Fees that you owe to AgButler. The applicable
Service Fees (including any applicable Taxes) are collected by AgButler.
- Terms specific for Employers
7.1. When creating a Job Listing through the AgButler Platform you must (i) provide complete and accurate information about your Employer Service (such as Job Listing description, location, and calendar availability), (ii) disclose any deficiencies, restrictions and requirements that apply (such as any minimum age, proficiency or fitness requirements, license requirements, etc.) and (iii) provide any other pertinent information requested by AgButler. You are responsible for keeping your Job Listing information up-to-date at all times.
7.2. You are solely responsible for setting a price for your Job Listing (“Job Listing Fee”). Once a Laborer requests a booking of your Job Listing, you may not lower the Job Listing Fee. Employer agrees to promptly pay to the Laborer the full agreed-upon Job Listing Fee upon completion of the work set forth in the Job Listing. Such payment shall be made within twenty-four (24) following completion of the job unless otherwise agreed to in writing by Employer and Laborer.
7.3. Any terms and conditions included in your Job Listing, in particular in relation to cancellations, must not conflict with these Terms or the relevant cancellation policy for your Job Listing.
7.4. When you accept a job listing request by a Laborer, you are entering into a legally binding agreement with the Laborer and are required to provide your Employer Service(s) to the Laborer as described in your Job Listing when the job listing request is made. You also agree to pay any applicable Employer Fee and any applicable Taxes.
7.5. AgButler recommends that Employers obtain appropriate insurance for their Employer Services. Please review any respective insurance policy carefully, and in particular make sure that you are familiar with and understand any exclusions to, and any deductibles that may apply for, such insurance policy, including, but not limited to, whether or not your insurance policy will cover the actions or inactions of Laborers (and the individuals the Laborer has booked for, if applicable) while providing labor in relation to livestock, crops, operating machinery, operating a vehicle requiring a CDL, etc.
7.6. You are solely responsible for full compliance with any and all rules and regulations created under the Occupational Safety and Health Act (OSHA) regarding protective workplace safety and health standards. AgButler expressly disclaims any liability stemming from an Employer’s violations and non-compliance of OSHA standards, rules and regulations.
7.7. You are solely responsible for full compliance with any and all rules and regulations created under the Immigration and Nationality Act (INA), Immigration Reform and Control Act (IRCA) regarding employment verification (H-2A, I-9, E-Verify, etc.) for nonimmigrant agricultural laborers performing agricultural labor or services. AgButler expressly disclaims any liability stemming from an Employer’s violations and noncompliance of United States Department of Labor and any state’s Department of
Labor standards, rules and regulations.
7.8. You are solely responsible for full compliance with any and all rules and regulations created under Department of Transportation and any other federal or state act or regulation regarding licensing and training requirements for operation of agricultural equipment for the purposes of hauling agriculture commodities and livestock. AgButler expressly disclaims any liability stemming from an Employer’s violations and non-compliance of United States Department of Transportation and any state’s Department of Transportation standards, rules and regulations.
7.9. You are solely responsible for full compliance with any and all federal and state rules and regulations created regarding pesticide and fertilizer application. You are solely responsible for ensuring Laborer is fully tested, certified and compliant to apply pesticides in each state the Laborer is working. AgButler expressly disclaims any liability stemming from an Employer’s violations and non-compliance of federal and state standards, rules and regulations.
7.10. You are solely responsible for full compliance with any and all rules and regulations created under the federal Animal Welfare Act (AWA), guidelines and standards from the Animal and Plant Health Inspection Service (APHIS) and state laws regarding the treatment of animals used in livestock production and transport. AgButler expressly disclaims any liability stemming from an Employer’s violations and non-compliance of United States Department of Agriculture and any state’s Department of Agriculture standards, rules and regulations.
7.11. You are solely responsible for full compliance with any and all rules and regulations created under any federal or state governmental agency regarding all licensing, certification, training, auditing, or other compliance protocol. AgButler expressly disclaims any liability stemming from an Employer’s violations and non-compliance of federal or state standards, rules and regulations.
7.12. You represent and warrant that any Job Listing you post and the booking of a job opportunity will (i) not breach any agreements you have entered into with any third parties and (ii) comply with all applicable laws (such as employment laws), Tax requirements, and other rules and regulations (including having all required permits, licenses and registrations). As an Employer, you are responsible for your own acts and omissions and are also responsible for the acts and omissions of any individuals who work for you at your request, excluding the Laborer.
- Terms specific for Laborers
8.1. Subject to meeting any requirements (such as completing any verification processes) set by AgButler and/or the Employer, you can book a Job Listing available on the AgButler Platform by following the respective booking process.
8.2. Upon receipt of a booking confirmation from AgButler, a legally binding agreement is formed between you and your Employer, subject to any additional terms and conditions of the Employer that apply, including in particular the applicable cancellation policy and any rules and restrictions specified in the Job Listing. Employer will make full payment to the Laborer following successful completion of the job. Such payment shall be made within twenty-four (24) following completion of the job unless otherwise agreed to in writing by Employer and Laborer.
8.3. You should carefully review the description of any Job Listing you intend to accept to ensure you meet any minimum age, proficiency, fitness, licensing or other requirements which the Employer has specified in their Job Listing. At your sole discretion you may want to inform the Employer of any medical or physical conditions, or other circumstances that may impact your and any additional Laborer’s ability to participate in any job. In addition, certain laws, like the licensing requirements and citizenship requirements, may also apply. You are responsible for identifying, understanding, and complying with all laws, rules and regulations that apply to your participation in an employment opportunity.
8.4. Before and during a job, you must at all times adhere to the Employers’ instructions.
8.5. You may not bring any additional individuals to a job without express permission from the Employer.
- Modifications, Cancellations and Refunds
9.1. Employers and Laborers are responsible for any modifications to a booking that they make
via the AgButler Platform (“Booking Modifications”).
9.2. Employer can cancel a confirmed booking at any time pursuant to the Job Listing’s cancellation policy set by the Employer and/or AgButler. Upon such cancellation, Employer shall only be required to pay Laborer for work done prior to such cancellation.
9.3. If a Laborer cancels a confirmed booking, the Employer will receive a full refund of the fees paid by the Employer to AgButler for such booking.
9.4. If weather poses a safety risk to Laborers, or if it prevents a Laborer from carrying out a job that takes place primarily outdoors, Employers may cancel the job. Employers may also cancel the job if other conditions exist that would prevent the Employer from offering the job safely. Upon such cancellation, Employer shall pay Laborer for all work completed prior to such cancellation.
9.5. In certain circumstances, AgButler may decide, in its sole discretion, that it is necessary to cancel a pending or confirmed booking and initiate corresponding refunds and payouts. This may be for extenuating circumstances as determined by AgButler or (i) where AgButler believes in good faith, while taking the legitimate interests of both parties into account, this is necessary to avoid significant harm to AgButler, other Parties, third parties or property, or (ii) for any of the reasons set out in these Terms.
- Damage to Employer’s Property, Disputes between Parties
10.1. As a Laborer, you are responsible for leaving the job (including any personal or other property located at the job) in the condition it was in when you arrived. You are responsible for your own acts and omissions.
10.2. If an Employer claims and provides evidence that you as a Laborer have damaged an any personal or other property at a Job (“Damage Claim”), the Employer can seek payment from you through AgButler and/or directly from Laborer. If an Employer escalates a Damage Claim to AgButler, you will be given an opportunity to respond. If you agree to pay the Employer, or AgButler determines in its sole discretion that you are responsible for the Damage Claim, AgButler will, after the end of the job, collect any such sums from you required to cover the Damage Claim. AgButler also reserves the right to otherwise collect payment from you and pursue any remedies available to AgButler in this regard in
situations in which you are responsible for a Damage Claim.
10.3. Parties agree to cooperate with and assist AgButler in good faith, and to provide AgButler with such information and take such actions as may be reasonably requested by AgButler, in connection with any Damage Claims or other complaints or claims made by Parties. A Party shall, upon AgButler’s reasonable request and at no cost to the Party, participate in mediation or a similar resolution process with another Party, which process will be conducted by AgButler or a third party selected by AgButler or its insurer, with respect to losses for which a Party is requesting payment from AgButler.
10.4. If you are a Laborer, you understand and agree that AgButler may make a claim under your insurance policy related to any damage or loss that you may have caused, or been responsible for, to any personal or other property of the Employer. You agree to cooperate with and assist AgButler in good faith, and to provide AgButler with such information as may be reasonably requested by AgButler.
11.1. As an Employer you are solely responsible for determining your obligations to report, any applicable employment or income taxes (“Taxes”).
11.2. Tax regulations may require us to collect appropriate Tax information from Employers,
or to withhold Taxes from payouts to Employers, or both. If an Employer fails to provide us with the required documentation under applicable law (e.g., a tax number) that we determine to be sufficient to alleviate our obligation (if any) to withhold Taxes from payouts to you, we reserve the right to withhold payouts up to the tax-relevant amount as required by law, until resolution.
- Prohibited Activities
12.1. You are solely responsible for compliance with any and all laws, rules, regulations, and Tax obligations that may apply to your use of the AgButler Platform. In connection with your use of the AgButler Platform, you will not and will not assist or enable others to:
- Breach or circumvent any applicable laws or regulations, agreements with thirdparties, third-party rights, or our Terms, Policies or Standards
- Use the AgButler Platform or Content for any commercial or other purposes that are not expressly permitted by these Terms or in a manner that falsely implies AgButler endorsement, partnership or otherwise misleads others as to your affiliation with AgButler
- Use the AgButler Platform in connection with the distribution of unsolicited commercial messages (“spam”)
- Contact another Party for any purpose other than asking a question related to your own Job Listing, without our prior written approval
- Use the AgButler Platform to request, make or accept a job listing independent of the AgButler Platform, to circumvent any Service Fees or for any other reason
- Discriminate against or harass anyone on the basis of race, national origin, religion, gender, gender identity, physical or mental disability, medical condition, marital status, age or sexual orientation, or otherwise engage in any violent, harmful, abusive or disruptive behavior.
- Use, display, mirror or frame the AgButler Platform or Content, or any individual element within the AgButler Platform, AgButler’s name, any AgButler trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page in the AgButler Platform, without AgButler’s express written consent
- Dilute, tarnish or otherwise harm the AgButler brand in any way, including through unauthorized use of Content, registering and/or using AgButler or derivative terms in domain names, trade names, trademarks or other source identifiers, or registering and/or using domains names, trade names, trademarks or other source identifiers that closely imitate or are confusingly similar to AgButler domains, trademarks, taglines, promotional campaigns or Content
- Avoid, bypass, remove, deactivate, impair, descramble, or otherwise attempt to circumvent any technological measure implemented by AgButler or any of AgButler’s providers or any other third party to protect the AgButler Platform
- Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the AgButler Platform
- Take any action that damages or adversely affects, or could damage or adversely affect the performance or proper functioning of the AgButler Platform
- Violate or infringe anyone else’s rights or otherwise cause harm to anyone
12.2. You acknowledge that AgButler has no obligation to monitor the access to or use of the AgButler Platform by any Party or to review, disable access to, or edit any Party Content, but has the right to do so to (i) operate, secure and improve the AgButler Platform (including without limitation for fraud prevention, risk assessment, investigation and customer support purposes); (ii) ensure Party compliance with these Terms; (iii) comply with applicable law or the order or requirement of a court, law enforcement or other administrative agency or governmental body; (iv) respond to Party Content that it
determines is harmful or objectionable; or (v) as otherwise set forth in these Terms. Parties agree to cooperate with and assist AgButler in good faith, and to provide AgButler with such information and take such actions as may be reasonably requested by AgButler with respect to any investigation undertaken by AgButler or a representative of AgButler regarding the use or abuse of the AgButler Platform.
12.3. If you feel that any Party you interact with, whether online or in person, is acting or has acted inappropriately, including but not limited to anyone who (i) engages in offensive, violent or sexually inappropriate behavior, (ii) you suspect of stealing from you, or (iii) engages in any other disturbing conduct, you should immediately report such person to the appropriate authorities and then to AgButler by contacting us with your police station and report number (if available). You agree that any report you make will not obligate us to take any action (beyond that required by law, if any).
- Term and Termination, Suspension and other Measures
13.1. This Agreement shall be effective for a 30-day term, at the end of which it will automatically and continuously renew for subsequent 30-day terms until such time when you or AgButler terminate the Agreement in accordance with this provision.
13.2. You may terminate this Agreement at any time by sending us an email. If you cancel your AgButler Account as an Employer, any confirmed booking(s) will be automatically cancelled. If you cancel your AgButler Account as a Laborer, any confirmed booking(s) will be automatically cancelled.
13.3. Without limiting our rights specified below, AgButler may terminate this Agreement for convenience at any time by giving you thirty (30) days’ notice via email to your registered email address.
13.5. In addition, AgButler may take any of the following measures (i) to comply with applicable law, or the order or request of a court, law enforcement or other administrative agency or governmental body, or if (ii) you have breached these Terms, our policies, applicable laws, regulations, or third party rights, (iii) you have provided inaccurate, fraudulent, outdated or incomplete information during the AgButler Account registration, Job Listing process or thereafter, (iv) you and/or your Job Listings at any time fail to meet any applicable quality or eligibility criteria, (v) you have repeatedly received poor Ratings or Reviews or AgButler otherwise becomes aware of or has received complaints about your performance or conduct, (vi) you have repeatedly cancelled confirmed bookings or failed to respond to booking requests without a valid reason, or (vii) AgButler believes in good faith that such action is reasonably necessary to protect the personal safety or property of AgButler, its Parties, or third parties, or to prevent fraud or other illegal activity:
- Refuse to surface, delete or delay any Job Listings, Ratings, Reviews, or other Party
- Cancel any pending or confirmed bookings;
- Limit your access to or use of the AgButler Platform;
- Temporarily or in case of severe or repeated offenses permanently suspend your
AgButler Account and stop providing access to the AgButler Platform. In case of non-material breaches and where appropriate, you will be given notice of any intended measure by AgButler and an opportunity to resolve the issue to AgButler’s reasonable satisfaction.
13.6. If we take any of the measures described above (i) we may refund your Employer in full for any and all confirmed bookings that have been cancelled, irrespective of preexisting cancellation policies, and (ii) you will not be entitled to any compensation for pending or confirmed bookings that were cancelled.
13.7. When this Agreement has been terminated, you are not entitled to a restoration of your AgButler Account or any of your Party Content. If your access to or use of the AgButler Platform has been limited or your AgButler Account has been suspended or this Agreement has been terminated by us, you may not register a new AgButler Account or access and use the AgButler Platform through an AgButler Account of another Party.
If you choose to use the AgButler Platform, you do so voluntarily and at your sole risk. The AgButler Platform and Content is provided “as is”, without warranty of any kind, either express or implied. You agree that you have had whatever opportunity you deem necessary to investigate the AgButler Services, laws, rules, or regulations that may be applicable to your Job Listings you are receiving and that you are not relying upon any statement of law or fact made by AgButler relating to a Job Listing. If we choose to conduct identity verification or background checks on any Party, to the extent permitted by applicable law, we disclaim warranties of any kind, either express or implied, that such checks will identify prior misconduct by a Party or guarantee that a Party will not engage in misconduct in the future. You agree that some Job Listings may carry inherent risk, and by participating in such jobs, you choose to assume those risks voluntarily. For example, Job Listings may carry risk of illness, bodily injury, disability, or death, and you freely and willfully assume those risks by choosing to participate in those Job Listings. You assume full responsibility for the choices you make before, during and after your participation in
a Job Listing. To the maximum extent permitted by law, you agree to release and hold harmless AgButler from all liabilities and claims that arise in any way from any injury, death, loss or harm that occurs to that minor during the Employer Service or in any way related to your Employer Service.
The foregoing disclaimers apply to the maximum extent permitted by law. You may have other statutory rights. However, the duration of statutorily required warranties, if any, shall be limited to the maximum extent permitted by law.
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 AgButler Platform and Content, your publishing or booking of any Job Listing via the AgButler Platform, your participation in any Job Listing, or any other interaction you have with other Parties whether in person or online remains with you. Neither AgButler nor any other party involved in creating, producing, or delivering the AgButler Platform or Content will be liable for any incidental, special, exemplary or consequential damages, including lost profits, loss of data or loss of goodwill, service interruption, computer damage or system failure 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 (i) these Terms, (ii) from the use of or inability to use the AgButler Platform or Content, (iii) from any communications, interactions or meetings with other Parties or other persons with whom you communicate, interact or meet with as a result of your use of the AgButler Platform, or (iv) from your publishing or booking of a Job Listing, including the provision or use of a Job Listing’s Employer Services, whether based on warranty, contract, tort (including negligence), product liability or any other legal theory, and whether or not AgButler 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.
Except for our obligations to pay amounts to applicable Employers pursuant to these Terms, in no event will AgButler’s aggregate liability arising out of or in connection with these Terms and your use of the AgButler Platform including, but not limited to, from your publishing or booking of any Job Listings via the AgButler Platform, or from the use of or inability to use the AgButler Platform or Content and in connection with any Job Listing, or interactions with any other Parties, exceed the amounts you have paid or owe for bookings via the AgButler Platform as an Employer in the twelve (12) month period prior to the event giving rise to the liability, or if you are an Employer, the amounts paid by AgButler to you in the twelve (12) month period prior to the event giving rise to the liability, or One Hundred Dollars ($100.00), if no such payments have been made, as applicable. The limitations of damages set forth above are fundamental elements of the basis of the bargain between AgButler and you. Some
jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitation may not apply to you.
To the maximum extent permitted by applicable law, you agree to release, defend (at AgButler’s option), indemnify, and hold AgButler and its affiliates and subsidiaries, including but not limited to, AgButler, and its officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with (i) your breach of these Terms or our Policies or Standards, (ii) your improper use of the AgButler Platform or any AgButler Services, (iii) your interaction with any Party at the Job including without limitation any injuries, losses or damages (whether compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with or as a result of such interaction, stay, participation or use, or (iv) your breach of any laws, regulations or third party rights.
- Dispute Resolution and Arbitration Agreement
17.1. This Dispute Resolution and Arbitration Agreement shall apply if your (i) country of residence or establishment is in the United States; or (ii) your country of residence or establishment is not in the United States, but bring any claim against AgButler in the United States (to the extent not in conflict with Section 20).
17.2. Pre-Arbitration Dispute Resolution and Notification. Prior to initiating an arbitration, you and AgButler each agree to notify the other party of the dispute and attempt to negotiate an informal resolution to it first. We will contact you at the email address you have provided to us; you can contact AgButler’s customer service team by emailing us. If after a good faith effort to negotiate one of us feels the dispute has not and cannot be resolved informally, the party intending to pursue arbitration agrees to notify the other party via email prior to initiating the arbitration. In order to initiate arbitration, a claim must be filed with the American Arbitration Association (“AAA”) and the written Demand for Arbitration (available at http://www.adr.org) provided to the other party, as specified in the
17.3. Agreement to Arbitrate. You and AgButler mutually agree that any dispute, claim or controversy arising out of or relating to these Terms or the applicability, breach, termination, validity, enforcement or interpretation thereof, or to the use of the AgButler Platform, the Employer Services, the Group Payment Service, Stripe or the Content (collectively, “Disputes”) will be settled by binding individual arbitration (the “Arbitration Agreement”). If there is a dispute about whether this Arbitration Agreement can be enforced or applies to our Dispute, you and AgButler agree that the arbitrator will decide that issue.
17.4. Exceptions to Arbitration Agreement. You and AgButler each agree that the following claims are exceptions to the Arbitration Agreement and will be brought in a judicial proceeding in a court of competent jurisdiction: (i) Any claim related to actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights; (ii) Any claim seeking emergency injunctive relief based on exigent circumstances (e.g., imminent danger or commission of a crime, hacking, cyber-attack).
17.5. Arbitration Rules and Governing Law. This Arbitration Agreement evidences a transaction in interstate commerce and thus the Federal Arbitration Act governs the interpretation and enforcement of this provision. The arbitration will be administered by AAA in accordance with the Consumer Arbitration Rules and/or other AAA arbitration rules determined to be applicable by the AAA (the “AAA Rules“) then in effect, except as modified here.
17.6. Modification to AAA Rules – Arbitration Hearing/Location. You and AgButler agree that any required arbitration hearing may be conducted, at your option, (a) in Cooper County, Missouri; (b) in any other location to which you and AgButler both agree; (c) via phone or video conference; or (d) for any claim or counterclaim under $25,000, by solely the submission of documents to the arbitrator.
17.7. Arbitrator’s Decision. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court with proper jurisdiction. The arbitrator may award declaratory or injunctive relief only on an individual basis and only to the extent necessary to provide relief warranted by the claimant’s individual claim.
17.8. Jury Trial Waiver. You and AgButler acknowledge and agree that we are each waiving the right to a trial by jury as to all arbitrable Disputes.
17.9. No Class Actions or Representative Proceedings. You and AgButler acknowledge and agree that, to the fullest extent permitted by law, we are each waiving the right to participate as a plaintiff or class Party in any purported class action lawsuit, class-wide arbitration, private attorney general action, or any other representative proceeding as to all Disputes. Further, unless you and AgButler both otherwise agree in writing, the arbitrator may not consolidate more than one party’s claims and may not otherwise preside over any form of any class or representative proceeding. If the “class action lawsuit” waiver or the “class-wide arbitration” waiver in this Section is held unenforceable with respect to any Dispute, then the entirety of the Arbitration Agreement will be deemed void with respect to such Dispute and the Dispute must proceed in court. If the “private attorney general action” waiver or the “representative proceeding” waiver in this Section is held unenforceable with respect to any Dispute, those waivers may be severed from this Arbitration Agreement and you and AgButler agree that any private attorney general claims and representative claims in the Dispute will be severed and stayed, pending the resolution of any arbitrable claims in the Dispute in individual arbitration.
17.10. Severability. Except as provided in the preceding Section, in the event that any portion of this Arbitration Agreement is deemed illegal or unenforceable, such provision shall be severed and the remainder of the Arbitration Agreement shall be given full force and effect.
17.11.Changes. Notwithstanding the provisions of Section 3 (“Modification of these Terms”), if AgButler changes this Section (“Dispute Resolution and Arbitration Agreement”) after the date you last accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by sending us written notice (including by email) within thirty (30) days of the date such change became effective, as indicated in the “Last Updated” date above or in the date of AgButler’s email to you notifying you of such change. Rejecting a new change, however, does not revoke or alter your prior consent to any earlier agreements to arbitrate any Dispute between you and AgButler (or your prior consent to any subsequent changes thereto), which will remain in effect and enforceable as to any Dispute between you and AgButler.
17.12. Survival. The terms of this Section will survive any termination of these Terms and will continue to apply even if you stop using the AgButler Platform or terminate your AgButler Account.
We welcome and encourage you to provide feedback, comments and suggestions for improvements to the AgButler Platform (“Feedback”). You may submit Feedback by emailing us. Any Feedback you submit to us will be considered non-confidential and nonproprietary to you. By submitting Feedback to us, you grant us a non-exclusive, worldwide, royalty-free, irrevocable, sub-licensable, perpetual license to use and publish those ideas and materials for any purpose, without compensation to you.
- Applicable Law and Jurisdiction
If your country of residence or establishment is the United States, these Terms will be interpreted in accordance with the laws of the State of Missouri and the United States of America, without regard to conflict-of-law provisions. Judicial proceedings (other than small claims actions) that are excluded from the Arbitration Agreement in Section 17 must be brought in state or federal court in Cooper County, Missouri, unless we both agree to some other location. You and we both consent to venue and personal jurisdiction in Cooper County, Missouri.
- General Provisions
20.1. Except as they may be supplemented by additional terms and conditions, policies, guidelines or standards, these Terms constitute the entire Agreement between AgButler and you pertaining to the subject matter hereof, and supersede any and all prior oral or written understandings or agreements between AgButler and you in relation to the access to and use of the AgButler Platform.
20.2. No joint venture, partnership, employment, or agency relationship exists between you and AgButler as a result of this Agreement or your use of the AgButler Platform.
20.3. These Terms do not and are not intended to confer any rights or remedies upon any person other than the parties.
20.4. If any provision of these Terms is held to be invalid or unenforceable, such provision will be struck and will not affect the validity and enforceability of the remaining provisions.
20.5. AgButler’s failure to enforce any right or provision in these Terms will not constitute a waiver of such right or provision unless acknowledged and agreed to by us in writing. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise permitted under law.
20.6. You may not assign, transfer or delegate this Agreement and your rights and obligations hereunder without AgButler’s prior written consent. AgButler may without restriction assign, transfer or delegate this Agreement and any rights and obligations hereunder, at its sole discretion, with 30 days prior notice. Your right to terminate this Agreement at any time remains unaffected.
20.7. Unless specified otherwise, any notices or other communications to Parties permitted or required under this Agreement, will be provided electronically and given by AgButler via email, AgButler Platform notification, or messaging service (including SMS and WeChat).
20.8. If you have any questions about these Terms, can contact us via email at firstname.lastname@example.org or via phone at 417-812-6080