Terms of Use | VME Acquisitions

Introduction

Welcome to VME Acquisitions. These Terms of Service (this "Terms”) govern all use of the websites, applications, content, products and services (individually, a "Service” and collectively, the "Services”), made available by VME Acquisitions LLC, an Illinois LLC, and its subsidiaries and affiliates (collectively, "VME Acquisitions”), which Services are accessible through VME Acquisitions' website at www.vmeacquisitions.com, any other websites through which VME Acquisitions makes the Services available, mobile device applications, or other electronic dialog systems application for mobile devices (collectively, the "Site”), as links that can be put on other sites, and Services which may be provided by VME Acquisitions or third party providers in conjunction with the purchase and sale of a property. VME Acquisitions may also offer third party content, products or services which are governed by additional or different terms. We may refer to ourselves as "VME Acquisitions,” "we,” "us” or "our” in these Terms. In these Terms, the words "including" and "include" mean "including, but not limited to."

These Terms govern your access to and use of the Site and Services, and constitute a legally binding contractual agreement between you and VME Acquisitions ("Agreement”). The Agreement consists of the Terms, together with those terms and conditions set forth in VME Acquisitions' Privacy Policy ("Privacy Policy” available at https://www.vmeacquisitions.com/privacy-policy). If you request and receive an Offer, you will be asked to agree to a purchase agreement (the"PSA”), which, once executed by the parties, will govern the sale of your house property. In the event of a conflict between these TOU and PSA, the PSA will govern and control.

THE INFORMATION WE PROVIDE IN CONNECTION WITH AN OFFER, OR OTHERWISE IN CONNECTION WITH YOUR USE OF THIS SITE AND SERVICES NOT INTENDED TO SUBSTITUTE FOR PROFESSIONAL LEGAL, FINANCIAL, TAX, OR REAL ESTATE ADVICE. YOU SHOULD ALWAYS CONSULT PROFESSIONAL ADVISORS BEFORE MAKING REAL ESTATE DECISIONS.

UNLESS OTHERWISE SET FORTH IN A WRITTEN DOCUMENT SIGNED BY VME ACQUISITIONS, VME ACQUISITIONS IS ACTING AS A PRINCIPAL ON ITS OWN BEHALF AS A POTENTIAL BUYER. IT IS REPRESENTING ITS OWN INTERESTS AND DOES NOT REPRESENT YOU IN ANY SALE TRANSACTION. ALL INFORMATION PROVIDED ON OR THROUGH THE SITE, IS FOR CONVENIENCE ONLY AND WITHOUT EXPRESS OR IMPLIED WARRANTY AS TO ITS ACCURACY OR VALIDITY. RELIANCE ON SUCH INFORMATION TO ENTER INTO ANY REAL ESTATE TRANSACTION IS SOLELY AT YOUR OWN RISK. WE RECOMMEND THAT YOU CONSULT RELIABLE, INDEPENDENT INFORMATION SOURCES TO PROVIDE YOU INFORMATION ON WHICH TO RELY. IF YOU HAVE ANY QUESTIONS IN THIS REGARD, YOU SHOULD CONSULT YOUR LEGAL OR OTHER PROFESSIONAL ADVISORS

Please read carefully these Terms and our Privacy Policy. YOU ACKNOWLEDGE THAT BY USING OR ACCESSING THE SITE AND SERVICES, YOU AGREE TO COMPLY WITH AND BE LEGALLY BOUND BY THE TERMS AND CONDITIONS OF THESE TERMS. IF YOU DO NOT AGREE TO TERMS OR THE AGREEMENT, YOU HAVE NO RIGHT TO OBTAIN INFORMATION FROM OR OTHERWISE CONTINUE USING THE SERVICES OR THE SITE.

By clicking "I accept” or other similar icon (where applicable), or otherwise by using any of the Site and Services, you accept and agree to be bound by these Terms, including the mandatory arbitration and class action waivers contained below. If you do not agree with any portion of these Terms, then do not click "I accept” or other similar icon and do not use the Site or Services.

If you accept or agree to these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms and, in such event, "you” and "your” will refer and apply to that company or other legal entity. VME Acquisitions may immediately terminate these Terms or any Services with respect to you, or generally cease offering or deny access to the Site or Services or any portion thereof, at any time for any reason.

Terms Used Herein

"Content” means information, text, graphics, photos, images, audio, video, information or other materials.

"User” means a person who uses the Site or Services.

"User Content” means all Content that a User posts, uploads, publishes, submits or transmits to be made available through the Site or Services, including, but not limited to User Information.

"User Information” means all information provided by the User in connection with using the Site and Services, including, but not limited to name, mailing address, home address, telephone number, email, Content related to the User personal information provided by a User.

"VME Acquisitions Content” means all Content that VME Acquisitions makes available through the Site or Services, including any Content licensed from a third party, but excluding User Content.

Use of Site and Services

By accessing our Services, you agree to abide by all applicable local, state, national, and international laws and regulations in your use of our Services. Our Services are intended only for personal, non-commercial use by U.S. residents aged 18 years and over. If you do not meet this criteria, you agree to immediately discontinue use of our Services. We reserve the right to refuse to provide our Services to anyone at any time.

Restricted Activities.

You may not engage in any of the following with regard to the Site and Services (including without limitation posting or transmitting Content through the Site and Services):

violate or encourage the violation of any local, state, national, or international law or regulation;
collect or store personal data about other Users of our Site and Services or solicit personal information from any individual without proper rights or consent of the individual;
send or promote any message that is unlawful, libelous, defamatory, abusive, sexually explicit, threatening, vulgar, obscene, profane, disparaging regarding racial, gender or ethnic background, any statement that you have reason to know is false or misleading, or otherwise objectionable messages, as determined by VME Acquisitions in its sole discretion;
infringe any patent, trademark, trade secret, copyright, right of publicity or privacy, or other right of any party, or distribute any content you do not have a right to make available under any law or under contractual or fiduciary relationships;
promote or distribute any unauthorized advertising, promotional materials, or material which can be characterized as "junk mail," "spam," "chain letters," "pyramid schemes," or similar material, any request for or solicitation of money, goods, or services for private gain, or any information posted primarily for advertising, promotional, or other commercial purposes
disrupt or interfere with the security or use of the Site and Services or any websites or content linked to them;
interfere with or damage the integrity of the Site and Services, including, without limitation, through the use of viruses, Trojan horses, harmful code, denial of service attacks, packet or IP spoofing, forged routing or email address information or similar methods or technology or disobey any requirements, procedures, policies, or regulations of networks connected to our Site and Services;
use the Site and Services to store or transmit code, files, scripts, agents or programs intended to do harm, including, for example, viruses, worms, time bombs or Trojan horses;
attempt to use another user, person or entity, misrepresent your affiliation with a person or entity, including (without limitation) VME Acquisitions or create or use a false identity
attempt to obtain unauthorized access to the Site and Services or portions thereof that are restricted from general access;
use any meta tags or any other "hidden text” utilizing VME Acquisitions name, trademarks, or product names;
attempt to reverse engineer or otherwise derive or obtain the code in any form for any software used in the Site and Services;
engage in any activity that interferes with any third party's ability to use or enjoy the Site and Services; or
assist any third party in engaging in any activity prohibited by these Terms.

Further, without our written consent, you may not:

reproduce, duplicate, copy, sell, resell, create derivative works, or exploit for any commercial purpose any VME Acquisitions content or any use of or access to the Site and Services;
use any high volume, automated, or electronic means (including, without limitation, robots, spiders, scripts, or other automated devices) to access the Site and Services or monitor or copy our web pages or the content contained thereon;
deep link to the Site and Services for any purpose; or frame the Site and Services, place pop-up windows over any content, or otherwise affect the display of the Services;
access the Services in order to build a competitive service or to benchmark with a non- VME Acquisitions service; or
reverse engineer the Site and Services (to the extent such restriction is permitted by law).

User Content

We may, in our sole discretion, permit Users to post, upload, publish, submit or transmit User Content. By making available any User Content on or through the Site and Services, you hereby grant to VME Acquisitions a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, view, copy, adapt, modify, distribute, license, sell, transfer, prepare derivative works of, publicly display, publicly perform, transmit, post, broadcast, publicly perform, publish and display your Conte3nt worldwide, in perpetuity, in any and all media, (i) to operate and improve the Site and Services, and (ii) to market, promote, and advertise your Content on the Site and Services, in general, and otherwise exploit such User Content on, through, or by means of the Site and Services.

You acknowledge and agree that you are solely responsible for all User Content that you make available through the Site and Services. Accordingly, you represent and warrant that: (i) you either are the sole and exclusive owner of all User Content that you make available through the Site and Services or you have all rights, licenses, consents and releases that are necessary to grant to VME Acquisitions the rights in such User Content, as contemplated under these Terms; and (ii) neither the User Content nor your posting, uploading, publication, submission or transmittal of the User Content or VME Acquisitions’s use of the User Content (or any portion thereof) on, through or by means of the Site and the Services 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.

OFFER & PURCHASE OF HOMES

Offer

If you request an offer for the sale of a property through the Site or Services VME Acquisitions may submit an offer for the purchase of your property (“Offer”).

All Offers shall at all times be non-binding and shall not be deemed a contract or otherwise legally binding agreement, even if accepted for the sale of your property unless and until a PSA is executed. The offer does not constitute the PSA or contain all of terms and conditions of the sale. You must accept the PSA in order to proceed with the sale. In the event a PSA is not executed by VME Acquisitions and you, the Offer shall be deemed revoked.

Purchase Agreement

Once you have reviewed and accepted the terms of the Offer, you will be required to select a closing date, and provide such other information as may be required by VME Acquisitions. After receiving all requested information, VME Holdings will prepare the PSA via e-mail or other means. The e-mail may come from either DocuSign or HelloSign, third-party electronic signature technology providers, on behalf of VME Acquisitions. To be clear, the offer does not constitute the PSA or contain all of terms and conditions of the sale. You must accept the PSA in order to proceed with the sale.

At all times during the negotiation and preparation of the PSA and through the closing on the property, you have the right to seek representation and consult with your own independent attorney. You acknowledge and agree that you are not relying on VME Holdings, its attorneys or agents for any business, legal or tax advice.

After you have reviewed and accepted the terms of the PSA the PSA shall govern the closing of the sale of your property.

Inspection

The inspection period for VME Holdings to conduct any inspections of the property is for the period set forth in the PSA, unless otherwise agreed in writing by the parties. The inspection may be conducted by a third party inspector engaged by VME Acquisitions.

Closing Costs, Taxes and Fees

You will be responsible to pay any title search, title insurance and escrow fees, and any other additional closing costs, in a manner customary in the county where the property is located, as determined by the PSA, the escrow company or closing attorney, as applicable. Examples of such costs include (but are not limited to) loan payoff costs, transfer taxes, recording fees, attorney fees, liens or judgments against your property, prorated owners’ association dues and/or property taxes due through the closing date. In addition, if you have an existing listing agreement with a real estate agent, you will be responsible for determining any amount due to your agent and deducting their commission from your net proceeds after you close. VME Acquisitions does not pay or accept commissions, except as disclosed in writing prior to your acceptance of the PSA that it is acting as a real estate broker in the sale and for whom it is acting as an agent in the transaction.

Vacating the Property

You are responsible to leave the property in the same condition it was in during the walk-through. You are also required, as a general rule, to leave any built-in appliances and other fixtures (items that are attached in some way to the property) unless otherwise agreed in writing.

You will be responsible for the cost to repair any damage caused after the walk-through and replace any appliances and other fixtures that you are not entitled to take.

Modification or Changes to the Site and Services

VME Acquisitions reserves the right, at its sole discretion, to modify the Site or Services or to modify or amend these Terms at any time and without prior notice. We may, with or without notice, and without liability to you or any other user: (i) modify, suspend, or terminate the operation of, or any feature of, the Site and Services; (ii) restrict, limit, suspend, or terminate your and any other User’s access to the Site and Services; (iii) monitor any User’s use of the Site and Services, including to verify compliance with these Terms; (iv) investigate any suspected or alleged misuse of the Site and Services and cooperate with any law enforcement or other governmental entity or any other third parties in such investigation; and (v) disclose information about any User’s use of the Site and Services in connection with a law enforcement or other governmental entity investigation of alleged illegal activity or in response to a court order or subpoena.

If we modify these Terms, we will post the modification on the Site or the amended policies or supplemental terms on the applicable Service(s). We will also update the “Last Updated Date” at the top of these Terms. By continuing to access or use the Site or Services after we have posted a modification on the Site or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms. If the modified Terms are not acceptable to you, your only recourse is to cease using the Site and Services.

Termination

You may terminate your use of the Site and Services by ceasing to use the Site and Services. You acknowledge and agree that: (i) VME Acquisitions may, at any time and without liability, terminate or suspend your access to the Site and Services, in whole or in part, for any reason, including if VME Acquisitions determines that you have violated these Terms, a Transaction Document, or any applicable law; (ii) such termination or suspension may happen without prior notice; and (iii) in the event of such termination or suspension, VME Acquisitions may immediately deactivate and terminate your account and remove (or block your further access to) all submissions stored in or associated with your account. Upon any termination of these Terms: (i) all rights granted to you under these Terms will cease; and (ii) you must cease all use of the Site and Services. Any provisions of these Terms that, by their nature should survive the termination of these Terms, will survive.

Ownership & Proprietary Rights

The Site and Services are protected copyrights, trademarks, service marks, patents, trade secrets, and/or other proprietary or intellectual property rights and laws of the United States and foreign countries. As between you and VME Acquisitions, VME Acquisitions owns all worldwide right, title and interest, including all intellectual property and other proprietary rights, in and to the Site, the Services, the VME Acquisitions Content, the software and technology used by VME Acquisitions to provide Site and Services features and functionality, and all usage and other data generated or collected in connection with the use thereof (the “VME Acquisitions Materials”). Except for as may be expressly set forth herein, you agree not to reverse engineer, decompile, disassemble, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make any unauthorized use of the VME Acquisitions Materials. If you provide VME Acquisitions with any ideas, feedback or suggestions regarding the Site and Services (“Feedback”), you hereby assign to VME Acquisitions all right, title and interest in and to such Feedback and acknowledge that VME Acquisitions shall have the right to exploit such Feedback and related information in any manner it deems appropriate on a worldwide, perpetual basis without payment of any compensation to you.

All trademarks, service marks, logos, trade names and any other proprietary designations of VME Acquisitions used herein are trademarks or registered trademarks of VME Acquisitions. All other trademarks not owned by VME Acquisitions or its subsidiaries that appear on this site are property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by VME Acquisitions.

Third-Party Services

The Site and Services may contain links or provide access to third-party websites, products, and services (“Third-Party Service(s)”). VME Acquisitions does not approve, sponsor, or endorse any Third-Party Services, even if we link or provide access to them or list them on a Site or Services. VME Acquisitions is not responsible for and makes no representations or warranties, express or implied, regarding any Third-Party Services. You access and use Third-Party Services solely at your own risk. Third-Party Services may be subject to other terms and conditions and privacy policies (collectively, “Third-Party Services Terms”). You will look solely to, and must bring any rights, claims, or actions you may have related to a Third-Party Service directly against, the provider of that Third-Party Service.

Furthermore, the Site and Services may include features or functionality that or may include features or functionality that interoperate with Third Party Services, pursuant to agreements between VME Acquisitions and the operators of such Third-Party Services (such agreements, “Third-Party Agreements” and such operators, “Third Party Operators”) or through application programming interfaces or other means of interoperability made generally available by the Third Party Operators (“Third-Party APIs”) which VME Acquisitions does not control. Third-Party Agreements and Third-Party APIs (and the policies, terms and rules applicable to Third-Party APIs) may be modified, suspended or terminated at any time. VME Acquisitions shall have no liability with respect to any such modification, suspension or termination. You are responsible for ensuring that your use of the Site and Services in connection with any Third-Party Service complies with all agreements, policies, terms and rules applicable to such Third-Party Service.

DISCLAIMERS, LIMITATION OF LIABILITY & INDEMNIFICATION

THE SITE AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE”. TO THE FULLEST EXTENT PERMITTED BY LAW, VME ACQUISITIONS MAKES NO AND DISCLAIMS ALL WARRANTIES WITH RESPECT TO THE SITE AND SERVICES, WHETHER ORAL OR WRITTEN, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND TITLE AND ALL WARRANTIES ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING, OR USAGE IN TRADE. VME ACQUISITIONS DOES NOT WARRANT: (i) THAT THE SITE AND SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; (ii) THAT ANY DEFECT OR ERROR WILL BE CORRECTED; (iii) THAT ANY CONTENT OR INFORMATION PROVIDED BY OR THROUGH THE SITE AND SERVICES WILL BE CURRENT OR ACCURATE; (iv) AGAINST ANY LOSS OR CORRUPTION OF ANY DATA OR SUBMISSIONS; OR (vi) THAT A PARTICULAR PRODUCT, SERVICE, OR PROVIDER IN CONNECTION WITH THE SITE AND SERVICES WILL BE AVAILABLE TO YOU.

Limitations of Liability

YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT NOT PROHIBITED BY LAW:

INFORMATION PROVIDED ON OR THROUGH THIS SITE AND SERVICES DOES NOT CONSTITUTE LEGAL, FINANCIAL, TAX, OR REAL ESTATE ADVICE, NOR IS IT INTENDED TO REPLACE THE NECESSITY OF CONSULTATION WITH YOUR LEGAL OR OTHER PROFESSIONAL ADVISORS.
THE ENTIRE RISK ARISING OUT OF OR RELATING TO YOUR USE OF THE SITE AND SERVICES AND ANY TRANSACTION CONDUCTED BETWEEN YOU AND VME ACQUISITIONS IS AND REMAINS WITH YOU.
YOU HEREBY RELEASE VME ACQUISITIONS FROM AND WAIVE ANY AND ALL CLAIMS AND CAUSES OF ACTION WITH RESPECT TO ANY DAMAGES CAUSED BY ANY OF THE FOREGOING.
IN NO EVENT WILL VME ACQUISITIONS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR DAMAGES FOR LOST REVENUES OR PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH ANY OF THE FOREGOING, WHETHER BASED IN WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL
THEORY, AND WHETHER OR NOT VME ACQUISITIONS 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 THE CASE OF THE UNITED STATES, CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES AS SET FORTH IN THIS SECTION, SO THESE LIMITATIONS AND EXCLUSIONS APPLY TO YOU ONLY TO THE EXTENT PERMITTED BY APPLICABLE LAW. IN THE EVENT THAT THE FOREGOING LIMITATION OF LIABILITY IS DETERMINED BY A COURT OF COMPETENT JURISDICTION TO BE UNENFORCEABLE, VME ACQUISITIONS’ AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH ANY AND ALL OF THE FOREGOING, SHALL BE LIMITED TO ONE HUNDRED U.S. DOLLARS (US$100).

Basis of the Bargain

YOU ACKNOWLEDGE AND AGREE THAT THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH ABOVE ARE ESSENTIAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN VME ACQUISITIONS AND YOU, AND WILL SURVIVE AND APPLY EVEN IF YOUR REMEDIES ARE FOUND OR ALLEGED TO HAVE FAILED OF THEIR ESSENTIAL PURPOSE.

Exclusions

NOTHING IN THE TERMS IS INTENDED TO EXCLUDE OR LIMIT ANY CONDITION, WARRANTY, RIGHT OR LIABILITY WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR LOSS OR DAMAGE CAUSED BY NEGLIGENCE, BREACH OF CONTRACT OR BREACH OF IMPLIED TERMS, OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, OR EXCLUSION OF LIABILITY FOR LOSS OR DAMAGE FROM DEATH OR PERSONAL INJURY. ACCORDINGLY, ONLY THE ABOVE LIMITATIONS IN THIS SECTION 8 THAT ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU, AND OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT NOT PROHIBITED BY LAW.

Indemnification

To the maximum extent not prohibited by applicable law, you agree to release, indemnify, and hold VME Acquisitions, its parent, subsidiaries, affiliates, licensors and service providers, and its and their officers, directors, shareholders, agents, employees and representatives, harmless from and against any claims, liabilities, damages, losses, costs and expenses, including, any bodily injury, illness, death or damage to any real or personal property, or any other injuries, losses, or damages (whether compensatory, direct, incidental, consequential or otherwise) of any kind, and including reasonable legal fees and litigation expenses and costs (“Losses”) arising out of or relating to or in any way connected with (i) your access to or use of the Site and Services, including any and all features, functionality, tools, content and promotions available on and through the Site and Services, (ii) your breach of the Terms, including any violation of federal, state or local or other applicable laws, rules or regulations or any infringement or misappropriation of the rights of any third party, and (iii) your gross negligence or willful misconduct.

Obligation to Defend

You agree that, at VME Acquisitions' option, you will conduct the defense of any such claim or action; provided that, notwithstanding our election that you conduct the defense, (i) VME Acquisitions may nevertheless participate in such defense or settlement negotiations and pay its own costs associated therewith, and (ii) you will not enter into any settlement or other compromise without the prior written approval of VME Acquisitions (which approval shall not be unreasonably withheld), unless such settlement or other compromise includes a full and unconditional release of the relevant parties from all liabilities and other obligations in respect of such claim or action.

No Implied Indemnity

No person or entity shall be entitled to any form of equitable or implied indemnification at any time, except as provided by the Terms.

GOVERNING LAW & DISPUTE RESOLUTION

The Terms shall be governed by and interpreted in accordance with the laws of the State of Illinois without regard to conflict of law principles.

Agreement to Arbitrate

All disputes, claims, controversies and matters arising out of or relating to or in connection with these Terms or the breach, termination, enforcement, interpretation or validity hereof, or to the use of the Site and Services, including any Site and Services (collectively, “Disputes”) shall be exclusively settled by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules (“AAA Rules”), and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The arbitration shall take place in Chicago, IL, USA before a single neutral arbitrator appointed in accordance with the AAA Rules and shall be conducted in the English language. You acknowledge that by agreeing to arbitration as the exclusive forum for the resolution of all Disputes, you are waiving the right to a trial by jury.

All arbitrations shall be conducted and resolved on an individual basis and not a class-wide, multiple plaintiff or similar basis. No arbitration shall be consolidated with any other arbitration proceeding involving any other person or entity.

Waiver of Jury Trial

BY ENTERING INTO THESE TERMS, THE PARTIES ARE EACH WAIVING THE RIGHT TO TRIAL BY JURY OR TO PARTICIPATE IN A CLASS OR REPRESENTATIVE ACTION.

Class Action Waiver.

THE PARTIES AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH PARTIES AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S).

Exclusions.

This Arbitration Agreement does not preclude any party from seeking a preliminary injunction or temporary restraining order, pending arbitration, in any court that has competent jurisdiction. Nor does this Arbitration Agreement bar a party from bringing issues to the attention of federal, state, or local agencies. In the event that arbitration is not available, you and VME Acquisitions agree that any and all Disputes will be brought in the federal or state courts located in Chicago, IL, and each agrees that such courts shall have exclusive jurisdiction and venue for any such actions. Further, either party may also seek injunctive or other equitable relief for breach of the Terms.

Costs of Arbitration.

Payment of all filing, administration, and arbitrator fees (collectively, the “Arbitration Fees”) will be governed by the AAA Rules. Each party will be responsible for all other fees it incurs in connection with the arbitration, including without limitation, all attorney fees.

Confidentiality.

All aspects of the arbitration proceeding, and any ruling, decision or award by the arbitrator, will be strictly confidential for the benefit of all parties.

Severability.

If a court decides that any term or provision of this Arbitration Agreement is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement shall be enforceable as so modified.

Claims.

YOU AND VME ACQUISITIONS AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SITE AND SERVICES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.

Miscellaneous

Electronic Communications and Electronic Signatures.

When you communicate with VME Acquisitions through the Site or send us e-mail, you are communicating with us electronically. You hereby: (a) consent to receive communications from VME Acquisitions in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. The foregoing does not affect any rights you may have which cannot be waived under applicable law.

You consent and agree that your use of a key pad, mouse or other device to select an item, button, icon, “click-through” or similar act/action while using any electronic services we offer; or in accessing or making any transactions regarding any document, agreement, approval, acknowledgement, consent, term, disclosure, or condition constitutes your signature, acceptance and agreement as if actually signed by you in writing whether online through the Site, in emails, or in other digital, pdf or facsimile formal, or otherwise. To that end, you agree that any such forms of approval from you shall be effective and binding upon you, in the same manner as a handwritten signature, and enforced as originals. Further, you agree that no certification authority or other third party verification is necessary to validate your electronic signature; and that the lack of such certification or third party verification will not in any way affect the enforceability of your signature or resulting contract between you and VME Acquisitions.

Waiver.

A waiver of a provision of these Terms must be in writing and signed by the party entitled to the benefit of such provision. VME Acquisitions’ failure to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision.

Entire Agreement.

The Terms, our Privacy Policy, and the PSA, constitute the entire and exclusive understanding and agreement between you and VME Acquisitions regarding your access to and use of the Site and Services, and supersede and replace any and all prior or contemporaneous oral or written representations, understandings or agreements between you and VME Acquisitions and regarding the subject matter hereof. You acknowledge and agree that you have not relied on any representations or warranties whatsoever, express, implied, at common law, statutory or otherwise, except for the representations or warranties expressly set forth in the Terms.

Severability.

If any provision of these Terms is declared void or unenforceable by any judicial or administrative authority, the parties will replace such provision with a substitute that as closely as possible reflects the parties’ original intent (including economics and allocations of risk) and is enforceable, and the validity of the other provisions and of these Terms as a whole will not be affected.

Force Majeure.

VME Acquisitions will not be liable for failure or delay in performing its obligations if such failure or delay is due to a force majeure event or other circumstances beyond VME Acquisitions reasonable control, including acts of any governmental body, war, cyber war or attack, terrorism, insurrection, sabotage, embargo, pandemic, government closure, fire, flood, severe weather, earthquake, tornado, hurricane, labor disturbance, interruption of or delay in the internet or transportation, unavailability of third-party services, failure of third-party software or services, or inability to obtain raw materials, supplies, or power used in or equipment needed for provision of the Site and Services, or any other products or services contemplated by these Terms or any of the Transaction Documents.

Questions and Comments.

If you have any questions, complaints or claims with respect to the Site or Services, you may contact VME Acquisitions at info@vmeacquisitions.com.

Disclosures.

The Site and Services are offered by VME Acquisitions (and its affiliates), located at 6577 N Avondale Ave, Chicago, IL 60631, email: info@vmeacquisitions.com, Telephone: 847-972-0044. If you are a California resident, you may have this same information emailed to you by sending a letter to the foregoing address with your email address and a request for this information.