MARINER EXCHANGE – PARTICIPATION AGREEMENT –

 TERMS AND CONDIITIONS FOR CONSUMERS

 

Welcome to Mariner Exchange.  Any person who wants to access the site must accept the terms and conditions (the “Terms and Conditions”) of this Participation Agreement without change.  Your use of this website, mobile application, and/or submission of service requests via telephone constitutes your agreement to the Terms and Conditions in effect at such time.  These Terms and Conditions apply to any Mariner Exchange services or properties such as websites or mobile applications owned and operated by Mariner Exchange, Inc. and collectively referred to herein as “Mariner Exchange.”  We may amend these Terms and Conditions at any time by posting a revised version of these Terms and Conditions on our website.  You are responsible for reviewing the notice and any applicable changes.  Changes to referenced polices and guidelines may be posted on our website without notice to you.  Your continued use of this site following Mariner Exchange’s posting of any changes will constitute your acceptance of such changes or modifications. 

 

INTRODUCTION

Mariner Exchange is an online platform that connects boaters with marine professionals. The platform aims to provide facilitate introductions between boaters and professionals, seamlessly process payment for service, and provide ratings and reviews on marine contractors to improve boater experience.

 

SERVICE PROFESSIONAL PRESCREENING

Mariner Exchange does not take any steps to examine the credentials of service professionals and it does not conduct background checks.  We make no guarantees or representations regarding the skills, professionalism, or trustworthiness of any service professional.  We make no guarantees or representations of the quality of the job that a service professional may perform or the outcome or quality of services performed.  It is entirely up to you to evaluate a service professional’s qualifications, professionalism and trustworthiness.  You are responsible for entering into direct contracts with the service professionals.  The services professionals are not employees or agents of Mariner Exchange, nor is Mariner Exchange an agent of the service professionals.

 

DISPUTE RESOLUTION

Mariner Exchange cannot guarantee the work performed by a listed service professional and has no obligation to you with regard to your relationship with a service professional or the services rendered.

 

ELIGIBILITY

Use of the website, mobile applications and services is limited to parties that lawfully can enter into and form contracts under applicable law.  For example, minors are not allowed to use the site.  To register, you must provide your real name, address, phone number, e-mail address, and valid credit and/or debit card information.  You represent and warrant that:

a)     If you are a business, you are duly organized, validly existing and in good standing under the laws of the State and/or country in which your business is registered,

b)    You have all requisite right, power and authority to enter into this Agreement and perform obligations hereunder, and

c)     Any information provided or made available by you or your affiliates to Mariner Exchange is at all times accurate and complete.

 

YOUR USE OF THE MARINER EXCHANGE SERVICES AND PROHIBITED USES

You acknowledge and agree that your use of Mariner Exchange is for your personal use and not for advertising purposes.  You may not use Mariner Exchange to recreate or compete with Mariner Exchange, to solicit or harass Mariner Exchange service professionals, or for any other purpose not contemplated herein.  You acknowledge that a violation of the forgoing could result in significant damages, and you agree that you are liable to Mariner Exchange for any such damage, and will indemnify Mariner Exchange in the event of any third party claims against Mariner Exchange based on or arising from your violation of the foregoing.  We reserve the right to revoke your access to Mariner Exchange at any time.  All information about service professionals is confidential and for your personal use only.  If it is determined or suspected by Mariner Exchange in its sole discretion that you are misusing or attempting to misuse or circumvent the Mariner Exchange services or system, or are using or attempting to use them for any inappropriate or non-personal purposes, including but not limited to activities such as hacking, scraping content, infiltrating, fraud, advertising, jamming or spamming, Mariner Exchange reserves the right, in its sole discretion, to immediately terminate your access without notice and to initiate without notice appropriate legal actions or proceedings to seek appropriate remedies and/or damages, including but not limited to lost revenue, repairs, legal fees, costs and expenses, and to seek injunctions or other equitable remedies.

 

INFORMATION YOU PROVIDE TO US

Upon using Mariner Exchange, you will be prompted to disclose certain information about yourself and your service requirements.  Some of this information will be sent to service professionals who will need this information to respond to your request.  By providing this information to us, or by submitting a service request, you are requesting, and you expressly consent to being contacted by us and our service professionals and providers via phone, fax, email, mail or other reasonable means, at any of your contact numbers or addresses, even if you are listed on any federal, state, provincial or other applicable “Do Not Call” list, in order that we may provide the services set forth on our site, to service your account, to reasonably address matters pertaining to your account or for other purposes reasonably related to your service request and our business, including marketing related emails.  You agree that by completing a service request, you are entering into a business relationship with Mariner Exchange and its partners and thus agree to be contacted by Mariner Exchange and/or its partners.  You promise that all information you provide (including but not limited to your contact information, and any Ratings and Reviews of service professionals that you provide) will be accurate, current and truthful to the best of your knowledge.  If you provide any information that is untrue, not current or incomplete, or Mariner Exchange has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Mariner Exchange has the right to refuse any current or future use of the Mariner Exchange services (or any portion thereof) by you.  You are responsible for any use of the Mariner Exchange services by persons to whom you intentionally or negligently allow access to your password.

 

To knowingly put false information, including but not limited to name, phone number, address or e-mail address is a very serious and fraudulent matter that could result in significant costs and damages including invasion of privacy rights, to Mariner Exchange and its service professional partners, and to consumers, as well as the loss of time, effort and expense responding to and pursuing such false information and requests, and further, could result in regulatory fines and penalties.  Accordingly, if you knowingly input false information in a service request, including but not limited to someone else’s name, e-mail address, physical address or phone number or a random or made up name, address, e-mail address or phone number you agree to fully indemnify and be liable to Mariner Exchange and each Mariner Exchange service provider who accepts such service requests, for the greater of:

a)     A minimum amount of $10,000 to each of Mariner Exchange and each of the affected service professionals and for each of the actual persons affected by any of the improper, incorrect or fraudulent information you enter, per improper submission, plus any attorney’s fees, costs and expense relating thereto, or

b)    The actual damages, direct, punitive and consequential, and any regulatory or judicial fines or penalties that may arise from such intentional, misleading, harmful and fraudulent activity, plus reasonable attorney’s fees, costs and expense relating thereto.

 

FEES AND TRANSACTION PROCESSING

Mariner Exchange charges a five percent surcharge on all transactions.  You agree to pay this fee to Mariner Exchange in consideration of use of the Mariner Exchange website and mobile applications.

 

By registering with Mariner Exchange, you authorize Stripe, Inc. to perform transaction processing services on behalf of Mariner Exchange.  YOU AGREE TO HOLD MARINER EXCHANGE HARMLESS FOR ANY AND ALL CLAIMS OR DEMANDS MADE AGAINST STRIPE, INC. OR ARISING FROM MARINER EXCHANGE’S CONTRACT WITH STRIPE, INC., INCLUDING ATTORNEYS FEES, LOST PROFITS, LOSS OF DATA, INDIRECT, PUNITIVE, INCIDENTIAL, SPECIAL AND CONSEQUENTIAL DAMAGES.  UNDER NO CIRCUMSTANCES WILL MARINER EXCHAGE BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM THE USE OF STRIPE INC., INCLUDING HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF STRIPE, INC.

 

LINKS TO THIRD PARTY SITES

The links in the Mariner Exchange website or mobile applications will let you leave Mariner Exchange’s website.  The linked sites are not under the control of Mariner Exchange and Mariner Exchange is not responsible for the contents or functionality of any linked site or any link contained in a linked site, or any changes or updates to such sites.  Your use of such third party linked sites is governed by the Terms and Conditions, and privacy policies, of such linked sites.  Mariner Exchange is not responsible for webcasting or any other form of transmission received from any linked site.  Mariner Exchange is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by Mariner Exchange of the site or the service provider.

 

USER GENERATED CONTENT

You agree that all of the content and information posted by you or your agents or designees on Mariner Exchange, including but not limited to ratings, reviews, photographs, images, comments, questions and/or answers, and any other content (known collectively as “Content”) is the sole and exclusive property of Mariner Exchange, and that you have no right to reproduce, post, publish, or otherwise use such information other than for your personal use relating to your service request.

 

You acknowledge and agree that any Content you post or provide may be viewed by the general public and will not be treated as private, proprietary or confidential.  You authorize us and our affiliates, licensees and sub-licensees without compensation to you or others, to copy, adapt, create derivative works of, reproduce, incorporate, distribute, publicly display or otherwise use or exploit such content throughout the world in any format or media (whether now known or hereafter created) for the duration of any copyright or other rights in such Content, and such permission shall be perpetual and may not be revoked for any reason.  Further, to the extent permitted under applicable law, you waive and release and covenant not to assert any rights that you may have in the Content posted or provided by you.

 

You hereby grant Mariner Exchange and its users a perpetual, non-exclusive, royalty-free, transferable, assignable, sub-licensable, worldwide license to use, store, display, reproduce, modify, create derivative works, perform, distribute, print, publish, disseminate and place advertising near and adjacent to your Content in any format or media (whether now known or hereafter created) on the Mariner Exchange website and mobile applications in any manner that we deem appropriate or necessary, including, if submitted, your name, voice and likeness throughout the world, and such permission shall be perpetual and cannot be revoked for any reason.

 

By posting or providing any Content to Mariner Exchange, you represent and warrant to Mariner Exchange that you own or have all necessary rights to use the Content, and grant to Mariner Exchange the rights granted below.  The forgoing representation includes, but is not limited to a representation and warranty that you own or have the necessary rights (including any necessary releases) to grant all rights granted below in relation to any persons, places or intellectual property pictured in any photographic Content that you provide.  In addition, if you post or otherwise provide any Content that is protected by copyright, you represent that you have obtained any necessary permissions or releases from the copyright owner.

 

Mariner Exchange reserves the right, but not the obligation, to edit or abridge, or to refuse to post, or to remove any content that you or any other users post on Mariner Exchange.  Mariner Exchange may remove any content that it deems inappropriate including, but not limited to, content that contains or features any of the following:

a)     Offensive, harmful and/or abusive language, including without limitation: expletives, profanities, obscenities, harassment, vulgarities, sexually explicit language and hate speech

b)    References to illegal activity

c)     Language that violates the standards of good taste or the standards of this site

d)    Statements that are or appear to be false

e)     Comments that disparage Mariner Exchange

f)     With respect to Ratings and Reviews of service professionals, all of the above and in addition the following:

a.     Reviews that do not address the goods or services of the business or reviews with no qualitative value

b.     Comments concerning a different service professional

c.     Information not related to work requested in the service request

d.     If a dispute arises between you and a service professional, the rating submitted may be held in pending status until a resolution is reached.  You represent and warrant that any rating and review provided by you is accurate and truthful, and that you will only provide a rating and review for a service professional that has performed services for you pursuant to your applicable service request.

 

DISCLAIMER:  MARINER EXCHANGE MAKES NO REPRESENTATIONS OF ANY KIND PERTAINING TO THE WORK PERFORMED BY A SERVICE PROFESSIONAL.  MARINER EXCHANGE EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, RELATING TO THE WORK PERFORMED BY A SERVICE PROFESSIONAL INCLUDING BUT NOT LIMITED TO:

a)    ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR WORKMANSHIP;

b)    THAT THE SITE OR THE SERVICES RENDERED BY MARINER EXCHANGE OR A SERVICE PROVIDER WILL MEET YOUR REQUIREMENTS, WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE, OR OPERATE WITHOUT ERROR;

c)     THAT THE PRODUCTS, MATERIALS OR SERVICE WILL BE AS REPRESENTED BY A SERVICE PROVIDER OR THAT A SERVICE PROVIDER WILL PERFORM AS PROMISED;

d)    ANY IMPLIED WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE; AND

e)    ANY OBLIGATION, LIABILITY RIGHT, CLAIM OR REMEDY IN TORT, WHETHER OR NOT ARISING FROM THE NEGLIGENCE OF MARINER EXCHANGE.

TO THE FULL EXTENT PERMISSIBLE UNDER APPLICABLE LAW, MARINER EXCHANGE DISCLAIMS ANY AND ALL SUCH WARRANTIES.

 

GENERAL RELEASE

BECAUSE MARINER EXCHANGE IS NOT INVOLVED IN TRANSACTIONS BETWEEN CONSUMERS AND SERVICE PROVIDERS OR OTHER PARTICIPANT DEALINGS, IF A DISPUTE ARISES BETWEEN ONE OR MORE PARTICIPANTS, EACH OF YOU RELEASE MARINER EXCHANGE AND ITS AGENTS AND EMPLOYEES FROM CLAIMS, DEMANDS, DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN OR UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES.

 

INDEMNIFICATION AND LIMITATION OF LIABILITY

YOU AGREE TO INDEMNIFY MARINER EXCHANGE, AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, CO-BRANDERS, AND OTHER PARTNERS AND HOLD THEM EACH HARMLESS FROM ANY AND ALL CLAIMS OR DEMANDS, INCLUDING ATTORNEY’S FEES, MADE BY ANY THIRD PARTY DUE TO OR ARISING FROM YOUR USE OF THE MARINER EXCHANGE SERVICES, IN CONNECTION WITH THE MARINER EXCHANGE WEBSITE, WITH REGARD TO ANY DISPUTE BETWEEN YOU AND A SERVICE PROFESSIONAL, OR YOUR VIOLATION OF THESE TERMS AND CONDITIONS, OR ARISING FROM YOUR VIOLATION OF ANY RIGHTS OF A THIRD PARTY.

 

MARINER EXCHANGE WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, AND CONSEQUENTIAL DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, MARINER EXHANGE SERVICES, THE MARINER EXCHANGE WEBSITE, OR RESULTING FROM A DISPUTE BETWEEN YOU AND A SERVICE PROFESSIONAL, OR YOUR VIOLATION OF THESE TERMS AND CONDITIONS, OR ARISING FROM YOUR VIOLATION OF ANY RIGHTS OF A THIRD PARTY.

 

APPLICABLE LAW

These Terms and Conditions are governed by the laws of the State of Maryland as such laws are applied to agreements entered into and to be performed entirely in the State of Maryland and between Maryland residents.  You agree to submit to jurisdiction in Maryland and that any claim arising out of or related to these Terms and Conditions will be brought solely in a court in Anne Arundel County, Maryland.

 

SEVERABILITY

If any provision of these Terms and Conditions shall be deemed unlawful, void or unenforceable, for any reason, by any court of competent jurisdiction, that provision shall be modified in order to make it enforceable, while maintaining the spirit of the provision.  Alternatively, if modification is not possible, such provision shall be stricken and shall not affect the validity and enforceability of the remaining items. 

 

GENERAL PROVISIONS

The failure of Mariner Exchange to exercise or enforce any right or provision of the Terms and Conditions shall not constitute a waiver of such a right or provision. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Mariner Exchange services or the Terms and Conditions must be filed within one (1) year after such claim or cause of action arose or be forever barred. 

 

The section titles in the Terms and Conditions are for convenience only and have no legal or contractual effect. 

 

These Terms and Conditions constitute the entire agreement between you and Mariner Exchange and supersede all oral and written negotiations or representations of the parties with respect to the subject matter hereof.  These Terms and Conditions may not be modified or amended other than by an agreement signed by both parties.