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Verge Motorcycles – Website Terms of Use

Last updated: 14.11.2022

These Website Terms of Use (“Terms”) apply to your use of the website www.vergemotorcycles.com (“Website”). By accessing the Website through any device, platform or third-party service, you agree to be bound by these Terms.

The information provided by you through the Website is used in accordance with our Privacy Policy – please read this document carefully as it helps you understand what personal data we collect, how such personal data is used and your rights relating to your personal data.

  1. Owner of the Website

Verge Motorcycles OÜ (“Verge”, “we”, “us”, “our”) is acting as the owner of the Website. 

Please find our contact information at https://www.vergemotorcycles.com/company-information/ (standard local rates apply).

All pages within this Website and any content and material made available for download, unless otherwise explicitly stated, are the property of Verge, its affiliates, its licensors, or other providers of such material.

All contents and materials on the Website, including without limitation the documents, images, text, audio, and video, and any materials accessed through or made available for use or download through this Website may not be copied, distributed, modified, reproduced, published or used, in whole or in part, except for purposes explicitly authorized by Verge.

This Website may be accessed by users globally and may contain references to our products and services that are not available or are prohibited in your country. Such references do not imply that we will make available in your country such products or services or that such products and services may lawfully be used in your country. 

  1. Links to other websites

The Website may contain links to third-party websites or services that are not owned or controlled by Verge and enable you to access and use certain third-party services. Verge has no control over and assumes no responsibility for, the content, privacy policies, or practices of any third-party websites or services. Use of any such content, goods or services operated by third parties shall be subject to the relevant third-party’s terms and conditions applicable to such use. You further acknowledge and agree that Verge shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such websites or services.

  1. Intellectual Property Rights

All rights, title and interest in and to the Website, Verge products and services, and the intellectual property rights, including but not limited to trademarks, designs, copyrights, patents, utility models, logos or trade names, contained therein and relating thereto are owned by or licensed to Verge. Verge and its licensors reserve any and all rights not expressly granted to you under these Terms.

  1. Disclaimer

Verge disclaims any warranties, express or implied, with respect to anything displayed by Verge on the Website. You understand and agree that the images and other content regarding products and services, their design and technical features are currently under further development and that the products and services that may be available for purchase on the Website from time-to-time may be materially different from any models, prototypes, pre-production samples and test versions displayed on the Website. 

Verge makes no representations or warranties whatsoever as to the correctness or accuracy of the Website and content thereon. 

Furthermore, Verge does not provide any guarantees regarding uptime or continued availability or that the Website will function uninterrupted, error-free or virus-free.  

  1. Limitation of liability

Under no circumstances will verge be held liable for any indirect, punitive, exemplary, incidental, special or consequential damages or loss of profit arising out or related to these terms or your use of the Website regardless of (i) whether such damages were foreseeable; (ii) whether or not we were advised of the possibility of such damages; or (iii) the legal or equitable theory (contract, tort or otherwise) upon which the claim is based.  Unless otherwise expressly stated, Verge shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any content, goods or services available on or through the Website.

Nothing in the Terms will limit or exclude our liability for any legal responsibility that cannot be limited or excluded by mandatory provisions of applicable law.

The foregoing limitations will apply even if the above stated remedy fails of its essential purpose. In some locations applicable mandatory law may not allow certain of the limitations described above, in which case such limitations will apply to the maximum extent allowed by such applicable law.

  1. Prohibited Activities

You may not violate or attempt to violate any features or the security of the Website, including, without limitation, (a) probe, scan or test the vulnerability of our Website or any of its components; (b) breach, remove, tamper with or circumvent any security or authentication measures; (c) attempt to interfere with the Website or service to any user, host or network, including, without limitation, via means of submitting a virus to the Website, “overloading”, “flooding”, “spamming”, “mailbombing” or “crashing”; or (d) decode or decipher any portion of the Website.

You may not use any of Verge’s content on the Website for commercial purposes or otherwise copy or create derivatives of any content, or use the Website for any offensive, obscene or harassing purpose.

  1. Miscellaneous

If a court of competent jurisdiction determines that any provision of the Terms is unenforceable, the remainder of the Terms will remain in full force and effect and the unenforceable provision will be deemed to be amended to the extent necessary. 

If you are a consumer residing in a member state within the EU to which Verge provides its products and services, these terms do not affect the rights you are entitled to according to the mandatory consumer protection laws of the country of your residence.

In our sole discretion, we may from time-to-time revise these Terms by updating this posting. You should, therefore, periodically visit this page to review the current Terms, so you are aware of any such revisions. Verge reserves the right to transfer any of its rights or obligations hereunder.

  1. Applicability and Access

The Website is not directed at any person in any jurisdiction where (by reason of nationality, residence or otherwise) the access to or availability of the Website is prohibited or which would be subject to any restriction, including registration or other requirements within such jurisdiction. Verge reserves the right to limit access to the Website to any such persons. Persons who access the Website do so on their own initiative and are responsible for compliance with applicable law. 

We reserve the right, in our sole discretion, to terminate your access to all or part of the Website, with or without cause, and with or without notice.

  1. Applicable law and dispute resolution

Verge and you shall use their best efforts to settle by amicable negotiations any disputes which may occur between Verge and you arising out of or relating to these Terms; the existence, validity, termination, interpretation of any term hereof; and the relationship between Verge and you resulting from any of the foregoing (collectively, “Claims”). 

If you reside in any country or territory other than the USA, these Terms are governed by the laws of Republic of Estonia, without regard to the principles of conflicts of law of any jurisdiction. If Verge and you fail to reach an amicable settlement of any Claims within 45 days, any Claim shall be finally settled by the the Harju County Court (Harju Maakohus) in Tallinn, Estonia. If you are a consumer and you reside in the European Union, Norway, Iceland or Liechtenstein, you may also report your matter on the online platform of the EU Commission: http://ec.europa.eu/odr, where you can also find further information about alternative dispute resolution in business-to-consumer relationships.

Notwithstanding the generality of the foregoing, each Party shall have the right to seek injunctive relief or any other temporary measures for a breach of these Terms from the courts of any competent jurisdiction. 

If you are a consumer residing in a country within the EU to which Verge provides its products and services, you may bring your Claim to the courts of the place where you live. In addition, for consumers residing in the EU, alternative dispute resolution mechanisms may be available. You can access the European Commission’s online platform for online dispute resolution here: http://ec.europa.eu/consumers/odr/.

If you reside in the USA, and if Verge and you fail to reach an amicable settlement of any Claims within 45 days, either party may elect to refer such Claims to binding arbitration on an individual basis. (A) the arbitration will be governed by the Federal Arbitration Act (“FAA”), 9 U.S.C. §§ 1 et seq., and held in accordance with the International Arbitration Rules  of the American Arbitration Association (“AAA”) (available at https://www.adr.org/sites/default/files/ICDR_Rules_1.pdf), and the AAA’s Supplementary Rules for Multiple Case Filings (available at https://adr.org/sites/default/files/Supplementary_Rules_MultipleCase_Filings.pdf ) in effect at the time of the arbitration (collectively, the “AAA Arbitration Rules”); (B) the AAA shall be the appointing authority and responsible for administering any arbitration hereunder in accordance with the AAA Arbitration Rules and the terms of this Dispute Resolution and Arbitration Provision; and (C) the place of arbitration shall be in San Francisco, California, or, if you are a consumer, in San Francisco or another location reasonably convenient for both parties. If the AAA is unable to administer the arbitration, a court with jurisdiction shall appoint the administrator or arbitrator, who must agree to abide by the terms of this Dispute Resolution and Arbitration Provision.

Either you or we may elect arbitration of a Claim by initiating an arbitration proceeding in accordance with the AAA Arbitration Rules or by filing a motion to compel arbitration of a Claim filed in court.  Solely for purposes of this Dispute Resolution and Arbitration Provision, “Verge,”  “we,” “us,” and “our” mean Verge, each of its subsidiaries, affiliates, successors and assigns, and any of its employees, officers, directors and agents, as well as any other person or entity that you name along with the any of the foregoing as defendants in a single proceeding . The parties shall pay filing, administrative and arbitrator fees in accordance with the AAA Arbitration Rules.  However, if you are a consumer and tell us in writing that you cannot afford to pay the fees charged by the AAA (or other arbitration organization) and that you were unable to obtain a waiver of fees, and if your request is reasonable and in good faith, we will pay or reimburse you for all or part of the fees charged to you by the AAA (or other arbitration organization) and/or arbitrator.  The parties shall bear the fees and expenses of their own attorneys, experts and witnesses unless otherwise required by applicable law, this Dispute Resolution and Arbitration Provision or the AAA Arbitration Rules.  If the arbitrator determines that any party’s Claim or defense is frivolous or wrongfully intended to oppress or harass the other party, the arbitrator may award sanctions in the form of fees and expenses reasonably incurred by the other party.

The arbitration shall be conducted by a single neutral arbitrator who shall be a professional, legal or otherwise, but shall not be, or have previously been associated with either party (the “Arbitrator”). The arbitral award shall be final, binding and non-appealable. The Arbitrator’s award must be reasoned and issued in writing within thirty (30) days of the hearing, unless otherwise agreed to by us and you.  Any finding, award or judgment from an arbitration of any Claim shall apply only to that arbitration. No finding, award or judgment from any other arbitration shall impact the arbitration of any Claim.

JURY TRIAL WAIVER: IF A CLAIM IS ARBITRATED, YOU AND WE WILL NOT HAVE THE RIGHT TO PURSUE THAT CLAIM IN COURT OR HAVE A JUDGE OR JURY DECIDE THE CLAIM.

CLASS ACTION WAIVER: IF A CLAIM IS ARBITRATED, NEITHER YOU NOR WE WILL HAVE THE RIGHT TO: (1) PARTICIPATE IN A CLASS ACTION OR OTHER REPRESENTATIVE ACTION IN COURT OR IN ARBITRATION, EITHER AS A CLASS REPRESENTATIVE, CLASS MEMBER OR OTHERWISE; OR (2) ACT AS A PRIVATE ATTORNEY GENERAL IN COURT OR IN ARBITRATION.  ALSO, ABSENT THE WRITTEN CONSENT OF ALL PARTIES, NEITHER YOU NOR WE WILL HAVE THE RIGHT TO JOIN OR CONSOLIDATE A CLAIM WITH CLAIMS OF ANY OTHER PERSON OR ENTITY. An arbitration award shall determine the rights and obligations of the named parties only, and only with respect to the claim(s) in arbitration. No arbitration administrator or arbitrator shall have the power or authority to waive or modify this section, and any attempt to do so, whether by rule, policy, arbitration decision or otherwise, shall be invalid and unenforceable.

Claims are subject to arbitration even if they arise out of or relate to actions, omissions, transactions, facts, or conduct that occurred prior to these Terms.  If there is a conflict between this Dispute Resolution and Arbitration Provision, on the one hand, and the applicable AAA Arbitration Rules or other sections of these Terms, on the other hand, this Dispute Resolution and Arbitration Provision will govern. If any part of this Dispute Resolution and Arbitration Provision is found to be invalid or unenforceable, then that specific part shall be severed, and the rest of this Dispute Resolution and Arbitration Provision will continue in full force and effect, except that: (A) the entire Dispute Resolution and Arbitration Provision (other than this sentence) shall be null and void with respect to any Claim asserted on a class, representative or multiple-party basis that does not seek public injunctive relief if the Class Action Waiver is held to be invalid with respect to such Claim and that determination becomes final after all appeals have been exhausted; and (B) if a court determines that a public injunctive relief Claim may proceed notwithstanding the Class Action Waiver or other terms of this Dispute Resolution and Arbitration Provision, and that determination becomes final after all appeals have been exhausted, then the public injunctive relief Claim will be decided by a court, any individual Claims will be arbitrated, and the parties will ask the court to stay the public injunctive relief Claim until the other Claims have been finally concluded.  In no event will a Claim for class or public injunctive relief be arbitrated.  This Dispute Resolution and Arbitration provision shall survive any termination, suspension or expiration of these Terms, any breach or default, any termination or suspension of the Website, and any bankruptcy.

  1. Language

For consumers residing in Estonia: Customers who are consumers accept that these Terms and the information thereto are provided in English.