Terms

Avenge Digital Standard Terms and Conditions

Home Services

Last updated: May 21, 2025

These AVENGE DIGITAL STANDARD TERMS AND CONDITIONS (“Standard Terms”) serve as a legal, binding agreement between Avenge Digital, LLC d/b/a Home Avengers (“Avenge”) and you (“Buyer” or “You”) regarding your purchase and/or receipt of certain Deliverables (as defined herein) from Avenge and your use and access of Avenge’s platform and related services to facilitate the delivery of the Deliverables (collectively, with delivery of the Deliverables, the “Services’). Acceptance of these Standard Terms is a condition to Your receipt and/or use of any Deliverables from Avenge, or any related Services provided therewith. BY CLICKING ON THE “I AGREE” BOX, WHICH WILL CONSTITUTE YOUR ELECTRONIC SIGNATURE, OR OTHERWISE AGREEING TO THESE STANDARD TERMS OR USING THE SERVICES, YOU ARE AGREEING TO BE LEGALLY BOUND BY ALL OF THE TERMS AND CONDITIONS HEREIN AND AS THESE STANDARD TERMS MAY BE MODIFIED BY AVENGE FROM TIME TO TIME, AS PROVIDED HEREIN.

1. Services. Avenge shall provide the Deliverables in accordance with these Standard Terms and the separate insertion order(s) executed by Buyer (an “Insertion Order”). Per its Services, Avenge may: (i) provide inbound telephone calls pursuant to which a prospective consumer who may be interested in making a purchase from Buyer places a telephone call to a specified telephone number (each, an “Inbound Call”); (ii) provide outbound telephone calls pursuant to which Avenge or its partners dialed the prospective consumer prior to transfer (each, an “Outbound Call”); and/or (iii) provide data or information about the applicable consumer (“Lead Data”) in conjunction with an Inbound Call or Outbound Call. Inbound Calls and Outbound Calls, together with Lead Data, are collectively referred to herein as “Calls” or the “Deliverables.” Avenge shall transfer to Buyer those Calls that match Buyer’s criteria as set forth in the Insertion Order or as subsequently modified via email or the Platform . Avenge agrees to provide such Calls to Buyer in the form of a telephone call via the Platform or other method as determined by Avenge. Unless the applicable Insertion Order expressly identifies Outbound Calls, all Calls provided by Avenge to Buyer shall be treated as Inbound Calls.

2. Insertion Orders / Campaign Terms. Buyer shall be bound by the additional terms and conditions, including but not limited to pricing and other applicable campaign terms, as may be set forth in the Insertion Order in conjunction with these Standard Terms and as part of the registration process with Avenge, or as otherwise required by Avenge prior to the delivery of any Calls. Each Insertion Order, together with these Standard Terms, shall comprise the entire agreement between Avenge and Buyer (hereinafter, the “Agreement”). The Insertion Order may identify the product type, filters, price, volume caps, territory, and other details of the Deliverables to be provided thereunder (collectively, the “Campaign Details”). Avenge may unilaterally amend, revise, or otherwise modify the Campaign Details upon prior notice to Buyer. If you do not agree to the amended Campaign Details, you must stop using the Services.

3. Payment/Pricing. Buyer agrees to purchase the Deliverables at the prices set forth by Avenge within the Insertion Order or as otherwise identified by Avenge. Prices are subject to change at any time at Avenge’s sole discretion. Avenge will notify Buyer by email of any pricing changes prior to the change. Upon such notification, Buyer will be bound by any such pricing changes, regardless of Buyer’s failure to review the notification, subject to Buyer’s right to terminate the Agreement in accordance with Section 10 herein. Buyer may increase the price, upon notification to Avenge, to try to secure additional volume of Deliverables.

Upon Buyer’s acceptance of the Insertion Order, Buyer will pre-pay Avenge by credit card (“Buyer Credit Card”) the fees set forth in the applicable Insertion Order (“Prepaid Allotment”) for the Valid Deliverables (as such term is defined in Section 4). The Prepaid Allotment shall be in the amount set forth in the Insertion Order, including both an “Initial Charge” and the subsequent “Auto-recharge amount” to the extent stated therein, and shall be used by Avenge as payment for Valid Deliverables on such terms as are set forth in the applicable Insertion Order. Avenge requires a minimum balance in Buyer’s account as set forth in the applicable Insertion Order as the “Auto-recharge threshold.”

The Prepaid Allotment shall be replenished automatically (by Avenge charging the Buyer Credit Card), in the amount of the Auto-recharge amount, at such time as the Prepaid Allotment is exhausted or falls below the minimum balance per the applicable Insertion Order. The Prepaid Allotment shall be NON-REFUNDABLE. Buyer agrees that the Prepaid Allotment amounts deposited by Buyer into Buyer’s account shall not be returned or refunded to Buyer at any time or for any reason. Upon the expiration of the Term or termination of the Agreement in accordance with the terms contained herein, the balance of the Prepaid Allotment, if any, shall be applied to the fees payable for Valid Deliverables until such time as such balance is reduced to $0.

Buyer agrees to provide Avenge with current and valid credit card information, and Buyer hereby authorizes Avenge to charge the Buyer Credit Card for such fees and amounts as are owed in accordance with the terms set forth herein and the applicable Insertion Order, plus any applicable taxes. Buyer represents and warrants that the Buyer is authorized to use such Buyer Credit Card and to incur any such changes. If Buyer Credit Card is declined for any reason at the time of billing, Buyer authorizes Avenge to process the applicable payment on any other credit card stored in the Buyer’s account, if any.

In the event of a declined charge, Avenge reserves the right to suspend the delivery of any Deliverables and notify Buyer of declined card. Buyer has three (3) business days after notification to provide Avenge with payment. Amounts unpaid or otherwise owing after such date shall bear interest at the rate of either one-and-one-half percent (1.5%) per month or the highest rate permitted by law, whichever is less, until paid in full. In the event of any failure by Buyer to make payment, Buyer shall be responsible for all reasonable expenses (including attorneys’ fees) incurred by Avenge in collecting such amounts. Without limiting any other remedy available to Avenge in law or equity, in the event that Buyer is in default of its obligations hereunder, including without limitation delinquent in payments required to be made hereunder, Buyer shall upon notice by Avenge cease and desist from any further use of any Deliverables.

All amounts due hereunder shall be paid in U.S. dollars, and Buyer shall be responsible for all applicable taxes, customs, duties, fees and levies of any nature whatsoever. Avenge reserves the right to suspend or otherwise take an account offline if payments due to Avenge are not received in accordance with these Standard Terms and/or the applicable Insertion Order.

Buyer acknowledges and agrees that any credit card and related billing and payment information that Buyer provides to Avenge may be shared by Avenge with companies who work on Avenge’s behalf, such as payment processors and/or credit agencies, solely for the purposes of checking credit, effecting payment to Avenge, and servicing Buyer’s account. Avenge may also provide information in response to valid legal process, such as subpoenas, search warrants and court orders, or to establish or exercise its legal rights or defend against legal claims. Avenge shall not be liable for any use or disclosure of such information by such third parties.

4. Valid Deliverables. A “Valid Deliverable” is a Call involving an individual that meets one or more of the following qualifications: (i) the individual meets the demographic and other criteria as set forth in the Insertion Order; (ii) the individual voluntarily provided his or phone number during the Call; (iii) Avenge provides Buyer with Lead Data in conjunction with the Call (commonly known as a “data transfer”); (iv) Buyer provides a price quote to the individual during the Call; or (v) constitutes an “Unanswered Call,” which are Calls placed to Buyer that ring four (4) or more times (and are not answered), go to voicemail, or receive a busy signal. Valid Deliverables are billable and non-refundable, and, in the event of a dispute, Buyer acknowledges and agrees that Avenge’s good faith determination shall control in all respects.

5. Unqualified Calls. Buyer may reach out to Avenge to request credit for any Calls constituting Unqualified Calls (as defined below) within seven (7) days of receipt of the Call at issue. All Calls not subject to a request for credit within such seven (7) day period shall be deemed qualified and payment shall be due in full. For purposes of these Standard Terms, the defined term “Unqualified Calls” shall mean any Call determined by Avenge to entail one or more of the following: wrong services category; wrong coverage area location; individual does not speak English; duplicative of a Call previously provided by Avenge to Buyer within the prior thirty (30) days; or is otherwise in contravention of the requirements of these Standard Terms or the terms of the applicable Insertion Order. All refund requests are subject to review by Avenge for approval or denial, and to the fullest extent permitted by law, refunds and returns (if any) are at the sole discretion of Avenge. Buyer shall not in any way use any Lead Data that it has received with an Unqualified Call, which shall be the sole and exclusive property of Avenge.

6. Ownership. Avenge will retain ownership of all Deliverables. Buyer acknowledges and agrees that: (i) upon Buyer’s acceptance of and payment for a Valid Deliverable (in accordance with the payment terms set forth herein and the applicable Insertion Order), Avenge shall grant to Buyer a limited, non-exclusive right hereunder to use the data associated with such Valid Deliverable, if any, during the Term of the Agreement; (ii) Avenge does not guarantee that any minimum quantity of Deliverables will be provided to Buyer, and the number of Deliverables provided hereunder may vary depending on numerous factors; and (iii) Avenge reserves the right to provide all Deliverables hereunder on a non-exclusive basis, and the Deliverables may be provided to other purchasers or third parties, including those competing with the Buyer.

7. Representations and Warranties: All Deliverables

Buyer represents and warrants to Avenge that: (i) Buyer has full power and authority to enter into the Agreement; (ii) the use of Deliverables provided to Buyer will not violate any law, statute, rule or other governmental regulation; (iii) the procurement of Deliverables by Buyer will not violate any law, statute, rule, or other governmental regulation; (iv) Buyer has obtained, and shall maintain at all times during the term of the Agreement, all necessary permits and licenses required by all applicable state and federal governmental bodies in order to perform and/or offer its or any third party’s products and/or services in any and all jurisdictions applicable to Buyer; and (v) Buyer’s marketing and sales efforts, as well as its use of the Deliverables and related communications to Consumers, will at all times fully comply with all applicable state and federal laws, rules and/or regulations including, but not limited to, the Gramm-Leach Bliley Act, the Fair Credit Reporting Act, the Federal Trade Commission Act, the Telephone Consumer Protection Act (“TCPA”), the Fair Debt Collection Practices Act, the Federal Communications Act, the Amended Telemarketing Sale Rule (“ATSR”), 16 CFR 310 et seq., and those state and federal laws, rules and regulations governing the National Do Not Call Registry (NDNCR), telemarketing and deceptive trade practices, and all state and federal laws, rules and regulations promulgated under any of the foregoing (collectively, “Applicable Laws”).
Except as expressly stated otherwise in the Insertion Order, Deliverables are provided by Avenge on a non-exclusive basis for a specific type of product or service (the “Vertical”). Buyer may not use the Deliverables or any Lead Data for purposes of marketing or offering products and services other than those in the Vertical for which the Consumer has specifically inquired about. Buyer also shall not sell, transfer or otherwise disclose Lead Data or information contained in any Deliverable to any third party without the prior written consent of Avenge.

8. Representations and Warranties

Buyer shall ensure that its designated telephone numbers to which Avenge directs Calls are properly functioning and direct the Consumer to an appropriate person offering information on the relevant products.
With respect to Lead Data, except as otherwise expressly set forth in the applicable Insertion Order, Avenge does not represent or warrant that it obtained prior express written consent (PEWC) or prior express invitation or permission (PEIP) under the TCPA for Buyer to contact any Consumer, and Buyer will not under any circumstances use any Lead Data to call, SMS, text, or otherwise contact a Consumer without independently receiving consent from such Consumer to contact that Consumer in accordance with the TCPA and Applicable Laws; this includes reconnecting, redialing, or dialing out to a user whose call was disconnected erroneously or otherwise.

9. Indemnification.

Buyer agrees to indemnify, defend and hold harmless Avenge, its parents, affiliates and subsidiaries, and each of their respective members, owners, officers, partners, directors, shareholders, employees and authorized representatives and agents (each, an “Indemnified Party”), from and against any claim, cause of action, suit, or litigation brought by a third-party (each, a “Claim”) due to, arising from, or in connection with: (i) any breach by Buyer of the Agreement, including, without limitation, any provision, obligation, representation or warranty contained herein and/or any Insertion Order; (ii) Buyer’s violation, misappropriation or infringement of any rights of another (including intellectual property rights or privacy rights); (iii) any negligent act or willful misconduct by Buyer or Buyer’s directors, officers, employees, agents or assigns; or (iv) Buyer’s conduct in connection with the Services or Deliverables, including, without limitation, any use of the Deliverables or communications with Consumer in violation of Applicable Laws. Buyer agrees to promptly pay and fully satisfy any and all losses, damages, liabilities, judgments, settlements, costs, and expenses (including, without limitation, reasonable attorneys’ fees, court costs, and expert witness costs and fees, if applicable) that are sustained by the Indemnified Party as a result of a Claim.
If any Claim is or will be brought against any Indemnified Party, the Indemnified Party will promptly notify Buyer of any such Claim of which it becomes aware and will: (i) provide reasonable cooperation to Buyer (at Buyer’s expense) in connection with the defense or settlement of any such Claim; and (ii) be entitled to participate, at its own expense, in the defense of any such Claim. The Indemnified Party agrees that Buyer will have sole and exclusive control over the defense and settlement of any such third party claim; provided, however, that Buyer will not agree to any judgment or enter into any settlement that adversely affects the Indemnified Party’s rights or interests without the prior written consent of the Indemnified Party, which will not be unreasonably withheld or delayed.

10. Term/Termination.

The term of the Agreement shall continue until either party terminates the Agreement pursuant to this Section. Buyer may terminate the Agreement at any time, for any reason, upon two (2) business day’s prior written notice to Avenge. Acceptable notice to Avenge requires a phone call from the account holder to a member of Avenge’s Customer Service at (425) 658-9008 during which the notice of termination is verbally provided. All requests by Buyer to terminate the Agreement, including any Insertion Order, must be made via telephone to the above-listed number, during business hours, to effectuate any notice of termination. Avenge may terminate the Agreement at any time, for any reason, immediately upon notice to Buyer. Although Customer may pause its account through Avenge’s platform, Buyer shall not pause its account for more than 7 days in any 30 day period without prior written approval from Avenge.
In addition to the above, the Agreement may be terminated at any time by either party, effective immediately upon written notice, if a party: (i) files a voluntary petition in bankruptcy or makes an assignment for the benefit of creditors; or (ii) breaches any of the material terms of the Agreement if such material breach is not remedied within five (5) business days from the receipt of written notice of such material breach. In addition, Avenge may terminate the Agreement, in its sole discretion, if Buyer fails to pay all invoices in accordance with the terms hereof or of the applicable Insertion Order, or in the event Buyer’s credit is or becomes unsatisfactory to Avenge, as determined in its sole discretion. For the avoidance of doubt, if Buyer fails to replenish Buyer’s Prepaid Allotment account in accordance with the payment terms contained in the Agreement (Section 3) and the applicable Insertion Order, Buyer’s account shall be automatically suspended until such required payment is made; if no payment is made within seven (7) business days of such suspension, the Agreement (and Buyer’s account) shall be terminated automatically. Upon termination or expiration of the Agreement for any reason, Buyer will pay Avenge all amounts then due and owing as of the termination date, if any.

11. DISCLAIMER OF WARRANTIES. THE SERVICES AND DELIVERABLES PROVIDED BY AVENGE UNDER THE AGREEMENT ARE SUPPLIED ON AN “AS IS” AND “AS AVAILABLE” BASIS. EXCEPT AS SPECIFICALLY SET FORTH HEREIN, TO THE FULLEST EXTENT PERMITTED BY LAW, AVENGE DISCLAIMS ANY AND ALL WARRANTIES, GUARANTEES, REPRESENTATIONS, PROMISES, STATEMENTS, ESTIMATES, CONDITIONS OR OTHER INDUCEMENTS, EXPRESS, IMPLIED, ORAL, WRITTEN OR OTHERWISE, INCLUDING WITHOUT LIMITATION, WARRANTIES OF SATISFACTORY QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, PERFORMANCE, LEVEL OF SUCCESS WITH RESPECT TO ANY CAMPAIGN, AND ANY OTHER WARRANTIES ARISING BY USAGE OF TRADE, COURSE OF DEALING OR COURSE OF PERFORMANCE. Except as otherwise expressly set forth in these Standard Terms or as expressly agreed upon in writing, Avenge will not indemnify Buyer for any Losses resulting from any third-party claim, suit, or investigation arising out of Buyer’s violation or alleged violation of Applicable Laws.

WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, AVENGE DOES NOT WARRANTY, PROMISE, REPRESENT OR GUARANTEE THE VOLUME OR FREQUENCY OF DELIVERABLES OR RESPONSE RATES. AVENGE’S SERVICES, INCLUDING BUT NOT LIMITED TO THE DELIVERABLES AND THE PLATFORM, MAY CONTAIN BUGS, TECHNICAL OR OPERATIONAL PROBLEMS AND/OR OTHER LIMITATIONS ADVERSELY IMPACTING AVENGE’S ABILITY TO MAKE DELIVERABLES, PURCHASER’S ABILITY TO ACCEPT DELIVERABLES AND/OR THE QUALITY AND/OR USEFULNESS OF THE DELIVERABLES. AVENGE DOES NOT WARRANTY, PROMISE, REPRESENT OR GUARANTEE THAT PURCHASER’S USE OF THE DELIVERABLES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT PURCHASER WILL BE ABLE TO USE DELIVERABLES. AVENGE EXPRESSLY DISCLAIMS RESPONSIBILITY FOR THE OPERATION OF AND/OR DAMAGE TO PURCHASER’S AND/OR ANY THIRD-PARTY’S DATA SECURITY SYSTEMS AND/OR PRIVACY PROTECTION PROCEDURES ARISING FROM ANY DELIVERABLES OR UNACCEPTED DELIVERABLES, OR FROM THE PLATFORM, AND DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS AND IMPLIED, ASSOCIATED WITH SAME.

12. LIMITATION OF LIABILITY. IN NO EVENT SHALL AVENGE BE RESPONSIBLE FOR ANY CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE, INCIDENTAL OR OTHER INDIRECT DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST REVENUE OR PROFITS, LOST BUSINESS OR INFORMATION, IMPAIRMENT OF ASSETS, OR LOST GOOD WILL OR REPUTATION, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR ANY CAMPAIGN, HOWSOEVER CAUSED, WHETHER BASED IN CONTRACT, WARRANTY, TORT, PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, EVEN IF AVENGE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES ARE FORESEEABLE. NOTWITHSTANDING ANYTHING CONTAINED HEREIN TO THE CONTRARY, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AVENGE’S LIABILITY UNDER ANY CAUSE OF ACTION OR CLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNTS PAID TO AVENGE BY PURCHASER PURSUANT TO THE AGREEMENT DURING THE THREE (3) MONTH PERIOD PRECEDING THE DATE THE CLAIM AROSE. AVENGE DISCLAIMS ANY AND ALL LIABILITY FOR, AND SHALL NOT BE HELD LIABLE OR RESPONSIBLE FOR, THE ACTIONS OR INACTIONS OF ITS SUB-LICENSEES.

13. Consent to Communications; Opt-Out Instructions

You hereby agree to receive communications, including calls, texts, and SMS communications, from Avenge related to the Services, including but not limited to lead information, appointment scheduling, appointment reminders, post-visit instructions, billing notifications, and other related communications. You acknowledge the following:

Message frequencies may vary based on availability and business needs;
Standard carrier charges may apply to text messages and SMS communications;
You may opt out of receiving such communications at any time by notifying Avenge in writing via [email protected] that you are revoking your consent to be contacted, or replying STOP to any SMS or text message;
For assistance or further information, you may text HELP in response to a text or SMS message from Avenge or visit www.homeavengers.com; and
You can find information regarding Avenge’s privacy policy at https://homeavengers.com/privacy-policy/.

14. Confidentiality

Confidential Information. “Confidential Information” means any information disclosed by one party to the other whether orally or in writing that is designated as confidential or that reasonably should be understood by the receiving party to be confidential, notwithstanding the failure of the disclosing party to designate it as such. Confidential Information may include information that is proprietary to a third party and is disclosed by one party to another pursuant to this Agreement. The Services, all features and functions thereof, and related pricing and product plans will be the Confidential Information of Avenge.
Non-Disclosure. Each party agrees to maintain the confidentiality of the other party’s Confidential Information with the same security and measures it uses to protect its own Confidential Information of a similar nature (but in no event less than reasonable security and measures) and not to use such Confidential Information except as necessary to perform its obligations or exercise its rights under this Agreement. The receiving party may disclose Confidential Information of the disclosing party to those employees, officers, directors, agents, affiliates, consultants, users, and suppliers who need to know such Confidential Information for the purpose of carrying out the activities contemplated by this Agreement and who have agreed to confidentiality provisions that are no less restrictive than the requirements herein. Such party will be responsible for any improper use or disclosure of the disclosing party’s Confidential Information by any such parties. Except as expressly permitted by this Section, the receiving party will not disclose or facilitate the disclosure of Confidential Information of the disclosing party to any third party. The restrictions in this Section shall continue until such time as the information is covered by an exclusion set forth below.
Exclusions. The receiving party will have no obligation under this Section with respect to information provided by the disclosing party that: (a) is or becomes generally available to the public other than as a result of a breach of this Agreement by the receiving party, (b) is or becomes available to the receiving party from a source other than the disclosing party, provided that such source is not known to the receiving party to be bound by an obligation of confidentiality to the disclosing party with respect to such information, (c) was in the receiving party’s possession prior to disclosure by the disclosing party, or (d) is independently developed by the receiving party without reference to the Confidential Information. Further either party may disclose Confidential Information (i) as required by any court or other governmental body or as otherwise required by law, or (ii) as necessary for the enforcement of this Agreement or its rights hereunder.

15. Force Majeure. Avenge shall not be liable for any nonperformance, delay, error, data loss or other loss caused by an event or conditions that are beyond its reasonable control.

16. Relationship of the Parties. The relationship of Avenge and Buyer established by the Agreement is solely that of independent contractors, and neither party is an employee, agent, partner or joint-venturer of the other. Neither party shall make any representations, warranties or covenants, or assume or create any obligations, on the other party’s behalf. Each party shall be solely responsible for the actions or inactions of its respective employees, agents, affiliates and representatives.

17. Data Protection. Buyer shall comply with all laws and regulations applicable to the receipt, use, storage and safeguarding of all Lead Data, including all data identifying consumers or containing consumer information. Buyer shall maintain commercially reasonable physical, electronic and procedural controls and safeguards to protect any such consumer information received pursuant to the Agreement from unauthorized use or disclosure, including the maintenance of appropriate safeguards to restrict access to the consumer data solely to carry out the purposes for which the information was disclosed. Buyer shall protect all Lead Data in accordance with and in a manner which is at least as rigorous as described in Avenge’s Privacy Policy, as found on https://homeavengers.com/privacy-policy/., and in compliance with Applicable Laws.

18. Notice. Except as explicitly stated otherwise, any notices sent from Buyer to Avenge under the Agreement shall be submitted via e-mail at [email protected]. When Avenge needs to provide notice to Buyer, including but not limited to any changes to the Campaign Details, it shall be sent to the e-mail address designated by Buyer in the Insertion Order. Buyer can change its email address by contacting Avenge at [email protected].

19 .Governing Law. The Agreement will be interpreted, construed and enforced in all respects in accordance with the laws of the State of Washington, without giving effect to its conflicts of law principles.

20. Arbitration. ALL PARTIES TO THIS AGREEMENT WAIVE THEIR RESPECTIVE RIGHTS TO A TRIAL BY JURY. The exclusive means of resolving any dispute or claim arising out of or relating to the Agreement (including any alleged breach thereof) shall be BINDING ARBITRATION administered by either the American Arbitration Association (“AAA”) or by Judicial Arbitration & Mediation Services, Inc. (“JAMS”), in accordance with the AAA Arbitration Rules or the JAMS Arbitration Rules & Procedures then in effect, as applicable, before a single neutral arbitrator. The place of arbitration shall be King County, Washington. The arbitration proceeding shall be kept confidential by the parties, their representatives and the arbitrator, subject to the right of any party to enforce the arbitral award. Each party shall bear its own costs and expenses and an equal share of the arbitrator’s and administrative fees of arbitration. The arbitrator may proceed to an award, notwithstanding the failure of either party to participate in the proceedings. The arbitrator shall, within thirty (30) calendar days after the conclusion of the arbitration hearing, issue a written award and statement of decision setting forth the findings of fact and conclusions of law on which the award is based, including the calculation of any damages awarded. The arbitrator also shall be authorized to grant any temporary, preliminary or permanent equitable remedy or relief the arbitrators deem just and equitable and within the scope of the Agreement, including, without limitation, an injunction or order for specific performance. Judgment on the award rendered by the arbitrator may be enforced in any court having competent jurisdiction thereof.

21. Nonwaiver. Any failure by Avenge to insist upon or enforce strict performance by Buyer of the terms of the Agreement, or to exercise any right or remedy under the Agreement, shall not be construed as a waiver or relinquishment of Avenge’s right to assert or rely upon any such provision, right or remedy in that or any other instance; rather, the same shall be and remain in full force and effect.

22. Production Credits and Advertising. Buyer hereby grants to Avenge the right and license to use Buyer’s corporate logo, and any testimonials in any advertising or public relations campaigns related to promotion of the Services. Additionally, it is understood that Avenge shall have full authority and permission to receive site and screen credits acknowledging its role as the developer of the Internet presence and producer of any associated multimedia.

23. Independent Contractor. Avenge shall be and act as an independent contractor (and not as the agent or representative of Buyer) in the performance of the Agreement. The Agreement shall not be interpreted or construed as (a) creating or evidencing any association, joint venture, partnership or franchise between the parties, (b) imposing any partnership or franchisor obligation or liability on either party, or (c) prohibiting or restricting Avenge’s performance of any services for any third party.

24. Recordings. Buyer acknowledges and agrees that Avenge shall have the right, but not the obligation, to monitor or record Buyer’s telephone conversations with Avenge for quality control or training purposes, or for its own internal business purposes.

25. Feedback. Buyer may voluntarily submit or otherwise communicate to Avenge any questions, comments, suggestions, idea, creative materials, or other information about Avenge or the Services (collectively, “Feedback”). Avenge may use such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to Buyer, at Avenge’s sole discretion.

26. Third Parties. These Terms are intended solely for the benefit of the parties hereto and are not intended to confer third-party beneficiary rights upon any other person or entity. At its discretion, Avenge may use affiliates or third parties to perform the Services, including but not limited to the generation of Deliverables.

27. Entire Agreement; Conflict. The Agreement (together with any Insertion Order entered into between the parties for the Services) constitutes the entire agreement, and supersedes any and all prior agreements between Avenge and Buyer with respect to the Services. In the event of a conflict between the Agreement and any Insertion Order, the Insertion Order shall control with respect to terms therein relating to scheduling and pricing; otherwise, the terms of the Agreement are controlling.

28. Amendment. Avenge reserves the right, at any time and from time-to-time, to update, amend, revise, supplement and otherwise modify these Standard Terms and to impose new or additional rules, policies, terms or conditions on Buyer’s participation in Services at any time without liability. Buyer’s continued use of the Services after notice that the Standard Terms have changed shall constitute Buyer’s acceptance of such modification or amendment. Notice of any changes to the Standard Terms will be made by posting updated Standard Terms online via links in the footer of the Avengehub.com platform or applicable Avenge website or platform, at Avenge’s discretion. Buyer is responsible for and shall periodically check for updates to these Standard Terms.

29. Assignment. Buyer shall not assign or transfer any of its rights, obligations or interest in the Agreement without Avenge’s prior written consent.

30. Severability. If any provision of the Agreement or any Insertion Order is found to be contrary to, prohibited by or deemed invalid by a court of competent jurisdiction, the remainder of the Agreement or Insertion Order shall not be invalidated thereby and shall be given full force and effect so far as possible.