AVENTORRA TERMS OF SERVICE
Version 1.0
Last Updated: July 14, 2026
Effective Date: July 14, 2026
These Terms of Service ("Terms") are a binding agreement between Aventorra LLC, a Wisconsin limited liability company, doing business as Aventorra ("Aventorra," "we," "us," or "our"), and the individual, business, organization, or other person or entity that creates an account, purchases a subscription, or uses the Services ("Customer," "you," or "your"). If an individual accepts these Terms on the individual's own behalf, "Customer" means that individual. If an individual accepts these Terms on behalf of a business, organization, or other entity, that individual represents and warrants that the individual has authority to bind that entity, and "Customer" means that entity.
1. USE; ELIGIBILITY
1.1 Permitted Users and Intended Use.
Aventorra is intended primarily for commercial, professional, entrepreneurial, procurement-related, and project-development use. A Customer may subscribe as an individual or on behalf of a business, organization, or other entity. The Services are not directed to children and may not be used for unlawful purposes.
1.2 Eligibility.
Each individual user must be at least 18 years old and legally capable of entering into contracts. Customer may use the Services only in compliance with these Terms and all applicable laws, regulations, procurement rules, and professional obligations.
1.3 Individual and Entity Authority.
An individual accepting these Terms on the individual's own behalf represents that the individual is legally capable of entering into this agreement and providing payment instructions. A person accepting these Terms on behalf of an entity represents and warrants that the person is authorized to act for and bind that entity, provide payment instructions, configure the matching profile, and accept any applicable Order Form.
2. DEFINITIONS
2.1 "Account" means Customer's Aventorra account and associated portal access.
2.2 "Authorized User" means Customer's employee, owner, member, officer, contractor, agent, or other person whom Customer authorizes to use the Services for Customer's permitted purposes.
2.3 "Early Signal" means preliminary opportunity intelligence, including potential subcontracting, teaming, bidder, award, or project activity that may require additional verification and may not represent an open solicitation.
2.4 "Order Form" means any online checkout page, pricing selection, signed order, quote, invoice, account billing page, or other ordering document that identifies a plan, price, billing period, included usage, overage rate, or other commercial terms.
2.5 "Public Listing" means information collected from a government agency, public entity, procurement portal, public website, public record, or other third-party source before or without full Aventorra review.
2.6 "Ready Opportunity" means a Public Listing or Early Signal that Aventorra has classified, matched, or reviewed for delivery to Customer. A Ready Opportunity is not a warranty that the opportunity is accurate, available, suitable, exclusive, or winnable.
2.7 "Services" means Aventorra's websites, applications, portal, source-monitoring tools, matching systems, alerts, emails, reports, opportunity records, Early Signals, Ready Opportunities, support, and related features.
2.8 "Source Materials" means solicitations, notices, bid documents, agency webpages, procurement data, public records, third-party portal data, and other source information that Aventorra monitors or references.
3. THE SERVICES
3.1 Service Description.
Aventorra monitors selected public and third-party sources, organizes opportunity information, applies filters and classifications, compares opportunities with Customer's matching profile, and may deliver Public Listings, Early Signals, Ready Opportunities, deadline reminders, and related intelligence through the portal, email, or other supported channels.
3.2 Scope Varies.
Coverage depends on Customer's plan, geography, trades, service profile, selected source bundles, supported source platforms, and current Aventorra capabilities. Aventorra does not promise coverage of every agency, portal, region, trade, procurement method, opportunity type, or posting.
3.3 No Exclusivity.
Unless a signed Order Form expressly states otherwise, opportunities and signals are not exclusive. Aventorra may provide the same or similar information to multiple customers.
3.4 No Government Affiliation.
Aventorra is an independent commercial service. Aventorra is not a government agency, procurement authority, prime contractor, plan room, issuing entity, law firm, engineering firm, accounting firm, insurance broker, bonding agent, or bid-preparation service, and is not endorsed by any public entity merely because the Services link to or summarize that entity's information.
3.5 No Submission or Representation.
Aventorra does not submit bids, proposals, prequalification materials, registrations, certifications, appeals, protests, or other documents for Customer unless the parties sign a separate written agreement expressly covering that service. Aventorra does not act as Customer's agent before an issuing agency, prime contractor, supplier, or other third party.
4. SOURCE MATERIALS; VERIFICATION OBLIGATIONS
4.1 Official Source Controls.
Source Materials issued or maintained by the relevant agency, owner, portal, prime contractor, or other original source control over any Aventorra summary, classification, alert, deadline, estimate, match score, or description.
4.2 Customer Must Independently Verify.
Before relying on, bidding, pricing, contacting another party about, or otherwise acting on an opportunity, Customer must independently verify all material information with the official source, including:
(a) whether the opportunity remains open;
(b) addenda, amendments, cancellations, and deadline changes;
(c) scope, plans, specifications, quantities, site conditions, and contract terms;
(d) licensing, registration, certification, insurance, bonding, wage, labor, safety, and security requirements;
(e) mandatory meetings, pre-bid conferences, prequalification, deposits, fees, and submission methods;
(f) eligibility, debarment, responsibility, and geographic requirements;
(g) contact information and bidder or plan-holder status; and
(h) any other requirement affecting Customer's ability to pursue or perform the work.
4.3 Source Changes and Blocks.
Government websites and third-party portals may change, delay, remove, block, rate-limit, reorganize, or incorrectly publish information without notice. Aventorra may lose access to a source temporarily or permanently. Customer acknowledges that these events are outside Aventorra's control.
4.4 Errors and Omissions.
Listings, signals, classifications, due dates, locations, estimated values, agencies, trades, source links, and other fields may be incomplete, delayed, duplicated, incorrectly parsed, or inaccurate. Human review, if performed, reduces but does not eliminate these risks.
4.5 No Award or Revenue Guarantee.
Aventorra does not guarantee that Customer will qualify for, bid on, win, receive, profit from, or successfully perform any project, contract, subcontract, purchase order, or other opportunity. Aventorra does not guarantee any minimum number, value, quality, or conversion rate of opportunities except to the limited extent expressly stated in a signed Order Form.
5. AUTOMATION, MATCHING, AND AI-ASSISTED FEATURES
5.1 Automated Processing.
The Services may use software rules, statistical methods, machine learning, artificial intelligence, keyword matching, scoring, extraction, summarization, and human review. Automated outputs may be wrong or incomplete.
5.2 Match Scores Are Informational.
Any score, rank, label, confidence indicator, recommendation, or status is a decision-support tool only. It does not establish eligibility, compliance, suitability, profitability, or likely award.
5.3 Customer Decisions.
Customer is solely responsible for deciding whether and how to pursue an opportunity, preparing and submitting any response, calculating price and risk, communicating with third parties, and performing any resulting contract.
5.4 Improvement.
Aventorra may use Service usage, corrections, feedback, and lawfully obtained data to maintain, secure, evaluate, and improve the Services, subject to the Privacy Policy and any written confidentiality obligations.
6. ACCOUNTS AND AUTHORIZED USERS
6.1 Accurate Information.
Customer must provide and maintain complete and accurate account, company, trade, service-area, contact, and billing information. Aventorra is not responsible for missed or irrelevant opportunities caused by incomplete, outdated, or incorrect profile information.
6.2 Account Security.
Customer is responsible for safeguarding credentials, using reasonable security controls, and promptly notifying Aventorra at support@aventorra.com of suspected unauthorized access. Customer is responsible for activity performed through its Account by its Authorized Users or by anyone who obtains access because of Customer's acts or omissions.
6.3 Authorized Users.
Customer may allow only its Authorized Users to access the Services and may not share credentials with unrelated businesses or third parties. Customer is responsible for ensuring that Authorized Users comply with these Terms.
6.4 Administrative Authority.
Aventorra may rely on instructions from an Account administrator or a person reasonably appearing to have authority over Customer's Account.
6.5 Communications.
Customer must maintain a monitored email address. Service notices, opportunity alerts, billing notices, security notices, and other transactional communications may be sent electronically and are part of the Services. Marketing consent, if requested, will be handled separately.
7. SUBSCRIPTIONS, FEES, AND TAXES
7.1 Plans and Order Forms.
Customer's plan, billing cycle, subscription fee, included usage, any available overage option or rate, source coverage, and other commercial terms are stated in the applicable Order Form. By submitting an Order Form or completing checkout, Customer authorizes the charges expressly described there, subject to Section 9.3 for overages.
7.2 Recurring Billing.
Unless an Order Form expressly states otherwise, paid subscriptions automatically renew for successive periods equal to the initial billing period until canceled in accordance with Section 10. Aventorra will charge the payment method on file at the beginning of each renewal period or as otherwise disclosed during checkout.
7.3 Fees in Advance; Approved Usage Charges in Arrears.
Recurring subscription fees are generally billed in advance. Any Customer-approved usage-based or overage fee may be billed after the approved usage occurs, on the next invoice, or as otherwise stated in the applicable approval and Order Form.
7.4 Usage Measurement.
The Service's usage records determine included usage and any Customer-approved overages absent manifest error. Customer must report a suspected usage or billing error within 30 days after the applicable invoice or account statement.
7.5 Taxes.
Fees exclude applicable sales, use, excise, value-added, and similar taxes, duties, or governmental assessments. Customer is responsible for such amounts, excluding taxes based on Aventorra's net income. If Customer claims an exemption, Customer must provide valid documentation before the charge.
7.6 No Setoff.
Customer may not withhold, offset, or reduce fees because of a separate claim against Aventorra.
7.7 Price Changes.
Aventorra may change prices or plan limits for a future renewal period by providing reasonable advance notice. Price changes do not apply retroactively to a paid period unless Customer agrees.
8. PAYMENT AUTHORIZATION AND FAILED PAYMENTS
8.1 Payment Processor.
Payments may be processed by Stripe or another third-party payment processor. Customer's use of payment services is also subject to the processor's terms and privacy practices.
8.2 Authorization.
Customer represents that it is authorized to use the payment method provided and authorizes Aventorra and its payment processor to charge subscription fees, Customer-approved usage fees, taxes, and other amounts expressly due under the applicable Order Form. Aventorra will not charge an overage without the affirmative approval described in Section 9.3.
8.3 Stored Payment Method.
If Customer authorizes a payment method to be stored, Customer authorizes its use for recurring subscription charges and other charges expressly described in the Order Form or checkout flow.
8.4 Failed Payments.
If a charge fails or becomes overdue, Aventorra may retry the payment method, request another payment method, restrict features, suspend the Account, stop delivery, or terminate the subscription. Customer remains responsible for accrued fees and reasonable collection costs to the extent permitted by law.
8.5 Chargebacks.
Customer must contact Aventorra at support@aventorra.com and provide a reasonable opportunity to investigate a billing issue before initiating a chargeback, except where doing so would impair Customer's legal rights. Fraudulent or abusive chargebacks may result in suspension or termination.
9. INCLUDED USAGE AND OVERAGES
9.1 Plan-Specific Rules.
The Order Form controls what events count toward included usage. Depending on the plan, usage may be measured when an opportunity is delivered, made available, unlocked, accepted, or otherwise identified in the Account.
9.2 No Guaranteed Consumption.
Unused included usage expires at the end of the applicable billing period unless the Order Form expressly permits rollover. Customer is not entitled to a refund or credit for unused usage.
9.3 Customer Approval Required for Overages.
Aventorra will not charge an overage solely because Customer has exhausted included usage. Before Aventorra provides or charges for additional billable usage beyond the included amount, Customer must affirmatively approve the overage through the Account, email, checkout, or another written or electronic method that identifies the applicable rate, amount, or charging rule. Approval will not be inferred from silence or continued access. Aventorra may pause additional delivery, require an upgrade, or offer a separate purchase when included usage is exhausted. Once Customer approves an overage, Customer authorizes the disclosed charge.
9.4 Billing Corrections.
Aventorra may correct duplicate or erroneous usage records. If Customer reasonably disputes a usage charge, the parties will review the supporting records in good faith.
10. CANCELLATION, CHANGES, AND REFUNDS
10.1 Cancellation.
Customer may cancel through the available billing portal or Account settings. If self-service cancellation is unavailable, Customer may request cancellation by emailing support@aventorra.com from an authorized Account email address.
10.2 Effective Date of Cancellation.
Unless the Order Form or applicable law states otherwise, cancellation takes effect at the end of the then-current paid billing period. Customer remains responsible for charges incurred before cancellation becomes effective and may continue to use paid features through the end of that period unless the Account is suspended for breach, security risk, or nonpayment.
10.3 No Prorated Refunds.
EXCEPT WHERE REQUIRED BY LAW OR EXPRESSLY APPROVED BY AVENTORRA FOR A VERIFIED BILLING ERROR, FEES ARE NONREFUNDABLE. Aventorra does not provide prorated refunds or credits for partial periods, unused time, unused included opportunities, downgrades, missed alerts, failure to pursue an opportunity, unsuccessful bids, source outages, or termination caused by Customer's breach.
10.4 Upgrades.
An upgrade may take effect immediately and may result in a prorated or immediate charge, as disclosed during the upgrade process.
10.5 Downgrades.
A downgrade generally takes effect at the next renewal date. Customer will not receive a refund for the difference during the current period. A downgrade may reduce features, source coverage, usage limits, or stored history.
10.6 Trials, Promotions, and Credits.
Aventorra may offer free trials, discounts, credits, pilots, or promotions from time to time. Each offer is governed by its stated terms, eligibility rules, duration, conversion terms, and limitations. Customer has no right to a free plan or trial unless Aventorra expressly offers one to Customer.
11. ACCEPTABLE USE
Customer and its Authorized Users must not, directly or indirectly:
11.1 use the Services unlawfully, fraudulently, deceptively, or in violation of procurement, antitrust, anti-bribery, sanctions, export-control, employment, privacy, marketing, or communications laws;
11.2 scrape, crawl, spider, harvest, copy, download in bulk, or use automated means to extract data from the Services except through an Aventorra-provided feature or written authorization;
11.3 resell, sublicense, syndicate, publish, redistribute, commercialize, or provide the Services or Aventorra-organized data to another business, data broker, lead service, or competing platform;
11.4 use the Services to build, train, benchmark, or improve a competing product, dataset, model, matching system, or opportunity-intelligence service;
11.5 reverse engineer, decompile, disassemble, discover source code, bypass technical controls, defeat usage limits, or interfere with the security or operation of the Services, except to the limited extent such restriction is prohibited by law;
11.6 introduce malware, harmful code, excessive traffic, denial-of-service activity, unauthorized scans, or other disruptive material;
11.7 access another customer's account or data, impersonate another person or entity, or misrepresent Customer's identity, qualifications, authority, licenses, certifications, or relationship with an issuing agency;
11.8 use opportunity or contact information to harass, threaten, deceive, spam, or unlawfully discriminate against any person;
11.9 remove proprietary notices, source attribution, or access restrictions;
11.10 violate a third-party portal's access rules or use Aventorra as a means to circumvent lawful access restrictions; or
11.11 permit any third party to do any of the foregoing.
12. CUSTOMER CONTENT AND DATA
12.1 Customer Content.
"Customer Content" means information Customer or its Authorized Users submit to the Services, including company information, matching preferences, service areas, trades, notes, support messages, and feedback, excluding payment-card data processed directly by a payment processor.
12.2 Ownership.
As between the parties, Customer retains its rights in Customer Content.
12.3 License to Operate.
Customer grants Aventorra a nonexclusive, worldwide, royalty-free license to host, copy, transmit, process, display, modify, and use Customer Content only as reasonably necessary to provide, secure, support, administer, and improve the Services; comply with law; enforce these Terms; and prevent fraud or abuse.
12.4 Customer Responsibility.
Customer represents that it has all rights and permissions necessary to provide Customer Content and that Aventorra's permitted use will not violate law or third-party rights.
12.5 Aggregated and De-identified Data.
Aventorra may create and use aggregated or de-identified data that does not reasonably identify Customer or an individual for analytics, security, service improvement, and business planning.
12.6 Data Export and Deletion.
Available export and deletion options may vary by plan and feature. After termination, Aventorra may delete or de-identify Customer Content in accordance with the Privacy Policy, legal obligations, backup cycles, fraud prevention, and legitimate recordkeeping needs.
13. INTELLECTUAL PROPERTY
13.1 Aventorra Property.
Aventorra and its licensors retain all rights, title, and interest in the Services, software, interfaces, designs, workflows, matching logic, classifications, taxonomies, compilations, documentation, branding, reports, and other proprietary materials, including improvements and derivative works.
13.2 Source Materials.
Aventorra does not claim ownership of government documents or third-party materials merely because they appear in the Services. Source Materials remain subject to the rights, terms, disclaimers, and attribution requirements of their original sources.
13.3 Limited License.
Subject to payment and compliance with these Terms, Aventorra grants Customer a limited, nonexclusive, nontransferable, nonsublicensable, revocable right during the subscription term to access and use the Services for Customer's own lawful commercial, professional, entrepreneurial, procurement-related, or project-development purposes.
13.4 Feedback.
If Customer provides suggestions, ideas, corrections, or feedback, Customer grants Aventorra a perpetual, irrevocable, worldwide, royalty-free right to use and incorporate that feedback without restriction or compensation, provided Aventorra does not publicly identify Customer as the source without permission.
13.5 Marks.
Customer may not use Aventorra's names, logos, or marks without prior written permission. Aventorra will not publicly use Customer's name or logo as a customer endorsement without permission.
14. CONFIDENTIALITY
14.1 Confidential Information.
Each party may receive nonpublic information that is marked confidential or should reasonably be understood as confidential, including business plans, security information, pricing, credentials, technical information, and nonpublic Customer Content.
14.2 Protection.
The receiving party will use reasonable care to protect Confidential Information and will use it only to perform or exercise rights under these Terms. Disclosure is limited to personnel, contractors, and professional advisers who need to know and are bound by confidentiality obligations.
14.3 Exclusions.
Confidential Information does not include information that the receiving party can document: (a) is publicly available through no breach; (b) was lawfully known without restriction; (c) is received lawfully from a third party without duty; or (d) is independently developed without use of the disclosing party's Confidential Information.
14.4 Required Disclosure.
A party may disclose Confidential Information when legally required, provided it gives notice where legally permitted and reasonable assistance at the disclosing party's expense.
15. PRIVACY AND SECURITY
15.1 Privacy Policy.
Aventorra's Privacy Policy, available at https://www.aventorra.com/privacy, explains how Aventorra collects, uses, shares, and retains personal information. The Privacy Policy is incorporated by reference for purposes of describing data practices.
15.2 Security.
Aventorra will use commercially reasonable administrative, technical, and organizational measures appropriate to the nature of the Services. No system is completely secure, and Aventorra does not guarantee that unauthorized access, loss, or disruption will never occur.
15.3 Customer Security Duties.
Customer is responsible for endpoint security, account permissions, credential management, secure email access, and promptly revoking access for former personnel.
15.4 Third-Party Infrastructure.
Customer acknowledges that the Services rely on third-party hosting, database, email, payment, analytics, and infrastructure providers, which may process data as described in the Privacy Policy.
16. THIRD-PARTY SERVICES AND LINKS
16.1 Third-Party Services.
The Services may integrate with or depend on services such as Stripe, Supabase, Vercel, Resend, government portals, procurement platforms, email providers, and internet infrastructure. Aventorra is not responsible for third-party acts, omissions, terms, content, security, availability, or changes.
16.2 Links.
Links to Source Materials or third-party websites are provided for convenience and verification. Aventorra does not control or endorse linked content and is not responsible for transactions or communications between Customer and a third party.
16.3 Third-Party Terms.
Customer is responsible for complying with third-party terms applicable to Customer's direct use of a portal, source, payment method, or linked service.
17. SERVICE AVAILABILITY, MAINTENANCE, AND CHANGES
17.1 Availability.
Aventorra does not guarantee continuous or uninterrupted availability. Scheduled maintenance, emergency maintenance, source blocking, third-party outages, internet failures, security events, capacity limits, and software defects may affect the Services.
17.2 Changes.
Aventorra may add, remove, replace, pause, or modify sources, adapters, features, workflows, classifications, user interfaces, supported regions, delivery methods, or plan structures. Aventorra will provide reasonable notice before a material change that substantially reduces a paid plan's core functionality when practical.
17.3 Beta and Experimental Features.
Features identified as beta, preview, pilot, experimental, or similar are provided for evaluation, may change or end at any time, and may be less reliable.
17.4 Support.
Support channels and response targets may vary by plan. Aventorra does not promise a specific response or resolution time unless stated in a signed service-level agreement.
18. SUSPENSION AND TERMINATION
18.1 Suspension.
Aventorra may suspend or restrict access immediately if it reasonably believes that: (a) Customer breached these Terms; (b) fees are overdue; (c) use creates security, legal, reputational, or operational risk; (d) use may harm Aventorra, another customer, a source, or a third party; or (e) suspension is required by law or a service provider.
18.2 Termination by Customer.
Customer may terminate by canceling the subscription under Section 10. Termination does not relieve Customer of accrued payment obligations.
18.3 Termination by Aventorra.
Aventorra may terminate for material breach if Customer fails to cure within 10 days after notice, when cure is possible. Aventorra may terminate immediately for fraud, unlawful activity, intentional security violations, repeated abuse, insolvency, or conduct that creates substantial risk.
18.4 Discontinuation.
Aventorra may discontinue the Services or a material paid offering upon reasonable notice. If Aventorra ends a prepaid service entirely for reasons unrelated to Customer's breach, Aventorra may provide a prorated credit or refund for the unused prepaid period as Aventorra determines is appropriate or as required by law.
18.5 Effect.
Upon termination, Customer's license ends and access may cease. Sections intended by their nature to survive will survive, including payment obligations, intellectual property, confidentiality, disclaimers, limitations of liability, indemnification, disputes, and general terms.
19. DISCLAIMERS
TO THE MAXIMUM EXTENT PERMITTED BY LAW:
19.1 THE SERVICES, PUBLIC LISTINGS, EARLY SIGNALS, READY OPPORTUNITIES, SOURCE MATERIALS, MATCH SCORES, ALERTS, SUMMARIES, AND ALL RELATED CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE."
19.2 AVENTORRA DISCLAIMS ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, TIMELINESS, QUIET ENJOYMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
19.3 AVENTORRA DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, SECURE, ERROR-FREE, OR FREE FROM HARMFUL COMPONENTS; THAT ANY SOURCE WILL REMAIN AVAILABLE; THAT ANY INFORMATION WILL BE COMPLETE OR CURRENT; OR THAT CUSTOMER WILL RECEIVE, QUALIFY FOR, WIN, OR PROFIT FROM ANY OPPORTUNITY.
19.4 CUSTOMER ASSUMES ALL RISK ARISING FROM ITS RELIANCE ON THE SERVICES, SOURCE MATERIALS, OR COMMUNICATIONS WITH AGENCIES, PRIME CONTRACTORS, SUPPLIERS, OR OTHER THIRD PARTIES.
19.5 NO ORAL OR WRITTEN INFORMATION FROM AVENTORRA CREATES A WARRANTY NOT EXPRESSLY STATED IN THESE TERMS OR A SIGNED ORDER FORM.
20. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW:
20.1 Excluded Damages.
AVENTORRA AND ITS OWNERS, OFFICERS, EMPLOYEES, CONTRACTORS, AFFILIATES, LICENSORS, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, ENHANCED, OR PUNITIVE DAMAGES; LOSS OF PROFITS, REVENUE, BUSINESS, SAVINGS, DATA, GOODWILL, OR REPUTATION; COST OF SUBSTITUTE SERVICES; BUSINESS INTERRUPTION; OR LOSS OF A BID, AWARD, CONTRACT, SUBCONTRACT, CUSTOMER, OR OPPORTUNITY, EVEN IF ADVISED OF THE POSSIBILITY.
20.2 Liability Cap.
THE TOTAL AGGREGATE LIABILITY OF AVENTORRA AND THE PARTIES LISTED ABOVE ARISING OUT OF OR RELATED TO THE SERVICES, THESE TERMS, OR ANY ORDER FORM WILL NOT EXCEED THE GREATER OF: (A) THE FEES PAID OR PAYABLE BY CUSTOMER TO AVENTORRA DURING THE 12 MONTHS IMMEDIATELY BEFORE THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE HUNDRED U.S. DOLLARS ($100).
20.3 Application.
The exclusions and cap apply regardless of the legal theory, including contract, tort, negligence, strict liability, statute, misrepresentation, restitution, or otherwise, and apply even if a remedy fails of its essential purpose.
20.4 Non-Excludable Liability.
Nothing in these Terms excludes or limits liability to the extent exclusion or limitation is prohibited by applicable law.
20.5 Allocation of Risk.
Customer agrees that the fees reflect the allocation of risk in these Terms and that Aventorra would not provide the Services on the same terms without these limitations.
21. CUSTOMER INDEMNIFICATION
21.1 Customer will defend, indemnify, and hold harmless Aventorra and its owners, officers, employees, contractors, affiliates, licensors, and service providers from claims, demands, investigations, actions, losses, liabilities, damages, judgments, penalties, fines, costs, and reasonable attorneys' fees arising out of or related to:
(a) Customer Content;
(b) Customer's or an Authorized User's use or misuse of the Services;
(c) Customer's violation of these Terms or applicable law;
(d) Customer's bid, proposal, pricing, eligibility representation, communication, contract, subcontract, project performance, employment practice, safety practice, or interaction with a government agency or third party;
(e) infringement or violation of another person's rights by Customer; or
(f) fraud, negligence, willful misconduct, or unauthorized access attributable to Customer.
21.2 Aventorra will provide prompt notice of an indemnified claim when reasonably possible.
Customer may control the defense with counsel reasonably acceptable to Aventorra, but Customer may not settle a claim in a manner that admits fault by Aventorra, imposes obligations on Aventorra, or restricts Aventorra's operations without Aventorra's written consent. Aventorra may participate with its own counsel at its own expense.
22. DISPUTES; GOVERNING LAW; VENUE
22.1 Informal Resolution.
Before filing a lawsuit, the complaining party must send a written notice describing the dispute and requested relief. Notices to Aventorra must be sent to legal@aventorra.com and 1909 Pitcher Street, Neillsville, Wisconsin 54456. The parties will attempt in good faith to resolve the dispute for at least 30 days after receipt. This requirement does not prevent either party from seeking temporary or emergency injunctive relief.
22.2 Governing Law.
These Terms and all disputes arising out of or related to them are governed by the laws of the State of Wisconsin, without regard to conflict-of-law principles.
22.3 Exclusive Venue.
Subject to applicable law, the parties consent to the exclusive jurisdiction and venue of the state courts located in Clark County, Wisconsin, and the United States District Court with jurisdiction over that county. Each party waives objections based on personal jurisdiction, venue, or inconvenient forum.
22.4 Time to Bring Claims.
TO THE EXTENT PERMITTED BY LAW, A CLAIM ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES MUST BE FILED WITHIN ONE YEAR AFTER THE CLAIM ACCRUES, OR IT IS PERMANENTLY BARRED.
22.5 Equitable Relief.
Unauthorized use of intellectual property, disclosure of Confidential Information, or interference with security may cause irreparable harm. Either party may seek injunctive or equitable relief in addition to other remedies.
23. FORCE MAJEURE
Aventorra is not liable for delay or failure caused by events beyond its reasonable control, including natural disasters, severe weather, fire, flood, epidemic, war, terrorism, civil disorder, labor dispute, utility or telecommunications failure, internet disruption, cyberattack, government action, change in law, source blocking, third-party service failure, or supply shortage. Payment obligations for Services already provided are not excused.
24. ELECTRONIC COMMUNICATIONS AND SIGNATURES
24.1 Electronic Records.
Customer agrees to transact electronically and receive agreements, disclosures, invoices, notices, and records electronically.
24.2 Electronic Acceptance.
Checking an agreement box, clicking an acceptance button, completing checkout, or otherwise electronically indicating agreement constitutes Customer's electronic signature and intent to be bound.
24.3 Records.
Aventorra may retain records of acceptance, including Account identifier, email address, timestamp, policy version, IP address, user agent, and related audit information, subject to the Privacy Policy.
24.4 Copies.
Customer may download or print these Terms. Customer is responsible for maintaining current contact information and the hardware and software necessary to receive electronic communications.
25. NOTICES
25.1 Notices to Customer.
Aventorra may provide notices by email to the Account address, through the Services, on an invoice, or by posting a notice to the website when appropriate. Notice is effective when sent or posted, unless law requires otherwise.
25.2 Legal Notices to Aventorra.
Formal legal notices must be sent to:
Aventorra LLC 1909 Pitcher Street, Neillsville, Wisconsin 54456 Email: legal@aventorra.com
25.3 Operational Support.
Routine support, billing, and cancellation requests should be sent to support@aventorra.com or submitted through the Account.
26. CHANGES TO THESE TERMS
26.1 Updates.
Aventorra may update these Terms to reflect changes in law, the Services, security, billing, or business operations.
26.2 Material Changes.
Aventorra will provide reasonable advance notice of a material change by email, in-product notice, or website notice. The notice will identify the effective date.
26.3 Acceptance of Updated Terms.
Updated Terms apply prospectively on the effective date. Continued use after that date constitutes acceptance, except where Aventorra requests renewed affirmative acceptance or law requires another method. If Customer does not agree to a material update, Customer must stop using the Services and cancel before the update takes effect.
27. GENERAL TERMS
27.1 Order of Precedence.
If documents conflict, the following order controls: (a) a mutually signed Order Form or written amendment; (b) the applicable online Order Form for plan-specific commercial terms; (c) these Terms; and (d) other website policies. The Privacy Policy controls the description of personal-information practices.
27.2 Entire Agreement.
These Terms and incorporated Order Forms and policies are the entire agreement regarding the Services and supersede prior or contemporaneous proposals, discussions, statements, and agreements on that subject.
27.3 No Reliance.
Customer acknowledges that it has not relied on any promise, projection, guarantee, or representation not expressly included in these Terms or a signed Order Form.
27.4 Assignment.
Customer may not assign or transfer these Terms or an Account without Aventorra's written consent. Aventorra may assign these Terms in connection with a merger, acquisition, financing, reorganization, sale of assets, or transfer to an affiliate or successor. Any prohibited assignment is void.
27.5 Independent Contractors.
The parties are independent contractors. These Terms do not create a partnership, joint venture, employment, fiduciary, franchise, agency, or exclusive relationship.
27.6 No Third-Party Beneficiaries.
These Terms create no third-party beneficiary rights.
27.7 Waiver.
A waiver must be in writing and is limited to the specific instance. Failure to enforce a provision is not a waiver.
27.8 Severability.
If a provision is unenforceable, it will be modified to the minimum extent necessary to make it enforceable or severed, and the remaining provisions will remain in effect.
27.9 Interpretation.
Headings are for convenience. "Including" means "including without limitation." The singular includes the plural and vice versa. These Terms will not be construed against a party merely because that party drafted them.
27.10 Survival.
Provisions that by their nature should survive termination will survive, including Sections 4, 5, 7 through 9, 12 through 16, and 18 through 27.
27.11 Counterparts.
Signed Order Forms and amendments may be executed in counterparts and electronically, each of which is deemed an original.
28. CONTACT INFORMATION
Aventorra Operated by: Aventorra LLC, doing business as Aventorra Entity: Wisconsin limited liability company Mailing address: 1909 Pitcher Street, Neillsville, Wisconsin 54456 Legal notices: legal@aventorra.com Support and billing: support@aventorra.com Website: https://www.aventorra.com
END OF TERMS