1. These Terms
- These terms and conditions apply to all services (“Services”) provided or arranged by us, Berths and Moor (“us”, “we” or “Berths and Moor”) to or for you, the Proprietor or operator of one or more Facilities (each a “Facility”) and recipient of the Services (“you” or the “Proprietor”).
- These terms and conditions will apply at any time when you use this website http://berthsandmoor.com (“Site”), mobile applications (“App”) and social media or any other services we offer (“Services”) collectively referred to as platforms (“Platforms”) and by continuing to use the Platform you accept these terms and conditions (“Terms”) and they will apply to the agreement between you and us (the “Agreement”).
- Please note that these terms apply only to the provision of Services directly by us to you. These terms do not apply to the use by third parties of the Facility itself. The licensing of your Facility is dealt with under the terms of your Marina License Agreement with such third-party Purchasers (“Purchasers”).
- These Terms may be amended from time to time. Any amendments or new terms and conditions will be available on our Platforms and the terms and conditions on the Platforms at the time you enter into a booking or use any of other Services will be the ones that apply. You may terminate this Agreement if you do not wish to be bound by any such amendments but by continuing to use our Platforms or Services you will be deemed to have accepted the new terms.
2. Services and listing
- We may advertise your Facility on our Platforms and provide information to Purchasers and prospective Purchasers who may wish to use your Facility.
- You will be required to complete your own listing on the Platforms. In your listing you agree to provide all relevant information about the Facility including:
1. the address of the Facility;
2. any restrictions on the types of vessels for which the Facility is suitable;
3. any other information or restrictions which apply to the Facility which a Purchaser should be aware of before booking the Facility.
- You are also required to provide us separately with information before we will list the Facility including your name, address and telephone number.
- You must provide us with any other information relating to you or the Facility as we may reasonably request at any time and we may also ask you to clarify any information you have provided. This may include, but is not limited to, photographic identification including a passport or driving license or any contracts relating to the rent or Proprietorship of property.
- You are responsible for the accuracy of all information in your listing and any information you provide to us in relation to a booking. You may be liable to the Purchaser under the Marina License Agreement if the information you provide is inaccurate, incomplete or misleading in any way. Your liability may include any reasonable losses incurred by the Purchaser as a result of such inaccurate, incomplete or misleading information provided by you and you may be ordered to pay reasonable damages on the basis of misrepresentation, breach of contract or otherwise.
- We reserve the right to conduct a physical inspection of the Facility at any time and may remove your listing if the Facility does not conform to the information you have provided or our standards or we believe you to be in breach of your obligations under clause 8 (Your obligations).
- In addition to advertising the Facility, we will be entitled to send promotional emails to Purchasers and provide such information about your Facility as we may deem appropriate to promote Berths and Moor or your Facility.
3. Appointment as Agent
- You appoint us as your agent for the purposes of forming binding agreements between you and the Purchaser to whom you agree to grant a license to use the Facility. You also appoint us to collect all or part of your license charges from the Purchaser.
- At the time we confirm the booking of the Facility and receive payment from the Purchaser (see clause 4 below), a binding agreement will be formed (the “Marina License Agreement”) between you and the Purchaser. The agreement will be on standard terms set out here and will only include any additional restrictions relating to your Facility if listed by you in accordance with clause 2.2.
- You may not incorporate any additional terms into the Marina License Agreement other than the restrictions clearly included in your listing. You agree not to propose to the Purchaser any additional terms or amendments to the Marina License Agreement after a booking has been made without our consent. The Purchaser is not obliged to accept any further terms once we have accepted a booking on your behalf.
- The Marina License Agreement and any additional restrictions included in your listing are a contract between you and the Purchaser. We are not a party to that agreement and we will not be liable to you, the Purchaser or any third party for any breach of the Marina License Agreement or otherwise in relation to the Facility or its use by Purchasers. We are not a real estate broker, agent or insurer. We have no control over the conduct of Purchasers or Facility Proprietors and disclaim all liability in this regard.
4. Bookings, payment and our charges
- The Platforms will allow you to list the Facility in two ways: either you can list the Facility for Instant Bookings or you can list your Facility for Booking by Agreement.
- Instant Booking
1. You may make your Facility available for instant booking. Where you elect to use instant booking your Facility will be treated as available unless you inform us otherwise. It is your responsibility to ensure that you inform us of any dates your Facility will not be available for booking. If the availability changes at any time you must notify us as soon as practicable. Based on the availability information you have provided to us we will tailor the Platform listing for your Facility. If you have not informed us that your Facility is unavailable for a particular date or time, then you may be liable to pay the reasonable costs of alternative arrangements for a Purchaser who makes a booking for such date and time.
2. Where instant booking is used you agree that we will manage the entire booking process and you authorise us to accept a booking for an available date and issue a Marina License Agreement without further reference to you. We will take payment from the Purchaser on your behalf at the time of booking as set out below.
- Booking by Agreement
1. If you have a Facility where booking is by agreement, then the Platforms will allow Purchasers to enquire about the availability of your Facility. Any enquiries about prospective bookings will be sent to you automatically by email and/or by text message. Each enquiry will include (where the information is available) the proposed date(s) or periods of the booking. You agree to confirm with us as soon as practicable whether or not the booking is accepted. You can confirm a booking by signing onto the Platforms and approving the relevant enquiry.
2. Facility Proprietors have 72 hours to reply to an enquiry before it lapses. You acknowledge that during and after this 72-hour period after the enquiry is sent by the Purchaser, we may suggest alternative Facilities to the Purchaser who has made the enquiry.
3. If the booking is accepted by you, we will notify the Purchaser who can then book the Facility for the agreed times. Upon the Purchaser making that booking, we will issue a Marina License Agreement on your behalf to the Purchaser and we will provide the Purchaser with the contact details you have supplied without further reference to you and we will take payment from the Purchaser on your behalf at the time of booking as set out below.
1. Once we have provisionally accepted a booking on your behalf we will request payment from the Purchaser and issue a Marina License Agreement. Once we have received the necessary payment from the Purchaser a booking will be deemed to have been accepted and you will have entered a binding agreement with the Purchaser to allow the Purchaser to occupy the Facility during the dates and times (“License Period”) set out in our email confirming a booking (“Confirmation Email”) subject to the Marina License Agreement. We will confirm a booking to you as soon as practicable.
2. Berths and Moor Payments
1. Our standard policy is to collect the full amount owed by the Purchaser for the Facility at the time they make their booking and:
• In the case of instant bookings, we will collect full payment from a Purchaser in the case of a short or medium-term booking (any booking of up to 6 weeks) or a month’s advance payment in the case of a long-term booking (any booking of more than 6 weeks) at the time a Purchaser makes a booking without further reference to you. The Purchaser must agree to the terms of the Marina License Agreement and payment must be received in full before the booking is confirmed.
• In the case of booking by agreement, we will request the full amount from the Purchaser in the case of a short or medium-term booking or a month’s advance payment in the case of a long-term booking once you have confirmed the Facility is available. A booking will not be confirmed until we have collected payment in full.
2. You authorise us to accept and hold such payments on your behalf. We will forward the initial payment to you that we have received from the Purchaser 48 hours after the start of the License Period or 48 hours after the period covered by a subsequent payment in the case of a long-term booking. We reserve the right to waive this escrow period.
1. From time to time we may collect payment on your behalf from a Purchaser which we either have to repay to a Purchaser’s credit card provider or which is deducted from a retention we have with our credit card processors (a “Chargeback”). If we are subject to a Chargeback in respect of a booking of your Facility, you agree that:
1. we will not be under any obligation to make payment to you of any amount which is the subject of a Chargeback and any claim you have for non-payment of Facility License Fees will be against the Purchaser (and we will not be obliged to pursue such claim); and
2. if we are subject to a Chargeback after we have already made payment to you then you agree that you will repay to us an amount equivalent to the Chargeback (less our fees).
2. In the event of a Chargeback in relation to an amount we have already paid to you we reserve the right to deduct an amount equal to the Chargeback from any credit or debit card details you have supplied or from payments received from Purchasers for future bookings until we have been reimbursed in full and may use any credit or debit card details you have provided for such purposes.
5. Cancellation and Termination
- You agree to abide by the Cancellation Policy as stated on our Platforms (the “Cancellation Policy”) which may be updated from time to time.
- Furthermore, you agree that if a Purchaser wishes to cancel a booking they may do so through us and our Platforms and we will act as your agent in dealing with any cancellation. If we are required to process a cancellation we will do so in accordance with the Cancellation Policy.
- If we have received any payments in respect of a booking before a License Period begins and such booking is subsequently cancelled by you or the Purchaser, you authorise us to refund the Purchaser from any payments we are holding on your behalf. Where you have received payments directly you are required to refund the Purchaser in accordance with the Cancellation Policy.
- We reserve the right to cancel your account and terminate this agreement if you do not refund a Purchaser within the timeframes specified in the Cancellation Policy. We may also collect payment from the debit or credit card details you have supplied and use these to discharge your liability to a Purchaser for a cancelled booking.
- In the event of a cancellation of a booking it is a breach of clause 8 (Your obligations) to grant the Purchaser a license to use the Facility within a period of 12 months from the date of cancellation.
6. The Facility
- Before any License Period you must ensure that the Facility is in a satisfactory condition and is able to meet the requirements of the Purchaser under the booking.
- You represent and warrant that you own the Facility or that you are authorised to allow third parties to use the Facility and, where necessary, you have permission from your landlord, tenant or condominium association (or other persons who control any condominium of which the Facility is a part) to do so. If you are in any doubt you should check the terms of your lease (or sublease), freehold title, mortgage, deed of trust, condominium documents or any other documents of record to ensure that you are able to grant a license to use your Facility in the manner envisaged by this agreement and/or your agreement with Purchasers.
- We will not be liable to you, the Purchaser or any other third party (such as a landlord, tenant, condominium association (or any other persons who control any condominium of which the Facility is a part) or management company) if you do not have the necessary authority referred to in clause 6.2 and you agree to indemnify and hold harmless Berths and Moor for any loss we may suffer as a result of your breach of the representation and warranty above.
- You represent and warrant that you have all necessary regulatory and planning approvals to grant a license to use the Facility and that the license to use the Facility will comply with all applicable laws, Tax requirements and rules and regulations that may apply to the Facility, including but not limited to zoning laws and laws governing rental of or licenses to use residential and other properties.
- You agree to notify us immediately upon receiving any notice, correspondence or contact in any other form from any governmental authority, landlord or condominium association (or other persons who control any condominium of which the Facility is a part) in connection with the use of your Facility for purposes envisaged by this Agreement and/or your agreement with the Purchaser; and upon request, you agree to provide copies thereof to us. Following such notice from you we reserve the right to terminate this agreement and remove the Facility from the Platforms.
- You agree that we shall not be liable to you in any way whatsoever if you suffer any loss as a result of any governmental authority or any other relevant public authority bringing proceedings against you or taking any other action against you as a result of listing the Facility on the Platforms. If you do not have the necessary approvals referred to in clause 7.1, you agree to indemnify and hold harmless Berths and Moor for any loss we may suffer as a result of your breach of the representation and warranty.
8. Your obligations
- You must:
• honour all bookings with Purchasers;
• provide your Facility in accordance with the details and information set out in your Platform listing;
• ensure that all information about you and your Facility that you provide to us for inclusion on our Platforms are a true and accurate in all respects and could not in way be construed as misleading to a Purchaser;
• deal with all Purchasers in a professional and courteous manner and in such a way as to not cause any harm or damage to our reputation;
• deal with all queries from Purchasers relating to a Facility or booking in a prompt and satisfactory manner;
• comply with all applicable laws, Tax requirements and rules and regulations that may apply to the Facility, including but not limited to zoning laws and laws governing rental of or licenses to use residential and other properties;
• subject to clause 10, use your best endeavours to settle any disputes that may arise during a Purchaser’s License Period including taking such action as is necessary to bring the dispute to a satisfactory conclusion as soon as practicable so that the Purchaser may still fulfil his booking.
You agree that you will not create any false accounts with Berths and Moor or use your account with Berths and Moor for any immoral or illegal activity or purpose including (without limit) malicious or fraudulent bookings or money laundering.
You agree to use Berths and Moor as your exclusive agent for the purposes of making and accepting bookings from Introduced Purchasers. For the purposes of this clause an “Introduced Purchaser’ means any person who a) has made a booking of your Facility through Berths and Moor; or b) has made an enquiry about your Facility through Berths and Moor (whether or not such person completed a booking); or c) has become aware of you or your address or the address or location of your Facility directly or indirectly as a result of your listing with Berths and Moor; or d) has made you aware of their need for a berth or mooring through Berths and Moor. Whether or not in any of the above scenarios such person completes a booking with you or a third party (“Introduced Proprietor’). In the event of a booking between an Introduced Purchaser and an Introduced Proprietor such of these terms and conditions as relate to fees payable to Berths and Moor will apply to the Introduced Proprietor.
In the event that you arrange any booking, rental, or grant a license to use your Facility with an Introduced Purchaser (or any other person who is responsible for or entitled to drive the same vessel as an Introduced Purchaser) within a period of 12 months from the end of any Introduced Purchaser’s License Period (if the Introduced Purchaser makes a booking) or the date on which we introduced the Introduced Purchaser to you or the Introduced Purchaser became aware of you or your Facility through Berths and Moor, then you will be liable to us for the fees we would have received had such a booking been made in accordance with the terms of this agreement. You will also be liable for the costs we incur in enforcing this clause and we reserve the right to deduct such fees and costs using the debit or credit card details you have supplied to us or by reducing your Berths and Moor balance accordingly.
We reserve the right to inspect the Facility at any time to verify any fees due in accordance with clause 8.
9. Debit or Credit card details and PayPal
In order to register an account, you may be required to provide us with credit or debit card details to enable us to make payments to you. We are also authorised in exceptional circumstances to use these details to deduct any payments you may owe to us or to a Purchaser. Certain functionality and features may be available only to those who have provided debit or credit card details to us or through your Berths and Moor account or have set up a PayPal account which is typically required for the withdrawal of sums earned over the License Period.
10. Complaints and Disputes
You agree that if you have any dispute with a Purchaser concerning your Facility or any use of the Facility you will attempt to resolve it in the first instance by directly communicating with the Purchaser.
In the event that a dispute cannot be resolved with the Purchaser directly you may refer the dispute to us or make a complaint. You authorise us to deal with the dispute or complaint as we see fit and you agree to abide by any decisions we may make in such circumstances which may include requiring you to refund any payments you have received or requesting that a Purchaser pays any outstanding amounts in relation to the relevant booking.
You agree that we may use any funds we are holding on your behalf in order to settle a dispute with a Purchaser and that if we are authorised to deduct sums from the debit or credit card details you have supplied (up to a maximum of £250 (GBP) per claim or dispute if you are domiciled in the UK or €300 (EUR) per claim or dispute if you are domiciled outside the UK) in order to settle a dispute with a Purchaser.
We may refer to you or your Facility at any time in the future to publicize ourselves or our Platforms.
12. Termination of the Agreement
Either party may terminate this Agreement at any time but upon termination you agree to honour any outstanding bookings. From the date of termination, we will not confirm or accept any new bookings for the Facility, but the Agreement will continue in respect of those outstanding bookings (subject to clause 12.5).
In the event that this Agreement is terminated while any fees or charges whatsoever are outstanding to us then you must pay all outstanding fees or charges to us immediately without set-off or deduction.
We will be entitled to terminate this Agreement immediately if:
• you are in material breach of any of the terms of this Agreement; or
• you do anything to put our goodwill or reputation at risk; or
• we have any reason to believe that you are not authorised to grant a license to use the Facility;
• you cancel a booking other than in accordance with the Cancellation Policy; or
• you refuse to cooperate with us in respect of this Agreement.
• If any bookings are outstanding on termination by us under this clause 12.3 then clause 12.5 will apply.
In the event of termination, the terms of this Agreement will continue in full force, so far as such terms relate to existing bookings or the consequences of any previous booking (including terms relating to fees, disclaimers, liability and damage).
In the event that:
• this Agreement is terminated by you and existing bookings cannot proceed under clause 12.1 (e.g. because you sell the property to which the Facility is attached); or
• this Agreement is terminated by us under clause 12.3 while there are existing bookings;
then you will be fully liable to us (under the terms of this Agreement) for all associated costs, charges, damage and liability which we may incur as a result and you agree to indemnify us on a continuing basis in respect of any such cancelled booking.
You should be aware that you may also be liable to the Purchaser (under the Marina License Agreement) for any reasonable associated costs, charges, damage and liability which the Purchaser incurs as a result of any of the events described in clause 12.5, including the Purchaser’s costs of having to make alternative parking arrangements.
You will be entirely responsible for any and all insurance that you may require for the purposes of granting any license to use your Facility.
If you choose to use the Platforms and Services, you do so at your sole risk. You acknowledge and agree that Berths and Moor does not have an obligation to conduct background checks on any Purchaser. The Platforms and Services are provided “as is”, without warranty of any kind, either express or implied. Without limiting the foregoing, Berths and Moor explicitly disclaims any warranties of merchantability, fitness for a particular purpose, quiet enjoyment or non-infringement, and any warranties arising out of course of dealing or usage of trade. Berths and Moor makes no warranty that the Platforms or Services will meet your requirements or be available on an uninterrupted, secure, or error-free basis. Berths and Moor makes no warranty regarding the quality of the Services or the accuracy, timeliness, truthfulness, completeness or reliability of any content obtained through the Platforms or Services.
No advice or information, whether oral or written, obtained from Berths and Moor or through the Platforms will create any warranty not expressly made herein.
You are solely responsible for all of your communications and interactions with other users of the Platforms and with other persons with whom you communicate or interact as a result of your use of the Platform, including, but not limited to, any Purchasers. You understand that Berths and Moor does not make any attempt to verify the statements of users of the Platforms or Services or to review or visit any Facilities. Berths and Moor makes no representations or warranties as to the conduct of users of the Platforms or their compatibility with any current or future users of the Platforms. You agree to take reasonable precautions in all communications and interactions with other users of the Platforms and with other persons with whom you communicate or interact as a result of your use of our Platforms, including, but not limited to, Purchasers, particularly if you decide to meet in person.
15. Your liability and indemnity
You agree to defend, indemnify and hold harmless Berths and Moor, its affiliates, and their respective officers, directors, managers, employees and agents (“Berths and Moor Indemnitees”) from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including but not limited to attorney’s and accountant’s fees) arising from: (i) your actions or omissions in relation to the Services, Platforms, the Facility or the Booking; (ii) your violation of any term of this Agreement; (iii) your violation of any third-party right, including without limitation any copyright, property, publicity or privacy right; (iv) any claim that any content uploaded by you to the Platforms caused damage to a third party; (v) your violation of any law; or (vi) your breach of the Marina License Agreement. This defence and indemnification obligation will survive this Agreement and your use of the Platforms. You hereby agree to waive the application of any law that may limit the efficacy of the foregoing agreement to defend and indemnify Berths and Moor Indemnitees.
16. Limitation of liability
Berths and Moor will not be liable for any lost profits, loss of data, or costs of procurement of substitute goods or services or for any claim or demand against you by any other party. In no event will Berths and Moor be liable for any consequential, special, indirect, or exemplary damages whatsoever arising out of (i) errors, mistakes, or inaccuracies on our Platforms, (ii) personal injury or property damage of any nature whatsoever resulting from your access to and use of our Platforms or Services or any booking with a Purchaser, (iii) any unauthorised access to or use of our secure servers and/or any and all personal, institutional, technical or other information stored therein, (iv) any interruption or cessation of transmission to or from the Platforms, (v) any bugs, viruses, Trojan horses, or the like, which may be transmitted to or through our Platforms by any third party, or for any loss or damage of any kind incurred as a result of your use of the Platforms or Services, however caused and under any theory of liability (including negligence), even if advised of the possibility of such damages. You acknowledge that the amounts payable under this Agreement are based in part on these limitations, and You further agree that these limitations will apply notwithstanding any failure of essential purpose of any limited remedy. The foregoing limitation of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction
For the avoidance of doubt, the liability excluded under clause 16.1 includes any loss arising from your dealings with any Purchaser or arising from the Facility and we shall have no liability to you whatsoever for any act or omission of the Purchaser in connection with the Facility or a Booking. We will not be liable to you in the event of a claim by a Purchaser against you and, for the avoidance of doubt, we shall not be required to return any money received by us under this Agreement to either you or the Purchaser in such circumstances.
If you are domiciled in the UK the liability excluded under clause 16.1 excludes situations where fraud, wilful concealment or theft shall be shown to have taken place on our part and nothing in this agreement limits or excludes our liability for death or personal injury arising as a result of our negligence or the negligence of our employees, agents or self-employed contractors or for fraud or fraudulent misrepresentation.
Our liability to you for all losses under this Agreement is capped at the total fees paid by you to us under this Agreement.
No claim may be brought against us in relation to this Agreement more than 12 months following the date on which your Facility to which such claim relates was last promoted on our Platforms.
You agree that the above exclusions of liability are reasonable in all the circumstances, especially in light of the fact that our Services include only the provision of our Platforms and Services and responsibility for the Facility and fulfilment of a Booking lies solely with the Proprietor for whom we act only as an agent in a limited capacity.
You shall not attempt to solicit or perform services for or induce or attempt to induce, any customer, supplier, licensee or business relation of Berths and Moor or any Purchaser or other Proprietor through any communication including written and oral communication made by yourself or a third party to transact outside of our Platforms.
Each party agrees with the other not to divulge or allow to be divulged any confidential information relating to the other’s business or affairs other than to its employees, associates or contractors (if any) who are subject to appropriate non-disclosure undertakings (if required), or where the other party has consented to such disclosure or where required by law to make such disclosure. Either party may upon termination of this Agreement require by notice in writing to the other party the destruction or return of any confidential material in that party’s possession or control. The confidentiality obligation set out here shall expire 3 years after the expiry or termination of the Agreement.
Each of the parties warrants its power to enter into the Agreement and has obtained all necessary approvals to do so.
Any notice to be served on either of the parties by the other shall be sent by pre-paid recorded delivery, registered post, fax or email to the address of the relevant party shown on at the start of this Agreement or such other physical or electronic address as may be notified by one party to the other.
No term of the Agreement will be enforceable by any person that is not a party to it including (if you are domiciled in the UK) any enforcement through the Contract (Rights of Third Parties) Act 1999.
We will be entitled to assign or sub-contract our obligations under this Agreement.
Both parties shall be released from their respective obligations in the event of national emergency, war, prohibitive governmental regulation or if any other cause beyond the reasonable control of the parties or either of them renders the performance of the Agreement impossible, whereupon all money accrued due under the Agreement shall be paid.
No term of this Agreement will be enforceable by any person that is not a party to it including (if you are domiciled in the UK) any enforcement through the Contract (Rights of Third Parties) Act 1999.
Each party acknowledges that the Agreement (as varied) and the conditions contain the whole agreement between the parties and that it has not relied upon any oral or written representations made to it by the other or its employees or agents and has made its own independent investigations into all matters relevant to it.
If any provision of this Agreement is prohibited by law or judged by a court to be unlawful, void or unenforceable, the provision shall, to the extent required, be severed from this Agreement and rendered ineffective as far as possible without modifying the remaining provisions of this Agreement and shall not in any way affect any other circumstances of or the validity or enforcement of this Agreement.
No delay, neglect or forbearance on the part of either party in enforcing against the other party any term or condition of this Agreement shall either be or be deemed to be a waiver or in any way prejudice any right of that party under this Agreement. No right, power or remedy in this Agreement conferred upon or reserved for either party is exclusive of any other right, power or remedy available to that party.
Headings contained in this Agreement are for reference purposes only and should not be incorporated into this Agreement and shall not be deemed to be any indication of the meaning of the clauses to which they relate.
20. Governing Law and Jurisdiction
Regardless of where you are domiciled you are contracting with BERTHS AND MOOR LTD and this Agreement shall in all respects be governed by the laws of England and Wales and shall be deemed to have been made in England.
21. Dispute Resolution
Regardless of where you are domiciled any claims brought against Berths and Moor must be filed in a UK court. Any arbitration, mediation or other conciliatory process must be initiated and carried out in the UK. You agree to submit to the exclusive jurisdiction of the courts of England and Wales.
Notwithstanding the parties’ decision to resolve any and all disputes arising under this Agreement through arbitration, Berths and Moor may bring an action to protect its intellectual property rights or to seek to obtain injunctive relief or other equitable relief from a court to enforce the provisions of this Agreement or to enforce the decision of the arbitrator.
The arbitrator shall apply the substantive laws in accordance with clause 20 (Governing Law and Jurisdiction), shall issue a written decision, and shall have the power to award any legal remedies consistent with this Agreement except for punitive, exemplary or special damages.
The parties will split the arbitrator’s fee.
Disputes will be resolved only on an individual basis and will not be consolidated with any other claims, suits or other proceedings that involve any claim or controversy of any other party.
You agree that the provisions in this clause will survive any termination of this Agreement.