1. Acceptance of Terms
These Terms and Conditions ("Terms") constitute a legally binding agreement between you and Small Trades Evolution, LLC, doing business as ST-EVO ("ST-EVO," "we," "us," or "our").
By creating an account, clicking an acceptance button or checkbox, accessing or using the ST-EVO platform, participating in an ST-EVO program, or otherwise using our websites, applications, tools, services, or network, you acknowledge that you have read, understood, and agree to be bound by these Terms.
If you do not agree to these Terms, you may not access or use ST-EVO services.
Effective Date: For new users, these Terms become effective when accepted. For existing users, material revisions become effective thirty (30) days after notice, unless a longer period is required by applicable law.
2. ST-EVO Services
2.1 Platform Overview
ST-EVO operates a digital platform, purchasing network, referral network, and business-support ecosystem intended primarily for skilled trades professionals and participating businesses.
ST-EVO services may include:
- Member registration and verification
- Referral and commission tracking
- Vendor and supplier programs
- Member purchasing benefits and discounts
- Integration with third-party retailers, fulfillment partners, vendors, and service providers
- The ST-EVO Freedom Calculator and other business-planning tools
- Professional networking and community features
- Educational resources and training materials
- Member engagement programs
- Vendor-sponsored programs and promotions
- Referral Engine programs
- Communications and account-management tools
- Multi-language platform support
ST-EVO may add, remove, modify, suspend, or discontinue features from time to time.
2.2 Membership Categories
- Standard Members: Members eligible to access participating platform benefits, programs, supplier opportunities, and available discounts.
- Agent Members: Members approved to participate in ST-EVO's referral and commission program.
- Elite Agents: Agent Members who satisfy additional eligibility, performance, activity, compliance, or other requirements established in the then-current Commission Schedule or applicable program rules.
- Vendor Partners: Approved manufacturers, suppliers, service providers, retailers, distributors, or other businesses participating in the ST-EVO network.
ST-EVO may establish additional membership classifications or modify eligibility criteria upon appropriate notice.
3. Important Definitions
3.1 Active Referral
An Active Referral means a referred ST-EVO member who is in good standing and satisfies the activity or qualifying-purchase requirements stated in the then-current Commission Schedule. Merely enrolling or registering a person does not necessarily make that person an Active Referral.
3.2 Commission Schedule
The Commission Schedule means the current written ST-EVO compensation schedule describing applicable commission rates, bonus rates, qualifying-spend calculations, eligibility requirements, activity standards, exclusions, and other compensation rules.
The Commission Schedule may be provided through the ST-EVO platform, member dashboard, enrollment materials, or other official ST-EVO communication and is incorporated into these Terms by reference.
3.3 Qualifying Purchase
A Qualifying Purchase means an eligible purchase or transaction that:
- Is completed through an ST-EVO-approved vendor, retailer, fulfillment partner, or program
- Is properly attributed through an approved ST-EVO tracking method, account identifier, national account code, referral mechanism, or other approved method
- Is successfully completed and paid
- Is not subsequently canceled, returned, refunded, reversed, charged back, disputed, determined to be fraudulent, or otherwise excluded
- Satisfies the requirements contained in the applicable Commission Schedule or program rules
3.4 Referral Engine Run
A Referral Engine Run means an ST-EVO-designated member-engagement campaign or program in which ST-EVO and a participating Vendor Partner use ST-EVO-approved workflows to present an authorized vendor offer, product, service, promotion, educational initiative, or other engagement opportunity to an appropriate member audience.
3.5 Member Engagement Program
A Member Engagement Program means an ST-EVO-approved campaign, workflow, promotion, training initiative, communication program, or other organized activity intended to create meaningful interaction between a Vendor Partner and eligible ST-EVO members.
4. Eligibility, Registration, and Accounts
4.1 Age and Capacity
You must be at least eighteen (18) years old and legally capable of entering into a binding contract.
By registering for or using ST-EVO, you represent and warrant that:
- You meet all applicable age and legal-capacity requirements
- Registration information you provide is truthful, current, accurate, and complete
- You will maintain accurate account and contact information
- You will comply with applicable laws and regulations
- If you use ST-EVO on behalf of a business or other organization, you have authority to bind that organization
4.2 Professional Verification
As a condition of Agent Member, Elite Agent, Vendor Partner, or other professional status, ST-EVO may require documentation reasonably related to eligibility, including:
- Business licenses
- Trade or professional certifications
- Evidence of relevant trade experience
- Insurance or bonding information
- Business identification information
- References
- Tax documentation
- Other reasonable verification information
Verification requirements may vary based on trade, jurisdiction, membership type, or program. ST-EVO may approve, deny, suspend, or require additional verification of an account in its reasonable discretion.
4.3 Account Security
You are responsible for maintaining the confidentiality and security of your login credentials. You must promptly notify ST-EVO if you believe your account has been compromised or used without authorization. You may not sell, transfer, share, or permit unauthorized use of your account.
5. Relationship Between ST-EVO and Members
5.1 "Agent" Is a Program Title
The terms Agent, Agent Member, and Elite Agent are ST-EVO membership or program titles only. Use of the term "Agent" does not create a legal agency relationship between an Agent Member and ST-EVO.
5.2 Independent Relationship
Unless a separate written agreement signed by ST-EVO expressly provides otherwise, Members and Agent Members are independent participants.
Nothing in these Terms creates:
- An employer-employee relationship
- A principal-agent relationship
- A partnership
- A joint venture
- A franchise
- A fiduciary relationship
- Authority for a Member to bind ST-EVO contractually or otherwise
Members have no authority to make commitments, warranties, guarantees, representations, contracts, or obligations on behalf of ST-EVO.
5.3 Member Expenses and Taxes
Members are responsible for their own business expenses, equipment, licenses, insurance, taxes, and other costs associated with their activities. Nothing in these Terms constitutes tax, employment, accounting, or legal advice.
6. Referral and Commission Program
6.1 Transaction-Based Compensation
ST-EVO commissions are intended to reward eligible commercial activity and Qualifying Purchases under the applicable Commission Schedule.
ST-EVO does not pay a commission merely because a person recruits, refers, registers, or enrolls another person.
Compensation eligibility must be tied to Qualifying Purchases or other bona fide compensable activity expressly identified in the applicable Commission Schedule.
6.2 Commission Rates
Commission rates, bonuses, activity requirements, qualifying-spend thresholds, and membership-tier requirements are governed by the then-current Commission Schedule.
The Commission Schedule may include different compensation provisions for Standard Agents, Elite Agents, or other approved classifications.
ST-EVO will not apply a reduction in commission rates retroactively to commissions that became earned under the Commission Schedule in effect when the applicable Qualifying Purchase was completed.
6.3 Biannual Commission Periods
Unless the applicable Commission Schedule states otherwise, ST-EVO commission accounting periods are:
- January 1 through June 30
- July 1 through December 31
Eligible commissions are reviewed, reconciled, and processed following the applicable six-month period. Payments ordinarily will be issued within sixty (60) days following the end of the applicable commission period, subject to validation, reconciliation, required documentation, tax compliance, refunds, returns, reversals, disputes, fraud review, and other adjustments permitted under these Terms.
6.4 Minimum Payout
The ordinary minimum commission payout threshold is $50.00, unless otherwise stated in the applicable Commission Schedule. Amounts below the threshold may be carried forward in accordance with the Commission Schedule.
6.5 Pending Versus Earned Commissions
A transaction appearing in an account or dashboard does not necessarily constitute an earned commission.
A commission becomes earned only after:
- The underlying transaction qualifies as a Qualifying Purchase
- ST-EVO receives sufficient transaction information to validate attribution
- Applicable return, reversal, cancellation, or fraud-review requirements have been satisfied
- The Member remains eligible under the applicable Commission Schedule
- ST-EVO completes its reconciliation process
Dashboard totals, projections, pending balances, estimates, or preliminary calculations are not guarantees of payment.
6.6 Returns, Refunds, Chargebacks, and Reversals
Commissions associated with returned, refunded, canceled, disputed, fraudulent, charged-back, reversed, or otherwise non-qualifying transactions may be withheld, reversed, deducted from future commissions, offset against an existing commission balance, or recovered where legally permitted.
6.7 Fraud and Self-Referrals
Fraudulent transactions, fabricated referrals, unauthorized self-referrals, account manipulation, duplicate accounts created to generate compensation, or attempts to manipulate commission calculations are prohibited.
ST-EVO may suspend payment while investigating suspected misconduct. Commissions attributable to fraudulent or prohibited transactions are not earned and may be voided.
6.8 Elite and Other Tier Status
Elite Agent status and any other enhanced membership tier are subject to the eligibility, Active Referral, engagement, training, compliance, and other criteria contained in the applicable Commission Schedule.
Status may be reviewed periodically and may be upgraded, downgraded, suspended, or removed based on the applicable criteria.
6.9 Changes to Commission Program
ST-EVO may prospectively modify the Commission Schedule, including commission rates, bonus structures, qualification requirements, or program rules.
Material changes will be communicated at least thirty (30) days before they take effect unless a shorter period is reasonably necessary to comply with law, address fraud or abuse, protect members, or respond to circumstances outside ST-EVO's reasonable control.
Changes will not retroactively eliminate commissions already earned under these Terms.
6.10 No Guarantee of Earnings
Participation in ST-EVO does not guarantee that a Member will earn commissions, profits, income, savings, or any particular financial result.
Actual results depend on numerous factors, including eligible purchasing activity, participation, market conditions, expenses, program eligibility, and compliance.
6.11 Earnings and Lifestyle Claims
Members may not make false, misleading, unsupported, or deceptive statements concerning actual or potential ST-EVO earnings, expected commissions, typical member results, financial independence, replacement of employment income, lifestyle improvements, business profitability, or other financial outcomes.
Members may make earnings-related statements only when authorized by ST-EVO and supported by current information and disclosures supplied or approved by ST-EVO.
Statements such as "results not typical" or "results not guaranteed" do not authorize an otherwise misleading earnings claim.
7. Vendor Partnership Program
7.1 Vendor Eligibility
ST-EVO may consider factors including the following when approving or maintaining Vendor Partner status:
- Appropriate business licensing
- Appropriate insurance coverage
- Operating history
- Business and financial stability
- Product or service quality
- Customer-service capability
- Competitive member value
- Ability to support ST-EVO programs
- Ability to maintain accurate product and pricing information
- Commitment to approved Member Engagement Programs
ST-EVO may ordinarily require an established operating history of at least two years but may approve exceptions where appropriate.
7.2 Member Engagement Commitment
Unless otherwise specified in a separate Vendor Agreement, participating Vendor Partners may be required to support:
- A minimum of four (4) targeted Member Engagement Programs per year
- No more than six (6) scheduled targeted programs per year unless mutually agreed
- At least two consecutive Referral Engine Run programs when required by the applicable vendor program
Specific campaign timing, content, audience, offers, funding, data usage, and responsibilities may be documented separately.
7.3 Vendor Obligations
Participating Vendor Partners agree to:
- Honor approved offers, discounts, incentives, and promotional commitments
- Maintain accurate product, service, availability, and pricing information supplied to ST-EVO
- Process orders and transactions professionally
- Provide appropriate customer support
- Comply with applicable product, advertising, privacy, consumer-protection, and commercial laws
- Avoid false or misleading representations
- Protect confidential or restricted ST-EVO and Member information
- Comply with applicable ST-EVO Vendor Partner policies and written agreements
7.4 Separate Vendor Agreements
A Vendor Partner may be subject to a separate Vendor Partnership Agreement, national-account agreement, sponsorship agreement, data agreement, promotional agreement, or other written contract.
If a signed Vendor Agreement conflicts with these Terms regarding a vendor-specific matter, the signed Vendor Agreement controls for that matter.
7.5 Exclusivity
No Vendor Partner receives category, product, geographic, or other exclusivity solely by accepting these Terms. Any exclusivity arrangement must be expressly established in a separate written agreement authorized by ST-EVO.
8. Third-Party Retailers, Fulfillment Partners, and Vendors
8.1 Third-Party Transactions
ST-EVO may connect Members to third-party retailers, vendors, suppliers, manufacturers, insurers, software providers, service providers, fulfillment partners, or other businesses.
Unless ST-EVO expressly identifies itself as the seller or provider of a particular product or service, the applicable third party—not ST-EVO—is responsible for that product or service and the underlying sale.
8.2 Pro Membership and National Account Programs
Certain ST-EVO programs may require a Member to enroll in a fulfillment partner's professional membership or Pro program.
Where required, the Member is responsible for:
- Properly enrolling in the third-party program
- Maintaining an eligible account
- Maintaining a valid payment method with the third-party provider
- Entering or associating the applicable ST-EVO national account code, identifier, or tracking information as instructed
- Complying with the third party's terms and policies
Failure to properly associate a qualifying transaction with the applicable ST-EVO tracking mechanism may prevent ST-EVO from attributing the transaction for commission or program purposes.
8.3 Third-Party Terms
Purchases and services supplied by third parties are subject to the applicable third party's terms of sale, pricing, availability, warranties, return policies, refund policies, delivery terms, privacy practices, and customer-service procedures. ST-EVO does not control these third-party terms.
8.4 Product and Service Responsibility
Except where expressly required by law or separately agreed in writing, ST-EVO is not responsible for manufacturing defects, product safety, product warranties, installation, delivery failures, vendor representations, professional services performed by third parties, retailer inventory, changes in third-party pricing, or third-party fulfillment failures.
Nothing in this section limits rights that cannot lawfully be waived.
9. Prohibited Activities
Users may not:
- Create fraudulent, misleading, duplicate, or fictitious accounts
- Generate fraudulent or fabricated referrals
- Manipulate commission calculations or tracking systems
- Impersonate another person, business, or organization
- Misrepresent affiliation with ST-EVO
- Claim authority to legally bind ST-EVO
- Make unauthorized earnings or financial claims
- Submit false testimonials or reviews
- Spam, threaten, harass, or abuse other users
- Share account credentials in an unauthorized manner
- Circumvent security or access controls
- Introduce malware, malicious code, or harmful technology
- Reverse-engineer, decompile, or attempt to derive protected platform technology except to the limited extent such restriction is prohibited by law
- Scrape, harvest, or collect user information without authorization
- Use bots, scripts, or automated systems to access the platform except through ST-EVO-authorized tools or interfaces
- Violate third-party intellectual-property rights
- Use ST-EVO for unlawful, deceptive, fraudulent, or abusive purposes
- Engage in conduct that materially harms ST-EVO, its Members, Vendor Partners, systems, reputation, or legitimate business operations
ST-EVO may investigate suspected violations and take appropriate action.
10. Intellectual Property
10.1 ST-EVO Property
ST-EVO and its licensors retain all right, title, and interest in and to the ST-EVO platform and associated intellectual property, including names, trademarks, logos, designs, software, source and object code, databases, algorithms, workflows, referral systems, documentation, text, graphics, training materials, and other proprietary content.
Except as expressly authorized, no ST-EVO intellectual property may be copied, reproduced, modified, distributed, licensed, sold, reverse-engineered, or commercially exploited.
10.2 Limited Platform License
Subject to these Terms, ST-EVO grants eligible users a limited, nonexclusive, nontransferable, revocable license to access and use the platform for authorized purposes.
10.3 User Content
Users retain ownership of original content they lawfully submit to ST-EVO.
By submitting content, you grant ST-EVO a nonexclusive, worldwide, royalty-free license to host, store, reproduce, transmit, format, display, and otherwise use that content as reasonably necessary to operate the platform, provide requested services, administer programs, maintain records, provide customer support, comply with law, and protect ST-EVO and its users.
ST-EVO may use content for public marketing or promotional purposes when the content was submitted for that purpose, is already lawfully public, or you have otherwise authorized such use.
You represent that you have the rights necessary to provide content you submit.
10.4 Intellectual-Property Complaints
ST-EVO respects intellectual-property rights. Users may not upload or distribute content that infringes another party's intellectual-property or publicity rights. ST-EVO may remove allegedly infringing content and suspend repeat infringers where appropriate.
11. Privacy and Data Protection
11.1 Privacy Policy
ST-EVO's collection, processing, storage, disclosure, and use of personal information are governed by the ST-EVO Privacy Policy and applicable law.
Information collected may include:
- Registration information
- Profile information
- Business information
- Transaction and commission information
- Referral information
- Platform usage information
- Device and technical information
- Communications
- Customer-support interactions
- Information reasonably necessary to administer ST-EVO programs
11.2 Information Sharing
ST-EVO may disclose information as described in its Privacy Policy, including to vendors or fulfillment partners as necessary to administer transactions or programs; cloud, hosting, payment, analytics, communications, verification, security, and other service providers; professional advisers; business partners where authorized or appropriately disclosed; government or legal authorities where required by law; and successors in connection with an authorized merger, acquisition, financing, reorganization, or sale of business assets.
11.3 Security
ST-EVO uses administrative, technical, and organizational safeguards reasonably designed to protect information appropriate to the nature of the data and services involved.
ST-EVO may use security and infrastructure services supplied by Amazon Web Services and other service providers.
No internet-connected system, network, or data-storage system can be guaranteed to be completely secure. Users are responsible for reasonable security practices relating to their own devices, passwords, accounts, and networks.
12. Payments, Taxes, and Financial Obligations
12.1 Commission Payment Methods
ST-EVO may pay eligible commissions through ACH transfer, check, approved digital payment services, or other payment methods designated by ST-EVO. ST-EVO may require identity, banking, tax, or other verification before issuing payment.
12.2 Tax Responsibility
Members and Agent Members are responsible for taxes arising from commissions or other amounts they receive. ST-EVO may request tax documentation and may issue tax forms or report payments where required by law. ST-EVO does not provide individual tax advice.
12.3 Third-Party Payment Processing
Transactions involving products or services may be processed by third-party retailers, fulfillment partners, payment processors, or service providers using their own secure payment systems. ST-EVO does not guarantee that a particular third-party payment method will remain available.
12.4 Refunds and Commission Disputes
Product refunds, returns, warranties, and customer disputes generally are governed by the policies of the applicable seller or Vendor Partner.
A Member disputing a commission calculation should notify ST-EVO within thirty (30) days after the applicable commission statement, reconciliation, or payment becomes available. ST-EVO may consider later disputes when circumstances reasonably justify doing so or when required by law.
13. Freedom Calculator and Educational Information
The ST-EVO Freedom Calculator and other calculators, projections, examples, educational materials, estimates, and planning tools are provided for informational and educational purposes only.
They do not constitute financial advice, investment advice, tax advice, accounting advice, legal advice, credit advice, or a guarantee of income, savings, business performance, profitability, or financial results.
Calculations and projections may depend on assumptions, estimates, information supplied by users, and other variables. Actual results may differ materially.
Users should obtain advice from qualified professionals regarding their individual circumstances.
14. Platform Availability
ST-EVO strives to provide reliable service but does not guarantee uninterrupted or error-free access or any specific uptime percentage.
The platform may be unavailable due to maintenance, upgrades, security events, third-party outages, internet failures, cloud-provider interruptions, technical problems, force majeure events, or other circumstances.
ST-EVO may modify, suspend, restrict, or discontinue portions of the platform when reasonably necessary.
15. Disclaimers
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ST-EVO AND ITS SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.
ST-EVO DISCLAIMS WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, EXCEPT TO THE EXTENT SUCH WARRANTIES CANNOT LAWFULLY BE DISCLAIMED.
ST-EVO does not warrant that the platform will always be available; all information will be error-free; a Member will qualify for any particular benefit; any particular vendor or retailer will continue participating; any particular discount or price will remain available; a Member will earn commissions; or use of the platform will produce a particular business or financial result.
Nothing in these Terms excludes warranties or rights that cannot legally be excluded.
16. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, ST-EVO AND ITS OWNERS, OFFICERS, EMPLOYEES, CONTRACTORS, AFFILIATES, AND REPRESENTATIVES WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST BUSINESS OPPORTUNITIES, LOSS OF DATA, OR LOSS OF GOODWILL ARISING OUT OF OR RELATING TO THE PLATFORM OR THESE TERMS.
To the maximum extent permitted by law, ST-EVO's total aggregate liability arising out of or relating to these Terms or the platform will not exceed the greater of:
- $100; or
- The total commissions actually paid by ST-EVO to the claimant during the twelve (12) months immediately preceding the event giving rise to the claim;
provided that ST-EVO's aggregate liability will not exceed $1,000 unless applicable law requires otherwise.
These limitations apply regardless of the legal theory asserted and even if ST-EVO was advised that damages might occur. These limitations do not apply to liability that cannot legally be excluded or limited.
17. Indemnification
To the maximum extent permitted by law, you agree to defend, indemnify, and hold harmless ST-EVO and its affiliates, owners, officers, employees, contractors, representatives, and service providers from third-party claims, liabilities, damages, judgments, losses, costs, and reasonable attorneys' fees arising out of or relating to:
- Your violation of these Terms
- Your unlawful conduct
- Fraudulent or misleading statements made by you
- Your unauthorized earnings or marketing claims
- Your infringement of another person's intellectual-property, privacy, publicity, or other rights
- Content you submit
- Your misuse of the platform
- Taxes or obligations for which you are legally responsible
- Your unauthorized representation that you can bind or speak on behalf of ST-EVO
ST-EVO may assume control of the defense of a claim subject to indemnification, and you agree to reasonably cooperate. This section does not require indemnification to the extent prohibited by law.
18. Suspension and Termination
18.1 Termination by Member
A Member may discontinue use of ST-EVO and request account closure subject to outstanding obligations and applicable record-retention requirements.
18.2 Suspension or Termination by ST-EVO
ST-EVO may suspend, restrict, investigate, or terminate an account for reasons including:
- Violation of these Terms
- Fraud or suspected fraud
- Manipulation of commissions or referrals
- Security concerns
- False information
- Unauthorized earnings claims
- Illegal activity
- Material harm to ST-EVO or other users
- Extended inactivity where applicable
- Failure to satisfy applicable membership eligibility requirements
- Failure to provide required tax or verification documentation
- Business, regulatory, or legal requirements
Where practical and appropriate, ST-EVO may provide notice and an opportunity to correct a violation. ST-EVO may act immediately when reasonably necessary to address fraud, security, unlawful conduct, or material risk.
18.3 Effect of Termination
Upon termination:
- Platform access may cease
- Membership benefits may terminate
- Future referral rights may terminate unless ST-EVO expressly provides otherwise
- Pending commissions remain subject to validation
- Fraudulent, reversed, or otherwise non-qualifying amounts are not payable
- Earned and non-forfeited commissions will ordinarily be processed within ninety (90) days after termination or completion of the applicable reconciliation process, whichever occurs later
Termination does not create a right to future commissions on purchases made after termination unless the applicable Commission Schedule or separate written agreement expressly provides otherwise.
18.4 Survival
Provisions that by their nature should survive termination will survive, including provisions relating to intellectual property, accrued payment obligations, disclaimers, limitations of liability, indemnification, dispute resolution, governing law, and general contractual provisions.
19. Dispute Resolution
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO HAVE CERTAIN DISPUTES DECIDED BY A COURT OR JURY.
19.1 Informal Resolution
Before initiating arbitration, a party should provide written notice describing the dispute and requested resolution. The parties will attempt in good faith to resolve the dispute informally for at least thirty (30) days after receipt of the notice.
Either party may seek urgent temporary or injunctive relief where necessary to prevent immediate harm.
19.2 Binding Arbitration
Except for matters eligible for small-claims court or other matters that applicable law does not permit to be arbitrated, disputes arising out of or relating to these Terms, ST-EVO membership, the platform, commissions, referrals, transactions, communications, programs, or the relationship between the parties will be resolved by final and binding arbitration administered by the American Arbitration Association ("AAA").
19.3 Applicable AAA Rules
If the dispute constitutes a consumer dispute under AAA standards, the arbitration will be administered under the AAA Consumer Arbitration Rules and Mediation Procedures then in effect.
For disputes that are commercial rather than consumer disputes, the arbitration will be administered under the AAA Commercial Arbitration Rules and Mediation Procedures then in effect.
If AAA determines that a particular set of its rules applies, that determination will control administration of the arbitration.
19.4 Arbitrator
The arbitration will be conducted before one neutral arbitrator unless applicable AAA rules require otherwise. The arbitrator may award any individual remedy available under applicable law, subject to valid limitations contained in these Terms.
19.5 Location
Subject to applicable AAA rules and law, the arbitration location will be St. Johns County, Florida. The arbitrator or AAA may permit proceedings to occur remotely by telephone, videoconference, document submission, or other appropriate means.
19.6 Small-Claims Court
Either party may pursue an individual claim in a court of competent jurisdiction that qualifies as a small-claims matter, provided the claim remains individual and within that court's jurisdiction.
19.7 Class and Representative Action Waiver
TO THE MAXIMUM EXTENT PERMITTED BY LAW, DISPUTES MUST BE RESOLVED ON AN INDIVIDUAL BASIS.
You and ST-EVO agree not to bring or participate in a class action, seek class-wide arbitration, act as a private attorney general on behalf of others where waiver is permitted, or consolidate claims of unrelated persons without consent where prohibited by these Terms and permitted by law.
If a court finally determines that a particular portion of this waiver is unenforceable as to a specific claim or remedy, that portion may be severed and handled as required by applicable law while the remaining arbitrable matters proceed individually.
19.8 Jury-Trial Waiver
For any dispute that is properly heard in court rather than arbitration, YOU AND ST-EVO WAIVE THE RIGHT TO A JURY TRIAL TO THE MAXIMUM EXTENT PERMITTED BY LAW.
19.9 Arbitration Law
The Federal Arbitration Act governs the interpretation and enforcement of the arbitration agreement to the extent applicable. The Revised Florida Arbitration Code may apply where the Federal Arbitration Act does not control.
20. Governing Law and Court Venue
Except to the extent federal law applies, these Terms are governed by the laws of the State of Florida, without regard to conflict-of-law principles.
For disputes properly permitted to proceed in court rather than arbitration, the parties consent to jurisdiction and venue in the appropriate state or federal court having jurisdiction over St. Johns County, Florida, unless applicable law requires a different venue.
21. Electronic Communications
By creating or maintaining an ST-EVO account, you consent to receive account-related communications electronically, including account notices, security notifications, commission statements, transaction information, program notices, legal notices, changes to these Terms, and other communications reasonably necessary to operate your account.
Electronic communications satisfy any requirement that communications be provided in writing to the extent permitted by law.
Marketing email, text-message, or similar promotional communications will be governed by applicable law and any separate consent required for such communications.
You are responsible for maintaining current email, telephone, and other contact information.
22. Changes to These Terms
ST-EVO may modify these Terms from time to time.
For material changes affecting existing users, ST-EVO will ordinarily provide at least thirty (30) days' advance notice through email, account notification, the platform, or another reasonable method.
Changes may become effective sooner where reasonably necessary to comply with law or regulation, address fraud or abuse, respond to an urgent security issue, or protect users or the platform.
Unless required by law, amendments will not retroactively eliminate commissions that became earned before the effective date of the amendment.
Continued use of ST-EVO after revised Terms become effective constitutes acceptance of the revised Terms where permitted by law. If you do not agree to revised Terms, you must discontinue use of the applicable services.
23. Force Majeure
ST-EVO will not be liable for delay or failure to perform caused by circumstances beyond its reasonable control, including natural disasters, severe weather, fire, flood, epidemics or public-health emergencies, war, terrorism, civil unrest, government action, labor disruption, internet or telecommunications failure, utility outage, cloud-provider failure, vendor or fulfillment-partner interruption, cyberattack, or other events beyond ST-EVO's reasonable control.
This section does not excuse obligations that applicable law does not permit to be excused.
24. General Contract Provisions
24.1 Severability
If a provision of these Terms is found invalid or unenforceable, it will be enforced to the maximum extent permitted, and the remaining provisions will remain in effect.
24.2 Assignment
ST-EVO may assign or transfer these Terms in connection with a merger, acquisition, financing, reorganization, sale of assets, corporate restructuring, or other legitimate business transaction.
Users may not assign or transfer their rights or obligations under these Terms without ST-EVO's prior written consent.
24.3 No Waiver
Failure to enforce a provision of these Terms does not waive the right to enforce that provision or another provision later.
24.4 Entire Agreement
These Terms, together with applicable Privacy Policies, Commission Schedules, program rules, Vendor Agreements, written membership agreements, and other documents expressly incorporated by reference constitute the applicable agreement between you and ST-EVO concerning the subject matter they cover.
If a separately signed agreement conflicts with these Terms regarding a subject specifically covered by that signed agreement, the signed agreement controls for that subject.
24.5 No Third-Party Beneficiaries
Unless expressly stated otherwise, these Terms do not create enforceable rights in favor of third parties.
24.6 Headings
Section headings are provided for convenience and do not limit interpretation of these Terms.
24.7 English-Language Version
ST-EVO may provide translations of these Terms for convenience. Unless applicable law requires otherwise, the English-language version controls in the event of a conflict between translations.
25. Contact Information
Questions, legal notices, commission disputes, or other communications concerning these Terms may be directed to:
- Small Trades Evolution, LLC
- Attn: Legal / Member Care
- 6549 Pine Circle North, Suite 200
- Saint Augustine, Florida 32095
- Email: membercare@st-evo.com
- Phone: 904-913-7992
ST-EVO may designate additional notice methods through the platform.
26. Acknowledgment and Consent
BY CREATING AN ACCOUNT, CLICKING AN ACCEPTANCE BUTTON OR CHECKBOX, ACCESSING OR USING ST-EVO SERVICES, OR OTHERWISE EXPRESSLY ACCEPTING THESE TERMS, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTOOD THESE TERMS AND AGREE TO BE LEGALLY BOUND BY THEM.
YOU ALSO ACKNOWLEDGE THAT PARTICIPATION IN ST-EVO DOES NOT GUARANTEE COMMISSIONS, INCOME, SAVINGS, PROFITS, OR ANY OTHER FINANCIAL RESULT.
IF YOU DO NOT AGREE TO THESE TERMS, DO NOT USE THE ST-EVO PLATFORM OR PARTICIPATE IN ST-EVO PROGRAMS.