Tellbob, Inc.
Terms of Use Agreement
As of October 27, 2009
Tellbob, Inc. ("Tellbob",
"
we
" or "
us
")
strives to provide its Members and other consumers the opportunity to – to put it simply – be heard and get stuff.
Essentially, through
the "Tellbob Website" (which term includes www.tellbob.com
and any and all 'Tellbob' branded URLs)
,
Users can respond to customer satisfaction surveys and market research surveys and polls and, in return, get free stuff or support charitable causes, and businesses and other organizations can obtain valuable feedback in an effort to provide the public with the goods and services they're truly looking for. Through the Tellbob Website, Members can create and share their profiles, interact with one another, save rewards to their accounts and trade them with fellow members.
Note: The Tellbob Website is maintained and updated frequently to bring you the latest information online. Although our technicians do their best, Tellbob cannot be held responsible for errors and omissions
Note: The
Tellbob
Website and all other
Tellbob
Services are hosted and/or operated in Canada.
INTRODUCTION
This Terms of Use Agreement (this "Agreement" or "Terms of Use Agreement") sets forth the legally binding terms for your use of the
Tellbob
Services.
By using the
Tellbob
Services, you agree to be bound by this Agreement, whether you are a "Visitor" (meaning
that you simply browse the
Tellbob
Website, including through a mobile device, or otherwise use any of the
Tellbob
Services for which a Member Account is not required
) or you are a "Member" (meaning that you have an account with
Tellbob
). The term "User" refers to
Visitors and Members collectively.
You are only authorized to use the
Tellbob
Services (regardless of whether your access or use is intended) if you agree to abide by all applicable laws and the terms of this Agreement. Please read this Agreement carefully and save it.
This Agreement is accepted upon your use of the
Tellbob
Website or any of the
Tellbob
Services and is further affirmed by you by completing the
registration process
and becoming a Member (i.e. by having a "Member Account").
If you do not agree to be bound by this Agreement or with any of the legal provisions applicable to it and to follow all applicable laws, you should leave the
Tellbob
Website and discontinue use of the
Tellbob
Services immediately. If you wish to become a Member, and/or make use of the
Tellbob
Services, you must read this Terms of Use Agreement and indicate your acceptance during the Member Account registration process.
This Agreement includes the Tellbob Privacy Policy
, the Tellbob Linking Policy,
Tellbob's
policy for acceptable use of the Tellbob Services (which includes but is not limited to Sections
7
to 14 of this Agreement) and your rights, obligations and restrictions regarding your use of the Tellbob Services (which again, includes but is not limited to the Tellbob Website and the services provided on and through the Tellbob Website and the Tellbob Kiosks).
You may receive a copy of this Agreement by emailing
us
at: the411@tellbob.com (Subject: Terms of Use Agreement).
TERMS & CONDITIONS
1.
Amendments
:
Tellbob
may modify this Agreement from time to time and such modification shall be effective upon posting by
Tellbob
on the
Tellbob
Website. Y
our continued use of the
Tellbob
Services after
we
post a revised Agreement signifies your acceptance of the revised Agreement.
It is therefore important that you review this Agreement regularly to ensure you are updated as to any changes.
2.
Interpretation
:
(a) Heading
s
– The division of this Agreement into sections, subsections, paragraphs and/or clauses and the insertion of headings are for convenience of reference only and do not affect the construction or interpretation of this Agreement.
(b) Capitalized
Terms
– Each capitalized term has the meaning given to it in this Agreement.
(c)
Additional Terms & Conditions
–
In order to use certain of the
Tellbob
Services, you may be required to download software or Content (as defined below) and/or agree to additional terms and conditions from
Tellbob
. Unless otherwise provided by the additional terms and conditions applicable to the
Tellbob
Services in which you choose to participate, those additional terms are hereby incorporated into this Agreement.
3.
Eligibility
:
(a)
Representations & Warranties
– In consideration of your use of the
Tellbob
Services, you represent and warrant that:
(i)
you are: (i) of legal age to form a binding agreement, which in the Province of Ontario is 18 years of age or (ii) your parent(s) or legal guardian(s) is aware of your intention to agree to this Agreement and has given you their consent to do so;
(ii)
you are not a person barred from receiving services under the laws and regulations of Ontario, Canada and/or other applicable jurisdictions; and
(iii)
you will provide true, accurate, current and complete information about yourself ("MemberInformation") as prompted and you will maintain and promptly update your Member Information to keep it true, accurate, current and complete.
(b)
Tellbob
has the right to refuse, suspend or terminate your Member Account and/or to refuse any and all current or future use of the
Tellbob
Services (or any portion thereof), without warning
, if we believe that you are
under 18 years of age and you represent yourself as 18 or older
.
(c)
Tellbob
has the right to refuse, suspend or terminate your Member Account and/or to refuse any and all current or future use of the
Tellbob
Services (or any portion thereof) if you provide any information that is untrue, inaccurate, not current or incomplete, or
Tellbob
has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete.
(d)
Use of the
Tellbob
Services and registration to become a
Member
is void where prohibited.
(e)
Use of the
Tellbob
Services and registration to become a
Member
is confirmation of your age and acceptance of the terms and conditions as set out in this Agreement.
4.
Term
: This Agreement,
and any posted revision to this Agreement,
shall be effective from the moment you use the
Tellbob
Website and/or the
Tellbob
Services and/or when you complete the
Member
registration process and become a
Member
regardless, and shall remain in full force and effect even after you cease your use of the
Tellbob
Website and/or the
Tellbob
Services and even after your
Member
Account is terminated.
5.
Termination of Member Account
:
(a)
Cancellation by Member
– You may terminate your Member Account at any time, for any reason, by providing
Tellbob
with thirty (30) days advanced notice of your desire to terminate Member Account. Such notice may be given via email. Your account shall be deemed cancelled upon confirmation of receipt of your cancellation notice and the issuance of a valid cancellation number.
(b)
Cancellation by Tellbob
–
Tellbob
may terminate your Member Account at any time,
for any or no reason, with or without prior notice or explanation, and without liability
.
Tellbob
expressly reserves the right to refuse, suspend or terminate your Member Account and/or deny, restrict, suspend, or terminate your access to all or any part of the
Tellbob
Services if
Tellbob
determines, in its sole discretion, that you (i) have violated this Agreement, (ii) pose a threat to
Tellbob
and/or its Users and/or (iii) have violated any applicable law.
6.
Privacy
:
(a) Use of the Tellbob
Services
is governed by this Agreement and by
Tellbob's
Privacy Policy (the "Tellbob Privacy Policy"), which is incorporated into this Agreement by reference, and is an integral part of this Agreement.
You acknowledge and expressly agree to the terms and conditions of the Tellbob Privacy Policy.
(b) For greater certainty, you acknowledge and expressly consent to
Tellbob
accessing, preserving, and disclosing your Member Information
if required to do so by law or in the good faith belief that such access, preservation or disclosure is reasonably necessary to: (i) comply with legal process; (ii) enforce this Agreement; (iii) respond to claims that you have violated the rights of third parties; (iv) respond to your requests for Member service and/or technical support; or (v) protect the rights, property, or personal safety of
Tellbob
, its Users and the public.
7.
Usage Rules
: You understand that the
Tellbob
Services
and the Tellbob Software embodied within the Tellbob Services
use a security framework that uses technology that protects digital information and that use of the
Tellbob
Services and materials and Content made available by or through the
Tellbob
Services is subject to certain rules ("Usage Rules") established by
Tellbob
and its licensors, Content providers and/or Reward Providers.
You agree to comply with such Usage Rules, as established from by
Tellbob
from time to time, and you agree to not violate, or attempt to violate, any of the Usage Rules
. Specifically, and without limiting the generality of the foregoing,
(a)
You agree to not attempt to, or assist another person in attempting to, circumvent, override, reverse engineer, decompile, disassemble or otherwise tamper with any of the security components related to such Usage Rules for any reason whatsoever.
(b)
You agree that the Usage Rules may be controlled and monitored by
Tellbob
for compliance purposes, and
Tellbob
reserves the right to enforce the Usage Rules with or without notice to you.
(c)
You agree to not modify, or attempt to modify, any software provided or otherwise available to you by
Tellbob
or any of its licensors or providers (the "TellbobSoftware") in any manner or form, or to use modified versions of the
Tellbob
Software for any purpose including obtaining unauthorized access to the
Tellbob
Services.
(d)
You agree to not modify, or attempt to modify, any hardware provided or otherwise available to you by
Tellbob
or any of its licensors or providers (the "TellbobHardware") in any manner or form, or to use modified versions of the
Tellbob
Hardware for any purposes including obtaining unauthorized access to the
Tellbob
Services.
(e)
Any unauthorized reproduction, publication, further distribution or public exhibition of the Tellbob Services or Content, in whole or in part, is strictly prohibited.
(f)
Linking
– Use of the
Tellbob
Services is governed by this Agreement and by the Tellbob Linking Policy (the "Tellbob Linking Policy"), which is incorporated into this Agreement by reference, and is an integral part of this Agreement.
8.
Passwords & Security
:
(a) When you register to become a Member (i.e. when you create your Member Account) you will be asked to choose a "Username" and password.
(i)
You are solely and entirely responsible for any and all use of your Member Account.
(ii)
You are solely and entirely responsible for maintaining the confidentiality of your Username and password.
(b) You agree to not use the Member Account, Username or password of another Member at any time and to not disclose your password to any third party.
(c) You agree to notify
Tellbob
immediately if you suspect any unauthorized use of your account or access to your password.
9.
Proprietary Rights
:
(a)
Ownership
– You acknowledge and expressly agree that, with the exception of your Member Information (which includes your profile and other personal photos), the
Tellbob
Services and any and all text, images, trademarks, logos, designs, software (whether in source code or object code), hardware and all other content and materials posted on the Tellbob Website by any party (including you) or otherwise created by Tellbob and/or its licensors in association with the
Tellbob Website and/or the Tellbob
Services (collectively, "Content"), are owned by
Tellbob
and/or its licensors and are protected by applicable intellectual property and other laws (including but not limited to copyright, trademark, patent, trade secret, industrial secret, and other laws). For greater certainty,
Tellbob
owns and retains all rights in/to all Content and the
Tellbob
Services
. Except as provided for in this Agreement or as otherwise expressly indicated by Tellbob, you shall not modify, rent, lease, loan, sell or distribute any
Tellbob
Services or Content, or create, modify, rent, lease, loan, sell or distribute derivative works based on the
Tellbob
Services or Content, in any manner,
and
you shall not exploit the
Tellbob
Services or Content in any unauthorized way
whatsoever (including but not limited to, by trespass or burdening network capacity).
(b)
License
– Subject to the Tellbob Privacy Policy, you hereby grant Tellbob a non-exclusive, transferable, sub-licensable, royalty-free, worldwide license to use any intellectual property and/or other Content that you post on the Tellbob Website or otherwise provide to Tellbob. the aforementioned license ends when you delete your Content or your Member Account (except to the extent your Content has been shared with other Members and/or Users and such Members/Users have not deleted your Content).
(c)
Waiver
– You hereby completely and unconditionally waive in whole, any and all moral rights in, or associated with, Content posted or otherwise shared and/or made available by you.
10.
Technical Allowances
:
You understand and acknowledge that the technical processing and transmission of the Tellbob Services may involve (i) transmissions over various networks and/or (ii) changes to conform and adapt to technical requirements of connecting networks or devices. Tellbob
performs technical functions necessary to offer the
Tellbob
Services. You agree to allow
Tellbob
to perform such technical functions.
11.
Member/User Concerns
:
If you have difficulty using any of the
Tellbob
Services or have any other questions or concerns, please contact us.
12.
Prohibited Activity
:
Tellbob
reserves the right to investigate and take appropriate legal action against anyone who, in
Tellbob
sole discretion, violates this provision, including without limitation, reporting you to law enforcement authorities. Prohibited activity includes, but is not limited to:
(a)
criminal, tortious or other unlawful activity, including but not limited to child pornography, corruption of minors, fraud (including the fraudulent purchase or use of any of the
Tellbob
Services), trafficking in obscene material, drug dealing, gambling, harassment, defamation, stalking, hacking, "spamming", "spimming", sending of viruses or other harmful files, infringement of intellectual property rights (including but not limited to copyright, trademark and patent infringement), or theft of trade or industrial secrets;
(b)
activity encouraging or facilitating the prohibited conduct described in subsection (a);
(c)
activity that involves the use of viruses, bots, worms, or any other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware, or otherwise permit the unauthorized use of or access to a computer or a computer network;
(d)
circumventing or modifying, attempting to circumvent or modify, or encouraging or assisting any other person in circumventing or modifying any security technology or software that is part of the
Tellbob
Services;;
(e)
copying the code of any
Tellbob
Software, unless expressly permitted to do so;
(f)
any automated use of the system, including but not limited to Maillist, Listserv or any other auto-response software or program;
(g)
interfering with, disrupting, or creating an undue burden on the
Tellbob
Services or the networks or services connected to the
Tellbob
Services;
(h)
forging headers or otherwise manipulating identifiers in order to disguise the origin of any Content transmitted through the Tellbob Services;
(i)
covering or obscuring the banner advertisements on any
Tellbob
Website page via HTML/CSS or any other means;
(j)
impersonating or attempting to impersonate another Member, person or entity
or falsely stating or otherwise misrepresenting your affiliation with a person or entity;
(k)
using any information obtained from the
Tellbob
Services in order to harass, abuse, or harm another person or entity, or attempting to do the same;
(l)
using the Member Account, Username, or password of another Member at any time or disclosing your password to any third party or permitting any third party to access your Member Account;
(m)
restricting or inhibiting other Users from using and/or enjoying the Internet;
(n)
selling or otherwise transferring any of the Tellbob
Services;
(o)
accepting payment or anything of value from a third person in exchange for your performing any commercial activity through the unauthorized or impermissible use of the Tellbob
Services on behalf of that person; and
(p)
using the Tellbob
Services in a manner inconsistent with any and all applicable laws and regulations.
13.
No Resale of the Tellbob Services
:
You agree not to reproduce, duplicate, copy, sell, trade, or exploit for any commercial purposes, any portion of the
Tellbob
Services, your Username and/or password, the
Tellbob
Software and/or the
Tellbob
Hardware, use of the
Tellbob
Services, or access to the
Tellbob
Services.
14.
International Use
:
Recognizing the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from Canada or the country in which you reside.
Any and all Tellbob
Software and/or Tellbob
Hardware available in connection with the Tellbob
Services is subject to Canada's export controls. No Software may be downloaded from the Tellbob
Services or otherwise exported or re-exported in violation of Canadian export laws. Downloading or using the Tellbob
Software and/or Tellbob Hardware is at your sole risk.
15.
Disclaimers
: Your use of the Tellbob
Services is at your sole risk
.
(a)
Downloaded Content
and Internet Use –
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED OR VIEWED THROUGH THE USE OF THE TELLBOB SERVICES OR THE INTERNET GENERALLY, IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY AND ENTIRELY RESPONSIBLE FOR ANY DAMAGES WHICH MY OCCUR AS A RESULT OF SAME, INCLUDING BUT NOT LIMITED TO DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
TELLBOB MAKES NO WARRANTY THAT INFORMATION, SOFTWARE AND/OR OTHER MATERIAL ACCESSED OR VIEWED THROUGH THE TELLBOB SERVICES WILL BE FREE OF
viruses, bots, worms, or any other computer code, files or programs that MAY interrupt, destroy or limit the functionality of any computer software or hardware, or otherwise permit the unauthorized use of or access to a computer or a computer network.
(b)
Information Supplied by Members
– Information concerning third parties supplied by Members is received by Tellbob on the understanding that the Member supplying the information has the authority to do so.
(c)
User Conduct
– Tellbob
is not responsible for the conduct, whether online or offline, of any User of the Tellbob
Services or any user of the Internet in general.
(d)
Links, Websites & Resources
– Without limiting the generality of the Tellbob Linking Policy, which is incorporated into this Agreement by reference, and is an integral part of this Agreement:
(i)
Tellbob
and/or third parties may provide links to other Internet sites or resources.
Inclusion of any link or resource on the Tellbob
Services does not imply the approval or endorsement of Tellbob.
(ii)
When you access such sites or resources, you do so at your own risk.
(iii)
Tellbob
has no control over third party websites and resources
and such websites and resources are not necessarily investigated, monitored or checked for accuracy or completeness by Tellbob
.
(iv)
You acknowledge and expressly agree that
Tellbob
is not responsible for the availability of such external sites or resources, and that
Tellbob
does not endorse and is not responsible or liable for any Content, advertising, products, opinions or other materials on, or available from or through such sites or resources.
(v)
You further acknowledge and expressly agree that
Tellbob
is not responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content, goods or services available on or through any such site or resource.
(e)
Third Party Advertisers
& Applications –
Tellbob
and/or third parties may create and/or otherwise provide advertisements and applications to Users.
Tellbob
takes no responsibility for third party advertisements or applications that are created and/or posted on or through the Tellbob
Services, nor does it take any responsibility for the goods or services provided by its advertisers.
Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the
Tellbob
Services, including payment and delivery of related goods or services, and any other terms, representations, warranties or conditions associated with such dealings, are solely between you and such advertiser. You agree that
Tellbob
is not responsible or liable for any loss or damage of any sort incurred as a result of such dealings or as a result of the presence of third party advertisers on the
Tellbob
Services.
(f)
Reward Providers
–
Tellbob, Inc. has no control over, does not guarantee and is not responsible or liable for, the actions of third parties, including but not limited to companies and other parties offering or purporting to offer/make rewards and/or charitable donations ("Reward Providers"), and does not guarantee that any particular reward or coupon will be usable or redeemable or that Reward Providers will fulfill their charitable commitments.
Use/redemption of rewards and coupons and the making of charitable donations are governed by the policies and procedures of the applicable Reward Provider and your correspondence or business dealings with, or participation in promotions of, advertisers, Reward Providers and other third parties found on or through the
Tellbob
Services, including payment and delivery of related goods or services, the use and redemption of Rewards and any other terms, representations, warranties or conditions associated with such dealings, are solely between you and such advertiser, Reward Provider or other third party. Tellbob, Inc. is not responsible or liable for any loss or damage of any sort incurred as a result of such dealings.
(g)
Communications
– Tellbob
assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any User communication (whether via the Internet, telephone, "wireless" or any other method of communication).
(h)
Technical Issues / Traffic Congestion
– Tellbob
is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the Internet or on any of the Tellbob
Services or combination thereof, including any injury or damage to Users or to any person's computer related to or resulting from participation or downloading materials in connection with the Tellbob
Services.
(i)
Damages
– Under no circumstances shall Tellbob
be responsible for any loss or damage, including personal injury or death, resulting from use of the Tellbob
Services, from any Content posted on or through the Tellbob
Services, or from the conduct of any Users, whether online or offline.
(j)
Merchantability & Particular Purposes
– The Tellbob
Services are provided "as-is" and "as available" and Tellbob
expressly disclaims any and all warranties, representations and conditions of any kind, whether express or implied, including but not limited to any/all implied warranties, representations and conditions of merchantability, fitness for a particular purpose and non-infringement. Tellbob
cannot guarantee and does not promise any specific results from use of the Tellbob
Services.
(k)
Advice & Information
– No advice or information, whether oral or written, obtained by you from
Tellbob
or through the
Tellbob
Services shall create any new warranty, representation or condition.
(l)
General
– Tellbob
MAKES NO WARRANTY, express or implied, THAT (i) THE
Tellbob SERVICES
WILL MEET YOUR REQUIREMENTS, (ii) THE
Tellbob
SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE
Tellbob SERVICES
WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE
Tellbob SERVICES, or that your participation in any survey,
WILL MEET YOUR EXPECTATIONS, OR THAT (v) THAT ANY ERRORS IN THE
Tellbob
SOFTWARE,
Tellbob
HARDWARE OR THE
Tellbob
SERVICES WILL BE CORRECTED.
16.
Limitation of Liability
:
YOU UNDERSTAND AND EXPRESSLY AGREE THAT
IN NO EVENT SHALL Tellbob (OR IT'S AFFILIATES, LICENSORS, CONTRACTORS AND THEIR RESPECTIVE EMPLOYEES) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOST PROFIT
, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF
Tellbob
HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM (i) THE USE OR THE INABILITY TO USE THE
Tellbob
SERVICES OR OTHERWISE ACCESS THE INTERNET OR ANY PART THEREOF; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION, OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE;
third party software or hardware installed by members; spyware, malware or viruses contracted from using the Internet or otherwise through the
Tellbob
Services;
OR (v) ANY OTHER MATTER RELATING TO THE
Tellbob
SERVICES.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, Tellbob'S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO Tellbob FOR THE Tellbob SERVICES WHILE YOU HOLD AN ACTIVE MEMBER ACCOUNT, LESS AMOUNTS PAID FOR MEMBER SERVICES ALREADY RECEIVED.
17.
Jurisdictional Exclusions & Limitations
: SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, REPRESENTATIONS AND CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF SECTIONS 15 AND 16 MAY NOT APPLY TO YOU.
18.
Disputes – Governing Law, Jurisdiction & Attornment
: The Agreement shall be governed by, and construed in accordance with, the laws of the Province of Ontario, without regard to its conflict of law provisions. You expressly agree to submit to the exclusive jurisdiction of the courts located within the Province of Ontario to resolve any dispute arising out of this Agreement or the Tellbob
Services.
YOU HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE ANY RIGHT YOU MAY HAVE TO A TRIAL BY JURY OR TO PARTICIPATE IN CLASS PROCEEDINGS IN RESPECT OF ANY LITIGATION (INCLUDING BUT NOT LIMITED TO ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD PARTY CLAIMS) ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT. FURTHER, EACH PARTY HERETO CERTIFIES THAT NO REPRESENTATIVE OR AGENT OF EITHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH PARTY WOULD NOT IN THE EVENT OF SUCH LITIGATION, SEEK TO ENFORCE THIS WAIVER OF RIGHT TO JURY TRIAL PROVISION. EACH OF THE PARTIES ACKNOWLEDGES THAT THIS SECTION IS A MATERIAL INDUCEMENT FOR THE OTHER PARTY ENTERING INTO THIS AGREEMENT.
19.
Indemnity
: You agree to save, indemnify and hold Tellbob
and its employees, subsidiaries, affiliates, directors, officers, agents, partners, licensors, Reward Providers, and their respective employees, officers and directors, harmless from any loss, liability, claim, or demand, including reasonable legal fees,
made by any third party due to or arising out of Content and/or third party contact information you submit, post, transmit or make available through the
Tellbob
Services, your use of the
Tellbob
Services, your connection to the
Tellbob
Services, your violation of this Agreement, or your violation of any rights of another.
20.
General
:
(a)
Independent Legal Advice
–You acknowledge having read, understood and agreed with all of the provisions of this Agreement
and have signed it of your own free will and without any form of duress being exerted upon any of them by the others
, and each acknowledge having had the opportunity to obtain independent legal advice with respect to it and that they have each either received or expressly waived same.
(b)
Acceptance
– This Agreement is accepted upon your use of the Tellbob
Website or any of the Tellbob
Services and is further affirmed by you by creating a Member Account and/or becoming a Member.
(c)
Language
– You agree that this Agreement and any of its accessories, including notice, be written in the English language. / Les parties aux présentes ont exigé que ce contrat et ses accessoires, y compris tout avis, soient rédigés en anglais.
(d)
Remedies
– The User's sole and exclusive remedy is to cancel his or her Member Account as per the terms of this Agreement.
(e)
Waiver
– Tellbob
shall not be deemed to have waived the exercise of any right that it holds under this Agreement, at law or in equity, unless such waiver is made in writing. No waiver made with respect to any instance involving the exercise or non-exercise of any such right is to be deemed to be a waiver with respect to any other instance involving the exercise or non-exercise of the right or with respect to any other such right.
(f)
Severability
– In the event any provision of this Agreement, as amended from time to time, is deemed invalid or void, in whole or in part, by any court of competent jurisdiction, such invalidity or unenforceability attaches only to such provision or part thereof and the remaining terms and provisions of this Agreement remain in full force and effect.
(g)
No Right of Survivorship and Non-Transferability
– You agree that your
Member Account
is non-transferable and any rights to your Username, password and
Member
Account terminate upon your death. Upon receipt of a copy of a death certificate, your
Member
Account may be terminated and all
Member
Information permanently deleted.
(h)
Statute of Limitations -
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the
Tellbob
Services or related to this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.
(i)
Further Assurances
– You agree to use reasonable efforts to do, make, execute, deliver, or cause to be done, made, executed, or delivered, all such further acts, documents, and things as
Tellbob
may reasonably require from time to time for the purpose of giving effect to this Agreement, including regularly reviewing this Terms of Use Agreement and updating your Member Information.
(j)
Force Majeure
–
Tellbob
shall not be liable or deemed to be in default for any delay or failure in performance under this Agreement or for any interruption in the
Tellbob
Services resulting directly or indirectly from any act of God or the Queens' enemies, a lawful act of a public authority, a delay or default by a common carrier, fire, explosion, power failure, flood, epidemic, riot or civil disturbance, sabotage, accidents, insurrections, blockades, embargoes, storms, labour disputes, strikes or similar event, which cannot reasonably be foreseen or provided against.
21.
Acknowledgement
/ Entire Agreement
: You ACKNOWLEDGE and expressly agree that you have read this Agreement, understand it and agree further to be bound by its terms and conditions, as amended from time to time. Further, You ACKNOWLEDGE and expressly agree that this instrument is the complete and exclusive statement of the agreement between you and Tellbob, which supersedes all proposals or prior agreements, oral or written, and all other communications between the parties relating to the subject-matter of this Agreement.
Please CONTACT US if you have any questions, comments or concerns regarding this Agreement.
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