TERMS OF SERVICE

This document shall serve as the Terms of Service ("Terms") for Urbink Pte. Ltd. ("Urbink,” “Us,” or “We”), and shall govern the use of services provided by us, including the use of our website.  Our Privacy Policy is fully incorporated herein, and these Terms plus the Privacy Policy shall be jointly referred to as the “Agreement.”

Your use of services offered and provided by us, including our website, shall serve as your acceptance and understanding of this Agreement and acknowledgment that you agree to abide by the terms in this Agreement.  It further serves as affirmation that you are 18 years of age or older and authorized to enter into an agreement with us.  

All information and services provided on our website may be used only in accordance with the Agreement, whether or not you become a registered user of the website. Should you object to this Agreement or any other terms or policies instituted by us, you must immediately cease use of our website and any other services we provide.  You are responsible for regularly reviewing this Agreement.  You agree to accept any changes or amendments to the Agreement.  You further agree that you have received adequate notice from us regarding any changes or amendments to this Agreement.  

WE RESERVE THE RIGHT TO CHANGE, ALTER, ADD TO, DELETE OR OTHERWISE OR AMEND AT ANY TIME AND WITHOUT NOTICE THIS AGREEMENT, ANY PORTION OF OUR WEBSITE, AND/OR ANY SERVICE PROVIDED BY US.  ANY CHANGE, ALTERATION, ADDITION, DELETEION OR OTHER AMENDMENT SHALL BE EFFECTIVE IMMEDIATLY UPON AN UPDATED VERSION OF THE AGREEMENT OR THESE TERMS BEING PLACED ON OUR WEBSITE.  THE USE OF OUR WEBSITE OR ANY OTHER SERVICE OFFERED OR PROVIDED BY US SHALL ACT AS YOUR ACCEPTANCE AND UNDERSTANDING OF THE AGREEMENT AND YOUR AFFIRMATION THAT YOU WILL COMPLY WITH THE TERMS HEREIN.

1.0          DEFINITIONS

1.1           Agreement” means the joint reference to this Terms of Service and our Privacy Policy.

1.2           Confidential information” means all confidential information disclosed by us to you in any manner which is designated or implied to be confidential or should be understood to be confidential.  Confidential Information will not include any information that is or becomes generally known to the public without your fault or breach of this Agreement.

1.3           “Courier” means an independent contractor who is also a registered user of our website and who submits acceptance(s)/bid(s) to provide courier services to a request made by a customer.

1.4           “Customer” means a registered user of our website who makes a request for courier services.

1.5           “Dispute” means any dispute, claim or controversy arising out of or relating to this Agreement or the interpretation, application, enforcement, breach, termination or validity thereof or its subject matter.

1.6           Our technology” means any technology, process, procedure, content or methodology used in the operation of our website or the performance of our services, including any software (in source and object forms), APIs, tools, algorithms, user interface designs, architecture, libraries, objects and documentation, and any derivatives, improvements, enhancements or extensions of the foregoing.

1.7           “Registered user” means a user of our website who is also registered to use our website.

1.8           “User” means a person who accesses, uses or views our website and who may or may not be a Registered User or Customer, who is 15 years of age or older, and who understands, acknowledges and agrees to abide by this Agreement.

1.9           “Website” or “our website” means the website owned and operated by us.

1.10        “You” means a user or registered user (which includes customers and couriers) of our website or services.

2.0          WEBSITE ACCOUNT

2.1           Account. To be a registered user of our website, you must create a username and password and provide us with a current email address and mobile phone numer. Registered users are responsible for maintaining the confidentiality of their account, including their username and password, and are responsible for restricting access to their account.  Any information provided in the creation of your account must be complete, current and accurate.  We are not responsible for an incorrect or out of date information you provide.

2.2           Agent.  You may act as an agent on behalf of another individual, group or agency with the understanding that any/all parties you are acting for understand, acknowledge and consent to this Agreement. When acting as an agent, you represent that you are authorized to act on behalf of the individual, group or agency and agree to accept any and all liability stemming from your acting as said agent.

2.3           Limited License. You are granted a limited and revocable license to access and use our website.  Use of our website must occur in in strict accordance with this Agreement. This license does not grant you the right to create derivative works using our website; to use data mining tools, bots, or similar data gathering techniques and tools on the website; to frame or using framing techniques to enclose any website content; or to use any meta tags or any other "hidden text" that uses our name or any of our trademarks or services marks.  

3.0          TECHNOLOGY

3.1           Platform.  We make all reasonable efforts to ensure the technology platform we use is available to you to access at all times.  Nonetheless, from time to time and at our discretion, with no liability to you, a change or discontinuance of a technology platform may occur.  

3.2           Our Technology.   The rights, title and interest in and to our website and our technology, including all intellectual property rights and any suggestions or feedback provided by you relating to our technology, shall become or remain our property.   You shall not or attempt to modify, adapt, sublicense, translate, sell, reverse engineer, decipher, decompile or otherwise disassemble Our Technology or any portion thereof, or cause or encourage others to do so.  You further understand that our website may be monitored and/or recorded at all times to ensure compliance. 

3.3           Problems.  By using our website, you acknowledge and understand that there may be problems outside of our control relating to the website platform or delivery, including content delivery, which may result in the inadvertent loss of data or damage to media, and which may give rise to loss or damage or which may prevent access to our website.  We are not liable in any way to you or any other party for any website errors, omissions, delays, interruptions, or losses.

4.0          SERVICES.  We are a business-to-business web based technology platform and may, at our discretion, employ independent contractors to provide certain services. We are not and will not serve as a broker, freight forwarder, motor carrier or shipper as such terms are defined in the rules or regulations issued by the Singapore Motor Safety Administration or any other rules or regulations or by any other governmental body. Our services are not intended to be contract carriage services. Our website serves strictly as a neutral conduit for content supplied by users, registered users, customers and couriers.   We are not and shall not be construed to be your employee, agent, or partner, and reserve the right without limitation and at all times to be employed by, contract with or otherwise perform the same or similar services for other individuals, groups or entities.

5.0          COURIERS.  Couriers are independent contractors and not employees, owners, partners or agents of ours.  By using our website and/or services, couriers agree and acknowledge that they have not entered into an employment agreement or contract with us.  Couriers have no ability to bind or make representations for or on our behalf.

6.0          USER CONTENT & CONDUCT

6.1           Content.  We are not and shall not be responsible for any content placed on our website, including verifying the accuracy or truthfulness thereof, other than content we ourselves so place.

6.2           Review of Content.  We reserve the right, at our discretion, to review any content that has been submitting or placed on our website, and we have no obligation to post content made by you or any other person, group or entity.  We further retain, in our discretion, the right to edit, remove or delete any content submitted by you, or any other person, group or entity.

6.3           User Identification.  We are not and shall not be responsible for verifying your identity or the identity of any other person, group or entity that uses our website.  You are encouraged to verify the identity of any person, group or entity you engage with on our website, and we encourage you to communicate directly with potential customers/couriers through the tools available on website.  You are also encouraged to review a customer/courier’s profile page for feedback from other users. 

6.4           Transactions.  We are not and shall not be responsible or liable for any transactions between you and any person, group, entity or agents thereof, stemming from the use of our website, be it a virtual transaction or face-to-face transaction.

6.5           Content License.  By using our website, you grant us a perpetual, worldwide, royalty-free, fully paid-up irrevocable right and license, including the right to sublicense, any and all postings or submitted content made on or through our website, including the right to use your name in connection with your postings or content.  We reserve the right to use, copy, reproduce, perform, display, publish and distribute (internally and externally) copies of the your postings or content; adapt, modify, re-format and create derivative works of the your postings or content which derivative works are also subject to the license set forth above.  Our rights to your postings and content shall apply to any form or medium the posting to occurs, whether now known or hereafter known.

6.6           Content Violation.  You are responsible for reporting any claim or allegation that content or postings on our website were unlawfully or improperly delivered, received, stored, processed, copied, adapted, reproduced, published, transmitted or divulged, or if it was abusive, unlawful, discriminatory or prejudicial, or any other claim arising out of the proper or improper use of our website or content therein.  We may, in our sole discretion, investigate a claim or allegation and take the action we deem most appropriate including, but not limited to, removing said content from the website or reporting unlawful or suspicious activities to the proper authorities. Any action or non-action we take shall be free from claims of liability.

6.7           Content Warranty. By posting content on our website, you guarantee that the content is your original work or that you have the rights to said work, including the right to grant us the rights to said work.  You further guarantee that the content is correct and not misleading; that the content is not illegal, obscene, threatening, defamatory, invasive of privacy, infringing of intellectual property rights, or otherwise injurious to third parties or objectionable; and that the content does not consist of or contain software viruses, political campaigning, commercial solicitation, chain letters, mass mailings, or any form of "spam."

6.8           Restrictions on Use.  When using or accessing our website, you agree you will not: (a) transmit through the website a virus, Trojan horse, or any other damaging computer program, script or object; (b) interfere, breach or abuse the existing security measures which limit access and protect the website and resources needed to provide the website; (c) monitor, mirror, copy, summarize or create any derivative work from the website; (d) disrupt or obstruct the operation of the website or the resources used to provide the website; (e) use the website to transmit unsolicited commercial e-mail or similar messages or otherwise use the Site for commercial purposes; (f) use the website in any unlawful manner or for any unlawful purpose, or in any way that could potential expose or our service providers to civil or criminal liability; (g) use another person's account or password to access the website or otherwise obtain unauthorized access to the website or the data/information of another person; (h) convey to us or our service providers any unlawful information or information for which you do not have permission to convey; (i) reverse engineer, decompile or reverse assemble any software used to provide the website; (j) use the website in any way that may damage, disable, overburden or impair the website; (k) interfere with the security of, or otherwise abuse the website or the system resources, accounts, servers or networks connected to or accessible through the website; (l) allow or grant access to the site any person under the age of 15; (m) imitate or mimic any person or entity, or misrepresent yourself or your affiliation with any person or entity; (n) use automated scripts to collect information or otherwise interact with the website; (o) use the website to find a customer/courier and then complete the transaction offline in order to circumvent your obligations to us; (p) submit false or misleading prices, or submit any prices you do not intend to honor; (q) submit a bid on a task that you do not intent to perform or that you cannot perform for whatever reason, or (r) attempt, or permit or authorize any other person to do, or omit to restrict any user from doing, any of the foregoing.

6.9           Interactions. We are not and shall not be responsible for any interactions you may have with other users of our website or any other services offered by us, nor shall we be responsible for any damage or harm you may suffer therefrom.  You are solely responsible for your interactions with other users of the website or any of our services. We reserve the right, but have no obligation, to monitor interactions between you and others on our website and to take any action necessary to restrict access or modify/delete any content that we or another may consider obscene, lewd, lascivious, filthy, violent, harassing or otherwise objectionable.   We encourage customers to rate their satisfaction with couriers they have engaged by using the rating feature on our website.

6.10        Legal Compliance. You are responsible for using our website and services lawfully and in compliance with all applicable local, state, national and international laws and regulations.

6.11        Reporting Misconduct.  If you reasonably believe another person, group or entity is acting or has acted inappropriately on our website, such as displaying offensive, violent or sexually inappropriate behavior, you are required to immediately report said actions to the appropriate authorities, and then report said actions to us.  When you report to us, you must provide us with a copy of the police report, which should contain the incident number and police contact information.  Nothing in this Agreement shall be construed to require us to take any action beyond that required by law, or cause us to incur any liability to you.

7.0          Shipments.

7.1           Packaging.  Customers are responsible for preparing and packaging their delivery item/shipments for safe transportation with ordinary care in handling in an express transportation environment. Delivery items/shipments likely to be damaged due to conditions that may be encountered during transit, such as changes in temperature or poor road conditions, must be adequately protected by proper packaging.

7.2           Return to Customer.  If a delivery item/shipment leaks or becomes damaged due to poor packaging, the delivery item/shipment will be returned to the customer’s pickup point.  In this event, the customer shall be responsible for reimbursing us and/or the courier for all costs and fees associated with the storage, return and/or disposal of the shipment and cleanup thereof as applicable.

7.3           Perishables.  Neither we nor the courier shall be responsible or liable for delivery items/shipments containing perishable merchandise or for merchandise that could be damaged by normal temperature changes.  Couriers will not provide refrigerated shipping vehicles and will accept perishable items only at your risk for damage, regardless of whether the package was delivered on time.

7.4           Marking.  Customers must clearly mark all delivery items/shipments using durable marking tools (e.g., permanent and waterproof marker), and using legible print.  The marking must contain a description of the nature and quantity of merchandise in the delivery items/shipment, and the name, address and ZIP code of the recipient.

7.5           Refusal/Rejection of Merchandise. Couriers reserve the reasonable right in their discretion, without liability, to refuse to accept, hold or return any delivery item/shipment.  Examples include, but are not limited to, a delivery item/shipment that may cause damage or delay to other delivery items/shipments being handled by the courier, or to the courier’s property or personnel; if it the delivery item/shipment will likely suffer from damage during transit or become lost; if the delivery item/shipment appears to be damaged upon pickup at Customer’s site; if the delivery item/shipment contains prohibited or illegal items; or if the delivery item/shipment may lessen the courier’s ability to provide service to other customer.

7.6           Compliance.  You are required to comply at all times with our Delivery Policy in addition to all applicable local governing packing, packaging, marking and labelling of all shipments.

8.0          Fees and Payments

8.1           Fee Structure. Customer must prepay the credit in order to use the courier service. Only confirmed credit can be used in our service platform. Customers are responsible to ensure they have sufficient credit before submit delivery request.

8.2           Cancellations.  Customers may cancel a posted job at any time prior to courier accepting a said job or within 5 minutes after courier accepting the job.  Cancellations made after 5 minutes of courier’s acceptance on said job may be entitled to a refund although cancellation fees may apply.

8.3           Refunds.  Should a courier fail to perform a job or perform a job poorly, the customer may be entitled to receive a full refund of the service fees. We shall not be responsible for providing any other compensation.

8.4           Taxes.  We are not responsible for determining State and/or local tax rates and/or any similar fees, and will not provide tax advice to customers or couriers.  Customers are responsible for determining and paying any and all State and local taxes and/or any similar fees for any transaction related to our services or website including courier services. 

8.5           Third Party Payment Service.  You shall not use our website or any third-party payment service, including, but not limited to PayPal or credit card processing services, in any way that might construed as unlawful.  This includes, but is not limited to, the prohibition against shipping narcotics and drug paraphernalia (including controlled dangerous substances or similar products); items that promote, instruct others to engage in illegal activity; items that promote hate, violence, racial intolerance, or the financial exploitation of a crime; obscene items; items that infringe or violate any copyright, trademark, right of publicity or privacy; ammunition, firearms, or certain firearm parts or accessories.  You are also prohibited from conducting transactions that (a) provide personal information of in violation of applicable law; (b) encourage pyramid or ponzi schemes, or certain multi-level marketing programs; (c) are associated with purchases annuities or lottery contracts, lay-away systems, or off-shore banking; (d) are for the sale of certain items before the seller has control or possession of the item.  You are also prohibited from any activity that has been identified by government agencies to have a high likelihood of being fraudulent or that violates laws or industry regulations regarding the sale of tobacco products, or prescription drugs and devices; or involves gambling, gaming and/or any other activity with an entry fee and a prize, including, but not limited to casino games, sports betting, horse or greyhound racing, lottery tickets, other ventures that facilitate gambling, games of skill (whether or not it is legally defined as a lottery) and sweepstakes.   If you have obtain prior written approval from the third-party payment service and you reside in an area where you and the recipient of said materials are permitted by law, you may be excluded from this Term.

9.0          Dispute Resolution.   We will help, upon request, to resolve any disputes relating to a missed job assignment, lost or damaged shipments, or allegations of theft, stemming from the use of our website or services.  To provide an efficient and safe marketplace, you must contact the courier directly if you have a dispute and then notify us of the dispute.  Customers should not try to resolve a dispute by initiating a chargeback. Customer initiated chargebacks may result in the suspension or termination of their account. Prohibiting chargebacks ensures the reliability of our feedback system and improves the accuracy of any credit to an account.

10.0      Termination.

10.1        Termination.  We reserve the right to terminate without cause and without prior notice, in our discretion and without liability to or from you, your access to our website and/or services, to deactivate or delete your account(s) and any information so related, and/or restrict or bar your access to any of such files, the website or any services. You may terminate your relationship with us or any other party hereto without cause with thirty (30) days advance written notice.

10.2        Amounts Due. Your termination will not affect any amounts due relating to the services provided by us or a courier.  Upon termination, you shall have thirty (30) days in which to make payment to us or any other party for any amounts owing in accordance with this Agreement.

10.3        Escrow.  Any amount held by us in escrow at the time of termination shall be returned to you upon termination, less any applicable fees.

10.4        Exclusive Remedy.  Settling of accounts in the manner herein described is the exclusive remedy of the parties for breach of this Agreement, except for a breach of Paragraphs 14.1 (Confidentiality),  11.0 (Poaching) and 15.0 (Indemnification).

10.5        Survival.  The following Paragraphs of these Terms shall survive after termination:  14.1 (Confidentiality), 11.0 (Poaching), 15.0 et seq.  (Indemnification), 16.0 et seq. (Liability) 17.0 et seq. (Dispute Resolution) and 17.0 et seq. (Miscellaneous).

11.0      Poaching.   You are prohibited from hiring, soliciting or enticing any person we use to provide services, including delivering services, for the duration of the time you use our website and extending until six (6) months following your discontinuation of the use of our website or post-termination.

12.0      Release from Claims.  Any legal remedy you seek related to this Agreement or our website or services shall be limited to a claim against the person, group or entity who caused you harm. You agree not to place liability on us, or seek any other remedy from us, and you release us, our officers, directors, agents, subsidiaries, joint ventures and employee, from any and all claims, demands and damages, of any nature, and all other legal, equitable, and administrative remedies of every kind and nature, whether known or unknown, suspected or unsuspected, disclosed or undisclosed, past, present, or future, arising out of or in any way connected with your use of our services or website or your experience as a customer or courier

13.0      Warranties.

13.1        Customer Warranty. You warrant that you have the authority and legal right and/or permission to enter into this Agreement and to perform any obligations hereunder.  You further warrant that your use of our services, including our website, does not and will not violate any laws, rules, regulations or ordinances, or cause a breach of any other agreement.  You further warrant that you have or will obtain and thereafter maintain all required permits, permissions, licenses and approvals relating to the possession, control and delivery of the shipment.

13.2        Disclaimer of Warranties. Your use of our website or any other services, including your interaction with other person, group or entity using our website or services, is at your own risk and you understand you are responsible for any loss or damage caused by or related to your use of our website or services.  The website is “as is” and “as available” only, and we make no warranty or representation that the website will be adequate to your needs, that you will not encounter interruptions, unsecure or error-free content, that the information obtained from the site will be reliable or accurate, that the quality of the site or services will meet your expectations, or that corrections will be made to any data or software.  We do not make, and hereby disclaim, any and all express and implied warranties not made by us and as expressly stated in this Agreement. 

13.3        Third Party Disclaimer.   We do not and cannot control or guarantee the flow of traffic or data to or from the internet, since these flows vary because of, in part, local weather/traffic conditions and the performance of internet services provided or controlled by third parties.  These factors may impair or disrupt our services or portions thereof.   We disclaim any and all liability resulting from or related to sue events.

14.0        Confidential Information and Privacy

14.1        Confidentiality. You agree to apply the same degree of care to protect our confidential information that you use to protect the confidentiality of your own confidential information.  You further agree not disclose or use any confidential information for any purpose outside the scope of this Agreement; to limit access to our confidential information to only those directly employed by your or working on your behalf who need access for purposes consistent with the Agreement; and to require said persons to sign a confidentiality agreement with you containing protections no less stringent than those herein.

14.2        Privacy.  You agree to comply with all privacy and data protection laws and regulations applicable hereto, including, without limitation, the collection and disclosure of any personal information obtained by virtue of your use of our website or services.

15.0      INDEMNIFICATION. YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS URBINK PTE. LTD. AND EACH OF OUR OFFICERS, DIRECTORS, AND EMPLOYEES HARMLESS FROM ANY THIRD-PARTY CLAIM, DEMAND, ACTION, DAMAGE, LOSS, COST OR EXPENSE, INCLUDING WITHOUT LIMITATION REASONABLE ATTORNEYS' FEES, ARISING OUT OF OR RELATING TO YOUR USE OF THE SITE OR SERVICES WE PROVIDE OR ANY ALLEGATION OF FACTS OR CIRCUMSTANCES THAT, IF TRUE, COULD CONSTITUTE YOUR BREACH OF ANY OF THESE TERMS. WE RESERVE THE RIGHT TO CONTROL ANY NECESSRAY DEFENSE AND RELATED SETTLEMENT AND YOU SHALL BE REQUIRED TO REASONABLY ASSIST US THEREWITH AT YOUR EXPENSE.

16.0      Liability

16.1        Our Liability.  Our sole and maximum liability relating to the pickup or delivery of shipments shall be the declared value of merchandise making up the shipments or SGD$100, whichever is lower. This includes, but is not limited to, liability for the misdelivery of a shipment, late delivery of a shipment, or misinformation resulting in a misdelivery or late delivery of a shipment. We are furthermore not liable nor responsible for providing a refund, credit or price adjustment beyond the declared value of the merchandise making up the shipments. Our sole and maximum responsibility for website related liability shall be limited to the total sum of one hundred U.S. Dollars ($100).  This includes liability stemming from your use or inability to use our website, damage to you or your property as a result of using the website or the disclosure of, unauthorized access to or alteration of content you have placed on our website, or any other situation resulting in liability.

16.2        Courier’s Maximum Liability.  A courier’s maximum liability for any loss of or damage to a delivery items/shipment shall be limited to the declared value of the merchandise making up the shipment or SGD$100 per delivery item/shipment, whichever is lower.  

16.3        Customer Responsibility.  The customer assumes all risk of any loss in excess of the declared value of the merchandise making up a shipment.  The customer retains the right to transfer this risk to an insurance carrier with their purchase of insurance.

17.0      Dispute Resolution. 

17.1        Jurisdiction.  This Agreement will shall be governed by and interpreted in accordance with the laws of the Singapore, without regard to conflict of laws principles.

17.2        Uniform Computer Information Transactions Act.  At no time shall this Agreement be governed or interpreted by any law based on the Uniform Computer Information Transactions Act, even if that law is adopted in California.

17.3        Arbitration.  Any dispute, except with respect to enforcing claims for injunctive or equitable relief, shall be resolved by binding arbitration before one arbitrator.  The arbitration must be conducted by JAMS and in compliance with the expedited procedures set forth in the JAMS Comprehensive Arbitration Rules and Procedures as those Rules exist on the effective date of this Agreement, including Rules 16.1 and 16.2 of said Rules.  Unless otherwise specified herein, the Federal Arbitration Act shall govern the arbitration of all disputes. The arbitration shall be held in the Jurisdiction stated in Paragraph 17.1 above, and shall be conducted in the English language.   All parties to the arbitration, including any third-parties, agree to uphold the confidentiality of the arbitration proceeding, including the hearing and any award issued, except as may be necessary to prepare for or conduct the arbitration hearing, or except as may be necessary in connection with a court application for a preliminary remedy, a judicial challenge to an award or its enforcement, or unless otherwise required by law or judicial decision. The arbitrator shall have the authority to award compensatory damages only and shall not award any punitive, exemplary, or multiple damages.  The parties waive any right to recover any such damages. Any of all parties to the arbitration have the right to enter the decision of the arbitrator or any award so issued in any court of competent jurisdiction, and may seek recourse therefrom to enforce claims for injunctive and other equitable relief.

17.4        Jury.       In the event of a dispute, all parties thereto knowingly and voluntarily waive any and all rights to a jury trial and instead consent to having all disputes decided by an arbitrator or Judge to the fullest extent permissible by law. 

18.0      Miscellaneous Terms.

18.1        Severability.  Should any part, term or provision of this Agreement be illegal, unenforceable or invalid in whole or in part, it shall be stricken from the Agreement and the Agreement interpreted as if that clause did not exist.

18.2        Failure to Enforce.  Failure to enforce any part or provision of the Agreement is not a waiver of future enforcement of that part or provision or any other agreement that may be in place between the parties.

18.3        Assignment.  Assignment of rights or obligations hereunder requires the prior written consent of the assignee party, with said consent not being unreasonably withheld.   We reserves the right, however, to assign the Agreement in its entirety and without consent in connection with a merger, acquisition, corporate reorganization or sale, and/or to also subcontract or delegate our obligations.

18.4        Binding.   Subject to any other term herein, the Agreement shall bind and inure to the benefit of the parties herein, and their heirs, assigns, and successors.

18.5        Releases.  You understand and permit us to issue, in our sole discretion, one (1) press release announcing you as a customer and one (1) press release upon rollout of services.   You further understand and permit us, in our sole discretion, to use your name and logo on our website, and your name in any sales, financing and/or investor materials.

18.6        Third-Party Beneficiary.  There shall be no third-party beneficiaries to this Agreement.

18.7        Headings.  Section headings and numbering in this Agreement are for convenience only and shall have no legal effect.

18.8        Information.  You understand and permit us to compile data and usage information at any time where all personally identifiable information has been removed in order determine and report traffic history, usage patterns, improve our services and for other purposes, provided that such use shall not identify you or your customers.

18.9        Force Majeure.  We or any agent or employee of ours are not responsible for any failure or delay in our performance due to causes beyond our reasonable control, including, but not limited to force majeure events (such as acts of God, fire, terrorism, labor stoppage, internet service provider failures or delays, civil unrest, war or military hostilities, natural disasters, etc.), and you agree and accept that delivery of services will be extended in the event of any delay caused by or resulting from any Force Majeure event.

18.10     Entire Agreement.  The Agreement is the entire and complete statement of the understanding between any and all parties hereto and supersedes any prior or contemporaneous agreements.

18.11     Legal Review.  You agree that you have had the opportunity to discuss this Agreement and each and every term herein with an attorney of your choice, and that you accept this Agreement and each and every term herein.