This Terms of Use Agreement (“Agreement”) constitutes a legally binding agreement made between you, whether personally or on behalf of an entity (“user” or “you”) and Lyon Software Technologies, Inc. and its affiliated companies (collectively, “Company” or “we” or “us” or “our”), concerning your access to and use of the www.lyon.com.ph Application as well as any other media form, media channel, mobile Application or mobile application related or connected thereto (collectively, the “Application”). The Application provides the following service: Integrated Online Training Tools for Webinars and On Demand Courses (“Company Services”). Supplemental terms and conditions or documents that may be posted on the Application from time to time, are hereby expressly incorporated into this Agreement by reference.

Company makes no representation that the Application is appropriate or available in other locations other than where it is operated by Company. The information provided on the Application is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject Company to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Application from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.

You are not a minor, or if a minor (generally under the age of 18), you have received the necessary parental permission and consent to use this Application or use the Company Services.

YOU ACCEPT AND AGREE TO BE BOUND BY THIS AGREEMENT BY ACKNOWLEDGING SUCH ACCEPTANCE DURING THE REGISTRATION PROCESS (IF APPLICABLE) AND ALSO BY CONTINUING TO USE THE APPLICATION. IF YOU DO NOT AGREE TO ABIDE BY THIS AGREEMENT, OR TO MODIFICATIONS THAT COMPANY MAY MAKE TO THIS AGREEMENT IN THE FUTURE, DO NOT USE OR ACCESS OR CONTINUE TO USE OR ACCESS THE COMPANY SERVICES OR THE APPLICATION.

1. DEFINITION OF TERMS

“Administrator” means an End User account you and/or your representative have permitted to manage your organizations’ use of the Application and/or any of its Tools;

“Application” means our technology, including Trainer tools and the full scope of lyon.com.ph’s features and functionalities;

“Content” means on-demand courses, live sessions, and other materials you will put up for offer on the Application;

“End User” means any individual registered on the Application. End User may refer to you, people from your organization, or your customers;

“Order” means any subscription package you have availed of, representing the product/s you want to use on the Application;

“Subscription Term” means the term of the Company’s subscription package that you selected, as set forth in this Agreement.

“Support” means the Company’s technical support, account support, and the Application maintenance services;

“Trainer” means you or your organization;

“Trainer Tools” means the Company’s product offerings that allow ease of training, content delivery and development;

“Training” means the Company’s provided training and certification services.

2. YOUR LYON ACCOUNT

2.1 KYC

You may only utilize the Application upon registration. Additionally, in order to receive payments and do transactions through the Application, the Company may require you to submit several information, including but not limited to your Tax Certificate of Registration and business licenses for payment processing. The Company will also need to collect your bank account details so that payment transfers could be made to your account.

2.2 Regarding Your Registration

By using the Company Services, you represent and warrant that:

1. all registration information you submit is truthful and accurate;
2. you will maintain the accuracy of such information;
3. your use of the Company Services does not violate any applicable law or regulation.

You also agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Application’s registration form and (b) maintain and promptly update registration data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or Company has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Company has the right to suspend or terminate your account and refuse any and all current or future use of the Application (or any portion thereof).

2.3 Administrators

You may be able to specify certain End Users as Administrators, who will have important rights and controls over your use of the Application’s Tools and Accounts.

2.4 Credentials

You will keep your password confidential and will be responsible for all use of your password and account and make sure that your use of the Company Services does not violate any applicable law or regulation.

2.5 Free Trials

Free trials last for a period of forty five (45) days only reckoned from your account registration. After the said period, regular prices for products and services will apply. If you wish not to continue once the free trial ends, you must contact us at +63 917 305 4308 and request for the cancellation of subscription. Alternatively, you may also email [email protected] with a notice declaring your intention of not continuing beyond the free trial.

2.6 Overaged Accounts

If you are a Trainer and you have an existing one month of overaged account, the Company will postpone your access to the Application until the account is settled. Failure to settle fees within two (2) months from the date of the last billing will result in the deletion of your account.

4. OUR PRODUCTS AND SERVICES

4.1 Trainer Tools

Features and functionalities available on the application that support training business procedures and content delivery, will be accessible to the Trainer upon account activation. Such features include but are not limited to: Immersive live seminars tools, Course Creation Tools, Event and Participant Management, Quizzing, Ease of Payment, etc.

4.2 Support

Technical Support - For inquiries or requests regarding the performance of the Application , trainers may reach out to [email protected] to request for assistance. On Call or In-Event Technical Support is only available during business hours or 9:00 am to 5:00 pm. The Technical Support representative assigned to your account may be contacted by your Account Support Specialist.

Account Support - For inquiries or requests regarding the use of the Application , or requests for assistance, please contact our account support at +63 917 305 4308 or email [email protected]. Your Account Support specialist may perform support services to you such as teach you how you use the Application, contact your technical support person, or conduct other services that may or may not be included in your package which consequently might result in additional charges.

4.3 Additional Services

Compliance Support - You may avail of Company’s Compliance Support through your Account Support Specialist if you are going to have your events or online courses certified for CPD units through the Philippine Regulation Commission, Mandatory Continuing Legal Education through the Supreme Court, or any other compliance program governed by a regulatory body.

Company’s Affiliated Services - Through your Account Support Specialist you may request for or avail of digital marketing services, graphic design services, and media services from the Company’s third party affiliates. These companies offer services with your company and the Company's Application in mind.

5. BILLINGS, FEES, AND PAYMENTS

Company bills you through an online billing summary attributed to your account for purchases of products and/or services. You agree to pay the Company all charges at the prices then in effect for the products you or other persons using your billing account may purchase, and you authorize the Company to charge your chosen payment provider for any such purchases. You agree to make payment using that selected payment method. If you have ordered a product or service that is subject to recurring charges then you consent to our charging your payment method on a recurring basis, without requiring your prior approval from you for each recurring charge until such time as you cancel the applicable product or service. The Company reserves the right to correct any errors or mistakes in pricing that it makes even if it has already requested or received payment. All payments will be in Philippine Peso.

5.1 Prices

You can request for the prices of products and services by sending an email to: [email protected]. The latest price quotation before a transaction is completed is defined as the then-current price and will be the total amount billed for the upcoming subscription term.

5.2 Duration of Subscription

All products, apart from non standard engagements, are offered through monthly subscriptions or on a lock-in basis, which can be either six (6) months or twelve (12) months. Any charges in excess of your subscription will be added to your billing statement which will be sent to you on a separate document.

5.3 Lock-in Periods

After a lock-in period, the Trainer will have to extend the subscription for another six (6) months unless the Company is otherwise notified of non-renewal. In the case of monthly subscriptions, these will be billed continuously on a monthly basis unless the Company is notified of termination. Upon termination of a monthly subscription you will no longer be billed for any monthly services recurrently in the next billing cycles but will be subject to a cancellation fee equal to the monthly price of the package in the month of termination. All renewals are subject to the particular Company Product continuing and the then-current pricing.

5.4 Renewals

This Agreement will, without a need for further action or formality on your part, be automatically renewed as provided in the previous clauses.

5.5. Add-ons/ Upgrading you plan

You may avail of add-ons or otherwise upgrade your current subscription by placing a new order or modifying an existing order. Company will charge you at the then-current rates, prorated for the remaining months of the then-current subscription term.

5.6 Transaction Fees

In addition to your monthly subscription fees, you may incur other fees involved with your use of the Application. Banking and payment processing fees declared by our third party payment providers will be deducted from the total disbursement amounts made to you upon their payment through the Application.

5.7 Refunds

All sales are final and no refunds shall be issued.

5.8. Taxes

Taxes will be added to the price of purchases as deemed required by the Company and in accordance with the law. The Company may change prices at any time. Reconciliation of VAT may be done quarterly in a schedule provided by the Company.

6. YOUR CONTENT

6.1 Submissions

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Application or the Company Services ('Submissions') provided by you to Company are non-confidential and Company (as well as any designee of Company) will be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

6.2 Content

The Application may invite you to chat or participate in training discussions, message boards, online forums and other functionality and may provide you with the opportunity to create, submit, post, display, transmit, perform, publish, distribute or broadcast content and materials to Company and/or to or via the Application, including, without limitation, training materials, text, writings, video, audio, photographs, graphics, comments, suggestions or personally identifiable information or other material. Any Content you transmit to the Company, except personally identifiable information, will be treated as your proprietary rights. When you create or make available a Contribution, you thereby represent and warrant that:

1. the creation, distribution, transmission, public display and performance, accessing, downloading and copying of your Contribution does not and will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark, trade secret or moral rights of any third party;
2. you are the creator and owner of or have the necessary licenses, rights, consents, releases and permissions to use and to authorize Company and the Application users to use your Contents as necessary to exercise the licenses granted by you under this Agreement;
3. your Contribution is not obscene, lewd, lascivious, filthy, violent, harassing or otherwise objectionable (as determined by Company), libelous or slanderous, does not ridicule, mock, disparage, intimidate or abuse anyone, does not advocate the violent overthrow of any government, does not incite, encourage or threaten physical harm against another, does not violate any applicable law, regulation, or rule, and does not violate the privacy or publicity rights of any third party;
4. your Contribution does not contain material that solicits personal information from anyone under 18 or exploit people under the age of 18 in a sexual or violent manner, and does not violate any Philippine law concerning child pornography or otherwise intended to protect the health or well-being of minors;
5. Your Contribution does not include any offensive comments that are connected to race, national origin, gender, sexual preference or physical handicap; and
6. Your Contribution does not otherwise violate, or link to material that violates, any provision of this Agreement or any applicable law or regulation.

7. MODIFICATIONS

7.1 Product Changes and Innovation

Company may at any time make changes to the Application including but not limited to its designs, features, functionalities, and tools. In addition, the Company may conduct system upgrades and updates of the Application.

Company also reserves the right, in its sole discretion and without incurring any liability to you, to: a) alter the specifications of any product; b) introduce or discontinue any product; c) commence the development or sell new products which may have features that will make any existing product wholly or partially obsolete; and d) withdraw any product from the Application any time. The Company will exert reasonable efforts to provide you with sufficient notice about these product changes.

7.2 Agreement

Company may modify this Agreement from time to time. Any and all changes to this Agreement will be posted on the Application and revisions will be indicated by date. You agree to be bound to any changes to this Agreement when you use the Company Services after any such modification becomes effective. Company may also, in its discretion, choose to alert all users with whom it maintains email information of such modifications by means of an email to their most recently provided email address. It is therefore important that you regularly review this Agreement and keep your contact information current in your account settings to ensure you are informed of changes. You agree that you will periodically check the Application for updates to this Agreement and you will read the messages we send you to inform you of any changes. Modifications to this Agreement will be effective after posting.

8. RESTRICTIONS AND LIMITATIONS OF USE

You may not access or use the Application for any other purpose other than that for which Company makes it available. The Application may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by the Company. Prohibited activity includes, but is not limited to:

1. attempting to bypass any measures of the Application designed to prevent or restrict access to the Application , or any portion of the Application;
2. attempting to impersonate another user or person or using the username of another user
3. criminal or tortious activity
4. deciphering, decompiling, disassembling or reverse engineering any of the Application comprising or in any way making up a part of the Application
5. deleting the copyright or other proprietary rights notice from any Application content
6. engaging in any automated use of the system, such as using any data mining, robots or similar data gathering and extraction tools
7. interfering with, disrupting, or creating an undue burden on the Application or the networks or services connected to the Application
8. making any unauthorized use of the Company Services, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by automated means or under false pretenses
9. tricking, defrauding or misleading Company and other users, especially in any attempt to learn sensitive account information such as passwords
10. using any information obtained from the Application in order to harass, abuse, or harm another person
11. using the Application in a manner inconsistent with any and all applicable laws and regulations

9. LICENSE

By posting Contents to any part of the Application, or making them accessible to the Application, you automatically grant, and you represent and warrant that you have the right to grant, to the Company an unrestricted, unconditional, unlimited, irrevocable, perpetual, non-exclusive, transferable, royalty-free, fully-paid, worldwide right and license to host, use, copy, reproduce, disclose, publish, broadcast, retitle, archive, store, cache, publicly perform, publicly display, reformat, translate, transmit, excerpt (in whole or in part) and distribute such Contents (including, without limitation, your image and voice) for any purpose, commercial, advertising, or otherwise, to prepare derivative works of, or incorporate into other works, such Contents, and to grant and authorize sublicenses of the foregoing. The use and distribution may occur in any media formats and through any media channels. Such use and distribution license will apply to any form, media, or technology now known or hereafter developed, and includes our use of your name, company name, and franchise name, as applicable, and any of the trademarks, service marks, trade names and logos, personal and commercial images you provide. Company does not assert any ownership over your Contents; rather, as between us and you, subject to the rights granted to us in this Agreement, you retain full ownership of all of your Contents and any intellectual property rights or other proprietary rights associated with your Contents.

Company has the right, in our sole and absolute discretion, to (i) re-categorize any Content to place them in more appropriate locations or (ii) pre-screen or delete any Content that is determined to be inappropriate or otherwise in violation of this Agreement.

By uploading your Contents to the Application, you hereby authorize Company to grant to each end user a personal, limited, no-transferable, perpetual, non-exclusive, royalty-free, fully-paid license to access and view your Contents for their learning purposes and not for distribution, transfer, sale or commercial exploitation of any kind.

9.1 Your Third Party Accounts

As part of the functionality of the Application, you may link your account with online accounts you may have with third party service providers (each such account, a “Third Party Account”) by either: (i) providing your Third Party Account login information through the Application; or (ii) allowing Company to access your Third Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third Party Account. You represent that you are entitled to disclose your Third Party Account login information to Company and/or grant Company access to your Third Party Account (including, but not limited to, for use for the purposes described herein), without breach by you of any of the terms and conditions that govern your use of the applicable Third Party Account and without obligating Company to pay any fees or making Company subject to any usage limitations imposed by such third party service providers. By granting Company access to any Third Party Accounts, you understand that (i) Company may access, make available and store (if applicable) any content that you have provided to and stored in your Third Party Account so that it is available on and through the Application via your account, including without limitation your personal information, and (ii) Company may submit and receive additional information to your Third Party Account to the extent you are notified when you link your account with the Third Party Account. Depending on the Third Party Accounts you choose and subject to the privacy settings that you have set in such Third Party Accounts, personally identifiable information that you post to your Third Party Accounts may be available on and through your account on the Application. Please note that if a Third Party Account or associated service becomes unavailable or Company’s access to such Third Party Account is terminated by the third party service provider, then your other third party accounts may no longer be available on and through the Application. You will have the ability to disable the connection between your account on the Application and your Third Party Accounts at any time.

PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD PARTY SERVICE PROVIDERS ASSOCIATED WITH YOUR THIRD PARTY ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD PARTY SERVICE PROVIDERS.

Company makes no effort to review any Social Network Content for any purpose, including but not limited to, for accuracy, legality or non-infringement, and Company is not responsible for any Social Network Content. At your request made via email our email address listed in this Agreement, or through your account settings (if applicable), Company will deactivate the connection between the Application and your Third Party Account and delete any information stored on Company’s servers that was obtained through such Third Party Account, except the username and profile picture that become associated with your account.

9.2 Review

Company may accept, reject or remove reviews in its sole discretion. Company has absolutely no obligation to screen reviews or to delete reviews, even if anyone considers reviews objectionable or inaccurate. Those persons posting reviews should comply with the following criteria: (1) reviewers should have firsthand experience with the person/entity being reviewed; (2) reviews should not contain: offensive language, profanity, or abusive, racist, or hate language; discriminatory references based on religion, race, gender, national origin, age, marital status, sexual orientation or disability; or references to illegal activity; (3) reviewers should not be affiliated with competitors if posting negative reviews; (4) reviewers should not make any conclusions as to the legality of conduct; and (5) reviewers may not post any false statements or organize a campaign encouraging others to post reviews, whether positive or negative. Reviews are not endorsed by Company, and do not represent the views of Company or of any affiliate or partner of Company. Company does not assume liability for any review or for any claims, liabilities or losses resulting from any review. By posting a review, the reviewer hereby grants to Company a perpetual, non-exclusive, worldwide, royalty-free, fully-paid, assignable and sublicensable license to Company to reproduce, modify, translate, transmit by any means, display, perform and/or distribute all content relating to reviews.

10. INTELLECTUAL PROPERTY RIGHTS

The content on the Application (“Company Content”) and the trademarks, service marks and logos contained therein (“Marks”) are owned by or licensed to Company, and are subject to copyright and other intellectual property rights under the Philippines and international conventions. Company Content includes, without limitation, all source code, databases, functionality, software, designs, audio, video, text, photographs and graphics. Company's trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion and may not be copied, imitated, or used, in whole or in part, without the prior written permission of the Company.

Company Content on the Application is provided to you “AS IS” for your information and personal use only and may not be used, copied, reproduced, aggregated, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of the respective owners. Provided that you are eligible to use the Application , you are granted a limited license to access and use the Application and the Company Content and to download or print a copy of any portion of the Company Content to which you have properly gained access solely for your personal, non-commercial use. Company reserves all rights not expressly granted to you in and to the Application and Company Content and Marks.

11. SECURITY, MAINTENANCE, AND PRIVACY POLICIES

11.1. User Data

The Application will maintain certain data that you transfer to the Application for the purpose of the performance of the Company Services, as well as data relating to your use of the Company Services. Although we perform regular routine backups of data, you are primarily responsible for all data that you have transferred or that relates to any activity you have undertaken using the Company Services. You agree that Company shall have no liability to you for any loss or corruption of any such data, and you hereby waive any right of action against Company arising from any such loss or corruption of such data.

11.2. Privacy Policy

The Company cares about the privacy of our users. Please review the Company Privacy Policy available in this link:

https://lyon.com.ph/privacy

11.3. Third Party Content

The Application contains articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software and other content or items belonging to or originating from third parties (the "Third Party Content"). Such Third Party Content is not investigated, monitored or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third Party Content posted on, available through or installed from the Application , including the content, accuracy, offensiveness, opinions, reliability, privacy practices or other policies of or contained in the Third Party Content. Inclusion of, linking to or permitting the use or installation of any Third Party Content does not imply approval or endorsement thereof by us. If you decide to access or to use or install any Third Party Content, you do so at your own risk. You should review the applicable terms and policies, including privacy and data gathering practices, of any Third Party Content to which you navigate from the Application or relating to any applications you use or install from the Application .

11.4. Site Management

Company reserves the right but does not have the obligation to:

1. monitor the Application for violations of this Agreement;
2. take appropriate legal action against anyone who, in Company’s sole discretion, violates this Agreement, including without limitation, reporting such user to law enforcement authorities;
3. in Company’s sole discretion and without limitation, refuse, restrict access to or availability of, or disable (to the extent technologically feasible) any user’s contribution or any portion thereof that may violate this Agreement or any Company policy;
4. in Company’s sole discretion and without limitation, notice or liability to remove from the Application or otherwise disable all files and content that are excessive in size or are in any way burdensome to Company’s systems; and
5. otherwise manage the Application in a manner designed to protect the rights and property of Company and others and to facilitate the proper functioning of the Application .

12. TERM AND TERMINATION

This Agreement will remain in full force and effect while you are subscribed and/or using the Application. You may terminate your use or participation at any time, for any reason, by following the instructions for terminating user accounts in your account settings, if available, or by contacting us using the contact information below.

13. DENIAL TO ACCESS AND USE OF APPLICATION

WITHOUT LIMITING ANY OTHER PROVISION OF THIS AGREEMENT, COMPANY RESERVES THE RIGHT TO, IN COMPANY’S SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE APPLICATION AND THE COMPANY SERVICES, TO ANY PERSON FOR ANY REASON OR FOR NO REASON AT ALL, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY OR COVENANT CONTAINED IN THIS AGREEMENT, OR OF ANY APPLICABLE LAW OR REGULATION, AND COMPANY MAY TERMINATE YOUR USE OR PARTICIPATION IN THE APPLICATION AND THE COMPANY SERVICES, DELETE YOUR PROFILE AND ANY CONTENT OR INFORMATION THAT YOU HAVE POSTED AT ANY TIME, WITHOUT WARNING, IN COMPANY’S SOLE DISCRETION.

Any provisions of this Agreement that, in order to fulfill the purposes of such provisions, need to survive the termination or expiration of this Agreement, shall be deemed to survive for as long as necessary to fulfill such purposes.

If the Company terminates or suspends your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, Company reserves the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.

14. DISPUTES

14.1. Between Users

If there is a dispute between users of the Application, or between users and any third party, you understand and agree that the Company is under no obligation to become involved. In the event that you have a dispute with one or more other users, you hereby release Company, its officers, employees, agents and successors in rights from claims, demands and damages (actual and consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes and/or the Company Services.

14.2. With Company

1. Governing Law; Jurisdiction. This Agreement and all aspects of the Application and Company Services shall be governed by and construed in accordance with the laws of the Republic of the Philippines. You agree not to commence or prosecute any action in connection therewith other than the competent courts of Manila City, Philippines. In no event shall any claim, action or proceeding by you related in any way to the Application or Company Services be instituted more than one (1) year after the cause of action arose.

15. DISCLAIMERS

Company cannot control the nature of all of the content available on the Application . By operating the Application , Company does not represent or imply that Company endorses any learning materials, videos, contributions or other content available on or linked to by the Application that Company believes contributions, blogs or other content to be accurate, useful or non-harmful. We do not control and are not responsible for unlawful or otherwise objectionable content you may encounter on the Application or in connection with any contributions. The Company is not responsible for the conduct, whether online or offline, of any user of the Application or Company Services.

YOU AGREE THAT YOUR USE OF THE APPLICATION AND COMPANY SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, COMPANY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE APPLICATION AND THE COMPANY SERVICES AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COMPANY MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE APPLICATION’S CONTENT OR THE CONTENT OF ANY APPLICATION LINKED TO THIS APPLICATION AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (A) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (B) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR Application , (C) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (D) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE APPLICATION OR COMPANY SERVICES, (E) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE APPLICATION BY ANY THIRD PARTY, AND/OR (F) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE Application . COMPANY DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE APPLICATION OR ANY HYPERLINKED APPLICATION OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND COMPANY WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.

16. LIMITATIONS OF LIABILITY

IN NO EVENT WILL THE COMPANY OR ITS DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA OR OTHER DAMAGES ARISING FROM YOUR USE OF THE APPLICATION OR COMPANY SERVICES, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, COMPANY’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 COMPANY FOR THE COMPANY SERVICES DURING THE PERIOD OF THREE (3) MONTHS PRIOR TO ANY CAUSE OF ACTION ARISING.

You agree to defend, indemnify and hold Company, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from and against, any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of your contributed content, use of the Company Services, and/or arising from a breach of this Agreement and/or any breach of your representations and warranties set forth above. Notwithstanding the foregoing, Company reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Company, and you agree to cooperate, at your expense, with Company’s defense of such claims. Company will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.

17. ELECTRONIC CONTRACTING

Your use of the Company Services includes the ability to enter into agreements and/or to make transactions electronically. YOU ACKNOWLEDGE THAT YOUR ELECTRONIC SUBMISSIONS CONSTITUTE YOUR AGREEMENT AND INTENT TO BE BOUND BY AND TO PAY FOR SUCH AGREEMENTS AND TRANSACTIONS. YOUR AGREEMENT AND INTENT TO BE BOUND BY ELECTRONIC SUBMISSIONS APPLIES TO ALL RECORDS RELATING TO ALL TRANSACTIONS YOU ENTER INTO RELATING TO THE COMPANY SERVICES, INCLUDING NOTICES OF CANCELLATION, POLICIES, CONTRACTS, AND APPLICATIONS. In order to access and retain your electronic records, you may be required to have certain hardware and software, which are your sole responsibility.

18. MISCELLANEOUS

This Agreement constitutes the entire agreement between you and Company regarding the use of the Company Services. The failure of the Company to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. This Agreement operates to the fullest extent permissible by law. This Agreement and your account may not be assigned by you without our express written consent. Company may assign any or all of its rights and obligations to others at any time. Company shall not be responsible or liable for any loss, damage, delay or failure to act caused by any cause beyond Company's reasonable control. If any provision or part of a provision of this Agreement is unlawful, void or unenforceable, that provision or part of the provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions. There is no joint venture, partnership, employment or agency relationship created between you and Company as a result of this Agreement or use of the Application and Company Services. Upon Company’s request, you will furnish Company any documentation, substantiation or releases necessary to verify your compliance with this Agreement. You agree that this Agreement will not be construed against the Company by virtue of having drafted them. You hereby waive any and all defenses you may have based on the electronic form of this Agreement and the lack of signing by the parties hereto to execute this Agreement.

CONTACT US

In order to resolve a complaint regarding the Company Services or to receive further information regarding use of the Company Services, please contact Company as set forth below or, if any complaint with us is not satisfactorily resolved, you can contact our Business Development Team in writing at [email protected], through mobile +63 917 305 4308 or by telephone at +632 8524 4611.