Theplayersagent.com, is a private community for registered intermediaries (players' agents) and registered football players, operated by Tau Multimedia ood, a Bulgarian-based corporation with an office in Varna, Nikola Kunev 32, 9000 Bulgaria.
This agreement describes the terms and conditions (the “Terms”) for membership in theplayersagent.com in general, as well as for the use of it's services (collectively hereinafter referred to as "TPA"). Membership in TPA at theplayersagent.com confirms that You, have read, understood and accepted these Terms and that You agree to be legally bound by them. Members of TPA are referred to individually as a “Member” and collectively as “Members.”
If You do not agree to these Terms, please do not use TPA.
1.1 By using TPA, You represent that You are at least eighteen (18) years of age.
1.2 By registering to use, or using TPA, You represent that You are registered with a football association that is member of the Fédération Internationale de Football Association ("FIFA") as:
- a. an intermediary,
- b. a football player or
- c. a football club.
1.3 Use of TPA and membership in TPA are not available to the general public but only to those individuals or organisations are referred to in art. 1.2 sub a,b and c above. The decision to allow or disallow a registration is at the sole discretion of TPA.
1.4 By having a membership account with TPA, You acknowledge that You meet our requirements for membership. As a Member, You may not have more than one membership account, nor may You open an alternative account if Your membership is suspended, restricted or terminated for any reason. You may not share, sell, trade or transfer a membership account to another person, nor accept an invitation for or use an account that was not originally Yours. If an account violates these conditions, the account will be terminated immediately.
1.5 You may not use a pseudonym or alias. You agree that all the information You provide about Yourself in Your personal profile or in any other area of the site is and remains truthful and accurate. TPA reserves the right to verify the authenticity of Your identity and personal profile information, using publicly available records and by requesting from You proof of identification or other relevant documents. You agree that TPA will have no liability arising from any information that is incorrectly verified
1.6 TPA reserves the right to verify the authenticity of the representation agreements between you and your players. On request of TPA You will provide proof of representation agreements and specialy the start and end dates, territory and exclusivity of a representation. YOU will make sure that correct end dates of the employtment contracts between your players and clubs are entered in the TPA system. TPA will not ask You to disclose financial information.
1.7 By registering to use and while using TPA, You represent that You are not a competitor of TPA and that You are not using TPA for reasons that are in direct competition with TPA.
1.8 As a member of TPA, You warrant that You are using the site as a licensed players' agent, and not on behalf of or representing any form of a commercial entity, corporation or other business organization. Businesses and other legal entities may not use TPA for any purpose, nor may You use the service on behalf of any business or legal entity without our express consent.
1.9 You represent that You have full authority and capacity to use TPA and to agree to be bound by these Terms, and that agreeing to these Terms will not violate any other agreement to which You are bound.
1.10 Misleading or false information is sufficient reason for us to terminate Your account.
1.11 You agree that TPA will have no liability arising from any information that is incorrectly verified
1.12 You agree that You will not violate any trademark rights, copyright or any other rights of , nor shall You violate these Terms.
2. USE OF TPA.
2.1 You understand and agree that Your use of TPA must be in accordance with these Terms, and we may deny, suspend, restrict or terminate service or membership without prior notice if You fail to comply with them.
2.2 English is the official language of the Website, as it is the most commonly shared second language of TPA Members. We urge You to use English only and be respectful of all Members.
2.3 You must treat Your username and password as confidential and must not disclose it to any third party. We have the right to disable any username or password at any time to safeguard Your account and the Website from security threats, or, if in our opinion, You have failed to comply with any of the provisions of these Terms.
2.4 You are responsible for making all arrangements necessary, at Your cost, for You to have access to the Website. You are also responsible for ensuring that all persons who access our Website through Your Internet connection are aware of these Terms, and that they comply with them.
2.5 We provide a platform and environment for connecting with members and sharing information. If Members enter into agreements with other Members through TPA, we are not a contracting party to these agreements and cannot be held liable or accountable regarding these agreements. We urge You to be truthful in all of Your communications with other Members.
2.6 TPA reserves the right to verify information You and other Members have provided using various means available. You agree that TPA will have no liability arising from any information that is incorrectly verified.
2.7 You are solely responsible for and assume all liability regarding any information or content You or Your account posts, transmits, publishes, or otherwise makes available to TPA.
2.8 You agree that Your profile may be presented to other Members. Members are under no obligation to contact, connect with or communicate with those Members whose profiles are displayed to them.
2.9 You are solely responsible for and assume all liability regarding any interactions between You and other Members through the Services, both within the Website and offline.
2.10 We reserve the right to remove any content posted by You or other Members at our sole discretion for reasons including, but not limited to, that it is unlawful, violates FIFA regulations or codes of conduct, threatening, libelous, defamatory, fraudulent, obscene or otherwise objectionable, or because it may infringe or violate any third party’s intellectual property, privacy or other rights.
2.11 While we do our best to monitor the content of the Website, You understand and agree that You may encounter material that You find objectionable, and that You use the Website with this understanding and acceptance, and will not seek to hold us liable in any manner.
2.12 We do not endorse, support, or ensure the accuracy, truthfulness, or reliability of any content posted or generated by Members, nor do we endorse any opinions expressed by Members.
2.13 By posting or submitting content or information on the Website, You automatically grant TPA a worldwide, non-exclusive, royalty-free, perpetual, irrevocable right to display such content on the Website and throughout TPA.
2.14 You accept that TPA may post photographs showing You from, and other content related to, official TPA Events on the TPA Login Page or other public Website pages, which are therefore available to non-members.
2.15 You accept that TPA may make available new “beta” features on TPA, which Members may test or with which they may experiment. These “beta” features or tools may be modified or discontinued by TPA at any time without notice, and are offered without any warranty of any kind. These Terms apply in full to any such beta features or tools.
2.16 TPA makes no representations as to the duration of the Website, membership and/or TPA and reserves the right to suspend, limit or terminate the Website, membership and/or TPA at any time without notice.
2.17 Except with TPA’s prior, written consent, You may not, directly or indirectly, use TPA’s name in connection with any event, whether such event is held offline or online.
2.18 TPA reserves the right to remove or cancel, at any time, any offers, promotions, member privileges or events presented to You by TPA or any TPA partner.
2.19 You assume all risk when using TPA, including but not limited to any risks associated with online or offline interactions with Members, any other individuals introduced by Members or any individuals met at a TPA event. You agree to take all necessary precautions when meeting Members, any other individuals introduced by Members or any individuals encountered at a TPA event.
3. MEMBERSHIP FEE
The different memberships and fee's will be published on http://www.theplayersagent.com/subscriptions.
4. YOUR MEMBERSHIP RESPONSIBILITIES.
4.1 We wish to have a professional, discrete and secure community for our Members. When using the Website, our members have the expectation of privacy and confidentiality. To help provide a professional environment for all members, we have rules. Your use of TPA confirms that You understand, accept and will follow these rules.
4.2 Trust and confidence are paramount when using TPA. Falsely misrepresenting Your identity, including the use of a pseudonym or alias, or Your profile information or the players that you represent will result in Your member account being suspended, restricted or terminated.
4.3 You will, at any time, have a current email address entered into your profile in order for TPA to be able to contact you with notifications, communications and other information.
4.4 You will promptly report to TPA any violation of these Terms by other Members or member accounts. You also agree to report any violation of this agreement by Yourself or conducted through Your account.
4.5 You will not allow others to use your TPA account.
4.6 You will not send unwelcome Contact Requests, or Contact Requests to members You do not know without good cause.
4.7 You agree not to send unsolicited Messages to any Member that is not a part of Your personal contacts.
4.8 You may not monitor, data-mine, or copy our web pages or any content within the site, nor collect, archive, trade or sell any personal data or communications about other members.
4.9 The use of any robot, spider, site search or retrieval application, or any other method or device to copy, retrieve, archive or index any portion of the Website or TPA is not permitted.
4.10 You may not distribute, display or publish in any form, electronic or print, any content from the Website, TPA or the names of any Members without TPA’s express, written consent, nor can You share, transmit or sell any content on the Website with anyone who is not a member of TPA, for any reason.
4.11 We want to keep TPA free from intrusions. You may not send or distribute unsolicited or unauthorized advertising, promotional materials, junk mail, chain letters, spam, pyramid schemes, or any other type of solicitation to other members, nor will You stalk, harass or unreasonably disturb any other member.
4.12 You alone are responsible for the confidentiality and security of Your account's username, password and usage. You are also accountable for all activities regarding Your account, with or without Your knowledge or permission. If You knowingly provide Your login information to another person, Your membership may be suspended or terminated. TPA assumes no liability for activities of Your account accessed through Your password and username.
4.13 You may not use TPA for any illegal purpose in any country or jurisdiction.
4.14 You cannot post content or initiate any communications that we consider libelous, scandalous, abusive, obscene, discriminatory, unlawful or otherwise objectionable. This includes content or statements that You may make online on a page, account or group hosted by a third-party website, such as Facebook, Twitter or LinkedIn, as well as offline at any TPA events. Doing so could result in termination of Your membership.
4.15 It is not permitted to make available any content or initiate communication that infringes upon the patents, trademarks, trade secrets, copyrights or other proprietary rights of third parties, whether personal, corporate or governmental.
4.16 Any information added by You to the site in the form of an Event, Real Estate or Jobs post, or any other post, must be accurate and truthful. All required fields must be completed correctly. Any required price, cost, rent, commission fee, salary or other financial criteria in posts must be stated clearly and correctly.
4.17 You must not post advertisements in any other section of the website than the market section.
8. MEMBER LICENSE.
8.1 Subject to Your acceptance of these Terms, TPA grants You a limited, non-exclusive, nontransferable, revocable, royalty-free license to use TPA and related software (excluding source and object code) for personal, non-commercial and lawful use on computers and other devices of which You are the primary user for purposes of registering for and accessing an account with TPA.
8.2 You agree that TPA belongs to TPA, including all intellectual and proprietary rights, unless otherwise specified. TPA retains all right, title and interest in and to TPA at all times, and regardless of the form or media in or on which the original or other copies may subsequently exist.
8.3 Any suggestions, ideas or inventions that You voluntarily and optionally disclose to us through any means will be used, or not used, by TPA at TPA’s sole discretion.
8.4 TPA will have no obligation to You regarding any ideas or inventions that You disclose through such means. No right, title or interest in or to any trademark, service mark, logo or trade name of TPA or its licensors, suppliers or affiliates is granted under the Terms except as expressly provided in these Terms. All other rights are reserved to TPA except as expressly provided herein. You agree not to use TPA for any purpose other than as permitted herein.
9. ADDITIONAL POSTED RULES.
9.1 When using TPA, You will be subject to any additional guidelines or rules, which may be posted from time to time (the “Guidelines”). All such Guidelines are hereby incorporated by reference into these Terms.
10. MODIFICATION OF THESE TERMS, THE MEMBERSHIP, TPA.
10.1 TPA reserves the right, at our discretion, to change, modify, add, suspend, terminate or remove portions of these Terms at any time. In such case, the notification procedure according to section 24 will apply.
10.2 TPA reserves the right to change or adjust membership criteria and/or to make changes in the existing membership any given time. For any such changes the notification procedure according to section 24 will apply.
10.3 TPA reserves the right to make changes to the Website or TPA at any given time, to charge for our services or for particular features, and to modify any fees or services. For any changes in TPA, charges or fees, the notification procedure according to section 24 will apply.
11. SOFTWARE AND CONTENT DOWNLOADS.
11.1 TPA and its licensors may make certain software and other content available to You for download (for a fee or otherwise) from TPA. All such software or other content that You download shall be subject to the terms and conditions included with such software or content or otherwise presented to You at the time of download.
12. OWNERSHIP; PROPRIETARY RIGHTS.
12.1 The Service is owned and operated by TPA. All materials, visual interfaces, graphics, design, compilation, information, computer code (including source code or object code), products, software, services, and all other elements of TPA provided by TPA (collectively, the “Materials”) are protected by applicable copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. Except for any Member Content (as defined in Section 13, below) that is provided and owned by Members, all Materials contained on TPA are the property of TPA or its subsidiaries or affiliated companies and/or third-party licensors. All trademarks, service marks, and trade names are proprietary to TPA or its affiliates and/or third-party licensors. Except as expressly authorized by TPA, You agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials. TPA reserves all rights not expressly granted in this Terms. For the avoidance of doubt, any and all Derivative Works are Materials and are owned exclusively by TPA.
12.2 Postings on Other Websites. TPA may grant You a limited, revocable license in writing to post the TPA logo and link to TPA on other websites (collectively “Permitted Link”) (including Your own and/or a third-party website that permits such posting), provided that:
- a. the posting does not directly or indirectly disparage TPA, its affiliates, and/or licensors;
- b. the third-party website is not granted any rights in or to any Permitted Link;
- c. the third-party website does not charge a fee for access to the Permitted Link;
- d. and the third-party website complies with all applicable laws. In addition, You agree that in connection with any such posting, You will include (and not alter) all copyright, trademark and/or proprietary rights notices. TPA expressly preserves all of its rights and remedies and may revoke this license, in whole or in part, at any time upon notice.
13. MEMBER CONTENT.
13.1 Member Content Generally. TPA may permit the posting by You and other Members of written works, comments, images, photographs, text, sound recordings, videos and/or other materials and/or communications (collectively, “Member Content”). TPA and/or its distributors and/or licensees may host, share and/or publish Member Content. You understand that whether or not such Member Content is published, TPA does not guarantee any confidentiality with respect to any Member Content. You understand that when using TPA, You will be exposed to Member Content from a variety of sources, and that TPA is not responsible for the accuracy, usefulness, safety or intellectual property rights of or relating to such Member Content. You further understand and acknowledge that You may be exposed to Member Content that is inaccurate, offensive, indecent or objectionable, and You agree to waive, and hereby do waive, any legal or equitable rights or remedies You have or may have against TPA with respect thereto.
13.2 License Grant to TPA. By submitting or distributing Member Content, You grant to TPA a worldwide, non-exclusive, transferable, assignable, fully paid-up, royalty-free, perpetual, irrevocable, sublicensable (through multiple levels of sublicensees) right and license to reproduce, distribute and re-distribute, display and perform (whether publicly or otherwise), prepare derivative works of and otherwise modify, host, transfer and otherwise exploit in any manner Your Member Content, in whole or in part, in any media formats and through any media channels (now known or hereafter developed).
13.3 License Grant to Other TPA Members. By submitting or distributing Member Content through TPA, You hereby grant to each Member a non-exclusive, fully paid-up, royalty-free, personal, non-commercial, limited right and license to access and use Your Member Content solely in connection with TPA and solely in accordance with these Terms. The foregoing license granted by You terminates as to a specific Member Posting once such Member Posting is removed or deleted from TPA; provided, however, that a Member’s rights to such Member Posting arising out of distributions occurring on or prior to deletion of such Member Posting from TPA survive any termination or expiration of the license granted in this Section 10.3. You accept that TPA cannot guarantee that other Members will not use the content, ideas or information You share on the Website or any affiliated TPA pages hosted on third-party sites. TPA is not responsible for Members’ misuse or misappropriation of content posted by You on the Website.
13.4 Member Content Representations and Warranties. You are solely responsible for Your Member Content and the consequences of posting or publishing them. By uploading and/or publishing Your Member Content, You affirm, represent, and warrant that:
- a. You are the creator and owner of Your Member Content;
- b. You have the necessary licenses, rights, consents and permissions to use and to grant to TPA and TPA’s Members the rights and licenses to use Your Member Content per the foregoing licenses granted by You in this Section and in the manner contemplated by TPA and these Terms;
- c. You have the necessary licenses, rights, consents, and permissions to grant the assignment granted by You in this Section;
- d. You are at least eighteen (18) years of age and You will not allow any person under the age of eighteen (18) years of age to upload or publish Member Content;
- e. Your Member Content does not and will not: i) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right or ii) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person; and
- f. Your Member Content do not contain any viruses, adware, spyware, worms, or other malicious code. VIOLATORS OF THESE THIRD-PARTY RIGHTS MAY BE SUBJECT TO CRIMINAL AND CIVIL LIABILITY. TPA RESERVES ALL RIGHTS AND REMEDIES AGAINST ANY MEMBER WHO VIOLATES THESE TERMS.
13.5 Member Content Disclaimer. YOU UNDERSTAND THAT WHEN USING TPA YOU WILL BE EXPOSED TO MEMBER CONTENT FROM A VARIETY OF SOURCES, AND THAT TPA IS NOT RESPONSIBLE FOR THE ACCURACY, USEFULNESS, OR INTELLECTUAL PROPERTY RIGHTS OF OR RELATING TO SUCH MEMBER CONTENT. YOU FURTHER UNDERSTAND AND ACKNOWLEDGE THAT YOU MAY BE EXPOSED TO MEMBER CONTENT THAT ARE INACCURATE, OFFENSIVE, INDECENT OR OBJECTIONABLE, AND YOU AGREE TO WAIVE, AND HEREBY DO WAIVE, ANY LEGAL OR EQUITABLE RIGHTS OR REMEDIES YOU HAVE OR MAY HAVE AGAINST TPA AND/OR ITS LICENSORS OR LICENSEES WITH RESPECT THERETO. TPA DOES NOT ENDORSE ANY MEMBER CONTENT OR ANY OPINION, RECOMMENDATION OR ADVICE EXPRESSED THEREIN, AND TPA EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY IN CONNECTION WITH MEMBER CONTENT. IF NOTIFIED BY A MEMBER OR A CONTENT OWNER OF A MEMBER POSTING THAT ALLEGEDLY DOES NOT CONFORM TO THESE TERMS, TPA MAY INVESTIGATE THE ALLEGATION AND DETERMINE IN ITS SOLE DISCRETION WHETHER TO REMOVE THE MEMBER POSTING, WHICH IT RESERVES THE RIGHT TO DO AT ANY TIME AND WITHOUT NOTICE. FOR CLARITY, TPA DOES NOT PERMIT COPYRIGHT-INFRINGING ACTIVITIES ON TPA.
14. COPYRIGHT INFRINGEMENTS.
14.1 It is our policy to respond to clear notices of alleged copyright infringement. Upon receipt of such compliant notice, TPA will expeditiously remove or disable access to the content that is the subject of the notice. The procedure for notification and counter-notification of infringement shall be as follows, however, subject to the mandatory applicable law.
14.2 Notification of Infringement.If You are a copyright owner or an authorized agent thereof, and You wish to file a notice of infringement with us, then You may submit a notice by providing TPA with the following information in writing:
- a. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
- b. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on TPA are covered by a single notification, a representative list of such works at that site.
- c. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit TPA to locate the material.
- d.Information reasonably sufficient to permit TPA to contact You, such as an address, telephone number, and, if available , an email address at which You may be contacted.
- e. A statement that You have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law.
- f. A statement that the information in the notification is accurate, and under penalty of perjury, that You are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
14.3 Please note that any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability. If You are unsure whether the material available online infringes Your copyright, we suggest that You contact an attorney before sending us a notice.
14.4 Counter-Notification. The administrator of an affected site or the provider of affected content may make a counter notification. If You elect to send us a counter notice, to be effective it must be a written communication that includes the following: a) A physical or electronic signature of the subscriber. b) Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled. c) A statement under penalty of perjury that the subscriber has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled.
14.5 Please note that any person who knowingly materially misrepresents that material or activity was removed or disabled by mistake or misidentification may be subject to liability.
14.6 To receive notifications and counter-notifications of claimed infringement, TPA can be reached as follows:Address: Attn Nikola Kunev 32, 9000 Varna, Bulgaria.
14.7 For clarity, only such notices should go to above mentioned address of TPA. Any other feedback, comments, requests for technical support or other communications should be directed to TPA through support@theplayersagent. You acknowledge that if You fail to comply with all of the requirements of this section, Your notice may not be valid.
14.8 Account Termination. In appropriate circumstances, TPA may promptly suspend, restrict and/or terminate, without notice, the accounts of infringers as determined in our sole discretion.
15. PROHIBITED CONDUCT.
AS A MEMBER AND/OR BY USING TPA YOU AGREE NOT TO (AND YOU AGREE NOT TO PERMIT ANOTHER PERSON TO):
15.1 Use TPA for any purposes other than as otherwise authorized in these Terms;
15.2 Rent, lease, loan, sell, resell, sublicense, distribute or otherwise transfer the licenses granted herein or the Materials (as defined in Section 9);
15.3 Post, upload or distribute any defamatory, libelous or inaccurate Member Content or other content;
15.4 Post, upload or distribute any Member Content or other content that is unlawful or that a reasonable person could deem to be objectionable, offensive, indecent, pornographic, harassing, threatening, embarrassing, distressing, vulgar, hateful, racially or ethnically offensive or otherwise inappropriate;
15.5 Impersonate any person or entity, falsely claim an affiliation with any person or entity, or access TPA accounts of others without permission, forge another person’s digital signature, misrepresent the source, identity, or content of information transmitted via TPA or perform any other similar fraudulent activity;
15.6 Impersonate a spokesperson employee or affiliate of TPA purporting to speak on behalf of TPA;
15.7 Delete any copyright, trademark or other proprietary rights notice on TPA or Member Content;
15.8 Make unsolicited offers, advertisements, proposals, or send junk mail or spam to other Members of TPA. This includes, but is not limited to, unsolicited advertising, promotional materials, or other solicitation material, bulk mailing of commercial advertising, chain mail, informational announcements, charity requests and petitions for signatures;
15.9 Use TPA for any illegal purpose, or in violation of any local, state, national or international law, including, without limitation, laws governing intellectual property and other proprietary rights, and data protection and privacy;
15.10 Defame, harass, abuse, threaten or defraud Members of TPA, or collect, or attempt to collect, personal information about Members or third parties without their consent, or use TPA for any commercial use, it being understood that TPA is for personal, non-commercial use only;
15.11 Harass, abuse, threaten, intimidate or otherwise annoy any ASMALLWORLD employees or contractors involved in providing any portion of TPAs to You.
15.12 Use TPA if You are under the age of eighteen (18) or allow anyone under the age of eighteen (18) to use TPA via Your account;
15.13 Remove, circumvent, disable, damage or otherwise interfere with security related features of TPA or Member Content, features that prevent or restrict use or copying of any content accessible through TPA or features that enforce limitations on the use of TPA or Member Content;
15.14 Reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of TPA or any part thereof, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation;
15.15 Modify, adapt, translate or create derivative works based upon TPA or any part thereof, except and only to the extent foregoing restriction is expressly prohibited by applicable law; or
15.16 Intentionally interfere with or damage operation of TPA or any Member’s enjoyment of them, by any means, including uploading or otherwise disseminating viruses, hacks, automation software (bots); adware, spyware, worms, Trojan horses, keyboard loggers, time bombs and other malicious code and/or any other unauthorized third-party software;
15.17 Disclose the personal information of any person, including another person’s address, phone number, email address, financial information or any information that can be used to track, contact or impersonate another person; and
15.18 Engage in any conduct deemed by TPA to conflict with the intent of these Terms.
16. YOUR ACCOUNT.
TPA is offered to Members who are registered users of the Website only. When You use TPA, You may be asked to provide a password. You are solely responsible for maintaining the confidentiality of Your account and password and for restricting access to Your computer, and You agree to accept responsibility for all activities that occur under Your account or password. You agree that the information You provide to TPA on registration and at all other times will be true, accurate, current, and complete. You also agree that You will ensure that this information is kept accurate and up-to-date at all times.If You have reason to believe that Your account is no longer secure (e.g., in the event of a loss, theft or unauthorized disclosure or use of Your account ID, password, or any credit, debit or charge card number, if applicable), then You agree to immediately notify TPA. You may be liable for the losses incurred by TPA or others due to any unauthorized use of Your Service account. If You have more than one account on a third-party website through which You use TPA, You can only access TPA through one, and not multiple, accounts.
17. OTHER SITES, PRODUCTS AND SERVICES; LINKS.
The Service may include links or references to other websites or services that are provided solely as a convenience to Members (“Other Sites”). TPA does not endorse any such Other Sites or the information, materials, products, or services contained on or accessible through Other Sites. In addition, Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through TPA are solely between You and such advertiser. Please be aware that any merchandising sites linked to TPA are Other Sites and are not owned or operated by TPA or governed by these Terms. ACCESS AND USE OF OTHER SITES, INCLUDING THE INFORMATION, MATERIALS, PRODUCTS, AND SERVICES ON OR AVAILABLE THROUGH OTHER SITES IS SOLELY AT YOUR OWN RISK.
18. SUSPENSION, RESTRICTION AND TERMINATION; TERMS VIOLATIONS.
18.1 You agree that TPA, in its sole discretion, for good reason (including suspicion of illegal behaviour or of breach of these Terms), and without penalty, may suspend, restrict and/or terminate any account (or any part thereof) You may have with TPA or Your use of TPA and remove and discard all or any part of Your account, Member profile, and any Member Posting, at any time. TPA may also in its sole discretion and at any time discontinue providing access to TPA, or any part thereof, with or without notice. You agree that any suspension and/or termination of Your access to TPA or any account You may have or portion thereof may be affected without prior notice, and You agree that TPA will not be liable to You or any third party for any such suspension and/or termination. Any suspected fraudulent, abusive or illegal activity may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies TPA may have at law or in equity. As discussed herein, TPA does not permit copyright infringing activities on TPA, and may suspend and/or terminate access to TPA and remove all Member Content or other content submitted by any Members who are found to be repeat infringers.
18.2 Your only remedy with respect to any dissatisfaction with:
- a. TPA,
- b. any term of these Terms,
- c. Guidelines,
- d. any policy or practice of TPA in operating TPA, or
- e. any content or information transmitted through TPA
is to terminate these Terms and Your account. You may terminate these Terms at any time by deleting Your account with TPA and discontinuing use of any and all parts of TPA. Notwithstanding any such termination of these Terms by You, any provision that, by its nature or express terms, should survive, will survive such termination or expiration.
18.3 Discontinuation of TPA. TPA MAY IN ITS SOLE DISCRETION AND AT ANY TIME LIMIT OR DISCONTINUE PROVIDING ACCESS TO TPA, OR ANY PART THEREOF, WITH OR WITHOUT NOTICE. YOU ACKNOWLEDGE AND AGREE THAT TPA WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DISCONTINUATION OF YOUR ACCESS TO TPA, MEMBER POSTINGS, AND/OR YOUR ACCOUNT.
19. IDEA SUBMISSION POLICY
PA may, from time to time, accept or consider Member feedback and/or Member ideas, including, without limitation, ideas or suggestions for new or improved features on TPA (collectively “Ideas”). If You choose to submit Your Ideas to us or to any of our employees and/or contractors, then You hereby grant us and our designees a worldwide, non-exclusive, sublicenseable (through multiple tiers), assignable, royalty-free, perpetual, irrevocable right to use, reproduce, distribute (through multiple tiers), create derivative works of, publicly perform, publicly display and license, digitally perform, make, have made, sell, offer for sale and import Your Ideas, including, without limitation, all copyrights, trademarks, trade secrets, patents, industrial rights and all other intellectual and proprietary rights related thereto, in any media now known or hereafter developed, for any purpose whatsoever, commercial or otherwise, including, without limitation, giving the Ideas to others. In the event that TPA incorporates Your Ideas or adopts a feature, product or strategy that may be similar, You acknowledge that You shall not make any claims against TPA in connection therewith, and shall fully indemnify TPA if, despite Your agreement not to pursue any claims against TPA, You choose to do so. Please remember that You have no obligation to submit any ideas to TPA and, if You do submit anything to us, You have no expectation of credit or compensation of any kind. If You don’t agree with this, please do not submit any ideas or materials to TPA.
20. CONTESTS, GAMES AND PAID SERVICES.
You agree to indemnify, save, and hold TPA, its affiliated companies, contractors, employees, agents and its third-party suppliers, licensors, partners and their affiliated companies, contractors, employees and agents harmless from any claims, losses, damages, liabilities, including legal fees and expenses, arising out of Your use or misuse of TPA, any violation by You of these Terms, or any breach of the representations, warranties, and covenants made by You herein. TPA reserves the right, at Your expense, to assume the exclusive defense and control of any matter for which You are required to indemnify TPA and its third-party suppliers, licensors and partners, and You agree to cooperate with TPA’s defense of these claims. TPA will use reasonable efforts to notify You of any such claim, action, or proceeding upon becoming aware of it.
22. DISCLAIMERS; NO WARRANTIES.
22.1 No Warranties. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, TPA, AND ITS AFFILIATES, PARTNERS, LICENSEES, LICENSORS AND SUPPLIERS DISCLAIM ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS, ALL WITH REGARDS TO THE WEBSITE AND YOUR USE THEREOF. NO ADVICE OR INFORMATION, WHETHER VERBAL OR WRITTEN, OBTAINED BY YOU FROM TPA OR THROUGH TPA WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. YOU EXPRESSLY ACKNOWLEDGE THAT AS USED IN THIS SECTION 22 OF THESE TERMS, TPA INCLUDES TPA’S OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AGENTS, LICENSEES, LICENSORS AND SUBCONTRACTORS AND THEIR OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS AND AGENTS.
22.2 “As is” and “As available” and “With All Faults.” YOU EXPRESSLY AGREE THAT USE OF TPA IS AT YOUR SOLE RISK. THE SERVICE AND ANY DATA, INFORMATION, THIRD-PARTY SOFTWARE, MEMBER CONTENT, THIRD PARTY SITES, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE SERVICE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE,” “WITH ALL FAULTS” BASIS AND WITHOUT WARRANTIES OR REPRESENTATIONS OF ANY KIND EITHER EXPRESS OR IMPLIED.
22.3 Content. TPA, ITS SUPPLIERS, LICENSEES, LICENSORS, AFFILIATES, AND PARTNERS DO NOT WARRANT THAT THE DATA, MEMBER CONTENT, FUNCTIONS, OR ANY OTHER INFORMATION OFFERED ON OR THROUGH THE SERVICE OR ANY THIRD PARTY SITES WILL BE UNINTERRUPTED, OR FREE OF ERRORS, VIRUSES OR OTHER HARMFUL COMPONENTS AND DO NOT WARRANT THAT ANY OF THE FOREGOING WILL BE CORRECTED.
22.4 Accuracy. TPA, ITS SUPPLIERS, LICENSEES, LICENSORS, AFFILIATES, AND PARTNERS DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SERVICE OR ANY THIRD PARTY SITES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY OR OTHERWISE.
22.5 Harm to Your Computer. YOU UNDERSTAND AND AGREE THAT YOU USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN INFORMATION, MATERIALS, OR DATA THROUGH THE SERVICE (INCLUDING RSS FEEDS) OR ANY THIRD PARTY SITES AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM) OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF SUCH MATERIAL OR DATA.
23. LIMITATION OF LIABILITY AND DAMAGES.
23.1 Limitation of Liability. UNDER NO CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO, NEGLIGENCE, WILL TPA OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS, LICENSEES, LICENSORS, OR SUPPLIERS BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, RELIANCE, OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES ARISING FROM ANY UNSUCCESSFUL COURT ACTION OR LEGAL DISPUTE, LOST BUSINESS, LOST REVENUES, OR LOSS OF ANTICIPATED PROFITS OR ANY OTHER PECUNIARY OR NON-PECUNIARY LOSS OR DAMAGE OF ANY NATURE WHATSOEVER) ARISING OUT OF OR RELATING TO THESE TERMS OR THAT RESULT FROM YOUR USE OF OR YOUR INABILITY TO USE THE SERVICE OR ANY THIRD PARTY SITES, OR ANY OTHER INTERACTIONS WITH TPA, EVEN IF TPA, ITS THIRD-PARTY PARTNERS, LICENSEES, LICENSORS, OR SUPPLIERS OR A TPA AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, TPA’S LIABILITY, AND THE LIABILITY OF ITS THIRD-PARTY PARTNERS, LICENSEES, LICENSORS OR SUPPLIERS, IF ANY, WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
23.2 Limitation of Liability regarding default of Privilege Partners and licensors. TPA WILL NOT BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, RELIANCE, OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES ARISING FROM ANY UNSUCCESSFUL COURT ACTION OR LEGAL DISPUTE, LOST BUSINESS, LOST REVENUES, OR LOSS OF ANTICIPATED PROFITS OR ANY OTHER PECUNIARY OR NON-PECUNIARY LOSS OR DAMAGE OF ANY NATURE WHATSOEVER) ARISING OUT OF OR RELATING TO THE DEFAULT OF ANY PRIVILEGE PARTNER OR LICENSOR. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, TPA’S LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
23.3 Limitation of Damages. IN NO EVENT WILL TPA OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS, LICENSEES, LICENSORS OR SUPPLIERS TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF TPA OR YOUR INTERACTION WITH OTHER TPA MEMBERS (WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE), EXCEED ONE HUNDRED EURO.
23.4 Other Sites. THESE LIMITATIONS OF LIABILITY ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY YOU BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED ON ANY THIRD PARTY SITES OR OTHERWISE BY THIRD PARTIES OTHER THAN TPA AND RECEIVED THROUGH OR ADVERTISED ON THE SERVICE OR RECEIVED THROUGH ANY THIRD PARTY SITES.
23.5 Basis of the Bargain. YOU ACKNOWLEDGE AND AGREE THAT TPA HAS OFFERED ITS PRODUCTS AND SERVICES AND ENTERED INTO THESE TERMS IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN, THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND TPA AND ITS THIRD-PARTY PARTNERS, LICENSEES, LICENSORS, OR SUPPLIERS, AND THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND TPA. TPA WOULD NOT BE ABLE TO PROVIDE TPA TO YOU ON AN ECONOMICALLY REASONABLE BASIS WITHOUT THESE LIMITATIONS.
23.6 Limitations by Applicable Law. SOME COUNTRIES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM COUNTRY TO COUNTRY AND JURISDICTION TO JURISDICTION.
24.1 Notification. TPA may provide You with notifications, including those regarding changes according to section 10 and regarding the suspension/restriction and/or termination of Your account, by email, regular mail or postings on TPA (no postings in case of suspension/restriction and/or termination of Your account). Notification will be deemed given forty-eight (48) hours after an email is sent. If notification is given by mail to your postal address, if provided by You through TPA, it will be deemed given ten (10) days after the date of mailing. Notifications posted on TPA will be deemed given thirty (30) days following the initial posting.
24.2 Termination without notification. Notwithstanding section 24.1 TPA may terminate/restrict your account/membership with immediate effect and without notification period for good reason (at TPA’s sole discretion, c.f. section 17.1).
24.3 Acceptance of changes according to section 10. Unless You oppose the notified changes mentioned in section 10 within the delay stipulated in section 24.1 by email for the attention of email@example.com, the changes will be deemed accepted by You upon expiry of the delay stipulated in section 24.1. Should your opposing result in TPA no longer being able to render its services at the desired level, TPA may terminate your account as set out in section 17 (this being a good reason).
24.4 Waiver. The failure of TPA to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by TPA.
24.5 Dispute Resolution, Arbitration and Jurisdiction.
- a. Governing Law. These Terms will be governed by and construed in accordance with the laws of the Bulgaria, without giving effect to any principles of conflicts of law.
- b. Jurisdiction. You agree that with regard to any dispute arising between You and TPA out of or in connection with these Terms (including a dispute regarding the construction and validity thereof) the ordinary courts of the canton of Zurich, Bulgaria, shall have exclusive jurisdiction, and You hereby consent and submit to the personal and exclusive jurisdiction of such courts for the purposes of litigating any such action. Notwithstanding this, either party shall still be allowed to apply for injunctive or other equitable relief to protect or enforce that party’s intellectual property rights in any court of competent jurisdiction where the other party resides or has its principal place of business.
- c. Disputes with Other Members. We reserve the right, but not the obligation, to resolve any disputes between You and other Members of TPA. If You have a dispute with others, You release and indemnify TPA (including its affiliates, licensors, publishers, distributors, successors and assigns) from any and all claims, known or unknown, arising from such dispute.
- d. TPA operates TPA from Bulgaria and makes no representation that TPA is appropriate or available in other locations. If You access TPA from other locations You are solely responsible for compliance with local laws.
24.6 Severability. If any provision of these Terms or any Guidelines is held to be unlawful, void, or for any reason unenforceable, then that provision will be limited or eliminated from these Terms to the minimum extent necessary and will not affect the validity and enforceability of any remaining provisions.
24.7 Assignment. These Terms and related Guidelines, and any rights and licenses granted hereunder, may not be transferred or assigned by You, but may be assigned by TPA without restriction. Any assignment attempted to be made in violation of this Terms of Service shall be void.
24.8 Survival. Upon termination of these Terms, any provision, which, by its nature or express terms should survive, will survive such termination or expiration.
24.9 Headings. The heading references herein are for convenience purposes only, do not constitute a part of these Terms, and will not be deemed to limit or affect any of the provisions hereof.
24.11 Claims. YOU AND TPA AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICE MUST BE NOTIFIED TO THE OTHER PARTY WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
24.12 Disclosures. The Service is hosted in Bulgaria, and the services provided hereunder are offered by TPA.