Your use of the Tavros Mobile website www.Tavrosmobile.com and any other application, software, services, websites, WAP and other related services provided by us or any third party designated by us (collectively "Services" excluding any services provided to you by us, Tavros, under a separate written agreement) is subject to the terms set out below and any other terms applicable to you from time to time, including but not limited to, Tavros privacy policy (collectively "Terms").
By using the Services, you can make content and other software applications ("Applications") produced by you available to customers.
"We" or "Tavros" means Tavros Networks whose principal place of business is at
3616 Far West Blvd. Suite 117-301, Austin Texas 78731 USA.
It is important that you take the time to read these Terms carefully. These Terms and any of the documents referred to in the Terms form the legally binding agreement between us relating to the Services and your use of the website (the "Agreement").
Accepting the Terms
In order to use the Services, you must first agree to the Terms. You may not use the Services if you do not accept the Terms. If you do not accept the Terms, you will not be able to access the Services.
You may not use the Services and may not accept the Terms if
You are under 18, or
You are a person barred from receiving the Services under the applicable laws of the country in which you are resident or from which you use the Services or
You are in a country to which we do not provide the Services.
Registration for Services
In order to access certain Services, you may be required to provide information about yourself as part of the registration process for the Services, or as part of your continued use of the Services.
You may also be required to provide a username using your email address, your date of birth and passwords to create your account with us. You understand that you are responsible for maintaining the confidentiality of your username, your date of birth and passwords. Accordingly, you agree that you will be solely responsible to Tavros for all activities that occur under your Account and we are not responsible for problems with your Account due to misuse of your username and/or passwords. If you become aware of, or suspect, any unauthorized use of your username, your date of birth, passwords or of your account, you agree to notify us immediately at information@Tavrosnetworks.com
Upon completion of registration by you, verification of your registration details by us and successful certification of the Applications you wish to distribute in accordance with section 5 of these Terms, you will be entitled to upload Applications for distribution. Applications may be licensed by you on a chargeable or a non-chargeable basis and this will be agreed during the submission and certification process.
You may be required to pay a non-refundable registration fee in order to begin using the Services.
Privacy and Your Personal Information
In order to make the Services available to you and process the transactions contemplated by these Terms, Tavros will have to collect information and/or personal data from you. This information may be subject to data privacy laws in your jurisdiction.
The data and/or information collected will be used in accordance with Tavros Privacy Policy. This policy explains how Tavros treats your personal information, and protects your privacy, when you use the Services.
You agree to the use of your data in accordance with Tavros' privacy policies.
Submission, Certification and Distribution of Applications
Submission. You must submit to Tavros, each Application that you wish to distribute through Tavros Mobile. You are solely responsible and liable for the Applications you submit and for complying with any support requirements, if any, set forth in the Documentation. All copies of the Application (e.g. the electronic files) you submit will be retained (or destroyed) by Tavros and will not be returned. You are responsible for retaining a back up copy of your Application.
Compliance. For each Application that you submit to Tavros, you agree to comply and remain in compliance with all requirements and obligations detailed in the Terms and/or other documentation we may provide from time to time for your compliance for matters such as support requirements, content guidelines, payment process, technical specifications, and submission guidelines ("Documentation"). Tavros may revise the Documentation from time to time in its sole discretion and will provide you with a reasonable time-frame to bring your Application into compliance with such revisions. Failure to comply with the obligations in the then-current Documentation may, among other things, result in removal of your Application from the Tavros Mobile Website and possible revocation of your account.
Certification. Within a reasonable period of time after you submit an Application to Tavros, and provided that you have
Paid any applicable certification or other fees and Accepted any additional terms of service from Tavros' designated certification vendors, Tavros (or Tavros' designated certification vendor) will evaluate the Application to determine whether the Application complies with the certification requirements (including any requirements in the Documentation). Your Application should be capable of being installed into our target devices and work in accordance with your user manual, as installed, without causing any adverse effect to our devices. Tavros shall inform and update you regularly of the progress of the certification process. Resubmission of your Application is permitted provided any defects notified to you and/or suggestions made by us for improvement are made prior to the resubmission.
Distribution. Tavros has no obligation to distribute any Application you submit, and Tavros will not distribute any Application unless and until the Application has been certified to Tavros's satisfaction. If Tavros chooses to distribute your certified Application through Tavros Mobile website, we will do so in accordance with these Terms.
Application Placement. Tavros reserves the right, in its sole discretion, to make all decisions regarding placement or promotion for an Application.
Removal. Tavros reserves the right to remove any Application from Tavros Mobile Website for any reason. Such reasons may include, without limitation,
Your breach of these Terms or the Documentation
Your express termination of this Agreement or of the license grants associated with an Application;
An assertion or claim that your Application infringes the intellectual property rights of a third party or otherwise contains illegal content;
An assertion by a mobile network operator that your Application causes harm to the operator's network;
Your Application is already distributed under an agreement between you and a mobile operator or
Customer’s complaint(s) about the content or quality of your Application. Unless your Application is removed for breach of this Agreement or in response to an infringement or illegality allegation, Tavros will pay to you the amount owed, if any, in connection with the distribution of your Application before removal.
Tavros Apps. We may also make our own Applications available to buyers and in this case, Tavros would contract with buyers in respect of Tavros Apps. Nothing in this Agreement shall restrict or limit Tavros' ability to produce Applications even if such Applications contain functionality which is similar to or equivalent to your Applications.
Revenue Share and Tax
Any revenue generated and recovered by distribution of your Application using our Services ("Sales Proceeds") shall be shared by Tavros and you at the rate of 20 per cent for Tavros and 80 per cent for you ("Revenue Share Ratio") but we shall be entitled to agree an alternative revenue share if both parties agree and this can be done during the certification process for an Application. Before applying any Revenue Share Ratio, any
Revenue shares agreed with any third party (provided Tavros has agreed to such revenue sharing and to the extent that Tavros bears such costs in whole or in part alone);
Other reasonable costs connected with the provision of the Services such as bank and gateway portal provider charges, currency conversion charges etc;
Refunded amounts, bad debts or cancelled amounts or other amount of similar nature;
shall be deducted from the Sales Proceeds. The sum of Sales Proceeds less the above deductions shall be referred to as Net Sales Proceeds. The sum of Net Sales Proceeds less commissions to gateway companies or commission to any third party for collection of payment generated by mobile phone billing shall be referred to as Mobile Net Sales Proceeds. As a result of different technical standard and different reporting details for mobile phone billing, it will not be possible in some countries and/or with respect to some operators to allocate a specific bad debt to a specific download request.
You acknowledge and agree that Tavros is entitled to allocate bad debts proportionally to the group of developers having accepted mobile phone billing as payment method
If the Sales Proceeds are received by credit card payment, the Revenue Share Ratio shall apply to Net Sales Proceeds and Tavros shall bear the cost of commissions to the payment gateway companies from its entitlement under the Revenue Share Ratio. The sum to be shared under this subsection shall be based on the fees collected and received in cleared funds in the bank account of the payment gateway company or in the bank account of a third party designated by Tavros including its subsidiaries between the 1st day and the last day of a month and shall be paid by the 25th day of the subsequent month.
If the Sales Proceeds are received by mobile phone billing, the Revenue Share Ratio shall apply to Mobile Net Sales Proceeds and Tavros and you shall equally bear the costs of the commission to the payment gateway company for collection of the payment generated by mobile phone billing. Tavros shall bear the cost of the payment gateway company. The sum to be shared under this subsection shall be based on the fee collected and received in cleared funds in the bank account of the payment gateway company or in the bank account of a third party designated by Tavros including its subsidiaries between the 1st day and the last day of a month and shall be paid by the 25th day of the sixth month following the month in which the fee is collected.
If the Sales Proceeds are received from a third party carrier, the Revenue Share Ratio shall apply to Net Sales Proceeds and Tavros shall bear the cost of commission to the payment gateway companies or to the third party carrier from its entitlement under the Revenue Share Ratio. The sum to be shared under this subsection shall be based on the fees collected and received in cleared funds in the bank account of the payment gateway company or in the bank account of a third party designated by Tavros including its subsidiaries between the 1st day and the last day of a month and shall be paid by the 25th day of the sixth month following the month in which the fee is collected..
Different revenue share arrangements may apply to sales made outside of our Services. All Sales Proceeds generated whether by credit card, mobile phone or third party carrier billing shall be processed by one or two payment gateway companies designated by us and you agree that the fee we agree with the gateway company shall be deducted in accordance with this section 6.
Tavros shall provide a statement of accounting showing the details of the revenue share by the 15th day of each month. Unless we receive a written objection to this statement within 5 working days of it being delivered to you by email, you shall be deemed to have accepted it as accurate.
Such a statement will be sent to the email address you provided to us when you registered for the Services and the statement will cover the following items:
Number of downloads of each Application that Tavros distributed on your behalf through the website, minus the number of downloads for which Tavros paid a refund (or for which a refund has been requested);
An assertion or claim that your Application infringes the intellectual property rights of a third party or otherwise contains illegal content;
The Sales Proceeds received, if any, for Applications distributed;
Fees, if any, deducted for Applications by the payment gateway company and any other deductions
Net Sales Proceeds and Mobile Net Sales Proceeds, if any, for Applications; and
the actual amount, if any, payable to you under sections 6.1.1 and/or 6.1.2 converted into the currency of payment (if applicable).
If net payment payable to you for a month exceeds USD$250, then the payment gateway company or a third party designated by Tavros including its subsidiaries will remit payment to you in accordance with this Section 6. If net payment for the month is less than USD$250, then Tavros may elect to carry forward the amount owed to subsequent months until the total amount owed exceeds USD$250. If Tavros removed any Application(s) of yours from the during the applicable month for breach of this Agreement or in response to an allegation of intellectual property infringement or illegality, any costs incurred in connection with the removal of such Application(s) will be deducted from any payment otherwise payable to you under this Section 6. If Tavros terminated your Account during the applicable month for breach of this Agreement, any costs incurred in connection with closing your Account will be deducted from any payment otherwise payable to you under this Section 6 for the applicable month.
You agree that any payment to you may be withheld upon our instruction to the payment gateway company or a third party designated by Tavros including its subsidiaries in the event that; -
your breach (or we have a reasonable ground to suspect that you are in breach of) the Terms; or
you breach (or we have a reasonable ground to suspect that you are in breach of) any applicable laws; and
as a consequence of your breach, you owe (or are likely to owe) us any monies.
Payment Processing
Tavros will make all payments due under these Terms to you using the payment gateway company or a third party designated by Tavros including its subsidiaries in accordance with Tavros's then-current payment policies to the financial institution designated by you during registration for the Services. You are solely responsible for issuing any value added tax or similar invoice as may be required by the laws of your own country if such documentation is required, and you certify that such invoice or document will show exactly the same details as in the Seller Office and reflects the same amount which the Seller Office shows in the currency agreed with you. Tavros is not liable for any tax or legal consequences if your invoice or document deviates from the details in the Seller Office. Tavros is not responsible for delay, loss or misapplication of funds due to incorrect or incomplete information supplied by you or a bank or for failure of a bank to credit your account.
In the event the currency of payment from buyers of Applications is different from the currency of the payment agreed between you and Tavros, the payment from buyers shall be converted into the currency of payment to you using Tavros' then current rates for converting a buyer's payment into the currency agreed with you. You acknowledge that the amount you actually receive will depend in part on the rates and fees imposed by your financial institution.
You must provide Tavros (and/or its third party payment processor) with all financial, tax and banking information requested in order to make payment of amounts owed under this Agreement. Tavros will notify you of any changes to the required information via updates to the Documentation. Failure to provide such information within sixty (60) days after submission of your first Application, or failure to keep such information current and accurate, may result in Tavros's removal of your Application from distribution and forfeiture of amounts owed to you under this Agreement.
Taxes:
You are responsible for your own taxes including VAT related to payments you may receive under this Agreement and/or arising out of distribution of your Application. If any government authority requires that taxes be withheld on payments under this Agreement, Tavros (and, if applicable, its third party payment processor) is authorized to deduct those taxes from the amount it owes to you and remit them to the relevant government authority. Furthermore, if Tavros is required by law to charge you taxes on such payments, it has the right to do so. You will indemnify Tavros from any tax or other associated liability to which Tavros is exposed due to your failure to pay your own tax or otherwise arising out of distribution of your Application.
Reconciliation and Offset.
Refunds, cancellation or bad debt payments processed after you receive payments due under these Terms will be debited against your Account. Tavros may offset any amounts owed to Tavros against amounts Tavros owes you.
Application Pricing.
When you submit an Application to Tavros, you may designate the price (if any) to be charged to buyers (provided that such price conforms to the Application price points specified by Tavros), and Tavros will charge that price as your agent, plus any associated taxes, in connection with the distribution of your Application .
Tavros does not provide any warranty, guarantee, undertaking or assurance that you will receive any revenue arising out of your use of the Services. Tavros shall have no liability for Application pricing errors whether caused by Tavros or other parties.
Please note that Tavros reserves the right to change the table for the Application price points and if Tavros does this then you shall change your Application price to reflect the changed Application price points.
License Grant
License to Tavros.
You do not transfer ownership of the Application to Tavros by submitting it, but you do grant the worldwide right for Tavros
to host, use, reproduce, distribute, edit and license the Application for evaluation and certification (by Tavros or Tavros' designated certification vendors) and
directly or indirectly through Tavros' authorized distribution partners, to host, reproduce, market, promote, and distribute the Application to buyers. You also grant Tavros the right to publish your entity name and trademarks in connection with the marketing and distribution of the Application.
License to Buyer.
You, not Tavros, will license the right to install and use the Application to buyers using our form of end user agreement and we will act as your agent in concluding licence agreements in this form on your behalf and collecting the purchase price for such licences on your behalf. You shall be solely responsible for any and all liabilities involving or relating to the Applications.
Representation and Warranties
You represent and warrant to Tavros and its affiliated companies that:
You have the power and authority to enter into this Agreement and to fully perform your obligations under this Agreement;
The Application is your own original work and does not violate any Tavros or third-party intellectual property rights, and you have obtained any and all consents, approvals or licenses (including written consents of third parties where applicable) required for you to submit and license your Application under this Agreement and for your Application to access any Internet-based services, if any, to which the Application enables access;
Listing, marketing, distribution, installation and use of your Application does not violate any agreements to which you are a party or of which you are otherwise aware; If your Application includes any open source software, your Application complies with any corresponding license obligations for such open source software.
Your Application does not contain any unauthorized third party content or prohibited content (as identified in the Documentation) and otherwise complies with the Documentation and with the applicable laws of each jurisdiction, including any US or foreign export control laws, to which you are submitting the Application for distribution; For the avoidance of doubt, your Application does not
Depict explicit sexual activity;
Depict or endorse acts that cause or are intended to cause excessive pain or suffering;
Promote or endorse the misuse of alcohol, tobacco, illegal drugs or other addictive substances;
Promote intolerance or decimation based on racial, political, ethnic, religious, gender or sexuality;
Promote invasion of rights or privacy;
Promote gambling or
Promote illegal activity.
You are 18 or over on the date you submit your Application to Tavros;
The information you provide to Tavros under or in connection with this Agreement is true, accurate, current, and complete.
You shall use the Services only for purposes that are permitted by the Terms and applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdiction.
If you use the Services to distribute the Application, you shall protect the privacy and legal rights of users. If the users provide you with, or your Application accesses or uses, users names, passwords, or other login information or personal information, you must make the users aware that the information will be available to you and/or your Application, and you shall provide legally adequate privacy notices and protection of that information for those users. Further, your Application may only use that information for the limited purposes for which the user has given you permission to do so.
You shall not engage in any activity with the Services, including the development or distribution of Application that interfere with, disrupts, damages, or accesses in an unauthorized manner the devices, servers, networks, or other properties or services of any third party including but not limited the users, Tavros or any mobile network operator.
You shall not use customer information obtained from the Services to sell or distribute the Application without using the Services.
You agree to defend, indemnify and hold harmless Tavros and its affiliated companies from and against any and all third party claims and all liabilities assessments, losses, costs or damages resulting from or arising out of your breach of the Terms, this section 9 and/or misuse of the Services by a third party where such misuse was caused in whole or in part by your failure to take reasonable measures to protect your username and passwords against misuse.
Prohibited Uses
You may not use this site and/or Tavros services in any manner which could damage, disable, overburden or impair this site and/or any Tavros services (or the network(s) connected to such site or services) or interfere with any other party's use and enjoyment of this site and/or Tavros services. You may not attempt to gain unauthorized access to this site and/or any Tavros service, other accounts, computer systems or networks connected to this site, through hacking, password mining or any other means. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available to you through this site.
This site may contain e-mail services and/or other message or communication facilities designed to enable you to communicate with others (collectively, "Communication Services"). You agree to use the Communication Services only to post, send and receive messages and material that are proper and, when applicable, related to the particular Communication Service. By way of example, and not as a limitation, you agree that when using a Communication Service, you will NOT:
Use the Communication Service in connection with surveys, contests, pyramid schemes, chain letters, junk email, spamming or any duplicative or unsolicited messages (commercial or otherwise).
Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others.
Publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information.
Upload, post, email, transmit or otherwise make available any material that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as software protected by intellectual property laws, inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements).
Upload, post, email, transmit or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment, including without limitation, Trojan horses, worms, time bombs, cancel bots or corrupted files.
Post, publish, modify, transmit, reproduce, or distribute in any way, information, software or other materials or tools designed for compromising the security of the Communication Services, our network or telecommunication services.
Promote illegal activity.? Advertise or offer to sell or buy any goods or services for any business purpose, unless such Communication Service specifically allows such messages.
Download any file posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally distributed in such manner.
Falsify or delete any email headers, author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of email, software or other material in order to disguise the origin of such email, software or material.
Restrict or inhibit any other user from using and enjoying the Communication Services, or create an unusually large burden on the Communication Services, such as by generating levels of traffic sufficient to impede others' ability to send or retrieve information.
Violate any code of conduct or other guidelines which may be applicable for any particular Communication Service.
Harvest or otherwise collect information about others, including e-mail addresses, without prior written authorization from such owners of such information.
Resell any of the Communication Services or use the Communication Services other than for your own personal purposes. Without limiting the foregoing, you agree that you will not use the Communication Services to provide Internet access or any other feature of the Communication Services to any third party.
Violate any applicable laws or regulations.
Impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity, or create a false identity to mislead others.
Tavros has no obligation to monitor the Communication Services. However, Tavros reserves the right to review materials posted to or sent through a Communication Service and to remove any materials in its sole discretion. Tavros further reserves the right to terminate your access to any or all of the Communication Services and this site at any time, without notice, for any reason whatsoever.
Tavros reserves the right at all times to disclose any information as Tavros deems necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in Tavros' sole discretion.
Always use caution when giving out any personally identifying information about yourself or your children in any Communication Service. Tavros does not control or endorse the content, messages or information found in any Communication Service and, therefore, Tavros specifically disclaims any liability with regard to the Communication Services and any actions resulting from your participation in any Communication Service.
Materials uploaded to a Communication Service may be subject to posted limitations on usage, reproduction, dissemination or other requirements. You are responsible for adhering to such limitations if you download the materials.
All information, data, text, software, music, sound, photographs, graphics, video, messages, or other materials ("Content") posted to any Communication Services by any users are the sole responsibility of those users. Tavros does not guarantee the accuracy, copyright compliance, legality, integrity, quality, or decency of such Content. Posting your name, contact information, and any personal information in any Communication Services places that information into a public forum.
Confidentiality.
Confidential Information. You agree that at all times during the term of this Agreement and thereafter, you will hold in strictest confidence, and will not use or disclose to any third party, any Tavros and Tavros affiliate Confidential Information. The term "Tavros and Tavros affiliate Confidential Information" means all non-public information that Tavros designates, either in writing or verbally, as being confidential, or which, under the circumstances of disclosure ought to be treated as confidential. Tavros and Tavros affiliate Confidential Information includes information relating to
Business policies or practices of Tavros and its affiliated companies,
Customers or suppliers of Tavros or its affiliated companies, or
Information received from others that Tavros or its affiliated companies are obligated to treat as confidential. If you have any questions as to what comprises Tavros and Tavros affiliate Confidential Information, you agree to consult with Tavros. Tavros and Tavros affiliate Confidential Information does not include information that was known to you prior to Tavros' disclosure to you, or information that becomes publicly available through no fault of yours. We further agree that the terms and conditions of this Agreement will be deemed Confidential Information.
Applications.Any Application or other materials you provide to us in any form shall be non-confidential and Tavros shall have no restrictions on its ability to disclose and publish such information and Applications.
Publicity.Except for legally mandated disclosures or pursuant to the rules of the applicable stock exchanges on which the securities of you or Tavros are traded, you will not issue any press release or make any public announcement(s) disclosing the existence or terms of this Agreement without obtaining our prior written consent.
Use of Email Services
You agree that Tavros may establish limits concerning use of any services (including Communication Services and email services) offered on this site, including without limitation, the maximum number of days that e-mail messages will be retained by the service, the maximum number of e-mail messages that may be sent from or received by an account on the service, the maximum size of an e-mail message that may be sent from or received by an account on the service, the maximum disk space that will be allotted on Tavros' servers on your behalf, and the maximum number of times and duration you may access the service in a given period of time.
You agree that Tavros has no responsibility or liability for the deletion, corruption or failure to store any messages or other content maintained or transmitted by the service. You acknowledge that Tavros reserves the right to delete accounts without notice to you that are inactive for an extended period of time.
TAVROS MAKES NO WARRANTY THAT ANY SERVICE WILL BE AVAILABLE, UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE.
In addition to the terms and conditions set out herein, you agree that you: (a) will not continue to send commercial email to a recipient if recipient has requested that you discontinue such communication; (b) will not forward or propagate chain letters of any type (including charity requests or petitions for signatures), whether or not the recipient wishes to receive such mailings; (c) will not intentionally flood a user, server, account or site with large or numerous email messages; and (d) will not forge header information.
Tavros prohibits the use of accounts or network connections, to collect replies of messages sent from any another provider that violates these terms and conditions of use or those of the originating provider.
Disclaimer of Warranties
ALL MATERIALS, INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND OTHER CONTENT CONTAINED IN THIS SITE, OR OBTAINED FROM A LINKED SITE IS PROVIDED TO YOU "AS IS" WITHOUT WARRANTY OR CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, SECURITY OR ACCURACY. TAVROS HAS MADE REASONABLE EFFORTS TO POST CURRENT AND ACCURATE INFORMATION ON THIS SITE; HOWEVER, TAVROS ASSUMES NO RESPONSIBILITY FOR ANY ERRORS, OMISSIONS OR INACCURACIES WHATSOEVER IN THE INFORMATION PROVIDED IN THIS SITE. UNDER NO CIRCUMSTANCES WILL TAVROS BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY YOUR RELIANCE ON INFORMATION OBTAINED THROUGH THIS SITE. IT IS YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS AND USEFULNESS OF ANY INFORMATION PROVIDED, AND USE OF THIS SITE IS SOLELY AT YOUR OWN RISK. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.
Limitation of Liability
YOU SPECIFICALLY AGREE THAT TAVROS SHALL NOT BE RESPONSIBLE FOR UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, ANY MATERIAL OR DATA SENT OR RECEIVED OR NOT SENT OR RECEIVED, OR ANY TRANSACTIONS ENTERED INTO THROUGH THIS SITE. YOU SPECIFICALLY AGREE THAT TAVROS IS NOT RESPONSIBLE OR LIABLE FOR ANY THREATENING, DEFAMATORY, OBSCENE, OFFENSIVE OR ILLEGAL CONTENT OR CONDUCT OF ANY OTHER PARTY OR ANY INFRINGEMENT OF ANOTHER'S RIGHTS, INCLUDING INTELLECTUAL PROPERTY RIGHTS. YOU SPECIFICALLY AGREE THAT TAVROS IS NOT RESPONSIBLE FOR ANY CONTENT SENT USING THE COMMUNICATION SERVICES AND/OR INCLUDED IN THIS SITE BY ANY THIRD PARTY.
IN NO EVENT SHALL TAVROS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY DAMAGES WHATSOEVER, WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, (INCLUDING WITHOUT LIMITATION, THOSE RESULTING FROM: (1) RELIANCE ON THE MATERIALS PRESENTED, (2) COSTS OF REPLACEMENT GOODS, (3) LOSS OF USE, DATA OR PROFITS, (4) DELAYS OR BUSINESS INTERRUPTIONS, (5) AND ANY THEORY OF LIABILITY) ARISING OUT OF OR IN CONNECTION WITH THE USE OF, OR INABILITY TO USE THIS SITE, WHETHER OR NOT TAVROS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.
Indemnification
Upon reasonable request by Tavros, you agree to defend, indemnify and hold harmless Tavros and its employees, contractors, officers and directors from all liabilities, claims and expenses, including attorney's fees, that arise from your use or misuse of this site, including without limitation content sent or posted by you through the Communication Services, your connection to this site and/or Tavros services, your non-compliance with these terms and conditions of use, or your violation of any third-party rights. Tavros reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with Tavros in asserting any available defenses.
Content Submitted to Tavros by You
By posting, uploading, inputting, providing or submitting any information to this site, you consent to Tavros' collection of such information, and you grant Tavros, its affiliated companies and necessary sublicenses permission to use such submitted information in connection with the operation of this site and its business, including, without limitation, the worldwide, royalty-free rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your submitted information; and to publish your name and any contact information you approve of in connection with your submitted information. You warrant and represent that you own or otherwise control all of the rights to any information submitted by you to Tavros through this site or otherwise, including, without limitation, all the rights necessary for you to provide, post, upload, input or submit your submitted information. No compensation will be paid with respect to the use of your submitted information. Tavros is under no obligation to post or use any information you may provide and Tavros may remove any such information at any time in its sole discretion. For greater certainty, Tavros does not claim ownership to any information that you may provide to Tavros, unless otherwise expressly provided. Notwithstanding the foregoing, any Enhancements made by you or anyone acting on your behalf, including your employees, will be the property of Tavros without any further consideration to you, whether or not such Enhancements are incorporated into Tavros products and services.
In the event that you submit personal information to Tavros in confidence through this site, you consent to the collection, processing, transmission and disclosure of such information by Tavros for the purposes of Tavros internal use and specifically the purposes set out on the web page requesting such information or in Tavros' Privacy Policy. Tavros will make commercially reasonable efforts to keep such personal information confidential, and shall not disclose such personal information to any third party except: (a) in confidence and to facilitate the provision of products and services to you, (b) to the extent required by law, or (c) in accordance with Tavros' Privacy Policy.
Tavros prohibits the use of accounts or network connections, to collect replies of messages sent from any another provider that violates these terms and conditions of use or those of the originating provider.
Unsolicited Submissions
Tavros welcomes comments regarding its products and services. However, Tavros' policy is not to accept or consider creative ideas, suggestions or materials other than those it has specifically requested. We hope you will understand that the intent of this policy is to avoid misunderstandings when projects developed by Tavros'\ very productive staff are similar to someone else's creative work. Accordingly, we must ask that you not send us any such ideas. While we do value your feedback on our services and products, we request that you be specific in your comments on those services and products and not submit any creative ideas, suggestions or materials.
If, despite our request that you not do so, you send us creative suggestions, ideas, notes, drawings, concepts or other information (collectively, the "Unsolicited Information"), the Unsolicited Information shall be deemed, and shall remain, the property of Tavros. None of the Unsolicited Information shall be subject to any obligation of confidentiality on the part of Tavros and Tavros shall not be liable or owe any compensation for any use or disclosure of the Unsolicited Information.
While every effort has been made to ensure technical accuracy, information on this site is subject to change without notice, and does not represent a commitment on the part of Tavros
Proprietary Rights
You acknowledge and agree that Tavros (or Tavros' licensors) own all legal right, title and interest in and to the Services, including any intellectual property rights which subsist in the Services (whether those rights happen to be registered or not, and wherever in the world those rights may exist).
Unless you have agreed otherwise in writing with Tavros, nothing in these Terms gives you a right to use any of Tavros' trade names, trademarks, service marks, logos, domain names, and other distinctive brand features.
If you have been given an explicit right to use any of these brand features in a separate written agreement with Tavros, then you agree that your use of such features shall be in compliance with that agreement, any applicable provisions of these Terms, and Tavros' brand feature use guidelines as updated from time to time.
Other than the limited license set forth in these Terms, Tavros acknowledges and agrees that it obtains no right, title or interest from you (or your licensors) under these Terms in or to any Application that you submit, post, transmit or display on, or through, the Services, including any intellectual property rights which subsist in that Application (whether those rights happen to be registered or not, and wherever in the world those rights may exist). Unless you have agreed otherwise in writing with Tavros, you agree that you are responsible for protecting and enforcing those rights and that Tavros has no obligation to do so on your behalf.
You agree that you shall not remove, obscure, or alter any proprietary rights notices (including copyright and trade mark notices) which may be affixed to or contained within the Services.
Unless you have been expressly authorized to do so in writing by Tavros, you agree that in using the Services, you will not use any trade mark, service mark, trade name, logo of any company or organization in a way that is likely or intended to cause confusion about the owner or authorized user of such marks/names or logos.
Software Updates and Availability of Services
The software which you use during the Services may automatically download and install updates from time to time from Tavros. These updates are designed to improve, enhance and further develop the Services and may take the form of bug fixes, enhanced functions, new software modules and completely new versions. You agree to receive such updates (and permit Tavros to deliver these to you) as part of your use of the Services.
Tavros reserves the right, in its sole discretion, to change, improve and correct the Services. The Services may not be available during maintenance breaks and other times. Tavros may also decide to discontinue the Services or any part thereof in its sole discretion. In such case, you will be provided with prior notification.
Ending your Relationship with Tavros
This Agreement will continue to apply until terminated by either you or Tavros as set out below.
If you want to terminate the Agreement, you may do so by :
Completing the form for termination available at the Seller Office and
Closing your Account for all of the Services which you use by going through the process set out in this section. Upon completion of the form, we will give you a notice of closure of your Account by email and your account will be closed. You will be required to settle (or we will settle) any outstanding sum by the next immediate settlement date following the notice of closure from us.
Termination of your relationship with Tavros as seller will not affect your use of our Services as buyer.
Tavros may at any time, terminate the Agreement with you by giving written notice of termination to the email address held in our records for you. Following delivery of this email notice, your account will be closed. You will be required to settle (or we will settle) any outstanding sum by the next immediate payment/settlement date following the date of closure of your account. Termination of your relationship with Tavros as seller will not affect your use of our Services as buyer
Liability
Nothing in these Terms excludes our liability (if any) to you for
Personal injury or death resulting from our negligence;
Fraud;
Any matter which it would be illegal for us to exclude or to attempt to exclude our liability.
We do not warrant or guarantee that the Services will be:
(a) Compatible with all or any hardware and software which you may use;
(b) available all the time or at any specific time, uninterrupted, secure or error free; or
(c) suitable for your requirements or meet any specific level of performance or functionality
We reserve the right to withdraw or modify the Services at any time.
We are only liable to you for direct losses which you suffer as a result of a breach of these terms and conditions by us. We are not responsible to you for any losses which you may incur which were not a foreseeable consequence of us breaching these terms and conditions, for example if you and we could not have contemplated those losses before or when you access the Services. Our liability to you shall not in any circumstances include any business losses that you may incur, including but not limited to lost data, lost profits or business interruption. In any event, our liability to you for any breach of this Agreement, negligence or other default shall not exceed the revenue paid to you during the 3 month period up to the date of the event giving rise to the liability.
By using the Services, you agree to indemnify Tavros and other companies and corporations in the Tavros group against any costs, damage, claims, liabilities and expenses incurred as a result of your breach of these Terms, the privacy policy and/or any other applicable terms.
The information, documents, software and other materials contained on the website are provided "as is". We try and ensure that such materials are accurate and up to date, but we cannot be responsible for any errors, faults or inaccuracies. Our liability to you as explained above remains unaffected by the information, documents, software and other materials.
To the fullest extent permitted by law, we expressly exclude all representations, conditions, warranties or other terms which apply to the Services and associated content/information including any implied warranties of satisfactory quality, merchantability, fitness for a particular or any purpose or non-infringement which might otherwise apply but for this clause.
If in a relevant jurisdiction, these limitations and exclusions are not permitted then our liability shall be limited and excluded to the fullest extent permitted by law.
Copyright and Trade Mark Policies
It is Tavros' policy to respond to notices of alleged copyright infringement that comply with applicable international intellectual property law and to terminate the accounts of repeat infringers.
Tavros operates a trade mark complaints procedure in respect of Tavros' advertising business
Advertisements
Some of the Services are supported by advertising revenue and may display advertisements and promotions. These advertisements may be targeted to the content of information on the Services, queries made through the Services or other information.
The manner, mode and extent of advertising by Tavros on the Services are subject to change without specific notice to you.
In consideration of Tavros granting you access to and use of the Services, you agree that Tavros may place such advertising on the Services.
Other Content
This site may contain links to third party Web sites ("Linked Sites"), and may incorporate information obtained from third parties ("Third Party Information"). The Linked Sites and Third statements and terms of use posted at the Linked Sites.
Any dealings with third parties conducted through the site or Linked Sites, including the delivery of and the payment for goods and services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and the third party. Tavros shall not be responsible or liable for any part of Party Information are not under the control of Tavros, and Tavros is not responsible for the contents of any Linked Site or Third Party Information, including without limitation the accuracy, copyright compliance, legality, decency, links or any other aspect of the Linked Sites. Tavros is not responsible for any form of transmission received from any Linked Site nor is Tavros responsible if the Linked Site is not working appropriately. Tavros provides such links and information to you only as a convenience, and the inclusion of any link or Third Party Information does not imply endorsement by Tavros of the site or any association with its operators. You are responsible for viewing and abiding by the privacy any such dealings.
The Services may include hyperlinks to other web sites or content or resources. Tavros may have no control over any web sites or resources which are provided by companies or persons other than Tavros..
You acknowledge and agree that Tavros is not responsible for the availability of any such external sites or resources, and does not endorse any advertising, products or other materials on or available from such web sites or resources.
You acknowledge and agree that Tavros is not liable for any loss or damage which may be incurred by you as a result of the availability of those external sites or resources, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, such web sites or resources.
Changes to the Terms
Tavros may make changes to the Terms from time to time. When these changes are made, Tavros will make a new copy of the Terms available at "Seller Office" and any new additional terms will be made available to you from within, or through, the affected Services.
You understand and agree that if you use the Services after the date on which the Terms changed, Tavros will treat your use as acceptance of the updated Terms.
General Legal Terms
Sometimes when you use the Services, you may (as a result of, or through your use of the Services) use a service or download a piece of software, or purchase goods, which are provided by another person or company. Your use of these other services, software or goods may be subject to separate terms between you and the company or person concerned. If so, the Terms do not affect your legal relationship with these other companies or individuals.
The Terms and the documents referred to in these Terms constitute the whole legal agreement between you and Tavros and govern your use of the Services (but excluding any services which Tavros may provide to you under a separate written agreement), and completely replace any prior agreements between you and Tavros in relation to the Services.
The Services may include hyperlinks to other web sites or content or resources. Tavros may have no control over any web sites or resources which are provided by companies or persons other than Tavros..
You agree that Tavros may provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on the Services.
You agree that if Tavros does not exercise or enforce any legal right or remedy which is contained in the Terms (or which Tavros has the benefit of under any applicable law), this will not be taken to be a formal waiver of Tavros’ rights and that those rights or remedies will still be available to Tavros.
If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these Terms is invalid, then that provision will be removed from the Terms without affecting the rest of the Terms. The remaining provisions of the Terms will continue to be valid and enforceable.
You acknowledge and agree that each Tavros affiliated company shall be third party beneficiaries to the Terms and shall be entitled to directly enforce, and rely upon, any provision of the Terms which confers a benefit on (or rights in favor of) them. Other than this, no other person or company shall be third party beneficiaries to the Terms. For the purposes of this Agreement, an affiliated company of Tavros is any company, corporation, firm, partnership or other entity that controls Tavros, is controlled by Tavros or is under common control with Tavros; the term controls and controlled meaning the ability to direct the management of the relevant entity.
You may not transfer, assign, charge or otherwise dispose of this Agreement, or any of your rights or obligations arising under it, without our prior written consent. We may transfer, assign, charge, sub-contract or otherwise dispose of this Agreement, or any of our rights or obligations arising under it, at any time during its term.
We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under this Agreement that is caused by events outside our reasonable control ("Force Majeure Event"). A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) strikes, lock-outs or other industrial action, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster, impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport, impossibility of the use of public or private telecommunications networks, the acts, decrees, legislation, regulations or restrictions of any government. Our performance under the Agreement is deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavors to bring the Force Majeure Event to a close or to find a solution by which our obligations under the Agreement may be performed despite the Force Majeure Event.
The Terms, and your relationship with Tavros under the Terms, shall be governed by the laws of the State of Texas in the United States of America without regard to its conflict of laws provisions. You and Tavros agree to submit to the non-exclusive jurisdiction of the competent courts in United States of America to resolve any legal matter arising from the Terms. Notwithstanding this, you agree that Tavros shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
