Affiliate Program Terms & Conditions
These Affiliate Program Terms and Conditions govern the terms of your participation as an affiliate in our Affiliate Program, and constitute your legal agreement with us.
After you submit an application for the Affiliate Program you affirm and acknowledge that you have read these Terms and Conditions in its entirety, you expressly consent to these Terms and Conditions, and a legally binding agreement on these Terms and Conditions is concluded between you and us.
If you are accessing these Terms and Conditions on behalf of a business entity, by doing so, you represent that you have the legal capacity and authority to bind such business entity to these Terms and Conditions.
- “Terms”, “Terms and Conditions” means these MyDigiTrade Affiliate Program Terms and Conditions.
- “We”, “us” means Larmond Capital Ltd, a British Virgin Islands company with registered No. 1713090, the owner of the MyDigiTrade Platform and the provider of the Affiliate Program.
- “You”, “Affiliate” means a person or a company that participates in the Affiliate Program, promoting the MyDigiTrade Platform to its new users (Strategy Followers or Strategy Providers).
- “Strategy Follower” means a user, who has signed up for the services by registering on the MyDigiTrade Platform and uses MyDigiTrade services and Strategy Provider’s services by following trading signals from Strategy Providers.
- “Strategy Provider” means a financial markets trader, who has developed certain trading systems designed to generate trading signals to be used by Strategy Followers, and who streams their trading activities through MyDigiTrade Platform.
- “MyDigiTrade Platform” means our website and proprietary web-based platform for auto-trading, accessible at http://www.mydigitrade.com/ or any other online website or mobile application provided by us, through which MyDigiTrade services and Signal Provider’s services are available and provided, including their sub-domains, programming code, related technologies, know-hows, databases and design.
- “Qualified Strategy Follower” and “Qualified Strategy Provider” means a person 18 years of age or over or a legal entity which (i) accesses the MyDigiTrade Platform directly via the ID Link, where the ID Link is the last link to the MyDigiTrade Platform, (ii) opens an account at the MyDigiTrade Platform and completes all of the information required for such action (including, but not limited to their real first and last name and active phone number, (iii) accesses the MyDigiTrade Platform from the country of registration (iv) is not a computer generated user, such as a robot, spider, computer script or other automated, artificial or fraudulent method to appear like a real live person, (v) is not already using the MyDigiTrade Platform under a different identity or sign-up code, and (vi) is not later determined by us at our sole discretion to be fraudulent, incomplete, unqualified or a duplicate of another account. We, at our sole discretion, may determine other criteria for the Strategy Follower to be deemed Qualified Strategy Follower.
- “Qualified User” means Qualified Strategy Follower and/or Qualified Strategy Provider.
- “ID Link” means your unique Affiliate URL which serves to identify you as a member of the Affiliate Program and used to establish a link from your Media to the MyDigiTrade Platform.
- “Promotional Materials” means graphic and textual materials (banners, logos, etc.) and/or other creative materials promoting the MyDigiTrade Platform, which you may display on your Media.
- “Media” means websites owned or controlled by you, emails and/or online advertisements containing the ID Link to the MyDigiTrade Platform.
- “Net Profit” means calculated on a monthly basis the aggregate amount actually paid out by us to each Qualified Strategy Provider associated with your ID Link for the provision of trading strategies, less collected by us taxes, duties, credit card fees and similar charges, chargebacks and for amounts due to credit card fraud, bad debts, cancellations, bonuses and credits with respect to the activity arising from such Qualified Strategy Providers.
2. Enrollment in the Affiliate Program and Your Account with Us
In order to become an Affiliate and to participate in the Affiliate Program you should submit an application and to register for an Account with us.
You may apply only if you are 18 years of age or over (or such other higher minimum legal age in your country) and it is legal for you to do so according to the laws that apply in your country. It is your sole responsibility to ensure that at all times you comply with the laws that govern you and that you have the complete legal right to participate in the Affiliate Program.
You can open an Account with us by entering your valid email address and login name, which will become your Account name, and choosing password (“Login Details”), and other information such as your:
- first and last name,
- country of residence and
- phone number.
You shall ensure that information provided at registration is always accurate and kept up to date.
After we review your application, we will notify you of your acceptance or rejection to the Affiliate Program. We may accept or reject your application at our sole discretion for any reason. You hereby waive any claims related to rejection of your application.
You may be able to change information you have provided at registration by editing your Account preferences or contacting us.
You must not disclose your Login Details to anyone and allow anyone else to use it. You are responsible for the security of your Login Details.
Everyone who identifies themselves by entering correct Login Details is assumed by us to be the rightful Account holder and all transactions where Login Details have been entered correctly will be regarded as valid.
You may not create multiple Accounts.
3. ID Link and Promotional Materials
We will make available to you the ID Link and may provide you with resources, guidelines, support and Promotional Materials, which can be integrated into your Media and which you may display on websites owned or controlled by you, in emails sent by you and clearly identified as coming from you and in online advertisements.
License Grant. We grant you a nonexclusive, nontransferable, revocable right to place the ID Links and Promotional Materials on your Media in accordance with these Terms and to identify your Media as a participant in the Affiliate Program, solely for the purpose of promoting the MyDigiTrade Platform during the term of your participation in the Affiliate Program. You may not alter, modify, manipulate or create derivative works of the Promotional Materials or any our graphics, creative, copy or other materials owned by, or licensed to us in any way. You are only entitled to use these materials, in accordance with these Terms and to the extent that you are a member of the Affiliate Program in good standing.
You may not modify the ID Link and Promotional Materials, unless you have received prior written consent from us to do so.
In the event that we determine that your use of the ID Link is not in compliance with these Terms, we shall be entitled to take such measures as to render the ID Links used by you inoperative.
We may change, suspend, alter, modify or discontinue any aspect of the ID Link and Promotional Materials. You agree to promptly implement any request from us to remove, alter or modify the ID Link and Promotional Materials that is being used by you as part of the Affiliate Program.
4. Your Media. Advertising and Promotion
You must first submit to us for review and approval, your Media (if you select the CPL or CPA Commission Plan) and proposed Promotional Materials (if such materials are not provided by us). We will notify you if the Media and/or proposed Promotional Materials have been approved for use or rejected as inappropriate.
We have the right in our sole discretion to monitor your Media at any time and from time to time to determine if you are in compliance with these Terms.
If you are on the CPL or CPA Commission Plan and you wish to place the ID Link and Promotional Materials within media or on sites other than the Media you must request and receive our prior permission for the placement of the ID Links on such alternative media or sites. If permission is granted, such alternative media or sites shall then become Media for the purposes of these Terms.
You will be solely responsible for the development, operation and maintenance of your Media and for all materials that appear on the Media.
You accept that all your costs in connection with your activity under these Terms shall be borne solely by you and we shall under no circumstances participate in such costs.
Fraud. You are expressly prohibited from using any persons, means, devices or arrangements to commit fraud, violate any applicable law, interfere with other Affiliates or falsify information in connection with referring users through the ID Link, or the generation of Commissions. Such acts include, but are in no way limited to, using automated means to increase the number of registered user (e.g. Strategy Followers) through the ID Links or completion of any required information, using spyware, using stealware, cookie-stuffing and other deceptive acts or click-fraud. We shall make all determinations about fraudulent activity in our sole discretion.
Restrictions. Your Media and Promotional Materials (if such materials are not provided by us) shall not at any time:
- violate or infringe upon the rights of any third party (including, for example, copyrights, trademarks, privacy, or other personal or proprietary rights);
- be libelous or otherwise illegal;
- contain pop-ups, click-under and pop-under ads;
- be actively targeted to any persons who are less than 18 years of age;
- contain or link to any material which is harmful, threatening, defamatory, obscene, sexually explicit, harassing, promote violence, promote discrimination (whether based on sex, religion, race, ethnicity, nationality, disability or age), promote illegal activities, contain profanity or otherwise contain materials that we inform you that it is considered objectionable;
- make any representations, warranties or other statements concerning us or any of our products or services;
- abusive or fraudulent;
- be likely to deceive the public;
- promise or offer any form of compensation for visiting or applying to the MyDigiTrade Platform (incentivized traffic);
- mention the possibility of profit unless accompanied by an equally prominent statement of the risk of loss;
- include a measurement or description of or make any reference to hypothetical results which could have been achieved had a particular trading system been employed in the past unless accompanied by a risk disclosure concerning hypothetical results;
- include any reference to actual past trading profits without mentioning that past results are not necessarily indicative of future results; or
- include any specific numerical or statistical information about the past performance of any actual accounts (including rate of return) unless such information is and can be demonstrated to be representative of the actual performance for the same time period of all reasonably comparable accounts.
You must have express permission to use third-party copyrighted or other proprietary material in your Media and Promotional Materials (if such materials are not provided by us). We will not be responsible if you use third-party copyrighted or other proprietary material in violation of the law.
In addition, you will not use any unsolicited or spam email to promote the MyDigiTrade Platform and you will ensure that your Media and any related marketing materials or communications do not contain any spyware, adware or other unwanted threats and comply at all times with applicable anti-spam laws. Any emails or any other messages that are distributed by you, directly or indirectly, including messages that are posted on newsgroups, chat-boards and other types of online forums shall:
- not be directed at people who have not consented to receiving promotional messages from you;
- identify the source; or
- provide the recipient with an option to easily remove them from receiving future mailings or promotions.
From time to time, we may request that you submit the final version of your email to us for approval prior to your sending emails containing the ID Link and Promotional Materials or referencing the MyDigiTrade Platform.
You shall refrain from marketing the MyDigiTrade Platform in any way which might compete with our own marketing efforts. By way of example, the following activities will be considered to be activities, which if undertaken by you, would compete with our own marketing efforts and are prohibited hereunder:
- the placement of the ID Link and Promotional Materials within any media or on any sites on which we place advertisements for the MyDigiTrade Platform, and
- the promotion of the MyDigiTrade Platform by you by way of keyword advertising with Internet search engines by bidding on keywords referring to our brand names and designations, including but not limited to the words MyDigiTrade, MDT or Larmond Capital spelled in any possible way (including with typos, spaces, signs, symbols, in any other way or in other languages).
Neither you nor your relatives (spouse, partner, parent, child or sibling) are eligible to become a Qualified Signal Follower. If, nevertheless, you or such relatives attempt to become Qualified Users, you and such relatives will not be eligible to receive the relevant Commission and such attempt on your part shall be considered a fraudulent act against us.
Your breach of the foregoing provisions under this Section will constitute a breach of these Terms, and we retain full authority to terminate these Terms immediately and retain for our own account any Commission arising as a result of such activities that would otherwise have accrued to your benefit.
5. Intellectual Property Rights
Except as expressly stated in these Terms, nothing is intended to grant you any rights to any of our trademarks, service marks, copyrights, patents or trade secrets or any other intellectual property or proprietary right.
You shall not use any of our brand names, designations and trademarks other than in respect of these Terms.
You shall not apply for or obtain registration, including by but not limited to trademark and internet domain names, of any of our brand names, designations and trademarks or any trade or service mark which consists or comprises word or words, logo or their parts similar to our brand names, designations and trademarks for any goods or services in any country.
You agree that we may use any suggestion, comment or recommendation you choose to provide to us without compensation.
We will process applications placed by users who follow the ID Link from your Media to the MyDigiTrade Platform. We reserve the right to reject applications that do not comply with certain requirements, which we periodically may establish. We will be solely responsible for all aspects of application processing and contracting with such users.
We will be the sole and exclusive owner of the database of names and contact information of all users registered with the MyDigiTrade Platform. You shall not be entitled to use any information concerning our users except for the performance of your obligations under these Terms.
7. Tracking and Reporting
To permit accurate tracking, reporting, and Commissions accrual, you must ensure that the ID Links between your Media and the MyDigiTrade Platform are properly formatted.
You will be able to view your statistics through your Account.
We shall make available to you information concerning the number of Qualified Users brought by you to the MyDigiTrade Platform, accrued Commission, and the relevant Revenue Share figures (for each Qualified Strategy Provider). Such our calculations shall be the sole and authoritative tool and shall not be open to review or appeal.
The statistics will be in a pending status until the end of the calendar month.
You will be entitled to a commission (“Commission”) under each of the Commission Plans (CPL, CPA or Revenue Share).
You will need to select the Commission Plan(s) under which you desire to provide your services to us. You will have the right to change your Commission Plan(s).
CPL Plan. The CPL Commission Plan can be activated based on the results of your interview with us and at our sole discretion. For each Qualified Strategy Follower associated with your ID Link we will pay you a fixed Commission as determined by us on a case-by-case basis.
CPA Plan. The CPA Commission Plan can be activated based on the results of your interview with us and at our sole discretion. We will pay you a Commission as determined by us on a case-by-case basis based on the results of the interview for each Qualified Strategy Follower associated with your ID Link, which (i) has opened a new live trading account (not a demo account) with one of the partner brokers, (ii) topped it up with at least US $350, (iii) connected with the MyDigiTrade Platform, and (iv) satisfied to all other criteria as set out by us.
Revenue Share Plan. We will pay you Commission equal to 10% of Net Profit earned and actually received by each Qualified Signal Provider who signed up to the MyDigiTrade Platform through your ID Link, starting from the following day they are accepted by us as a Qualified Signal Provider. The Commission rate is subject to change at any time or from time to time, in our sole discretion. We will notify you of any change in the Commission rate.
Conflict of Commission Plans. You will not be entitled to a Commission under CPL Commission Plan and/or CPA Commission Plan for as long as you are engaged in Revenue Share Commission Plan. In such a case you will be entitled only to a Commission under Revenue Share Commission Plan (if any such Commission has been earned), regardless of the fact that you might have referred Qualified Strategy Followers associated with your ID Link.
Commission will only be paid if the Qualified User is tracked by our system at the time of entering the MyDigiTrade Platform through the ID Link and associated with your ID Link. No Commission will be paid if the user cannot be tracked by our system.
We hereby retain the right to change, modify or terminate the Commission Plan by which you shall be paid and the Qualified User qualification criteria as we shall see fit.
You acknowledge and agree that a different payment scheme may apply to other Affiliates, as determined at our sole discretion from time to time.
We will pay you any earned Commissions within 30 days following the receipt of your request, provided that your account is greater than US$100.00.
Payment of Commissions is dependent upon our brokers providing funds to us, and therefore, you agree that we shall only be liable to you for Commissions to the extent that we have received such commissions from our brokers. You hereby release us from any claim for Commissions if we have not received such funds.
Verification. The name on your Account with us must match your true and legal name and identity, and must match the name on the payment accounts used to withdraw monies.
To verify your identity, we may request at any time:
- satisfactory proof of identity (including but not limited to copies of a valid passport/identity card and/or any payment cards used), and
- satisfactory proof of address (including but not limited to a recent utility bill or bank statement).
In the event you are a corporate entity, you shall provide your formation documents and information sufficient for us to determine the corporate or business entity’s identity, and the authority of your business representative to act on its behalf, as well as the business representative’s identity.
If you do not supply such documentation to us we may suspend or terminate your Account and we may withhold the account balance until you supply such documentation and our verification process is completed satisfactorily.
We will generate an invoice on your behalf. We will pay you in the US dollars via bank wire transfer or other payment methods (if applicable and at our sole discretion).
You are responsible for any applicable taxes, duties, bank or payment provider fees or surcharges that may occur regarding the transaction. We may report and withhold any amount from your balance (for example, taxes) in order to comply with any applicable law.
We reserve the right to charge back to your account any Commission previously paid to you in connection with a Qualified User if it is later determined by us that such Qualified User did not meet the prerequisite to qualify as a Qualified User.
Remedies. In addition to any other rights and remedies available to us under these Terms we reserve the right to delete any actions submitted through your ID Link and withhold any unpaid Commissions or charge back paid Commissions to your account if:
- we reasonably determine that you have violated these Terms,
- we receive any complaints about your participation in the Affiliate Program which we reasonably believe to violate these Terms, or
- any Qualified User is later determined to have not met the prerequisites set forth in these Terms.
Such withholding of Commissions or charge backs for paid Commissions, shall be without regard as to whether or not such Commissions were earned as a result of such breach.
We retain the right to review all Commissions for possible fraud, whether such fraud is on the part of the Qualified Users or on your part. In any period of time during which we review Commissions for possible fraud we shall have the right to withhold any Commission accrued in your favor until such time as the review has been concluded. Any incidence of fraud on your part constitutes a breach of these Terms, and we retain full authority to terminate these Terms immediately in the event of such breach. Further, in the event that we deem that fraud has occurred, either on your part or on the part of a Qualified User, you shall not be entitled to receive any Commissions which have accrued to your benefit as a result of such fraud. We retain the right to set off from future Commissions payable to you any amounts already received by you which can be shown to have been generated by fraud.
We may disclose to you certain information as a result of your participation in the Affiliate Program, which information we consider to be confidential (herein referred to as “Confidential Information”). For purposes of these Terms, the term “Confidential Information” shall include, but not be limited to, any business and financial information relating to the MyDigiTrade Platform, customer and vendor lists relating to the MyDigiTrade Platform, and pricing and sales information for the MyDigiTrade Platform, users and any members of the Affiliate Program, other than you. Confidential Information shall also include any information that we designate as confidential.
You agree not to disclose any Confidential Information and that such Confidential Information shall remain strictly confidential and secret and shall not be utilized, directly or indirectly, by you for your own business purposes or for any other purpose except and solely to the extent that any such information is generally known or available to the public or if same is required by law or legal process.
11. Term and Termination
These Terms shall commence on the date of our approval of your Affiliate Program application and shall continue thereafter until terminated.
At any time, either party may immediately terminate these Terms, with or without cause, by giving the other party written notice of termination.
If these Terms are terminated because you have violated these Terms, you are not eligible to receive any Commissions payments, including for Commissions earned prior to the date of termination. If these Terms are terminated for any other reason, you are only eligible to earn a Commission accrued through the date of termination. We reserve the right to withhold your final payment for a reasonable time to ensure that the correct amount is paid.
Upon the termination of these Terms for any reason, you will immediately cease use of, and remove from your Media, all ID Links and Promotional Materials and any other names, marks, symbols, copyrights, logos, designs, or other proprietary designations or properties owned, developed, licenses or created by us and/or provided by or on behalf of us to you pursuant to these Terms, and will cease representing yourself as our Affiliate.
12. Your Representations
You hereby represent and warrant to us the following:
- you have accepted the terms and conditions of these Terms, which create legal, valid and binding obligations on you, enforceable against you;
- the execution, delivery and performance by you of these Terms neither violate nor constitute a default under the (i) provision of any law, rule, regulation, order, judgment or decree to which you are subject or which is binding upon you, or (ii) the terms of any other agreement, document or instrument applicable to you or binding upon you; and
- the execution, delivery and performance by you of these Terms are within your legal capacity and power; have been duly authorized by all requisite action on your part; require the approval or consent of no other persons.
We reserve the right, at our sole discretion:
- To modify or revise these Terms at any time by posting the amended Terms on our website. Please check the most current Terms to ensure that you are aware of all the terms governing your participation in the Affiliate Program.
- To make changes, update or discontinue the Affiliate Program or any format, feature or functionality thereof at any time with or without notifying you.
- To terminate or restrict access to the Affiliate Program for any reason whatsoever.
Your continued participation in the Affiliate Program after a change or update has been made will constitute your acceptance to the revised Terms. If you do not agree with the modifications, please terminate your participation in the Affiliate Program immediately.
Modifications may include, but are not limited to, changes in the scope of available Commission rates, Commission Plans and payment procedures.
You agree to defend, indemnify, and hold us, our parents, subsidiaries, affiliates, customers, vendors, and their respective officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including without limitation reasonable attorney’s fees and costs, arising out of or in any way connected with:
- Your access to or participation in the Affiliate Program.
- Your violation of these Terms.
- Your violation of any applicable law, rule or regulation.
- Your violation of any third party right, including without limitation any intellectual property right, publicity, confidentiality, property or privacy right.
- Any claim related to your Media, including but not limited to, the content contained on such Media.
5. Disclaimer of Warranties
THE AFFILIATE PROGRAM, PROMOTIONAL MATERIALS, ID LINKS, PRODUCTS AND SERVICES PROVIDED IN CONNECTION WITH THESE TERMS ARE PROVIDED TO YOU “AS IS”. WE EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. WE DO NOT WARRANT THAT THE AFFILIATE PROGRAM, PROMOTIONAL MATERIALS, ID LINKS, PRODUCTS AND SERVICES PROVIDED IN CONNECTION WITH THESE TERMS WILL MEET YOUR SPECIFIC REQUIREMENTS OR THAT THE OPERATION OF THE AFFILIATE PROGRAM, PROMOTIONAL MATERIALS, ID LINKS, PRODUCTS AND SERVICES PROVIDED IN CONNECTION WITH THESE TERMS WILL BE COMPLETELY ERROR-FREE OR UNINTERRUPTED. WE DO NOT GUARANTEE THAT YOU WILL EARN ANY SPECIFIC AMOUNT OF COMMISSIONS.
16. Limitation of Liability
IN NO EVENT SHALL WE BE LIABLE FOR ANY UNAVAILABILITY OR INOPERABILITY OF THE AFFILIATE PROGRAM, PROMOTIONAL MATERIALS, ID LINKS, PRODUCTS AND SERVICES PROVIDED IN CONNECTION WITH THESE TERMS, TECHNICAL MALFUNCTION, COMPUTER ERROR, CORRUPTION OR LOSS OF INFORMATION, OR OTHER INJURY, DAMAGE OR DISRUPTION OF ANY KIND BEYOND OUR REASONABLE CONTROL. IN NO EVENT WILL WE BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PERSONAL INJURY, DEATH, SPECIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS OR LOSS OF BUSINESS OPPORTUNITY, EVEN IF SUCH DAMAGES ARE FORESEEABLE AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY THEREOF. OUR CUMULATIVE LIABILITY TO YOU, FROM ALL CAUSES OF ACTION AND ALL THEORIES OF LIABILITY, WILL BE LIMITED TO AND WILL NOT EXCEED THE AMOUNTS PAID TO YOU BY US IN COMMISSIONS DURING THE THREE (3) MONTHS IMMEDIATELY PRIOR TO SUCH CLAIM.
Choice of Law. You agree that the laws of the British Virgin Islands govern these Terms, their subject matter, the relationship between you and us, any action related these Terms, and any claim or dispute it may arise, without regard to the conflict of laws rules.
- Location for Resolving Disputes. You further agree that any disputes or claims related to these Terms will be resolved by state courts located in the British Virgin Islands, and you agree and submit to the exercise of personal jurisdiction of such courts for the purpose of litigating any such claim or action. BY AGREEING TO THESE TERMS, YOU ARE:
- WAIVING CLAIMS THAT YOU MIGHT OTHERWISE HAVE AGAINST US BASED ON THE LAWS OF OTHER JURISDICTIONS, INCLUDING YOUR OWN.
- IRREVOCABLY CONSENTING TO THE EXCLUSIVE JURISDICTION OF, AND VENUE IN, THE STATE COURTS LOCATED IN THE BRITISH VIRGIN ISLANDS OVER ANY DISPUTES OR CLAIMS YOU HAVE WITH US.
- SUBMITTING YOURSELF TO THE PERSONAL JURISDICTION OF SUCH COURTS FOR THE PURPOSE OF RESOLVING ANY SUCH DISPUTES OR CLAIMS.
Our Relationship. You and we are independent contractors, and nothing in these Terms will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between us. You will have no authority to make or accept any offers or representations on our behalf. You will not make any statement, whether on your Media or otherwise, that reasonably would contradict anything in this Section.
Notices. Any notices or other communications permitted or required under these Terms will be in writing and given by us:
- Via email (to the address that you provide during registration), or
- By posting to our website.
Consent to Receive Communications in Electronic Form. For contractual purposes, you:
- Consent to receive communications from us in an electronic form via the email address you have submitted; and
- Agree that these Terms and all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications would satisfy if it were in writing.
Assignment. You will not assign these Terms or assign any rights or delegate any obligations hereunder, in whole or in part, whether voluntarily or by operation of law, without our prior written consent. Any purported assignment or delegation by you without our appropriate prior written consent will be null and void. We may assign these Terms or any rights hereunder without your consent.
No Waiver. The failure by us to exercise, or delay in exercising, a legal right or remedy provided by these Terms or by law shall not constitute a waiver of our right or remedy.
Severability and Integration. These Terms and Conditions constitute the entire agreement between you and us and supersede all previous written or oral agreements. If any part of these Terms is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect.
Last updated: April 1, 2016