THESE TERMS OF SERVICE (INCLUDING ALL OTHER TERMS AND POLICIES REFERENCED AT SECTION 2 BELOW, THIS “TOS”) CONSTITUTE A LEGAL AGREEMENT BETWEEN US AND YOU, REGARDLESS OF YOUR CORPORATE FORM OR IF YOU ARE AN INDIVIDUAL, AND IT GOVERNS YOUR USE OF, AND DEALINGS WITH, US, OUR WEBSITE, FUNCTIONS AND FEATURES LOCATED AT HONEYSAVER.COM (“HONEYSAVER”) AND ANY SERVICES WE PROVIDE IN CONNECTION WITH HONEYSAVER. “We”, “us” and “our” refers to Honeysaver, LLC, a limited liability company organized under the laws of the State of Utah U.S.A.
YOU SHOULD READ THIS TOS CAREFULLY AND RETAIN A COPY FOR YOUR RECORDS. THIS TOS IS A LEGALLY-BINDING AGREEMENT THAT CONTAINS YOUR BINDING AGREEMENT TO ARBITRATE DISPUTES, YOUR CONSENT TO PERSONAL JURISDICTION IN THE STATE OF UTAH, U.S.A., YOUR RELEASES OF CERTAIN CLAIMS AND LIABILITIES AGAINST US, AND YOUR WAIVER OF YOUR RIGHT TO BRING OR PARTICIPATE IN A CLASS ACTION AGAINST US.
BY REGISTERING TO USE HONEYSAVER, AND AGAIN EACH TIME YOU LOG INTO HONEYSAVER, (A) YOU ARE ACKNOWLEDGING THAT YOU HAVE READ AND UNDERSTAND THIS TOS AND ANY CHANGES THAT MAY HAVE BEEN MADE TO IT SINCE YOU PREVIOUSLY LOGGED-IN; (B) YOU ARE REPRESENTING THAT YOU ARE EIGHTEEN (18) YEARS OF AGE OR OLDER AND OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT WITH US; (C) YOU ARE ACCEPTING THIS TOS AND AGREEING THAT YOU ARE LEGALLY BOUND BY THIS TOS, (D) YOU ARE AGREEING THAT THIS TOS WILL BE DEEMED TO SATISFY ANY REQUIREMENT UNDER APPLICABLE LAW THAT AN AGREEMENT BETWEEN YOU AND US BE IN WRITING AND (E) YOU ARE AGREEING THAT YOUR ACTIONS IN REGISTERING FOR OR LOGGING INTO OR USING HONEYSAVER WILL BE DEEMED TO BE YOUR VALID AUTHENTICATED SIGNATURE FOR PURPOSES OF ANY APPLICABLE LAW REQUIRING THAT THIS TOS BETWEEN YOU AND US BE SIGNED BY YOU IN WRITING.
IF YOU ARE ENTERING INTO THIS TOS ON BEHALF OF A COMPANY OR OTHER LEGAL NON-PERSON ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND THAT PERSON OR ENTITY TO THIS TOS, AND REFERENCES TO “YOU” AND “YOUR” IN THIS TOS WILL ALSO BE READ TO REFER TO THAT PERSON OR ENTITY.
IF YOU DO NOT AGREE TO THESE TERMS OR IF YOU ARE NOT AT LEAST EIGHTEEN (18) YEARS OF AGE AND OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT WITH US, YOU ARE PROHIBITED FROM REGISTERING FOR OR LOGGING INTO HONEYSAVER.
1. CHANGES TO TOS
2. CORE FUNCTIONALITY OF HONEYSAVER; CHANGES TO HONEYSAVER
. Honeysaver generally allows merchants who have registered with Honeysaver to set-up and administer Deals. A “Deal” means that the merchant uses Honeysaver to make available (on a limited-time/limited quantity basis) promotional codes for a price discount on a specific good offered by the merchant (a “Product”) to consumers who have registered with Honeysaver (“Shoppers”). Each promotional code made available through Honeysaver is a “Grab deal”. Shoppers may claim and redeem available Grab deals to purchase the Product at certain online retailers such as Amazon.com, and we encourage (BUT DO NOT REQUIRE) Shoppers to tell others about the Deal they got on Honeysaver.
From time to time, we may add, delete and/or modify features and functionalities of Honeysaver as we deem necessary or desirable in our sole business discretion. With respect to new or additional features and functionalities, additional terms and/or fees may apply to these features, and using such new or additional features after notice of such additional terms and/or fees constitutes your consent to such additional terms and fees, which WILL become part of this TOS (and if such additional terms conflict with other terms of this TOS, they will control with respect to such new or additional features).
ALL OF OUR OBLIGATIONS AND UNDERTAKINGS UNDER THIS TOS ARE SUBJECT TO ALL POLICIES OF THE APPLICABLE ONLINE RETAILERS, WHICH POLICIES MAY BE CHANGED FROM TIME TO TIME BY THE APPLICABLE ONLINE RETAILER. WE HAVE NO CONTROL OVER SUCH POLICIES OR CHANGES, NOR WILL WE HAVE ANY LIABILITY TO YOU FOR OUR FAILURE TO PERFORM OR FOR YOUR INABILITY TO FULLY USE HONEYSAVER OR TO CLAIM OR REDEEM A GRAB DEAL AS A RESULT OF ANY SUCH POLICIES OR CHANGES.
3. PERMISSION TO USE HONEYSAVER
. Subject to all terms and conditions of this TOS, we grant you a limited non-exclusive, personal, nontransferable, nonassignable, non-sublicenseable, revocable license, only when you are in compliance with all terms and conditions of this TOS and this TOS has not been terminated, to access and use available features of Honeysaver to examine available Deals and claim available Grab deals.
You may not make any other use of Honeysaver not specifically permitted in this TOS without our prior express consent in writing. Without limiting any other term of this TOS, you agree that you will not and WILL cause all of Your Users to not: (i) do any act not expressly permitted by this TOS, or access or use Honeysaver in violation of this TOS or in violation of any applicable laws, rules or regulations; (ii) license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available Honeysaver or your right to access or use Honeysaver to any third party in any way; (iii) copy, modify, adapt, publicly display or publicly perform or create derivative works of Honeysaver or any portion thereof (including any content that is not Your Content), or decompile, reverse assemble, or otherwise reverse engineer Honeysaver or any portion thereof, except to the extent otherwise expressly permitted by law; (iv) attempt to gain unauthorized access to, or otherwise impair the security of, Honeysaver or any information accessible thereby (including information of third parties) or any systems or data of us or a third party (including any other user of Honeysaver); or (v) use Honeysaver to process, store, transmit or receive any information or materials if prohibited under this TOS or by applicable laws, rules or regulations. THIS PARAGRAPH WILL SURVIVE TERMINATION OF THIS TOS FOR ANY REASON.
4. RESPONSIBILITY FOR YOUR USERS
. “Your User(s)” means each person or entity who accesses or uses Honeysaver by or through you, your account or user IDs and passwords (whether or not such access or use is authorized by you). You are responsible for all activity occurring under your account and all acts and omissions of Your Users, including for all charges under your account or incurred by Your Users. You agree that any acts or omissions of Your Users that would constitute a breach of this TOS or failure of a condition if committed by you will be deemed to be a breach of this TOS or failure of such condition by you, and you will be responsible and liable for all such acts or omissions. THIS SECTION WILL SURVIVE TERMINATION OF THIS TOS FOR ANY REASON.
5. REGISTRATION; ACCOUNT INFORMATION
. To use Honeysaver, you must provide all information we request to establish, register and confirm your account with Honeysaver (for example, identification and contact information, billing and payment information) and to establish access credentials (for example, user IDs and passwords). You will ensure that all such information is kept current, complete, truthful and accurate at all times. You will keep all account information (including user IDs and passwords, and other means to access non-public portions of Honeysaver) confidential and disclose them only on a “need-to-know” basis.
As part of your registration, you must allow us to verify your email address. In addition, we may require you to provide or validate other information about yourself in the future, if we have a reasonable need for the information to provide Honeysaver or to perform under (or to exercise our rights under) this TOS. We have the right to refuse your registration or suspend or terminate your use of Honeysaver if you fail to provide the requested information and to keep it current, complete, truthful and accurate at all times.
6. ELECTRONIC COMMUNICATIONS; CONNECTIVITY
. You consent to use and receipt of electronic communications and records related to Honeysaver or your account (which communications and records may include, without limitation, notices related to Honeysaver requiring your attention, agreements and policies, and transaction receipts or confirmations). You give us permission to provide these communications and records to you electronically instead of in paper form. You also consent to the use of electronic signatures by you and us, and such electronic signatures will be deemed to satisfy any requirement under applicable law that an agreement, or that your signature to the agreement, be in writing.
Minimum hardware, software and connectivity requirements for you and Your Users to use Honeysaver and make and receive electronic communications, records and signatures include: (i) a valid email address and current mail client; (ii) a connection to the Internet; (iii) currently-supported versions of a web browser and any necessary plug-ins; (iv) a currently-supported version of a program that accurately reads and displays PDF files, such as the current version of Adobe Acrobat Reader; (v) a computer or device and an operating system capable of supporting all of the above; and (vi) a printer to print out and retain records and notices in paper form or electronic storage to retain records and notices in an electronic form. You are solely responsible for procuring and maintaining all such necessary hardware, software and connectivity at all times.
We have NO LIABILITY for your inability to fully use Honeysaver (including to claim or redeem Grab deals) or to receive, make or act upon such electronic communications, records or signatures if caused by (i) your failure to procure and maintain all necessary hardware, software and connectivity, (ii) any act or omission of any third party (including any provider of such hardware, software and connectivity), or (iii) your failure to keep all contact information and all other account-related information current, truthful, complete and accurate at all times. You may withdraw these consents by giving us notice in writing – however, IF YOU WITHDRAW YOUR CONSENT TO RECEIVE SUCH RECORDS AND NOTICES ELECTRONICALLY OR TO USE ELECTRONIC SIGNATURES, YOU WILL NO LONGER BE PERMITTED TO USE HONEYSAVER.
7. CLAIMING AND REDEEMING GRAB DEALS.
7.1 Claiming Grab deals
. You may examine Deals and claim Grab deals, subject to the terms and conditions of this TOS. Claiming a Grab deal signifies your agreement to use best efforts to redeem the Grab deal at the applicable online retailer on the same day you claim the Grab deal. GRAB DEALS HAVE NO MONETARY VALUE AND MAY NOT BE REDEEMED FOR MONEY. Grab deals may be subject to additional terms and conditions imposed by third parties such as the merchant or the online retailer (such as quantity limits or expiration dates). It is your responsibility to ascertain all terms and conditions applicable to a given Grab deal or Product before claiming a Grab deal. You agree and understand that a given merchant may choose to limit the ability to view, or claim Grab deals for, certain Deals based on criteria selected by the merchant, and we do not guarantee that you will be able to view, or claim Grab deals on, all Deals available on Honeysaver.
7.2 Redeeming Grab deals
. When you claim a Grab deal, we will provide you with a promotional code that you may then use to purchase the Product at a discounted price. Honeysaver does not redeem Grab deals – all redemptions must be made at the website of the applicable online retailer by the link to the Product page we provide on Honeysaver. A given Grab deal may be redeemed only at the country-specific website for the online retailer(s) identified for the Grab deal or Deal (for example, a Grab deal for a Deal identified for the Amazon.com U.S. site may not be redeemed at other Amazon sites such as the Amazon UK site). Unless specifically stated otherwise on Honeysaver, all Grab deals are limited to “One Redemption Per Customer” (one time use). By claiming a Grab deal, you are agreeing to use best efforts to redeem the Grab deal at the applicable online retailer on the same calendar day you claim the Grab deal.
7.3 Grab deal Pricing and Discounts; Taxes and Shipping
. Without limiting any other term or condition of this TOS, you acknowledge and agree that the PRICING AND DISCOUNTS IDENTIFIED IN A DEAL ARE SET BY THE APPLICABLE MERCHANT OR ONLINE RETAILER AT THE TIME THE DEAL IS SET UP. THE MERCHANT OR ONLINE RETAILER MAY CHANGE THE PRICING OF THE PRODUCT ON THE APPLICABLE ONLINE RETAILER WEBSITE AFTER THE DEAL IS SET UP OR AFTER YOU CLAIM A GRAB DEAL, WHICH MAY RESULT IN THE FINAL PRICE YOU ARE ASKED TO PAY ON THE ONLINE RETAILER BEING DIFFERENT FROM THE PRICE IDENTIFIED IN THE DEAL OR GRAB DEAL. WE HAVE NO CONTROL OVER THE MERCHANT OR ONLINE RETAILER CHANGING THE PRICE, AND NO LIABILITY IN CONNECTION WITH ANY SUCH PRICE CHANGE OR YOUR INABILITY TO REDEEM THE GRAB DEAL FOR THE PRICE IDENTIFIED IN THE GRAB DEAL.
IF SUCH A PRICE CHANGE RESULTS IN A HIGHER FINAL PRICE FOR THE PRODUCT AND YOU CHOOSE TO REDEEM THE GRAB DEAL AND PURCHASE THE PRODUCT AT THE HIGHER PRICE, WE HAVE NO LIABILITY TO YOU FOR THE PRICE DIFFERENCE.
UNLESS SPECIFICALLY IDENTIFIED OTHERWISE IN THE APPLICABLE DEAL, THE PRICING OR DISCOUNT FOR PRODUCTS IDENTIFIED IN A GRAB DEAL APPLIES ONLY TO THE PURCHASE PRICE OF THE PRODUCT, AND DOES NOT INCLUDE OR APPLY TO ADDITIONAL AMOUNTS THAT MAY BECOME DUE TO A THIRD PARTY AS A RESULT OF REDEEMING THE GRAB DEAL OR PURCHASING OR RECEIVING THE PRODUCT (SUCH AS, FOR EXAMPLE, SHIPPING CHARGES OR SALES, USE, EXCISE, VALUE-ADDED OR SIMILAR TAXES, FEES, ASSESSMENTS, OR DUTIES), ALL OF WHICH ARE YOUR RESPONSIBILITY TO PAY IN ADDITION TO THE PURCHASE PRICE.
7.4 Limitations on Number of Grab deals
. You understand and agree that you may only be permitted to claim a limited number of Grab deals at any given time (which will be specified on Honeysaver or on your Honeysaver account page from time to time.) You understand that we may adjust this limit from time to time, and we may refuse to allow you to claim additional Grab deals beyond that limit until certain additional conditions are met. For example, where you have claimed the limited number of Grab deals we allot to you, you may not be able to claim additional Grab deals until we have verified that you redeemed the Grab deals you claimed. Notwithstanding the number of available Grab deals you may have, you specifically agree that YOU MAY NOT AND WILL NOT (I) CLAIM MORE THAN ONE GRAB DEAL FOR THE SAME DEAL OR FOR THE SAME PRODUCT (EVEN IF OFFERED UNDER A DIFFERENT DEAL), (II) REDEEM THE SAME GRAB DEAL MORE THAN ONCE, (III) CREATE, HAVE OR USE MORE THAN ONE (1) ACCOUNT PER HOUSEHOLD ON HONEYSAVER, AND/OR (IV) USE ANY MEANS, DEVICE, PROCESS, METHOD OR OTHER PERSON (EVEN A PERSON USING A SEPARATE ACCOUNT) TO CREATE ADDITIONAL ACCOUNTS FOR YOUR BENEFIT OR TO CLAIM ADDITIONAL GRAB DEALS FOR YOUR BENEFIT BEYOND THOSE TO WHICH YOU ARE PERMITTED UNDER THIS TOS. We always retain the right to refuse to permit you to claim a Grab deal if you are not in compliance with all terms and conditions of this TOS and we will have NO LIABILITY to you for such a refusal. We reserve the right to suspend or terminate ALL accounts in a given household if we determine that more than one (1) account for such household has been registered on Honeysaver.
7.5 No Sharing, No Further Distribution or Resale; No Financial Interest
. We expect Shoppers such as you to be bona fide end user consumers who will purchase Products for their own use. YOU AGREE THAT YOU WILL CLAIM GRAB DEALS, AND ACQUIRE PRODUCTS BY REDEEMING GRAB DEALS, ONLY FOR YOUR OWN PERSONAL USE AS AN END USER CONSUMER, AND YOU WILL NOT CLAIM GRAB DEALS, OR ACQUIRE PRODUCTS BY REDEEMING GRAB DEALS, FOR PURPOSES OF RESALE OR FURTHER DISTRIBUTION OF SUCH GRAB DEALS OR PRODUCTS. YOU AGREE YOU WILL NOT SHARE GRAB DEALS YOU HAVE CLAIMED WITH OTHERS OTHER THAN BY MAKING A SHOUT ABOUT THEM (I.E., REFERRING THEM TO HONEYSAVER.COM TO GET THEIR OWN GRAB DEAL), AND YOU FURTHER AGREE THAT YOU WILL NOT CLAIM OR REDEEM GRAB DEALS FOR ANY PRODUCTS IN WHICH YOU MAY HAVE A DIRECT OR INDIRECT FINANCIAL INTEREST OR THAT MAY HAVE A DIRECT OR INDIRECT FINANCIAL EFFECT ON YOU OR AN IMMEDIATE FAMILY MEMBER (FOR EXAMPLE, AND WITHOUT LIMITATION, YOU WILL NOT CLAIM OR REDEEM GRAB DEALS FOR PRODUCTS OFFERED BY YOU OR AN IMMEDIATE FAMILY MEMBER OR BY A BUSINESS COMPETITOR OF YOU OR AN IMMEDIATE FAMILY MEMBER).
7.6 Availability; Limitations
. ALL DEALS, PRODUCTS AND GRAB DEALS ARE STRICTLY SUBJECT TO AVAILABILITY AND ARE PROVIDED ON AN “AS AVAILABLE BASIS”. Deals may be time-limited and/or only a limited number of Grab deals may be available to be claimed for a given Deal on a per-day basis or over the life of the Deal. We may discontinue a Deal at any time. We will have NO LIABILITY for (i) errors or inaccuracies in Grab deals or in Product or pricing descriptions or terms, (ii) any third party terms and conditions on Grab deals, Deals or Products or any failure by you or the third party to comply with them, (iii) the failure or refusal of a merchant or online retailer to honor a Grab deal or Deal in accordance with its terms or any inability to claim or redeem a Grab deal caused by acts or omissions of any third party or otherwise beyond our control, including without limitation errors or unavailability of the online retailer’s website, or pricing that does not comply with the terms of the Grab deal or Deal, or (iv) unavailability of any Deal or Grab deal or of any Product for which you have claimed or redeemed a Grab deal.
8. PRODUCTS; INTERACTIONS AND TRANSACTIONS WITH OTHERS
. YOU SPECIFICALLY AGREE THAT WE ARE NOT A MANUFACTURER, DESIGNER, DISTRIBUTOR, IMPORTER, EXPORTER OR SELLER OF ANY PRODUCT THAT IS THE SUBJECT OF A DEAL OR FOR WHICH YOU REDEEM A GRAB DEAL. WE WILL HAVE NO RESPONSIBILITY FOR, OR LIABILITY WITH RESPECT TO SUCH PRODUCTS OR ANY INFORMATION RELATED TO THEM, INCLUDING WITHOUT LIMITATION THEIR DESIGN, MANUFACTURE, QUALITY, ACCURACY, MARKETING, SALE, TRANSPORTATION OR COMPLIANCE WITH APPLICABLE LAWS, RULES AND REGULATIONS. YOUR SELECTION OF AND USE OF ANY SUCH PRODUCT IS SOLELY AT YOUR OWN RISK. WE ARE NOT RESPONSIBLE FOR ANY WARRANTIES WITH RESPECT TO ANY SUCH PRODUCTS OR FOR ACCEPTING PAYMENT OR RETURNS FOR, OR ISSUING REFUNDS FOR, ANY SUCH PRODUCTS. WE DISCLAIM ALL RESPONSIBILITY AND LIABILITY FOR PRODUCTS TO THE FULLEST EXTENT PERMITTED BY LAW. YOU AGREE THAT YOU WILL COMPLY WITH ALL POLICIES OF THE APPLICABLE ONLINE RETAILER.
8.2 We Are Not a Party to Your Transactions or Interactions
. YOU AGREE THAT WE ARE NOT A PARTY TO ANY TRANSACTION OR INTERACTION BETWEEN YOU AND ANY THIRD PARTY (INCLUDING ANY MERCHANT, ONLINE RETAILER OR USER OF HONEYSAVER), EVEN IF THAT TRANSACTION OR INTERACTION IS FACILITATED, IN WHOLE OR IN PART, BY OR THROUGH US OR HONEYSAVER. YOUR TRANSACTIONS AND INTERACTIONS WITH ANY THIRD PARTY, INCLUDING PAYMENT AND FULFILLMENT OF PRODUCTS, AND ANY OTHER TERMS, CONDITIONS, WARRANTIES OR REPRESENTATIONS ASSOCIATED WITH SUCH TRANSACTIONS OR INTERACTIONS, ARE SOLELY BETWEEN YOU AND SUCH THIRD PARTY AND YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT SUCH TRANSACTIONS AND INTERACTIONS ARE AT YOUR OWN RISK. YOU AGREE THAT WE WILL NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGE OF ANY KIND OR NATURE INCURRED AS THE RESULT OF, OR IN CONNECTION WITH, ANY SUCH TRANSACTION OR INTERACTION. YOU ALSO UNDERSTAND AND AGREE THAT IF THERE IS A DISPUTE BETWEEN YOU AND ANY THIRD PARTY, WE HAVE NO OBLIGATION TO BECOME INVOLVED. WE DISCLAIM ALL RESPONSIBILITY AND LIABILITY FOR THESE TRANSACTIONS AND INTERACTIONS TO THE FULLEST EXTENT PERMITTED BY LAW.
YOU HEREBY RELEASE US, OUR OFFICERS, EMPLOYEES, AGENTS AND SUCCESSORS IN RIGHTS FROM CLAIMS, DEMANDS AND DAMAGES OF EVERY KIND OR NATURE, KNOWN OR UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY RELATED TO YOUR TRANSACTIONS OR INTERACTIONS WITH ANY THIRD PARTY (INCLUDING ANY MERCHANT, ONLINE RETAILER OR USER OF HONEYSAVER), INCLUDING ANY DISPUTES ARISING IN CONNECTION THEREWITH.
THIS SECTION WILL SURVIVE TERMINATION OF THIS TOS FOR ANY REASON.
9. YOUR CONTENT; POSTING AND COMMUNICATIONS
9.1 Your Content
. “Your Content” means any and all materials, data or information that you or any of Your Users delivers or makes available (or causes to be delivered or made available) to us or Honeysaver (i) in connection with our performance hereunder or your use of Honeysaver or (ii) that are utilized in connection with, incorporated into, or made available to others via Honeysaver. “Your Content” includes, without limitation, any content you provide in a posting or communication using Honeysaver. “Your Content” also specifically includes any information or material not owned by us which is accessible via any link created or provided by you or any of Your Users (or by us on your behalf or at your direction) to or from any portion of Honeysaver (including links you include in your postings or communications).
9.2 Posting and Communications
. From time to time, Honeysaver may make available features or functionalities that allow you to make postings, publish Your Content (defined below) and/or communicate or interact with other users of Honeysaver. These features and functionalities are offered as a convenience at our discretion, and we may discontinue them at any time. You agree YOU ALONE ARE THE SOLE AUTHOR OF, AND ARE SOLELY RESPONSIBLE FOR, ALL OF YOUR CONTENT AND YOUR SHOUTS. In no event will we be deemed to be the author, creator, editor, publisher or promoter of Your Content or your Shouts for any purpose. You agree that Your Content and your use of any such features or functionalities must comply with this TOS, including any additional policies that we publish on Honeysaver relating to Your Content or such features or functionalities.
9.3 Prohibited Content
10. OWNERSHIP; YOUR CONTENT
. You agree that we (and our licensors, where applicable) own all right, title and interest, including all related intellectual property rights, in and to Honeysaver, all content on Honeysaver (other than Your Content), all proprietary technology owned or used by us, or made available to you by us, and all modifications, enhancements and improvements to any of the foregoing. We hereby reserve all rights worldwide not specifically granted to you in this TOS, and you agree that you will not, and will cause all of Your Users to not, make any use of any of the foregoing in any manner or for any purpose whatsoever except as expressly permitted by the terms and conditions of this TOS. The “Honeysaver” name and logo, the “Honeysaver” name and logo, “Grab deal”, “Grab deal it” and the other product and service names and logos associated with Honeysaver are trademarks or service marks of ours or of third parties, and no right or license is granted to you to use them for any purpose whatsoever. This Section does not limit any rights or remedies we may have under any applicable laws, rules and regulations.
10.2 License in Your Content
. You grant to us a non-exclusive, perpetual, irrevocable, worldwide, royalty-free, assignable, transferable and sublicenseable (at multiple levels) right and license to use, reproduce, disclose, adapt, translate or transform, publish, distribute (internally and externally), perform and publicly display copies of, and prepare derivative works based upon, Your Content and derivatives thereof, and authorize others to do any of the foregoing, as reasonably necessary to use Your Content in connection with Honeysaver and performance of our obligations hereunder and to provide Honeysaver to you and/or others, regardless of the form, medium, or technology being employed to provide Honeysaver. You hereby represent, warrant and covenant to us that: (i) prior to delivering or making available Your Content to us or using it in connection with Honeysaver, you have obtained or will obtain from all owners or proprietors of any and all of Your Content all rights in, and consents of third parties with respect to, Your Content reasonably necessary for us and our agents and subcontractors to lawfully perform hereunder and to do all acts related thereto described in this TOS (including exercising any licenses granted hereunder); and (ii) you will maintain all rights and consents set forth at subsection (i) for so long as any license granted to us survives. THIS SECTION WILL SURVIVE THE TERMINATION OF THIS TOS FOR ANY REASON.
. YOU WILL DEFEND, INDEMNIFY AND HOLD HARMLESS US AND OUR SUCCESSORS OR ASSIGNS, AFFILIATES, SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND INDEPENDENT CONTRACTORS (EACH INDIVIDUALLY AN “INDEMNITEE” AND COLLECTIVELY “INDEMNITEES”), TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, AGAINST ANY AND ALL CLAIMS, LIABILITY, LOSS, DAMAGE, OR HARM (INCLUDING WITHOUT LIMITATION REASONABLE LEGAL AND ACCOUNTING FEES) SUFFERED BY ANY INDEMNITEE ARISING FROM OR IN CONNECTION WITH ANY OF THE FOLLOWING (EXCEPT TO THE EXTENT CAUSED BY OUR OWN NEGLIGENCE OR WILLFUL MISCONDUCT):
ALL INDEMNITEES ARE EXPRESSLY MADE THIRD PARTY BENEFICIARIES OF THIS SECTION.
THIS SECTION WILL SURVIVE THE TERMINATION OF THIS TOS FOR ANY REASON.
. YOUR USE OF HONEYSAVER IS AT YOUR OWN RISK. HONEYSAVER IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. YOU AGREE THAT, EXCEPT AS SPECIFICALLY STATED IN THIS TOS, WE DO NOT MAKE ANY WARRANTY OR REPRESENTATION OF ANY KIND, EITHER EXPRESS OR IMPLIED WITH RESPECT TO HONEYSAVER, ITS CONTENT OR ANY OTHER SUBJECT MATTER (INCLUDING WITHOUT LIMITATION ANY SERVICES OR INFORMATION OBTAINED THROUGH HONEYSAVER, OR ANY PRODUCTS, DEALS OR GRAB DEALS). WITHOUT LIMITING THE FOREGOING, WE MAKE NO REPRESENTATIONS OR WARRANTIES AS TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF HONEYSAVER, THAT HONEYSAVER OR THE COMPUTING ENVIRONMENT THAT MAKE IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT HONEYSAVER, ITS CONTENT OR ANY OTHER SUBJECT MATTER (INCLUDING WITHOUT LIMITATION ANY SERVICES OR INFORMATION SENT TO, STORED BY OR OBTAINED THROUGH HONEYSAVER, OR ANY PRODUCTS, DEALS OR GRAB DEALS) WILL BE ACCURATE, COMPLETE, UP-TO-DATE, SECURE, ERROR-FREE, UNINTERRUPTED, OR OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. TO THE FULLEST EXTENT PERMITTED BY LAW, WE HEREBY DISCLAIM ALL REPRESENTATIONS AND WARRANTIES OF ANY KIND NOT SPECIFICALLY STATED IN THIS TOS, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE.
THIS SECTION WILL SURVIVE TERMINATION OF THIS TOS FOR ANY REASON.
13. LIMITS ON OUR LIABILITY.
(A) UNLESS SPECIFICALLY AGREED OTHERWISE IN WRITING BETWEEN YOU AND US, HONEYSAVER IS A FREE SERVICE PROVIDED AT NO CHARGE TO YOU. YOU AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WE BE LIABLE TO YOU FOR DAMAGES OF ANY KIND (INCLUDING DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, COVER, SPECIAL, GENERAL, EXEMPLARY OR PUNITIVE) ARISING OUT OF OR IN CONNECTION WITH THIS TOS OR HONEYSAVER FROM ANY CAUSE WHATSOEVER, INCLUDING WITHOUT LIMITATION ANY CAUSE OF ACTION SOUNDING IN CONTRACT, TORT OR STRICT LIABILITY. YOU AGREE THAT HONEYSAVER IS BEING PROVIDED TO YOU BY US AT NO CHARGE TO YOU AND THESE LIMITATIONS ON OUR LIABILITY ARE FAIR IN LIGHT THEREOF.
(B) TO THE EXTENT THAT WE CHARGE YOU, AND YOU PAY US, FOR ANY USE OF HONEYSAVER – OR TO THE EXTENT THAT THE LIMITATIONS IN THE IMMEDIATELY PRECEDING PARAGRAPH (A) ARE NOT FULLY ENFORCEABLE IN ACCORDANCE WITH ITS TERMS UNDER APPLICABLE LAW – THEN YOU AGREE THAT:
(1) ANY OTHER PROVISION OF THIS TOS TO THE CONTRARY NOTWITHSTANDING, OUR MAXIMUM LIABILITY FOR ANY LOSSES OR DAMAGE FOR WHICH WE ARE FOUND LIABLE, WHETHER DIRECT OR INDIRECT, ARISING OUT OF OR IN CONNECTION WITH THIS TOS, ANY AGREEMENT BETWEEN YOU AND US UNDER ANY PRIOR VERSION OR INSTANCE OF THIS TOS, OR HONEYSAVER FROM ANY CAUSE WHATSOEVER, INCLUDING WITHOUT LIMITATION ANY CAUSE OF ACTION SOUNDING IN CONTRACT, TORT OR STRICT LIABILITY, WILL BE LIMITED TO ACTUAL, DIRECT DAMAGES INCURRED BY YOU BUT IN NO EVENT WILL EXCEED, IN THE AGGREGATE FOR ALL LIABILITIES ARISING OUT OF OR IN CONNECTION WITH THIS TOS, ANY AGREEMENT BETWEEN YOU AND US UNDER ANY PRIOR VERSION OR INSTANCE OF THIS TOS, OR HONEYSAVER AT ANY TIME, THE GREATER OF ONE HUNDRED U.S. DOLLARS ($100.00) OR THE TOTAL FEES AND EXPENSES ACTUALLY RECEIVED BY US FROM YOU DURING THE THREE (3) MONTH PERIOD IMMEDIATELY PRECEDING THE DATE ON WHICH THE ACT OR OMISSION GIVING RISE TO THE LIABILITY OCCURRED; AND
(2) WE WILL NOT BE LIABLE TO YOU FOR LOST PROFITS OR OTHER CONSEQUENTIAL DAMAGES, COVER DAMAGES, OR FOR ANY CLAIMS OR ACTIONS AGAINST YOU BY ANY THIRD PARTY, EVEN IF WE WERE ADVISED OF THE POSSIBILITY OF SAME. UNDER NO CIRCUMSTANCES WILL WE BE LIABLE TO YOU FOR SPECIAL DAMAGES, GENERAL DAMAGES, INCIDENTAL DAMAGES, INDIRECT DAMAGES, EXEMPLARY OR PUNITIVE DAMAGES, OR DAMAGES FOR LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, OR LOSS OR IMPROPER DISCLOSURE OF DATA. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL WE BE LIABLE TO YOU FOR ANY LOSS, DAMAGE OR HARM OF ANY TYPE WHERE SUCH LOSS, DAMAGE OR HARM WAS CAUSED BY OR RESULTED FROM, IN WHOLE OR IN PART, ANY ACT OR OMISSION OF ANY THIRD PARTY (INCLUDING WITHOUT LIMITATION ANY WILLFUL MISCONDUCT, ILLEGAL ACT OR NEGLIGENCE OF A THIRD PARTY OR A THIRD PARTY’S FAILURE TO FULFILL ITS OBLIGATIONS AND DUTIES UNDER APPLICABLE LAW OR UNDER ANY CONTRACT WITH YOU OR WITH US.)
(C) ANYTHING IN THIS TOS TO THE CONTRARY NOTWITHSTANDING, YOUR REMEDIES ARE LIMITED TO THOSE EXPRESSLY SET FORTH IN THIS TOS. THE LIMITATIONS AND EXCLUSIONS IN THIS SECTION WILL APPLY TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, AND WILL CONTINUE TO APPLY EVEN IN THE EVENT A WARRANTY OR REMEDY FAILS OF ITS ESSENTIAL PURPOSE. NO ACTION ARISING OUT OF THIS TOS, REGARDLESS OF FORM, MAY BE BROUGHT BY YOU AGAINST US MORE THAN ONE (1) YEAR AFTER COMMISSION OF THE ACT OR OMISSION WHICH GAVE RISE TO THE CAUSE OF ACTION, DISPUTE OR CLAIM.
(D) YOU AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ANY LIMITATION ON OUR LIABILITY IN THIS TOS (INCLUDING ANY PROVISION OF THIS TOS THAT STATES WHAT WE WILL HAVE LIMITED (OR NO) LIABILITY OR RESPONSIBILITY WITH RESPECT TO THE SUBJECT MATTER OF SUCH PROVISION), CONSTITUTES YOUR AGREEMENT TO RELEASE US, OUR OFFICERS, EMPLOYEES, AGENTS AND SUCCESSORS IN RIGHTS FROM CLAIMS, DEMANDS AND DAMAGES OF EVERY KIND OR NATURE, KNOWN OR UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, TO THE EXTENT THAT THEY ALLEGE OR CLAIM ANY LIABILITY THAT HAS BEEN EXCLUDED OR DISCLAIMED OR THAT EXCEEDS THE AGREED-UPON LIMITATION. IN CONNECTION THEREWITH AND IN CONNECTION WITH ANY OTHER RELEASE UNDER THIS TOS, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR."
(E) THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. CERTAIN LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
THIS SECTION WILL SURVIVE TERMINATION OF THIS TOS FOR ANY REASON.
14. TERMINATION; SUSPENSION
. The term of this TOS commences on the date you register with Honeysaver, renews each time you log in to Honeysaver, and continues until terminated by either you or us. You may terminate this TOS upon written notice to us. Termination of this TOS for any reason also terminates all of your rights to use Honeysaver. ANY PROVISIONS OF THIS TOS THAT ARE SPECIFICALLY STATED TO SURVIVE TERMINATION OF THIS TOS FOR ANY REASON WILL SURVIVE, AS WILL ANY PROVISIONS OF THIS TOS THAT SERVE TO LIMIT OUR LIABILITY OR PROTECT OUR RIGHTS IN OUR INTELLECTUAL PROPERTY OR OTHER PROPERTY.
Notwithstanding anything in this TOS to the contrary, we reserve the right to suspend our performance hereunder and/or your and/or any of Your Users’ access to or use of Honeysaver, or to terminate this TOS, IMMEDIATELY AND WITHOUT ANY LIABILITY TO YOU in the event of (i) a breach of this TOS by you (including failure to make any payment when due) or (ii) any act or omission of any of Your Users that (a) would constitute a violation of this TOS if done by you or (b) in our reasonable discretion, poses a risk of disruption or interference with Honeysaver (or the security thereof) or with any other user’s use of Honeysaver.
In addition, and without limiting any other right of termination we may have, we may terminate this TOS by ceasing operation of Honeysaver.
15. DISPUTE RESOLUTION
. PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR RIGHTS AND WILL HAVE A SUBSTANTIAL IMPACT ON HOW CLAIMS YOU AND US HAVE AGAINST EACH OTHER ARE RESOLVED. THIS SECTION AND ALL OF ITS SUBSECTIONS WILL SURVIVE TERMINATION OF THIS TOS FOR ANY REASON.
15.1 GOVERNING LAW
. THIS TOS WILL BE DEEMED TO HAVE BEEN MADE AND ENTERED INTO IN LEHI, UTAH, U.S.A. THIS TOS AND ANY CLAIM, ACTION, SUIT, PROCEEDING OR DISPUTE ARISING OUT OF OR IN CONNECTION WITH, OR RELATING IN ANY WAY TO, THIS TOS OR YOUR USE OF HONEYSAVER WILL IN ALL RESPECTS BE GOVERNED BY, AND INTERPRETED IN ACCORDANCE WITH, THE SUBSTANTIVE LAWS OF THE STATE OF UTAH (EXCLUDING ITS PRINCIPLES REGARDING CONFLICTS OF LAWS) AND APPLICABLE FEDERAL LAWS OF THE UNITED STATES OF AMERICA.
15.2 AGREEMENT TO ARBITRATE
. YOU AND WE AGREE THAT ANY DISPUTE OR CLAIM ARISING OUT OF OR IN CONNECTION WITH, OR RELATING IN ANY WAY TO, THIS TOS OR YOUR USE OF HONEYSAVER WILL BE RESOLVED EXCLUSIVELY BY BINDING ARBITRATION, RATHER THAN IN COURT, EXCEPT THAT YOU MAY ASSERT CLAIMS IN SMALL CLAIMS COURT IF YOUR CLAIMS QUALIFY, AND ONLY SO LONG AS THE MATTER REMAINS IN SUCH COURT AND ADVANCES ONLY ON AN INDIVIDUAL (NON-CLASS, NON-REPRESENTATIVE) BASIS. THE FEDERAL ARBITRATION ACT AND FEDERAL ARBITRATION LAW APPLY TO THIS AGREEMENT TO ARBITRATE, ALONG WITH THE NEW YORK CONVENTION ON THE RECOGNITION AND ENFORCEMENT OF FOREIGN ARBITRAL AWARDS.
TO BEGIN AN ARBITRATION PROCEEDING, THE PARTY SEEKING ARBITRATION MUST FIRST GIVE WRITTEN NOTICE TO THE OTHER REQUESTING ARBITRATION AND DESCRIBING THE CLAIMS OR DISPUTES TO BE ARBITRATED. IF YOU AND WE ARE UNABLE TO RESOLVE THE CLAIMS AND DISPUTES DESCRIBED IN THE NOTICE WITHIN THIRTY (30) DAYS AFTER THE NOTICE IS RECEIVED BY THE OTHER PARTY, YOU OR WE MAY INITIATE ARBITRATION PROCEEDINGS WITH THE ARBITRATION ADMINISTRATOR IDENTIFIED BELOW.
THE ARBITRATION WILL BE ADMINISTERED BY A TEAM THAT HONEYSAVER LLC CHOOSES IN ACCORDANCE WITH ITS RULES. MORE INFORMATION ABOUT HMA AND ITS RULES CAN BE FOUND THE ARBITRATION HEARING AND ALL PROCEEDINGS IN CONNECTION THEREWITH WILL TAKE PLACE IN SALT LAKE CITY, UTAH, U.S.A.; HOWEVER, EITHER YOU OR WE CAN CHOOSE TO HAVE THE ARBITRATION CONDUCTED BY TELEPHONE IF PERMITTED BY HMA’S RULES. THE ARBITRATION WILL BE CONDUCTED BY A SINGLE ARBITRATOR SELECTED BY YOU AND US FROM HMA’S PANEL OF ARBITRATORS, OR, IF YOU AND WE ARE UNABLE TO AGREE ON THE SELECTION, BY AN ARBITRATOR APPOINTED BY HMA. THE AWARD WILL BE RENDERED WITHIN THIRTY (30) DAYS OF THE CONCLUSION OF THE ARBITRATION HEARING. THE DECISION OF THE ARBITRATOR WILL BE FINAL AND BINDING ON BOTH YOU AND US, AND ANY AWARD THEREON MAY BE ENTERED AND ENFORCED IN ANY COURT OF COMPETENT JURISDICTION. THE ARBITRATION WILL BE CONDUCTED IN THE ENGLISH LANGUAGE. EACH OF YOU AND US WILL BEAR OUR OWN FEES AND EXPENSES OF ARBITRATION AND PARTICIPATING IN SUCH ARBITRATION, AND ALL FEES, EXPENSES, AND TRAVEL TIME OF THE ARBITRATOR WILL BE DIVIDED EQUALLY BETWEEN YOU AND US, UNLESS OTHERWISE AGREED IN WRITING BY YOU AND US OR AWARDED BY THE ARBITRATOR.
THIS AGREEMENT TO ARBITRATE WILL NOT BE DEEMED TO PROHIBIT YOU OR US FROM APPLYING TO ANY COURT OF COMPETENT JURISDICTION, FOR INJUNCTIVE OR OTHER EQUITABLE RELIEF ONLY, AS MAY BE NECESSARY TO PROTECT YOUR OR OUR INTELLECTUAL PROPERTY RIGHTS OR RIGHTS IN OUR CONFIDENTIAL INFORMATION, BUT ALL OTHER RELIEF SOUGHT, AND ALL OTHER CLAIMS OR DISPUTES, WILL REMAIN SUBJECT TO THIS AGREEMENT TO ARBITRATE.
15.3 WAIVER OF CLASS ACTION
. YOU AND WE AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL ACTION OR PROCEEDING. UNLESS BOTH YOU AND WE AGREE OTHERWISE, YOU AND WE EACH WAIVE, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, OUR RIGHTS TO BRING CLAIMS AGAINST THE OTHER AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL ACTION. YOU AND WE AGREE THAT THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON'S OR PARTY'S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, CLASS, OR PRIVATE ATTORNEY GENERAL ACTION OR PROCEEDING.
15.4 JUDICIAL FORUM FOR LEGAL DISPUTES; CONSENT TO JURISDICTION
. IN THE EVENT THAT THE AGREEMENT TO ARBITRATE ABOVE IS FOUND NOT TO APPLY TO YOU OR TO A PARTICULAR CLAIM OR DISPUTE AS A RESULT OF A DECISION BY THE ARBITRATOR OR A COURT ORDER, THEN, UNLESS YOU AND WE AGREE OTHERWISE, ANY DISPUTE OR CLAIM ARISING OUT OF OR IN CONNECTION WITH, OR RELATING IN ANY WAY TO, YOUR USE OF HONEYSAVER OR THIS TOS THAT IS NOT SUBJECT TO THE AGREEMENT TO ARBITRATE MUST BE RESOLVED EXCLUSIVELY BY AND IN THE COURTS LOCATED IN FULTON COUNTY, UTAH OR THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF UTAH, SALT LAKE CITY DIVISION. EACH OF YOU AND US HEREBY IRREVOCABLY SUBMITS TO THE PERSONAL JURISDICTION AND EXCLUSIVE VENUE OF COURTS LOCATED IN FULTON COUNTY, UTAH OR THE UNITED STATES DISTRICT COURT FOR THE NORTHERN DISTRICT OF UTAH, SALT LAKE CITY DIVISION, FOR THE PURPOSE OF LITIGATING SUCH CLAIMS OR DISPUTES, AND WAIVES LACK OF PERSONAL JURISDICTION, IMPROPER VENUE OR FORUM NON CONVENIENS AS A DEFENSE. HOWEVER, THE TERMS OF THE SECTION TITLED “WAIVER OF CLASS ACTION” WILL CONTINUE TO APPLY TO SUCH LITIGATION.
. We may deliver any notice required or permitted hereunder (i) via a notice on Honeysaver or (ii) via electronic mail to your contact information on record with us in your account information, which notice WILL be deemed received by you when posted or transmitted by us. Where we permit notices to be given to us via a feature or functionality of Honeysaver (for example, changes to your account or billing information), you may give such notice through Honeysaver and it will be deemed effective upon actual receipt by us, but only to the extent the notice is of a type for which the feature or functionality is intended to convey (for example, using your account page to update your contact information). Otherwise, all notices to us under this TOS (including notices of claims or disputes or to initiate arbitration) must be delivered in writing in hard-copy (paper) to us by (i) personal delivery by hand, (ii) registered mail, (iii) certified mail, return-receipt requested, or (iv) reputable national or international mail courier with proof of delivery. Our current address is:
1881 W Traverse Parkway Ste E #543
Lehi, Utah 84043
Attn: Honeysaver TOS Notices
We may change this notice address by updating this TOS or by listing a new address on Honeysaver. You are responsible for making sure you are sending notices to our most-current address and for confirming that they have been received by us. Notices given to our address will be deemed effective upon the first normal business day (non-weekend/non-holiday) following actual receipt by us at such address. THIS SECTION WILL SURVIVE TERMINATION OF THIS TOS FOR ANY REASON.
17. GENERAL TERMS
. THIS SECTION AND ITS SUBSECTIONS WILL SURVIVE TERMINATION OF THIS TOS FOR ANY REASON.
17.1 Force Majeure
. You agree that we will have NO LIABILITY for any issues caused by causes beyond our control, including acts or omissions of third parties. Without limiting the foregoing, you agree that Honeysaver may be subject to limitations, delays, and other problems inherent in the use of the Internet and electronic communications, and we will not be liable for any delays, delivery failures, or other damage resulting from such limitations, delays, and other problems.
17.2 Waiver; Amendment; Assignment
. No waiver of any right or remedy by us will be valid unless in writing, and waiver of a right or remedy on one occasion by us will not be deemed a waiver of such right or remedy on any other occasion. Except as otherwise provided in this TOS, this TOS may not be amended or modified except by a writing signed by you and us. You may not assign this TOS or any of your rights or obligations without our prior written consent, and any attempt to do so will be void. We may freely assign this TOS or any of our rights or obligations, and you waive notice of such assignment.
. If any provision of this TOS is declared invalid by a court of competent jurisdiction, such provision will be ineffective only to the extent of such invalidity, so that the remainder of that provision and all remaining provisions of this TOS will be valid and enforceable to the fullest extent permitted by applicable law.
17.4 Headings; Language
. Section titles and headings in this TOS are provided for convenience only and do not affect or limit the meaning or interpretation of the TOS. The official language of this TOS is English. In the event this TOS is translated, the English version will control, and translations into languages other than English will not be construed as official or original versions of this TOS. All contract interpretations, notices and dispute resolutions will be in English.
. If Honeysaver contains links to other sites and resources provided by third parties, these links are provided for convenience only. We have no control over the contents of those sites or resources, and will have no responsibility for them or for any loss or damage that may arise from them or your use of them. If you decide to access any of the third party sites or resources linked to Honeysaver, you do so entirely at your own risk and subject to the terms and conditions of use for such sites or resources (including any applicable data privacy or security policies of such sites).
17.6 Entire Agreement
. This TOS sets forth the entire agreement and understanding between you and us pertaining to its subject matter, superseding all prior or contemporaneous discussions, agreements, promises or understandings between you and us pertaining to such subject matter. Any additional or varying terms contained in your preprinted forms, correspondence or other documents transmitted to us, will be of no effect, unless otherwise expressly provided in this TOS, and are hereby rejected in advance.
17.7 Independent Contractors; No Other Beneficiaries
. You agree and acknowledge that the relationship between you and us is that of an independent contractor, and nothing contained in this TOS will be construed as establishing any employer/employee relationship, partnership or joint venture between you and us. Neither of you or us has any authority to bind the other to any legal obligation. There are no intended third-party beneficiaries of this TOS, and nothing in this TOS will be construed to create any rights enforceable by any person or entity other than you and us.