DEFINITIONS
“Agreement” means the terms and conditions of service governing the use of the TYFYR referral program
“Confidential Information” means any information that is identified as confidential or that should reasonably be considered confidential under the circumstances.
“Service” means the TYFYR referral program and any related services provided by TYFYR. “TYFYR” means TYFYR LLC, a limited liability company registered in the state of Delaware. “User” means any company or organization that participates in the TYFYR referral program and agrees to be bound by this Agreement.
“Reward” means any benefit, incentive, or compensation offered by the User to their customers or clients for referring new customers to their business or organization.
“Content” means any information, data, text, graphics, images, audio, video, or other material sent by the User through the Service.
“Intellectual Property” means any patents, trademarks, service marks, copyrights, trade secrets, or other proprietary rights, whether registered or unregistered, owned or licensed by TYFYR or the User.
TERMS AND CONDITIONS OF SERVICE
Introduction These terms and conditions (“Agreement”) govern the use of the TYFYR referral program (“Service”) by companies and organizations (“Users”) that participate in the program. By using the Service, Users agree to be bound by this Agreement.
Description of Service TYFYR is a referral program that allows Users to offer rewards or incentives to their customers, clients, donors, or members of their organization for referring new customers to their business or organization. Users can upload their database of customers and clients to our database, and TYFYR will facilitate the sending of the messages from Users of the platform to their customers and clients. TYFYR is not responsible for the accuracy, quality, legality, or compliance of any content published by Users on the TYFYR platform.
Eligibility:
Users must be at least 18 years old to use the Service and have a valid business or organizational account. Users agree to comply with all applicable laws and regulations.
Use of the Service:
Users agree to use the Service in accordance with this Agreement and all applicable laws and regulations. Users are solely responsible for the content they send to their customers and clients through the Service and must ensure that they have obtained their customers’ and clients’ consent to receive such messages. Users must also ensure that the content of their messages does not infringe any copyright or break any laws. Users agree to hold TYFYR harmless and indemnify TYFYR against any claims or losses arising from their use of the Service, including any claims related to the User’s content or their compliance with any applicable laws or regulations. TYFYR will not be held responsible for any infringement of intellectual property rights or breach of confidentiality by the User.
Rewards:
Users can offer rewards or incentives to their customers, clients, donors, or members of their organization for referring new customers to their business or organization. The specific rewards or incentives will be determined by the User and disclosed to their customers or clients before they refer a new customer. TYFYR is not responsible for any rewards or incentives offered by the User.
Limitation of Liability:
TYFYR is not responsible for any loss or damage suffered by Users in connection with the Service. In no event shall TYFYR be liable for any indirect, incidental, consequential, special or punitive damages arising out of or in connection with this Agreement, even if TYFYR has been advised of the possibility of such damages. TYFYR does not guarantee uninterrupted access to the Service and is not liable for any damages or losses incurred as a result of any Service interruption or unavailability. Users acknowledge that the Service is provided on an “as is” and “as available” basis without any warranties or representations of any kind.
Severability:
If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be deemed to be modified or severed to the minimum extent necessary to make it valid and enforceable, and the remaining provisions of this Agreement shall continue in full force and effect. If a court or arbitrator determines that the modification or severance of a provision would fundamentally alter the intended purpose of this Agreement, the court or arbitrator may reform the provision to give effect to the parties’ intentions as closely as possible while remaining valid and enforceable. This provision shall survive any termination or expiration of this Agreement.
Waiver:
No waiver by TYFYR of any breach or default of this Agreement by the User shall be deemed to be a waiver of any preceding or subsequent breach or default. The failure of TYFYR to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to in writing by TYFYR. Any waiver of any provision of this Agreement will be effective only if it is in writing and signed by an authorized representative of TYFYR.
Headings:
The headings and section titles in this Agreement are for convenience only and shall not affect the interpretation of this Agreement. The use of headings and section titles is not intended to limit the applicability or scope of the provisions they refer to.
Assignment:
Users may not assign or transfer their rights or obligations under this Agreement without the prior written consent of TYFYR. Any attempt to do so without TYFYR’s consent shall be null and void. TYFYR may assign or transfer its rights or obligations under this Agreement to any third party without the prior written consent of the User, provided that the assignee agrees in writing to be bound by the terms and conditions of this Agreement.
Confidentiality:
TYFYR and Users may exchange confidential information in connection with the Service. “Confidential Information” means any information that is identified as confidential or that should reasonably be considered confidential under the circumstances. Users agree to keep any confidential Information received through the Service confidential and not to disclose it to any third parties without TYFYR’s prior written consent. Users must use confidential Information only for the purposes of using the Service and not for any other purpose. This section does not apply to information that: (i) is or becomes generally available to the public through no fault of the User; (ii) is already known to the User at the time of disclosure; (iii) is independently developed by the User without reference to the Confidential Information; or (iv) is rightfully obtained by the User from a third party without any obligation of confidentiality. Users agree to hold TYFYR harmless and indemnify TYFYR against any claims or losses arising from any breach of this confidentiality provision by the User.
Indemnification:
Users agree to indemnify, defend, and hold harmless TYFYR, its affiliates, officers, directors, employees, and agents from and against any and all claims, damages, liabilities, costs, and expenses, including reasonable attorneys’ fees and court costs, arising from or related to: (a) their use of the Service; (b) any content they send through the Service, including any claims that such content infringes or violates any intellectual property rights or privacy rights of any third party; (c) any breach of this Agreement by the User; (d) any claim by a third party that arises from or relates to the User’s use of the Service; or (e) any unauthorized access, hacking, or other security breaches that affect the Service or their use of the Service. TYFYR reserves the right to assume the exclusive defense and control of any matter subject to indemnification by the User, in which event the User will cooperate in asserting any available defenses. The User shall indemnify TYFYR for any damages, losses, and expenses (including reasonable attorney’s fees) incurred as a result of any claim or action brought against TYFYR arising out of or related to the User’s breach of this Agreement or any applicable laws or regulations.
Force Majeure:
TYFYR shall not be liable for any failure or delay in performance under this Agreement due to any cause beyond its control, including, without limitation, fire, flood, earthquake, explosion, pandemic, act of war, terrorism, governmental action, or any other similar event beyond the reasonable control of TYFYR. In the event of a force majeure event, TYFYR shall take reasonable steps to mitigate the impact of such an event and shall resume performance under this Agreement as soon as practicable after the event has ended.
Intellectual Property:
TYFYR respects the intellectual property rights of others and expects Users to do the same. Users must not use any trademarks or copyrighted material that they do not own in the content they send through the Service. If a User believes that their intellectual property rights have been infringed upon, they may submit a notice to TYFYR in accordance with our DMCA policy. TYFYR reserves the right to remove any content that violates this Agreement or any applicable laws or regulations, without prior notice to the User. Users agree to hold TYFYR harmless and indemnify TYFYR against any claims or losses arising from any infringement of intellectual property rights by the User or any content sent through the Service by the User.
Entire Agreement:
This Agreement contains the entire understanding between the parties and supersedes all prior and contemporaneous understandings and agreements, whether oral or written, relating to the subject matter of this Agreement. No amendment, modification, or supplement to this Agreement shall be binding unless in writing and signed by both parties.
Modification of the Agreement:
TYFYR reserves the right to modify this Agreement at any time by posting a revised version on the TYFYR website. Users are responsible for reviewing the Agreement periodically to ensure they are aware of any changes. Any continued use of the Service after such modifications shall constitute acceptance of the modified Agreement.
Governing Law and Jurisdiction:
This Agreement shall be governed by and construed in accordance with the laws of the state of Delaware, without regard to its conflict of law provisions. Any dispute arising out of or relating to this Agreement or the Service shall be resolved through binding arbitration administered by the American Arbitration Association in the state of Delaware. The arbitration shall be conducted in the English language, and the arbitrator’s decision shall be final and binding. The parties agree to waive any right to a jury trial or to participate in a class action. The prevailing party in any such arbitration shall be entitled to recover its reasonable attorney’s fees and costs from the non-prevailing party. In the event that arbitration is not permitted under applicable law, the parties agree that any such dispute shall be resolved exclusively in the state or federal courts located in Delaware, and the parties submit to the personal jurisdiction of such courts. Any judgment or award rendered by the arbitrator or court may be entered in any court having jurisdiction thereof.