UNTAPT TERMS OF SERVICE

Last Modified: 25th January 2016

WELCOME

Welcome to untapt.com. These terms and conditions (these "Terms of Service") are an agreement between untapt Inc. ("untapt"), a Delaware corporation, the owner and operator of untapt.com (the "Site"), the technology platform for hiring technologists into financial institutions (collectively, the "Service"), and you. These Terms of Service apply to your access to and use of untapt.com, whether as a guest or a Member.

PLEASE READ THESE TERMS OF SERVICE CAREFULLY BEFORE YOU START TO USE THE SITE. BY ACCESSING OR USING THIS SITE IN ANY WAY, INCLUDING BROWSING THE SITE, AND/OR LOGGING IN AND USING THE SERVICE AS A MEMBER, YOU ACCEPT AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE AND OUR PRIVACY POLICY, FOUND AT http://www.untapt.com/privacy, AND YOU AGREE THAT YOU ARE OF LEGAL AGE TO FORM A BINDING AGREEMENT WITH UNTAPT. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS OF SERVICE OR OUR PRIVACY POLICY, YOU MAY NOT ACCESS OR USE THIS SITE OR THE SERVICE.

Throughout these Terms of Service, the words "untapt", "us", "our" and "we" refer to our company, untapt Inc., our Site or our Service, depending on the context. The term "you" refers to the individual or legal entity, as applicable, identified as the user when you use the Site in any manner (whether as a Member or not). The term "Member" refers to users of our Service who log-in to the Site using a unique user name and password. The term "Employer" will refer to a company that is interested in reviewing and evaluating Member information and materials and considering certain Members for employment positions through the use of our Service.

Members: As a Member of untapt, you may provide us information such as your name, email address, telephone number, skill set, resume, compensation details, a video of yourself, as well as any other documents, materials or additional information, either upon request or otherwise. We may review the information that you provide to us and may share it with prospective Employers In using this Site or joining as a Member, you agree to (i) provide true, accurate, current, and complete information about yourself, and (ii) maintain and promptly update such information to keep it true, accurate, current and complete (all the information and materials you provide will be referred to as your "User Content"). You agree not to create an account using a false identity or false information, or on behalf of someone other than yourself. You agree that you shall not have more than one account. You agree not to create an account or use the Site or Service if you have been previously banned from the Site or Service.

Employers: Employers seeking access to information about prospective employees who are Members of untapt, must log into http://www.untapt.com/managerand agree to separate terms of service found on that site. The Terms of Service found on this Site do not apply to Employers.

UNTAPT DOES NOT GUARANTEE THAT YOU WILL OBTAIN ANY EMPLOYMENT OR OFFERS FOR EMPLOYMENT THROUGH THE SERVICE. UNTAPT IS NOT AN EMPLOYMENT AGENCY, AND IS NOT RESPONSIBLE OR LIABLE FOR ANY AGREEMENTS BETWEEN PROSPECTIVE EMPLOYERS AND USERS OF OUR SITE AND SERVICE.

You agree to keep all information gained from using our Site confidential. You agree that you will take appropriate physical, technical and administrative measures to protect information you obtain (including information and materials about potential job opportunities) through use of the Site and Service from loss, misuse, unauthorized access, disclosure, alteration or destruction. You also agree that the information you obtain through the Site and the Service is for your own personal use and that you will not share this information with others, including by posting or otherwise.

CHANGES TO THE TERMS OF SERVICE

PLEASE NOTE THAT UNTAPT MAY REVISE AND UPDATE THESE TERMS OF SERVICE FROM TIME TO TIME IN OUR SOLE DISCRETION. When we make changes, we will make a new copy of these Terms of Service available on this Site and will update the "Last Modified" date at the top of these Terms of Service. For major updates, we may also email you or post a message on our home page notifying you of the change. All changes are effectively immediately when we post them on the Site. PLEASE CHECK THIS PAGE OFTEN SO THAT YOU ARE AWARE OF ANY CHANGES, AS THEY ARE BINDING ON YOU. If you do not agree to any changes(s), you may no longer access or use this Site or the Service. Your continued use of the Site and/or Service means that you accept and agree to the changes we’ve made.

While we try to provide accurate information, and we may update or change our Site from time to time without notifying you, that does not mean that the content of the Site is complete or up-to-date. We are under no obligation to update the material on the Site. We may also suspend access to the Site, or close it indefinitely.

YOUR RESPONSIBILITIES

You may use the Site and Service only for lawful purposes and in accordance with these Terms of Service. You are responsible for your use of the Site and Service and for any use of the Site or Service made using your Membership. You agree when using our Site and Service:

  • You will not violate any applicable federal, state, local and international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries) or any requirements, procedures, policies or regulations of networks connected to untapt, and you are responsible for such violations.

  • You will not send, knowingly receive, upload, download, use or re-use any material which does not comply with the Content Standards set out in these Terms of Service. You will not impersonate or attempt to impersonate untapt or an untapt employee, another user, or person or entity (including, without limitation, the use of e-mail addresses associated with any of the foregoing).

  • You will not stalk, harass, bully or harm another individual.

  • You will not engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Site or Service, or which, as determined by us, may harm untapt or users of the Site or Service or expose them to liability.

  • You will not use the Site or Service in any manner that could disable, overburden, damage, or impair the site or interfere with any other party's use of the Site or Service, including their ability to engage in real time activities through the Site and Service.

  • You will not use any robot, spider or other automatic device, process or means to access the Site or Service.

  • You will not use any manual process to monitor or copy any of the material on the Site or for any other unauthorized purpose without our prior written consent.

  • You will not copy, distribute or disclose any part of the Site or the Service in any medium, including without limitation by automated or non-automated "scraping".

  • You will not take any action that we determine, in our sole discretion, imposes, or may impose, an unreasonably disproportionately large load on our infrastructure.

  • You will not use any device, software or routine that interferes with the proper working of the Site or the Service.

  • You will not introduce any viruses, trojan horses, worms, logic bombs or other material which is malicious or technologically harmful or upload invalid data.

  • You will not attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the Site or Service, the server on which the Site is stored and the Service is run, or any server, computer or database connected to the Site or Service.

  • You will not attack the Site or Service via a denial-of-service attack or a distributed denial-of-service attack.

  • You will not otherwise attempt to interfere with the proper working of the Site or Service.

  • You will not collect or harvest any personally identifiable information from the Site or Service.

  • You will not sell, transfer or assign the Service or any part of the Service, or your right to use the Service or Site, to any third party, or offer the Service, or any User Content obtained from the Site or Service, on a time-sharing or other commercial basis.

  • You will not access, copy, or otherwise use the Site or the Service, including our intellectual property and trademarks, except as authorized by these Terms of Service or as otherwise authorized in writing by untapt.

You must treat any user name, password or any other piece of information that you are provided with as part of untapt’s security proedures as confidential, and you must not disclose it to any third party. You agree to immediately notify untapt of any unauthorized use of your user name or password or any other breach of security, and ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

CONTENT STANDARDS: YOUR RESPONSIBLITIES RELATING TO THE USER CONTENT YOU PROVIDE

These Terms of Service apply to any and all User Content you provide to us via the Site and Service. You understand that any and all User Content you provide must comply with all applicable federal, state, local and international laws and regulations. If you provide any User Content that is untrue, inaccurate, not current or incomplete, or otherwise violates any provision of these Terms of Service, untapt has the right to remove such content, or suspend, reject or remove your account and refuse your current or future use of the Site or Service.

Without limiting the foregoing, the User Content you provide will not:

  • Contain any material which is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable.

  • Promote sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation or age.

  • Infringe any patent, trademark, trade secret, copyright or other intellectual property rights of any other person (thus you may not upload any User Content that includes any third party intellectual property unless you have permission from the owner to use it in the specific manner that you have used it).

  • Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Service and our Privacy Policy http://www.untapt.com/privacy

  • Be likely to deceive any person.

  • Promote any illegal activity, or advocate, promote or assist any unlawful act.

  • Cause annoyance, inconvenience or needless anxiety or be likely to upset, embarrass, alarm or annoy any other person.

  • Be used to impersonate any person, or to misrepresent your identity or affiliation with any person or organization.

  • Involve commercial activities and/or sales without our prior written consent, such as contests, sweepstakes and other sales promotions, barter, advertising or pyramid schemes.

  • Give the impression that it emanates from us, if this is not the case.

HOW UNTAPT MAY USE THE USER CONTENT YOU PROVIDE

The User Content you post to the Site will be considered confidential and proprietary to you. You grant untapt and its owners, affiliates, representatives, licensors and assigns a fully-paid, royalty-free, world-wide, universal, transferable, non-cancelable, exclusive right and license, in perpetuity, to (i) use, copy, distribute, disclose, modify, prepare derivative works from, store, and otherwise use and reuse all or any part of the User Content in order to provide the Services, including without limitation, to provide part or all of your User Content to prospective Employers as we see fit. We also have the right to create aggregated and anonymized reports based on such User Content, and to use such reports for marketing purposes and distribution to third parties at our discretion, so long as such reports do not disclose personal data about, or otherwise identify, a user specifically. You represent and warrant that you own or control all rights in and to your User Content, have the right to grant untapt and its affiliates the license you have granted above, and that all of your User Content does and will comply with these Terms of Service. You agree to defend, indemnify and hold harmless untapt and its affiliates and licensors for any breach of these representations and warranties.

You understand and acknowledge that you, not untapt, are fully responsible for any User Content you submit or contribute, including the legality, reliability, accuracy and appropriateness of such User Content. Any content and/or opinions uploaded, expressed, or submitted to the Site, and all articles and responses to questions and other content, other than the content provided by untapt, are solely the opinions and the responsibility of the person or entity submitting them and do not necessarily reflect the opinion of untapt. We are not responsible, or liable to you or any other user or third party, for the content or accuracy of any User Content or any other materials posted by you or any other user of the Site, even if that content violates these Terms of Service or other policies stated anywhere on our Site and untapt takes no action to remove that content or terminate the relevant user’s Membership.

INTELLECTUAL PROPERTY RIGHTS

The entire content of the Site (including all information, software, text, displays, images, video and audio) and its design, selection and arrangement, including untapt created text, escripts, graphics, interactive features and the trademarks, service marks and logos contained in such materials ("Marks") are owned by or licensed to untapt and are protected by United States and international laws regarding copyrights, trademarks, trade secrets and other intellectual property or proprietary rights. You agree to not copy, modify, create derivative works of, publicly display or perform, republish, download or store, or transmit any of the material on our Site unless we have given you express permission to do so, except to: (i) print a reasonable number of pages of the Site for a permitted use; and (ii) make copies of your own User Content. You will agree not to delete or alter any copyright, trademark and other proprietary notices appearing on such materials.

If you print, copy, modify, download or otherwise use any part of the Site in breach of these Terms of Service, your right to use the Site will cease immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title or interest in or to the Site or any content on the Site are transferred to you, and all rights not expressly granted in these Terms of Service are reserved by untapt. Any use of the Site not expressly permitted by these Terms of Service is a breach of these Terms of Service and may violate copyright, trademark and other laws.

MONITORING AND ENFORCEMENT; TERMINATION

Your ability to use and interact with this Site is a privilege, not a right, and we reserve the right to take any action that we deem proper, without notice, to prevent any violation, enforce any provision, or rectify any alleged violations, of these Terms of Service or any applicable law at our sole discretion.We may take any action with respect to any User Content, including its removal, that we deem necessary or appropriate (including if we believe such content violates the Terms of Service or could create liability for untapt). We may suspend or amend the Service we provide on the Site; disable any user identification code or password; suspend, reject or or revoke your Membership, or otherwise end your access to the Site if in our opinion, you have failed to comply with any provision of the Terms of Service, for any lawful purposes, or at our discretion, without notice, though we will strive to provide a timely explanation in most cases. We will not be liable if for any reason all or any part of the Site is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Site, or the entire Site, to users, including Members.

We may also take appropriate legal action, including referral to law enforcement, for illegal or unauthorized use by you of the Site, and have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity of anyone posting any materials on or through the Site. YOU WAIVE AND HOLD HARMLESS UNTAPT FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY US DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER UNTAPT OR LAW ENFORCEMENT AUTHORITIES.

We may disclose your identity to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.

We generally do not review your materials before you post them on the Site, nor can we ensure that we will promptly remove objectionable material after it has been posted. We are not required to or are not under any obligation to review, screen, edit, monitor or remove any User Content posted on our Site, although in order to support you, we do reserve the right to do so at any time and for any reason without notice to you or anyone else Accordingly, we assume no liability for any action or inaction regarding transmissions, communications or content provided by you, any other users or third parties. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section of the Terms of Service. If you wish to terminate your use of Services and your Membership with us, you may do so at any time by sending us an email info@untapt.com or as otherwise indicated on the Site, and we may then immediately delete any of your User Content.? All provision of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

NOTICE OF COPYRIGHT INFRINGEMENT

We take copyright infringement very seriously. The Digital Millennium Copyright Act of 1998 (the "DMCA") provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under U.S. copyright law. If you believe in good faith that any User Content made available in connection with the Service infringes your copyright, you (or your agent) may send untapt a notice requesting that such content be removed, or access to it be blocked. Notices and counter-notices must meet the then-current statutory requirements imposed by the DMCA (see http://www.loc.gov/copyright for details). Notices and counter notices with respect to the Service should be sent to untapt at:

By Mail: Copyright Agent, untapt, 315 West 36th Street, 5th Floor, New York, NY 10018.

By Email: info@untapt.com

It is the policy of untapt to terminate the user accounts of repeat infringers.

PRIVACY; INFORMATION WE COLLECT ABOUT YOU

We collect and use information about you in accordance with our Privacy Policy http://www.untapt.com/privacy. By using the Site, you consent to such collection and use and you represent and warrant that all data provided by you is accurate.

LINKS TO OTHER WEBSITES

To the extent that our Site contains links to other sites and resources provided by third parties, these links are provided for your convenience only. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third party websites linked to this Site, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.

DISCLAIMER OF WARRANTIES

You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Site will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our Site for any reconstruction of any lost data. WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SITE OR ANY SERVICES OBTAINED THROUGH THE SITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY SITE LINKED TO IT.

USE OF THE SITE, ITS CONTENT AND ANY SERVICES OBTAINED THROUGH THE SITE IS AT YOUR OWN RISK. THE SITE ITS CONTENT AND ANY SERVICES OBTAINED THROUGH THE SITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE . YOU AGREE THAT YOU ARE RELEASING US FROM ANY LIABILITY THAT WE MAY OTHERWISE HAVE TO YOU IN RELATION TO OR ARISING FROM THESE TERMS OF SERVICE, OUR SITE OR OUR SERVICE, FOR REASONS INCLUDING, BUT NOT LIMITED TO, FAILURE OF OUR SERVICE, OR NEGLIGENCE OR ANY OTHER TORT.

NEITHER UNTAPT NOR ANY PERSON ASSOCIATED WITH UNTAPT MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE SITE. WITHOUT LIMITING THE FOREGOING, NEITHER UNTAPT NOR ANYONE ASSOCIATED WITH UNTAPT REPRESENTS OR WARRANTS THAT THE SITE, ITS CONTENT OR ANY SERVICES OBTAINED THROUGH THE SITE WILL BE ACCURATE, RELIABLE, COMPLETE, USEFUL, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE SITE OR ANY SERVICES WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

YOU AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SITE AND SERVICE, INCLUDING PROSPECTIVE EMPLOYERS WITH WHOM YOU COMMUNICATE DIRECTLY.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Further, you agree that we are not responsible to you for anything that we may otherwise be responsible for, if it is the result of events beyond our control, including, but not limited to, acts of God, war, insurrection, riots, terrorism, crime, labor shortages (including lawful and unlawful strikes), embargoes, postal disruption, communication disruption, failure or shortage of infrastructure, shortage of materials, or any other event beyond our control.

LIMITATION OF LIABILITY

IN NO EVENT WILL UNTAPT, ITS AFFILIATES OR ITS LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SITE, ANY SITES LINKED TO IT, ANY CONTENT ON THE SITE OR SUCH OTHER SITES OR ANY SERVICES OBTAINED THROUGH THE SITE OR SUCH OTHER SITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, EVEN IF FORESEEABLE. THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

INDEMNIFICATION

You agree to defend, indemnify and hold harmless untapt, its affiliates and licensors and their respective officers, directors, employees, contractors, agents, licensors and suppliers from and against any claims, liabilities, damages, judgements, awards, losses, costs, expenses or fees (including reasonable attorneys' fees) resulting from: your violation of these Terms of Service; your use of and access to the Site and Service, including, without limitation, any access to or use of the Site’s content and services other than as expressly authorized in these Terms of Service; your violation of any third party right, including without limitation any copyright, property or privacy right; any claim that any of your User Content caused damage to a third party; or your use of any information obtained from the Site.

We respect the First Amendment and allow our Members to create User Content which is user-generated. We are not liable for any defamatory content posted on our Site . Although we may choose to edit or delete any clearly defamatory content, we are not required to, and reserve all defenses for such speech made available to us by Section 230 of the Communications Decency Act, applicable statutes, the common law, and the First Amendment to the Constitution of the United States of America. If you are considering attempting to circumvent these defenses by filing suit against us in another country for certain content that another user has posted to our Site, we recommend that you review the Securing the Protection of our Enduring and Established Constitutional Heritage (SPEECH) Act as passed by the United States Congress, which makes foreign libel judgements unenforceable in U.S. courts, unless those judgements comply with the First Amendment to the Constitution of the United States of America.

DISPUTE RESOLUTION; CHOICE OF LAW

Most of your concerns can be resolved quickly and to your satisfaction by contacting us by email at info@ untapt.com. IN THE UNLIKELY EVENT THAT WE ARE UNABLE TO RESOLVE A COMPLAINT YOU MAY HAVE TO YOUR SATISFACTION (OR IF WE HAVE NOT BEEN ABLE TO RESOLVE A DISPUTE WE HAVE WITH YOU AFTER ATTEMPTING TO DO SO INFORMALLY), YOU AND WE EACH AGREE TO RESOLVE THOSE DISPUTES THROUGH BINDING ARBITRATION OR IN SMALL CLAIMS COURT, RATHER THAN PROCEEDING IN A COURT OF GENERAL JURISDICTION. YOU AND WE FURTHER AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Arbitration is more informal than a lawsuit in court and uses a neutral arbitrator instead of a judge or jury. Arbitrators can award the same damages and relief that a court can award. Any arbitration under these Terms of Service will take place on an individual basis; class arbitrations and class actions are not permitted even if the arbitral body permits claims to proceed on a class wide basis.

You further waive any and all rights and benefits otherwise provided by any statutory or non-statutory law of any jurisdiction that would purport to limit the scope of a release or waiver. You waive and relinquish all rights and benefits that you have or may have under Section 1542 of the Civil Code of the State of California or any similar provision of the statutory or non-statutory law of any other jurisdiction to the full extent that you may lawfully waive all such rights and benefits.

This Agreement is governed by the laws of the State of New York. If any part of this Agreement is determined by a court of competent jurisdiction to be invalid or unenforceable, it will not impact any other provision of this Agreement, all of which will remain in full force and effect.

These Terms of Service and any dispute or claim arising out of, or related to, them, their subject matter or their formation (in each case, including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the State of New York without giving effect to any choice or conflict of law provision or rule (whether of the State of New York or any other jurisdiction).

Any legal suit, action or proceeding arising out of, or related to, these Terms of Service or the Site or Service shall be instituted exclusively in the federal courts of the United States or the courts of the State of New York, in each case located in the City and County of New York, although we retain the right to bring any suit, action or proceeding against you for breach of these Terms of Service in your country of residence or any other relevant country. You agree to waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

LIMITATION ON TIME TO FILE CLAIMS

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE SITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

NON-WAIVER; SEVERABILITY

No waiver of any of these Terms of Service by untapt shall be deemed a further or continuing waiver of such term or condition or any other term or condition, and any failure of untapt to assert a right or provision under these Terms of Service shall not constitute a waiver of such right or provision.

If any provision of these Terms of Service is held by a court of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of Service will continue in full force and effect.

ASSIGNMENT

You may not assign your rights and/or obligations under these Terms of Service to any other party without our prior written consent. We may assign our rights and/or obligations under these Terms of Service to any other party at our discretion.

NOTICE

Where untapt requires that you provide an email address, such as when you enroll to be a Member, or update your Membership information, you are responsible for providing untapt with your most current e-mail address. In the event that the last e-mail address provided to untapt is not valid, or for any reason is not capable of delivering to you any notices required or permitted by these Terms of Service, untapt’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to untapt at the following address: 315 West 36th Street, 5th Floor, New York, NY 10018. Such notice shall be deemed given when received by untapt by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail.

ELECTRONIC COMMUNICATIONS

The communications between you and untapt use electronic means, whether you visit the Site or receive the Service or send untapt e-mails, or whether untapt posts notices on the Site or Service or communicates with you via e-mail. You (i) consent to receive communications from untapt in an electronic form; and (ii) agree that all communications that untapt provides to you electronically satisfy any legal requirement that such communication would satisfy if it were to be in writing. The foregoing does not affect your statutory rights.

ENTIRE AGREEMENT

The Terms of Service, including our Privacy Policy, constitute the sole and entire agreement between you and untapt with respect to the Site and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Site.

YOUR COMMENTS AND CONCERNS

This Site is operated by untapt with principal offices located at 315 West 36th, 5th Floor, New York, NY 10018.

All feedback, comments, requests for technical support and other communications relating to the Site should be directed to: info@untapt.com.


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