Terms of Service
- Introduction; Your Agreement to these Terms of Service
- Privacy Notice
- Use of Devices and Services
- Modification of these Terms of Service
- User Content
- Prohibited Conduct
- Respecting Copyright
- Third-Party Content
- Idea Submission
- Teech Business Services
- Fees and Taxes
- Invoicing and Payment
- Late Payment
- Currency and Taxes
- Transactional Charges
- Intellectual Property
- Data Protection
- Limitation of Liability
- Non-Solicitation and Non-Circumvention
Introduction; Your Agreement to these Terms of Service
PLEASE READ THESE TERMS OF SERVICE CAREFULLY. THIS IS A BINDING CONTRACT. Welcome to the services operated by (collectively with its affiliates, “Teech” or “We”) consisting of the website available at https://www.teech.tv, and its network of websites, software applications, or any other products or services offered by Teech (the “Teech Services”). Other services offered by Teech may be subject to separate terms.
When using the Teech Services, you will be subject to Teech’s Community Guidelines and additional guidelines or rules that are posted on the Teech Services, made available to you, or disclosed to you in connection with specific services and features. Teech may also offer certain paid services, which are subject to the Teech Terms of Sale as well as any additional terms or conditions that are disclosed to you in connection with such services. All such terms and guidelines (the “Guidelines”) are incorporated into these Terms of Service by reference.
The Terms of Service apply whether you are a user that registers an account with the Teech Services or an unregistered user. You agree that by clicking “Sign Up” or otherwise registering, downloading, accessing, or using the Teech Services, you are entering into a legally binding agreement between you and Teech regarding your use of the Teech Services. You acknowledge that you have read, understood, and agree to be bound by these Terms of Service. If you do not agree to these Terms of Service, do not access or otherwise use any of the Teech Services.
When using Teech or opening an account with Teech on behalf of a company, entity, or organization (collectively, “Subscribing Organization”), you represent and warrant that you: (i) are an authorized representative of that Subscribing Organization with the authority to bind that organization to these Terms of Service and grant the licenses set forth herein; and (ii) agree to these Terms of Service on behalf of such Subscribing Organization.
Your privacy is important to Teech. Please see our Privacy Notice for information relating to how we collect, use, and disclose your personal information, and our Privacy Choices on how you can manage your online privacy when you use the Teech Services.
a. Account and Password
In order to open an account, you will be asked to provide us with certain information such as an account name and password.
You are solely responsible for maintaining the confidentiality of your account, your password and for restricting access to your computer. If you permit others to use your account credentials, you agree to these Terms of Service on behalf of all other persons who use the Services under your account or password, and you are responsible for all activities that occur under your account or password. Please make sure the information you provide to Teech upon registration and at all other times is true, accurate, current, and complete to the best of your knowledge.
Unless expressly permitted in writing by Teech, you may not sell, rent, lease, share, or provide access to your account to anyone else, including without limitation, charging anyone for access to administrative rights on your account. Teech reserves all available legal rights and remedies to prevent unauthorized use of the Teech Services, including, but not limited to, technological barriers, IP mapping, and, in serious cases, directly contacting your Internet Service Provider (ISP) regarding such unauthorized use.
b. Third-Party Accounts
Teech may permit you to register for and log on to the Teech Services via certain third-party services. The third party’s collection, use, and disclosure of your information will be subject to that third-party service’s privacy notice. Further information about how Teech collects, uses, and discloses your personal information when you link your Teech account with your account on any third-party service can be found in our Privacy Notice.
Use of Devices and Services
Access to the Teech Services may require the use of your personal computer or mobile device, as well as communications with or use of space on such devices. You are responsible for any Internet connection or mobile fees and charges that you incur when accessing the Teech Services.
Modification of these Terms of Service
Teech may amend any of the terms of these Terms of Service by posting the amended terms. Your continued use of the Teech Services after the effective date of the revised Terms of Service constitutes your acceptance of the terms.
For residents of the Republic of Korea, Teech will provide reasonable prior notice regarding any material amendments to its Terms of Service. All amendments shall become effective no sooner than 30 calendar days after posting; provided that any amendment regarding newly available features of the Service, features of the Service that are beneficial to the user, or changes made for legal reasons may become effective immediately.
The Teech Services are owned and operated by Teech. Unless otherwise indicated, all content, information, and other materials on the Teech Services (excluding User Content, set out in Section 8 below), including, without limitation, Teech’s trademarks and logos, the visual interfaces, graphics, design, compilation, information, software, computer code (including source code or object code), services, text, pictures, information, data, sound files, other files, and the selection and arrangement thereof (collectively, the “Materials”) are protected by relevant intellectual property and proprietary rights and laws. All Materials are the property of Teech or its subsidiaries or affiliated companies and/or third-party licensors. Unless otherwise expressly stated in writing by Teech, by agreeing to these Terms of Service you are granted a limited, non-sublicensable license (i.e., a personal and limited right) to access and use the Teech Services for your personal use or internal business use only.
Teech reserves all rights not expressly granted in these Terms of Service. This license is subject to these Terms of Service and does not permit you to engage in any of the following: (a) resale or commercial use of the Teech Services or the Materials; (b) distribution, public performance or public display of any Materials; (c) modifying or otherwise making any derivative uses of the Teech Services or the Materials, or any portion of them; (d) use of any data mining, robots, or similar data gathering or extraction methods; (e) downloading (except page caching) of any portion of the Teech Services, the Materials, or any information contained in them, except as expressly permitted on the Teech Services; or (f) any use of the Teech Services or the Materials except for their intended purposes. Any use of the Teech Services or the Materials except as specifically authorized in these Terms of Service, without the prior written permission of Teech, is strictly prohibited and may violate intellectual property rights or other laws. Unless explicitly stated in these Terms of Service, nothing in them shall be interpreted as conferring any license to intellectual property rights, whether by estoppel, implication, or other legal principles. Teech can terminate this license as set out in Section 14.
Teech allows you to distribute streaming live and pre-recorded audio-visual works; to use services, such as chat, bulletin boards, forum postings, wiki contributions, and voice interactive services; and to participate in other activities in which you may create, post, transmit, perform, or store content, messages, text, sound, images, applications, code, or other data or materials on the Teech Services (“User Content”).
a. License to Teech
(i) Unless otherwise agreed to in a written agreement between you and Teech that was signed by an authorized representative of Teech, if you submit, transmit, display, perform, post, or store User Content using the Teech Services, you grant Teech and its sub-licensees, to the furthest extent and for the maximum duration permitted by applicable law (including in perpetuity if permitted under applicable law), an unrestricted, worldwide, irrevocable, fully sub-licenseable, nonexclusive, and royalty-free right to: (a) use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display such User Content (including without limitation for promoting and redistributing part or all of the Teech Services (and derivative works thereof) in any form, format, media, or media channels now known or later developed or discovered; and (b) use the name, identity, likeness, and voice (or other biographical information) that you submit in connection with such User Content. Should such User Content contain the name, identity, likeness, and voice (or other biographical information) of third parties, you represent and warrant that you have obtained the appropriate consents and/or licenses for your use of such features and that Teech and its sub-licensees are allowed to use them to the extent indicated in these Terms of Service.
(ii) With respect to User Content known as “add-ons”, “maps”, “mods”, or other types of projects submitted through CurseForge.com or related sites (the “Submitted Projects”), the rights granted by you hereunder terminate once you remove or delete such Submitted Projects from the Teech Services. You also acknowledge that Teech may retain, but not display, distribute, or perform, server copies of Submitted Projects that have been removed or deleted.
(iii) With respect to streaming live and pre-recorded audio-visual works, the rights granted by you hereunder terminate once you delete such User Content from the Teech Services, or generally by closing your account, except:(a) to the extent you shared it with others as part of the Teech Services and others copied or stored portions of the User Content (e.g., made a Clip); (b) Teech used it for promotional purposes; and (c) for the reasonable time it takes to remove from backup and other systems.
b. User Content Representations and Warranties
You are solely responsible for your User Content and the consequences of posting or publishing it. You represent and warrant that: (1) you are the creator or own or control all right in and to the User Content or otherwise have sufficient rights and authority to grant the rights granted herein; (2) your User Content does not and will not: (a) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right, or (b) defame any other person; (3) your User Content does not contain any viruses, adware, spyware, worms, or other harmful or malicious code; and (4) unless you have received prior written authorization, your User Content specifically does not contain any pre-release or non-public beta software or educational content or any confidential information of Teech or third parties. Teech reserves all rights and remedies against any users who breach these representations and warranties.
c. Content is Uploaded at Your Own Risk
Teech uses reasonable security measures in order to attempt to protect User Content against unauthorized copying and distribution. However, Teech does not guarantee that any unauthorized copying, use, or distribution of User Content by third parties will not take place. To the furthest extent permitted by applicable law, you hereby agree that Teech shall not be liable for any unauthorized copying, use, or distribution of User Content by third parties and release and forever waive any claims you may have against Teech for any such unauthorized copying or usage of the User Content, under any theory. THE SECURITY MEASURES TO PROTECT USER CONTENT USED BY Teech HEREIN ARE PROVIDED AND USED “AS-IS” AND WITH NO WARRANTIES, GUARANTEES, CONDITIONS, ASSURANCES, OR OTHER TERMS THAT SUCH SECURITY MEASURES WILL WITHSTAND ATTEMPTS TO EVADE SECURITY MECHANISMS OR THAT THERE WILL BE NO CRACKS, DISABLEMENTS, OR OTHER CIRCUMVENTION OF SUCH SECURITY MEASURES.
Users may promote, administer, or conduct a promotion (e.g., a contest or sweepstakes) on, through, or utilizing the Teech Services (a “Promotion”). If you choose to promote, administer, or conduct a Promotion, you must adhere to the following rules: (1) You may carry out Promotions to the extent permitted by applicable law and you are solely responsible for ensuring that any Promotions comply with any and all applicable laws, obligations, and restrictions; (2) You will be classified as the promoter of your Promotion in the applicable jurisdiction(s) and you will be solely responsible for all aspects of and expenses related to your Promotion, including without limitation the execution, administration, and operation of the Promotion; drafting and posting any official rules; selecting winners; issuing prizes; and obtaining all necessary third-party permissions and approvals, including without limitation filing any and all necessary registrations and bonds. Teech has the right to remove your Promotion from the Teech Services if Teech reasonably believes that your Promotion does not comply with the Terms of Service or applicable law; (3) Teech is not responsible for and does not endorse or support any such Promotions. You may not indicate that Teech is a sponsor or co-sponsor of the Promotion; and (4) You will display or read out the following disclaimer when promoting, administering, or conducting a Promotion: “This is a promotion by [Your Name]. Teech does not sponsor or endorse this promotion and is not responsible for it.”.
You agree that your User Content will comply with the FTC’s Guidelines Concerning the Use of Testimonials and Endorsements in Advertising, the FTC’s Disclosures Guide, the FTC’s Native Advertising Guidelines, and any other guidelines issued by the FTC from time to time (the “FTC Guidelines”), as well as any other advertising guidelines required under applicable law. For example, if you have been paid or provided with free products in exchange for discussing or promoting a product or service through the Teech Services, or if you are an employee of a company and you decide to discuss or promote that company’s products or services through the Teech Services, you agree to comply with the FTC Guidelines’ requirements for disclosing such relationships. You, and not Teech, are solely responsible for any endorsements or testimonials you make regarding any product or service through the Teech Services.
f. Political Activity
Subject to these Terms of Service and the Community Guidelines, you may share political opinions; participate in political activity; provide links to a political committee’s official website, including the contribution page of a political committee; and solicit viewers to make contributions directly to a political committee. You agree, however, that these activities are entirely your own. Moreover, by engaging in these activities, you represent and warrant that you are eligible to engage in them under applicable law, and that you will abide by all relevant laws and regulations while doing so.
You agree not to solicit the use of or use any Teech monetization tool (e.g. subscriptions) for the purpose of making or delivering a contribution to a candidate, candidate’s committee, political action committee, ballot committee, or any other campaign committee, or otherwise for the purpose of influencing any election. Candidates for political office are not eligible to use any Teech monetization tool on their channels.
YOU AGREE NOT TO violate any law, contract, intellectual property, or other third-party right; not to commit a tort, and that you are solely responsible for your conduct while on the Teech Services.
You agree that you will comply with these Terms of Service and Teech’s Community Guidelines and will not:
i. create, upload, transmit, distribute, or store any content that is inaccurate, unlawful, infringing, defamatory, obscene, pornographic, invasive of privacy or publicity rights, harassing, threatening, abusive, inflammatory, or otherwise objectionable;
ii. impersonate any person or entity; falsely claim an affiliation with any person or entity; access the Teech Services accounts of others without permission; forge another person’s digital signature; misrepresent the source, identity, or content of information transmitted via the Teech Services; or perform any other similar fraudulent activity;
iii. send junk mail or spam to users of the Teech Services, including without limitation unsolicited advertising, promotional materials, or other solicitation material; bulk mailing of commercial advertising, chain mail, informational announcements, charity requests, petitions for signatures, or any of the preceding things related to promotional giveaways (such as raffles and contests); and other similar activities;
iv. harvest or collect email addresses or other contact information of other users from the Teech Services;
v. defame, harass, abuse, threaten, or defraud users of the Teech Services, or collect or attempt to collect, personal information about users or third parties without their consent;
vi. delete, remove, circumvent, disable, damage, or otherwise interfere with (a) security-related features of the Teech Services or User Content, (b) features that prevent or restrict use or copying of any content accessible through the Teech Services, (c) features that enforce limitations on the use of the Teech Services or User Content, or (d) the copyright or other proprietary rights notices on the Teech Services or User Content;
vii. reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code of the Teech Services or any part thereof, except and only to the extent that this activity is expressly permitted by the law of your jurisdiction of residence;
viii. modify, adapt, translate, or create derivative works based upon the Teech Services or any part thereof, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation;
ix. interfere with or damage the operation of the Teech Services or any user’s enjoyment of them, by any means, including uploading or otherwise disseminating viruses, adware, spyware, worms, or other malicious code;
x. relay email from a third party’s mail servers without the permission of that third party;
xi. access any website, server, software application, or other computer resource owned, used, and/or licensed by Teech, including but not limited to the Teech Services, by means of any robot, spider, scraper, crawler, or other automated means for any purpose, or bypass any measures Teech may use to prevent or restrict access to any website, server, software application, or other computer resource owned, used, and/or licensed by Teech, including but not limited to the Teech Services;
xii. manipulate identifiers in order to disguise the origin of any User Content transmitted through the Teech Services;
xiii. interfere with or disrupt the Teech Services or servers or networks connected to the Teech Services, or disobey any requirements, procedures, policies, or regulations of networks connected to the Teech Services; use the Teech Services in any manner that could interfere with, disrupt, negatively affect, or inhibit other users from fully enjoying the Teech Services, or that could damage, disable, overburden, or impair the functioning of the Teech Services in any manner;
xiv. use or attempt to use another user’s account without authorization from that user and Teech;
xv. attempt to circumvent any content filtering techniques we employ, or attempt to access any service or area of the Teech Services that you are not authorized to access;
xvi. attempt to indicate in any manner, without our prior written permission, that you have a relationship with us or that we have endorsed you or any products or services for any purpose; and
xvii. use the Teech Services for any illegal purpose, or in violation of any local, state, national, or international law or regulation, including without limitation laws governing intellectual property and other proprietary rights, data protection, and privacy.
To the extent permitted by applicable law, Teech takes no responsibility and assumes no liability for any User Content or for any loss or damage resulting therefrom, nor is Teech liable for any mistakes, defamation, slander, libel, omissions, falsehoods, obscenity, pornography, or profanity you may encounter when using the Teech Services. Your use of the Teech Services is at your own risk. In addition, these rules do not create any private right of action on the part of any third party or any reasonable expectation that the Teech Services will not contain any content that is prohibited by such rules.
Teech is not liable for any statements or representations included in User Content. Teech does not endorse any User Content, opinion, recommendation, or advice expressed therein, and Teech expressly disclaims any and all liability in connection with User Content. To the fullest extent permitted by applicable law, Teech reserves the right to remove, screen, or edit any User Content posted or stored on the Teech Services at any time and without notice, including where such User Content violates these Terms of Service or applicable law, and you are solely responsible for creating backup copies of and replacing any User Content you post or store on the Teech Services at your sole cost and expense. Any use of the Teech Services in violation of the foregoing violates these Terms of Service and may result in, among other things, termination or suspension of your rights to use the Teech Services.
For Residents of the Republic of Korea, except in the case where Teech reasonably considers that giving notice is legally prohibited (for instance, when providing notice would either (i) violate applicable laws, regulations, or orders from regulatory authorities or (ii) compromise an ongoing investigation conducted by a regulatory authority) or that any notice may cause harm to you, third parties, Teech, and/or its affiliates (for instance, when providing notice harms the security of the Teech Services), Teech will without delay notify you of the reason for taking the relevant step.
Teech respects the intellectual property of others and follows the requirements set forth in the Digital Millennium Copyright Act (“DMCA”) and other applicable laws. If you are the copyright owner or agent thereof and believe that content posted on the Teech Services infringes upon your copyright, please submit a notice following our DMCA Guidelines, which include further information about our policies, what to include in your notice, and where to submit your notice.
Teech, the Teech logos, and any other product or service name, logo, or slogan used by Teech, and the look and feel of the Teech Services, including all page headers, custom graphics, button icons, and scripts, are trademarks or trade dress of Teech, and may not be used in whole or in part in connection with any product or service that is not Teech’s, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits Teech, without our prior written permission. Any use of these trademarks must be in accordance with the Teech Trademark Guidelines.
All other trademarks referenced in the Teech Services are the property of their respective owners. Reference on the Teech Services to any products, services, processes, or other information by trade name, trademark, manufacturer, supplier, or otherwise does not constitute or imply endorsement, sponsorship, or recommendation thereof by us or any other affiliation.
In addition to the User Content, Teech may provide other third-party content on the Teech Services (collectively, the “Third-Party Content”). Teech does not control or endorse any Third-Party Content and makes no representation or warranties of any kind regarding the Third-Party Content, including without limitation regarding its accuracy or completeness. Please be aware that we do not create Third-Party Content, update, or monitor it. Therefore we are not responsible for any Third-Party Content on the Teech Services.
You are responsible for deciding if you want to access or use third-party websites or applications that link from the Teech Services (the “Reference Sites”). Teech does not control or endorse any such Reference Sites or the information, materials, products, or services contained on or accessible through Reference Sites, and makes no representations or warranties of any kind regarding the Reference Sites. In addition, your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Teech Services are solely between you and such advertiser. Access and use of Reference Sites, including the information, materials, products, and services on or available through Reference Sites is solely at your own risk.
By submitting ideas, suggestions, documents, and/or proposals (the “Submissions”) to Teech or its employees, you acknowledge and agree that Teech shall be entitled to use or disclose such Submissions for any purpose in any way without providing compensation or credit to you.
To the fullest extent permitted by applicable law, Teech reserves the right, without notice and in our sole discretion, to terminate your license to use the Teech Services (including to post User Content) and to block or prevent your future access to and use of the Teech Services, including where we reasonably consider that: (a) your use of the Teech Services violates these Terms of Service or applicable law; (b) you fraudulently use or misuse the Teech Services; or (c) we are unable to continue providing the Teech Services to you due to technical or legitimate business reasons. Our right to terminate your license includes the ability to terminate or to suspend your access to any purchased products or services, including any subscriptions, purchases lessons or purhased courses. To the fullest extent permitted by applicable law, your only remedy with respect to any dissatisfaction with: (i) the Teech Services, (ii) any term of these Terms of Service, (iii) any policy or practice of Teech in operating the Teech Services, or (iv) any content or information transmitted through the Teech Services, is to terminate your account and to discontinue use of any and all parts of the Teech Services.
For residents of the Republic of Korea, except in the case where Teech reasonably considers that giving notice is legally prohibited (for instance, when providing notice would either (i) violate applicable laws, regulations, or orders from regulatory authorities or (ii) compromise an ongoing investigation conducted by a regulatory authority) or that any notice may cause harm to you, third parties, Teech, and/or its affiliates (for instance, when providing notice harms the security of the Teech Services), Teech will without delay notify you of the reason for taking the relevant step.
To the fullest extent permitted by applicable law, you agree to indemnify, defend, and hold harmless Teech, its affiliated companies, and each of our respective contractors, employees, officers, directors, agents, third-party suppliers, licensors, and partners (individually and collectively, the “Teech Parties”) from any claims, losses, damages, demands, expenses, costs, and liabilities, including legal fees and expenses, arising out of or related to your access, use, or misuse of the Teech Services, any User Content you post, store, or otherwise transmit in or through the Teech Services, your violation of the rights of any third party, any violation by you of these Terms of Service, or any breach of the representations, warranties, and covenants made by you herein. You agree to promptly notify the Teech Parties of any third-party claim, and Teech reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Teech, and you agree to cooperate with Teech’s defense of these claims. Teech will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.
b. Disclaimers; No Warranties
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW: (A) THE Teech SERVICES AND THE CONTENT AND MATERIALS CONTAINED THEREIN ARE PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, EXCEPT AS EXPRESSLY PROVIDED TO THE CONTRARY IN WRITING BY Teech; (B) THE Teech PARTIES DISCLAIM ALL OTHER WARRANTIES, STATUTORY, EXPRESS, OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT AS TO THE Teech SERVICES, INCLUDING ANY INFORMATION, CONTENT, OR MATERIALS CONTAINED THEREIN; (C) Teech DOES NOT REPRESENT OR WARRANT THAT THE CONTENT OR MATERIALS ON THE Teech SERVICES ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, OR ERROR-FREE; (D) Teech IS NOT RESPONSIBLE FOR TYPOGRAPHICAL ERRORS OR OMISSIONS RELATING TO TEXT OR PHOTOGRAPHY; AND (E) WHILE Teech ATTEMPTS TO MAKE YOUR ACCESS AND USE OF THE Teech SERVICES SAFE, Teech CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE Teech SERVICES OR OUR SERVER(S) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, AND THEREFORE, YOU SHOULD USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES FROM ANY DOWNLOAD. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM Teech OR THROUGH THE Teech SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.
c. Limitation of Liability and Damages
i. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW: (A) IN NO EVENT SHALL Teech OR THE Teech PARTIES BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS, OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF OR INABILITY TO USE THE Teech SERVICES, THE CONTENT OR THE MATERIALS, INCLUDING WITHOUT LIMITATION ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE ON ANY INFORMATION OBTAINED FROM Teech, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION, OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION, OR UNAUTHORIZED ACCESS TO Teech’S RECORDS, PROGRAMS, OR SERVICES; AND (B) IN NO EVENT SHALL THE AGGREGATE LIABILITY OF Teech, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE, OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY, OR OTHER THEORY, ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE Teech SERVICES EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THE Teech SERVICES DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE OF THE CLAIM OR ONE HUNDRED DOLLARS, WHICHEVER IS GREATER. TO THE EXTENT THAT APPLICABLE LAW PROHIBITS LIMITATION OF SUCH LIABILITY, Teech SHALL LIMIT ITS LIABILITY TO THE FULL EXTENT ALLOWED BY APPLICABLE LAW.
ii. Reference Sites
THESE LIMITATIONS OF LIABILITY ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY YOU BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED ON ANY REFERENCE SITES OR OTHERWISE BY THIRD PARTIES OTHER THAN Teech AND RECEIVED THROUGH OR ADVERTISED ON THE Teech SERVICES OR RECEIVED THROUGH ANY REFERENCE SITES.
iii. Basis of the Bargain
YOU ACKNOWLEDGE AND AGREE THAT Teech HAS OFFERED THE Teech SERVICES, USER CONTENT, MATERIALS, AND OTHER CONTENT AND INFORMATION, SET ITS PRICES, AND ENTERED INTO THESE TERMS OF SERVICE IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN, THAT THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND Teech, AND THAT THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND Teech. Teech WOULD NOT BE ABLE TO PROVIDE THE Teech SERVICES TO YOU ON AN ECONOMICALLY REASONABLE BASIS WITHOUT THESE LIMITATIONS.
d. Applicable Law and Venue
(i) To the fullest extent permitted by applicable law, you and Teech agree that if you are a Subscribing Organization or a consumer resident of a jurisdiction other than those in (ii) below, the following governing law and arbitration provision applies:
PLEASE READ THE FOLLOWING CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE DISPUTES WITH Teech AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM Teech.
You and Teech agree to arbitrate any dispute arising from these Terms of Service or your use of the Teech Services, except that you and Teech are not required to arbitrate any dispute in which either party seeks equitable and other relief for the alleged unlawful use of copyrights, trademarks, trade names, logos, trade secrets, or patents. ARBITRATION PREVENTS YOU FROM SUING IN COURT OR FROM HAVING A JURY TRIAL. You and Teech agree that you will notify each other in writing of any dispute within thirty (30) days of when it arises. Notice to Teech shall be sent to: Attn: Legal, #02-01
SINGAPORE (049422). You and Teech further agree: to attempt informal resolution prior to any demand for arbitration; that any arbitration will occur in Singapore; Other than class procedures and remedies discussed below, the arbitrator has the authority to grant any remedy that would otherwise be available in court. Any dispute between the parties will be governed by this Agreement and the laws of the State of Singapore and applicable Singapore law, without giving effect to any conflict of laws principles that may provide for the application of the law of another jurisdiction. Whether the dispute is heard in arbitration or in court, you and Teech will not commence against the other a class action, class arbitration, or other representative action or proceeding.
(ii) If you are a resident in any jurisdiction in which the provision in the section above is found to be unenforceable, then any disputes, claims, or causes of action arising out of or in connection with these Terms of Service will be governed by and construed under the laws of your jurisdiction of residence, and shall be resolved by competent civil courts within your jurisdiction of residence.
YOU AND Teech AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE Teech SERVICES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
Teech Business Services
1. Platform Services.
Teech provides access to the e-learning platform (the “Platform”) available at www.Teech.tv, allowing its language institute customers (“Customers”) and their students (“Authorized Users”) to connect with tutors for online language learning. Platform Services are provided on a pre-paid, subscription basis unless otherwise agreed upon between Teech and a Customer in a signed offer for services (“Offer”). You and your designated Authorized Users may access and use the Platform Services during the Term subject to the terms of the applicable Offer.
The Customer shall be entitled to designate students as Authorized Users up to the number of Authorized Users subscribed as stated in the Offer. Should the Customer designate additional persons as Authorized Users beyond the number subscribed, such designation may be deemed by Teech, to be confirmed by notice to the Customer, as Customer’s subscription to such additional number of Authorized Users. In the event of such subscription, Teech may charge the Customer a corresponding additional Fee equal to the prevailing per-Authorized User rate multiplied by the period from the date of notice hereunder until the end of the then-current Term.
The number of Authorized Users subscribed as stated in the Offer may not be decreased during the subscription period.
Subscriptions are for named Authorized Users only, a list maintained by the customer, and cannot be shared or used by more than one person. The Customer may reassign Authorized User designations at any time during the subscription period, replacing those who no longer require the use of the Platform Services.
Separate credentials (e.g., user IDs and passwords) must be obtained via the Platform for each Authorized User.
Sharing of the Authorized User credentials is not permitted.
Responsibility for the Authorized Users. The Customer shall at all times be responsible for and expressly assumes the risks associated with the use of the Teech Business Services under an Authorized User’s account (including for the payment of Fees related to such use), provided such action was not (a) taken by Teech or by a party acting under Teech’s direction, or (b) an action by a third party Teech should reasonably have prevented.
2. Teacher Network
Teech provides access to the its Teacher Network (the “Teacher Network”) available at network.Teech.tv, allowing its customers to review tutors for online language learning to request to have teach online language classes to their Students, and to add them to their Teech Academy (“Academy”) in order to introduce them to their potential students. Teacher Network services are provided as part of Teech Business Services and according to a signed Offer for services between Teech and the Customer.The Teacher Network service is provided free of charge unless otherwise specificed in the Offer. Teech will provide Customer with an Authorized User in order to use Teacher Network services.
Fees and Taxes
Teech Business Services are provided on a prepaid basis. You acknowledge and agree that you and your Authorized Users’ continued access to the Teech Business Services is contingent upon the timely payment of Fees.
Invoicing and Payment.
The first invoice under this Agreement shall be issued to the Customer upon the signing of the Offer. Thereafter, the Customer shall be invoiced in accordance with the billing frequency and payment terms set forth in the Offer for the amount(s) outlined therein. Notwithstanding the foregoing, invoices shall be issued in the event the Customer wishes to designate new Authorized Users beyond the number subscribed to in the Offer
If the Customer fails to timely pay the Fees, Teech may, without limiting its rights and remedies: (a) suspend the Customer and its Authorized Users’ access to the Teech Business Services until the amounts owed are paid in full; (b) terminate the Agreement, or (c) accelerate the payment of the Fees such that all unpaid Fees shall be immediately payable; and (d) charge the Customer interest on the outstanding amount at the rate of 1.5% per month or the maximum rate permitted by law, whichever is lower. Such suspension of the access to the Teech Business Services shall not release the Customer from its obligation to pay the Fees or extend the subscription period.
Currency and Taxes.
Fees are in US Dollars before taxes. They exclude sales tax, use tax, withholding tax, and VAT, where applicable. Any local taxes shall be collected by the Customer from the Student and there will be no such responsibility to pay such taxes on Teech.
All charges of correspondent banks are at the parties’ own expense.
Except as otherwise expressly stated in the Offer, all Fees paid to Teech are nonrefundable.
Each party shall treat all Confidential Information received from the other party as strictly confidential, use it exclusively for the purpose of fulfilling its undertakings as set out in the Agreement, and shall not disclose any portion of it to any third party without obtaining the prior written permission of the disclosing party. The receiving party shall restrict access to Confidential Information and may only distribute it on a strictly need-to-know basis to affiliates, employees, consultants, subcontractors, or corporate officers who have entered into corresponding confidentiality obligations and need access to the Confidential Information for performing obligations under the Agreement. The party receiving Confidential Information shall not under any circumstances use a lesser degree of care in safeguarding the Confidential Information than it uses for its own confidential information, and upon discovery of any unauthorized disclosure of Confidential Information, it shall immediately notify the disclosing party and use its best efforts to prevent any further disclosure or unauthorized use thereof. In particular both parties shall not disclose pricing information to 3rd parties such as class prices agreed upon in the offer, private or group and other such terms. The foregoing shall not apply to any Confidential Information that: (a) is in the public domain at the time of disclosure or later becomes part of the public domain through no fault of the receiving party; (b) was known to the receiving party prior to disclosure by the disclosing party without obligation of confidentiality or is independently developed by the receiving party (without any use of Confidential Information), in each case as evidenced by the receiving party; (c) is disclosed to the receiving party by a third party who had the right to furnish such Confidential Information; (d) is required to be disclosed by operation of law or court order and is not protected by any claim of privilege, provided the receiving party attempts to notify the disclosing party prior to disclosure and any available governmental or judicial protection is obtained by the receiving party; or (e) is required to be disclosed under a party’s contract with a recognized stock exchange.
Right to access and use the Teech Business Services and Teech Materials.
Teech grants to the Customer a revocable, non-transferable, non-sublicensable, non-exclusive, limited right to access and use the Teech Business Services and Teech Materials during the Term and under the terms and conditions set forth herein.
Ownership of Teech Business Services and Teech Materials. Except for the limited right expressly set forth herein, Teech retains all Intellectual Property Rights and all other proprietary rights related to Teech Business Services and Teech Materials. The Customer agrees that the Teech Business Services and Teech Materials are provided on a non-exclusive basis and that no transfer of ownership of Intellectual Property Rights will occur. The Customer further acknowledges and agrees that portions of the Teech Business Services and Teech Materials, including but not limited to the source code and the specific design and structure of individual modules or programs, constitute or contain trade secrets and other Intellectual Property Rights of Teech.
The Customer, as an employer, hereby confirms that it collects and processes the personal data of its Authorized Users on a legal basis. The Customer is entitled to share its Authorized User's personal data (name and contact details) with Teech as necessary in order to provide the Customer and its Authorized Users with the Teech Business Services.
Teech hereby expressly disclaims all implied warranties, conditions, and other terms, including, without limitation, implied warranties of merchantability, satisfactory quality, non-infringement of third-party rights, or fitness for a particular purpose. Notwithstanding anything to the contrary contained in the Agreement, Teech is not responsible for results obtained from the use of Teech Business Services
Limitation of Liability
Except with respect to liability that cannot be excluded or limited by applicable laws, neither party will have any liability for (i) indirect, incidental, special, punitive, or consequential loss or damages; (ii) lost profits or revenue; (iii) loss from damage to business or goodwill; (iv) loss of data; or (v) loss arising from unexpected results arising from the use of the Teech Business Services, regardless of whether such party has been advised of the possibility of such losses or damages arising. Except with respect to liability arising out of personal injury or death caused by the negligence of a party, its employees, affiliates, or agents, in no event will the aggregate liability of each party arising out of or related to the Agreement exceed the total amount paid by the Customer for the Teech Business Services giving rise to the liability in the 12 months preceding the first incident out of which the liability arose. The foregoing limitation will apply whether an action is in contract or tort and regardless of the theory of liability. Notwithstanding anything contained herein, any liability relating to the Teech Business Services provided free of charge or during a free trial period will be limited to five hundred US Dollars (USD 500.00).
NON-SOLICITATION AND NON-CIRCUMVENTION
The Customer agrees that during the Term of this Agreement and for 3 years after its termination or expiry, the Customer will not solicit, seek or offer any employment or business cooperation to employees or consultants who were during the Term of this Agreement, employed by or providing services to Teech or were involved in any form or capacity in the performance of the Agreement, in particular to any teachers that were employed to provide lessons to the Customer’s Students. The Customer agrees that during the Term of the Agreement and for a period of 3 years after its termination or expiry, the Customer will not provide or accept services, solicit or seek business in any form or capacity, in each case whether directly or indirectly, from any tutor providing tutoring services to the Authorized Users via the Teech Platform, without Teech’s prior written consent.
If we fail to exercise or enforce any right or provision of these Terms of Service, it will not constitute a waiver of such right or provision. Any waiver of any provision of these Terms of Service will be effective only if in writing and signed by the relevant party.
If any provision of these Terms of Service is held to be unlawful, void, or for any reason unenforceable, then that provision will be limited or eliminated from these Terms of Service to the minimum extent necessary and will not affect the validity and enforceability of any remaining provisions.
These Terms of Service, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Teech without restriction. Any assignment attempted to be made in violation of this Terms of Service shall be void.
Upon termination of these Terms of Service, any provision which, by its nature or express terms should survive, will survive such termination or expiration, including, but not limited to, Sections 7, 8, 11, 12, and 15-17.
e. Entire Agreement
The Terms of Service, which incorporate the Terms of Sale and the Community Guidelines, is the entire agreement between you and Teech relating to the subject matter herein and will not be modified except by a writing signed by authorized representatives of both parties, or by a change to these Terms of Service made by Teech as set forth in Section 6 above.
Requests for Information and How to Serve a Subpoena
All requests for information or documents related to potential, anticipated, or current legal proceedings, investigations, or disputes must be made using the appropriate level of legal process.
Please note that Teech does not accept requests for information or documents, or service of process, via e-mail or fax and will not respond to such requests. All requests must include the information you may have that will help us identify the relevant records (particularly, the Teech Service at issue, e.g., www.Teech.tv, and the username at issue, e.g., the Teech username: http://www.teech.tv/username), the specific information requested, and its relationship to your investigation. Please also note that limiting your request to the relevant records (e.g., a limited time period) will facilitate efficient processing of your request.
The Teech Services are offered by , located at: and email: [email protected]. If you are a California resident, you may have this same information emailed to you by sending a letter to the foregoing address with your email address and a request for this information.