terms

1. Overview

Please read the following terms and conditions carefully before registering, accessing, browsing, downloading or using the Site (defined below).

The Terms of Use (the “Terms”) is a legal contract between you being, an individual customer, user, or beneficiary of this service of at least 18 years of age, and Inquest Technologies FZE (Inquest Technologies) having its registered office at TechnoHub – 1, DTEC, Dubai Silicon Oasis, Dubai – UAE. All services are rendered by Inquest Technologies through its platform under the brand name ‘TOTL’. Hence all the rights, benefits, liabilities & obligations under the following Terms shall accrue to the benefit of Inquest Technologies. (Together with its subsidiaries and other affiliates, “us”, “We” or “TOTL”). TOTL Merchant partners (“Merchant(s) or The Merchant Network”) are businesses who provide deals/vouchers/coupons for users to purchase/use/buy. If you do not agree to these Rules Of Use, please refrain from using any TOTL product or services.

The term ‘You’ and ‘User’ shall mean any legal person or entity accessing or using TOTL on this TOTL website (https://www.TOTL.ai/) or TOTL mobile application (iOS and Android) (the “TOTL Services”), who is competent to enter into binding contracts.

The terms ‘Company, We’, ‘Us’ and ‘Our’ shall mean the TOTL Services and/or the Company, as the context so requires. The headings of each section in these Terms are only for the purpose of organizing the various provisions under these Terms in an orderly manner, and shall not be used by either Party to interpret the provisions contained herein in any manner. Further, it is specifically agreed to by the User that the headings shall have no legal or contractual value.

These Terms as well as the Privacy Policy solely govern the use of TOTL Services. Any modifications or amendments made thereto by the Company from time to time, at its sole discretion.

Visiting the home page of the Website or Application and/or using any of the TOTL Services provided on the Application shall be deemed to signify the User’s unequivocal acceptance of these Terms and the aforesaid Privacy Policy, and the user expressly agrees to be bound by the same. The User expressly agrees and acknowledges that the Terms and Privacy Policy are contiguous, and that expiry or the termination of either one will lead to the termination of the other.

The User unequivocally agrees that these Terms and the aforementioned Privacy Policy constitute a legally binding agreement between the User and the Company, and that the User shall be subject to the rules, guidelines, policies, terms, and conditions applicable to any service that is provided by TOTL, and that the same shall be deemed to be incorporated into these Terms, and shall be treated as part and parcel of the same. The User acknowledges and agrees that no signature or express act is required to make these Terms and the Privacy Policy binding on the User, and that the User’s act of visiting any part of the Application constitutes the User’s full and final acceptance of these Terms and the aforementioned Privacy Policy.

The Company reserves the sole and exclusive right to amend or modify these Terms and Privacy Policy without any prior permission or intimation to the User, and the User expressly agrees that any such amendments or modifications shall come into effect immediately. The User has a duty to periodically check the terms and stay updated on its requirements. If the User continues to use the services following such a change, the User will be deemed to have consented to any and all amendments / modifications made to the Terms and aforesaid Privacy Policy. In so far as the User complies with these Terms, he/she is granted a personal, non-exclusive, non-transferable, revocable, limited privilege to enter and use the services.

2. About Us

TOTL (mobile app and website) is operated by Inquest Technologies FZE who is Registered and Licenced as a FREEZONE Company under the Rules and Regulations of Dubai Silicon Oasis Authority (DSOA). United Arab of Emirates is our country of domicile” and stipulates that the governing law is the local law. We will not trade with or provide any services to OFAC and sanctioned countries. TOTL provides deals / offers / coupons / vouchers from various retailers across the UAE.

3. Eligibility

The User represents and warrants that:

1. He/she is above 13 years of age to be eligible to use the TOTL Services.
2. If you are above 13 year and below 18 year old, you represent that you have attained the assent of your legal guardian above the age of 18 to use TOTL Services.
3. She/he have not been suspended, deactivated or removed from the TOTL Services before.
4. The Law and regulations are applicable to your registration and use of the Services.

4. Location Data

Some features of the Service enable us to tailor your experience in the Service based on your location. If you decline to provide location information, or if, in our judgment, we cannot verify your location, you will be unable to utilize some features of the Service.

5. Consent to Electronic Communications and SMS

1. By using the Service, you consent to receiving certain electronic communications from us as further described in our Privacy Policy. Please read our Privacy Policy to learn more about our electronic communications practices. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that those communications be in writing.
2. By providing us with your contact information, you agree that we may contact you at the address, email, phone number, or other contact information provided.

6. Termination

The Company reserves the right, in its sole discretion, to unilaterally terminate the User’s access to the services offered on TOTL, or any portion thereof, at any time, without notice or cause. The User shall continue to be bound by these Terms and the Policy.

7. Privacy Policy

Please refer to TOTL’s Privacy Policy for knowledge on how information is gathered, used and disclosed. By agreeing to these Terms or using any TOTL Services, you here by agree our collection, use and disclosure of information collected as per the Privacy Policy. Please go through our Privacy Policy for more details.

8. Registration

To take benefit of our Services, users must register for an account using their mobile or email or can connect through social media API provided on our Services. Registration may require you to provide us with some personal information (Name, Email Id or other contact details and Password), which the user agrees, is accurate and updated at all times. User accepts that the Password she/he chooses to use is solely their responsibility for maintaining confidentiality of their account with our Services and agrees to be accountable for all activities under the user account. Should you find the need to close or delete or inform us due to any security threats on your account, please do write to us immediately at help@totl.ai.

9. Purchase of Vouchers

1. Purchase acceptance and completion of the contract between you and the Company will only be established upon the Company issuing a confirmation of transaction of the Purchase to you within a maximum of 24 hours from when the transaction is done. For the avoidance of doubt, we shall be entitled to refuse or cancel any purchase without giving any reasons for the same to you prior to the issue of the confirmation of transaction. No concluded contract may be modified or cancelled by you except with the agreement in writing of the Company and on terms that you shall indemnify the Company in full against all loss, costs, damages, charges and/or expenses incurred by the Company as a result of the modification or cancellation, as the case may be.
2. Once you have made a Purchase, you are entitled to redeem the Voucher Products from the particular or relevant Merchant. The details of the Merchant and Voucher Products will be stated on the Voucher. Any attempted redemption of a Voucher not consistent with this Agreement may render a Voucher void at our or a Merchant’s discretion. The purchased voucher can be redeemed only through TOTL.
3. As a condition of Purchase, we reserve the right to send you administrative and promotional emails. We may also send you information regarding your account activity and purchases, as well as updates about the Website, the Services, the Voucher as well as any other promotional offers. You are able to opt-out of receiving our promotional e-mails or to unsubscribe such information at any time by clicking the unsubscribe link at the bottom of any of such e-mail correspondence.
4. You hereby acknowledge that the Merchants:
   1. solely responsible for providing you with the Voucher Products; and
   2. solely responsible for redemption of any Voucher you have purchased
5. Restrictions: (i) Reproduction, sale, resale or trade of a Voucher is prohibited. Any attempt to carry out any of these will potentially void the Voucher at our discretion. (ii) Vouchers are redeemable in their entirety or may not be redeemed incrementally depending on the terms set by the Merchant for the vouchers sold.
6. It is at the discretion of the Merchant to determine whether the Voucher can be combined with any other promotions, vouchers, third party certificates or coupons
7. Neither we nor the Merchant are responsible for lost or stolen Voucher or Voucher reference numbers.
8. The Voucher (including, but not limited to, any discounts provided by the Voucher) expires on the date specified on the Voucher. Any subsequent redemption upon the expiry of the Voucher will not be entertained.
9. All Vouchers are promotional vouchers that are offered for Purchase and are subject to these Terms and Conditions and/or any terms and conditions as may be specified by the relevant Merchant.

10. TOTL – Payment Terms

TOTL is a payment service that allows users to conduct cashless transactions at partners’ outlets via the Website or mobile application. The acceptable mode of payments would be from ANY Visa or MasterCard debit and credit cards in AED currency.

These TOTL terms and conditions (“Payment Terms”) must be read and understood before accessing and/or using the Website and its Service. The Payment Terms listed here govern the rights of both the user as well as the Company throughout the transaction process. It also represents a legally binding agreement between the Company (including all its subsidiaries, brands, related and/or associated companies/brands) and you as the user. From time to time, the Payment Terms may be revised. Notification of the update will be posted on all relevant Websites. Any usage of the Website or its Services and/or performance of any transactions after the said updates or revisions, will be deemed that you have read and agree with the updated Payment Terms.

If you are not in acceptance of the revised or amended Payment Terms, you shall immediately discontinue the usage of the Website and all other Services provided by the Company (including all its subsidiaries, brands, related and/or associated companies/brands).

1. TOTL facilitates to assist users in making cashless and non-touch payment at selected Merchants. All action which is performed through the Website or mobile App is directed by the user and is in no way, controlled by the Company (including all its subsidiaries, brands, related and/or associated companies/brands). The Website and Service only function by hosting, maintaining and facilitating transactions between users and Merchants via the Internet. We do not pose any authority and therefore will not be held responsible for any liability from using our service.
2. The Service allows transactions to be made according to the price listed on the Website or TOTL App or on the Merchant’s price list or by entering the agreed amount owed to the Merchant. When a transaction takes place, payment is processed whereby (a) credit card / debit card information is held and (b) price of the transaction is charged to the selected payment method immediately. You will receive payment confirmation on all transactions along with an invoice where applicable made on TOTL services via Email to your registered Email address within 24 hours from time of payment being successfully processed.

When using our Service, it is assumed that the stipulated price on each item on the Website or TOTL App and/or on the Merchant’s price list is mutually agreed upon transacting.

Should payment method fail, we retain the right to request and/or seek payment from you through other avenues. Payment method may be edited by referring to the “Payment” page (mobile application). In the situation whereby payment is unsuccessful due to any reason (expiration, insufficient funds or otherwise), you are responsible to edit your payment method. Failure to do will result in allowing us the authority to continue billing the pre-selected payment method. All responsibility to resolve any/all disputed with your financial institution, credit/debit card issuer or provider of your selected Payment Method, are to be borne by you.

The Company (including all its subsidiaries, brands, related and/or associated companies/brands), in the event of any loss or damages, will not be held liable regardless of the circumstance whether it be contract, tort, negligence, strict liability or other basis arising from the use and/or the access of our Service and/or Website. This includes any third party link to or from the Company’s Website. The services listed and provided on the Website constitute a ‘willing seller and willing buyer’ basis. Thus, the Company is absolved of any form of liability which may occur as a result of any transaction. The exclusion clause is to be taken into full extent as permitted by law.

3. Refunds: All transactions which are conducted are non-refundable in the case of partially used Cash Back or unclaimed purchases. In cases whereby you have been wrongfully billed or paid to the wrong merchant, a “case-to-case” basis approach will be taken in the presence of credible evidence of such. The Company holds full authority and discretion towards the outcome of such circumstances. The Company reserves the right to conduct thorough investigations over a period of time deemed that is deemed necessary by customer service agents of the Company.
   1. In the case of purchase of voucher or products, all refunds shall be processed in the same manner as they are received after careful assessment and review.
   2. Pay at store refund: Incase of wrong payment of bill amount or wrong selection of store. Users must notify TOTL of the error which will be verified on case to case basis in coordination with the store. Post which the refund shall be processed in the same manner as they are received.
   3. 4 The Company does not sell or rent personal information to third parties for marketing purposes without your consent. Personal information shared with us will only be used in accordance with the Privacy Policy unless governed by authority. Protection of your information is of the highest importance to us.
   4. The Company (including all its subsidiaries, brands, related and/or associated companies/brands) reserves the right to terminate and/or suspend your account at any time for whatsoever reason, and is not obligated to disclose the reason behind the termination and/or suspension.In the situation whereby the Payment Terms are violated by the user, the Company reserves the right for immediate termination and/or suspension of your account.
   5. TOTL may notify you from time to time about specific merchants and/or certain transactions where you can use your Payment Account to make payments through the Service. TOTL may also notify you from time to time of certain Reward incentives that you may receive by using your Payment Account to conduct certain transactions through the Service.
   6. In the event You have provided incorrect particulars, e.g., contact number, delivery address etc., or that You were unresponsive, not reachable or unavailable for fulfillment of the services offered to You, You will not be eligible for any refunds.
   7. No refund / or any other resolution will be provided without Restaurant Partner’s/Store(s)’ permission.
   8. Cardholder must retain a copy of transaction records and Merchant policies and rules
   9. User is responsible for maintaining the confidentiality of his account

11. Third Party Services and Websites

TOTL may provide tools through the Service that enable you to export information to third party services, including through use of an API. By using these tools, you agree that we may transfer such User Content and information to the applicable third party service. Such third party services are not under our control, and we are not responsible for the contents of the third party service or the use of your User Content or information by the third party service. The Service, including our websites, may also contain links to third-party websites. The linked sites are not under our control, and we are not responsible for the contents of any linked site. We provide these links as a convenience only, and a link does not imply our endorsement of, sponsorship of, or affiliation with the linked site. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any of these third parties services or websites.

12. User Obligations

The User agrees and acknowledges that she/he is a restricted user of this Application, and that she/he is bound not to cut, copy, distribute, modify, recreate, reverse engineer, distribute, disseminate, post, publish or create derivative works from, transfer, or sell any information or software obtained from our Services. Any such use / limited use of the Services will only be allowed with the prior express written permission of the Company. For the removal of doubt, it is clarified that unlimited or wholesale reproduction, copying of the content for commercial or non-commercial purposes and unwarranted modification of data and information contained on the Services is expressly prohibited.

User agrees not to access (or attempt to access) the TOTL Services and/or the materials or services by any means other than through the interface provided by the TOTL. The use of deep-link, robot, spider or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Application or its content, or in any way reproduce or circumvent the navigational structure or presentation of the Application, materials or any content, or to obtain or attempt to obtain any materials, documents or information through any means not specifically made available through the Application will lead to suspension or termination of the User’s access to TOTL Services. The User acknowledges and agrees that accessing or using the Services provided therein may expose her/him to content that she/he may consider offensive, indecent or otherwise objectionable. The Company disclaims any and all liabilities arising in relation to such offensive content on the Services. The User expressly agrees and acknowledges that the services displayed on the Application or Website are not owned by TOTL, and that the same are the exclusive property of certain third parties who have chosen to market their services through the TOTL Services, and that TOTL is in no way responsible for the content of the same. The User may however report any such offensive or objectionable content, which the Company may then remove from the Services, at its sole discretion.

In places where Application permits the User to post or upload data/information, the User undertakes to ensure that such material is not offensive or objectionable, and is in accordance with applicable laws. The User expressly agrees that any such material that is deemed to be objectionable/offensive may be removed from the Application immediately and without notice, and further that the User’s access to the Application may also be permanently revoked, at the sole discretion of the Company.

Further undertakes not to:

1. Abuse, harass, threaten, defame, disillusion, erode, abrogate, demean or otherwise violate the legal rights of any other person or entity.
2. Impersonate any person or entity.
3. Publish, post, disseminate, any information which is grossly harmful, harassing, blasphemous, defamatory, obscene, pornographic, pedophilic, libelous, invasive of another’s privacy, hateful, or racially, ethnically objectionable, disparaging, relating or encouraging money laundering or gambling, or otherwise unlawful in any manner whatever under any law, rule or regulation currently in force; or unlawfully threatening or unlawfully harassing including but not limited to “indecent representation of women”.
4. Uploading files that contain viruses, corrupted files, or any other similar software or programs that may damage or affect TOTL Services.
5. Disrupt or interfere with the security of, or otherwise cause harm to, the Application, systems resources, accounts, passwords, servers or networks connected to or accessible through the Applications or any affiliated or linked Applications.
6. Collect or store data about other users of the Application.
7. Use for unlawful or any illegal activity or other activity, which infringes the rights of this Application or any other third party (ies).
8. Violate any code of conduct or guideline, which may be applicable for or to any particular service offered on the Application.
9. Violate any applicable laws, rules or regulations currently in force within or outside UAE.
10. Violate any portion of these Terms or the Policy, including but not limited to any applicable additional terms of the Application contained herein or elsewhere, whether made by amendment, modification, or otherwise.
11. Threaten the unity, integrity, defense, security or sovereignty of UAE, friendly relations with foreign states, or public order, or cause incitement to the commission of any cognizable offense, or prevent the investigation of any offense, or insult any other nation.
12. Publish, post, or disseminate information that is false, inaccurate or misleading.
13. Commit any act that causes the Company to lose (in whole or in part) the services of its internet service provider (“ISP”) or in any manner disrupts the services of any other supplier/service provider of the Company/Application.
14. Engage in advertising to, or solicitation of, other users of the Application to avail services not currently displayed on the Application.
15. Sending Unsolicited offers to other TOTL users.
16. Attempting to extract source codes from TOTL Services.
17. Anything inappropriate reckoned by TOTL.
18. Any third party trade secrets, copy write content, privacy right, patent or any other intellectual property.
19. Attempting to upload receipts not valid for the offer period. Unless and otherwise specified by TOTL.
20. Attempting to upload receipts that have already been uploaded by other users earlier.
21. Attempting to upload receipts not holding any offers in TOTL services. Unless and otherwise specified by TOTL.
22. Try to hide any information while submitting the receipt. Eg: Hiding Date, Product name etc.
23. Try to tamper or extract any information from TOTL system or Services causing harm to TOTL Services.
24. Submitting Inauthentic, Fake, False, Forged, counterfeit receipts in attempt to claim the offers.
25. Submitting bills for purchased items to redeem cash back from TOTL and returning the items back to the retailers or e-retailers.

The User may not transmit any chain letters or unsolicited commercial or junk email/messages to other users via the Application. It shall be a violation of these Terms to use any information obtained from the Application in order to harass, abuse, or harm another person, or in order to contact, advertise to, solicit, or sell to another user of the Application without the express prior written consent of the Company.

The User hereby expressly authorizes the TOTL to disclose any and all information relating to the User in the possession of TOTL to law enforcement or other government officials, as the TOTL may in its sole discretion, believe necessary or appropriate in connection with the investigation and/or resolution of possible crimes, especially those involve personal injury and theft / infringement of intellectual property. The User further understands that TOTL might be directed to disclose any information (including the identity of persons providing information or materials on the Application) as necessary to satisfy any judicial order, law, regulation or valid governmental request.

The User expressly agrees and acknowledges that TOTL has no obligation to monitor the materials posted on the Application, but that it has the right to remove or edit any content that in its sole discretion violates, or is alleged to violate, any applicable law or either the spirit or letter of these Terms. Notwithstanding this right, the User remains solely responsible for the content of the materials posted on the Application by him/her. In no event shall TOTL assume or be deemed to have any responsibility or liability for any content posted, or for any claims, damages or losses resulting from use of any such content and/or the appearance of any content on the Services. The User hereby represents and warrants that he/she has all necessary rights in and to all content provided as well as all information contained therein, and that such content does not infringe any proprietary or other rights of any third party (ies), nor does it contain any libelous, tortuous, or otherwise unlawful or offensive material, and the User hereby accepts full responsibility for any consequences that may arise due to the publishing of any such material on the Application.

13. Suspension of User Account

Notwithstanding other legal remedies that may be available to it, the Company may in its sole discretion limit the User’s access and/ or activity by immediately removing the User’s access credentials either temporarily or indefinitely, or suspend / terminate the User’s membership, and/or refuse to provide User with access to the Application, without being required to provide the User with notice or cause:

1. If the User has breached any of these Terms or the Policy for App usage or any special promotion or referral terms.
2. If the User has provided wrong, inaccurate, incomplete or incorrect information;
3. If the User’s actions may cause any damage or loss to the other users or to the TOTL, at the sole discretion of the Company.

Unless expressly agreed to in writing, nothing contained herein shall give the User a right to use any of the TOTL’s trade names, trademarks, service marks, logos, domain names, information, questions, answers, solutions, reports and other distinctive brand features, save according to the provisions of these Terms. All logos, trademarks, brand names, service marks, domain names, including material, designs, and graphics created by and developed by the TOTL and other distinctive brand features of TOTL are the property of the TOTL. Furthermore, with respect to the Services created by the TOTL, TOTL shall be the exclusive owner of all the designs, graphics and the like, related to the Services.

14. Intellectual Property Rights

The User may not use any of the intellectual property displayed on the Services in any manner that is likely to cause confusion among existing or prospective users of the Services, or that in any manner disparages or discredits the Company/Services, to be determined in the sole discretion of the Company.

The User is aware all intellectual property, including but not limited to copyrights, relating to said services resides with the said owners, and that at no point does any such intellectual property stand transferred from the aforementioned creators to the Application/Company, or to the User. The User is aware that the TOTL merely provides a platform through which the aforementioned services are listed for users of the Application, and the neither the Company nor the Application owns any of the intellectual property relating to the services displayed on the Application.

The User is further aware that any reproduction or infringement of the intellectual property of the aforementioned owners by the User will result in legal action being initiated against the User by the respective owners of the intellectual property so reproduced / infringed upon. It is agreed to by the Parties that the contents of this Section shall survive even after the termination or expiry of the Terms and/or Policy.

15. Submission

Any comments, ideas, suggestions, initiation, or any other content contributed by the User to TOTL will be deemed to include a royalty-free, perpetual, irrevocable, nonexclusive right and license for the Company to adopt, publish, reproduce, disseminate, transmit, distribute, copy, use, create derivative works, display worldwide, or act on such content, without additional approval or consideration, in any media, or technology now known or later developed, for the full term of any rights that may exist in such content, and the User hereby waives any claim to the contrary. The User hereby represents and warrants that he/she owns or otherwise controls all of the rights to the content contributed to TOTL, and that use of such content by TOTL does not infringe upon or violate the rights of any third party. In the event of any action initiated against TOTL by any such affected third party, the User hereby expressly agrees to indemnify and hold TOTL harmless, for its use of any such information provided to it by the User. TOTL reserves its right to defend itself in any such legal disputes that may arise, and recover the costs incurred in such proceedings from the User.

16. Disclaimer of Warranties and Liabilities

1. Except as otherwise expressly stated on the Services, all products/services offered on TOTL are offered on an “as is” basis without any warranty whatsoever, either express or implied.
2. The User agrees and undertakes that he/she is accessing the Services and transacting at his/her sole risk and are that he/she is using his/her best and prudent judgment before using any Services listed, or accessing/using any information displayed thereon.
3. TOTL and its Services accepts no liability for any errors or omissions, whether on behalf of itself or third parties, or for any damage caused to the User, the User’s belongings, or any third party, resulting from the use or misuse of any service availed of by the User from the Services.
4. TOTL Services does not guarantee that the functions and services contained in the TOTL Application/Website will be uninterrupted or error-free, or that the Services or its server will be free of viruses or other harmful components, and the User hereby expressly accepts any and all associated risks involved with the User’s use of the Services.
5. It is further agreed to by the Parties that the contents of this Section shall survive even after the termination or expiry of the Terms and/or Policy.

17. Dispute Resolution and Jurisdiction

It is expressly agreed to by the Parties hereto that the formation, interpretation and performance of these Terms and any disputes arising here from will be resolved through a two-step Alternate Dispute Resolution (“ADR”) mechanism. It is further agreed to by the Parties that the contents of this Section shall survive even after the termination or expiry of the Terms and/or Policy.

Mediation: In case of any dispute between the parties, the Parties will attempt to resolve the same amicably amongst themselves, to the mutual satisfaction of both Parties. In the event that the Parties are unable to reach such an amicable solution within thirty (30) days of one Party communicating the existence of a dispute to the other Party, the dispute will be resolved by arbitration, as detailed herein below;

Arbitration: In the event that the Parties are unable to amicably resolve a dispute by mediation, said a sole arbitrator to be appointed by TOTL will refer dispute to arbitration, and the award passed by such sole arbitrator will be valid and binding on both Parties. The Parties shall bear their own costs for the proceedings, although the sole arbitrator may, in her/his sole discretion, direct either Party to bear the entire cost of the proceedings. The arbitration shall be conducted in English, and the seat of Arbitration shall be in the City of Dubai.

The Parties expressly agree that the Terms, Policy and any other agreements entered into between the Parties are governed by the laws, rules and regulations of the United Arab Emirates, and that the Courts Dubai shall have exclusive jurisdiction over any disputes arising between the Parties.

18. Notice

Any and all communication relating to any dispute or grievance experienced by the User may be communicated to TOTL by the User reducing the same to writing, and sending the same to the registered office of TOTL.

19. Miscellaneous Provisions

1. Entire Agreement: These Terms, read with the Policy form the complete and final contract between the User and TOTL with respect to the subject matter hereof and supersedes all other communications, representations and agreements (whether oral, written or otherwise) relating thereto;
2. Waiver: The failure of either Party at any time to require performance of any provision of these Terms shall in no manner affect such Party’s right at a later time to enforce the same. No waiver by either Party of any breach of these Terms, whether by conduct or otherwise, in any one or more instances, shall be deemed to be or construed as a further or continuing waiver of any such breach, or a waiver of any other breach of these Terms.
3. Severability: If any provision/clause of these Terms is held to be invalid, illegal or unenforceable by any court or authority of competent jurisdiction, the validity, legality and enforceability of the remaining provisions/clauses of these Terms shall in no way be affected or impaired thereby, and each such provision/clause of these Terms shall be valid and enforceable to the fullest extent permitted by law. In such case, these Terms shall be reformed to the minimum extent necessary to correct any invalidity, illegality or unenforceability, while preserving to the maximum extent the original rights, intentions and commercial expectations of the Parties hereto, as expressed herein.