PLEASE READ CAREFULLY BEFORE USING TheTalkList SERVICES AND WEBSITE
It is important that you read the entirety of and understand this document. There are, however, a few key points that we need to emphasize:
NO QUESTIONS ASKED REFUND POLICY: If you are not happy with TheTalkList services, then we will make every effort to fix the problem including refunding your money. There are some instances where fees may be imposed but generally, we will fix the problem to your satisfaction.
CHECK RESTRICTIONS ON USE: In some countries there may be restrictions on the use of Video Software. It is your responsibility to ensure that you are legally allowed to use the Software where you are located.
TheTalkList CREDIT expires AFTER 180 DAYS OF INACTIVITY: If you purchase TheTalkList Credit, please be aware that they expire after 180 days of inactivity. Please see also paragraph 9b.
1) YOUR AGREEMENT WITH TheTalkList
a) TheTalkList’s internet and communication software applications, other “TTL” branded software applications and associated documentation (whether in printed or electronic form) including any improvements, modifications, enhancements, fixes, updates, upgrades and future versions thereto (“Updates”) and whether made available for free or for a fee, (collectively the “Software”) are licensed (not sold) to you by TheTalkList.
b) The features and services that are made available through the website for free (excluding Vee Session Tutoring and downloadable practice videos) (“Website features”) are provided to you by TheTalklist.com.
c) Vee session tutoring and downloadable videos that you pay for (“Paid For Products”) are provided to you by TheTalkList.
d) “TheTalkList Website” means www.thetalklist.com and any other websites authorized by TheTalkList which link to these Terms.
e) “TheTalkList’’ means TheTalkList, Inc., 10393 San Diego Mission Road Suite 212, San Diego, CA 92115; “Products” means collectively the Website Features and Paid For Products; “you” or “your” means you, the registered holder of the User Account (as described in paragraph 6.1) and licensee under these Terms. “TTL” means TheTalkList.
f) Your agreement with TheTalkList is made up of the terms and conditions set out in this document, together with any fair usage policies described in this document and Additional Terms referred to in paragraph 14 (collectively the “Terms”). To the extent of any inconsistency between the fair usage policies or any Additional Terms and this document, this document shall take precedence.
g) Term. This Agreement will remain in full force and effect while you use the Website and/or are a Talkist. You may terminate your membership and/or account at any time, for any reason, by following the instructions on the Remove option in “Account Statement” on your profile page, or you may either close or remove your user account via email at email@example.com. If you close your account, your account will remain inactive in our database and maintain your account information. If you remove your account, then all personal account information will be deleted from TheTalkList.com database. TheTalkList.com may terminate your membership and/or account by sending notice to you at the email address you provide in your application for membership. If TheTalkList.com terminates your membership in the Service because you have breached this Agreement as outlined in sections 4b, 5e-5h(iv) inclusive, 6c, or 11b, you will not be entitled to any refund of unused account credits. All decisions regarding the termination of accounts shall be made in the sole discretion of TheTalkList.com. TheTalkList.com is not required to provide you notice prior to terminating your membership and/or account. TheTalkList.com is not required, and may be prohibited, from disclosing a reason for the termination of your account. After your membership or account is terminated, all terms that by their nature may survive termination of this Agreement shall be deemed to survive such termination.
2) ACCEPTANCE OF THE TERMS
a) In order to use the Software, Services and TheTalkList Website you must first accept these Terms. These Terms are accepted by you (a) when you click to accept or agree to the Terms; or (b) when you use TheTalkList Website. We advise you to print a copy of these Terms for your records. These Terms remain effective from the date of acceptance until terminated by you or TheTalkList in accordance with paragraph 11.
b) You cannot accept these Terms if: (a) you are not lawfully entitled to use the Software, Services or TheTalkList Website in the country in which you are located or reside or (b) if you are not of legal age to form a binding agreement with TheTalkList.
c) Eligibility. You must be at least thirteen (13) years of age to register as a Talkist of TheTalkList.com or use the Website. Membership in the Service is void where prohibited. By using the Website, you represent and warrant that you have the right, authority and capacity to enter into this Agreement and to abide by all of the terms and conditions of this Agreement. If you become a Talkist, you represent and warrant that you have never been convicted of a felony and that you are not required to register as a sex offender with any government entity.
d) Becoming a Talkist and Opening an Account. You may become a Talkist at no cost. As a Talkist, you will have the ability to participate in some, but not all, of the features and services available at TheTalkList. In order to access additional features and services, including the ability to post tutorial videos for a fee, you must open an account on the website. Please to the website for a description of the current account plans and their prices. Please note that the account policies that are disclosed to you while opening an account are deemed part of this Agreement. For purposes of this Agreement the term “Talkist” includes students and tutors, unless where its usage indicates otherwise. From time to time, TheTalkList.com may remove the profiles of long-term inactive accounts (greater than 1 year).
3) CHANGES TO THE TERMS
a) TheTalkList may make changes to these Terms from time to time. TheTalkList will publish the changes at www.TheTalkList.com/articles/term. Changes to the fair usage policies and/or Additional Terms will be posted on the applicable TheTalkList Website. The changes will be effective when published. Please review the Terms on a regular basis. You understand and agree that your express acceptance of the Terms or your use of the Software or TheTalkList Website after the date of publication shall constitute your agreement to the updated Terms. If you do not agree with the amended Terms, you may terminate your relationship with TheTalkList in accordance with paragraph 11 below.
a) License. Subject to your compliance with these Terms, you are granted a limited, non-exclusive, non-sublicensable, non-assignable, free of charge license to download and install the Software on a personal computer, mobile phone or other device; and personally use the Software through your individual TheTalkList user account (as applicable) (“User Account”). For the avoidance of doubt, (a) IT administrators working on behalf of a company may download and install the TheTalkList Software onto personal computers or other devices used by personnel of such company; and (b) you are permitted to use the Software at a university or other educational institution, or at work. TheTalkList reserves all rights not expressly granted to you under these Terms.
b) Restrictions. You may not and you agree not to:
i) sub-license, sell, assign, rent, lease, export, import, distribute or transfer or otherwise grant rights to any third party in the Software;
ii) undertake, cause, permit or authorize the modification, creation of derivative works or improvements, translation, reverse engineering, decompiling, disassembling, decryption, emulation, hacking, discovery or attempted discovery of the source code or protocols of the Software or any part or features thereof (except to the extent permitted by law);
iii) remove, obscure or alter any copyright notices or other proprietary notices included in the Software;
iv) use the Software or cause the Software (or any part of it) to be used within or to provide commercial products or services to third parties. The foregoing shall not preclude you using the Software for your own business communications, subject to paragraph 4.1 above;
v) other than for the purposes of download and installation, use the Software except through your User Account.
c) Third-Party Technology. If you are using Software pre-loaded on, embedded in, combined, distributed or used with or downloaded onto third party products, hardware, software applications, programs or devices (“Third-Party Technology”), you agree and acknowledge that: (a) you may be required to enter into a separate license agreement with the relevant third party owner or licensor for the use of such Third-Party Technology; (b) some Products and/or functionality may not be accessible through the Third-Party Technology and (c) TheTalkList cannot guarantee that the Software shall always be available on or in connection with such Third-Party Technology.
d) Third Party Notices. The Software may include third party code that TheTalkList, not the third party, licenses to you under this agreement. Notices, if any, for the third party code are included for your information only. Third party scripts, linked to, called or referenced from the Software, are licensed to you by the third parties that own such code, not by TheTalkList.
5) USE OF THE SOFTWARE, SERVICES AND THETALKLIST WEBSITE
a) Equipment: In order to use the Software, Services and the Website you will need an Internet broadband connection. You are responsible for providing all equipment required to access the Internet or enable communications such as headsets, microphones and webcams.
b) Use of Your Equipment: The Internet Communications Software may use the processing capabilities, memory and bandwidth of the computer (or other applicable device) you are using, for the limited purpose of facilitating the communication and establishing the connection between Internet Communications Software users. If your use of the Internet Communications Software is dependent upon the use of a processor and bandwidth owned or controlled by a third party, you acknowledge and agree that your license to use the Internet Communications Software is subject to you obtaining consent from the relevant third party for such use. You represent and warrant that by accepting these Terms, you have obtained such consent.
c) Updates to the Software: TheTalkList may automatically check your version of the TheTalkList Software. You may be required to enter into an updated version of these Terms to be able to download or otherwise take advantage of any Updates. TheTalkList has no obligation to make available any Updates. However, TheTalkList may (a) require you to download and install Updates; or (b) download and install Updates from TheTalkList automatically from time to time unless you have chosen (through your TheTalkList client settings) not to receive automatic Updates. These updates are required to maintain software compatibility, provide security updates or bug fixes, or offer new features, functionality or versions. You agree to receive such updates from TheTalkList in order to continue using the TheTalkList Software and you agree to accept such Updates subject to these Terms.
d) Suspension, technical improvement and maintenance: From time to time, TheTalkList may need to perform maintenance on or upgrade the Software or TheTalkList Website or the underlying infrastructure that enables you to use the Software or TheTalkList Website. This may require TheTalkList to temporarily suspend or limit your use of some or all of the Software, Services or TheTalkList websites until such time as this maintenance and/or upgrade can be completed. To the extent possible and unless an intervention is urgently required, TheTalkList will publish the time and date of such suspension or limitation on the TheTalkList Website in advance. You will not be entitled to claim damages for such suspension or limitation of the use of any Software, Product or TheTalkList Website.
e) Content of Communications: TheTalkList is not the source of, does not verify or endorse and takes no responsibility for the content of communications made using the Software. By using the Software, you agree that any content that you submit may be transmitted to the recipient of your communication. The content of communications is entirely the responsibility of the person from whom such content originated. You therefore may be exposed to content that is offensive, unlawful, harmful to minors, obscene, indecent or otherwise objectionable. It is the policy of TheTalkList that at any time any person finds the conversation inappropriate, they may end the call and contact us for a full refund of the session at firstname.lastname@example.org. The email should note the time, date, name of tutor in session, and reason for the refund request. Repeated episodes of inappropriate behavior or conversation topics are subject to the User or Tutor Account being cancelled and removed from TheTalkList.
f) The content of communications may be protected by intellectual property rights, which are owned by third parties. You are responsible for the content you choose to communicate and access using the Software. In particular, you are responsible for ensuring that you do not submit material that is (i) copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner (ii) a falsehood or misrepresentation (iii) offensive, unlawful, harmful to minors, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or that encourages conduct that would be considered a criminal offense, gives rise to civil liability, violates any law, or is otherwise objectionable; (iv) an advertisement or solicitation of business; or (v) impersonating another person. TheTalkList reserves the right (but shall have no obligation) to review content for the purpose of enforcing these Terms. TheTalkList may in its sole discretion block, prevent delivery of or otherwise remove the content of communications as part of its effort to protect the Software, Products or its customers, or otherwise enforce these Terms. Further, TheTalkList may in its sole discretion remove such content and/or terminate these Terms and your User Account if you use any content that is in breach of these Terms.
g) Content on TheTalkList.com.
i) Proprietary Rights. TheTalkList.com owns and retains all proprietary rights in the Website and the Service. The Website contains the copyrighted material, trademarks, and other proprietary information of TheTalkList.com, and its licensors. Except for that information which is in the public domain or for which you have been given written permission, you may not copy, modify, publish, transmit, distribute, perform, display, or sell any such proprietary information.
ii) Reliance on Content, Advice, Etc. Opinions, advice, statements, offers, or other information or content made available through the Service, but not directly by TheTalkList.com, are those of their respective authors, and should not necessarily be relied upon. Such authors are solely responsible for such content. TheTalkList.com does not: (a) guarantee the accuracy, completeness, or usefulness of any information on the Service, or (b) adopt, endorse or accept responsibility for the accuracy or reliability of any opinion, advice, or statement made by any party that appears on the Website. Under no circumstances will TheTalkList.com or its affiliates be responsible for any loss or damage resulting from your reliance on information or other content posted on the Website or transmitted to or by any Talkists.
h) Content Posted by You on TheTalkList.com.
i) You are solely responsible for the Content that you publish or display (hereinafter, “post”) on the Service, or transmit to other Talkists. You will not post on the Service, or transmit to other Talkists, any defamatory, inaccurate, abusive, obscene, profane, offensive, sexually oriented, threatening, harassing, racially offensive, or illegal material, or any material that infringes or violates another party's rights (including, but not limited to, intellectual property rights, and rights of privacy and publicity). You will not provide inaccurate, misleading or false information to the Company or to any other Talkist. If information provided to TheTalkList.com, or another Talkist, subsequently becomes inaccurate, misleading or false, you will promptly notify TheTalkList.com of such change.
ii) You understand and agree that TheTalkList.com may review and delete any content, messages, double-blind emails, photos or profiles (collectively, “Content”), in each case in whole or in part, that in the sole judgment of TheTalkList.com violate this Agreement or which might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of Talkists.
iii) By posting Content to any public area of TheTalkList.com, you automatically grant, and you represent and warrant that you have the right to grant, to TheTalkList.com, its affiliates, licensees and successors, an irrevocable, perpetual, non-exclusive, fully paid, worldwide license to use, copy, perform, display, reproduce, adapt, modify and distribute such information and content and to prepare derivative works of, or incorporate into other works, such information and content, and to grant and authorize sublicenses of the foregoing. You further represent and warrant that public posting and use of your content by TheTalkList.com will not infringe or violate the rights of any third party.
iv) The following is a partial list of the kind of Content that is illegal or prohibited on the Website. TheTalkList.com reserves the right to investigate and take appropriate legal action in its sole discretion against anyone who violates this provision, including without limitation, removing the offending communication from the Service and terminating the membership of such violators. It includes, but is not limited to, Content that:
(1) is patently offensive to the online community, such as Content that promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
(2) harasses or advocates harassment of another person;
(3) involves the transmission of “junk mail”, “chain letters,” or unsolicited mass mailing or “spamming”;
(4) promotes information that is false, misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;
(5) promotes an illegal or unauthorized copy of another person's copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacture-installed copy-protect devices, or providing pirated images, audio or video, or links to pirated images, audio or video files;
(6) contains restricted or password only access pages, or hidden pages or images (those not linked to or from another accessible page);
(7) provides material that exploits people under the age of 18 in a sexual or violent manner, or solicits personal information from anyone under the age of 18;
(8) provides instructional information about illegal activities such as acts of terrorism, making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses;
(9) solicits passwords or personal identifying information for commercial or unlawful purposes from other users; and
(10) engages in commercial activities and/or sales without our prior written consent such as contests, sweepstakes, barter, advertising, and pyramid schemes.
(11) is subject to censorship by a governmental agency due to violation of existing restrictions or limitations set in place by the government entity.
i) Your use of the Service, including but not limited to the Content you post on the Service, must be in accordance with any and all applicable laws and regulations.
j) You may not include in your public Talkist profile any telephone numbers, street addresses, last names, or email addresses.
k) You may not engage in non-TheTalkList advertising to other Talkists. TheTalkList related advertising is limited to the sales of videos and tutorial sessions. Non-TheTalkList advertising includes but is not limited to solicitation or advertising to buy or sell any products or services through the Service or to attend parties or other social functions or networking for commercial purposes. You may not transmit any chain letters or junk email to other Talkists. Although TheTalkList.com cannot monitor the conduct of its Talkists off the Website, it is also a violation of these rules to use any information obtained from the Service in order to harass, abuse, or harm another person, or in order to contact, advertise to, solicit, or sell to any Talkist without their prior explicit consent. In order to protect our Talkists from such advertising or solicitation, we reserve the right to restrict the number of emails that a Talkist may send to other Talkists in any 24-hour period to a number which we deem appropriate in our sole discretion.
l) All information you include in your Talkist profile must be accurate, current and complete.
m) Notice and Take-Down If TheTalkList receives any notification that any material that you post, upload, edit, host, share and/or publish on the TheTalkList Website or through the Software (excluding your private communications) (“User Submission”) is inappropriate, infringes any rights of any third party, or if TheTalkList wishes to remove your User Submission for any reason whatsoever, TheTalkList reserves the right to automatically remove such User Submission for any reason immediately or within such other timescales as may be decided from time to time by TheTalkList in its sole discretion. The User Submission shall be taken down without any admission as to liability and without prejudice to any rights, remedies or defenses, all of which are expressly reserved. You acknowledge and agree that TheTalkList is under no obligation to put back such User Submission at any time. If User Submissions infringe, or if you believe that User Submissions infringe any of your rights (including intellectual property rights) or are unlawful, please contact us immediately at email@example.com. TheTalkList reserves the right to ask for verification of your identity and to seek further information to verify your complaint. You agree that you are solely responsible for the consequences resulting from your complaint (including but not limited to removal or blocking of the User Submission) and you acknowledge and agree that any complaint may be used in court proceedings. Any false, misleading or inaccurate information provided by you may result in civil and criminal liability.
n) Quality: TheTalkList cannot guarantee that the Software or TheTalkList Website will always function without disruptions, delay or errors. A number of factors may impact the quality of your communications and use of the Software or TheTalkList Website, and may result in the failure of your communications including but not limited to: your local network, firewall, your internet service provider, the public internet, the public switched telephone network and your power supply. TheTalkList takes no responsibility for any disruption, interruption or delay caused by any failure of or inadequacy in any of these items or any other items over which we have no control.
o) Changes to Products: TheTalkList is constantly improving the Software and the website and may also need to change technical features from time to time in order to comply with applicable regulations. Accordingly, you acknowledge and agree that the Products and functionality of the Software may vary from time to time. Technical requirements for use of Products and Software and feature descriptions are available on the TheTalkList Website. If you do not agree with any changes to Software, Services or website you may terminate your relationship with TheTalkList in accordance with paragraph 11. You may need to upgrade to a new version in order to enjoy the benefit of certain Products. In addition, you acknowledge and agree that certain Products may be subject to usage limits or geographical restrictions, which may vary from time to time. Please check the TheTalkList Website for details of the most up-to-date usage restrictions that apply to the Services that you are using.
p) Unsolicited Ideas. TheTalkList does not consider or accept unsolicited proposals or ideas, including without limitation ideas for new products, technologies, promotions, product names, product feedback and service improvements (“Unsolicited Feedback”). If you send any Unsolicited Feedback to TheTalkList through the TheTalkList Website or otherwise, you acknowledge and agree that TheTalkList shall not be under any obligation of confidentiality or subject to any right of use with respect to the Unsolicited Feedback.
q) Reports. Certain parts of the TheTalkList Website or the Software may ask for written suggestions or problem reports such as using our contact form or problem report form (“Reports”). Please read carefully any specific terms, which govern those Reports. The Reports shall be deemed the property of TheTalkList. TheTalkList shall exclusively own all now known or hereafter existing rights to the Reports throughout the universe in perpetuity and shall be entitled to use the Reports for any purpose whatsoever, commercial or otherwise, without compensation to the provider of the Reports. Any Reports you send to TheTalkList will not be treated as confidential and TheTalkList shall not be liable for any disclosure of the Reports.
r) Linking. You may link to the TheTalkList Website from another website owned by you, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it. You must not establish a link in such a way as to suggest any form of association, approval or endorsement by TheTalkList where none exists. You may not frame the Site on any other site. TheTalkList provides affiliate URL links that are connected to the member’s or affiliate’s account to ensure financial credits. TheTalkList may revoke the permission to link to the TheTalkList Websites at any time at its sole discretion and will notify you in this respect.
s) Your Interactions with Other Members.
i) You are solely responsible for your interactions with other members. You understand that TheTalkList.com currently does not conduct criminal background checks on its members. TheTalkList.com also does not inquire into the backgrounds of all of its members or attempt to verify the statements of its members. TheTalkList.com makes no representations or warranties as to the conduct of members.
ii) In no event shall TheTalkList.com be liable for any damages whatsoever, whether direct, indirect, general, special, compensatory, consequential, and/or incidental, arising out of or relating to the conduct of you or anyone else in connection with the use of the service, including without limitation, bodily injury, emotional distress, and/or any other damages resulting from communications or meetings with other registered users of this service or persons you meet through this service. For example, you should not provide your financial information to other members.
t) Talkist Disputes. You are solely responsible for your interactions with other TheTalkList.com Talkists. TheTalkList.com reserves the right, but has no obligation, to monitor disputes between you and other Talkists.
6) YOUR OBLIGATIONS
a) User Account. Prior to your first use of the TheTalkList, you will be asked to create a User Account and choose a user ID and password. We recommend that you choose a password that is hard to guess and consists of letters, numbers and symbols. You may only use the Software through your User Account. You are solely responsible and liable for all activities conducted through your User Account. To prevent unauthorized use, you shall keep your password confidential and shall not share it with any third party or use it to access third party websites or services. If you suspect that someone else knows your password, then you shall immediately change it in order to protect the security of your User Account. It is your responsibility to ensure that you do not respond to any unsolicited requests for credit card details, passwords or other data. TheTalkList takes no responsibility for your failure to comply with the obligations in this paragraph 6a.
b) Lawful Use: You must use the Software, Services and TheTalkList website in accordance with the laws of where you are located. In some countries, there are restrictions on the download and use of the Software, Services and/or TheTalkList Websites. It is your responsibility to ensure that you are legally allowed to use the Software, Services and/or TheTalkList Websites where you are located.
c) Prohibited Use/Activities. TheTalkList.com reserves the right to investigate and terminate your membership if you have misused the Service, or behaved in a way which could be regarded as inappropriate or whose conduct is unlawful or illegal. The following is a partial list of the type of actions that you may not engage in with respect to the Service:
i) You will not impersonate any person or entity.
ii) You will not “stalk” or otherwise harass any person.
iii) You will not express or imply that any statements you make are endorsed by TheTalkList.com without our specific prior written consent intercept or monitor, damage or modify any communication which is not intended for you.
iv) use any type of spider, virus, worm, Trojan-horse, time bomb or any other codes or instructions that are designed to distort, delete, damage, emulate or disassemble the Software, TheTalkList Website, communication or protocols. You will not use any robot, spider, site search/retrieval application, or other manual or automatic device or process to retrieve, index, “data mine”, or in any way reproduce or circumvent the navigational structure or presentation of the Service or its contents.
v) send unsolicited communications (also referred to as “SPAM”, “SPIM” or “SPIT”) or any communication not permitted by applicable law or use the Software, Services or TheTalkList websites for the purposes of phishing or pharming or impersonating or misrepresenting affiliation with another person or entity;
vi) expose any third party to material which is offensive, harmful to minors, indecent or otherwise objectionable in any way;
vii) use the Software, Services or TheTalkList Websites to cause or intend to cause embarrassment or distress to, or to threaten, harass or invade the privacy of, any third party; or
viii) use (including as part of your User ID and/or profile picture) any material or content that is subject to any third party proprietary rights, unless you have a license or permission from the owner of such rights; or
ix) collect or harvest any personally identifiable information, including account names, from the Software, Services or TheTalkList websites;
x) impact or attempt to impact the availability of the Software, Services or TheTalkList websites for example, with a denial of service (DOS) or distributed denial of service (DDoS) attack;
xi) use or launch any automated system, including without limitation, robots, spiders or offline readers that access the Software, Services or TheTalkList websites. Notwithstanding the foregoing, you agree that TheTalkList grants to the operators of public search engines permission to use spiders to copy materials from the TheTalkList Website for the sole purpose of creating publicly available searchable indices of the materials, but not caches or archives of such materials. TheTalkList reserves the right to revoke these exceptions at any time.
xii) You will not post, distribute or reproduce in any way any copyrighted material, trademarks, or other proprietary information without obtaining the prior consent of the owner of such proprietary rights.
xiii) You will not remove any copyright, trademark or other proprietary rights notices contained in the Service.
xiv) You will not interfere with or disrupt the Services or the site or the servers or networks connected to the Services or the site.
xv) You will not post, email or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment.
xvi) You will not forge headers or otherwise manipulate identifiers in order to disguise the origin of any information transmitted through the Service.
xvii) You will not “frame” or “mirror” any part of the Service or the Website, without TheTalkList.com's prior written authorization. You also shall not use metatags or code or other devices containing any reference to TheTalkList.com or the Service or the site in order to direct any person to any other web site for any purpose.
xviii) You will not modify, adapt, sublicense, translate, sell, reverse engineer, decipher, decompile or otherwise disassemble any portion of the Service or the Website or any software used on or for the Service or cause others to do so.
d) In no event shall TheTalkList.com be liable for any damages whatsoever, whether direct, indirect, general, special, compensatory, consequential, and/or incidental, arising out of or relating to the conduct of you or anyone else in connection with the use of the service, including without limitation, bodily injury, emotional distress, and/or any other damages resulting from communications or meetings with other registered users of this service or persons you meet through this service. For example, you should not provide your financial information to other Talkists.
e) User Submissions Please exercise respect when participating in any features of the TheTalkList Websites or Software such as Forums, Blogs, email functions, video hosting, sharing and/or publishing or any other function on the TheTalkList Websites or of the TheTalkList Software which allows you to post, upload, edit, host, share and/or publish content. You acknowledge and agree that: (i) by using the TheTalkList Websites and/or Software you may be exposed to content that you may find offensive or indecent and you do so at your own risk; (ii) you are solely responsible for, and TheTalkList has no responsibility to you or any third party for any User Submissions that you create, submit, post or publish on the TheTalkList Websites or through the Software; (iii) TheTalkList does not guarantee any confidentiality with respect to User Submissions, whether or not they are published (iv) TheTalkList is not responsible for any User Submissions that you may have access to through your use of the TheTalkList Websites or Software and all User Submissions are the responsibility of the person from whom such User Submissions originated. TheTalkList does not endorse any User Submissions or any opinion, recommendation, or advice expressed therein, and expressly disclaims any and all liability in connection with User Submissions.
In connection with your User Submissions, you represent and warrant that you
i) own or have the necessary licenses, rights, consents, and permissions to use and authorise TheTalkList to use all copyrights, trade marks, trade secrets, patents and other intellectual property or proprietary rights in and to any and all User Submissions in accordance with these Terms; and
ii) you have the written consent, release and /or permission of each and every identifiable individual person in the User Submission to use the name and/or likeness of each and every such individual in the User Submission, to enable inclusion and use thereof in the manner contemplated by these Terms. You shall not copy, post or use text, photos, pictures, music, sounds, images or any other content from any third party or source (“Third Party Content”) without specific permission from the owner. Such Third Party Content may be protected by intellectual property laws and the owners of the intellectual property rights in such content may object to its use. You must not use any Third Party Content without first obtaining the permission of the owner of the intellectual property rights in such content.
iv) You may not submit or publish through the TheTalkList Website or Software any User Submissions that are libelous, defamatory, pornographic, harassing, hateful, an invasion of privacy, obscene, abusive, illegal, racist, offensive, harmful to a minor or an infringement of any intellectual property rights or a trade secret of a third party, or would otherwise violate the rights of any third party or give rise to civil or criminal liability. Furthermore, you may not submit or publish User Submissions that contain falsehoods or misrepresentations, solicit funds or services, contain advertising, promotional materials, junk mail, spam, chain letters or any form of solicitation, impersonate others or include programs that contain viruses or any other programs designed to impair the functionality of any computer. You agree not to solicit, for commercial purposes, any users of the TheTalkList Website or Software with respect to their User Submissions. You agree not to circumvent, disable or otherwise interfere with the security related features of the TheTalkList Website or Software or features that prevent or restrict the use of any content thereof.
f) Your Information: From time to time, TheTalkList may request information from you for the purpose of supplying the Software or Services to you. You shall ensure that any such information is complete, up-to-date and accurate.
i) Specific Requested Required Information. The messaging systems of TheTalkList require email addresses to properly keep you informed of sessions and to communicate to other Talkists. Email addresses will remain private and only used for the explicit purpose of forwarding information to you from TheTalkList. Additionally, for Tutors, a mobile number will be required to receive text messages before scheduled sessions and to confirm on demand bookings. Mobile numbers will remain private and only used for the explicit purpose of sending information to you from TheTalkList. [Modified: 16 October 2013]
g) No Reselling. The Software Services, and Downloaded videos are for your individual use. You shall not resell or commercialize the Software and/or downloaded videos to any third party.
h) Export Restrictions: The Software may be subject to international rules that govern the export of software. You shall comply with all applicable international and national laws that apply to the Software as well as end-user, end-use, destination restrictions issued by national governments or similar bodies, and restrictions on embargoed nations. In the US the Internet Communications Software is controlled under ECCN 5D992 of the Export Administration Regulations (“EAR”) under Encryption Registration Number (“ERN”) R100351 and thus may not be exported or re exported from the US to or downloaded by any person in any countries controlled for anti terrorism reasons under the EAR, which include Iran, North Korea, Cuba, Syria and Sudan. Moreover, the Internet Communications Software may not be exported or re exported from the US to or downloaded by any person or entity subject to US sanctions regardless of location. See www.bis.doc.gov/ComplianceAndEnforcement/ListsToCheck.htm and EAR Part 736. TheTalkList is making the Software available to you for download only on the condition that you certify that you are not such a person or entity and that the download is not otherwise in violation of US export control and sanctions regulations.
7) PROPRIETARY RIGHTS
a) The Software, Services, and TheTalkList website contain proprietary and confidential information that is protected by intellectual property laws and treaties.
b) The content and compilation of content included on the TheTalkList Website, (excluding User Submissions) such as sounds, text, graphics, logos, icons, images, audio clips, digital downloads and software, are the property of TheTalkList, its affiliates or licensors and are protected by United States and international copyright laws. Such copyright protected content cannot be reproduced without TheTalkList’s express permission. TheTalkList reserves all rights not expressly granted in the TheTalkList Website.
c) TheTalkList and/or its licensors retain exclusive ownership of the Software, Services and TheTalkList website and all intellectual property therein (whether or not registered and anywhere in the world). You will not take any action to jeopardize, limit or interfere with TheTalkList’s intellectual property rights in the Software, Services or TheTalkList Website.
d) “TheTalkList,” associated trademarks and logos are trademarks of TheTalkList. TheTalkList has registered and filed applications to register its trademarks in many countries worldwide. TheTalkList’s trademarks and trade dress may not be used in connection with any product or service that is not TheTalkList’s, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits TheTalkList. All other trademarks not owned by TheTalkList or any of its related companies that appear on this site are the property of their respective owners. You are not permitted to and shall not register or use any trade name, trademark, logo, domain name or any other name or sign that incorporates any of TheTalkList’s intellectual property (in whole or part) or that is confusingly similar thereto with expressly written consent from TheTalkList.
a) Vee Sessions with tutors using TheTalkList Credit: The Vee Session credit prices are listed for a 25-minute session and include all tutor fees, taxes, and merchant account fees. The session starts automatically at the scheduled time. During the first 5 minutes, the call may be cancelled without any charges. After the grace period, the session will be debited from the User account based on the posted rate. If the session needs to be terminated after the grace period, then User will need to request a credit refund at firstname.lastname@example.org noting the time, date and tutor of the session as well as why the refund is requested.
b) Charges for practice videos: The charges for other Paid For Products such as downloadable practice videos will be confirmed to you before you complete a purchase from TheTalkList. The charges payable for the purchase of such Products is posted on the website. The listed credit price includes all TalkList fees, taxes, and merchant account fees. You can choose whether or not to accept the charge before completing your purchase of the applicable Product.
c) Promotional Offers: From time to time, TheTalkList may offer Paid-For Products for free for a trial period. TheTalkList reserves the right to charge you for such Products (at the normal rate) in the event that TheTalkList determines (in its reasonable discretion) that you are abusing the terms of the offer, including if you are using any service, proxy or other devices or anonymous IP address that prevents us from locating you.
d) Tax: TheTalkList may collect VAT or other indirect taxes at the appropriate rate (as per applicable tax rules) at the time of purchase of TheTalkList Credit. This will vary from country to country and may change over time.
a) TheTalkList Credits. You purchase TheTalkList credit from the payment page through PayPal. You purchase additional credits by going to the payment page and making another transfer through PayPal. TheTalkList Credits that you purchase will be credited to your User Account at the time of purchase. Those credits will automatically be deducted from your account when you complete a Vee Session with your Tutor or purchase a practice video that will be downloaded to your account.
b) Expired TheTalkList Credit. If you do not use your TheTalkList Credits for a period of 180 days (including Credits that have been allocated to you by TTL), then your credits expire. A completed vee session or downloaded video constitutes activity, which must occur once within the 180 day period to keep credits from expiring. You are not permitted to use any TheTalkList Credit on or after the date of its expiry.
c) Other payment methods. You may receive referral credits to your account for every new user you get to join TheTalkList. These referral credits will be added to your account to increase your balance. Alternatively, you may request cash bonus of a lessor amount to be sent your PayPal Account. The lessor amount consists of the elimination of the credit premium for adding to your TheTalklist account and the merchant fee for the transfer of the money.
d) Tutor Payments. At the conclusion of a Vee Session, payment will be forwarded to the tutors PayPal account (required).
e) Affiliate payments. Any affiliate who is not also a Talkist will be paid via Paypal for any Students they bring to the site. Payments will be paid out according the contracted agreement for services.
10) REFUND POLICY
NO QUESTIONS ASKED REFUND POLICY: If you are not happy with TheTalkList services, then we will make every effort to fix the problem including refunding your money. There are some instances where fees may be imposed but generally, we will fix the problem to your satisfaction.
a) When you purchase a Vee Session with a Tutor there is a 5-minute grace period to ensure that the connection is meeting the student and tutor satisfaction. Any Vee Session cancelled during the Grace period will not be charged to the student account and the session may be restarted or rescheduled.
b) Outside of the grace period (5 minutes), the Vee session will be charged to the student’s account. If the quality of the session deteriorates, the tutor is unsatisfactory, or the conversation makes either participant uncomfortable due to the content, or tone of the offending party, then the session can be cancelled immediately. The student can request a refund at email@example.com. The refund request should include the date, time, tutor name, the student user account number and reason for cancelling the call.
c) Refund of Expiring Credits. Any credits in an account with no activity for 180 days will expire. Inactive accounts will remain on TheTalklist site; however, new credits will need to be added to use any for pay services. One month before expiry, a notification will be sent to the student. The student has the option of (i) scheduling a session, thus keeping their account active or (ii) request a refund of the remaining credits in the account. The student needs to request a refund at firstname.lastname@example.org. The refund will be calculated from the amount of credits in the account by the current credit foreign exchange rate less the merchant fees for transferring the money to the students PayPal account.
d) Refund of Active Account. At any time, a student may cancel their account and request a refund of remaining credits from their TheTalkList Account. The student needs to request a refund at email@example.com. The request should include the User account number, and reason for the cancellation. The refund will be calculated from the amount of credits in the account by the current credit foreign exchange rate less the merchant fees for transferring the money to the students PayPal account.
e) If you believe that TheTalkList has charged you in error, you must contact TheTalkList within 90 days of such charge. No refunds will be given for any charges more than 90 days old.
f) TheTalkList reserves the right to refuse a refund request if it reasonably believes (i) that you are trying to unfairly exploit this refund policy, for example, by making repetitive refund requests in respect of the same Product; (ii) if you are in breach of these Terms or (iii) if TheTalkList reasonably suspects that you are using our Services or Software fraudulently or that your User Account is being used by a third party fraudulently.
g) This refund policy does not affect your statutory rights.
11) ENDING YOUR RELATIONSHIP WITH THETALKLIST
a) You may terminate your relationship with TheTalkList at any time and without recourse to the courts by requesting closure of your User Account, ceasing to use the Software or TheTalkList Website and receive a refund from your student account as noted in section 10d.
b) TheTalkList may terminate its relationship with you, or may terminate or suspend your use of the Software, User Account(s) or TheTalkList Website at any time and without recourse to the courts:
i) if you are in breach of these Terms;
ii) if TheTalkList reasonably suspects that you are using the Software, Services and/or TheTalkList Website to break the law or infringe third party rights;
iii) if TheTalkList reasonably suspects that you are trying to unfairly exploit or misuse the refund policy, or any of our policies.
iv) if TheTalkList reasonably suspects that you are using our Software or TheTalkList Website fraudulently or that your User Account is being used by a third party fraudulently;
v) immediately, if required due to a change in laws/regulation by a regulator or authority with a lawful mandate, or by any of TheTalkList’s partners;
vi) on thirty (30) days notice if TheTalkList decides to cease offering the Software to users in your jurisdiction generally.
c) TheTalkList shall effect such termination by preventing your access to your User Account, the Software or TheTalkList Website (as applicable). We reserve the right to cancel User Accounts that have been inactive for more than one (1) year.
d) Consequences of Termination: Upon termination of your relationship with TheTalkList: (a) all licenses and rights to use the Software or TheTalkList Websites shall immediately terminate; (b) you will immediately cease any and all use of the Software or TheTalkList Website; and (c) you will immediately remove the Software from all hard drives, networks and other storage media and destroy all copies of the Software in your possession or under your control. Under the conditions outlined in section 11b, You will not qualify for a refund and any account balance will be forfeited to TheTalkList.
(1) TheTalkList.com is not responsible for any incorrect or inaccurate Content posted on the Website or in connection with the Service, whether caused by users of the Website, Members or by any of the equipment or programming associated with or utilized in the Service. TheTalkList.com assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, user or Member communications. TheTalkList.com is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of email or players on account of technical problems or traffic congestion on the Internet or at any Website or combination thereof, including injury or damage to users and/or Members or to any other person's computer related to or resulting from participating or downloading materials in connection with the Web and/or in connection with the Service. Under no circumstances will TheTalkList.com or any of its affiliates, advertisers, promoters or distribution partners be responsible for any loss or damage, including personal injury or death, resulting from anyone's use of the Website or the Service, any Content posted on the Website or transmitted to Members, or any interactions between users of the Website, whether online or offline. The Website and the Service are provided “AS-IS” and TheTalkList.com expressly disclaims any warranty of fitness for a particular purpose or non-infringement. TheTalkList.com cannot guarantee and does not promise any specific results from use of the Website and/or the Service.
(2) In addition to the precedi