Thank you for selecting the Services offered by Vlinder Inc. and/or its subsidiaries and affiliates (referred to as "Vlinder", "we", "our", or "us"). Review these Terms of Service ("Agreement") thoroughly. This Agreement is a legal agreement between you and Vlinder. By accepting electronically (for example, clicking "I Agree"), installing, accessing or using the Services, you agree to these terms. If you do not agree to this Agreement, then you may not use the Services.

 

 

This Agreement describes the terms governing your use of the online services provided to you on this website, including content, updates and new releases, (collectively, the "Services"). It includes by reference:

2.1 The Services are protected by copyright, trade secret, and other intellectual property laws. You are only granted the right to use the Services and only for the purposes described by Vlinder. Vlinder reserves all other rights in the Services. Until termination of this Agreement and as long as you meet any applicable payment obligations and comply with this Agreement, Vlinder grants to you a personal, limited, nonexclusive, nontransferable right and license to use the Services.

 

2.2 You agree not to use, nor permit any third party to use, the Services or content in a manner that violates any applicable law, regulation or this Agreement. You agree you will not:

2.3 Violations of the obligations mentioned above, as well as the attempt of such infringement, may be subject to prosecution and damages.

 

2.4 Nothing in this agreement should be interpreted to restrict third-party terms. When using the Vlinder services, you must ensure that You comply with applicable third-party terms and conditions.

 

3.1 For Services offered on a payment or subscription basis, or for buying or selling assets, including physical and virtual assets (e.g,.NFTs) through Vlinder’s websites or Apps, the following terms apply, unless Vlinder or its third party affiliate notifies you otherwise in writing. This Agreement also incorporates by reference and includes program ordering and payment terms provided to you on the website for the Services:

3.2 Vlinder leverages third-party payment services and/or Crypto wallets in order to collect any payment. For example, we use Stripe , Razorpay and Plaid as third-party payment services for payment made in fiat currency. Their charges differ based on the mode of payment selected. Users can visit Stripe or Razorpay or Plaid

 

3.3 For payment failure please report to us at info@vlinder.io and Vlinder will try to resolve the payment issue with help of our third-party payment service providers, at the earliest, however, users acknowledge and agree that the payment issue will be resolved as per the SLA and TAT of the third part party payment service providers.

 

Use of these Services may be available through a compatible mobile device, Internet access and may require software. You agree that you are solely responsible for these requirements, including any applicable changes, updates and fees as well as the terms of your agreement with your mobile device and telecommunications provider.

 

VLINDER MAKES NO WARRANTIES OR REPRESENTATIONS OF ANY KIND, EXPRESS, STATUTORY OR IMPLIED AS TO:

 

i. THE AVAILABILITY OF TELECOMMUNICATION SERVICES FROM YOUR PROVIDER AND ACCESS TO THE SERVICES AT ANY TIME OR FROM ANY LOCATION;

ii. ANY LOSS, DAMAGE, OR OTHER SECURITY INTRUSION OF THE TELECOMMUNICATION SERVICES; AND

iii. ANY DISCLOSURE OF INFORMATION TO THIRD PARTIES OR FAILURE TO TRANSMIT ANY DATA, COMMUNICATIONS OR SETTINGS CONNECTED WITH THE SERVICES.

 

You can view Vlinder's Privacy Statement provided with the Services and on the website for the Services. You agree to the applicable Vlinder Privacy Statement, and any changes published by Vlinder. You agree that Vlinder may use and maintain your data according to the Vlinder Privacy Statement, as part of the Services. You give Vlinder permission to combine information you enter or upload for the Services with that of other users of the Services and/or other Vlinder services. For example, this means that Vlinder may use your and other users' non-identifiable, aggregated data to improve the Services or to design promotions and provide ways for you to compare business practices with other users. Vlinder is a global company and may access or store personal information in multiple countries, including countries outside of your own country to the extent permitted by applicable law.

 

6.1 You are responsible for your content

You are responsible for all materials ("Content") uploaded, posted or stored through your use of the Services. You grant Vlinder a worldwide, royalty-free, non-exclusive license to host and use any Content provided through your use of the Services. Archive your Content frequently. You are responsible for any lost or unrecoverable Content. You must provide all required and appropriate warnings, information and disclosures. Vlinder is not responsible for the Content or data you submit through the Services.

 

You agree not to use, nor permit any third party to use, the Services to upload, post, distribute, link to, publish, reproduce, engage in or transmit any of the following, including but not limited to:

 

a. Illegal, fraudulent, defamatory, obscene, pornographic, profane, threatening, abusive, hateful, harassing, offensive, inappropriate or objectionable information or communications of any kind, including without limitation conduct that would encourage "flaming" others, or criminal or civil liability under any local, state, federal or foreign law;

 

b. Content that would impersonate someone else or falsely represent your identity or qualifications, or that constitutes a breach of any individual's privacy;

 

c. Except as permitted by Vlinder in writing, investment opportunities, solicitations, chain letters, pyramid schemes, other unsolicited commercial communication or engage in spamming or flooding;

 

d. Virus, trojan horse, worm or other disruptive or harmful software or data; and

 

e. Any information, software or Content which is not legally yours and without permission from the copyright owner or intellectual property rights owners.

 

6.2 Community forums.

The Services may include a community forum or other social features to exchange Content and information with other users of the Services and the public. Vlinder does not support and is not responsible for the content in these community forums. Please use respect when you interact with other users. Do not reveal information that you do not want to make public. Users may post hypertext links to content of third parties for which Vlinder is not responsible.

 

6.3 Vlinder may freely use feedback you provide.

You agree that Vlinder may use your feedback, suggestions, or ideas in any way, including in future modifications of the Services, other products or services, advertising or marketing materials. You grant Vlinder a perpetual, worldwide, fully transferable, sublicensable, non-revocable, fully paid-up, royalty free license to use the feedback you provide to Vlinder in any way.

 

6.4 Vlinder may monitor your Content.

Vlinder may, but has no obligation to, monitor content on the Services. We may disclose any information necessary to satisfy our legal obligations, protect Vlinder or its customers, or operate the Services properly. Vlinder, in its sole discretion, may refuse to post, remove, or refuse to remove, any Content, in whole or in part, alleged to be unacceptable, undesirable, inappropriate, or in violation of this Agreement.

 

7.1 You may request to develop and use a white label Apps or services, which includes co-labelled Apps or services, by subscribing to our white labelled App or service offering that allows you to offer white labelled App or services to your customers, by paying a separate fee.

 

7.2 You, as a service provider using Vlinder’s white labelled App or services under your brand, grant Vlinder, irrevocable and royalty fee right to include customers engaged through white labelled App or services in Vlinder master database, to send promotional contents to customers and to interact with the customers.

 

7.3 Customers of white labelled Apps or services will have access to the Vlinder native App or services using same credentials that they use to access the white-labelled app or services. Vlinder native App. or services are those that are offered under branding of Vlinder.

 

7.4 You, as a service provider using our white labelled App or services under your brand, agree to feature the Vlinder logo and a link to the Vlinder app or services within the white-labelled app or services.

 

7.5 All other Terms and Conditions that apply to the native Vlinder app or services shall also apply to customer (also referred to as users) of the white labelled app or services.

 

8.1 Vlinder does not give professional advice.

Unless specifically included with the Services, Vlinder is not in the business of providing legal, financial, accounting, tax, health care, real estate or other professional services or advice. Consult the services of a competent professional when you need this type of assistance.

 

8.2 We may tell you about other Vlinder services.

You may be offered other services, products, or promotions by Vlinder ("Vlinder Services"). Additional terms and conditions and fees may apply. With some Vlinder Services you may upload or enter data from your account(s) such as names, addresses and phone numbers, purchases, etc., to the Internet. You grant Vlinder permission to use information about your business and experience to help us to provide the Vlinder Services to you and to enhance the Services. You grant Vlinder permission to combine your business data, if any, with that of others in a way that does not identify you or any individual personally. You also grant Vlinder permission to share or publish summary results relating to research data and to distribute or license such data to third parties.

 

8.3 Communications.

Vlinder may be required by law to send you communications about the Services or Third Party Products. You agree that Vlinder may send these communications to you via email or by posting them on our websites

 

8.4 You will manage your passwords and accept updates.

You are responsible for securely managing your password(s) for the Services and to contact Vlinder if you become aware of any unauthorized access to your account. The Services may periodically be updated with tools, utilities, improvements, third party applications, or general updates to improve the Services. You agree to receive these updates.

 

8.5 Telephone Numbers.

You may provide us with your telephone number as part of customer record or registration or via other methods. You understand and agree that Vlinder may use your telephone number for "multi-factor authentication" ("MFA"), to confirm your identity and help protect the security of your account. Part of the MFA identity verification process may involve Vlinder sending text messages containing security codes to your telephone number. You agree to receive these texts from Vlinder containing security codes as part of the MFA process. In addition, you agree that Vlinder may send automated text messages and pre-recorded voice messages to the telephone number you provide for other limited purposes, including: providing you with important critical notices regarding your use of the Services, or fulfilling a request made by you through the Services.

 

9.1 YOUR USE OF THE SERVICES, SOFTWARE, AND CONTENT IS ENTIRELY AT YOUR OWN RISK. EXCEPT AS DESCRIBED IN THIS AGREEMENT, THE SERVICES ARE PROVIDED "AS IS." TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, VLINDER, ITS AFFILIATES, AND ITS THIRD PARTY PROVIDERS, LICENSORS, DISTRIBUTORS OR SUPPLIERS (COLLECTIVELY,"SUPPLIERS") DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY THAT THE SERVICES ARE FIT FOR A PARTICULAR PURPOSE, TITLE, MERCHANTABILITY, DATA LOSS, NONINTERFERENCE WITH OR NON-INFRINGEMENT OF ANY INTELLECTUAL PROPERTY RIGHTS, OR THE ACCURACY, RELIABILITY, QUALITY OR CONTENT IN OR LINKED TO THE SERVICES. VLINDER AND ITS AFFILIATES AND SUPPLIERS DO NOT WARRANT THAT THE SERVICES ARE SECURE, FREE FROM BUGS, VIRUSES, INTERRUPTION, ERRORS, THEFT OR DESTRUCTION. IF THE EXCLUSIONS FOR IMPLIED WARRANTIES DO NOT APPLY TO YOU, ANY IMPLIED WARRANTIES ARE LIMITED TO 60 DAYS FROM THE DATE OF PURCHASE OR DELIVERY OF THE SERVICES, WHICHEVER IS SOONER

 

9.2 VLINDER, ITS AFFILIATES AND SUPPLIERS DISCLAIM ANY REPRESENTATIONS OR WARRANTIES THAT YOUR USE OF THE SERVICES WILL SATISFY OR ENSURE COMPLIANCE WITH ANY LEGAL OBLIGATIONS OR LAWS OR REGULATIONS.

 

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE ENTIRE LIABILITY OF VLINDER, ITS AFFILIATES AND SUPPLIERS FOR ALL CLAIMS RELATING TO THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT YOU PAID FOR THE SERVICES DURING THE THREE (3) MONTHS PRIOR TO SUCH CLAIM. SUBJECT TO APPLICABLE LAW, VLINDER, ITS AFFILIATES AND SUPPLIERS ARE NOT LIABLE FOR ANY OF THE FOLLOWING: (A) INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES; (B) DAMAGES RELATING TO FAILURES OF TELECOMMUNICATIONS, THE INTERNET, ELECTRONIC COMMUNICATIONS, CORRUPTION, SECURITY, LOSS OR THEFT OF DATA, VIRUSES, SPYWARE, LOSS OF BUSINESS, REVENUE, PROFITS OR INVESTMENT, OR USE OF SOFTWARE OR HARDWARE THAT DOES NOT MEET VLINDER SYSTEMS REQUIREMENTS. THE ABOVE LIMITATIONS APPLY EVEN IF VLINDER AND ITS AFFILIATES AND SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS AGREEMENT SETS FORTH THE ENTIRE LIABILITY OF VLINDER, ITS AFFILIATES AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO THE SERVICES AND ITS USE.

 

You agree to indemnify and hold Vlinder and its Affiliates and Suppliers harmless from any and all claims, liability and expenses, including reasonable attorneys' fees and costs, arising out of your use of the Services or breach of this Agreement (collectively referred to as "Claims"). Vlinder reserves the right, in its sole discretion and at its own expense, to assume the exclusive defense and control of any Claims. You agree to reasonably cooperate as requested by Vlinder in the defense of any Claims.

 

We reserve the right to change this Agreement at any time, and the changes will be effective when posted through the Services, on our website for the Services or when we notify you by other means. We may also change or discontinue the Services, in whole or in part. Your continued use of the Services indicates your agreement to the changes.

 

Vlinder may, in its sole discretion and without notice, restrict, deny, terminate this Agreement or suspend the Services effective immediately, in whole or in part, for suspicion of fraud, security, illegal activity or unauthorized access issues to protect the integrity of our Services or systems and comply with applicable Vlinder policy, or if you fail to comply with this Agreement or if you no longer agree to receive electronic communications or have specific requirements in terms of data localization and outing out requirements that the platform can’t serve. Upon termination you must immediately stop using the Services and any outstanding payments will become due. Any termination of this Agreement shall not affect Vlinder's rights to any payments due to it. Vlinder may terminate a free account at any time. Sections 2.2, 3 through 15 will survive and remain in effect even if the Agreement is terminated.

 

You acknowledge that the Services, including the mobile application, delivered by Vlinder are subject to restrictions under applicable US export control laws, including US trade embargoes and sanctions and security requirements, and applicable country or local laws to the extent compatible with US laws. You agree that you will comply with these laws and regulations and will not export, re-export, import or otherwise make available products and/or technical data in violation of these laws, directly or indirectly.

 

California state law governs this Agreement without regard to its conflicts of laws provisions.

 

15. DISPUTES.

ANY DISPUTE OR CLAIM RELATING IN ANY WAY TO THE SERVICES OR THIS AGREEMENT WILL BE RESOLVED BY BINDING ARBITRATION, RATHER THAN IN COURT, except that you may assert claims in small claims court if your claims qualify. The Federal Arbitration Act governs the interpretation and enforcement of this provision; the arbitrator shall apply California law to all other matters. Notwithstanding anything to the contrary, any party to the arbitration may at any time seek injunctions or other forms of equitable relief from any court of competent jurisdiction. WE EACH AGREE THAT ANY AND ALL DISPUTES MUST BE BROUGHT IN THE PARTIES' INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. BY ENTERING INTO THIS AGREEMENT AND AGREEING TO ARBITRATION, YOU AGREE THAT YOU AND VLINDER ARE EACH WAIVING THE RIGHT TO FILE A LAWSUIT AND THE RIGHT TO A TRIAL BY JURY. IN ADDITION, YOU AGREE TO WAIVE THE RIGHT TO PARTICIPATE IN A CLASS ACTION OR LITIGATE ON A CLASS-WIDE BASIS. YOU AGREE THAT YOU HAVE EXPRESSLY AND KNOWINGLY WAIVED THESE RIGHTS.

 

To begin an arbitration proceeding, send a letter requesting arbitration and describing your claim to Vlinder Inc., 16 Green Ash St, Monroe, NJ 08831-5349. Arbitration will be conducted by the American Arbitration Association (AAA) before a single AAA arbitrator under the AAA's rules, which are available at www.adr.org or by calling 1-800-778-7879. Payment of all filing, administration and arbitrator fees and costs will be governed by the AAA's rules, but if you are unable to pay any of them, Vlinder will pay them for you. In addition, Vlinder will reimburse all such fees and costs for claims totalling less than $25,000 unless the arbitrator determines the claims are frivolous. Likewise, Vlinder will not seek its attorneys' fees or costs in arbitration unless the arbitrator determines your claims or defences are frivolous. You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the county where you live or at another mutually agreed location. The decision of the arbitrator shall be final and not appealable, and judgment on the arbitration award may be entered in any court having jurisdiction thereof. This Section 14 shall survive expiration, termination or rescission of this Agreement.

 

 

This Agreement, including the Additional Terms below, is the entire agreement between you and Vlinder and replaces all prior understandings, communications and agreements, oral or written, regarding its subject matter. If any court of law, having the jurisdiction, rules that any part of this Agreement is invalid, that section will be removed without affecting the remainder of the Agreement. The remaining terms will be valid and enforceable. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement. You cannot assign or transfer ownership of this Agreement to anyone without written approval of Vlinder. However, Vlinder may assign or transfer it without your consent to (a) an affiliate, (b) a company through a sale of assets by Vlinder or (c) a successor by merger. Any assignment in violation of this Section shall be void. If you want to request a transfer of this Agreement, contact Vlinder via an email to: info@vlinder.io.