Just follow these steps: Enter the email address where you'd like the T&C delivered and click "Generate.". However, regardless of the clause type, the tips below must be kept in mind by any user of the form in order to maximize the purpose and the contracts coverage as well: 1. You represent and warrant that: (i) the Content is Yours (You own it) or You have the right to use it and grant Us the rights and license as provided in these Terms, and (ii) the posting of Your Content on or through the Service does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person. Hence, the buyer owns the assets and liabilities that were previously owned by the selling entity. Whether a smell is offensive is subjective, so I made sure there was an exception for smells ordinary to a restaurant.. 9.1 You must pay the fees for Paid Services as specified in the Order in accordance with the terms therein (the Service Fees). On January 26, 2009, the new rule titled Importer Security Filing and Additional Carrier Requirements (commonly known as "10+2") went into effect. The conditions associated with making an application for finance are shown on the second page in the section 1. Compliance (or Conformity With State and Federal Statutes): To abide by the statutory requirements established at the federal, state, and industry levels. The Company can also limit or revoke the use of the Service if You post such objectionable Content. Babbel may ask you to present proof of your identity, your legal age, and/or your legal representatives consent at any time. This includes a limited indemnity clause, intermediate indemnity, and a broad indemnity. "Account" means a unique account created for You to access our Service or parts of our Service. For matters where the arbitrator believes a hearing is required, or for Disputes involving more than $10,000 but less than $25,000, hearings will be conducted by teleconference or videoconference, unless the arbitrator believes an in-person hearing is necessary. Babbel shall not be responsible for the conduct of other users taking part in Virtual Classroom Services. Use. You shall be responsible for fulfilling the System Requirements with regard to Virtual Classroom Services. Startup Costs: How Much Cash Will You Need? Babbel may adapt and/or supplement the content and scope of a Virtual Classroom session at any time in a relevant manner in accordance with applicable law and in your interest. Hospital Confinement: A stay in a hospital bed for 23 hours or more (does not include emergency rooms). You are also entitled to have the goods repaired or replaced if the goods fail to be of acceptable quality and the failure does not amount to a major failure. The amount of tax charged depends upon many factors, including the type of product or service purchased. If you are a resident of the United States, Canada, or Mexico, all notices given by you under this Agreement shall be in writing and addressed to: Blizzard Entertainment, Inc., 1 Blizzard Way, Irvine, CA 92618, Attn: Law Department. The defamed person sues your company for $1 million. 16. Answer some questions about your business You must, at your own expense, obtain all necessary customs, import, or other governmental authorisations and approvals. 20.3 Without prejudice to Clause21, valid amendments or supplements to any Order must be mutually agreed and made in writing (exchange of simple emails to suffice). To purchase Battle.net Balance, go to the, Blizzard will not send you a statement of itemized transactions for your Battle.net Balance. Use of the Games, and creation and use of Accounts, are subject to the following terms and conditions: You may establish an Account only if: (i) you are a natural person and an adult in your country and state of residence (Corporations, Limited Liability Companies, partnerships and other legal or business entities may not establish an Account); and (ii) you are not an individual specifically prohibited by Blizzard from using the Platform. Babbel may revoke or terminate any Trial Use at any time without giving prior notice to you. ; Computer code, including but not limited to Applets and source code; Titles, methods of operation, software, related documentation, and all other original works of authorship contained in the Platform; All Accounts, including the name of the Account and any Battle Tags associated with an Account. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of Your account on Our Service. 17.2 Babbel shall be liable for damage resulting from the breach of its primary obligations hereunder by Babbel, its legal representatives, or vicarious agents. You may not use your real name as the password for the Account, and you cannot share the Account or the Login Information with anyone, unless the terms of this Agreement allow it. Financial Modeling & Valuation Analyst (FMVA), Commercial Banking & Credit Analyst (CBCA), Capital Markets & Securities Analyst (CMSA), Certified Business Intelligence & Data Analyst (BIDA). Blizzards liability shall never exceed the total fees paid by you to Blizzard during the six (6) months prior to your making a claim against Blizzard, unless applicable law explicitly disallows this limitation, in which case Blizzards liability shall be limited to the fullest extent permitted by applicable law. Material Adverse Effect is something that is significant for determining whether the conditions to closing are satisfied or not. 19.2 At Babbels request, you shall enter into a novation agreement with a third party for any Order without undue delay in order to enable Babbel to exercise its rights pursuant to Clause 19.1. Here's how Bet365 restricts the commercial exploitation of its information, using automated software to extract anything from the website and other specific limits: If you charge for your services, it's crucial that you set out the terms of payment very clearly, including: Here's a short excerpt of a section like this from HubSpot's Terms of Service that addresses some of these points: Your Terms of Use should set the rules for what sort of content is acceptable on your website or service. Aflacs Premium Life, Absence and Disability Services are available in all states, except Puerto Rico, Guam or the Virgin Islands, and are offered by Continental American Insurance Company (CAIC). Indemnity by tenant. Nothing in this User Agreement shall in any way be construed as forming a joint venture, partnership or an employer-employee relationship between Freelancer and any User. This prevents your users from suing you at all. Your Terms of Use agreement is much more likely to be enforced if your users actively agree to it, e.g., by reading it (or scrolling through it) and clicking a box stating "I agree." You acknowledge that the rights granted under any Order do not provide you with title to or ownership in the Services. The three most common approaches to funding an indemnity are: (1) an indemnification escrow account, (2) set-offs against future payments, and (3) a holdback of the purchase price. In these states, each party's liability will be limited to the greatest extent permitted by law. Whether youre opening a store, moving into an office space or renting out facilities for production, at some point, youre probably going to have to reserve a space for your business. In order to check the balance of your Battle.net Balance or review your recent Battle.net Balance transactions, visit the. Let's say one of your users posts something defamatory on your website. banks and payment service providers) or for any non-refundable taxes as part of the withdrawal process. Join the discussion about your favorite team! Nobody else has any rights under this contract. Different companies use different names for this type of agreement, including: These documents usually serve the same purpose but can be used in different contexts. For example, your Privacy Policy. The following clauses will help you minimize the damage associated with any potential legal trouble. 17.4 Babbel shall be liable for loss of data only up to the amount of typical recovery costs which would have arisen if proper and regular data backup measures had been taken by you. Exclusion: An exclusion refers to a person(s) or a condition(s) not covered by the policy due to policy provisions or underwriting requirements. Dental and Vision plans are administered by Aflac Benefit Solutions, Inc. 9.4 Babbel may bill through an electronically transmitted invoice, in which case, full payment for invoices must be received by Babbel thirty (30) days after the date the invoice was sent from Babbel. To make your Terms of Use agreement enforceable, have your users click an unticked checkbox next to a statement that says something similar to "I have read and agree to the Terms of Use agreement.". A description of the copyrighted work that You claim has been infringed, including the URL (i.e., web page address) of the location where the copyrighted work exists or a copy of the copyrighted work. Disclaimers can help you share important information with your users while limiting your legal liability. An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright's interest. Business News Daily receives compensation from some of the companies listed on this page. EU General Data Protection Regulation (GDPR), California Online Privacy Protection Act (CalOPPA), Sample Mobile App Terms and Conditions Template, Sample SaaS Terms and Conditions Template, Small Business Terms & Conditions Template, Sample Ecommerce Terms & Conditions Template. This can be a flat fee or a percentage of the monthly rent. Your Terms of Use set out the terms of using your site or service, while a Privacy Policy sets out how you collect, use and secure personal information. You hereby agree to defend and indemnify Blizzard, its parent, subsidiaries, Licensors and affiliates against and from any third party claims, liabilities, losses, injuries, damages, costs or expenses incurred by Blizzard arising out of or from any violation by you of this Agreement or your misuse of the Platform or Account(s), or of any specific services or features associated therewith, including but not limited to User Content, Custom Games, Game Editors, Battle.net Balance, and this Agreement. Cookies Policy In all other respects, the laws of the Federal Republic of Germany shall apply excluding its conflict of laws provisions. 15.1 The processing of personal data by Babbel is described in Babbels privacy policy which can be accessed here. A Definitive Purchase Agreement is used as a document to transfer the ownership of a company. This is explained in Amazon's Alexa Terms of Use: To reiterate: Your Privacy Policy is a separate document from your Terms of Use. However, indemnification clauses also allocate the The decision of the arbitrator shall be final and binding on you and Blizzard, and any award of the arbitrator may be entered in any court of competent jurisdiction. In particular, you must comply with the sanctions imposed by the European Union and the United States of America, in each case, insofar as this does not result in a violation of or a conflict with mandatory laws, in particular with anti-boycott statutes applicable to you. All notices given by Blizzard under this Agreement shall be given to you either through written notice, email, or website blog post. A buyer indemnity is a clause included in the purchase and sale agreement (PSA), which relates to the reps and warranties provided by the buyer. If the user who posted the defamatory content has agreed to an indemnity clause, you can then sue that user to get your $1,100,000 back. But in such a case the exclusions and limitations set forth in this section shall be applied to the greatest extent enforceable under applicable law. This is an important clause in the share purchase agreement. Annualized Premium: The total amount of premiums paid within 12 policy months. Assumed Reinsurance - the assumption of risk from another insurance entity within a reinsurance agreement or treaty. This Practice Note discusses the role and importance of the boilerplate clauses in an agreement. By determining how much you pay per month, as well as how much your rent will increase each year, you can better determine budgets and get a full understanding of whether you can stay in business in this new space. Our Terms and Conditions Generator makes it easy to create a Terms and Conditions agreement for your business.Just follow these steps: At Step 1, select the Website option or the App option or both. Buyer and seller can also negotiate how accurate the reps and warranties need to be, as all reps cant be standardized. Cafeteria Plan/Flex Plan Non-participating: A benefit plan maintained by an employer for its employees, under which all participants have the opportunity to select benefits that are suitable for their lifestyles, and for which premiums can be deducted from their paychecks on an after-tax basis. A typical warranty will be that the seller is in compliance with government regulations, the Workers Compensation Act, intellectual property laws, and has the legal authority to sign the agreement, etc. Generate Terms of Use in just a few minutes. The arbitrator has authority to decide all issues of arbitrability, including where a party raises as a defense to arbitration that the claims in question are exempted from the arbitration requirement. There are scenarios in which a landlord or building owner may think they can lease their space to a certain type of business, but it doesnt match standard zoning laws in the area. 1.3 These Terms shall also apply as a framework for future contracts between you and Babbel even if Babbel does not refer to them in each individual case. 6. Indemnify your company against any losses your users cause. It also discusses any adjustments that are required to be made in the purchase price. By way of a Share Purchase Agreement, the seller transfers the shares of the entity into the name of the buyer. 19.2 At Babbels request, you shall enter into a novation agreement with a third party for any Order without undue delay in order to enable Babbel to exercise its rights pursuant to Clause19.1. any Dispute seeking to enforce or protect, or concerning the validity of, any of Blizzards intellectual property rights; any Dispute related to, or arising from, claims that the other party has committed piracy; individual actions duly filed in a small-claims court of competent jurisdiction on a non-representative basis; any claim within the jurisdictional limits of the small claims courts; enforcement actions pursued through a governmental agency if permitted by applicable law; Blizzards right to seek injunctive relief to preserve the status quo pending or during an arbitration. If you are arranging finance to buy a property, you will need to complete and sign the box on the first page of the most recent version of the O & A titled Finance Clause Is Applicable. Define Cxxxx Indemnification Limit. Policy Period: Time period during which insurance coverage is in effect. They are typically longer in duration and offer greater flexibility when it comes to negotiating conditions than residential lease agreements.. This includes a limited indemnity clause, intermediate indemnity, and a broad indemnity. 11.2 Any Order for Free Services shall remain in effect for an indefinite period of time, unless terminated in accordance with the Order including these Terms (Free Term). Primary obligations are such basic duties which form the essence of the Order and of the performance on which you may rely. IF YOU REJECT THE TERMS OF THIS AGREEMENT WITHIN FOURTEEN (14) DAYS AFTER YOUR PURCHASE OF A GAME FROM BLIZZARD, YOU MAY CONTACT BLIZZARD THROUGH https://us.battle.net/support/en/ TO INQUIRE ABOUT A FULL REFUND OF THE PURCHASE PRICE OF THAT GAME. To meet the withdrawal deadline, it is sufficient for you to send your communication concerning your exercise of the right of withdrawal before the withdrawal period has expired. An indemnity generally compensates a party for all loss actually suffered so the difficulties which may arise in respect of a warranty claim regarding quantum of loss can be avoided. 16. This clause isnt mandatory, but it doesnt hurt to include it. These Terms of Use set out the rights and obligations of all users regarding the use of the Service. Babbel shall use reasonable efforts to provide advance notice of any scheduled service disruption. A typical indemnity clause you might encounter might read as follows: Each party will agree to defend, hold harmless, and indemnify the other from any cost, loss, or damages of any type, including attorney fees, to the extent that they arise from the breach of the Agreement, and/or willful misconduct or negligence. Free to use, free to download. You should also include a general clause that outlines any specific behavior your users are not to engage in when using your website or service. There are two basic steps to take before signing a lease: Do extensive research, and be aware of typical statutes included in business leases. Entry into a Material Definitive Agreement. If any part of this Agreement is determined to be invalid or unenforceable, then that portion shall be severed, and the remainder of this Agreement shall be given full force and effect. Advertising Disclosure. 6.6 If third-party video conferencing is required to participate in a Virtual Classroom session you shall be solely responsible for obtaining such video conferencing software including any usage rights thereto at your own cost and Babbel does not make any representations or warranties with regard to the availability and/or certain functionalities of such third-party video conferencing software. Consider an example: A and B are both shareholders in a company, with A being the majority shareholder and B the Plan Effective Date: Beginning date of coverage for a current plan. Blizzard shall have the right to disclose your communications for any reason, including: (a) to satisfy any applicable law, regulation, legal process or governmental request; (b) to enforce the terms of this Agreement or any other Blizzard policy; (c) to protect Blizzards legal rights and remedies; (d) to protect the health or safety of anyone that Blizzard believes may be threatened; or (e) to report a crime or other offensive behavior. At Step 1, select the Website option or the App option or both. Please read these terms and conditions carefully before using Our Service. Free Services are not a guarantee of (future) product features of Paid Services. Note that agreeing to your Terms of Use, your users aren't necessarily agreeing to your Privacy Policy and that separate agreements are not part of the Terms of Use. You'll almost certainly want to choose the legal jurisdiction in which your company is based. 12.1 A Lifetime License shall mean a License for the use of Paid Services granted to you by Babbel with the proviso that, by way of derogation from Clauses11.2 and 11.3, the Order is concluded for your lifetime and shall, in accordance with this Clause 12, only terminate (a) upon the end of your life, or (b) if Babbel ceases to provide the Services in their entirety, or (c) if Babbel ceases its business operations in their entirety. Purchase consideration describes the aggregate consideration the buyer is liable to pay to the seller. Our trademarks and trade dress may not be used in connection with any product or service without the prior written consent of the Company. Pre-tax: Premiums that are deducted from the employee's paycheck before taxes are calculated and deducted. You are responsible for safeguarding the password that You use to access the Service and for any activities or actions under Your password, whether Your password is with Our Service or a Third-Party Social Media Service. Indemnity clauses regulate the sellers liability to indemnify and hold the purchaser harmless against all losses or liabilities arising in connection with the breach of the representations and warranties, which may or may not include the indirect losses and loss of profit, depending on the parties agreement. The listing of verdicts, settlements, and other case results is not a guarantee or prediction of the outcome of any other claims. 1.2 These Terms shall govern all documents related to orders of Babbels Services, including any online, email or in-app ordering processes that are agreed between you and Babbel (each an Order). You may terminate this Agreement at any time by notifying Blizzard by email through. The sale deed includes information related to both the parties involved, property and payment details, along with other information. For more information on obtaining appropriate authorization, please visit Blizzards website. If your company supplies goods, the courts will read certain "implied warranties" into your Terms of Use agreement. 2.1 Subject to the terms and conditions agreed in each Order, Babbel grants you access to its language learning software which is offered as software-as-a-service as well as any related websites, spaces, services, applications and the respective learning content and features as specified in the Order (Services). 6.8 The content and scope as well as the time and duration of a Virtual Classroom session are set out on Babbels website or in the Babbel app. Claims excluded from arbitration under this section are subject to the choice of law, forum selection, and jury waiver clauses set forth in this Agreement. You agree to be solely responsible for any taxes, fees, charges, duties, withholdings, assessments, and the like, together with any interest, penalties, and additions imposed in connection with such transfer. Merger Agreement . Thats just one example of how the relationship between a landlord, tenant and building owner can go awry. Future growth the company is looking at and its projections, The exact terms of the debt financing for the buyer. 16.5 Your rights under this Clause16 shall be your sole remedy with respect to any claim of infringement of third-party intellectual property rights and trade secrets. Condemnation.This clause is often overlooked, but its important. For small business owners in competitive industries, an exclusive-use contract can be especially beneficial. In case of minor violations of these rules, Blizzard may provide you with a prior warning and/or suspend your use of the Account due to your non-compliance prior to terminating the Agreement or modifying or deleting an Account. Participating Employee: Status of an employee who chooses to participate in an account's Section 125 Cafeteria Plan. With regards to Games purchased from retailers on original media (e.g., on CD-ROM, DVD, etc.) Blizzard may create updated versions of this Agreement (each a New Agreement) as its business and the law evolve. In CA, CAIC does business as Continental American Life Insurance Company (CAIC NAIC 71730) You are responsible for all uses of your Battle.net Balance. If you do not wish to be bound by a New Agreement, you must immediately cease using, and uninstall, the Platform and all Games. 16.4 Clause 16.3 shall not apply (a) if the Services are modified by you or by any third party for which you are responsible (b) if the Services are combined with other non-Babbel products, applications, or processes, but solely to the extent that the alleged infringement is caused by such combination or (c) in the event of any unauthorised use of the Services. Conversion: The process of exchanging benefits for the purpose of increasing or decreasing coverage. To exercise your right of withdrawal, you must inform Babbel GmbH (registered office: Andreasstrae72, 10243 Berlin, Germany, Phone: +49 30 568 373836 (Germany), email: [emailprotected]) of your decision to withdraw from this contract by a clear statement (e.g. And, while you can register and play on multiple Accounts, you are not allowed to have more than three (3) Accounts with Battle.net Balance. 6.11 Babbel and/or the language teacher may exclude you from a Virtual Classroom session at any time if you behave inappropriately, in particular if you violate applicable laws and/or the Babbel Live Code of Conduct. Build anM&Amodel from scratch the easy way with step-by-step instruction. You may be held accountable for damages (including costs and attorneys' fees) for misrepresenting that any Content is infringing Your copyright. Purchase and use of items are subject to the Network Terms of Service and User Agreement. Key Takeaway: Commercial and residential leases are similar, but there are some important differences, including how long the lease is and who pays the property taxes. 17.8 Any other liability of Babbel not covered by this Clause17 is excluded on the merits. You may not transfer your rights and obligations to use the Platform. Tip: Before signing a lease agreement, do your due diligence on the property. CAIC is not licensed to solicit business in New York, Guam, Puerto Rico or the Virgin Islands. Make sure to take the following steps while investigating. It should be no surprise that the fine print in a commercial lease is very important. Additionally, in order to play certain Games or use certain features offered on the Platform, you may also be required to provide Blizzard with payment information (such as credit card information). This shall not apply to any payment claims. The material and information contained on these pages and on any pages linked from these pages are intended to provide general information only and not legal advice. 22.2 Babbel is neither obliged nor willing to participate in European Commission dispute resolution proceedings or in dispute resolution proceedings before any other consumer arbitration board. 2. Gumersell also said that one of the most important aspects of research that is often overlooked is learning more about the landlord and building owner. 2.2 Babbel may implement new versions and upgrades of Paid Services including, but not limited to, modifications to the design, operational method, technical specifications, systems, and other functions of Paid Services, at any time in accordance with applicable law, in particular to the extent that such changes are necessary to maintain the contractual compliance of Paid Services or for compelling technical, economic or legal reasons. YOU ACKNOWLEDGE THAT BLIZZARD IS NOT REQUIRED TO REFUND AMOUNTS YOU PAY TO BLIZZARD FOR USE OF THE PLATFORM, OR FOR DIGITAL PURCHASES MADE THROUGH THE PLATFORM, FOR ANY REASON, EXCEPT AS REQUIRED BY APPLICABLE LAW. We've also put together a Sample Terms of Use Template that you can use to help write your own. The inclusion of this clause is not good from a buyers perspective. The right to create derivative works, and as part of this Agreement, you agree that you will not create any work based on the Platform, except as expressly set forth in this Agreement or otherwise by Blizzard in certain contest rules. Common examples of user-generated content include: Here's what Spotify UK's terms has to say about user-generated content: If your website or app involves membership or registration, your Terms of Use should make it clear that you can suspend or terminate your users' accounts. Please choose an option. Leases are still popular because many businesses cant devote a significant portion of their capital to commercial real estate. Browsewrap means your users implicitly agree to your Terms of Use simply by browsing your website. Thank you for your interest in Blizzards online gaming services and interactive games, and the interactive games from other developers (Licensors) who make their games available through the Battle.net gaming service (Blizzards and the Licensors games are collectively referred to herein as the Games). You agree that this license includes the right for Us to make Your Content available to other users of the Service, who may also use Your Content subject to these Terms. Consider short-term versus long-term leases. This Friday, were taking a look at Microsoft and Sonys increasingly bitter feud over Call of Duty and whether U.K. regulators are leaning toward torpedoing the Activision Blizzard deal. The lease terms are also very important. "Device" means any device that can access the Service such as a computer, a cellphone or a digital tablet. Face Amount: The amount of money stated on the policy, to be paid upon death or maturity. But what's the best way to go about getting acceptance? Income taxes in the United States are imposed by the federal government, and most states.The income taxes are determined by applying a tax rate, which may increase as income increases, to taxable income, which is the total income less allowable deductions.Income is broadly defined. A statement by You, made under penalty of perjury, that the above information in Your notice is accurate and that You are the copyright owner or authorized to act on the copyright owner's behalf. Modifications (whether you can adjust the interior or exterior of your space).
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