The Toogi.com service (the "Service") is provided by JAY VEER CORPORATION, under the name of Toogi.com, (collectively referred to as "Toogi") to you under the terms and conditions of this Terms of Use Agreement (the "Agreement"). By using Toogi, you are entering into this Agreement with JAY VEER CORPORATION and indicating that you agree to be bound by these terms and conditions. You must be an adult, at least 18 years old to use this service. If you do not agree with these terms and conditions, please do not use the Service. Contact us if you have any questions and/or comments.
Description of Service
Toogi (the "Service") is an online service from JAY VEER CORPORATION (the "Company") that helps users monitor the backlinks for their site in one place, link portfolio. . You understand and agree that the Service is provided on an AS IS and AS AVAILABLE basis. The Company disclaims all responsibility and liability for the availability, timeliness, security or reliability of the Service. You are responsible for obtaining access to the Service and that access may involve third party fees (such as Internet service provider or airtime charges). You are responsible for making sure you receive the emails from 'noreply@toogi.com' to receive email alerts by adding 'noreply@toogi.com' to your safe list or approve through SPAM filters. You are responsible for those fees. In addition, you must provide and are responsible for all equipment necessary to access the Service. The Company also reserves the right to modify, suspend or discontinue the Service with or without notice at any time and without any liability to you.
Proper Use
You agree that you will use the Service in compliance with all applicable local, provincial, federal, and international laws, rules and regulations. You shall not, shall not agree to, and shall not authorize or encourage any third party to: (a) use the service to harass other users; (b) prevent others from using the Service; (c) use the Service for any fraudulent or inappropriate purpose. Any violation of the above may result in immediate termination of this Agreement, and may subject you to provincial and federal penalties and other legal consequences. The Company reserves the right, but shall have no obligation, to investigate your use of the Service in order to determine whether a violation of the Agreement has occurred or to comply with any applicable law, regulation, legal process or governmental request.
Personal Use The Service is made available to you for your personal use only. In consideration of your use of the Service, you agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the registration form (such information being the "Registration Data") and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or the Company has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, the Company has the right to suspend or terminate your account and refuse any and all current or future use of the Service (or any portion thereof). The Company is concerned about the safety and privacy of all its users.
MEMBER ACCOUNT, PASSWORD AND SECURITY
You are responsible for maintaining the confidentiality of the password and account, and are fully responsible for all activities that occur under your password or account. You agree to (a) immediately notify Toogi of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. Toogi cannot and will not be liable for any loss or damage arising from your failure to comply with this Section.
NO RESALE OF SERVICE
You agree not to reproduce, duplicate, copy, sell, resell, create derivative works, publicly display any content or exploit for any commercial purposes, any portion of the Service, use of the Service, or access to the Service.
Link Monitoring Information This information will be used to send the reminders for the link removal or changes. You agree that the Service cannot guarantee the accuracy and validity of link availabilty as it is dependent on having access to the source site. The user must contact us to report any link status, if found incorrect.
User Representations and Warranties
You represent and warrant that (a) all of the information provided by you to participate in the Services is correct and current; (b) you have all necessary right, power and authority to enter into this Agreement and to perform the acts required of you hereunder.
Content License
When you give us content, you grant us a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to exercise the copyright, publicity, and database rights (but no other rights) you have in the content, in any media known now or in the future. (We need these rights to host and display your content.)
Refusal of service; Termination; Suspension The Company reserves the right in its sole discretion to refuse, suspend, or terminate the Service to anyone at any time without notice for any reason.
Privacy
As a condition to using the Service, you agree to the terms of the toogi privacy policy as it may be updated from time to time. We understand that privacy is important to you. You do, however, agree that the Company may monitor, edit or disclose your personal information, including the content of your emails, if required to do so in order to comply with any valid legal process or governmental request (such as a search warrant, subpoena, statute, or court order), or as otherwise provided in these Terms of Use and the Toogi's Privacy Policy. Personal information collected by the Company may be stored and processed in the United States, Canada or any other country in which JAY VEER CORPORATION or its agents maintain facilities. By using the Service, you consent to any such transfer of information outside of your country.
GENERAL PRACTICES REGARDING USE AND STORAGE
You acknowledge that the Company may establish general practices and limits concerning use of the Service, including without limitation the maximum number of days that link monitoring history will be retained by the Service, the maximum number of link checks that can be done in a given period of time, the maximum disk space that will be allotted on the Company's servers on your behalf, and the maximum number of times (and the maximum duration for which) you may access the Service in a given period of time. You agree that the Company has no responsibility or liability for the deletion or failure to store any content maintained or transmitted by the Service. You acknowledge that the Company reserves the right to log off accounts that are inactive for an extended period of time. You further acknowledge that the Company reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.
DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. JAY VEER CORPORATION EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
JAY VEER CORPORATION MAKES NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, AND (V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM toogi.COM OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TOS.
Damages UNDER NO CIRCUMSTANCES WILL JAY VEER CORPORATION BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR IN CONNECTION WITH USE OF THE SERVICE WHETHER OR NOT YOU HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. UNDER NO CIRCUMSTANCES SHALL JAY VEER CORPORATION BE LIABLE TO YOU FOR ANY AMOUNT FOR SERVICES RENDERED PURSUANT TO THIS AGREEMENT.
Indemnification You agree to hold harmless and indemnify the Company, and its employees, agents and representatives, from and against any third party claim arising from or in any way related to your use of the Service, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys' fees, of every kind and nature.
Liability To the maximum extent permitted by applicable law, you hereby release, and waive all claims against JAY VEER CORPORATION and its employees and agents from any and all liability for claims, damages (actual and consequential), costs and expenses (including litigation costs and attorneys' fees) of every kind and nature, arising out of or in any way connected with use of the Service.
You expressly understand and agree that JAY VEER CORPORATION shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if toogi has been advised of the possibility of such damages), resulting from: (i) the use or the inability to use the service; (ii) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the service; (iii) unauthorized access to or alteration of your transmissions or data; (iv) statements or conduct of any third party on the service; (v) termination of your account; or (vi) any other matter relating to the service.
Regardless of the previous paragraph, if we are found to be liable, our liability to you or to any third party is limited to the lesser of (a) the total fees you paid to us in the 12 months prior to the action giving rise to the liability, and (b) $100.
Modifications to the Agreement The Company shall have the right to modify the terms of this Agreement at any time. The new agreement shall be effective immediately.
Severability If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be deemed superseded by a valid enforceable provision that most closely matches the intent of the original provision and the remaining provisions shall be enforced.
Exercise The failure of the Company to exercise or enforce any right or provision of these terms and conditions shall not constitute a waiver of such right or provision.
Choice of Law; Jurisdiction This agreement shall be interpreted in accordance with the laws of the province of Ontario, Canada.
Special Admonitions for International Use
Because of the global nature of the Internet, you agree to comply with all local rules regarding User conduct on the Internet and acceptable Content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from the country in which you reside.
Entire Agreement This Agreement constitutes the complete and exclusive understanding and agreement between JAY VEER CORPORATION and you with respect to the subject matter hereof and supersedes all prior understandings, proposals, agreements, negotiations, and discussions between the parties, whether written or oral.
You understand and agree that You are solely responsible for reviewing the terms of this Agreement from time to time.
