The following Terms of Service are a contractual agreement between you (“you” or “User”) and Batchit Ventures Private Limited (“Batchit”, “we”, “our” or “us”). You must read, agree to, and accept all of the terms and contained in this Agreement in order to use the website located at www.twippin.com, all affiliated websites owned and operated by us or our Affiliates (collectively, the “Site”), all processes, procedures, guidelines, services, applications and tools that are accessible through the Site and all the mobile applications that link to or reference this Agreement (“Site Services”). To the extent permitted by the applicable Indian laws, Batchit may amend this Agreement without prior notice to you at any time by posting a revised version on the Site. Any revisions to this Agreement will take effect when posted on the Site unless otherwise stated. Your continued use of the Site or the Site Services after the effective date of the revised version of this Agreement constitutes your acceptance of its terms and agreement to be bound by its terms. This Agreement includes and hereby incorporates by references the agreements and policies linked from https://www.twippin.com or elsewhere on the Site, as such agreements and policies may be modified by Batchit from time to time based on our sole discretion (collectively, the “Terms of Service”).
YOU UNDERSTAND THAT THE SITE IS THE VENUE WHERE THE MEMBERS USE OUR PLATFORM FOR ONLINE SERVICES. USERS BECOME MEMBERS WHEN THEY SIGN UP ON OUR PLATFORM. THE USERS MAY USE THE PLATFORM TO DISCOVER EACH OTHER, SCREEN AND SELECT EACH OTHER AND NEGOTIATE THE TERMS OF ENGAGEMENT. ONCE THE TERMS OF ENGAGEMENT ARE FINALISED AND EXECUTED BETWEEN THE MEMBERS, THE MEMBERS USE THE SITE TO COLLABORATE, COMMUNICATE ABOUT AND TRANSACT FOR THE ENGAGEMENT. YOU UNDERSTAND THAT BY USING THE SITE OR SITE SERVICES, YOU AGREE TO BE BOUND BY THIS AGREEMENT. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF AN ENTITY, YOU REPRESENT AND WARRANT THAT YOU HAVE AN AUTHORITY TO BIND THAT ENTITY TO THIS AGREEMENT. IN THAT EVENT, “YOU” AND “YOUR” WILL REFER AND APPLY TO THAT ENTITY.
www.twippin.com is an online platform that enables buyers of professional services (“Employers”) to search for, enter into and manage transactions with providers of the professional services (“Freelancers” and collectively with Employers, “Registered Users”). The Website contains features that enable Freelancers and Employers to do, among other things, the following:
Employers: Create profiles, post projects, search for Freelancers, communicate with Freelancers, negotiate with Freelancers, award projects to Freelancers, manage projects, leave feedback for Freelancers, and pay Freelancers.
Freelancers: Create profiles, advertise capabilities, submit proposals, submit quotes, negotiate with Employers, obtain project awards, invoice, obtain feedback from employers, and receive payment from employers. We also provide registered users with certain services described in, and subject to, these Terms of Service (as further defined below, the “Services”). We may add, delete or modify some or all of such Services at any time at our sole discretion with reasonable communication in advance. Terms used in these Terms of Service have the following meanings:
Account means the account created by the Website upon Sign-up.
Assumed Payment Liabilities shall mean that portion of a Freelancer’s total service charges for a Project which Twippin.com agrees to assume in consideration of the Platform Fees.
Arbitration Service means the service described in Section 7.
Confidential Information means Employer Deliverables, Freelancer Deliverables, Work Product, and any other information provided to, or created by, a User for a Project Agreement, regardless of whether in tangible, electronic, verbal, graphic, visual, or other forms. Confidential Information does not include material or information that: (a) is generally known by third parties as a result of no act or omission of Freelancer or Employer; (b) subsequent to disclosure hereunder, was lawfully received without restriction on disclosure from third party having the right to disseminate the information; (c) was already known by User prior to receiving it from the other party and was not received from a third party in breach of that third party’s obligations of confidentiality; or (d) was independently developed by User without use of another person’s Confidential Information.
Employer’s Acceptance of Services shall mean (i) with respect to a Project Award, a transfer of funds by Employer to Batchit or (ii) with respect to the payment services, the earlier to occur of the following: (a) Employer and the Freelancer agree as to the rightful recipient of the funds or (b) Employer and Freelancer have concluded the process comprising the Dispute Resolution Service.
Freelancer Fees means the fixed fee agreed between the Freelancer and Employer.
Freelancer Services means all services performed for or delivered to Employer by Freelancers
Intellectual Property Rights means all patent rights, copyrights, moral rights, trademarks, trade dress, service marks rights, goodwill, trade secret rights and other Intellectual Property Rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals, and extensions thereof, in each case, under the laws of any country, territory or jurisdiction.
Project means Freelancer Services that a Freelancer agrees to provide to the Employer. This term does not imply an employment relationship and is not to be interpreted in that manner.
Payment Method means a valid credit card issued by a bank acceptable to Batchit, a bank account linked to your Account, a debit card or such other method of payment as Batchit may accept from time to time in sole discretion through the payment gateway service provider Razorpay Software Private Limited.
Substantial Change means a change to the Terms of Service that reduces your rights or increases your responsibilities.
User Content means any comments, remarks, data, feedback, content, text, photographs, images, video, or any other content or information that you or any Site Visitor or User shares through any part of the Site or provide to Batchit, including such content or information that is posted as a result of questions.
Website means the World Wide Web site operated by Twippin.com at https://www.twippin.com or any replacement URL.
2.1 Registration and Acceptance
By registering for an account to use the Site or Site Services (an “Account”), by using the Site or Site Services after the Effective Date if you had an Account on the Effective Date, or by clicking to accept the Terms of Service when prompted on the Site, you agree to abide by this Agreement and the other Terms of Service.
To access and use certain portions of the Site and the Site Services, you must register/sign-up for an Account. Subject to the Site Terms of Service, certain portions of the Site are available to Site Visitors, including those portions before your Account registration is accepted. Batchit reserves the right to decline a registration to join Batchit or to add an Account of any type (i.e., as a Employer or Freelancer), for any lawful reason, including supply and demand, cost to maintain data, or other business considerations.
If you create an Account as an employee or agent on behalf of a company, you represent and warrant that you are authorized to enter into binding contracts, including the Terms of Service, on behalf of yourself and the company.
2.2 Account Eligibility
To register for an Account or use the Site and Site Services, you must, and hereby represent that you are either an individual who is 18 years or older or representing a legal entity, who can form legally binding contracts.
2.3 Account Profile
To register for an Account to join the Site, you must complete a User profile (“Profile”), which you consent to be shown to other Users. You agree to provide true, accurate, and complete information on your Profile and all registration and other forms you access on the Site or provide to us and to update your information to maintain its truthfulness, accuracy, and completeness. You agree not to provide any false or misleading information about your identity or location, your business, your skills, or the services your business provides and to correct any such information that is or becomes false or misleading.
2.4. Account Types
As described in this Section, there are different Account types. Once you register for one Account type, you can add the other Account types under the same username and password by re-registering. You agree not to have or register for more than one Account of a particular type without express written permission from us. We reserve the right to revoke the privileges of the Account or access to or use of the Site or Site Services, and those of any and all linked Accounts without warning if, in our sole discretion, false or misleading information has been provided in creating, marketing, or maintaining your Profile or Account.
2.4.1. Employer Account
You can register for an Account or add an Account type to use the Site and Site Services as an Employer (“Employer Account”).
2.4.2. Freelancer Account
You can register for an Account or add an Account type to use the Site and Site Services as a Freelancer (a “Freelancer Account”).
2.5. Identity and Location Verification
When you register for an Account and from time to time thereafter, your Account will be subject to verification, including, but not limited to, validation against third-party databases or the verification of one or more official government or legal documents that confirm your identity, your location, and your ability to act on behalf of your business on Batchit. You authorize Batchit, directly or through third parties, to make any inquiries necessary to validate your identity, your location, and confirm your ownership of your email address or financial accounts, subject to applicable law. When requested, you must timely provide us with complete information about yourself and your business, which includes, but is not limited to, providing official government or legal documents. During verification some Account features may be temporarily limited. When verification is successfully completed, Account features will be restored.
2.6. Usernames and Passwords
Each person who uses the Site must register for their own Account. When you register for an Account, you will be asked to provide an email address and a mobile phone number and choose a password for the Account. You are entirely responsible for safeguarding and maintaining the confidentiality of your password. You agree not to share your email address and password with any person, and, if you are a legal entity who is not a natural person, to only share your email address and password with a person who is authorized to use your Account. You authorize Batchit to assume that any person using the Site with your email address and password either is you or is authorized to act for you. You agree to notify us immediately if you suspect or become aware of any unauthorized use of your Account or any unauthorized access to the password for any Account. You further agree not to use the Account or log in with the username and password of another User of the Site if (a) you are not authorized to use both or (b) the use would violate the Terms of Service.
Twippin.com provides Registered Users only one membership option per account type. The availability of these membership options is dependent upon (i) the Registered User's status as an Employer or a Freelancer, and (ii) any subsequent upgrades or downgrades of membership options after registration.
Employers: All Employers have the complimentary membership benefit of being able to post unlimited projects. Note, this membership benefit may change at the sole discretion of Twippin.com.
Freelancers: All Freelancers have the complimentary membership benefit of 15 free “Bids” in each calendar month. If a Freelancer requires additional Bids in a given month, the Freelancer has the option to buy additional Bids. We reserve the right to change membership fees, the monthly number of Bids included in the membership option or the price of Bids or institute new fees at any time, at the sole discretion of Twippin.com and upon reasonable communication in advance. No refunds will be given for Bids already purchased.
2.8. Collection of identification documents and bank account details
Batchit will collect identification documents of Freelancer at the time of creation of the profile. Batchit will also collect the details of the bank account of the Freelancer at the time of the creation of the profile. The information collected by the Batchit will only be in the domain of the Batchit and it will not be listed in the public domain.
2.9 Feedback and Ratings
Batchit encourages you to leave objective balanced feedback about Users with whom you have transacted. You acknowledge and agree that the Site contains public feedback from Users with whom you have transacted. You acknowledge that feedback results for you may consist of comments and ratings left by other Users and that Batchit may calculate a composite feedback number based on these individual ratings. Freelancers and Employers agree to be rated by each other. Batchit provides its feedback and rating system as a means through which Users can express their opinions publicly, and Batchit does not monitor or censor these opinions or investigate any remarks posted by Users for accuracy or reliability unless a User brings the posting to Batchit's attention. You may be held legally responsible for damages suffered by other Users or third parties as a result of your remarks if a court finds that your remarks are legally actionable or defamatory. By law, Batchit is not legally responsible for any feedback or comments posted or made available on this Site by any Users or third parties, even if that information is defamatory or otherwise legally actionable.
Batchit merely makes the Site and Site Services available to enable Freelancers and Employers to find and transact directly with each other. Batchit does not introduce Freelancers to Employers, select Projects for Freelancers, or select Freelancers for Employers. Through the Site and Site Services, Freelancers may be notified of Employers that may be seeking the services they offer, and Employers may be notified of Freelancers that may offer the services they seek; at all times, however, Users are responsible for evaluating and determining the suitability of any Project, Employer or Freelancer on their own.
3.1. Employer and Freelancer
3.1.1. Project Agreement: The engagement, contracting and management of a Project are between an Employer and a Freelancer. Upon acceptance of a Bid, the Employer agrees to purchase, and the Freelancer agrees to deliver, the services and related deliverables in accordance with the following agreements: (a) the Project Agreement between Employer and Freelancer including the Bid, Project Description, Project Milestones and other terms and conditions as communicated between Employer and Freelancer on the Website, (b) these Terms of Service, and (c) any other content uploaded to the Website by Twippin.com (collectively, the "Project Agreement"). You agree not to enter into any contractual provisions in conflict with these Terms of Service. Any provision of a Project Agreement in conflict with these Terms of Service is void. Employer is responsible for managing, inspecting, accepting and paying for satisfactory services and deliverables in accordance with the Project Agreement in a timely manner. Freelancer is responsible for the performance and quality of the services in accordance with the Project Agreement in a timely manner. Employer and Freelancer each covenants and agrees to act with good faith and fair dealing in performance of the Project Agreement.
3.1.2. Independence: Employer and Freelancer each acknowledges and agrees that their relationship is that of independent contractors. The Freelancer shall perform services as an independent contractor and nothing in these Terms of Service shall be deemed to create a partnership, joint venture, agency, or employer-employee relationship between Freelancer and Employer or between Twippin.com and any Employer or Freelancer.
3.2. Registered Users and Twippin.com
3.2.1. General: Twippin.com is not a party to the dealing, contracting and fulfilment of any Project between an Employer and a Freelancer. Twippin.com has no control over and does not guarantee the quality, safety or legality of any services performed or deliverables created, advertised, the truth or accuracy of Project listings, the qualifications, background, or abilities of Registered Users, the ability of Freelancers to perform services, the ability of Employers to pay for services, or that an Employer or Freelancer can or will actually complete a Project. Twippin.com is not responsible for and will not control the manner in which a Freelancer operates and is not involved in the hiring, firing, discipline or working conditions of the Freelancer. All rights and obligations for the purchase and sale of services or other deliverables are solely between an Employer and a Freelancer. Twippin.com will not provide any Freelancer with any materials or tools to complete any Project. Employers and Freelancers must look solely to the other for enforcement and performance of all the rights and obligations arising from Project Agreements and any other terms, conditions, representations, or warranties associated with such dealings.
3.2.2. Third-Party Beneficiary of Project Agreement: Employer and Freelancer each acknowledges and agrees that the value, reputation, and goodwill of the Website depend on their performance of their covenants and agreements as set forth in their Project Agreement. Employer and Freelancer therefore appoint Twippin.com as a third-party beneficiary of their Project Agreement for purposes of enforcing the obligations owed to, and the benefits conferred on, Twippin.com by these Terms of Service. Employers and Freelancers further agree that Twippin.com has the right to take such actions with respect to the Project Agreement or their Accounts, including without limitation, suspension, termination, or any other legal actions, as Twippin.com in its sole discretion deems necessary to protect the value, reputation, and goodwill of the Website.
3.2.3. Agency: These Terms of Service and any registration for or subsequent use of this Website by any user or Registered User will not be construed as creating or implying any relationship of agency, franchise, partnership or joint venture between you and Twippin.com, except and solely to the extent expressly stated.
3.2.4. Taxes: Registered Users are responsible for payment and reporting of any taxes. Twippin.com is not obligated to determine the applicability of any taxes or to remit, collect or report any such applicable taxes, unless otherwise agreed to by both parties pursuant to the terms of any provision of tax services provided to you by Twippin.com. You agree that you will abide by any and all applicable tax statutes, regulations and common law. In the event Twippin.com receives a notice of non-compliance with any such statute, regulation in Twippin.com will deem such receipt a breach of this section and will suspend your Account until Twippin.com receives taxes applicable to the registered users under Indian Tax laws.
3.3. Freelancer Representation and Warranties
For the purposes of the Project Agreement, Freelancer hereby represents and warrants that (a) the Work Product will be an original work of Freelancer; (b) the Work Product will fully conform to the requirements and terms set forth in the Project Agreement; (c) neither the Work Product nor any element thereof will infringe or misappropriate the Proprietary Rights of any third party; (d) neither the Project Agreement nor any element thereof will be subject to any restrictions or to any mortgages, liens, pledges, security interests, or encumbrances; (e) Freelancer will not grant, directly or indirectly, any rights or interest whatsoever in the Work Product to the third parties; (f) Freelancer has full right and power to enter into and perform the Project Agreement without the consent of any third party or under applicable law; and (g) Freelancer will comply with all laws and regulations applicable to Freelancer’s obligations under the Project Agreement.
4.1. Fees for Freelancers
4.1.1. Platform Fee: Freelancers will pay Twippin.com a service fee (“Platform Fee”) for the use of the Site Services for delivering the Work Product, including facilitating arbitration service. The Platform Fee (to use the Site Services) are paid solely by Freelancer. When Employer pays a Freelancer for a Project or when funds related to a Project are otherwise released to a Freelancer as required by the applicable Escrow Instructions, Twippin Escrow will credit the Freelancer Escrow Account (“Freelancer Wallet”) for the full amount paid or released by the Employer, and then subtract and disburse to Twippin.com the Platform Fee. Freelancer hereby irrevocably authorizes and instructs Twippin Escrow to deduct the Platform Fee from the Freelancer Wallet and pay Twippin.com on Freelancer’s behalf. In the event the Freelancer chooses to withdraw funds in a currency other than Indian Rupee, there may also be a foreign currency conversion charge imposed by Twippin Escrow or an affiliate and the rate may differ from rates that are in effect on the date of the payment and you may be able to obtain a better rate from your bank or financial institution.
4.1.2. Membership Fees: Freelancers may subscribe to different levels of participation and privileges on the Site to access additional features and Site Service, by payment of the applicable fees.
4.2. Employer Fees
Employers do not pay fees for using the Site. We reserve the right to institute new fees at any time, at the sole discretion of Twippin.com and upon reasonable communication in advance.
Twippin.com may be required by applicable law to collect taxes or levies including, without limitation, withholding income tax or GST (while some countries may refer to GST using other terms, e.g. VAT, we will just refer to VAT, GST and any local sales taxes collectively as “GST”) in the jurisdiction of the Freelancer (the "Taxes"). In such instances, any amounts Twippin.com is required to collect or withhold for the payment of any such Taxes shall be collected in addition to the fees owed to Twippin.com under the Terms of Service.
5.1. Escrow Services
Twippin provides escrow and wallet services to the User to deliver, hold, and/or receive payment for the Project, and to pay platform fee to Twippin (collectively called as “Escrow Services”).
5.1.1. Escrow Instructions
Twippin Escrow will use and release funds deposited in an Escrow Account only in accordance with this agreement and applicable Escrow Instructions. You acknowledge and agree that Twippin Escrow acts merely as an Internet escrow agent. Twippin Escrow has fully delivered the Escrow Services to you if Twippin Escrow provides the Escrow Services described in this Agreement and the applicable Escrow Instructions. Twippin Escrow is only obligated to perform those duties expressly described in this Agreement and any applicable Escrow Instructions. If you authorize or instruct Twippin Escrow to release or make a payment of funds from an Escrow Account associated with you, Twippin Escrow may release or pay those funds as instructed in reliance on your authorization, this Agreement, and the applicable Escrow Instructions or as required by applicable law.
5.1.2. Escrow Accounts
Twippin Escrow will use and release funds deposited in an Escrow Account only in accordance with this Agreement and the applicable Escrow Instructions. Depending on your needs and the applicable Escrow Instructions, Twippin Escrow will establish and maintain one of two different types of Escrow Accounts:
a. Employer Escrow Account. After entering into a Project Agreement, the first time Employer makes a payment for a Project, Twippin Escrow will establish and maintain a “Employer Escrow Account” to hold funds for the Employer to use to make payments for Projects, to receive refunds in connection with Projects, and to make payments to Twippin.
b. Freelancer Wallet. After entering into a Project Agreement, the first time a Freelancer uses the Site to receive payment for a Project, Twippin Escrow will establish and maintain a “Freelancer Wallet” for Freelancer to receive payments for Projects, withdraw payments, and make payments to Twippin and issue refunds to Employer.
You hereby authorize and instruct Twippin Escrow to act as escrow agent in connection with the Escrow Accounts and the payment, holding, and receipt of funds for each Project and other specified purposes in accordance with the Terms of Service and the applicable Escrow Instructions. Employer and Freelancer may access current information regarding the status of an Escrow Account on the Site.
5.2. Funds Transfer
5.2.1. General: To receive funds due to you, you must submit a withdrawal request. Any such requests shall be subject to the conditions and restrictions contained on the Website and in these Terms of Service. Notwithstanding any other provision of these Terms of Service, if Twippin.com determines in its sole discretion that a Registered User has violated the conditions and restrictions of the Website or Terms of Service, Twippin.com has the right to refuse to process such request.
5.2.2. Hold on Transfers: Twippin.com reserves the right, at its sole discretion, to place a hold on requested transfers if Twippin.com suspects monies may be subject to charge back, bank reversal, failure to clear or fraud. Twippin.com will release a hold as soon as practical.
5.3. Legal Relationship
5.3.1. Twippin.com is not your agent with respect to any funds that have been transferred to Twippin.com for any Assumed Payment Liabilities.
5.3.2. Each Freelancer must properly discharge and credit Employers for all payments that Twippin.com makes to such Freelancer in respect of services provided to such Employers.
5.3.3. Twippin.com acts as a payment provider by creating, hosting, maintaining, and providing the Twippin payment services to you via the Internet. Twippin.com does not have any control over the services paid for with the Twippin payment services. Additionally, Twippin.com does not control whether an Employer or Freelancer will actually complete the underlying transaction. Twippin.com is not responsible in any way for the timeliness, accuracy, completion or workmanship of any work product produced by a Freelancer as a result of an awarded Project. Nothing in these Terms of Service will be deemed to constitute Twippin.com as your agent with respect to any service purchased and sold by Registered Users through the Website, or expand or modify any warranty, liability or indemnity stated in these Terms of Service.
5.3.4. By using the Twippin Payment Services, you expressly acknowledge that
a. Twippin.com is not acting as a trustee or a fiduciary of Employers or Freelancers and that the Twippin Payment Services are provided to Registered Users administratively;
b. Twippin.com is not a "financial institution" as defined under Indian law and the Twippin Payment Services are payment services rather than a banking services;
c. Twippin.com is not a bank and any payments transferred through Twippin.com are not insured deposits and are subject to default, loss or forfeiture
5.4. Non Payment
If Employer is in “default”, meaning the Employer fails to pay the Freelancer Fees or any other amounts when due under the Terms of Service, for payment terms incorporating the Terms of Service, Twippin.com will be entitled to the remedies described in this Section 5.5 in addition to such other remedies that may be available under applicable law. For the avoidance of doubt, Employer will be deemed to be in default on the earliest occurrence of any of the following:
a. Employer fails to pay the Freelancer Fees when due;
b. Employer fails to pay a balance that is due or to bring, within a reasonable period of time but no more than 30 days after accrual of the charge, an account current after a credit or debit card is declined or expires;
c. Employer fails to pay an invoice issued to the Employer by Twippin.com within the time period agreed or, if no period is agreed, within 30 days;
d. Employer initiates a chargeback with a bank or other financial institution resulting in a charge made by Twippin.com for Freelancer Fees or such other amount due being reversed to the Employer; or
e. Employer takes other actions or fails to take any action that results in a negative or past-due balance on the Employer’s account.
If Employer is in default, we may, without notice, temporarily or permanently close Employer’s Account and revoke Employer access to the Site and Site Services, including Employer authority to use the Site to process any additional payments, enter into Project Agreements, or obtain any additional Freelancer Services from other Users through the Site. However, Employer will remain responsible for any amounts that accrue on any open Projects at the time a limitation is put on the Employer Account as a result of the default. Without limiting other available remedies, Employer must pay Twippin.com upon demand for any amounts owed, plus interest on the outstanding amount at 10% per day.
At our discretion and to the extent permitted by applicable law, Twippin.com or its Affiliates, Twippin Escrow may, without notice, charge all or a portion of any amount that is owed on any Account to Twippin.com or as Freelancer Fees or otherwise to any Payment Method on file on the Employer Account; set off amounts due against other amounts received from Employer or held by for Employer by Twippin.com, Twippin Escrow or another Affiliate; make appropriate reports to credit reporting agencies and law enforcement authorities; and cooperate with credit reporting agencies and law enforcement authorities in any investigation or prosecution.
Twippin.com does not guarantee that Employer is able to pay or will pay Freelancer Fees and Twippin.com is not liable for Freelancer Fees if Employer is in default. Freelancer may use the dispute process in order to recover funds from Employer in the event of a default or may pursue such other remedies against Employer as Freelancer chooses. If Twippin.com recovers funds from Employer in default pursuant to this Section 5.5, Twippin.com will disburse any portion attributable to Freelancer Fees to the applicable Freelancer to the extent not already paid by Employer or credited by Twippin.com.
5.5. No Return of funds and no chargebacks
Employer acknowledges and agrees that Twippin.com or its Affiliates, Twippin Escrow or Batchit, will charge or debit Employer designated Payment Method for the Freelancer Fees incurred and that once Twippin.com or its Affiliates, Twippin.com Escrow or Batchit, charges or debits the Employer designated Payment Method for the Freelancer Fees, the charge or debit is non-refundable, except as otherwise required by applicable law. Employer also acknowledges and agrees that the Terms of Service provide a dispute resolution process as a way for Employer resolve disputes. To the extent permitted by applicable law, Employer therefore agrees not to ask its credit card company, bank, or other Payment Method provider to charge back any Freelancer Fees or other fees charged pursuant to the Terms of Service for any reason. A chargeback in breach of the foregoing obligation is a material breach of the Terms of Service. If Employer initiates a chargeback in violation of this Agreement, Employer agrees that Twippin.com or its Affiliates, Twippin Escrow or Batchit, may dispute or appeal the chargeback and institute collection action against Employer and take such other action it deems appropriate.
5.6. Payment Methods
In order to use certain Site Services, Employer must provide account information for at least one valid Payment Method.
By providing Payment Method information through the Site and authorizing payments with the Payment Method, Employer represents, warrants, and covenants that: (a) Employer is legally authorized to provide such information; (b) Employer is legally authorized to make payments using the Payment Method(s); (c) if Employer is an employee or agent of a company or person that owns the Payment Method, that Employer is authorized by the company or person to use the Payment Method to make payments on Twippin.com; and (d) such actions do not violate the terms and conditions applicable to Employer use of such Payment Method(s) or applicable law.
When Employer authorizes a payment using a Payment Method via the Site, Employer represents and warrants that there are sufficient funds or credit available to complete the payment using the designated Payment Method. To the extent that any amounts owed under this Agreement or the other Terms of Service cannot be collected from Employer Payment Method(s), Employer is solely responsible for paying such amounts by other means.
Twippin.com is not liable to any User if Twippin.com does not complete a transaction as a result of any limit by applicable law or your financial institution, or if a financial institution fails to honor any credit or debit to or from an account associated with such Payment Method. Twippin.com will make commercially reasonable efforts to work with any such affected Users to resolve such transactions in a manner consistent with this Agreement and any applicable Escrow Instructions.
5.7. Miscellaneous Payment Terms
5.7.1. Authorized Payments are Final: Your use of the Twippin payment services constitutes your agreement to pay for any amounts which you authorize us to retain from transactions and, as appropriate, charge to your credit card, bank account, or PayPal account. Such payments, once authorized, are final. When an Employer's Acceptance of Services has occurred, (i) Twippin.com shall have no further liability to any party with respect to Payment for such services, (ii) Employer acknowledges that Twippin.com has provided a complete service in respect of the payment made by Employer for the Assumed Payment Liability or Invoice, as applicable and (iii) Employer hereby releases Twippin.com from any and all liability with respect to such Payment.
5.7.2. Currency: The Twippin payment services operate in Indian Rupee (INR) and therefore Twippin.com is not responsible for currency fluctuations that occur when billing or crediting a credit or debit card denominated in a currency other than Indian Rupee (INR) nor is Twippin.com responsible for currency fluctuations that occur when receiving or sending payment via wire transfer, check or automated clearinghouse to and from your bank account, credit card account or PayPal account.
5.7.3. Exclusivity and Non-Circumvention: Employers agree to use the Twippin payment services to make all payments to Freelancers, whether first-time, repeat, or follow-on. You also agree not to take any action directly or indirectly to circumvent the Twippin payment services or any associated fees. As a Freelancer, you agree to use Twippin payment services to receive all payments from Employers identified through the Website, whether first-time, repeat, or follow-on. Additionally, you agree not to circumvent the Twippin payment services or any associated fees.
5.7.4. Notification: As an Employer, you agree to notify Twippin.com immediately if your Freelancer solicits payment from you outside the Website. As a Freelancer, you agree to notify Twippin.com immediately if your Employer seeks to pay you outside the Website. If you are aware of a breach of the foregoing prohibitions, or any potential circumvention of the Twippin payment services, please submit a confidential report to Twippin.com by sending an email to email@example.com.
This Agreement will become effective on the date first mentioned herein above and will remain in effect for the duration of your use of the Site, unless both you and Twippin.com agree otherwise in writing.
Unless otherwise agreed to in writing between the parties, either party may terminate the contractual agreement represented by these Terms of Service at any time upon notice to the other party.
You may provide written notice to firstname.lastname@example.org. In the event you properly terminate this Agreement, your right to use the Site and Site Services is automatically revoked, and your Account will be closed. Twippin.com is not a party to any Project Agreement between Users. Consequently, User understands and acknowledges that termination of this Agreement (or attempt to terminate this Agreement) does not terminate or otherwise impact any Project Agreement or Project entered into between Users. If you attempt to terminate this Agreement while having one or more open Projects, you agree (a) you hereby instruct Twippin.com to close any open contracts; (b) you will continue to be bound by this Agreement and the other Terms of Service until all such Projects have closed on the Site; (c) Twippin.com will continue to perform those Site Services necessary to complete any open Project or related transaction between you and another User; and (d) you will continue to be obligated to pay any amounts accrued but unpaid as of the date of termination or as of the closure of any open Project Agreement, whichever is later, to Twippin.com for any Site Services or such other amounts owed under the Terms of Service and to any Freelancers for any Freelancer Services.
Without limiting Twippin.com’s other rights or remedies, we may, but are not obligated to, temporarily or indefinitely revoke or limit access to the Site or Site Services, deny your registration, or permanently revoke your access to the Site and refuse to provide any or all Site Services to you if:
i. you breach the letter or spirit of any terms and conditions of this Agreement or any other provisions of the Terms of Service;
ii. we suspect or become aware that you have provided false or misleading information to us;
iii. we believe, in our sole discretion, that your actions may cause legal liability for you, our Users, or Twippin.com or our Affiliates; may be contrary to the interests of the Site or the User community; or may involve illicit or illegal activity; or
iv. we are required to by law, legal process, or law enforcement.
If your Account is temporarily or permanently closed, you may not use the Site under the same Account or a different Account or re-register under a new Account without Twippin.com’s prior written consent. If you attempt to use the Site under a different Account, we reserve the right to reclaim available funds in that Account and/or use an available Payment Method to pay for any amounts owed by you to the extent permitted by applicable law.
You acknowledge and agree that the value, reputation, and goodwill of the Site depend on transparency of User’s Account status to all Users, including both yourself and other Users who have entered into Project Agreement with you. You therefore agree as follows: IF Twippin.com DECIDES TO TEMPORARILY OR PERMANENTLY CLOSE YOUR ACCOUNT, Twippin.com HAS THE RIGHT WHERE ALLOWED BY LAW BUT NOT THE OBLIGATION TO:
A. NOTIFY OTHER USERS THAT HAVE ENTERED INTO SERVICE CONTRACTS WITH YOU TO INFORM THEM OF YOUR CLOSED ACCOUNT STATUS,
B. PROVIDE THOSE USERS WITH A SUMMARY OF THE REASONS FOR YOUR ACCOUNT CLOSURE. YOU AGREE THAT Twippin.com WILL HAVE NO LIABILITY ARISING FROM OR RELATING TO ANY NOTICE THAT IT MAY PROVIDE TO ANY USER REGARDING CLOSED ACCOUNT STATUS OR THE REASON(S) FOR THE CLOSURE.
6.3. Account Data on Closure
Except as otherwise required by law, if your Account is closed for any reason, you will no longer have access to data, messages, files, or other material you keep on the Site and any closure of your Account may involve deletion of any content stored in your Account for which Twippin.com will have no liability whatsoever. Twippin.com, in its sole discretion and as permitted or required by law, may retain some or all of your Account information.
After this Agreement terminates, the terms of this Agreement and the other Terms of Service that expressly or by their nature contemplate performance after this Agreement terminates or expires will survive and continue in full force and effect. For example, the provisions requiring arbitration, permitting audits, protecting intellectual property, requiring non-circumvention, indemnification, payment of fees, reimbursement and setting forth limitations of liability each, by their nature, contemplate performance or observance after this Agreement terminates. Without limiting any other provisions of the Terms of Service, the termination of this Agreement for any reason will not release you or Twippin.com from any obligations incurred prior to termination of this Agreement or that thereafter may accrue in respect of any act or omission prior to such termination.
Twippin.com offers the Arbitration Service to those Registered Users that have requested Twippin.com to assume all or a portion of the payment liability for services and who are engaged in a dispute over a Project that is
i. Pursuant to a Project posting by an Employer through the Website,
ii. Pursuant to a Bid for by a Freelancer through the Website for such Project posting and
iii. Pursuant to an acceptance through the Website by the Employer for such Bid.
Employer and Freelancer agree and acknowledge that, with respect to Assumed Payment Liabilities, any and all disputes relating to the underlying fees shall be governed by the terms of this Section 7.
7.2.1. Arbitration: In any case where the Employer and a Freelancer cannot mutually agree on the distribution of the funds you expressly agree to and acknowledge that Twippin.com or a third party chosen by Twippin.com will arbitrate the dispute in accordance with these Terms of Service and the Website.
a. You acknowledge and agree that Twippin.com will construe any Project Agreement based on the transaction's course of dealing and common industry practices. Specifically, in rendering its decision, the arbitrator shall only be obligated to consider the following:
i. the Project Agreement,
ii. the parties' course of dealings, as evidenced by activity on or communications through the Website,
iii. the Project itself and
iv. any information or communication that the Employer and the Freelancer submit for review.
b. Twippin.com shall render its decision within seven (7) days of the Arbitration being opened. During this time, you are encouraged to continue to negotiate an amicable settlement with each other.
i. You agree that the decision of Twippin.com, acting as an arbitrator, shall be final, binding, and not subject to appeal. Accordingly, within a reasonable time after we have rendered a decision, we will transfer funds in accordance with the arbitrator's decision.
ii. In the event that you are the prevailing party in its arbitration decision, you agree that you shall have no right, title to, interest in or license to the Project that is the subject matter of the dispute. In such a case, you agree to return any physical copies of such Project in your possession and destroy any electronic copies that you have.
You agree and acknowledge that
i. Twippin.com will use the e-mail address corresponding with your Account registered at the time Arbitration is opened to notify and communicate with you with regard the Arbitration and
ii. you are solely responsible for the receipt of any notification or communication sent by Twippin.com using the e-mail address corresponding with your Account registered at the time Arbitration is opened.
You agree and acknowledge that
i. Twippin.com is not providing legal services to you,
ii. Twippin.com will not advise you regarding any legal matters and
iii. if you desire to have legal counsel, you will seek independent legal counsel licensed to practice law in your jurisdiction and not rely on Twippin.com for any such counsel.
iv. You agree to indemnify and hold harmless Twippin.com and any of our affiliates against any damages or liability you may suffer as a result of using the Arbitration Service. If you do not agree to use this Arbitration Service under these terms, you should not request Twippin.com to assume the Assumed Payment Liabilities.
To the extent a Employer or Freelancer provides Confidential Information to the other, the recipient shall protect the secrecy of the discloser's Confidential Information with the same degree of care as it uses to protect its own Confidential Information, but in no event with less than due care, and shall:
a) not disclose or permit others to disclose another's Confidential Information to anyone without first obtaining the express written consent of the owner of the Confidential Information;
b) not use or permit the use of another's Confidential Information, except as necessary for the performance of Freelancer Services (including, without limitation, the storage or transmission of Confidential Information on or through the Site for use by Freelancer); and
c) limit access to another's Confidential Information to its personnel who need to know such information for the performance of Freelancer Services for the relevant Project Agreement.
If and when Confidential Information is no longer needed for the performance of the Freelancer Services for a Project Agreement or at Employer's or Freelancer's written request (which may be made at any time at Employer's or Freelancer's sole discretion), the party that received Confidential Information, shall, at its expense, promptly destroy or return the disclosing party's Confidential Information and any copies thereof contained in or on its premises, systems, or any other equipment otherwise under its control. The party that received Confidential Information agrees to provide written certification to the party disclosing the Confidential Information of compliance with this subsection within ten days after the receipt of disclosing party's written request for such certification.
Without limiting subsection 8.1 (Confidentiality), Employer, Freelancer, and Twippin.com shall not publish, or cause to be published, any other party's Confidential Information or Work Product, except as may be necessary for performance of Freelancer Services for a Project Agreement.
Twippin.com is not liable, and you agree not to hold us responsible, for any damages or losses arising out of or in connection with this Agreement, including, but not limited to:
a) your use of or your inability to use our Site or Site Services;
b) delays or disruptions in our Site or Site Services;
c) viruses or other malicious software obtained by accessing, or linking to, our Site or Site Services;
d) glitches, bugs, errors, or inaccuracies of any kind in our Site or Site Services;
e) damage to your hardware device from the use of the Site or Site Services;
f) the content, actions, or inactions of third parties' use of the Site or Site Services;
g) a suspension or other action taken with respect to your account;
h) your reliance on the quality, accuracy, or reliability of Project postings, Freelancer profiles, ratings, recommendations, reviews, and feedback (including their content, order, and display), or metrics found on, used on, or made available through the Site.
i) your need to modify practices, content, or behavior or your loss of or inability to do business, as a result of changes to the Terms of Service.
ADDITIONALLY, IN NO EVENT WILL TWIPPIN.COM, OUR AFFILIATES, OUR LICENSORS, OR OUR THIRD-PARTY SERVICE PROVIDERS BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR INDIRECT COSTS OR DAMAGES, INCLUDING, BUT NOT LIMITED TO, LITIGATION COSTS, INSTALLATION AND REMOVAL COSTS, OR LOSS OF DATA, PRODUCTION, PROFIT, OR BUSINESS OPPORTUNITIES. THE LIABILITY OF TWIPPIN.COM, OUR AFFILIATES, OUR LICENSORS, AND OUR THIRD-PARTY SERVICE PROVIDERS TO ANY USER FOR ANY CLAIM ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT SHALL NOT EXCEED THE PLATFORM FEES RETAINED BY TWIPPIN.COM UNDER THE PROJECT AGREEMENT DURING THE THREE-MONTH PERIOD PRECEDING THE DATE OF THE CLAIM. THESE LIMITATIONS SHALL APPLY TO ANY LIABILITY, ARISING FROM ANY CAUSE OF ACTION WHATSOEVER ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH COSTS OR DAMAGES AND EVEN IF THE LIMITED REMEDIES PROVIDED HEREIN FAIL OF THEIR ESSENTIAL PURPOSE.
In addition to the recognition that Twippin.com is not a party to any Project Agreement, you hereby release Twippin.com, our Affiliates, and our respective officers, directors, agents, subsidiaries, joint ventures, and employees from claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with any dispute you have with another User, whether it be at law or in equity. This release includes, for example and without limitation, any disputes regarding the performance, functions, and quality of the Freelancer Services provided to an Employer by a Freelancer and requests for refunds based upon disputes.
You shall indemnify, defend, and hold harmless Twippin.com, our Affiliates, and our respective directors, officers, employees, representatives and agents (each an "Indemnified Party") from and against any and all claims, damages, liabilities, costs, losses, and expenses (including, but not limited to, reasonable attorneys' fees and all related costs and expenses) arising from or relating to any cause of action, claim, suit, proceeding, demand, or action brought by you or a third party against an Indemnified Party relating to:
a) use of the Site and the Site Services by you or your agents, including any payment obligations incurred or decision to supply credit or other information through use of the Site Services, including financial information;
b) decision to submit postings and accept offers from Users or Employers, any Project Agreement entered into by you or your agents, including, but not limited to, the classification of a Freelancer as an independent contractor; the classification of Twippin.com as an employer or joint employer of Freelancer; any employment-related claims, such as those relating to employment termination, employment discrimination, harassment, or retaliation; and any claims for unpaid wages or other compensation, overtime pay, sick leave, holiday or vacation pay, retirement benefits, worker's compensation benefits, unemployment benefits, or any other employee benefits;
c) failure to comply with this Agreement by you or your agents;
d) breach of any provision of this Agreement or the other Terms of Service;
e) dispute of or failure to pay any invoice of make any other payment;
f) obligations to a Freelancer, including payment obligations;
g) any breach of contract or other claims made by Users with which you conducted business through the Site;
h) any liability arising from the tax treatment of payments made or received through the Site Services or any portion thereof;
i) failure to comply with applicable law by you or your agent;
j) negligence, wilful misconduct, or fraud by you or your agents; and
k) defamation, libel, violation of privacy rights, unfair competition, or infringement of IP Rights or allegations thereof to the extent caused by you or your agents, including any Work Product provided by you or your agents. The foregoing indemnity will include, without limitation, such cause of action, claim, suit, proceeding, demand or action arising out of the negligence or wilful misconduct of an Indemnified Party.
12.1. Registered User Representations and Warranties
All Registered Users represent, warrant, and agree:
a) to grant access to an Account only to users authorized to act on behalf of the Registered User and only in accordance with these Terms of Service.
b) to be fully responsible and liable for any action of any user who uses your Account.
c) not to use the Account, username, or password of another Registered User that you are not expressly authorized to use.
d) not to allow any third party who is not authorized to do so to use your Account at any time.
e) not to use any device, software or routine, including but not limited to any viruses, Trojan horses, worms, time bombs, robots or denial-of-service attacks, intended to damage or interfere with the operation of the Website or any transaction being conducted through the Website.
f) not to intercept or expropriate any system, data or personal information from the Website.
g) not to take any action that imposes an unreasonable or disproportionately large load on the Website infrastructure, including but not limited to "spam" or other such unsolicited mass emailing techniques.
h) that they have the right and authority to enter into the Terms of Service and to transact business hereunder.
i) that they are using the Website solely for the purpose of entering into a bona fide business transaction with other Registered Users.
j) that they will not use the Website or its services to defraud or mislead any person or entity, including without limitation Twippin.com or any Register User.
k) that they will not use the Website to violate any law or regulation of law of land.
l) that they are not a resident national of, or, an entity located in any country subject to economic sanctions imposed by the Government of India.
12.2. Warranty Disclaimer
THE SERVICES PROVIDED BY TWIPPIN.COM OR OUR THIRD-PARTY SERVICE PROVIDERS ARE PROVIDED “AS IS”, AS AVAILABLE, AND WITHOUT ANY WARRANTIES OR CONDITIONS (EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, ACCURACY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OR TRADE). WE MAKE NO REPRESENTATIONS OR WARRANTIES, OF ANY KIND, EITHER EXPRESS OR IMPLIED, AS TO THE QUALITY, IDENTITY OR RELIABILITY OF ANY THIRD PARTY, OR AS TO THE ACCURACY OF THE POSTINGS MADE ON THE WEBSITE BY ANY THIRD PARTY.
13.1. Intellectual Property Policy
Subject to the Terms of Service, the content available on Twippin.com, including, but not limited to, the informational content; images; graphs; charts; graphics; designs; photographs; audio and video clips; software and HTML code (collectively, the "Content") are our property and are subject to protection by applicable Indian laws.
All Registered Users must hereby agree not to:
a. rent, license, sublicense, sell, lease, transfer or otherwise distribute, transmit or disclose to any third party the Content, or any portion thereof, in any form, or permit third parties access to such Content
b. create any products or services based on the Content
c. copy, modify, create and transmit derivative works based on the Content
d. take any action compromising or threatening to compromise:
i. the use by any Registered User of the Content or
ii. the rights of the Batchit or its licensors in the Content
e. use, transfer, or dispose of the data in any manner that could compete with the business of the Batchit or our affiliates
f. use the Content in any manner, or for any purpose, contravening this Policy, the Terms of Service, or any applicable law, rule or regulation
g. delete copyright, trademark or other intellectual property rights and proprietary notices from printouts of electronically accessed materials.
Users must agree and acknowledge that all trademarks, service marks, logos, names and titles, including, but not limited to, "Twippin", “Batchit Ventures”, the Twippin.com logo, and "Twippin.com" (collectively, the "Marks") on this website and within the Content are proprietary to Batchit and are protected by applicable trademark and copyright law. Nothing on this website should be construed as granting any license or right to use any of the Marks displayed on this website. Any unauthorized use of the Marks or any other Content is strictly prohibited.
Users agree and acknowledge that the Marks may not be used in connection with any product or service that does not originate with Batchit, in any manner that is likely to cause confusion among users, or in any manner that disparages or discredits Batchit.
Batchit owns all rights, title and interest in and to the Content, including all copyrights, patents, trade secrets, database rights and other intellectual property associated therewith or appurtenant thereto. All users expressly acknowledge that the Content was created as a result of expenditure of substantial time, effort, money, creativity, and other resources, and comprises and constitutes commercially valuable trade secrets proprietary to us. All users agree to protect the Content from unauthorized disclosure or access, using measures at least as diligent as those employed by user to protect its own confidential information.
We respect the intellectual property rights of others, and require that persons using this website do the same. In appropriate circumstances, we will terminate the access to this website of any person or entity who is responsible for acts of copyright infringement. If you would like to obtain permission to make use of this website in a way that is not permitted by these Terms, please send a request to do so in writing.
13.2. Registered User Content
i. You are solely responsible for information you post on our Website, including but not limited to (a) any audio, video or photographic content (collectively, "Multimedia Content"), (b) any posting or listing made in any public message area, through any email feature or through Twippin.com's feedback feature (collectively, "Non-Multimedia Content") and (c) any other content of a personal nature including but not limited to your resume, biography, work history and work product produced for another Registered User including Companies ("Personal Content"). You retain ownership of all Multimedia Content and Personal Content, subject to the licenses granted herein.
ii. You hereby assign to Twippin.com your rights in any Non-Multimedia Content. You grant us a non-exclusive, worldwide, perpetual, royalty free, irrevocable right to exercise all copyright with respect to the Multimedia Content and to use such Multimedia Content for the purpose of advertising and publicizing Twippin.com products and services and you grant us a non-exclusive, worldwide, perpetual, royalty free, irrevocable right to use the Personal Content for the purpose of providing Services.
iii. Your information must not: (a) infringe any third party's rights, including but not limited to intellectual property, publicity or privacy; (b) be defamatory, trade libellous, threatening or harassing; nor (c) be obscene, indecent or contain pornography.
iv. We do not endorse any information posted by Registered Users and we are not liable for any such information posted on the Website, including but not limited to any information posted about you. We reserve the right to take any action, in our sole discretion, with respect to information posted on the Website which we believe is inappropriate, including but not limited to termination of your Account. However, we cannot, nor do we, control the information provided by you or other Registered Users or other content providers which is made available through our system.
14.1. Entire Agreement
These Terms of Service, together with any other legal notices and agreements published by Twippin.com on the Site, set forth the entire agreement and understanding between you and Twippin.com relating to the subject matter hereof and thereof and cancels and supersedes any prior or contemporaneous discussions, agreements, representations, warranties, and other communications between you and us, written or oral, to the extent they relate in any way to the subject matter hereof and thereof. The section headings in this Agreement are included for ease of reference only and have no binding effect. Even though Twippin.com drafted this Agreement, you represent that you had ample time to review and decide whether to agree to the terms of this Agreement. If an ambiguity or question of intent or interpretation of this Agreement arises, no presumption or burden of proof shall arise favoring or disfavoring you or Twippin.com because of the authorship of any provision of this Agreement.
14.2 Side Agreements
Notwithstanding subsection 14.1 (Entire Agreement), Employer and Freelancers may enter into any supplemental or other written agreements or e-mail exchanges that they deem appropriate (e.g., confidentiality agreements, work for hire agreements, assignment of rights, etc.). The terms and conditions of this Agreement, however, will govern and supersede any term or condition in a side agreement that purports to expand Twippin.com's obligations or restrict Twippin.com's rights under this Agreement.
Notwithstanding subsection 14.1 Twippin.com may enter into written agreements with Employers, the provisions of which shall supersede this user agreement except to the extent otherwise specified.
User shall not violate any applicable foreign, national, state, or local laws or third-party rights on or related to the Site. Without limiting the generality of the foregoing, User agrees to comply with all applicable laws and regulations, including, but not limited to, import and export control laws and third parties' Proprietary Rights.
No modification or amendment to this Agreement shall be binding upon Twippin.com unless in a written instrument signed by a duly authorized representative of Twippin.com. For the purposes of this subsection, a written instrument shall expressly exclude electronic communications, such as email and electronic notices, but shall include facsimiles.
14.5. No Waiver
The failure or delay of either party to exercise or enforce any right or claim does not constitute a waiver of such right or claim and shall in no way affect that party's right to later enforce or exercise it, unless such party issues an express written waiver, signed by a duly authorized representative of such party.
User may not assign this Agreement, or any of its rights or obligations hereunder, without Twippin.com's prior written consent in the form of a written instrument signed by a duly authorized representative of Twippin.com (and, for the purposes of this subsection, a written instrument shall expressly exclude electronic communications such as email and electronic notices, but shall include facsimiles). Twippin.com may freely assign this Agreement without User's consent. Any attempted assignment or transfer in violation of this subsection will be null and void. Subject to the foregoing restrictions, this Agreement will inure to the benefit of the successors and permitted assignees of the parties.
If and to the extent any provision of this Agreement is held illegal, invalid, or unenforceable in whole or in part under applicable law, such provision or such portion thereof shall be ineffective as to the jurisdiction in which it is illegal, invalid, or unenforceable to the extent of its illegality, invalidity, or unenforceability and shall be deemed modified to the extent necessary to conform to applicable law so as to give the maximum effect to the intent of the parties. The illegality, invalidity, or unenforceability of such provision in that jurisdiction shall not in any way affect the legality, validity, or enforceability of such provision in any other jurisdiction or of any other provision in any jurisdiction.
14.8 Force Majeure
The parties to this Agreement will not be responsible for the failure to perform or any delay in performance of any obligation hereunder due to labor disturbances, accidents, fires, floods, telecommunications or Internet failures, strikes, wars, riots, rebellions, blockades, pandemics, acts of government, governmental requirements and regulations or restrictions imposed by law or any other similar conditions beyond the reasonable control of such party. The time for performance of such party will be extended by the period of such delay. Irrespective of any extension of time, if an Event of Force Majeure occurs and its effect continues for a period of 60 days, either party may give to the other a 30-day notice of termination. If, at the end of the 30-day period, the effect of the Force Majeure continues, the Contract shall terminate.
14.9 Prevailing Language and Location
The English language version of this Agreement shall be controlling in all respects and shall prevail in case of any inconsistencies with translated versions, if any.
14.10 Communications from you to Twippin.com
All notices to Twippin.com or our Affiliates intended to have a legal effect must be in writing and delivered either (a) in person; (b) by a means evidenced by a delivery receipt, to the following address: Batchit Ventures Private Limited, B-2 201, Paras Urbane Park Huzur E-8 Extension Bawadiya Kalan Bhopal, M.P.-462039 or (c) in writing via email to email@example.com. All such notices are deemed effective upon documented receipt by Twippin.com.