Terms of Service

This Agreement was last updated on April 3, 2016. It is effective between You and Us as of the date of You accepting this Agreement.

1. CONTENT AND CONCLUSION

1.1 Parties and Object. Welcome to DOORBOOST – www.doorboost.com, a property of Doorboost Inc., a Delaware corporation. These Terms of Service (the „Agreement“) govern the legal relation between Doorboost Inc. („Us“) and the entity agreeing to these terms („You“) regarding Your access to and use of Our Services. We and Our affiliates provide: (i) a Website that may be accessed at www.doorboost.com („Website“), (ii) software subscription services accessible through the Website („Platform“), (iii) managed services where Our personnel uses Our Platform on a client’s behalf („Managed Services“), (iv) the creation of conversion-optimized mini-websites („Mini-Website“). The term „Services“ means the Website, Platform, Managed Services and Mini-Website, including associated offline components. We do not offer Our Services to private consumers, but only for the means of commercial or independent professional activities of the client.

1.2 Conclusion. By acknowledging this Agreement, either by clicking a box indicating Your acceptance or by executing an order form („IO“) that references this Agreement, or by accessing and using Our Services (including the Website), You are accepting and agreeing to the terms of this Agreement. The IO and these Terms of Service together constitute a single, integrated agreement („Agreement“). If You are entering into this Agreement on behalf of a company or other legal entity, You assure that You have the authority to bind such entity to these terms and conditions. In such case the terms „You“ or „Your“ shall refer to such entity.

2. DEFINITIONS

„Agreement“ means collectively these terms and conditions and any attached IOs, exhibits and amendments hereto.

„Content“ means any content (including without limitation any information, data, text, photographs, videos, audio clips, written posts and comments, software, scripts, graphics, and interactive features generated, provided, or otherwise made accessible on or through Our Services) You or any of Your salespersons, employees, contractors, or agents add, creates, submits, distributes, uploads, posts, transmits, or otherwise disseminates (or is added, created, uploaded, submitted, distributed, or posted on behalf of You) through the Website.

„Managed Services“ – means if You desire that Our personnel uses Our Platform to manage one or more advertising campaigns on Your behalf.

We“, „Us“ or „Our“ means the Doorboost Inc., a Delaware corporation.

„You“ or „Your“ means the company or other legal entity for which You are accepting this Agreement, and Affiliates of that company or entity.

„Services“ means the products and services that are ordered by You and made available by Us, including associated offline components.

„Website“ means the www.doorboost.com website and domain name and all other websites and domain names affiliated with Doorboost and any other linked pages, features, content, or application services offered in connection therewith by Us.

„Platform“ means Our web-based ad automation software which can be accessed through Our Website and requires a registration.

„Subscription Fee“ means the amount You pay for the Subscription Service.

„Your Data“ means electronic data and information submitted by or for You to the Purchased Services or collected and processed by or for You using Our Services.

3. DESCRIPTION OF SERVICE

3.1 Overview. Doorboost offers the following services:

  1. Website. We operate a website to provide online access to information about Doorboost and the products, services, and opportunities We provide as well as the possibility to get in touch with Us and to access Our Platform.
  2. Platform. We have developed an online advertising automation software which we offer as „Software-as-a-Service“. A client can create and manage advertising campaigns for third party platforms (currently Facebook, Inc. which includes Instagram). These campaigns are then automatically placed, run, monitored and optimized by Us.
  3. Managed Services. If desired by the client, Our personnel uses Our Platform to manage one or more advertising campaigns on the client’s behalf („Managed Services“).
  4. Mini-Websites. Upon request we offer the creation of conversion-optimized mini-websites as part of a campaign.

3.2 Support. We offer email-based and phone-based support based on the subscription plan. You may contact the support desk at info@doorboost.com and +1 (646) 580-5985. We will use commercially reasonable efforts to assist You with any problems You may be having with Our Services, but We do not make any promises regarding response times, that We will be able to fix any such problems, or that Our Services will be uninterrupted or error-free. Any suggestions by Us regarding the use of Our Services shall not be construed as a warranty. The support does not include general consultancy or training on marketing and strategy.

3.3 Sub-Providers. In order to render Our Services We may deploy sub-providers up to Our sole discretion.

3.4 Platform Service Amendments. You acknowledge that Our Platform is a software, which We offer as „Software-as-a-Service“ and therefore a multiplicity of clients may access a central system. Therefrom resulting scaling advantages can only be of use if the software is unitary and may be developed further. Therefor We may agree on:

  1. Important Reasons. We may modify the Platform (including the system requirements) because of an important reason. Such a reason might be given if an amendment is necessary due to (i) a new legal situation or adjudication, (ii) revised technical conditions (new browser versions or technical standards), or (iii) the protection of the system security.
  2. Further Development. Alongside We may make reasonable changes of the Platform in the context of further development (e.g. the abandonment of old features which were substituted by new ones to a large extent.).

We will inform you timely about any significant amendments. Your approval shall be deemed granted, if You do not dissent in writing until the date of update.

4. ACCESS AND USE

4.1 Service. Subject to Your compliance with all terms and conditions of this Agreement, We will make Our Services available to You as of the date you accept this Agreement.

4.2 Registration. In order to access certain Services, it is mandatory for You to register by requesting a user account. We reserve the right to review the reliability of the requester with available means. Once granted, the access authorization is not transferable.

4.3 Accessibility. Access to and use of Our Services may be temporarily down, inaccessible, or deactivated due to maintenance, upgrades, equipment failure, power failure, and/or other scheduled or unscheduled downtimes or interruptions and We shall not be liable to You or any third party for any such circumstances.

4.4 Use. You may use Our Services and the information, materials and/or other works that you see, hear, download or otherwise experience within Our Services solely for your non-commercial, personal purposes and/or to learn about about Our products and Services, and solely in compliance with these Terms of Service.

4.5 Downloading Files. We cannot and do not guarantee or warrant that files available for downloading through the Website or Platform will be free of infection by software viruses or other harmful computer code, files or programs.

4.6 Content. You shall prepare all advertising submissions (collectively „Content“) to be used in connection with Our Services and We shall have no obligation to review any Content submitted by You. We reserve the right to reject or remove any Content which We believe may expose Us to liability or that may violate any law, rule, regulation or applicable third party policy or rule (including those applicable to a Third Party Site). Therefore You shall ensure that all Content is complying with the criteria and policies of the Third Party Sites on which the corresponding ads are to be placed as well as that You have all rights to use und publish the Content. You hereby fully authorize Us to publish Your submitted Content on your behalf.

4.7 Additional Platform Conditions. In order for You to access and use Our Platform, we require that You meet certain eligibility requirements. These include:

– Being thirteen years of age or older, in accordance with the Children’s Online Privacy Protection Act.

– Enabling cookies in your browser. We require that cookies be enabled in order to save e.g. Your preferences or campaign drafts.

– Supplying Us with Your name and email address.

– Agreeing to these terms.

Even if You meet these eligibility requirements, We reserve the sole right to deny You a subscription or cancel Your account without cause or any notification to You.

You also agree to comply with all Facebook Inc. rules & policies regarding Facebook Ads publishing. You warrant that any ads Content submitted by you through the use of Doorboost complies with this Agreement and all applicable laws, codes and good advertising practices, including but not limited to that the ads Content does not:

(i) constitute inciting rebellion, agitation against an ethical group, child pornography crime or unlawful depiction of violence; (ii) infringe in any third party IPR, Copyright or trade secret; or (iii) invade the privacy or publicity of any living person.

We advise You to periodically review Facebook Terms and especially Facebook Advertising Guidelines in order for You, at all times, to comply with Facebook Terms when publishing ads Content on Facebook. We take no responsibility for third party Content including, without limitation, any viruses or other disabling features, nor do We have any obligation to monitor such third party Content. We reserve the right at all times to remove or refuse to distribute any Content on Our Services, such as Content which violates the terms of this Agreement.

4. RESTRICTIONS

You will not directly or indirectly (i) disassemble, decompile, reproduce, reverse engineer, analyze or use any other means to attempt to discover any source code of Our Platform, (ii) use Our Platform in any manner that, or contribute any Content that, infringes or violates the intellectual property rights or proprietary rights, rights of publicity or privacy, or other rights of any third party, (iii) copy, distribute, manufacture, adapt, create derivative works of, translate, localize, port or otherwise modify any part of Our Platform, (iv) use Our Platform in any manner that, or contribute any Content that, is harmful, fraudulent, deceptive, threatening, abusive, obscene, libelous, or otherwise objectionable, or that violates any law, statute, ordinance, or regulation, (v) contribute any Content that contains a virus, trojan horse, worm, time bomb, or other harmful computer code, file, or program, (vi) create an account if We have suspended, banned, or otherwise disabled You from accessing Our Platform, (vii) in the event that You offer a competing or similar service to Our Services, You will not attempt to contact the third parties who provide surveys, offers, and other programs through Our Services, nor will You attempt to contact Our users or advertisers, or employees if the reason for contacting the employees is of a commercial nature, (viii) permit any third party to engage in any of the foregoing proscribed acts, or (ix) otherwise interfere with the operations of Our Services and business.

You may not access Our Services if You are Our direct competitor, except with Our prior written consent. In addition, You may not access Our Services for purposes of monitoring their availability, performance or functionality, or any other benchmarking or competitive purposes.

You acknowledge and agree that any violation of this section would cause irreparable harm to Us for which there is no adequate remedy at law, and that We will be entitled to seek immediate injunctive relief prohibiting such violation, in addition to any and all other rights and remedies available at law or equity.

5. MANAGED SERVICES

5.1 IOs. We shall use efforts commercially reasonable to execute the Managed Services pointed out in the IO. IOs may be amended and revised by written agreement of the parties. In the case of a conflict between an IO and this Agreement, except as explicitly provided in such IO, the terms of these Terms of Service (www.doorboost.com/termsofservice) will govern.

5.2 Engagement for Services. You hereby engage Us to perform the Managed Services, if any, as described in each IO executed by the parties. You and We may change the Managed Services to be provided by Us with respect to any advertising campaign through an amendment to the applicable IO or as otherwise provided for in such IO. You hereby authorize and appoint Us as Your agent to exercise such powers and authority and take such actions as may be reasonably necessary for the performance of the Managed Services, including entry into insertion orders with third parties and trafficking of advertisements on Your behalf.

5.3 Your Responsibilities. In order to guarantee a seamless cooperation, You shall appoint at least one employee, salesperson, contractor, or agent as Our contact person for all communications regarding Managed Services, where such person has the authority to bind You. You accept that a successful performance of Managed Services is conditional upon You providing all information, materials and cooperation specified as Your responsibility in the applicable IO and as is otherwise reasonably requested by Us. Therefore, if not specified otherwise, all Your final Content for a given campaign must be provided to Us at least one (1) day before the campaign start date, provided that targeting pixels must be provided five (5) days before the campaign start date. If You do not comply with these terms You acknowledge that the campaign start date might be delayed. All such Content must comply with all applicable specifications and requirements. You acknowledge that We shall rely on all Your Content, information, materials and cooperation provided by You hereunder as being accurate, timely and complete, and that We shall have no liability for any delay or non-performance relating to any inaccurate, late or incomplete Content, information, materials or cooperation to be provided by You.

6. THIRD PARTY SERVICES

Our Website and Our Platform may contain gateways, integrations, links or other functionality that allow You to visit certain websites or use certain services in connection with Our Platform such as data upload services or advertisement measurement and tracking services operated by third party (collectively, “Third Party Services”). We do not supply and are not responsible for any Third Party Services, which may be subject to their own licenses, agreements, privacy and security policies, and/or terms of use which You must enter into with the operators of such Third Party Services. WE MAKE NO REPRESENTATIONS OR WARRANTIES AS TO THIRD PARTY SERVICES, THE AVAILABILITY THEREOF, OR THE INTEROPERABILITY OF THE WEBSITE THEREWITH.

7. FEES

7.1 Fees. Unless no other fees agreed upon, the monthly fee to use Our Platform („Subscription Fee“) is as described on Our Pricing Website (link). The Subscription Fee is due at the beginning of Your individual calendar month. The fees for Managed Services and for a Mini-Website are as set forth in the IO.

7.2 Advertising Spend. Aside from these fees, You pay Us Your Advertising Spend. Advertising Spend means all charges payable by You for the advertising conducted with Our Services. Your Advertising Spend is due immediately after You create a campaign. Your campaign will be proceeded as soon as We receive Your payment. Within the Managed Services Your Advertising Spend is due as set forth in the IO.

7.3 Changes. Fees are subject to change by Us from time to time upon 30 days notice. In case of a price change You shall be entitled to terminate using Our Services to end on the effective date of the price change by notifying Us thereof in writing at least 14 days before the effective date of the change.

7.4 Payment. Unless otherwise agreed, the fees are collected by Us via PayPal or Credit Card, depending on Your preferred payment method.

7.5 Taxes. Our fees are exclusive of VAT and any other governmental taxes and levies.

8. REFUND POLICY

There are no refunds. Once payment has been made, you can never claim it back, neither full nor partial. This goes for both payments to Doorboost for campaign management and budget, and the advertising platform being used. It is your responsibility to make sure that you have the software and hardware to use our platform before you enter our services.

9. INTELLECTUAL PROPERTY, DATA AND CONFIDENTIALITY

9.1 Our IP. We are the sole owner of and will retain ownership of all right, title and interest in and to (i) Our pre-existing intellectual property rights and proprietary materials, (ii) Our Platform and all intellectual property rights related thereto, (iii) any improvements, revisions and derivative works relating to Our Services or Our pre-existing intellectual property and proprietary materials, regardless of who makes or contributes to the making of such improvement, revision or derivative works, and (iv) Our Confidential Information (as defined in Section 8.5 hereof). You are not obligated to provide Us with any feedback, ideas or suggestions regarding Our Services or any methods, processes or techniques used by Us in connection with the Managed Services. To the extent You do provide any such feedback, ideas or suggestions, You hereby grant to Us a perpetual, irrevocable, non-exclusive, transferable, worldwide, royalty-free, fully-paid and sublicensable right and license to make, have made, use, distribute, sell, offer for sale, modify, reproduce and otherwise exploit such feedback, ideas or suggestions.

9.2 Your IP. You are the sole owner of and will retain ownership of all right, title and interest in and to Your existing intellectual property and proprietary materials, all materials developed or created by You or your third party contractors or agents in connection with the management of your advertising accounts, including without limitation, all Your Content and Confidential Information.

9.3 Content License. You hereby grant Us a non-exclusive, worldwide, royalty-free, perpetual irrevocable and transferable right to display the Content on the Website and within the Third Party Services used within Our Services. We reserve the right to (i) remove any Content at any time, for any reason, including, without limitation, if We believe, that such Content violates this Agreement in any manner and (ii) reformat the Content in order to make it compatible with Our Services. You represent, warrant, and convenient that You have all necessary rights to grant the foregoing license, and to use, and allow Us to use the name, likeness, and identifying information of any identifiable person in the Content in the manner contemplated by this Agreement and that You will pay all royalties and other amounts owed to any third party due to Your use of the Content, if any.

9.4 Data. Notwithstanding any other term or provision of this Agreement, We may extract from data gathered by Our Services or Us in connection with this Agreement any data or information that does not identify You (“Data”) and such Data may be used and disclosed by Us for any lawful business purpose, including without limitation to further improve Our Services, provided that the Data may only be disclosed without identifying in any manner the identities of You. All analyses or other uses of the Data made by Us shall be Doorboosts’ intellectual property. In addition, You acknowledge that, except to the extent prohibited by a Third Party Site, We use cookies and other technologies within Our Services for purposes of measuring advertisement performance and targeting advertising, including creation of demographic and interest profiles of end users. We may also use these information about end users for Our own purposes such as improving and broadening Our Services including to enable other customers to specifically target end users who have been viewing or interacting with Your advertisement.

9.5 Confidentiality. Each party to this Agreement shall protect and keep confidential all non-public information disclosed by the other party that is either marked or identified as confidential or that mark it as confidential due to the circumstances surrounding its disclosure. Neither party shall use or disclose the confidential information except as reasonably necessary for performance of its obligations hereunder or as authorized by the other party. Confidential information shall include, without limitation, personal information, and, with special respect to Our Services, its operations, functionality, know-how, methodology, ideas, results and look and feel, computer programs, code, algorithms, trade secrets, formulas, processes, inventions (whether patentable or not), and other technical, business, pricing and fee schedules.

Each party shall protect the other party’s disclosed Confidential Information by using the same degree of care to prevent the unauthorized use, dissemination, or publication of the Confidential Information as it uses to protect its own Confidential Information of a similar nature, and in no event shall it use less than a reasonable standard of care in its treatment of the Confidential Information. Each party shall limit its disclosure of the other party’s Confidential Information to those employees and consultants who have a need to know such Confidential Information in connection with the use of the Website or the Managed Services rendered under this Agreement.

9.6 Marketing. We may contact You in order to determine the response for certain campaigns, identify possibilities for improvement and to offer further services. If You agree (verbal or written) We may publicly communicate You (and Your experience and results with Our Services) as a reference customer on Our Website and marketing materials.

9.7 No Exclusiveness. We reserve the right to service similar campaigns of different clients at the same time. We will not prioritize the interests of any client.

10. DISCLAIMER OF WARRANTIES

EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, OUR SERVICES AND ANY OTHER PRODUCTS OR SERVICES RELATED THERETO ARE PROVIDED „AS IS“ AND AS AVAILABLE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ANY AND ALL WARRANTIES, WRITTEN OR ORAL, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE. YOU ASSUME ALL RESPONSIBILITY FOR ANY IMPROPER USE OF OUR SERVICES, AND WE ASSUME NO RESPONSIBILITY FOR SUCH IMPROPER USE. YOU AGREE THAT THE USE OF OUR SERVICES INCLUDING IS DONE AT YOUR OWN RISK, IS YOUR OWN RESPONSIBILITY, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES THAT ARE CAUSED TO YOU, US, OR ANY THIRD PARTY. WE WILL NOT BE RESPONSIBLE AND DISCLAIM ANY WARRANTY FOR YOUR USE AS IT PERTAINS TO YOUR COMPUTER, NETWORK, OR OTHER SYSTEMS, AND YOU AGREE THAT WE HAVE NO CONTROL OVER THE TRANSFER OR STORAGE OF DATA OVER COMMUNICATIONS FACILITIES, INCLUDING ANY FAULTS OR ERRORS IN SUCH COMMUNICATIONS. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, FROM TIME TO TIME CERTAIN FACEBOOK ADVERTISING PROGRAMS OR PORTIONS OF OUR SERVICES MADE AVAILABLE TO YOU MAY BE IN A DEVELOPMENT, TESTING OR BETA VERSION. YOU HEREBY ACKNOWLEDGE THAT YOUR USE AND LICENSE USE OF THOSE PORTIONS OF OUR SERVICES OR FACEBOOK ADVERTISING PROGRAMS THAT ARE IN DEVELOPMENT, TESTING OR BETA VERSION ARE PROVIDED „AS IS“ AND AS AVAILABLE. NO EMPLOYEE, AGENT, REPRESENTATIVE OR AFFILIATE OF DOORBOOST INC. HAS AUTHORITY TO BIND DOORBOOST INC. TO ANY ORAL REPRESENTATIONS OR WARRANTY CONCERNING OUR SERVICES. ANY WRITTEN REPRESENTATION OR WARRANTY NOT EXPRESSLY CONTAINED IN THIS AGREEMENT IS NOT AUTHORIZED AND IS UNENFORCEABLE. NO REPRESENTATION OR WARRANTY IS PROVIDED CONCERNING THE SUCCESS OR RESPONSE RATE OF ANY OF YOUR CAMPAIGNS.

11. EXCLUSION AND LIMITATION OF LIABILITY

EXCEPT TO THE EXTENT THAT ANY EXCLUSION OR LIMITATION OF ITS LIABILITY IS VOID, PROHIBITED OR UNENFORCEABLE BY APPLICABLE LAW, IN NO EVENT SHALL DOORBOOST INC. (OR OUR SUPPLIERS) BE LIABLE CONCERNING THE SUBJECT MATTER OF THIS AGREEMENT, REGARDLESS OF THE FORM OF ANY CLAIM OR ACTION (WHETHER IN CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE) FOR ANY (i) MATTER BEYOND ITS REASONABLE CONTROL (INCLUDING ANY ERROR OR DAMAGE ATTRIBUTABLE TO ANY NETWORK OR SYSTEM), (ii) LOSS OR INACCURACY OF DATA LOSS OR INTERRUPTION OF USE, OR COST OF PROCURING SUBSTITUTE TECHNOLOGY, GOODS OR SERVICE, (iii) INDIRECT, PUNITIVE, INCIDENTAL, RELIANCE, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED TO, LOSS OF BUSINESS, REVENUE, PROFITS AND GOODWILL, AND TRADING AND INVESTMENT LOSSES, OR (iv) DAMAGES IN THE AGGREGATE WHICH DO NOT EXCEED THE FEES ACTUALLY PAID BY YOU IN THE SIX (6) MONTHS PRECEDING THE APPLICABLE CLAIM, EVEN IF DOORBOOST INC. HAS BEEN ADVISED THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS ARE INDEPENDENT FROM ALL OTHER PROVISIONS OF THIS AGREEMENT AND SHALL APPLY NOTWITHSTANDING THE FAILURE OF ANY REMEDY PROVIDED HEREIN.

12. TERM AND TERMINATION

12.1 Term. This Agreement shall commence on the effective date, and shall continue in effect unless terminated as permitted herein.

12.2 Termination. Upon any expiration or termination of this Agreement: (i) all fees due from You under this Agreement as of the date of termination will immediately be due and payable and paid in full within ten (10) day of the termination date, (ii) You will no longer access, use or display Our Services in any manner. It is Your sole responsibility to safe any reports or other data. The campaigns created within Our Platform will end as of the date of expiration and can not be exported. We will delete all Your data if We are not legally obligated to retain it. For Agreements of a period of one month the period of notice is two weeks upon the date of expiration; for Agreements of a longer term, the period of notice is 30 days upon the date of expiration. If You do not cancel the Agreement in due time, the Agreement automatically renews for another same period.

12.3 Upgrades and Downgrades. An upgrade to a larger package shall be possible within the ongoing term. In this case the existing term and period of notice remain unaffected. A Downgrade to a smaller package shall be possible at the next upcoming renewal time. For such a change the notice periods of the regular termination (11.2) shall apply.

12.4 Form. Notices of cancelation shall be submitted in writing, via mail or email.

13. INDEMNIFICATION

You hereby agree to defend and indemnify Us, Our parents, subsidiaries, affiliates, employees, officers, advertisers, and any others associated with Us for any damages, losses, costs, liabilities and expenses that may result from or related to Your use of Our Services, whether they be to You or a third party. You further agree that, in the event that a third party claim is brought against Us arising from or relating to Your use of Our service, You have a duty to defend Us against that claim, including bearing any reasonable attorneys’ fees, court costs, or disbursements. You agree that We may settle any or all such claims against Us without defending against them in court, and that You will still have a duty to indemnify Us for such settlements.

14. MISCELLANEOUS

14.1 Cancellation & Non-Waiver. We may cease providing Our Services to You at any time for any reason. If You or any other person are in breach of this Agreement, or engage in any other actionable conduct against Us, We may not notice it, or We may simply choose not to take immediate or any action in regards to it. This shall not constitute a waiver of Our right to enforce that breach within the applicable limitation period, or of similar breaches in the future, or of any other breaches. In other words, the fact that We do not enforce a legal right, whether it is against You or someone else, does not mean that We cannot choose to do so in the future.

If We cancel the provision of Our Services to You for a reason other than a violation of this Agreement by You, and You are a paid subscriber, We will refund Your Subscription Fees on a pro rata basis. Otherwise, We shall not be liable to provide any refunds.

14.2 Standard Terms of Client. No terms, provisions or conditions of any purchase order, insertion order, acknowledgment or other business form that You may use in connection with this Agreement and the relationship between the parties shall have any effect on the rights, duties or obligations of the parties hereunder, or otherwise modify this Agreement, regardless of any failure of Us to object to such terms, provisions or conditions.

14.3 Force Majeure. Neither party will be liable nor deemed to be in breach of its obligations hereunder for any delay or failure in performance under this Agreement or other interruption of service resulting, directly or indirectly, from acts of God, civil or military authority, act of war, accidents, electronic, computer or communications failures, natural disasters or catastrophes, strikes, or other work stoppages or any other cause beyond the reasonable control of the party affected thereby.

14.4 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflicts of law provisions.  Unless waived by Us in its sole discretion, exclusive jurisdiction and venue for actions related to this Agreement will be the state or federal courts located in New York City, New York, and both parties consent to the jurisdiction of such courts with respect to any such action.  In any action or proceeding to enforce or interpret this Agreement, the prevailing party will be entitled to recover from the other party its costs and expenses (including reasonable attorneys’ fees) incurred in connection with such action or proceeding and enforcing any judgment or order obtained.

14.5 Amendments. We reserve the right to change this Agreement from time to time. When We do so, We will put the new version to Our Website’s „Terms of Service“ page, along with the date that it was last amended so that You know whether there are any changes.

14.6 Assignment. We may assign any of Our rights or obligations under this Agreement to a third party, including such cases, but not limited to, the sale or our business to another entity. You may assign Your rights or obligations under this Agreement to a third party only with Our prior written consent.

14.7 Entire Agreement. This Agreement constitutes the entire agreement, and supersedes all prior negotiations, understandings or agreements (oral or written), between the parties about the subject matter of this Agreement. The failure of either party to enforce its rights under this Agreement at any time for any period will not be construed as a waiver of such rights.

14.8 Conflicts. Where two or more provisions in this Agreement conflict, Doorboost Inc. reserves the sole right to determine which provision shall remain in force.

14.9 Severability. Should any legislature, court of competent jurisdiction, or other entity which has the authority to do so, strike down or otherwise render void any provision of this Agreement, this Agreement shall remain in force as though it had been entered into without that voided provision.

14.10 Headings. Headings herein are for convenience of reference only and shall in no way affect interpretation of this Agreement.

14.11 Contact. Our address for service of any legal claims or notifications is:

Doorboost Inc.

137 Varick Street

10013 New York

United States of America