Terms of Service
Tigapo Inc. (“Tigapo”, or “us”, “our”, “we”) provides technological devices (“Device(s)”) that together with its application and web-based platform enable its customers to manage and receive payments for coin operated and other single price machines (“Machines” and “Platform,” respectively). These Terms of Service (“Terms”) govern your access and use of the Platform and any services available thereon (“Services”).
Our Privacy Notice, available at https://legal.tigapo.com/customers/privacy.html governs our collection, processing and transfer of any Personal Data (as such term is defined in the Privacy Notice). “You” or “Customer” means any adult user of the Platform and/or Services, or any parent or guardian of any minor whom you allow to use the Platform and the Services, and for whom you will be held strictly responsible.
Please read these Terms carefully. By clicking on the button marked “I agree” you signify your assent to these Terms. Changes may be made to these Terms from time to time. If you do not agree to any of these Terms, please do not use the Platform and/or Services.
If you are registering on behalf of any entity or company (“Company”), you represent that you are authorized to enter into, and bind the Company to these Terms and register for the Services. You are solely responsible for ensuring that these Terms are in compliance with all laws, rules, and regulations applicable to you and the Company and the right to access the Services is revoked where use of the Services is prohibited.
Account Registration
In order to use the Platform and/or Services, you will need to register and create a Tigapo account. To create an account, you must provide information as may be requested by Tigapo, such as, but not limited to, your email address, phone number and payment information. We may indicate that the provision of some information is optional, but your agreement to provide such information may assist us in providing you with improved Services.
Tigapo may refuse to open an account for any individual or entity at its sole discretion. You agree to notify us immediately of any unauthorized use of your account or password. You are fully and solely responsible for the security of your computer system and/or mobile device and all activity on your account, even if such activities were not committed by you. Tigapo will not be liable for any losses or damage arising from unauthorized use of your account or password, and you agree to indemnify and hold Tigapo harmless for any unauthorized, improper or illegal use of your account and any charges and taxes incurred, unless you have notified us via e-mail at [email protected] that your account has been compromised and have requested that we block access to it, which we will do as soon as reasonably practicable. We do not police for and cannot guarantee that we will learn of or prevent, any inappropriate use of the Services.
Use of Services
Tigapo allows you to access and use the Platform and Services on a non-exclusive basis subject to these Terms solely for your internal business purposes. Tigapo will use commercially reasonable efforts to make the Platform and/or Services available in accordance with the service commitments set forth in Exhibit B of the Purchase Order.
Use of the Services is void where prohibited by law. By using the Services, you represent and warrant that (a) any and all registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; (c) you are 18 years of age and have the ability to form a binding contract; (d) you have received the necessary consent from and/or have notified in accordance with applicable law, each User whose Personal Data you provide to us in connection with such User’s purchase of a Credits (as defined below); (e) you comply with and maintain the minimum infrastructure standards set forth in Exhibit A of the Purchase Order; (f) you will not add any Personal Data (as defined in the Privacy Notice) of any third-party (“Third-Party”) to the Services, including in connection with the registration of an account for any end-users of Tigapo’s end-user mobile application (“End-Users” and “App”, respectively), without the prior consent of the applicable Third-Party, and shall ensure that a record of such consents is maintained, all as required under applicable law; (g) you shall inform all End-Users of the fact that Tigapo will be processing their Personal Data in accordance with the terms of the Tigapo End-User Privacy Notice, available at http://legal.tigapo.com/customers/privacy.html, as required under applicable law; and (h) your use of the Services does not violate and shall be in compliance with any applicable law or regulation or any obligation you may have to a third party.
Purchase of Device
Use of the Services is subject to the purchase of the Devices set forth in the Purchase Order executed between you and Tigapo (“Purchase Order”). The purchase and delivery of the Device shall be pursuant to the terms of the Purchase Order. The Device/s will be installed on the Machine/s (i) by you in accordance with the documentation provided with the Device/s (“Documentation”), or (ii) by a Tigapo representative, as specified in the Purchase Order. Use of the Platform and/or Services shall be subject to Tigapo’s receipt of the payments set forth in the Purchase Order in respect of the Device.
Direct Payments
Following installation and configuration of the Device and Platform, and subject to the applicable law of the jurisdiction in which the Customer is located, users of the Customer’s Machines (“Users”), shall be able to pay for the use of the Customer’s Machines, as well as other products and services of Customer (“Customer Services”), through the use of NFC tag credits purchased from the Customer and tied to the Platform (“Credits” and “Direct Payments,” respectively).
In-App Payments
Users may also pay for the use of the Customer’s Machines and other Customer Services, through the Platform and App (“In-App Payments”). In-App Payments actually received by Tigapo or its third party payment processor, at its discretion (“In-App Payments”), shall be paid to the Customer by Tigapo (including through its third party payment processor, if applicable), on a monthly basis or as otherwise agreed upon by you and Tigapo in writing, after deduction of any applicable payment processing or transaction fees of Tigapo.
Fees and Payment
Use of the Platform and/or Services is subject to payment of the fees set forth in the Purchase Order (“Fee”). Tigapo shall issue monthly invoices with respect to the Fee. Customer shall make payment to Tigapo of the Fee within 14 days of the date specified on the applicable invoice. Late payments shall be subject to a late payment charge of 12% per annum. For purposes of making the foregoing payments, you will be asked to provide customary billing information such as name, billing address, bank account information and/or credit card information either to Tigapo or its third-party payment processor(s). You agree to pay Tigapo the Fee, in accordance with these Terms by one of the methods available. You hereby authorize the collection of any amounts payable to Tigapo by charging the credit card provided, either directly by Tigapo or indirectly, via a third-party online payment processor or by any other payment method as may be available. If you are directed to a third-party payment processor(s), you may be subject to terms and conditions governing use of that third party’s service and that third party’s Personal Data collection practices. Please review such terms and conditions and privacy policy before using such services.
Transaction Fees, Charges and Taxes
Some credit card companies may impose foreign transaction fee for international transactions and/or a currency exchange fee. The foreign transaction fee and/or currency exchange fee is determined solely by your credit card company. If you have any questions about these fees or the exchange rate applied by your credit card company, please contact your credit card company. Tigapo does not and will not have any liability or responsibility for any such foreign transaction fees, currency exchange fees, and/or for any exchange rate offered to you by your credit card company, or any other processing or transactions fees incurred by you when making payments in respect of the Platform and/or Services. Where applicable, taxes may also be charged. It is your responsibility to determine whether you are required to pay any applicable taxes, and to clarify such information when purchasing the Services. Tigapo does not accept any responsibility for the calculation or collection of any applicable taxes. In the event, any fees or payments hereunder are subject to VAT or other applicable taxes, such taxes shall be payable by Customer and added to any applicable fees or payments payable to Tigapo hereunder. Except as expressly provided in these Terms, fees are non-refundable. Restrictions You may not and may not allow any third party to do or attempt to do any of the following: (1) decipher, decompile, disassemble, or reverse engineer any of the software and/or code, if and as applicable, used to provide the Platform, Devices and/or Services without our prior written authorization, including framing or mirroring any part of the Platform, Devices and/or Services; (2) circumvent, disable, or otherwise interfere with security-related features of the Platform and/or Services or features that prevent or restrict use or copying of any content available on the Platform, Devices and/or Services; (3) use any robot, spider, site search or retrieval application, or any other manual or automatic device or process to retrieve, index, data-mine, or in any way reproduce or circumvent the navigational structure or presentation of the Platform, Devices and/or Services; (4) use or access another user’s account or password without permission; (5) use the Platform, Devices and/or Services or Content thereon in any manner not permitted by these Terms; (6) permit any third party to access your user account or otherwise use and/or access the Platform, Devices and/or Services; or (7) permit Users to utilize or access the Machines not in connection with the Platform and/or Services.
Termination of Account
Tigapo may terminate your account in the event you violate any of these Terms or the terms of any applicable Purchase Order, including non-payment of any amounts due hereunder, as well any expiration or termination of a Purchase Order. Upon termination of your account, you shall not have any further access to the Platform or any of the Services that may be available through your account.
If Tigapo believes, at its sole discretion, that a violation of these Terms or any illegal or inappropriate behavior has occurred, we may take any other corrective action we deem appropriate. We reserve the right to investigate suspected violations of these Terms or illegal and appropriate behavior involved in the use of the Platform and/or Services. We will fully cooperate with any law enforcement investigation or court order requesting or directing us to disclose the identity and behavior of anyone believed to have violated these Terms or to have engaged in illegal behavior in connection with the Platform and/or Services. Unless otherwise agreed upon in writing between you and Tigapo, you may request termination of your Tigapo account at any time and for any reason by sending an email [email protected]. Following such request, Tigapo shall close your account as soon as reasonably practicable. Any suspension, cancellation or termination of your account shall not affect your obligations under these Terms (including but not limited to ownership, indemnification, any representations and warranties made by you, and limitation of liability), which by their sense and context are intended to survive such suspension, cancellation or termination.
Content
Certain types of content may be made available through the Platform and/or Services. “Content” as used in these Terms means, collectively, all content on or made available through the Services, including any images, photos, pictures, reports, data, statistics or recommendations, and any modifications or derivatives of the foregoing. Tigapo allows you to upload certain content including but not limited to images, pictures, text, and documents, as well as data and other information regarding the Machines, facilities, inventory and personnel of the Customer, on or through the Services, referred to herein as “User Content.”
TIGAPO DOES NOT ENDORSE ANY CONTENT (INCLUDING ANY USER CONTENT) OR ANY OPINION, RECOMMENDATION, OR ADVICE EXPRESSED IN ANY CONTENT AND EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY IN CONNECTION WITH THE CONTENT AND/OR USER CONTENT. WE DISCLAIM ALL LIABILITY, REGARDLESS OF THE FORM OF ACTION, FOR THE ACTS OR OMISSIONS OF ANY AND ALL USERS (INCLUDING UNAUTHORIZED USERS), WHETHER SUCH ACTS OR OMISSIONS OCCUR DURING THE USE OF THE SERVICES OR OTHERWISE.
User Content Restrictions
Tigapo has no obligation to accept, display, or maintain any User Content. Moreover, Tigapo reserves the right to remove any User Content uploaded by you, without notice and for any reason. You are and shall remain at all times fully and solely responsible for any User Content you upload to the Services. You represent and warrant that any User Content you upload (i) complies with applicable law; (ii) does not infringe or violate any third party intellectual property rights, privacy or publicity rights, or moral rights; and (iii) that you have all necessary rights and authorities to submit such User Content. Any User Content posted or submitted through the Services shall not be considered confidential and may be disseminated by Tigapo without compensation to you.
Without limiting the foregoing, you agree that you will not transmit, submit or upload any User Content or act in any way that: (1) restricts of inhibits use of the Services; (2) violates the legal rights of others, including defaming, abuse, stalking or threatening users; (3) infringes (or results in the infringement of) the intellectual property rights, moral rights, publicity, privacy, or other rights of any third party; (4) is (or you reasonably believe or should reasonably believe to be) stolen, illegal, counterfeit, fraudulent, pirated, violent or unauthorized, or in furtherance of any illegal, counterfeiting, fraudulent, pirating, unauthorized, or violent activity, or that involves (or you reasonably believe or should reasonably believe to involve) any stolen, illegal, counterfeit, fraudulent, pirated, or unauthorized material; (5) does not comply with all applicable laws, rules and regulations; (6) imposes an unreasonably or disproportionately large load on our infrastructure; or (7) posts, stores, transmits, offers, or solicits anything that contains the following, or that you know contains links to the following or to locations that in turn contain links to the following: (a) material that we determine to be offensive (including material promoting or glorifying hate, violence, bigotry, or any entity (past or present) principally dedicated to such causes or items associated with such an entity), (b) material that is racially or ethnically insensitive, material that is defamatory, harassing or threatening, (c) pornography or obscene material, (d) any virus, worm, trojan horse, or other harmful or disruptive component or (e) anything that encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law or regulation or is otherwise inappropriate or offensive.
Intellectual Property
Tigapo, and its licensors, as the case may be, own the Platform and Services and all content available thereon, including all worldwide intellectual property rights in the Platform and Services, and the trademarks, service marks, and logos contained therein registered and unregistered. Except as expressly permitted herein, you may not copy, further develop, reproduce, republish, modify, alter download, post, broadcast, transmit or otherwise use the Platform and/or Services. You will not remove, alter or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated in the Platform and/or Services, if any. All trademarks are trademarks or registered trademarks of their respective owners. Nothing in these Terms grants you any right to use any trademark, service mark, logo, or trade name of Tigapo or any third party.
Notwithstanding the foregoing, you are permitted to use the name and logo of Tigapo (“Marks”) solely for the limited purpose of advertising your use of the Platform and/or Services at your facilities where the applicable Machines on which the Device and Platform are installed are located. Your use of such Marks shall be subject to Tigapo’s instructions as provided from time to time. You shall not make any claim to any Mark or lodge any filings with respect to any Marks or mark confusingly similar to any Marks, whether on behalf of Tigapo or in its own name or interest, without the prior written consent of Tigapo. Upon the request of Tigapo, you shall discontinue your use of any Mark. All use of the Marks shall inure to the benefit of Tigapo. You shall not perform any action or make any statement that may bring the Platform or Tigapo into disrepute.
If you provide Tigapo with any feedback regarding any Content on the Platform and/or Services, Company may use all such feedback without restriction and shall not be subject to any non-disclosure or non-use obligations in respect of such feedback.
You have all right, title and interest in the User Content you submit. By submitting or posting any User Content, you (i) grant Tigapo and its successors and assignees a worldwide, non-exclusive, royalty-free, perpetual, sub-licensable and transferable license under any of your intellectual property, moral or privacy rights to use, copy, distribute, transmit, modify, prepare derivative works of, publicly display, alter, decompile, publicly perform such User Content on, through or in connection with the Services in any media formats and through any media channels.
Copyright
The policy of Tigapo is not to infringe upon or violate the intellectual property rights or other rights of any third party, and Tigapo will refuse to use and remove any User Content in connection with the Services that infringes the rights of any third party. Under the Digital Millennium Copyright Act of 1998 (the “DMCA”), Tigapo will remove any Content (including without limitation any User Content) if properly notified of that such material infringes third party rights, and may do so at its sole discretion, without prior notice to users at any time. The policy of Tigapo is to terminate the accounts of repeat infringers in appropriate circumstances.
You are in the best position to judge whether User Content is in violation of intellectual property or personal rights of any third-party. You accept full responsibility for avoiding infringement of the intellectual property or personal rights of others in connection with User Content. Tigapo will remove any Content (including without limitation any User Content) if properly notified of that such material infringes third party rights, and may do so at its sole discretion, without prior notice to users at any time.
If you believe that something appearing on the Services infringes your copyright, you may send us a notice requesting that it be removed, or access to it blocked. If you believe that such a notice has been wrongly filed against you, the DMCA lets you send us a counter-notice. Notices and counter-notices must meet the DMCA’s requirements. We suggest that you consult your legal advisor before filing a notice or counter-notice. Be aware that there can be substantial penalties for false claims. Send notices and counter-notices to us by contacting us at [email protected].
Disclaimers and Disclaimer of Warranty
All information and content provided on the Platform and/or Services is for informational purposes only and Tigapo provides no guarantees with respect thereto. Your use of the Device/s, Platform and/or Services is at your sole discretion and risk. The Device/s, Platform and/or Services, and Content thereon, are provided on an AS IS and AS AVAILABLE basis without warranties of any kind. We do not represent or warrant that the Device/s, Platform and/or Services will be of good quality or useful for your needs.
WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, RELATING TO THE DEVICE/S, PLATFORM AND/OR SERVICES OR ANY CONTENT THEREON, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF PROPRIETARY RIGHTS, COURSE OF DEALING OR COURSE OF PERFORMANCE. WE DISCLAIM ANY WARRANTIES, EXPRESS OR IMPLIED, (I) REGARDING THE SECURITY, ACCURACY, RELIABILITY, TIMELINESS AND PERFORMANCE OF THE DEVICE/S, PLATFORM AND/OR SERVICES; OR (II) THAT THE DEVICE/S, PLATFORM OR SERVICES WILL BE ERROR-FREE OR THAT ANY ERRORS WILL BE CORRECTED; OR (III) REGARDING THE PERFORMANCE OF OR ACCURACY, QUALITY, CURRENCY, COMPLETENESS OR USEFULNESS OF ANY INFORMATION PROVIDED ON THE DEVICE/S, PLATFORM AND/OR SERVICES . No advice or information, whether oral or written, obtained by you from us, shall create any warranty not expressly stated in these Terms. If you choose to rely on such information, you do so solely at your own risk. Some states or jurisdictions do not allow the exclusion of certain warranties. Accordingly, some of the above exclusions may not apply to you. Check your local laws for any restrictions or limitations regarding the exclusion of implied warranties.
You acknowledge and agree that Tigapo is not a data retention service. Tigapo shall have no responsibility or liability in respect of any loss of, damage to, or corruption of any such data.
Limitation of Liability
In addition to the foregoing, we assume no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, the Device/s, Platform, Content or Services. We are not responsible for any problems or technical malfunction of any telephone network or lines, internet networks, computer online systems or equipment, servers or providers, software, failure of any email due to technical problems or traffic congestion on the internet or on the Device/s, Platform or Services, including any injury or damage to users or to any person’s mobile device or computer related to or resulting from use of the Device/s, Platform or Services. Under no circumstances shall we be responsible for any loss or damage, including personal injury or death, resulting from use of the Device/s, Platform or Services, from any Content posted on or through the Services, or from the conduct of any users of the Services, whether online or offline. In addition, we assume no responsibility for any incorrect data, including Personal Data provided by you or on your behalf and you hereby represent and warrant that you are solely responsible for any and all data provided to Tigapo, including any incorrect data and you shall assume any and all liability for any consequences of provision of such incorrect data to us.
IN NO EVENT SHALL TIGAPO, ITS AFFILIATES OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, ASSIGNEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE DEVICE/S, PLATFORM OR SERVICES, INCLUDING BUT NOT LIMITED TO THE QUALITY, ACCURACY, OR UTILITY OF THE INFORMATION PROVIDED AS PART OF OR THROUGH THE DEVICE/S, PLATFORM OR SERVICES, WHETHER THE DAMAGES ARE FORESEEABLE AND WHETHER OR NOT TIGAPO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION AND IN NO EVENT SHALL OUR CUMULATIVE LIABILITY TO YOU EXCEED THE AMOUNT YOU HAVE PAID US IN THE TWELVE MONTHS IMMEDIATELY PRECEDING THE DATE ON WHICH THE APPLICABLE CLAIM OR CAUSE OF ACTION AROSE, IF APPLICABLE. IF YOU HAVE NOT MADE ANY PAYMENTS TO TIGAPO FOR THE USE OF THE SERVICES, THEN TIGAPO SHALL NOT HAVE ANY LIABILITY TOWARD YOU.
Indemnification
You agree to indemnify, defend, and hold harmless Tigapo and its respective employees, directors, officers, subcontractors and agents, against any and all claims, damages, or costs, losses, liabilities or expenses (including court costs and attorneys’ fees) that arise directly or indirectly from: (a) breach of these Terms by you or anyone using your computer and/or mobile device, password (whether authorized or unauthorized); (b) any claim, loss or damage experienced from your use or attempted use of (or inability to use) the Device/s, Platform or Services; (c) your violation of any law or regulation or any of your obligations, representations, or warranties hereunder including but not limited to breach of any privacy and/or data protection laws and regulations to which you are subject; (d) your infringement of any right of any third party; and (e) any other matter for which you are responsible hereunder or under applicable law.
Miscellaneous
These Terms shall be governed by the laws of the State of New York exclusive of its choice of law rules, and without regard to the United Nations Convention on the International Sales of Goods and the competent courts in New York, NY shall have exclusive jurisdiction to hear any disputes arising hereunder. In any action to enforce these Terms, the prevailing party will be entitled to costs and attorneys’ fees. Any cause of action against Tigapo must be brought within one (1) year of the date such cause of action arose. In the event that any provision of these Terms is held to be unenforceable, such provision shall be replaced with an enforceable provision which most closely achieves the effect of the original provision, and the remaining terms of these Terms shall remain in full force and effect. Nothing in these Terms creates any agency, employment, joint venture, or partnership relationship between you and Tigapo or enables you to act on behalf of Tigapo. Except as may be expressly stated in these Terms, these Terms constitute the entire agreement between us and you pertaining to the subject matter hereof, and any and all other agreements existing between us relating thereto are hereby canceled. We may assign and/or transfer our rights and obligations hereunder to any third party without prior notice. You shall not assign and/or transfer any of your rights or obligations hereunder, and any assignment in violation of the foregoing shall be void. No waiver of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. If we are required to provide notice to you hereunder, we may provide such notice to the contact details you provided upon registration.
