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Terms & Conditions

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TERMS AND CONDITIONS - CUSTOMER
Last updated on 01 April, 2014


Passage 1: Acceptance of Terms and Conditions

P1-1: By availing the benefits of the Loyalty Card (defined in Passage 5-1) and by using http://www.trumpcard.in (the "Website" in this document) as well as the Mobile Application (the "Mob. App." in this document), the Customer absolutely and totally/without any limits or restrictions agree to the terms and conditions that we, Trumpcard Networks Private Limited with our registered office at 6, Shopping Centre, Kamal Apartments I, Power House Road, Ram Mandir, Jaipur - 302006, India ("Trumpcard" in this document) have given herein. "Customer" shall mean the end user getting the benefits of Trumpcard's Loyalty Card and using the Website/Mob. App., its contents and using the components offered through the Loyalty Card and the Website/Mob. App.; it includes the customer or buyer, who purchases the Loyalty Card of Trumpcard for getting discounts on products offered for sale by the Vendor Partner (defined in Passage 5-1). If the Customer does not agree to the listed terms and conditions (the "Terms of Use" in this document), the Customer shall thereby stop using the Loyalty Card and the Website/Mob. App. (all together called "Service" or "Services").

P1-2: Trumpcard reserves the right to update these terms and conditions from time to time. All changes to the terms and conditions shall be posted on the Website. Such changes may include, among other things, the adding of certain fees or charges. Trumpcard therefore, suggests that the Customer shall re-read this important notice containing the Terms of Use and Privacy Policy from time to time in order to stay informed as to any such changes. If the Terms of Use and Privacy Policy are changed and the Customer continues to use the Services, the changed/added Terms of Use and Privacy Policy shall be applicable. Unless specified otherwise, any such deletions or changes shall be effective immediately upon Trumpcard's posting thereof. Continued use of any of the Services given by Trumpcard shall be considered to be an acceptance to the new terms and conditions.


Passage 2: General

P2-1: Use of the Services and any purchase thereof shall be subject to the Terms of Use set out in this Agreement.

P2-2: Trumpcard reserves the right to prevent the Customer from using the Service (or any part of it) and to prevent the Customer from making any purchase.

P2-3: Trumpcard provides an interactive online service owned and operated by Trumpcard through the Website on the World Wide Web of the Internet (the "Web" or "Internet") and Mob. App., consisting of information services, content and transaction capabilities given by Trumpcard, its partners & associates with whom it has business relationships ("Business Associates") including, but not limited to the third parties that provide services in relation to creation, production or distribution of content for the Website ("Third Party Content Providers"), third parties that provide advertising services to Trumpcard ("Third Party Advertisers") and third parties that perform function for Trumpcard like sending out and distributing our administrative and promotional emails and text messages ("Third Party Service Providers").

P2-4: The right to use this Website is personal to the Customer and is not transferable to any other person or thing/business. The Customer shall be responsible for protecting the confidentiality of Customer's password(s), if any. The Customer understands and admits/recognizes/responds to that, although the Internet is often a secure environment, sometimes there are interruptions in service or events that are beyond the control of Trumpcard, and Trumpcard shall not be responsible for any data lost while transmitting information on the Internet.

P2-5: While it is Trumpcard's goal to make sure that the services offered through its Loyalty Card are available at all times, the services may be unavailable from time to time for any reason. The Customer understands and admit/recognize/respond to that due to facts or conditions both within and outside the control of Trumpcard, availability of the services offered by the Loyalty Card may be interrupted, suspended or ended/fired from time to time. Trumpcard reserves the right, in its independent power to make final decisions, to end the access to any or all Trumpcard Services or any portion thereof at any time, without prior notice. Trumpcard shall also have the right at any time to change or discontinue any aspect or feature of the Loyalty Card.

P2-6: While it is Trumpcard's goal to make the Website and the Mob. App. easy to get to, use, or understand at all times, the Website/Mob. App. may be unavailable from time to time for any reason including, without limitation, routine maintenance. The Customer understands and admit/recognize/respond to that due to facts or conditions both within and outside of the control of Trumpcard, access to the Website/Mob. App. may be interrupted, suspended or ended/fired from time to time. Trumpcard reserves the right, in its independent power to make final decisions, to end the access to any or all Trumpcard Websites/Mob. App. and the related services or any portion thereof at any time, without notice. Trumpcard shall also have the right at any time to change or discontinue any aspect or feature of the Website/Mob. App., including, but not limited to, content, graphics, deals, offers, settings, hours of availability and equipment needed for access or use. Further, Trumpcard may discontinue spreading around any part of information or category of information, may change or eliminate any transmission method and may change transmission speeds or other signal characteristics.


Passage 3: Equipment

P3-1: The Customer shall be responsible for obtaining and maintaining all telecom, computer hardware and other equipments needed for access to and use of the Website/Mob. App. and all charges related thereto. Trumpcard will not be responsible for any damages to the Customer's equipment resulting from the use of the Website/Mob. App.


Passage 4: User Conduct

P4-1: This Website/Mob. App. and any individual websites or Vendor Partner-specific, city-specific, or state-specific sites now or hereinafter contained within or otherwise available through external hyperlinks with our Website (the "Mini-sites") are private property of Trumpcard. All interactions on this Website/Mob. App. and/or the Mini-sites must abide by these Terms of Use.

P4-2: The Customer agrees not to use or permit anyone else to use the Service or Website/Mob. App.:

  1. to send or receive any information for which Customer has not received/obtained all necessary license and/or approvals (from Trumpcard or third parties); or which makes up or encourages conduct that would be considered a criminal offence, give rise to civil liability or otherwise not according to the law or violate the rights of any third party in any country in the world;
  2. to send or receive any material which is harmful (including computer viruses, logic bombs, Trojan horses, worms, harmful components, ruined data or other harmful software or harmful data);
  3. to stop/interfere with (and look at) or attempt to stop/interfere with (and look at) any communications transmitted by way of a telecommunication system; or
  4. for any fake/illegal purposes.

P4-3: The Customer shall not post or transmit through this Website/Mob. App. and/or the Mini-sites any material which is illegal, threatening, violent , harmful of privacy or publicity rights, defamatory or offensive, obscene, ungodly or otherwise unpleasant/obnoxious, which encourages conduct that would make up/be equal to a criminal offense, give rise to civil liability or otherwise violate any law, or which, without Trumpcard's express prior written approval.


Passage 5 : Usage of Trumpcard Vouchers and Registration

P5-1: The Customer shall get value deals from a number of Vendor Partners, including but not limited to restaurants ("Vendor Partner" in this document), with which Trumpcard has an association, at discounted prices through the Loyalty Card of Trumpcard ("Card" in this document) and by issue of vouchers ("Vouchers" or "Voucher" in this document) that can be redeemed up to a certain validity period from outlets of the Vendor Partner. "Card" here is a physical instrument which would be issued to a Customer when he/she registers by paying the desired subscription fee to Trumpcard. To claim the deals, the Customer shall be required to present the Card at the time of purchase at a Vendor Outlet. The Card shall have a validity period, on expiry of which the Customer would be required to renew the subscription if he/she wants to continue enjoying the deals at registered Vendor Partners of Trumpcard.

P5-2: The Card and the Vouchers issued by Trumpcard is bearer in nature and does not mention the personal details (i.e. Name, Photo, Mobile number etc.) of the Purchaser of the Card. By "bearer" it implies that the Card and Vouchers can be used by the Customer.

P5-3: The Card and the Vouchers shall be subject to the standard as well as specific terms and conditions. The deals on the Card and Vouchers are issued on behalf of the Vendor Partner and only such Vendor Partner, to the exclusion of Trumpcard, shall be responsible for any and all injuries, illnesses, damages, charges, expenses, claims, liabilities and costs suffered by or in respect of a customer, caused in whole or in part by the Vendor Partner or which arises out of the goods and/or services given by the Vendor Partner, as well as for any unclaimed property liability arising from unredeemed Trumpcard Vouchers.

P5-4: Trumpcard reserve the right to send the Customer administrative and promotional emails. Trumpcard may also send the Customer information regarding the Customer's account activity, as well as updates about the Website, Mob. App., Service, Vouchers and other promotional offers. Please refer to the Privacy Policy for details.

P5-5: Shipping Policy: On purchase of the Card or any other service via Website/Mob. App., the expected delivery time is about 5-7 business days for the same to reach the Customer. Trumpcard shall make every effort to process the placed order as quickly as possible.

P5-6: Wrong Address: Trumpcard shall not be responsible if the delivery address given by the Customer during online or offline registration is wrong or outdated. If the package containing the Card is returned to Trumpcard because the address is wrong or outdated, the order status of the Card shall be considered as closed. Trumpcard may also send other important documents from time to time at the address provided by the Customer. The Customer is therefore required to check that the current and correct address is provided.

P5-7: Creating an Account on our Website: In order to purchase the card, the Customer may create and hold one account on the Website, the management of which shall be the sole responsibility of the Customer. The account is non-transferrable and may not be sold, combined or otherwise shared with any other person. If the Customer violates any of these limits, Trumpcard reserves the right to end the account and, the Customer thereby may, without limitation, lose any current or future promotional account credits and any unused vouchers in the said account. The Trumpcard reserves the right to allow the aforesaid Customer to re-enroll or join under a new account. If the Customer falsifies information in connection with the use of the Website or in connection with the Card, the Customer's account shall be deactivated immediately and Trumpcard reserves the right to hold the Customer responsible for any damage(s) and to pursue legal action through relevant local and national police authorities.

P5-8: The Customer agrees to provide real and true information during registration and as and when required. Trumpcard reserves the right to confirm and validate the information and other details given by the Customer at any point of time. If upon confirmation the said details are found to be false (completely or partly), Trumpcard reserves the right in its independent power to make final decisions to reject the registration, block the Customer and prevent the Customer from using the Card and Website/Mob. App., without any prior intimation.


Passage 6: Standard Terms and Conditions

P6-1: The following shall be included as 'Standard Terms and Conditions' for getting offers through the Card and Vouchers:

  1. Trumpcard shall not be responsible for the quality of services given by the Vendors, and the same shall be the sole responsibility of the Vendors.
  2. Trumpcard Vouchers shall be used in entirety and may not be partly redeemed.
  3. Validity period of the Card shall be decided by Trumpcard according to the subscription fees paid by the Customer. The same shall be intimated to the Customer on induction and also be notified in the Website.
  4. Validity period for usage of Trumpcard Vouchers is decided by Vendors, and the same shall be mentioned on the Trumpcard Vouchers.
  5. Use of Card and Vouchers for beverages is based on the independent and final decision of the Vendor and is further subject to all related laws.
  6. Whether any offer on the Card and Vouchers can be combined with any other Vendor vouchers, third party vouchers, coupons, or promotions and the like shall be the sole discretion of the Vendor.
  7. The Card and Vouchers cannot be used for taxes, tips or prior balances, unless permitted by the Vendor.
  8. The Card and Vouchers are valid for use in the outlets only unless otherwise stated.
  9. The issuing of credit is based on the independent and final decision of the Vendor.
  10. Neither Trumpcard nor the Vendor is responsible for lost or stolen Card or Vouchers or the identification numbers mentioned on it.
  11. Reproduction, sale or trade of the Card and Vouchers is strictly prohibited.
  12. Any attempted transaction/usage not agreeing with/matching up with the Terms of Use and Standard Terms and Conditions will make the Card/Voucher void and invalid.
  13. The Card and Voucher (including, but not limited to, any discounts given therein) will expire on the date specified on it.

P6-2: Vendor Partners will have their own related terms and conditions, in relation to their own supply of goods and services, and the Customer shall agree to those terms and conditions.


Passage 7: Purchase and Sale of Products and/or Services

P7-1: Trumpcard takes no responsibility for the services and/or products for which the Vouchers and/or the Card may be used to avail offers at Vendor Partner outlets. Further, Trumpcard does not provide any warranty to the Users for the quality, safety, usability, or other aspect of the product or service for which the Card or Voucher may be used.

P7-2: Trumpcard takes no responsibility for the service or activity being offered which may involve potential physical harm (such as different forms of recreational sports and activities), and the same is the sole responsibility of the Customer utilizing the Services.


Passage 8: Intellectual Property Rights

P8-1: All copyright/trademark/patent rights (including service marks, trade names, designs) whether registered or unregistered in the Website/Mob. App. and Service, (subject to Passage P8-4) information content on the Website/Mob. App. or accessed as part of the Service, any database operated by Trumpcard and all the Website design, text and graphics, software, photos, video, music, sound, and their selection and arrangement, and all software collections/creations, hidden (under) source code and software (including applets and scripts) shall remain the property of Trumpcard (or that of our licensors). All rights are hereby reserved in the name of Trumpcard.

P8-2: None of the material listed in Passage P8-1 may be reproduced or redistributed or copied, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means, sold, rented or sub-licensed, used to create similar works, or in any way taken advantage of (including for commercial or non-commercial purpose) without prior express written permission from Trumpcard. The Customer may, however, retrieve and display the content of the Website on a computer screen, store such content in electronic form on disk (but not on any server or other storage device connected to a network) or print one copy of such content for one’s own personal, non-commercial use, if one keeps unharmed and in one piece all and any copyright and private (or unique) notices.

P8-3: All rights (including goodwill and, where relevant, trade marks) in the Trumpcard name are owned by Trumpcard (or its licensors). Other product and company names mentioned on the Website/Mob. App. is the trademarks or registered trademarks of their respective owners.

P8-4: Title, ownership rights and copyright/patent rights in and to the content accessed using the Service is the property of the related content owner or Vendor Partner and may be protected by related copyright or other law. The Agreement gives no rights to such content to the Customer.

P8-5: Subject to Passage P8-6, any material as transmitted or posted or submitted by the Customer on the Website (or otherwise) shall be considered (and may be treated it as) non-confidential and non-proprietary, subject to the obligations under cyber laws. The Customer also extends to Trumpcard a royalty-free, constant, permanent, non-exclusive right to use, copy, change, alter, translate, publish and distribute any such material as supplied by the Customer.

P8-6: All comments, suggestions, ideas, notes, drawings, or any other information:

  1. publicized or offered by the Customer; or
  2. in response to solicitations by Trumpcard regarding the Service or the Website/Mob. App.; (in short for (i) and (ii) called "Ideas") shall be considered to be and shall remain the property of Trumpcard and the Customer hereby assign by way of present and future assignment all copyright/patent rights in Ideas, to Trumpcard. The Customer understands and admits that in any event Trumpcard shall have, without limitation and obligation, rights (now known and existing) on Ideas of every kind and nature throughout the world and shall be entitled to unrestricted use of the Ideas for any purpose, whether commercial or otherwise, without payment to the provider of the Ideas.


Passage 9: Disclaimer of Warranty; Limitation of Liability

P9-1: The Customer expressly agrees that use of the Website/Mob. App. and the Mini-sites is at the Customer's sole risk. Neither Trumpcard, its subsidiaries and Business Associates, Vendor Partners nor any of their respective employees, agents and third party content providers warrant that use of the Website shall be uninterrupted or error free; nor do they make any warranty as to

  1. the results that may be received from use of this Website, or
  2. the accuracy, reliability or content of any information, service or merchandise given through the Website/Mob. App. or the Mini-sites.

P9-2: The Website/Mob. App. and the Mini-sites are made (easy to get to, use, or understand) on an "as is" basis without warranties of any kind, either express or implied.

P9-3: Trumpcard does not warranty that the Website/Mob. App. is free from viruses or anything else which may have a harmful effect on any technology.

P9-4: Trumpcard reserves the right to change and substitute, suspend or remove, without notice, any information on Voucher or Service or forming part of the Service from time to time including the deals available on the Card. The Customer's access to the Website/Mob. App. and/or the Services may also be occasionally restricted to allow for repairs, maintenance or the introduction of new facilities or services. For the avoidance of doubt, Trumpcard may also withdraw any information or Voucher from the Website/Mob. App. or Services at any time.

P9-5: Trumpcard reserves the right to block access to and/or to edit or remove any material which in reasonable opinion may give rise to a failure of this Agreement.

P9-6: This disclaimer of liability applies to any damages or injury caused by any failure of performance, error, mistake, interruption, deletion, defect, delay in operation or transmission, physical properties of the Loyalty Card, computer virus, communication line failure, theft or destruction or unauthorized access to, change of, or use of record, whether for breaking a contract, winding behavior, irresponsibility, or under any other cause of action. The Customer specifically admits/recognizes/responds to that Trumpcard is not responsible for offensive or illegal conduct of other Customers or third-parties and that the risk of injury from the previous rests entirely with the Customer.

P9-7: In no event shall Trumpcard, or any Business Associates, Vendor Partners, Third Party Content Providers, Third Party Advertisers or Third Party Service Providers, producing or distributing the Website/Mob. App. or the contents hereof, including the Mini-sites and any software, be responsible for any damages, including, without limitation, direct, indirect, (unplanned/minor event), special, resulting from or arising out of the use of or inability to use the Website/Mob. App. The Customer hereby admits/recognizes/responds to that the provisions of this Clause shall apply to all content on the Website/Mob. App. and the Mini-sites.

P9-8: In addition to the terms explained in detail above, neither Trumpcard, nor its subsidiaries and Business Associates, Vendor Partners, Third Party Service Providers or Third Party Content Providers shall be responsible for damage regardless of the cause or period of time, for any errors, mistakes, or other defects in, or bad timing or falsification of, the information contained within the Website/Mob. App. or any of the Mini-sites, or for any delay or interruption in the transmission thereof to the Customer, or for any claims or losses arising there from or caused in that way. None of the aforesaid parties will be responsible for any third-party claims or losses of any nature, including without limitation lost profits, punishment-based or resulting damages.

P9-9: Nothing in this Agreement shall exclude or limit our liability for

  1. illegal dishonesty;
  2. death or personal injury caused by failure of duty; or
  3. other liability which cannot be excluded or limited by related law.

P9-10: Trumpcard shall be under no liability at all with respect to any loss or damage arising directly or indirectly as a reason of the decline of approval for any transaction through the Card or Voucher.


Passage 10: Monitoring

P10-1: Trumpcard shall have the right, but not the obligation, to observe/supervise (for changes, unusual things, etc.) the content of the Website/Mob. App. at all times, including any chat rooms and forums that may hereinafter be included as part of the Website/Mob. App., to decide/figure out obedience of this Agreement and any operating rules established by Trumpcard, as well as to satisfy any related law, regulation or approved government request. Without limiting the previous, Trumpcard shall have the right to remove any material that Trumpcard, in its independent power to make final decisions, finds to be in violation of the provisions hereof or otherwise unpleasant/obnoxious.


Passage 11: Privacy

P11-1: The Customer admits/recognizes/responds to that all discussion for ratings, comments, bulletin board service, chat rooms and/or other message or communication facilities (all together "Communities") are public and not private communications, and that, therefore, others may read the Customer's communications without the Customer's knowledge. Trumpcard does not control or support/recommend the content, messages or information found in any Communities and, therefore, Trumpcard specifically repudiates any liability about the Communities and any actions resulting from the Customer's participation in any Communities, including any unpleasant/obnoxious content. By posting comments, messages or other information on the Website/Mob. App., the Customer grants Trumpcard the right to use such comments, messages or information for promotions, advertising, market research or any other lawful purpose.


Passage 12: License Grant

P12-1: By posting communications on or through this Website/Mob. App., the Customer shall be thought of/considered to have granted to Trumpcard a royalty-free, constant, permanent & non-exclusive license to use, reproduce, change, publish, edit, translate, distribute, perform, and display the communication alone or as part of other works in any form, media, or technology whether now known or after now developed, and to sublicense such rights through multiple levels of sublicenses.


Passage 13: Indemnification

P13-1: The Customer agrees to defend, indemnify and hold harmless Trumpcard, its subsidiaries, Vendor Partners or Business Associates, and their respective directors, officers, employees and agents from and against all claims and expenses, including attorneys' fees, arising out of

  1. the use of this Website/Mob. App. and/or the Minisites by the Customer;
  2. the use of the Voucher;
  3. the use of the Service or Website/Mob. App. through Customer's password;
  4. Use of the Card; or
  5. any failure (or break) of this Agreement by the Customer.


Passage 14: Termination

P14-1: Trumpcard may terminate this Agreement at any time. Without limiting the previous, Trumpcard shall have the right to immediately end any passwords or accounts of a Customer in the event of any conduct by the Customer which Trumpcard, in its independent power to make final decisions, considers to be unacceptable, or in the event of any failure/mistake by Customer of this Agreement. All such provisions including Clause 9, 10, 13, 14 & 15, shall survive the end/ending/firing of this Agreement.

P14-2: Trumpcard's right to end this Agreement shall not prejudice any other right which Trumpcard may have in respect to any failure/mistake or any rights, obligations or liabilities arising before the end/ending/firing of this Agreement.


Passage 15: Third Party Content

P15-1: Trumpcard, similar to an Internet Service Provider, is a distributor (and not a publisher) of content supplied by third parties and Customers. Similarly, Trumpcard has no more editorial control over such content than does a public library, bookstore or newsstand. Any opinions, advice, statements, services, offers, or other information or content expressed or made available by third parties, including Third Party Content Providers, or any other Customers are those of the respective author(s) or distributors and not of Trumpcard.

P15-2: Neither Trumpcard nor any third-party provider of information guarantees the accuracy, completeness, or usefulness of any content, for any particular purpose (refer to Passage 9 above for provisions related to limitation of liabilities and disclaimer of warranty).

P15-3: Trumpcard neither supports/recommends nor is responsible for the accuracy or reliability of any opinion, advice or statement made on the Website by anyone other than approved Trumpcard employee / spokespersons while acting in official capacities.

P15-4: Trumpcard shall not be responsible for any loss or damage caused by Customer's reliance on information received/got through the Website/Mob. App. It is the responsibility of User to evaluate the accuracy, completeness or usefulness of any information, opinion, advice etc. or other content available through the Website/Mob. App.

P15-5: The Website contains links to third party websites maintained by other content providers. These links are given only as a convenience to you and not as a sign of support by Trumpcard of the contents on such third-party websites and Trumpcard hereby expressly repudiates any representations regarding the content or accuracy of materials on such third-party websites. If the Customer decides to access linked third-party websites, the Customer does so at his/her own risk.

P15-6: Unless the Customer has executed a written agreement with Trumpcard expressly permitting to provide a hyperlink to the Website from any other website, the Customer may not do the same. Trumpcard reserves the right to take back its give permission for/agree to any link at any time in its independent power to make final decisions.


Passage 16: Advertisement

P16-1: Trumpcard may place advertisements in different locations on the Website/Mob. App. and at different points during use of the Service. These locations and points may change from time to time. However the same shall always be clearly marked which goods and services are advertisements (i.e. from people other than us), so that it is clear to the Customer which goods and services are given on factual basis and which are not (i.e. the advertisements).

P16-2: Any advertisements may be delivered by a Third Party Advertiser on behalf of Trumpcard.


Passage 17: Force Majeure

Without prejudice to any other provision herein, Trumpcard shall not be responsible for any loss, damage or penalty as a result of any delay in or failure to deliver or otherwise perform hereunder due to any cause beyond Trumpcard's control, including, without limitation, acts of the Customer, embargo or other governmental act, regulation or request affecting the conduct of Trumpcard's business, fire, explosion, accident, theft, vandalism, riot, acts of war, strikes or other labour difficulties, lightning, flood, windstorm or other acts of God.


Passage 18: Miscellaneous

P18-1: This Agreement and Privacy Policy is equal to the entire agreement of the parties with respect to the subject matter hereof. No representation or promise shall be taken to be suggested from anything said or written in negotiations between the parties before this Agreement except as expressly stated in this Agreement. Neither party shall have any indemnification in respect of any untrue statement made by the other upon which that party depended on when entering into this Agreement (unless such untrue statement was made illegally falsify or was as to a matter basic to a party's ability to perform this Agreement) and that party's only fixes for malicious will be for breaking a contract as given in this Agreement. However, the Service is given to the Customer under the operating rules, policies, and procedures of Trumpcard as published from time to time on the Website/Mob. App.

P18-2: No exception given to a rule by either party of any failure/mistake or default hereunder is an exception given to a rule of any previous/coming before or later failure/mistake or default.

P18-3: The section headings used herein are for convenience only and shall be of no legal force or effect.

P18-4: If any provision of this Agreement is held invalid by a court of law, such invalidity shall not affect the enforceability of any other provisions contained in this Agreement and the remaining parts of this Agreement shall continue to be in full force and effect. The failure of either party to exercise any of its rights under this Agreement shall not be considered an exception given to a rule or forfeiture of such rights or any other rights if hereunder.

P18-5: All provisions of this Agreement apply equally to and are for the benefit of Trumpcard, its susbsidiaries, any holding companies of Trumpcard, its (or their) connected and it (or their) Third Party Content Providers and licensors and each will have the right to defend express and enforce such provisions directly or on its own behalf (save that this Agreement may be varied or revoked without the permission of those parties).

P18-6: Trumpcard's headquarters are in Jaipur, India. Legal issues arising out of, but not exclusive to, the use of the Website/Mob. App. or the Mini-sites (unless otherwise specifically stated) are ruled by the laws of India (exclusive of its rules regarding conflicts of laws) and the parties shall submit to the exclusive legal control of the Courts in Jaipur.

 


TERMS AND CONDITIONS - VENDOR PARTNER
Last updated on 01 April, 2014

By availing and using the basic or value-added services ("Services" or "Service" in this document) of Trumpcard and by using vendor login at www.trumpcard.in (the "Website" in this document) as well as on Mobile Application (the "Mob. App" in this document), the Vendor Partner (the "Vendor" in this document; as defined below) absolutely and totally/without any limits or restrictions agree to the terms and conditions that Trumpcard Networks Private Limited with our registered office at 6, Shopping Centre, Kamal Apartments I, Power House Road, Ram Mandir, Jaipur - 302006, India ("Trumpcard" in this document) has given herein.

If the Vendor is in disagreement with the listed terms and conditions (the "Terms of Use" in this document), the Vendor shall, thereby, cease to use the Services and Website/Mob. App.

By availing to and using Trumpcard's services through Vendor Partner Account (as defined below), the Vendor agrees to the following terms and conditions and any policies, guidelines or changes thereto that may be presented to the Vendor from time to time (all together, the "Terms"). If any law or pattern of working changes and affects the services Trumpcard offers to the Vendor through Vendor Partner Account, Trumpcard may need to change these Terms or features of the program from time to time. If at any time the Vendor is in disagreement with these terms or does not agree to any changed Terms, the Vendor shall according to the conditions of termination as mentioned in Passage 4, act on mutually agreed terms.


Passage 1: DEFINITIONS

  1. "Offer Period(s)" means the date (or dates) and period (or periods) of time an Offer will be available for the Customers of Trumpcard.
  2. Customer(s) shall mean the end user getting Trumpcard Services and using/getting to use the Website/Mob. App, its contents and using the components offered through the Services and the Website/Mob. App. It includes the customer or buyer, who purchases the Card.
  3. "Card" here is a physical instrument which would be issued to a Customer when he/she registers by paying the desired subscription fee to Trumpcard. To claim the offers & vouchers, the Customer would be required to present the Card at the time of purchase at a Vendor Outlet. The Card would have validity (not printed on the card but on the system) on expiry of which the User would be required to renew the subscription if he/she wants to continue getting to use the offers at registered Vendor Partners of Trumpcard.
  4. The Customer shall get value deals from a number of Vendor Partners, including but not limited to restaurants (the "Vendor" in this document), with which Trumpcard has an association, at discounted prices through the Loyalty Card of Trumpcard ("Card" in this document) and by issue of vouchers ("Vouchers" or "Voucher" in this document) that can be redeemed up to a certain validity period from outlets of the Vendor Partner.


Passage 2: TRUMPCARD VENDOR PARTNER ACCOUNT

P2-1: Vendor Partner Account: In order to use the services (given only to a Vendor that decides to partner with Trumpcard), Vendor is required to be registered with an account on the Website/Mob. App. called the "Vendor Partner Account" (hereinafter referred to as "Account"). The Account enables the Vendor to use different Trumpcard Services and will allow the Vendor to provide and receive current and accurate, and all information with respect to Vendor's association with Trumpcard. The Vendor is responsible for maintaining the confidentiality of the Account password, and is responsible for all activities carried out under such account. The Vendor shall immediately notify Trumpcard of any unauthorized use of the password or Account or any other failure (or break) of security related to the Website/Mob. App. Trumpcard is not and shall not be responsible for any loss or damage arising from Vendor's failure to manage the Account, including without limitation to regularly review the accuracy of Offers and other information provided by Vendor or on his behalf by the approved Trumpcard personnel. In addition to the other rights, Trumpcard reserves the right to refuse service and/or access to the Website/Mob. App to the Vendor at any time with prior notice for any reason (as per the terms mentioned in Passage 4). When using the Account and the Website/Mob. App directly or indirectly via an approved agent, to submit and manage other deals, the Vendor accepts and agrees to the terms and conditions related to the Vendor Partners. Trumpcard may offer optional features or components within the Account. If the Vendor chooses to use such components, the Vendor may be required to agree to separate terms that are specific to those components that shall be informed to the Vendor and available at the time the Vendor chooses to opt any such feature. The Vendor (or his authorized representative) shall fulfill all the conditions to enter into a binding contract and have full power, capacity and authority to accept these Terms.


Passage 3: PROGRAM PARTICIPATION AND YOUR OFFER

P3-1: Providing Offers: While participating in a Program, the Vendor shall define the conditions of, and may supply the content and images to describe and illustrate, its Offer and its terms. At the point Trumpcard begins to promote the said Offer to the public, the Offer Period begins and the Offer becomes an "Active Offer" during such Offer Period(s) unless Trumpcard earlier ends the Offer for any reason. The Vendor is responsible for damage for all Offer content and terms, and for Trumpcard's or any Customer's use or reliance on any of the previous. The Vendor is responsible to provide an Offer which shall not:

  1. offer to sell any goods or services on terms or in a manner that is prohibited by law from being offered or advertised.
  2. include any content that violates in any way upon the rights of others.
  3. include any material that is illegal, threatening, violent and cruel, defamatory/derogatory, harmful of privacy or public moral rights, offensive, obscene, ungodly or otherwise unpleasant or obnoxious, which encourages conduct that could be seen as a criminal offense, gives rise to civil or criminal liability or otherwise violate any Law.

P3-2: Promotion of Offers: If Trumpcard accepts the Offer of the Vendor, Trumpcard may promote the Offer using any method and through any medium that Trumpcard considers appropriate in its independent power to make final decisions, including through e-mail, mobile applications and any other type of electronic interface or distribution channel owned, connected, controlled or operated by or through Trumpcard. Trumpcard further reserves the right, but has no obligation, to promote the Offer through its associates and third party business partners from time to time. Trumpcard shall promote the Offer to Trumpcard Customers as well as potential Customers based on geographic or other geo-locational data, but shall decide upon the customers and potential customers to whom your Offer is actually promoted and made available in its independent power to make final decisions. If the Vendor states specific limits or maximums with respect to the number or type of vouchers that may be offered through an Offer, Trumpcard shall follow the same and make all commercial reasonable efforts to promote the offer in the same way.

P3-3: Use of Vouchers: The Voucher(s) will include any restrictions or limits on the use of the voucher. Customers, or the bearer, may then use the Offer by presenting the Voucher(s) to the Vendor as printed certificates provided by Trumpcard or printed otherwise, or any other media that Trumpcard has adopted for validating the usage of a voucher.

P3-4: Responsibility for Offer and Vouchers: The Vendor admits/recognizes/responds to that the Vendor is the exclusive seller of the Offer and the issuer of the vouchers. The vendor is also responsible for:

  1. the decision to make the Offer available through the Trumpcard services.
  2. Honoring the Offer with respect to all card and voucher holders.
  3. Supplying all goods and/or services specified in the Offer.

P3-5: Obligations: The Vendor shall fulfill the obligations specified in these Terms and other obligations regarding the use of the Vendor Partner Account. In addition, when providing offers to Customers or honoring vouchers, the Vendor shall-

  1. honor the Card and Vouchers during the time period specified, according to the terms of the Offer, and as required under related law(s).
  2. Handle all customer service in connection with the usage of the vouchers.
  3. honor any voucher presented by an individual, even if that individual was not the registered Customer, unless
    1. otherwise specified in the T&C (as defined below) or otherwise stated boldly and clearly on the face of the voucher or,
    2. the Vendor reasonably believe that individual obtained the voucher in an unauthorized or illegal manner, in which case the Vendor shall contact Trumpcard and explain the facts or conditions.
  4. Complying with the terms and conditions stated on the voucher without change and without forcing (by law) any restrictions or additional charges or penalties that are not expressly stated on the voucher. The Vendor shall specify all related policies (e.g., cancellation policies that apply to all customers), restrictions and contractual arrangements (e.g., liability or exceptions given to a rule required for all customers) related to the Offer ("T&C"), and Trumpcard shall have no liability for the nature of T&C or failure to specify appropriate T&C.

P3-6 : License to Vendor's Content: The Vendor, hereby, grants Trumpcard a non-exclusive, worldwide, transferable, permanent, constant and sub-licensable license to use, copy, distribute, display and perform any trademarks, photographs, graphics, artwork, videos, sound clips, text, contact details, hyperlink to Vendor's website, facebook or other social media page link and other content or materials that the Vendor provides to Trumpcard in the Vendor Partner Account or otherwise use to describe the Offer ("Content") in any and all media or formats in connection with Trumpcard's fulfillment of its rights and obligations under these Terms, including the promotion of Offers and distribution of vouchers.

P3-7: Press Release: Trumpcard may, in its independent power to make final decisions, include the Vendor in any press release regarding the Offers described herein or identify the Vendor as a Vendor Partner.


Passage 4: TERM AND TERMINATION

P4-1: Term: These Terms are effective on the earlier from the day the Vendor Partner Account is created by Trumpcard or the Vendor accepts the Vendor Partner Account Terms.

P4-2: Termination:

P4-2A- Trumpcard terminates services to Vendor- Trumpcard may terminate these Terms and suspend the availing of basic services including but not limited to access to the Vendor Partner Account by giving seven (7) days prior written notice for convenience, for cause if: (a) the Vendor violates its obligations with respect to any Offer made by the Vendor through Trumpcard’s programs and services; (b) the Vendor fails to honor the card or the voucher provided for any reason, including but not limited to the sale or dissolution of its business, a violation of or a higher than expected number of purchasers, (c) the Vendor violates any of the material terms of these Terms or any other agreement between the Vendor and the Trumpcard, or (d) otherwise misuse, repeatedly abuse Program guidelines or Trumpcard standards that have been communicated to the Vendor in advance, or in any way engage in conduct, which in Trumpcard’s sole discretion, is unfair, misleading, deceptive or otherwise in bad faith, and without regard to whether such conduct is actually adverse to the interests of Trumpcard or any Trumpcard customer.

P4-2B- Vendor Partner terminates services offered by Trumpcard- Vendor Partner may seize to offer its services to Trumpcard Loyalty Card Holders & Trumpcard Voucher Holders and terminate the Terms of Use and Terms of Services between itself and Trumpcard by giving a thirty (30) days prior written notice for convenience on mutually agreed terms.


Passage5: REPRESENTATIONS AND WARRANTIES

P5-1 : By Both Parties:Each Party represents and warrants to the other that:

  1. it has the power and authority to enter into the Agreement and perform its obligations under these Terms;
  2. it is a business/entity duly organized, validly existing and in good standing under the Laws of its legal control of incorporation or formation; and it is duly qualified to do business and is in good standing in each legal control where the conduct of its business, provision of its goods and/or services, or the ownership of its property requires such qualification;
  3. these Terms reflect its legal, valid and binding obligation, enforceable against it; and
  4. it shall abide by all Laws related to its obligations under the Agreement.

P5-2: By Vendor: The Vendor represents and warrants to Trumpcard that:

  1. The Vendor and any Third Party Vendor Partner(s), as related,
    1. are registered for the collection of sales, use and other similar taxes in all states and cities in which goods and/or services will be made available according to the terms and presentation of the voucher; and
    2. will collect and remit any and all related state or local sales, use, hotel occupancy, and other similar taxes that may apply to the redemption of the vouchers or the supplying of goods or services;
  2. The Vendor's Content, representations about its business, and redemption process for vouchers, do not and will not violate, steal, or otherwise violate any copyright/patent right or right of privacy or public rights of any third party;
  3. The Vendor holds all necessary Legal/law-based Documents and Approval Documents, if any, required to make any Offer and provide the goods or services described therein;
  4. The Vendor will provide the goods and services made available through any Offer in a manner agreeing with/matching up with industry best practices; and
  5. The Vendor has all rights necessary to grant the licenses explain in detail in these Terms.

P5-3: No further representations: Except as expressly explained in detail in these terms, neither party makes any representations nor warranties, express or implied, of the partnership between Trumpcard and the Vendor. Trumpcard does not legally promise or guarantee that-

  1. any Offer or the Card(s) will be error-free;
  2. any errors, mistakes (where something was left out) or misplacements will be corrected, or
  3. the Offer will result in any income or profit for the Vendor. Further, Trumpcard makes no representations or warranties, express or suggested, regarding the Website/Mob. App. or any other promotion, distribution or redemption method used or given by trumpcard (including regarding its uninterrupted or error-free operation) and/or the accuracy, reliability, availability, timeliness, completeness, suitability or other characteristics of the information and materials contained on or presented therein. The Website/Mob. App. and other promotion, distribution or redemption methods used or given by card or voucher and all related information and materials are given on an "as is", without any warranty of any kind, and on an "as available" basis.


Passage 6: INDEMNIFICATION

P6-1: By the Vendor: The Vendor, at its sole cost and expense, shall defend, (protect against damage or loss of money) and hold Trumpcard, its connected and related things/businesses, and any of their respective officers, directors, agents and employees, harmless from and against any third party claims, lawsuits, actions, proceedings or investigations (all together, "Claims") from and against any fees, costs, sanctions, penalties, damages, losses or expenses (including but not limited to attorney's fees and costs) (all together, "Losses") arising out of or relating to any of the following:

  1. the Vendor’s or any Third Party Vendor Partner's
    1. deception, misrepresentation, fraud or bad behavior, or irresponsible behavior, or
    2. illegal act, or
    3. failure/mistake or non-compliance of these Terms;
  2. any claim for state sales, use, hotel occupancy, or any other similar tax obligations (including any penalties, interest or other additions to tax) arising from the sale and later redemption of a voucher;
  3. to the extent related, any claim by any local, state or federal governmental business for any unclaimed property regarding vouchers, including but not limited to, any claims for penalties and interest;
  4. the goods and/or services given by the Vendor, including but not limited to, any claims for false advertising, injuries, illnesses, damages, or death;
  5. any Offer, including Vendor’s provision of incomplete or incorrect or information related to such Offer;
  6. Vendor's Content;
  7. any violation, stealing, or other violation, of any patent, trademark, copyright, public, privacy, trade secret, or other right of any third party by the Vendor, its Content, or the use thereof.

P6-2: By Trumpcard: Trumpcard, at its sole cost and expense, shall defend, (protect against damage or loss of money) and hold harmless the Vendor and its officers, directors, agents and employees, from and against any and all Claims brought against any of the Vendor arising out of or in connection with-

  1. Trumpcard's material failure of these Terms.
  2. any violation, stealing or other violation of any trademark or copyright of any third party by Trumpcard (excluding Trumpcard's use of materials given or approved for Trumpcard's use by the Vendor).

P6-3: Indemnification: The Party looking for indemnification under this Passage 6 shall promptly notify the other Party, in writing, of any Claim for which it looks for indemnification; given that such indemnified Party's failure to appropriately-timed provide such notice shall not relieve the indemnifying Party of its indemnification obligations unless it can demonstrate actual prejudice as a result of such failure. In the event Trumpcard is the indemnifying Party, Trumpcard shall have the right to, upon written notice to the Vendor, elect to assume control of the defense and settlement of any such Claim and the Vendor shall have the right to participate and be represented in the defense of such Claim by its own advice and expense. You will not settle any Claim for which you are to be indemnified hereunder without Trumpcard's prior written permission, which permission shall not be unreasonably withheld or delayed.


Passage 7: COMPLIANCE WITH LAW AND AUTHORIZATIONS

P7-1: General: The Vendor shall ensure that the terms of any Offer, and its activities under the Agreement, including your redemption of the vouchers, are in compliance with any and all state, federal and local laws, rules, and orders and all laws that govern false, unfair and dishonest practices, vouchers, gift cards, coupons, and/or gift certificates (all together "Laws"). The Vendor understands and further agrees that its compliance to Laws is a pre-requisite, and that the Vendor shall comply to Trumpcard's Program pre-requisites and product-specific policies related to vouchers ("Rules"), which Rules may require the Vendor to act in capacity other than the applicable Laws.

P7-2: Health and Safety: The Vendor represents and warrants that all good or services given in connection with any Offer are safe and comply to related Laws regarding health and safety, fire, and hygiene standards (all together, "Health Laws"). At Trumpcard's request, the Vendor shall promptly provide copies of any related facility operating license(s), or similar (written proof of identity, education, etc.) or documents evidencing you and your facility(ies) obedience of the Health Laws. The Vendor shall ensure that its facilities and operations remain in compliance with all related Health Laws during the term of these Terms. Trumpcard reserves the right to immediately end its relationship with you, and to refuse to promote the Vendor’s Offer, if it believes that the Vendor does not comply with any or all related Health Laws.

P7-3: Approval Documents: The Vendor hereby represents and warrants that it has all rights and permissions necessary to provide or use any goods, services, or brands that it does not independently own as part of any Offer and to grant the rights to its Content granted under these Terms. Even if Trumpcard has accepted a particular Offer from the Vendor, Trumpcard shall have no obligation to promote or to continue to promote, any Offer if it has any concerns about the integrity of said Offer. The Vendor shall immediately notify Trumpcard if, at any time during the term of the Agreement, the Vendor no longer has all necessary rights and permissions required to make the Offer available on the Website through the Trumpcard services.

P7-4: Legal/law-based Documents: The Vendor hereby represents and warrants that it has all received/got all governmental licenses, approvals, and approvals necessary to provide the goods or services included as part of such Offer. If requested, it shall provide Trumpcard with copies of licenses, proof of approval or other appropriate documentation evidencing such legal/law-based permissions ("Legal/law-based Documents"). Even if Trumpcard has accepted the Offer from the Vendor, Trumpcard shall have no obligation to promote or continue to promote the said Offer if it has any concerns regarding the existence, integrity or truthfulness of Legal/law-based Documents in relation to which Trumpcard is reasonably depending upon the Vendor to proclaim and maintain. The Vendor shall immediately notify Trumpcard if, at any time during the term of the Agreement, the Vendor no longer has all rights and Legal/law-based Documents required making the Offer available on the Website and through the Trumpcard services.


Passage 8: CONFIDENTIALITY

P8-1: Confidential Information: Each Party agrees that

  1. the terms explained in detail in a Vendor Partner Account are confidential,
  2. any information selected/named by the other Party as "confidential," and
  3. any other information that the receiver should reasonably expect to be confidential under the facts or conditions shall be all together considered as "Confidential Information." Confidential Information does not include information that-
    1. was, or becomes, publicly known through no action of the receiving Party;
    2. is already in the legal/real and true possession of the receiving Party before its telling to people/making known
    3. is received/obtained by the receiving Party without a failure (or break) of any third party's obligations or violation of Laws;
    4. is independently developed by the receiving Party.

P8-2 : Obligation: Each Party shall take reasonable precautions to protect all Confidential Information, and shall disclose Confidential Information to its employees on a need-to-know basis only. The Vendor may also disclose Confidential Information to its Third Party Vendor Partners if they have signed a confidentiality agreement that requires them to protect the Confidential Information in at least the same manner specified in these Terms. If a Party is required by Law to disclose the other Party's Confidential Information, it shall promptly notify the other Party and will cooperate with the other Party to get a protective order or to otherwise limit the disclosure of the Confidential Information.

P8-3 : Permanently Harm: Each Party agrees that, in the event of an actual, accused (of a crime) or threatened failure (or non-compliance) of its confidentiality obligations established by these Terms, the other Party is likely to suffer immediate and permanently harm, and may be liable limiting (or holding down) order, legal order or other form of fair relief without the posting of any bond or other security.


Passage 9: INTELLECTUAL PROPERTY RIGHTS; CUSTOMER DATA

P9-1: The Vendor: The Vendor admits/recognizes/responds to that Trumpcard owns all right, title, and interest, including all copyright/patent rights, in the Website, trade name, logos, trademarks, and service marks, and any content, data, software, technology, tools, or business methods used by Trumpcard to develop, promote, market, sell, create, or distribute Offers and vouchers and otherwise perform under these Terms.

P9-2: Customer Data: The Vendor admits/recognizes/responds to that Trumpcard owns all data collected by, or for, Trumpcard according to these Terms, including all information and data of people who may or do purchase the Card or Vouchers ("Customer Data"). Subject to related Laws and as well as Trumpcard's policies and procedures, Trumpcard shall not provide the Vendor with access to Customer Data, except:

  1. to the extent such specific data is necessary for the Vendor to redeem and/or check for authenticity the validity of the card/vouchers,
  2. to the extent that any potential purchaser is made aware by statements in the T&C, that providing or sharing certain information must redeem the voucher, if such sharing would not be understood in the type of good or service being offered. Except to the extent required by Laws or otherwise approved in writing by Trumpcard, the Vendor may not use Customer Data for any purpose other than to honor the vouchers and service the Offer. The Vendor shall ensure that it shall take commercially reasonable efforts to protect the security of Customer Data and comply with all Laws and Trumpcard's policies and procedures relating to the processing of any Customer Data. If the Vendor becomes aware of, or suspect, any unauthorized access to or use of Customer Data, it shall immediately notify Trumpcard, and shall cooperate with Trumpcard in the investigation of such failure/mistake and the lessening of any damages. The Vendor shall bear all resulting costs and expenses incurred by Trumpcard to comply with related Laws (including without limitation any illegal cyber laws). Upon end/ending/firing or expiration of this Agreement, the Vendor shall, as directed by Trumpcard, destroy or return to Trumpcard all the Customer Data in its possession.


Passage 10: LIMITATIONS OF LIABILITY; INSURANCE

P10-1: Limitation of Trumpcard's liability: In no event shall Trumpcard be liable to the Vendor, any third party vendor partner or any other third party for any claims relating to the use of its goods and services, including but not limited to claims relating to false advertising, injuries, illnesses, damages, or death. Any claim arising out of or relating to any offer or voucher must be made within one (1) year of first publication of the voucher and all claims not so made shall be considered as redundant.

P10-2: No resulting damages: Except for -

  1. Indemnification obligations hereunder or
  2. either party's violation of Passage 7 (Compliance with law and Authorizations), Passage 8 (Confidentiality), or Passage 9 (Intellectual Property Rights and Customer data), or deception, misrepresentation, fraud or bad behavior, or irresponsible behavior, in no event shall either party be responsible for damage or obligated to the other party or any third party in any manner for any special, excellent, resulting, punishment-based, or indirect damages of any kind regardless of the form of action, whether in contract, tort, irresponsibility, or otherwise, even if informed of the possibility of any such damages in advance.

P10-3: Insurance: The Vendor represents and warrants that it has, and shall maintain at its expense and at all times during the term of these Terms, all types of liability insurance policies, with coverage in amounts that are usual/usually done for Vendor Partners and/or service providers as per the best industry practices, and in compliance with related Law and its obligations under these Terms. Upon Trumpcard's request, the Vendor shall provide proof of its maintenance of such policies and provide promises that point to/show that Trumpcard shall be covered by its insurance policies in the event of a claim arising under or in relation to, these Terms or any Offer.


Passage 11: MISCELLANEOUS

P11-1: Electronic Communications and Notices: The Vendor admits/recognizes/responds to that communications between the Parties often use electronic means. For contractual purposes, the Vendor hereby

  1. permits/agrees to receive communications from Trumpcard in an electronic form
  2. agrees that all terms and conditions, agreements, notices, statements to people, and other communications that Trumpcard provides to the Vendor electronically satisfy all legal conditions such communications would satisfy if the same were in writing. The previous does not affect the Vendor’s law-related rights.

Any notice required or permitted hereunder shall be given in writing, and shall be considered delivered when-

  1. delivered by electronic mail to the then-current e-mail address OR in the Vendor Partner Account
  2. regardless of whether or not actually received, when deposited in
    1. the Indian Post Office or
    2. a regional or national overnight courier service, addressed to the related Party at the address explain in detail in your case, in the Vendor Partner Account, and in Trumpcard's case, to Trumpcard Networks Private Limited, 6, Shopping Centre, Kamal Apartment, Adjoining Ram Mandir, Power House Road, Jaipur-302006, with a copy to the attention of the Legal Department.

P11-2: Force Majeure: Neither Party shall be responsible for damage for any default or delay in the performance of its obligations under these Terms due to acts of God, terrorism, natural disasters, earthquakes, fire, riots, floods, and other similar events, to the extent such event is beyond the reasonable control of such Party and only for the length of time of such event.

P11-3: Relationship of the Parties: The Parties are independent contractors. Nothing in these Terms shall be thought of/considered or interpreted by the Parties hereto, nor by any third party, as creating a group effort, partnership, franchise, or an agency relationship between the Parties. Neither Party has the authority, without the other Party's prior written approval, to bind or commit the other Party in any way. Trumpcard is not a vendor or co-vendor of the Vendor’s goods and services.

P11-4: Agreement: These Terms shall be equal to the entire understanding between the Parties relating to any Program Offer and Vendor’s obligations in making such Offer, and replaces all prior or (happening at the same time) oral or written agreements concerning such subject matter. No part of these Terms may be changed/added to the end or changed except by written agreement of the Parties. In the event of a conflict between these Terms and the terms of the Offer, these Terms will govern.

P11-5: Interpretation: The section headings of these Terms are for purposes of reference only and will not in any way limit or affect the meaning or interpretation of any of the terms hereof. References to a section include references to all subsections of that section.

P11-6: Invalidity of a Provision: If any provision of these Terms should be held to be invalid or unenforceable by a court of law, the enforceability of the remaining provisions of these Terms will not be affected and the Parties will negotiate a fair adjustment in the provisions in order to affect, to the maximum extent permitted by Law, the purpose of these Terms.

P11-7: Waivers: One or more Waivers of any agreement, term or condition of these Terms by either Party shall not be interpreted as a Waiver of a later failure of the same agreement, term or condition.

P11-8: Assignment: The Vendor may not assign or transfer any of its rights, or delegate any of its obligations, under these Terms without Trumpcard's prior written permission, and any attempt to do so shall be void and unenforceable.

P11-9: Successors and Assigns: No Third Party Beneficiaries: These Terms shall be binding upon the Parties and their respective permitted successors and assigns. There are no third party beneficiaries to these Terms, except as expressly explained in detail herein.