TLC Terms and Conditions of Use

Effective as of 15 September, 2018

1. Introduction

Thank you for registering with TLC (“TLC”, “we”, “us”, “our”). By signing up or otherwise using the TLC websites, and software applications (together, the “TLC” or “Website Services” or “TLC Services”), or accessing any content or material that is made available by TLC through the Website (the “Content”) you are entering into a binding contract with the TLC entity indicated at the bottom of this document.

Your agreement with us includes these Terms and Conditions of Use (“Terms”) and any other of our policy that may be found within this document, policy made known to you through interactions with TLC staff, and any additional terms that you agree to, as discussed, are referred to together as the “Agreements”.). You acknowledge that you have read and understood the Agreements, accept these Agreements, and agree to be bound by them. If you don’t agree with (or cannot comply with) the Agreements, then you may not use the TLC Website Services or consume any Content.

Please read the Agreements carefully. They cover important information about TLC Website Services provided to you.

Any information that you provided during sign-up can be corrected during the sign-up process by returning to the previous screens and correcting erroneous information.

In order to use the TLC Website Service and access the Content, you (1) need to be 18 or older, (2) have the power to enter a binding contract with us and not be barred from doing so under any applicable laws, (3) grant rights to the collection and storage of your personal information for any future contact with you as property of TLC’s ultimate licensors, and (4) are a resident in a country where the Service is available. You also promise that any registration information that you submit to TLC is true, accurate, and complete, and you agree to keep it that way at all times.

2. Changes to the Agreements

Occasionally we may, in our discretion, make changes to the Agreements. When we make material changes to the Agreements, we’ll provide you with notice as appropriate under the circumstances, e.g., by displaying a prominent notice within the Service or by sending you an email. In some cases, we will notify you in advance, and your continued use of the Service after the changes have been made will constitute your acceptance of the changes. Please therefore make sure you read any such notice carefully. If you do not wish to continue using the Service under the new version of the Agreements, you may terminate the Agreements by contacting us.

3. Use of TLC Website

3.1. Our Services

As a TLC member you currently do not need to pay any subscription fees. However, TLC reserves the right to charge a fee for use of certain TLC services and you would be informed of such charges prior to its implementation and you may be free to opt out or terminate the Agreement.

TLC Website Services may or may not apply to you depending on the nature of your membership and whether you are a staff of TLC. For more information on which services are accessible and applicable to you, please check with TLC Manager.

4. Rights we grant you

The TLC Service and the Content are the property of TLC or TLC's licensors. We grant you a limited, non-exclusive, revocable licence to make use of the TLC Service, and a limited, non-exclusive, revocable licence to make use of the Content (the “Licence”). This Licence shall remain in effect until and unless terminated by you or TLC. You promise and agree that you are using the Content for your own personal use and that you will not redistribute or transfer the TLC Service or the Content.

You acknowledge that the TLC Services and Content including but not limited to the tiered system of linking up referrals including their downlines and uplines, the commission and overriding system, the display and presentation of such referral relationships is known as the “Veinwall System” which is the Intellectual Property of TLC’s ultimate licensor.

The TLC software applications and the Content are licensed, not sold, to you, and TLC and its ultimate licensor retain ownership of all copies of the TLC software applications and Content even after installation on your personal computers, mobile handsets, tablets, and/or other relevant devices (“Devices”).

All TLC trademarks, service marks, trade names, logos, domain names, and any other features of the TLC brand (“TLC Brand Features”) are the sole property of TLC or its licensors. The Agreements do not grant you any rights to use any TLC Brand Features whether for commercial or non-commercial use.

You agree to abide by our user guidelines and not to use the TLC Service, the Content, or any part thereof in any manner not expressly permitted by the Agreements. Except for the rights expressly granted to you in these Agreements, TLC grants no right, title, or interest to you in the TLC Service or Content.

Third party software (for example, open source software libraries) included in the TLC Service are licensed to you either under the Agreements or under the relevant third party software library’s licence terms as published in the help or settings section of our desktop and mobile client and/or on our website.

5. Third Party Applications

The TLC Service is integrated with third party applications, websites, and services (“Third Party Applications”) to make available content, products, and/or services to you. These Third Party Applications may have their own terms and conditions of use and privacy policies and your use of these Third Party Applications will be governed by and subject to such terms and conditions and privacy policies. You understand and agree that TLC does not endorse and is not responsible or liable for the behaviour, features, or content of any Third Party Application or for any transaction you may enter into with the provider of any such Third Party Applications.

6. User-Generated Content

TLC users may post, upload, and/or contribute (“post”) content to the Service (which may include, for example, pictures, text, messages, information, and/or other types of content) (“User Content”). For the avoidance of doubt, “User Content” includes any such content posted to the TLC Support Community outside of the registered domain as well as any other part of the TLC Service.

You promise that, with respect to any User Content you post on TLC, (1) you have the right to post such User Content, and (2) such User Content, or its use by TLC as contemplated by the Agreements, does not violate the Agreements, applicable law, or the intellectual property (including without limitation copyright), publicity, personality, or other rights of others or imply any affiliation with or endorsement of you or your User Content by TLC or any entity or individual without express written consent from such individual or entity.

TLC may, but has no obligation to, monitor, review, or edit User Content. In all cases, TLC reserves the right to remove or disable access to any User Content for any or no reason, including but not limited to, User Content that, in TLC’s sole discretion, violates the Agreements. TLC may take these actions without prior notification to you or any third party. Removal or disabling of access to User Content shall be at our sole discretion, and we do not promise to remove or disable access to any specific User Content.

You are solely responsible for all User Content that you post. TLC is not responsible for User Content nor does it endorse any opinion contained in any User Content. YOU AGREE THAT IF ANYONE BRINGS A CLAIM AGAINST TLC RELATED TO USER CONTENT THAT YOU POST, THEN, TO THE EXTENT PERMISSIBLE UNDER LOCAL LAW, YOU WILL INDEMNIFY AND HOLD TLC HARMLESS FROM AND AGAINST ALL DAMAGES, LOSSES, AND EXPENSES OF ANY KIND (INCLUDING REASONABLE ATTORNEY FEES AND COSTS) ARISING OUT OF SUCH CLAIM.

7. Rights you grant us

In consideration for the rights granted to you under the Agreements, you grant us the right (1) to allow the TLC Service to use the processor, bandwidth, and storage hardware on your Device in order to facilitate the operation of the Service, (2) to provide advertising and other information to you, and (3) to allow our business partners to do the same. In any part of the TLC Service, the Content you view, including its selection and placement, may be influenced by commercial considerations, including agreements with third parties. Some Content licensed or provided to TLC may contain advertising as part of the Content. In such cases, TLC will make such Content available to you unmodified.

If you provide feedback, ideas or suggestions to TLC in connection with the TLC Service or Content (“Feedback”), you acknowledge that the Feedback is not confidential and you authorize TLC to use that Feedback without restriction and without payment to you. Feedback is considered a type of User Content.

You grant TLC a non-exclusive, transferable, sub-licensable, royalty-free, perpetual (or, in jurisdictions where this is not permitted, for a term equal to the duration of the Agreements plus thirty-five (35) years), irrevocable, fully paid, worldwide licence to use, reproduce, make available to the public (e.g. perform or display), publish, translate, modify, create derivative works from, and distribute any of your User Content in connection with the Service through any medium, whether alone or in combination with other content or materials, in any manner and by any means, method or technology, whether now known or hereafter created. Aside from the rights specifically granted herein, you retain ownership of all rights, including intellectual property rights, in the User Content. Where applicable and permitted under applicable law, you also agree to waive any “moral rights” (or the equivalent under applicable law) such as your right to be identified as the author of any User Content, including Feedback, and your right to object to derogatory treatment of such User Content.

8. User guidelines

TLC respects intellectual property rights and expects you to do the same. We have established the ground rules for you to follow when using the Service such as through TLC membership events or notifications, to make sure TLC stays accessible for everyone. Please follow these rules and encourage other users to do the same.

The following is not permitted for any reason whatsoever:

  • copying, redistributing, reproducing, “ripping”, recording, transferring, performing or displaying to the public, broadcasting, or making available to the public any part of the TLC Service or the Content, or otherwise making any use of the TLC Service or the Content which is not expressly permitted under the Agreements or applicable law or which otherwise infringes the intellectual property rights (such as copyright) in the TLC Service or the Content or any part of it;
  • using the TLC Service to import or copy any local files you do not have the legal right to import or copy in this way;
  • transferring copies of cached Content from an authorized Device to any other Device via any means;
  • reverse-engineering, decompiling, disassembling, modifying, or creating derivative works based on the TLC Service, Content or any part thereof unless permitted by applicable law;
  • circumventing any technology used by TLC, its licensors, or any third party to protect the Content or the Service;
  • selling, renting, sublicensing or leasing of any part of the TLC Service or the Content;
  • circumventing any territorial restrictions applied by TLC or it licensors;
  • artificially manipulating the Services by using a script or other automated process;
  • removing or altering any copyright, trademark, or other intellectual property notices contained on or provided through the TLC Service (including for the purpose of disguising or changing any indications of the ownership or source of any Content);
  • providing your password to any other person or using any other person’s username and password;
  • “crawling” the TLC Service or otherwise using any automated means (including bots, scrapers, and spiders) to collect information from TLC; or
  • selling a user account or playlist, or otherwise accepting any compensation, financial or otherwise, to influence the name of an account or playlist or the content included on an account or playlist.

Please respect TLC, the owners of the Content, and other users of the TLC Service. Don’t engage in any activity, post any User Content, or register and/or use a username, which is or includes material that:

  • is offensive, abusive, defamatory, pornographic, threatening, or obscene;
  • is illegal, or intended to promote or commit an illegal act of any kind, including but not limited to violations of intellectual property rights, privacy rights, or proprietary rights of TLC or a third party;
  • includes your password or purposely includes any other user’s password or purposely includes personal data of third parties or is intended to solicit such personal data;
  • includes malicious content such as malware, Trojan horses, or viruses, or otherwise interferes with any user’s access to the Service;
  • is intended to or does harass or bully other users;
  • impersonates or misrepresents your affiliation with another user, person, or entity, or is otherwise fraudulent, false, deceptive, or misleading;
  • uses automated means to artificially promote content;
  • involves the transmission of unsolicited mass mailings or other forms of spam (“spam”), junk mail, chain letters, or similar, including through the TLC inbox;
  • involves commercial or sales activities, such as advertising, promotions, contests, sweepstakes, or pyramid schemes, that are not expressly authorized by TLC;
  • links to, references, or otherwise promotes commercial products or services, except as expressly authorized by TLC;
  • interferes with or in any way disrupts the TLC Service, tampers with, breaches, or attempts to probe, scan, or test for vulnerabilities in the Service or TLC’s licensors computer systems, network, usage rules, or any of TLC’s security components, authentication measures or any other protection measures applicable to the Service, the Content or any part thereof; or
  • conflicts with the Agreements, as determined by TLC.

You acknowledge and agree that posting any such User Content may result in immediate termination or suspension of your TLC account. You also agree that TLC may also reclaim your username for any reason.

Please be thoughtful about how you use the TLC Service and what you share. The TLC Service includes social and interactive features that may take place on-line and off-line, including the ability to post User Content, share content, and make certain information about you public. Remember that shared or publicly available information may be used and re-shared by other users on TLC or across the web, so please use TLC carefully and be mindful of your account settings. TLC has no responsibility for your choices to post material on the Service.

Your password protects your user account, and you are solely responsible for keeping your password confidential and secure. You understand that you are responsible for all use of your username and password on the Service. If your username or password is lost or stolen, or if you believe there has been unauthorized access to your account by third parties, please notify us immediately and change your password as soon as possible.

9. Infringement and reporting User Content

TLC respects the rights of intellectual property owners. If you believe that any Content infringes your intellectual property rights or other rights. If TLC is notified by a copyright holder that any Content infringes a copyright, TLC may in its absolute discretion take actions without prior notification to the provider of that Content. If the provider believes that the content is not infringing, the provider may submit a counter-notification to TLC with a request to restore the removed content.

If you believe that any Content does not comply with the user guidelines, please inform our website administrator immediately.

10. Service limitations and modifications

TLC will make reasonable efforts to keep the TLC Service operational. However, certain technical difficulties or maintenance may, from time to time, result in temporary interruptions. To the extent permissible under applicable law, TLC reserves the right, periodically and at any time, to modify or discontinue, temporarily or permanently, functions and features of the TLC Service, with or without notice, for any interruption, modification, or discontinuation of the TLC Service or any function or feature thereof. You understand, agree, and accept that TLC has no obligation to maintain, support, upgrade, or update the Service, or to provide all or any specific content through the Service. This section will be enforced to the extent permissible by applicable law. TLC and/or the owners of any Content may, from time to time, remove any such Content without notice to the extent permitted by applicable law.

11. Brand Accounts

If you establish a TLC account on behalf of a company, organization, entity, or brand (a “Brand”, and such account a “Brand Account”), the terms “you” and “your”, as used throughout the Agreements, apply to both you and the Brand, as applicable.

If you open a Brand Account, you represent and warrant that you are authorized to grant all permissions and licences provided in the Agreements and to bind the Brand to the Agreements.

The Brand may only follow users who first follow the Brand; and the Brand may not take any action that implies an endorsement or relationship between the Brand and the followed user, unless the Brand has independently obtained the rights to imply such an endorsement. Upon TLC’s request, in its sole discretion, a Brand must cease following a user.

12. TLC Support

TLC Support is a membership type reserved for TLC administrators, staff and agents of TLC who will be assisting in membership support and enforcement of the TLC community only. TLC Support may provide direct or indirect assistance to TLC Members in terms of discussions and exchange of information, tips, and other materials related to the TLC Service. In order to have TLC Support membership approval, you must (1) be an existing staff of TLC; (2) administrator of the TLC Website Service, and / or (3) approved agent of TLC. All TLC Support Membership in addition to the Agreements, agree to adhere to the TLC Support Guidelines that will be shared and administrated by the TLC Support Team. As an Ordinary TLC Member, if you do not agree to the Agreements or the Support Community Guidelines, you may not have access to the TLC Support Team.

12.1. TLC Support Accounts

By creating a TLC Support Account, you confirm that any registration information that you submit to TLC is true, accurate, and complete and that you will update such information in order to keep it current. You also acknowledge and agree that TLC may remove or reclaim your username at any time if TLC in its absolute discretion considers such action appropriate. You will agree to all benefits of the ordinary TLC Member does not apply to the TLC Support Membership. TLC Support Membership must comply and agree to terms determined by the TLC company and its licensors in separate written agreements.

12.2. No official support

All TLC memberships shall NOT be construed as official support by TLC unless represented as a TLC Support Member having been identified as employees with authorised name cards, and/or officially recognised as representatives of TLC. For details regarding official support, please contact the TLC Manager.

You acknowledge that opinions expressed in User Content on the Website or individual member social media accounts may be those of contributors of such User Content only and do not reflect the opinions or policies of TLC or any of its officers, shareholders, employees, agents, directors, subsidiaries, affiliates, suppliers, or licensors.

13. Reward Program

All TLC Memberships are automatically enrolled in the Reward Program. The TLC Membership through a licensed proprietary system provides a reward that is tailored for TLC members. These rewards may be in the form of a commission or overriding fee payable to the TLC Member. The amount of the commission or overriding fee can be found on the website whereby TLC, in its sole discretion, may change the amount of these commission or fees from time to time.

As these rewards are earned from successful Buyers introduced by you or your downlines, you agree to invite or share your exclusive referral code for other users to join as a member (and not to yourself) and only when deserved, and to refrain from any attempts to manipulate the reward system, e.g., by creating multiple accounts or artificial responses. You acknowledge that TLC’s decision to pay the reward (or not) in respect to claims that appear to TLC as contentious or frivolous shall be final and binding.

As of 15 September 2018, the commission rewards for the TLC Member that has introduced a buyer may only be paid out 50% upon the Buyer having paid 2.5% of the Purchase Price and the remaining 50% reward shall be paid when the Buyer has paid 5% of the Purchase Price. Any other overriding rewards shall only be paid out 50% after 5% of the Purchase Price is paid by the Buyer and the remaining 50% after 10% of the Purchase Price is paid by the Buyer. For commission rewards, should the Buyer cancel the unit before 2.5% of the Purchase Price has been paid, there shall be no rewards paid out. For overriding rewards, should the Buyer cancel the unit before 5% of the Purchase Price has been paid, there shall be no rewards paid out. TLC shall validate that the Buyer acknowledges that he or she has been referred or introduced by the respective TLC Member and TLC Support Member as a prerequisite for any rewards pay out.

14. Technical support

For technical support with account-related and website usage queries, please email to us on the Contact Us section of our website. We will use reasonable endeavours to respond to all queries within a reasonable time frame but we make no guarantees or warranties of any kind that any queries will be responded to within any particular time frame and/or that we will be able to satisfactorily answer any such queries.

15. Transfer of Accounts

All ordinary TLC Membership Accounts and TLC Support Membership Accounts are non-transferable. However, there may be the rare exceptions or situations that may result in inheritance of the account that TLC’s may consider. The decision by TLC on allowing any transfer of the account shall be final and binding.

16. Term and termination

The Agreements will continue to apply to you until terminated by either you or TLC. However, you acknowledge and agree that the perpetual licence granted by you in relation to User Content, including Feedback, is irrevocable and will therefore continue after expiry or termination of any of the Agreements for any reason. TLC may terminate the Agreements or suspend your access to the TLC Service at any time, including in the event of your actual or suspected unauthorised use of the TLC Service and/or Content, or non-compliance with the Agreements. If you or TLC terminate the Agreements, or if TLC suspends your access to the TLC Service, you agree that TLC shall have no liability or responsibility to you and TLC will not be liable to pay out any rewards. To learn how to terminate your TLC account, please contact us through the Contact Us option which is available on our website. This section will be enforced to the extent permissible by applicable law. You may terminate the Agreements at any time.

Sections 6, 7, 8, 10, 16, 17, 18, 19, 20, 21, 22, 23, and 24 herein, as well as any other sections of the Agreements that, either explicitly or by their nature, must remain in effect even after termination of the Agreements, shall survive termination.

17. Warranty and disclaimer

WE ENDEAVOUR TO PROVIDE THE BEST EXPERIENCE WE CAN, BUT YOU UNDERSTAND AND AGREE THAT THE TLC SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE”, WITHOUT EXPRESS OR IMPLIED WARRANTY OR CONDITION OF ANY KIND. YOU USE THE TLC SERVICE AT YOUR OWN RISK. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, TLC AND ALL OWNERS OF THE CONTENT MAKE NO REPRESENTATIONS AND DISCLAIM ANY WARRANTIES OR CONDITIONS OF SATISFACTORY QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. NEITHER TLC NOR ANY OWNER OF CONTENT WARRANTS THAT THE TLC SERVICE IS FREE OF MALWARE OR OTHER HARMFUL COMPONENTS. IN ADDITION, TLC MAKES NO REPRESENTATION NOR DOES IT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY THIRD PARTY APPLICATIONS (OR THE CONTENT THEREOF), USER CONTENT, OR ANY OTHER PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY ON OR THROUGH THE TLC SERVICE OR ANY HYPERLINKED WEBSITE, OR FEATURED IN ANY BANNER OR OTHER ADVERTISING. YOU UNDERSTAND AND AGREE THAT TLC IS NOT RESPONSIBLE OR LIABLE FOR ANY TRANSACTION BETWEEN YOU AND THIRD PARTY PROVIDERS OF THIRD PARTY APPLICATIONS OR OTHER MEMBERS OR PRODUCTS OR SERVICES ADVERTISED ON OR THROUGH THE TLC SERVICE. AS WITH ANY PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE. NO ADVICE OR INFORMATION WHETHER ORAL OR IN WRITING OBTAINED BY YOU FROM TLC SHALL CREATE ANY WARRANTY ON BEHALF OF TLC IN THIS REGARD. SOME ASPECTS OF THIS SECTION MAY NOT APPLY IN SOME JURISDICTIONS IF PROHIBITED BY APPLICABLE LAW.

18. Limitation

YOU AGREE THAT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY PROBLEMS OR DISSATISFACTION WITH THE TLC SERVICE IS TO STOP USING THE TLC SERVICE. WHILE TLC ACCEPTS NO RESPONSIBILITY FOR THIRD PARTY ARRANGEMENTS OR APPLICATIONS OR THE CONTENT THEREOF, AND WHILE YOUR RELATIONSHIP WITH SUCH THIRD PARTY AND THEIR APPLICATIONS MAY BE GOVERNED BY SEPARATE AGREEMENTS WITH SUCH THIRD PARTIES, TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR SOLE AND EXCLUSIVE REMEDY, AS WITH RESPECT TO TLC, FOR ANY PROBLEMS OR DISSATISFACTION WITH THIRD PARTY APPLICATIONS OR THE CONTENT THEREOF, IS TO CEASE ANY DEALINGS WITH THE THIRD PARTY AND/OR STOP USING ANY SUCH THIRD PARTY APPLICATIONS.

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL TLC, ITS OFFICERS, SHAREHOLDERS, EMPLOYEES, AGENTS, DIRECTORS, SUBSIDIARIES, AFFILIATES, SUCCESSORS, ASSIGNS, SUPPLIERS, OR LICENSORS BE LIABLE FOR (1) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES; (2) ANY LOSS OF USE, DATA, BUSINESS, OR PROFITS (WHETHER DIRECT OR INDIRECT), IN ALL CASES ARISING OUT OF THE USE OR INABILITY TO USE THE TLC SERVICE, THIRD PARTY APPLICATIONS, OR THIRD PARTY APPLICATION CONTENT, REGARDLESS OF LEGAL THEORY, WITHOUT REGARD TO WHETHER TLC HAS BEEN WARNED OF THE POSSIBILITY OF THOSE DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE; OR (3) AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE TLC SERVICE, THIRD PARTY APPLICATIONS, OR THIRD PARTY APPLICATION CONTENT TO TLC, TO THE EXTENT PERMISSIBLE BY APPLICABLE LAW.

Nothing in the Agreements removes or limits TLC’s liability for fraud, fraudulent misrepresentation, death or personal injury caused by its negligence, and, if required by applicable law, gross negligence. Some aspects of this section may not apply in some jurisdictions if prohibited by applicable law.

19. Third party rights

You acknowledge and agree that the owners of the Content and certain distributors (such as app store providers) are intended beneficiaries of the Agreements and have the right to enforce the Agreements directly against you. Other than as set out in this section, the Agreements are not intended to grant rights to anyone except you and TLC, and in no event shall the Agreements create any third party beneficiary rights. Furthermore, the rights to terminate, rescind, or agree to any variation, waiver, or settlement of the Agreements are not subject to the consent of any other person.

You agree to comply with any applicable third party terms, when using the Service. You hereby represent and warrant that (1) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (2) you are not listed on any U.S. Government list of prohibited or restricted parties.

20. Entire agreement

Other than as stated in this section or as explicitly agreed upon in writing between you and TLC, the Agreements constitute all the terms and conditions agreed upon between you and TLC and supersede any prior agreements in relation to the subject matter of these Agreements, whether written or oral.

Please note, however, that other aspects of your use of the TLC Service may be governed by additional agreements. That could include, for example, access to the TLC Service or discounts. When you are presented with an offer for such aspects of your use, you will be presented with any related additional agreement, and you may have an opportunity to agree to additional terms. To the extent that there is any irreconcilable conflict between any additional terms and these Terms, the additional terms shall prevail.

21. Severability and waiver

Unless as otherwise stated in the Agreements, should any provision of the Agreements be held invalid or unenforceable for any reason or to any extent, such invalidity or enforceability shall not in any manner affect or render invalid or unenforceable the remaining provisions of the Agreements, and the application of that provision shall be enforced to the extent permitted by law.

Any failure by TLC or any third party beneficiary to enforce the Agreements or any provision thereof shall not waive TLC’s or the applicable third party beneficiary’s right to do so.

22. Assignment

TLC may assign the Agreements or any part of them, and TLC may delegate any of its obligations under the Agreements. You may not assign the Agreements or any part of them, nor transfer or sub-license your rights under the Agreements, to any third party.

23. Indemnification

To the fullest extent permitted by applicable law, you agree to indemnify and hold TLC harmless from and against all damages, losses, and expenses of any kind (including reasonable attorney fees and costs) arising out of: (1) your breach of this Agreement; (2) any User Content; (3) any activity in which you engage on or through the TLC Service; and (4) your violation of any law or the rights of a third party.

24. Choice of law, mandatory arbitration and venue

24.1. Governing Law / Jurisdiction

Unless otherwise required by a mandatory law of a member state of the European Union or any other jurisdiction, the Agreements (and any non-contractual disputes/claims arising out of or in connection with them) are subject to the laws of the state or country listed below, without regard to choice or conflicts of law principles.

Further, you and TLC agree to the jurisdiction of the courts listed below to resolve any dispute, claim, or controversy that arises in connection with the Agreements (and any non-contractual disputes/claims arising out of or in connection with them). (In some cases, that jurisdiction will be “exclusive”, meaning that no other countries’ courts can preside over the matter; have jurisdiction; in other cases, the jurisdiction is “non-exclusive”, meaning that other countries’ courts may have jurisdiction as well. This is indicated in the chart as well.)

Country Choice of Law Jurisdiction Singapore Laws of Singapore Exclusive; Courts of Singapore Indonesia Laws of Indonesia Exclusive; Courts of Indonesia All Other countries Laws of Singapore Exclusive; Courts of Singapore

TLC does not accept any codes of conduct as mandatory in connection with the services provided under this agreement.

24.2. Class Action Waiver

WHERE PERMITTED UNDER THE APPLICABLE LAW, YOU AND TLC AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION. Unless both you and TLC agree, no arbitrator or judge may consolidate more than one person’s claims or otherwise preside over any form of a representative or class proceeding.

24.3. Arbitration

If you are located in, are based in, have offices in, or do business in a jurisdiction in which this Section 24.3. is enforceable, the following mandatory arbitration provisions apply to you:

24.3.1. Dispute resolution and arbitration

You and TLC agree that any dispute, claim, or controversy between you and TLC arising in connection with or relating in any way to these Agreements or to your relationship with TLC as a user of the Service (whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and whether the claims arise during or after the termination of the Agreements) will be determined by mandatory binding individual arbitration. Arbitration is more informal than a lawsuit in court. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED. There may be more limited discovery than in court. The arbitrator must follow this agreement and can award the same damages and relief as a court (including attorney fees), except that the arbitrator may not award declaratory or injunctive relief benefiting anyone but the parties to the arbitration. This arbitration provision will survive termination of the Agreements.

24.3.2. Exceptions

Notwithstanding clause (24.3.1) above, you and TLC both agree that nothing herein will be deemed to waive, preclude, or otherwise limit either of our rights, at any time, to (1) bring an individual action to court, (2) pursue enforcement actions through applicable laws where such actions are available, (3) seek injunctive relief in a court of law, or (4) to file suit in a court of law to address intellectual property infringement claims.

24.3.3. Arbitration rules

Any arbitration between you and TLC will be finally settled under the Rules of Arbitration of the International Chamber of Commerce (the “ICC”) then in force (the “ICC Rules”) by one or more arbitrators appointed in accordance with the ICC Rules, as modified by these Developer Terms, and will be administered by the International Court of Arbitration of the ICC.

Any arbitration will be conducted in the English language and unless otherwise required by a mandatory law of a member state of the European Union or any other jurisdiction, the law to be applied in any arbitration shall be the law of Singapore, without regard to choice or conflicts of law principles.

24.3.4. Time for filing

Any arbitration must be commenced by filing a demand for arbitration within ONE (1) YEAR after the date the party asserting the claim first knows or reasonably should know of the act, omission, or default giving rise to the claim; and there shall be no right to any remedy for any claim not asserted within that time period. If applicable law prohibits a one-year limitation period for asserting claims, any claim must be asserted within the shortest time period permitted by applicable law.

24.3.5. Notice; Process

A party who intends to seek arbitration must first send a written notice of the dispute to the other, by certified mail (signature required), or in the event that we do not have a physical address on file for you, by electronic mail ("Notice"). The Notice must (1) describe the nature and basis of the claim or dispute; and (2) set forth the specific relief sought ("Demand"). We agree to use good faith efforts to resolve the claim directly, but if we do not reach an agreement to do so within 30 days after the Notice is received, you or TLC may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or TLC shall not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. All documents and information disclosed in the course of the arbitration shall be kept strictly confidential by the recipient and shall not be used by the recipient for any purpose other than for purposes of the arbitration or the enforcement of arbitrator’s decision and award and shall not be disclosed except in confidence to persons who have a need to know for such purposes or as required by applicable law. Except as required to enforce the arbitrator’s decision and award, neither you nor TLC shall make any public announcement or public comment or originate any publicity concerning the arbitration, including, but not limited to, the fact that the parties are in dispute, the existence of the arbitration, or any decision or award of the arbitrator.

25. Contact us

If you have any questions concerning the TLC Service or the Agreements, please contact TLC customer service by visiting the About Us section of our website.

Thank you for reading our Terms.

TLC refers to the Contracting entity:
Brewin Mesa Sutera
The Lana Club (TLC)
Jl. Dr Ide Anak Agung Gde Agung Kav E4.2 No.2, Lingkar Mega Kuningan
Jakarta 12950
Indonesia