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Welcome to our Terms of Use!

 

QUARLESS.com and its associated websites are operated by Thriving Lives Limited, referred to as “TL”, “we” or “us” herein. Anyone (“visitor” or “user” or “you”) who visits our websites or uses our services is subject to these terms of use. These terms are necessary in order to protect both you and us, and to make our services possible and more enjoyable for everyone.

 

1. Introduction

1.1 Our Purpose

We operate user-based websites that provide original content and services to our users. The offered content includes entertainment, such as original music, videos, and exclusive interviews. Additionally, users may opt for business-oriented services that include brand consulting and advertising support as part of their paid plan. The online and mobile pages and platforms created by Users are collectively referred to herein as (“User Page(s)”).

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1.2. Legal Agreement

These TL Terms of Use (“Terms”) affirm that by visiting our website or using our services, you acknowledge you are entering into a legal agreement with us. You may visit and/or use the TL associated websites and/or the TL associated applications only if you fully agree to the TL Terms - and by using and/or registering to any of the TL Services, you signify and affirm your informed consent to these Terms and any other TL Terms applicable to your use of any TL Services. If you do not read, fully understand and/or agree to the TL Terms, you must immediately leave the TL associated website and avoid or discontinue all use of the TL Services. By using our Services, you acknowledge that you have read our Privacy Policy available at https://quarless.com/privacy-policy (“Privacy Policy”).

 

1.3. User Account​

In order to access and use certain sections and features of TL websites, you must first register and create an account with TL Member Plan (“User Account”).

 

If anyone other than yourself accesses your User Account and/or any of your User Platforms’ settings, they may perform any actions available to you (unless as specifically stated otherwise within the TL Terms or other policies), make changes to your User Page(s) and User Account, and accept any legal terms available therein, make various representations and warranties and more – and all such activities will be deemed to have occurred on your behalf and in your name.

 

Therefore, we strongly encourage you to keep the log-in credentials of your User Account confidential, and allow such access only to people you trust - as you will be solely and fully responsible for all activities that occur under your User Account and/or User Platforms (including for any representations, warranties and undertakings made therein), whether or not specifically authorized by you, and for any damages, expenses or losses that may result from such activities.

 

You must provide accurate and complete information within your User Account and while using the TL Services, to which you are the sole and exclusive rights holder. We strongly encourage you to provide your own (or your company’s) contact and billing details, including your valid e-mail address, as we may use it to identify and determine the actual and true owner of the User Account and/or User Content (as defined below) submitted to us.

 

In case of a dispute on User Account ownership, we reserve the right to determine ownership to a User Account based on our reasonable judgment, whether or not an independent investigation has been conducted by us. However, if we cannot make such determination (as we may deem in our sole discretion), we reserve the right to avoid doing so and/or suspend a User Account until the parties disputing such ownership, reach a resolution, without liability to you or to any other party. We may request documentation (e.g. government-issued ID, a business license) that may assist us in determining ownership. Among others, we may consider the principles set forth below.

 

TL will consider the owner of a User Account, User Page(s)  and/or User Content created and/or uploaded to the relevant TL website, as the person or entity who has access to the e-mail address then listed in TL’s records for such User Account under which such User Page(s)  or User Content was created. TL shall have the right to determine the ownership of User Content and/or a User Page(s)  as it chooses. You should keep your username and password protected and safe, and only allow people you trust to access your account or website settings.

 

All activities that occur under your user account or website are your responsibility.

 

The account information you provide us must be your own (or your company’s), and be accurate and complete.

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When a user account is disputed, we may determine the ownership of such user account.

 

2. Your Obligations

2.1. You represent and warrant that:

you are at least eighteen (18) years of age or of the legal age of majority in your jurisdiction, and possess the legal authority, right and freedom to enter into the TL Terms and to form a binding agreement, for yourself or on behalf of the person or entity committed by you to the TL Terms;

 

you are not a resident of (or will use the TL Services in) a country that the U.S. government has embargoed for use of the TL Services, nor are you named on the U.S. Treasury Department’s list of Specially Designated Nationals or any other applicable trade sanctioning regulations;

 

your country of residence and/or your company’s country of incorporation is the same as the country specified in the contact and/or billing address you provide us;

 

you understand that TL does not provide any legal advice or any recommendation with respect to any laws or requirements applicable to your use or any of your End Users, or your compliance therewith;

 

And specifically regarding your User Content:

 

You confirm you own all rights in and to any content uploaded or provided by you, or imported, copied or uploaded by TL websites, including any designs, images, animations, videos, audio files, fonts, logos, code, illustrations, compositions, artworks, interfaces, usernames, information you provide for the purpose of creating, music, video, text, literary works, intellectual property in any form, and any other materials (“Content”), or otherwise have (and will continue to have) the full power, title, licenses, consents and authority, in and to the User Content, as necessary to legally access to, import, copy, use, publish, transfer or license such User Content, by you and us or any of our affiliates;

 

you have (and will maintain) the full power, title, licenses, consents and authority to allow TL Services to access any websites, web pages and/or other online services, for the purpose of importing, copying, displaying, uploading, transmitting and/or otherwise using, your User Content.

 

The User Content is (and will continue to be) true, current, accurate, non-infringing upon any third party rights, and in no way unlawful for you to upload, import, copy, possess, post, transmit, display or otherwise use, in the country in which you or your User Platform’s visitors and users (“End Users”) reside, or for TL and/or your End Users to access, import, copy, upload, use or possess in connection with the TL Services;

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you have obtained all consents and permissions required under all applicable laws, regarding the posting, transmission and publication of any personal information and/or image or likeness of any person, entity or property which is part of the User Content, and you will adhere to all laws applicable thereto.

 

Among others, you need to be of a certain legal age of majority, reside and use our services in a permitted location.

 

In addition, you must own all rights in any content you upload or publish or that we access, import and/or upload for you via our services, ensure that such content is legal and reliable, and that anything you do with it (or enable TL or your end users to do with it) is legal.

 

2.2. You undertake and agree to:

fully comply with all applicable laws and any other contractual terms which govern your use of the TL Services (and any related interaction or transaction), including those specific laws applicable to you or your End Users in any of your geographical locations;

 

be solely responsible and liable with respect to any of the uses of the TL Services which occur under your User Account and/or User Page(s), and for any of your User Content (including for any consequences of accessing, importing, uploading, copying, using or publishing such User Content on or with respect to the TL Services);

 

regularly and independently save and backup any of your User Content and the information that is being processed by you regarding your User Platform, including with respect to End Users, User Products, and any applications and/or Third Party Services used by you;

 

receive from time to time promotional messages and materials from TL or its partners, by mail, e-mail or any other contact form you may provide us with (including your phone number for calls or text messages). If you wish not to receive such promotional materials or notices – please just notify us at any time;

 

allow TL to use in perpetuity, worldwide and free of charge, any version of your User Page(s)  (or any part thereof) for any of TL’s marketing and promotional activities, online and/or offline, and modify it as reasonably required for such purposes, and you waive any claims against TL or anyone on its behalf relating to any past, present or future moral rights, artists’ rights, or any other similar rights worldwide that you may have in or to your User Page(s)  with respect to such limited permitted uses;

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TL’s sole discretion as to the means, manner, and method for performing the TL Services, including those regarding the hosting, transmission, publication and/or display of any User Page(s)  (“places of shared content; profile pages, forums, groups, blogs, galleries, etc.”) content, including the inclusion and presentation of any advertisements or other commercial content with respect thereto.

 

TL shall have the right to offer the TL Services in alternative price plans and impose different restrictions as for the upload, storage, download and use of the TL Services in each price plan, including, without limitation, restrictions on network traffic and bandwidth, size and/or length of Content, quality and/or format of Content, sources of Content, volume of download time, number of subscribers to your Content, etc.

 

You will be responsible for your actions and for the actions of anyone who accesses your user account or user platform settings.

 

You shall regularly save backups of your content.

 

You agree that we or our partners may send you promotional messages and content.

 

You can easily opt-out of receiving promotional messages by contacting us.

 

You allow us to use your website, social media content, or other materials for our promotional activities, and to determine the manner in which the services will be performed.

 

You agree that TL has the right to impose and change price plans for its Services. Additionally, TL may impose restrictions depending on your specific usage of the Service.

 

2.3. You agree and undertake not to:

copy, modify, create derivative works of, download, adapt, reverse engineer, emulate, migrate to another service, translate, compile, decompile or disassemble the TL Website, the TL Services (or any part thereof), any Content offered by TL or Third Party Services for use and display within User Page(s) and/or any part thereof in any way, or publicly display, perform, transmit or distribute any of the foregoing without TL’s prior written and specific consent and/or as expressly permitted under the TL Terms;

 

submit, transmit or display any User Content, or use Licensed Content in a context, which may be deemed as defamatory, libelous, obscene, harassing, threatening, incendiary, abusive, racist, offensive, deceptive or fraudulent, encouraging criminal or harmful conduct, or which otherwise violates the rights of TL or any third party (including any intellectual property rights, privacy rights, contractual or fiduciary rights), or otherwise shows any person, entity or brand in a bad or disparaging light, without their prior explicit approval;

 

use any illegal action to collect login data and/or passwords for other websites, third parties, software or services;

 

phish, collect, upload, or otherwise make available credit card information or other forms of financial data used for collecting payments, unless done in accordance with any applicable law, including, with the PCI DSS standard when applicable;

 

upload, insert, collect or otherwise make available within the TL Website or the TL Services (or any part thereof), any malicious, unlawful, defamatory or obscene Content;

 

publish and/or make any use of the TL Services or Licensed Content on any website, media, network or system other than those provided by TL, and/or frame, “deep link”, “page scrape”, mirror and/or create a browser or border environment around any of the TL Services, Licensed Content and/or User Platform (or any part thereof), except as expressly permitted by TL, in advance and in writing;

 

use any “robot”, “spider” or other automatic device, program, script, algorithm, or methodology, or any similar or equivalent manual process, to access, acquire, copy, or monitor any portion of the TL Services (or its data and/or Content), or in any way reproduce or circumvent the navigational structure or presentation of any of the TL Services to obtain or attempt to obtain any materials, documents, services or information through any means not purposely made available through the TL Services;

 

act in a manner which might be perceived as damaging to TL’s reputation and goodwill or which may bring TL into disrepute or harm;

 

purchase search engine or other pay per click keywords (such as Google AdWords), or domain names that use TL and/or variations and misspellings thereof;

 

impersonate any person or entity or provide false information on the TL Services and/or User Page(s), whether directly or indirectly, or otherwise perform any manipulation in order to disguise your identity or the origin of any message or transmittal you send to TL and/or any End Users;
 

falsely state or otherwise misrepresent your affiliation with any person or entity, or falsely express or imply that TL or any third party endorses you, your User Page(s), your business, your User Products, or any statement you make;
 

reverse look-up, trace, or seek to trace another User of TL Services, or otherwise interfere with or violate any other User’s right to privacy or other rights, or harvest or collect personally identifiable information about visitors or users of the TL Services and/or User Platform without their express and informed consent;
 

disable, circumvent, bypass or otherwise avoid any measures used to prevent or restrict access to the TL Services, User Platform, the account of another User(s), or any other systems or networks connected to the TL Services, by hacking, password mining, or other illegitimate or prohibited means;
 

probe, scan, or test the vulnerability of the TL Services or any network connected to the TL Services;
 

upload to the TL Services and/or User Page(s) or otherwise use them to design, develop, distribute and/or otherwise transmit or execute, any virus, worm, Trojan Horse, time bomb, web bug, spyware, malware, or any other computer code, file, or program that may or is intended to damage or hijack the operation of any hardware, software, or telecommunications equipment, or any other actually or potentially harmful, disruptive, or invasive code or component;
 

take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the TL Services or TL systems or networks connected to the TL Services, or otherwise interfere with or disrupt the operation of any of the TL Services, or the servers or networks that host them or make them available, or disobey any requirements, procedures, policies, or regulations of such servers or networks;
 

use any of the TL Services and/or User Platform in connection with any form of spam, unsolicited mail, fraud, scam, phishing, “chain letters”, “pyramid schemes” or similar conduct, or otherwise engage in unethical marketing or advertising;
 

access to Services, User Accounts, Licensed Content and/or User Content, through any means or technology (e.g. scraping and crawling), other than our publicly supported interfaces.
 

sell, license, or exploit for any commercial purposes any use of or access to the Licensed Content and/or TL Services, except as expressly permitted by the TL Terms;
 

remove or alter any copyright notices, watermarks, restrictions and signs indicating proprietary rights of any of our licensors, including copyright mark [©], Creative Commons [(cc)] indicators, or trademarks [® or ™] contained in or accompanying the TL Services and/or Licensed Content; or
 

violate, attempt to violate, or otherwise fail to comply with any of the TL Terms or any laws or requirements applicable to your use of the TL Services.
 

access or use the Services for benchmarking or similar competitive analysis purposes or in order to build a competitive product or service.
 

You acknowledge and agree that your failure to abide by any of the foregoing or any misrepresentation made by you herein may result in the immediate termination of your User Account and/or any Services provided to you – with or without further notice to you, and without any refund of amounts paid on account of any such Services.
 

Among others, you may not copy our materials, use any content in an illegal or harmful manner, use our services or content on any platform or website not provided by us, make any misrepresentations or abuse our Services, or otherwise violate anyone’s rights or any applicable laws.
 

Failure to abide by any of these rules may bring us to cancel your account and stop providing you with any services.
 

3. Content and Ownership

3.1. Your Intellectual Property

TL does not claim any ownership of your intellectual property, as it pertains to your general usage on TL websites as a site user.

If you do opt into a Project Group ("creative collaboration") you acknowledge that TL has full ownership rights of any materials or ideas presented, created and/or developed by you within the Project Group. Intellectual property and materials, including designs, images, animations, videos, audio files, fonts, logos, illustrations, compositions, artworks, code, interfaces, text and literary works may be used for the Project Group.
 

If you are designated and maintain the title of Creator (“Project-based content creator”) for the duration of the project, you shall receive a royalty payment for the successful completion and launch of a legally sound profit-oriented project.
 

If you are designated and maintain contributor role of Influencer, KOL, or Traffic Generator, you shall be entitled to a percentage of earnings for a set period of time.
 

If you are designated a contributor role of Investor, you shall be entitled to a percentage of earnings until a predetermined return is realized, irrespective of time.
 

For the sole purpose of granting you the service, you know and agree that we will need to access, upload and/or copy your User Content to our platform, including cloud services and CDN’s, to make display adjustments, to duplicate for backup and perform any other technical actions and/or uses required to perform our services, as we deem fit.
 

3.2. TL’s Intellectual Property

All rights, title and interest in and to the TL Services, including any and all copyrightable materials or any other content thereof which is or may be subject to any intellectual property rights under any applicable law (including any artwork, graphics, images, website templates and widgets, literary work, source and object code, computer code (including html), applications, audio, music, video and other media, designs, animations, interfaces, documentation, derivatives and versions thereof, the “look and feel” of the TL Services, methods, products, algorithms, data, interactive features and objects, advertising and acquisition tools and methods, inventions, trade secrets, logos, domains, customized URLs, trademarks, service marks, trade names and other proprietary identifiers, whether or not registered and/or capable of being registered (collectively, “Intellectual Property”), and any derivations thereof, are owned by and/or licensed to TL.
 

Subject to your full compliance with the TL Terms and timely payment of all applicable Fees, TL hereby grants you, upon creating your User Account and for as long as TL wishes to provide you with the TL Services, a non-exclusive, non-transferable, non-sublicensable, fully revocable, limited license to use the TL Services and Licensed Content, for the purpose of generating and displaying your User Page(s) to End Users and offering your User Products (as defined below) therein, solely as expressly permitted under the TL Terms, and solely within the TL Services.
 

The TL Terms do not convey any right or interest in or to TL’s Intellectual Property (or any part thereof), except only for the limited license expressly granted above. Nothing in the TL Terms constitutes an assignment or waiver of TL’s Intellectual Property rights under any law. You may use our services and content so long as you fully comply with these terms and ensure full and timely payments.
 

3.3. Feedback and Suggestions

If you provide us with any suggestions, comments or other feedback relating to the TL Services (whether existing, suggested or contemplated), which is or may be subject to any Intellectual Property rights (“Feedback”), such Feedback shall be exclusively owned by TL. By providing such Feedback to TL, you acknowledge and agree that it may be used by TL in order to: (i) further develop, customize and improve of the TL Services, (ii) provide ongoing assistance and technical support, (iii) contact you with general or personalized TL -related notices and/or interview requests based on your feedback or otherwise, (iv) facilitate, sponsor and offer certain promotions, and monitor performance, (v) to create aggregated statistical data and other aggregated and/or inferred information, which TL may use to provide and improve its services, (vi) to enhance TL data security and fraud prevention capabilities, and (vii) to comply with any applicable laws and regulations. In addition, you (1) represent and warrant that such Feedback is accurate, complete, and does not infringe on any third party rights; (2) irrevocably assign to TL any right, title and interest you may have in such Feedback and (3) explicitly and irrevocably waive any and all claims relating to any past, present or future moral rights, artists’ rights, or any other similar rights worldwide in or to such Feedback.
 

 4. Privacy

Certain parts of the TL Services (including certain Third Party Services available therein, as further explained in Section 8 below) require or involve the submission, collection and/or use of certain personally identifying or identifiable information. In particular and as a part of accessing or using the TL Services, TL and such Third Party Services may collect, access and use certain data pertaining to Users and End Users, including the activities or navigation undertaken by Users and End Users through the TL Services and/or User Platforms. We encourage you to read our Privacy Policy and each such Third Party Services’ relevant policies on a regular basis, for a description of such data collection and use practices.
 

5. Service Fees

5.1. Paid Services

The use of certain TL Services may be subject to payment of particular fees, as determined by TL in its sole discretion (“Paid Services” and “Fee(s)”, respectively). TL will provide notice of such Fees then in effect in relation to such Paid Services. If you wish to receive or use such Paid Services, you are required to pay all applicable Fees in advance.
 

TL reserves the right to change its Fees at any time, upon notice to you if such change may affect your existing subscriptions. If you received a discount or other promotional offer, TL shall have the right to automatically and without notice renew your subscription to such TL Service(s) at the full applicable Fee.
 

All Fees shall be deemed to be in U.S. Dollars, except as specifically stated otherwise in writing by TL. To the extent permitted by law (and unless specified otherwise by TL in writing), all Fees are exclusive of all taxes (including value added tax, sales tax, goods and services tax, etc.), levies or duties imposed by taxing authorities (“Taxes”), and you shall be responsible for payment of all applicable Taxes relating to your use of the TL Services, or to any payments or purchases made by you. If TL is obligated to collect or pay Taxes for the Fees payable by you, and whether or not such Taxes were added and collected from you for previous transactions, such Taxes may be added to the payment of any outstanding Fees and will be reflected in the Invoice for such transaction. We recommend that you verify the existence of any additional fees you may be charged by third parties in connection with the purchase of Paid Services or in connection with the renewal thereof (such as international transaction fees, currency exchange fees or fees due to banks or credit card companies). TL is not responsible for any such additional fees or costs.
 

 As part of registering or submitting information to receive Paid Services, you also authorize TL (either directly or through its affiliates, subsidiaries or other third parties) to request and collect payment (or otherwise charge, refund or take any other billing actions) from our payment provider or your designated banking account, and to make any inquiries TL or its affiliates may consider necessary to validate your designated payment account or financial information, in order to ensure prompt payment, including for the purpose of receiving updated payment details from your payment, credit card or banking account provider (e.g., updated expiry date or card number as may be provided to us by your credit card company).
 

5.2. Invoices

TL and/or its affiliated companies will issue an invoice or credit memo for any payment of Fees or refund made to or by TL (“Invoice”). Each Invoice will be issued in electronic form and based on the country stated in your billing address, and will be made available to you via your User Account and/or by e-mail. For the purpose of issuing the Invoice, you may be required to furnish certain Personal Information (as such term is defined in the Privacy Policy) in order to comply with local laws. Please note that the Invoice presented in your User Account may be inadequate with your local law requirements, and in such case may be used for pro forma purposes only.
 

5.3. Subscription Auto-Renewals

In order to ensure that you do not experience any interruption or loss of services, certain Paid Services include an automatic renewal option by default, according to which, unless you turn-off the auto-renewal option, such Paid Services will automatically renew upon the end of the applicable subscription period, for a renewal period equal in time to the original subscription period (excluding extended periods) and, unless otherwise notified to you, at the same price (subject to applicable Taxes changes and excluding any discount or other promotional offer provided for the first period) (“Renewing Paid Services”). For example, if the original subscription period for a Service is one month, each of its renewal periods (where applicable) will be for one month. Accordingly, where applicable, TL will attempt to automatically charge you the applicable Fees using the Stored Card, within up-to two (2) weeks before such renewal period commences. In the event of failure to collect the Fees owed by you, we may in our sole discretion (but shall not be obligated to) retry to collect on a later time, and/or suspend or cancel your User Account, without further notice. If your Renewing Paid Service is subject to a yearly or multiple-year subscription period, TL will endeavor to provide you a notice prior to the renewal of such Paid Service at least thirty (30) days in advance of the renewal date.
 

By entering into this Agreement and by purchasing a Renewing Paid Service, you acknowledge and agree that the Renewing Paid Service shall automatically renew in accordance with the above terms.
 

You are and shall be solely responsible to verify and ensure the successful renewal of the TL Services you use (whether or not such TL Services are subject to automatic subscription renewals). Accordingly, you shall be solely responsible with respect to any discontinuation of any TL Services previously purchased by you, including due to a cancellation, failure to charge the applicable recurring Fees, or due to any TL Services not being subject to automatic subscription renewals. You acknowledge and agree that you shall not have any claims against TL in relation to the discontinuation of any TL Services or Third Party Services, for whatever reason.
 

5.4. Refund Policy

All sales processed through TL Websites and/or TL Services are considered final. However, TL does reserve the right to issue partial or full refunds at our sole discretion.

Many TL products are MOD (“Made on demand”) and thus custom made and shipped for you. In the event of a defective or damaged products, please first send us a video of the damaged goods along with written description of the defect or damage and subject “Defective or damaged product” via email to support(at)quarless.com. Upon receipt, TL shall determine if further actions is required, such as requesting the goods be returned, offering replacement items, or providing a refund. Please note, emails related to defective or damaged goods should be sent within 14 says weeks of the delivery date.

With TL’s Membership Plans, if your subscription is cancelled or account suspended for any reason, at any point within the billing cycle, there will be no future charges, but the amount already charged shall be retained by us.
 

As it relates to any TL Services, if you wish to cancel or discontinue a service of which you have already paid, please send an email with subject “Service Cancellation” and explanation of the issue to support(at)quarless.com
 

5.5. Chargebacks

If, at any time, we record a decline, chargeback or other rejection of a charge of any payable Fees on your TL account (“Chargeback”), this will be considered as a breach of your payment obligations hereunder, and your use of the TL Services may be automatically disabled or terminated.
 

In the event a Chargeback is performed, your User Account may be blocked without the option to re-purchase or re-use it, and any data contained in such User Account, including any domains, applications and Third Party Services may be subject to cancellation and Capacity Loss (as defined in Section 6.3 below).
 

Your use of the TL Services will not resume until you re-subscribe for any such TL Services, and pay any applicable Fees in full, including any fees and expenses incurred by TL and/or any Third Party Services for each Chargeback received (including Fees for TL Services provided prior to the Chargeback, handling and processing charges and fees incurred by the payment processor).
 

If you have any questions or concerns regarding a payment made to TL, we encourage you to first contact our Customer Support team before filing a Chargeback or reversal of payment, in order to prevent the TL Services from being cancelled and your User Account being blocked, and to avoid the filing of an unwarranted or erroneous Chargeback, which may result in your being liable for its applicable Fees, in addition to re-payment of all the Fees applicable to the TL Services purchased (and charged-back) by you.
 

We reserve our right to dispute any Chargeback received, including by providing the relevant credit card company or financial institution with any information and documentation proving that the User responsible for such Chargeback did in fact authorize the transaction and make use of the services rendered thereafter.
 

6. Cancellation

6.1. Cancellation by User

You may discontinue to use and request to cancel your User Account and/or any TL Services at any time. The effective date for cancellation of Paid Services shall be at the end of such Paid Services’ subscription period or at the discretion of TL. Please note that as the cancellation process may take a few days, in order to avoid the next automatic renewal and respective charge the cancellation request should be made at least fourteen (14) days prior to the expiration of the then-current service period.
 

6.2. Cancellation by TL

Failure to comply with any of the TL Terms and/or to pay any due Fee shall entitle TL to suspend (until full payment is made) or cancel your User Account and User Platform (or certain features thereof), as well as the provision of any related TL Services (e.g., Paid Services) or Third Party Services to you.
 

6.3. Loss of Data, Content and Capacity

If your User Account or any TL Services or Third Party Services related to your User Account are cancelled (whether at your request or at TL’s discretion), it may cause or result in the loss of certain content, features, or capacity of your User Account, including any User Content, End User data or other usage data retained therein, and including any domain name reservation or registration that was included in such Services (“Capacity Loss”). TL shall not be liable in any way for such Capacity Loss, or for saving a backup of your User Account, User Content or End User data. Please also note that additional Fees may apply to re-activation of a User Account and/or any TL Services following their cancellation, as determined by TL in its sole discretion.
 

7. E-Commerce

The TL Services may include certain features which enable you to sell goods, content, media and services through your User Page(s) (“User Products”, and collectively – “E-Commerce”).
 

Upon entering into a Service Provider Agreement between TL and you, you acknowledge and agree that you shall offer services via TL’s Websites and adhere to all terms specified within this Terms of Use document. You acknowledge that a percentage of earnings shall be retained by TL for payment processing, management, and commissions. If you commit to provide services, but are unable to fulfil such services, at no fault of the client, you may be held liable to ensure the client receives a partial refund or full refund.
 

Unless otherwise specified via Service Provider Agreement between TL and you, you are solely responsible for your E-Commerce related activities, and any promotions and related Content contained or referred to in your User Page(s), and compliance with any laws applicable thereto. We are merely providing the platform for you to manage your online E-Commerce activities. We are not involved in your relationship and/or any transaction with any actual or potential buyer of your Products and/or Services. When someone purchases your Products and/or Services, such transaction’s payments will be processed through such third party payment service providers with which you decided to register and set up an account (“E-Commerce Service Provider(s)”), in accordance with such E-commerce Service Provider’s terms of service and other applicable policies. We are neither a party to nor are responsible in any way for your relationship with any such E-Commerce Service Providers, or for the actions of any of these E-Commerce Service Providers.
 

By using engaging in any E-Commerce activities, whether buying or selling, you acknowledge, warrant and agree that:
 

You shall be solely and fully responsible for all Taxes and fees of any nature associated with your E-Commerce activities, including any Taxes related to the purchase or sale of the User Products and/or Services, and to collect, report and remit the correct amounts to the appropriate authorities and/or inform your End Users of such and provide them with a duly issued invoice as required by law;
 

Any Taxes indicated by the E-Commerce features provided to you by TL are solely provided for illustration purposes only, and may not be relied on in any way;
 

You shall be responsible for and bear all costs of procuring and delivering your User Products an/or Services, and for providing them in a safe and professional manner, consistent with industry standards;
 

You are solely responsible for any and all statements and promises you make and for all assistance, warranty and support regarding the User Products and/or Services, and shall provide true contact information on your User Platform for any questions, complaints or claims; and
 

You may not offer or sell any User Products and/or Services, or provide any information, Content or material regarding User Products, which may be deemed hazardous, counterfeit, stolen, fraudulent, offensive or abusive; which are prohibited for sale, distribution or use; or which otherwise fail to comply with any applicable laws, including with respect to consumer rights, intellectual property or privacy rights, product safety, trade regulations and sanctions, support, maintenance and export; and –
 

TL may, at any time and at its sole discretion, suspend, disable access to or remove your User Platform and/or any User Products and/or Services - whether or not incorporated, published with or made a part of your User Platform at such time, without any liability to you or to any End Users, including for any Capacity Loss resulted therefrom.
 

You are responsible for all your sales activities, including your relationships with customers and any payment service providers.
 

8. Video Services

As part of the TL Services, TL may provide video services (such as TL Video or TL Gallery) for managing videos on User Page(s) (the "Video Services").
 

The use of the video services for your User Page(s), may require that you receive a license to use certain patents from MPEG–LA (the "License"). It is your own exclusive responsibility to decide whether your activity requires a License and to obtain it. Information about the License can be obtained from MPEG LA L.L.C. at http://www.mpegla.com/main/default.aspx
 

In addition to the aforesaid in Section 13 of these Terms of Use and without any limitation of liability, you shall fully indemnify, defend and hold TL its officers, directors, shareholders, employees, affiliates and agents, harmless from any and all damages and costs, obligations, losses, liabilities debt and expenses (including attorneys’ fees), as accrued, that arise out of or are related to infringement and/or misuse of the patent pool under the MPEG-LA consortium.
 

You may need to obtain a license for certain online video activities. It is your responsibility to verify such requirement and obtain, such license if required.
 

9. Third Party Services

The TL Services enable you to engage and procure certain third party services, products and tools for enhancing your User Page(s) and your overall user experience, including, without limitation, domain registrars from which you may purchase a domain name for your User Website, third party applications and widgets offered via the TL Website, third party Licensed Content, media distribution services, E-Commerce Service Providers, sellers of tangible products, third party designers who may assist you with your User Page(s), etc. (collectively, “Third Party Services”).
 

You acknowledge and agree that regardless of the manner in which such Third Party Services may be offered to you (bundled or integrated within certain TL Services, offered separately by TL or persons certified or authorized by TL, or otherwise offered anywhere on the TL Services), TL merely acts as an intermediary platform between you and such Third Party Services, and does not in any way endorse any such Third Party Services, or shall be in any way responsible or liable with respect thereto. TL will not be a party to, or in any way be responsible for monitoring, any interaction or transaction between you and any Third party Services.
 

You acknowledge that such services may require the payment of additional amounts to TL and/or to the providers of such Third-Party Services.
 

Any and all use of such Third Party Services shall be done solely at your own risk and responsibility, and may be subject to such legal and financial terms which govern such Third Party Services, which you are encouraged to review before engaging with them.
 

While we hope to avoid such instances, TL may, at any time and at its sole discretion, suspend, disable access to or remove from your User Account, User Page(s) and/or the TL Services, any Third Party Services – whether or not incorporated with or made part of your User Account and/or User Page(s) at such time – without any liability to you or to any End Users.
 

10. TL Branding Support

As part of the TL Services, we shall provide you with strategies and ideas to enhance your business brand. Any and all such content and strategies from TL Services shall be verified by you to ensure it abides by governing laws and does not infringe on the rights of any other third party. You acknowledge that any action taken is at your own risk and responsibility, and you shall verify validity before engaging in any such action.
 

You shall fully indemnify, defend and hold TL, its officers, directors, shareholders, employees, affiliates and agents, harmless from any and all damages and costs, obligations, losses, liabilities debt and expenses (including attorneys’ fees), as accrued, that arise from consequences of your actions.
 

11. Misconduct and Copyrights

11.1. Misconduct and Abuse

When using the TL Services, you may be exposed to User Page(s), User Content or Third Party Services from a variety of sources, which may be inaccurate, offensive, objectionable or illegal. You hereby waive any legal or equitable rights or remedies you have or may have against TL with respect thereto.
 

If you believe a User or any Third Party Services acted inappropriately or otherwise misused any of the TL Services, please immediately report such User and/or Third Party Service to us. You agree that your report shall not impose any responsibility or liability upon TL, and that TL may consider such report and act upon it, refrain from taking any such action or require additional information or documents before doing so, at its sole discretion.
 

11.2. Copyrights

TL acts in accordance with its interpretation of the Digital Millennium Copyright Act (“DMCA”). If you believe that your work has been copied or was otherwise used in a way that constitutes copyright infringement, you may notify us of such infringement via this form, or otherwise provide the following information in writing to our designated Copyright Agent: (1) the contact details of the person authorized to act on behalf of the owner of the copyright; (2) a description of the copyrighted work that you claim has been infringed; (3) a description of the material that you claim to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information sufficient to permit TL to locate the material (including URL address); (4) a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (5) a statement that the information in the notification is accurate and, under penalty of perjury, that you are the copyright owner or are authorized to act on behalf of the owner of a copyright that is allegedly infringed.

 

TL’s Copyright Agent can be reached at the following address:

Thriving Lives Limited

Attn: Copyright Agent

Suite 2311, 23/F, BEA Tower, Millennium City 5

418 Kwun Tong Road, Kwun Tong

Kowloon, Hong Kong

Telephone Number: +852 5118 7588

E-mail: support(at)quarless.com
 

In the event that TL receives notice regarding a copyright infringement related to your User Page(s), it may cancel your User Account, take your User Platform down or remove any Content in its sole discretion, with or without prior notice to you. In such case, you may file a proper counter-notice in accordance with Section 512 of the DMCA, in which you must include: (1) your full name, address, phone number and physical or electronic signature; (2) identification of the material and its location before removal; (3) a statement under penalty of perjury that the material was removed by mistake or misidentification; (4) your consent to an appropriate judicial body; and (5) any other information required under the relevant provisions of the DMCA. Any notices filed pursuant to this Section 9 may be deemed accepted, applicable and compliant with the DMCA, or not, at TL's sole reasonable discretion. TL reserves the right to notify the person or entity providing the infringement notice of such counter-notice and provide any details included therein.
 

12. Disclaimer of Warranties

We provide the TL Services on an “As Is”, “with all faults” and “As Available” basis, without any warranties of any kind, including any implied warranties or conditions of merchantability, fitness for a particular purpose, workmanlike effort, non-infringement, or any other warranty – all to the fullest extent permitted by law. We specifically do not represent or warrant that the TL Services (or any part, feature or Content thereof) are complete, accurate, of any certain quality, reliable or secure in any way, suitable for or compatible with any of your (or your End Users’) contemplated activities, devices, operating systems, browsers, software or tools (or that they will remain as such at any time), or comply with any laws applicable to you or your End Users (including in any jurisdiction in which you operate), or that their operation will be free of any viruses, bugs or other harmful components or program limitations. Moreover, we do not endorse any entity, product or service (including any Third Party Services) mentioned on or made available via the TL Services – so please be sure to verify those before using or otherwise engaging them.
 

TL may, at its sole discretion (however it shall have no obligation to do so), screen, monitor and/or edit any User Page(s)  and/or User Content, at any time and for any reason, with or without notice.
 

Notwithstanding anything to the contrary in the foregoing, in no circumstances may TL be considered as a “publisher” of any User Content, does not in any way endorse any User Content, and assumes no liability for any User Content uploaded, posted, published and/or made available by any User or any other party on and/or through the TL Services, for any use by any party, or for any loss, deletion or damage thereto or thereof or any loss, damage, cost or expense that you or others may suffer or incur as a result of or in connection with publishing, accessing and/or relying on any User Content. Furthermore, TL shall not be liable for any mistakes, defamation, libel, falsehoods, obscenity, pornography, incitement and/or any other unlawful and/or infringing User Content you or any other party may encounter.
 

 You acknowledge that there are risks in using the TL Services and/or connecting and/or dealing with any Third Party Services through or in connection with TL Services, and that TL cannot and does not guarantee any specific outcomes from such use and/or interactions, and you hereby assume all such risks, liabilities and/or harm of any kind arising in connection with and/or resulting from such interactions. Such risks may include, among others, misrepresentation of information about and/or by Third Party Services and/or Licensed Content, breach of warranty and/or contract, violation of rights, and any consequent claims.
 

TL does not recommend the use of the TL Services for hosting of personal content and shall not bear any security or integrity obligations or risks regarding breach or damage to any such content.
 

Please note that certain TL Services are currently offered in their BETA version, and undergoing BETA testing. You understand and agree that certain TL Services may still contain software bugs, suffer disruptions and not operate as intended or designated. Your use of the TL Services at this BETA stage signifies your agreement to participate in such TL Services’ BETA testing.
 

13. Limitation of Liability

To the fullest extent permitted by law in each applicable jurisdiction, TL, its officers, directors, shareholders, employees, affiliates and/or agents shall not be liable to you for any direct, indirect, incidental, special, punitive, exemplary or consequential damages whatsoever, including any damages resulting from (1) errors, mistakes, or inaccuracies of or in any content; (2) any personal injury or property damage related to your use of the TL Services; (3) any unauthorized access to or use of our servers and/or any personal information and/or other information stored therein; (4) any interruption or cessation of transmission to or from the TL Services; (5) the use or display of any Content or User Content posted, emailed, transmitted, or otherwise made available via the TL Services; (6) events beyond the reasonable control of TL, including any internet failures, equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, floods, storms, earthquakes, explosions, acts of God, war, terrorism, intergalactic struggles, governmental actions, orders of courts, agencies or tribunals or non-performance of third parties; and/or (7) loss of use, data, profits, goodwill, or other intangible losses, resulting from the use or the inability to use any or all of TL Services.
 

You acknowledge and agree that these limitations of liability are agreed allocations of risk constituting in part the consideration for TL’s services to you, and such limitations will apply even if TL has been advised of the possibility of such liabilities.
 

14. Indemnity

You agree to defend, indemnify and hold harmless TL, its officers, directors, shareholders, employees, affiliates and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs, debt and expenses (including attorneys’ fees) arising from: (1) your violation of any term of these Terms of Use or any other TL Terms; (2) your violation of any third party right, including any copyright, access rights, property, or privacy right, resulting from your User Platform or User Content and/or your use of the TL Services, including, without limitation, TL Services’ actions for your benefit; and/or (3) any other type of claim that your User Page(s)  and/or User Content caused damage to a third party.
 

15. General

15.1. Changes & Updates

TL reserves the right to change, suspend or terminate any of the TL Services (or any features thereof, or prices applicable thereto), and/or cancel your access to any of the TL Services (including removal of any materials created by you in connection with the TL Services) for any reason and/or change any of the TL Terms with or without prior notice - at any time and in any manner.
 

You agree that TL will not be liable to you or to any third party for any modification, suspension or discontinuance of those TL Services.
 

If any such changes involve the payment of additional Fees, we will provide you with a notice of such Fees prior to enabling such specific changes. If you fail or refuse to pay such Fees, we may (at our sole discretion) cancel your User Account (as further explained in Section 6 above), continue to support your then-current TL Services without enabling such changes, or provide you with alternative Services.
 

15.2. Governing Law & Jurisdiction; Class Action Waiver

The TL Terms, the rights and remedies provided hereunder, and any and all claims and disputes related hereto and/or to the TL Services, their interpretation, or the breach, termination or validity thereof, the relationships which result from or pursuant to the TL Terms, or any related transaction or purchase, shall be governed by, construed under and enforced in all respects solely and exclusively in accordance with the internal substantive laws of Hong Kong, without respect to its conflict of laws principles.
 

Any and all such claims and disputes shall be brought in, and you hereby consent to them being decided exclusively by, a court of competent jurisdiction located in Hong Kong. The application of the United Nations Convention of Contracts for the International Sale of Goods is hereby expressly excluded.
 

Subject to any applicable law, all disputes between you and TL shall only be resolved on an individual basis and you shall not have the right to bring any claim against TL as a plaintiff or a member of a class, consolidated or representative actions (or any other legal proceedings conducted by a group or by representatives on behalf of others).
 

15.3. Notices

We may provide you with notices in any of the following methods: (1) via the TL Services, including by a banner or pop-up within the TL Website, User Account or elsewhere; (2) by e-mail, sent to the e-mail address you provided us; and/or (3) through any other means, including any phone number or physical address you provided us. TL’s notice to you will be deemed received and effective within twenty four (24) hours after it was published or sent through any of the foregoing methods, unless otherwise indicated in the notice.
 

15.4. Relationship

The TL Terms, and your use of the TL Services, do not, and shall not be construed to create any partnership, joint venture, employer-employee, agency, or franchisor-franchisee relationship between TL and you.
 

15.5. Entire Agreement

These Terms of Use, together with the TL Terms and any other legal or fee notices provided to you by TL, shall constitute the entire agreement between you and TL concerning the subject matter hereof or thereof, and supersede any and all prior or contemporaneous agreements, understandings, promises, conditions, negotiations, covenants or representations, whether written or oral, between TL and you, including those made by or between any of our respective representatives, with respect to any of the TL Services. You further agree that you are not relying upon any promise, inducement, representation, statement, disclosure or duty of disclosure of TL in entering into any of the TL Terms.
 

15.6. Assignment

TL may assign its rights and/or obligations hereunder and/or transfer ownership rights and title in the TL Services and/or Licensed Content to a third party without your consent or prior notice to you. You may not assign or transfer any of your rights and obligations hereunder without the prior written consent of TL. Any attempted or actual assignment thereof without TL’s prior explicit and written consent will be null and void. In any event, an assignment or transfer pursuant to this Section ‎15.6 shall not in itself grant either TL or you the right to cancel any TL Services or Third Party Services then in effect.
 

15.7. Severability & Waivers

If any provision of the TL Terms is deemed by a court of competent jurisdiction to be invalid, unlawful, void, or for any reason unenforceable, then such provision shall be deemed severable and will not affect the validity and enforceability of the remaining provisions. No Waiver of any breach or default of any of the TL Terms shall be deemed to be a waiver of any preceding or subsequent breach or default.
 

15.8. Interpretation

These Terms of Use were written in English, and may be translated into other languages for your convenience. If a translated (non-English) version of these Terms of Use conflicts in any way with their English version, the provisions of the English version shall prevail.
 

15.9. Customer Service Contact

To get in touch with our Customer Service – please use support(at)quarless.com