1. Summary of Services
Kickbooster is a website and service of Kickbooster Inc. or its subsidiaries (“we”, “our” or “us”).
Kickbooster is a tool for Crowdfunding Campaign Owners to use to help spread the word about their campaign and ultimately increase funding.
Kickbooster is also a tool for Affiliate Marketers to earn a commission for promoting crowdfunding campaigns.
2. Acceptance of Terms
By accessing or using the Kickbooster Service, co-branded websites (including sub-domains, international versions, and application versions) or our other services, applications, widgets and content provided through or in connection with Kickbooster, you agree to be bound by these Terms. Please read these Terms and ensure you understand them. The “Service” means the services Kickbooster makes available through our website www.kickbooster.me, our blog, our API, and any other software sites and services offered by Kickbooster in connection to any of those.
Someone that has created an account through Kickbooster is referred to as “User”, “you” or “your”, “Campaign Admin” or “Campaign Owner”, “Booster”, “Affiliate User” or “Affiliate Marketer”.
2.3. Your Account
Feel free to browse our site as much as you’d like without registering an account. In order to use our Service, you will need to create an account, in which you are agreeing to the following:
- You are at least 13 years of age, and, if you are between the ages of 13 and 17, you’ve obtained the consent of your parent or legal guardian to your acceptance of these Terms.
- You are eligible to register and use the Services and have the right, power, and ability to enter into and perform under this Agreement.
- The name identified by you when you registered is your name or business name under which you are most commonly known by or under which you sell products and services.
- You are a human. Accounts created by automated methods are not permitted.
- The name you have provided is not offensive and does not violate anyone’s rights.
You’re responsible for all activity on your account as well as for keeping your password confidential. If you find that someone has used your account without permission, you should report it to [email protected] Kickbooster will not be liable for any loss, damage or other liability arising from your failure to comply with this section or from any unauthorized access to or use of your account. In the event of any dispute between two or more parties as to the account ownership, Kickbooster will be the sole arbiter of the dispute. Kickbooster may choose to terminate or suspend any accounts subject to dispute.
3. Nature of Relationship
Kickbooster is not a Marketing Agency/Firm that promises to promote your campaign. The success of Kickbooster depends on the quality of your campaign and getting the word out about your pre-launch page and/or referral program. We are a software for you to use to manage your clicks, affiliates, and pledges and commissions. As an added bonus, we allow you to market your campaign on our website. We also handpick campaigns we promote on our own social media, newsletters and blogs. If we do promote a campaign, we will use our own affiliate link which will generate the same commission offering as the campaign applies in their settings page.
You agree that Kickbooster is only acting as a passive conduit for your activities on the Service. This is so even in the event that you receive specific support from us in relation to your activities on the Service. We want to help you where we can, but you accept our help as is.
Kickbooster is not a bank or money services business (“MSB”) and Kickbooster does not offer banking or MSB services as defined by the United States Department of Treasury.
4. Things you definitely shouldn’t do
If you want to avoid getting your Kickbooster account terminated, you will want to refrain from doing anything in this list:
- Don’t use our service, directly or indirectly, for any fraudulent or illegal undertaking, or in any manner so as to interfere with the normal operation of our service.
- Don’t describe or assign keywords to your campaign that might be misleading or unlawful, including in a manner intended to trade on the name or reputation of others.
- Don’t break the law. Just don’t!
- Don’t post false or misleading information or do anything deceptive or fraudulent.
- Don’t threaten, abuse, harass, or invade another person’s privacy.
- Don’t SPAM! Don’t distribute unauthorized advertising or promotional material. Don’t run any kind of auto-responder or spam on or through our site.
- Don’t distribute software viruses, or anything else (code, films, programs) designed to interfere with the proper function of any software, hardware, or equipment on the Site (whether it belongs to Kickbooster or another party).
- Don’t bypass any measures we’ve put in place to secure the Services.
- Don’t try to get unauthorized access to any system, data, password, or other information, whether it belongs to Kickbooster or another party.
- Don’t do anything that will cause an unreasonable load on our infrastructure, or on our third-party providers. We reserve the right to determine what’s reasonable.
- Don’t use any software or device to “crawl” or “spider” any part of the site.
- Don’t try to take apart or reverse engineer any aspect of Kickbooster in an effort to access anything like source code, underlying ideas, or algorithms.
- Don’t engage in any activity that interferes with or disrupts the Service.
- Don’t exploit, harm or attempt to exploit, harm or attempt to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise.
- Don’t send, knowingly receive, upload, download, use, or re-use any material which does not comply with the standards set out in these terms.
- Don’t impersonate or attempt to impersonate Kickbooster, a Kickbooster employee, another user or any other person or entity (including, without limitation, by using email addresses or profile names associated with any of the foregoing).
- Don’t engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Service, or which, as determined by us, may harm Kickbooster or users of the Services or expose them to liability.
- Don’t use any manual process to monitor or copy any of the material on the Service or for any other unauthorized purpose, including but not limited to communications related to it without our prior written consent.
- Don’t use any device, software, or routine that interferes with the proper working of the Services.
- Don’t introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
- Don’t attack the Service via a denial-of-service attack or a distributed denial-of-service attack.
5. Acceptable Uses
- Your use of the Service must comply with all applicable laws, regulations and ordinances, including any applicable tax laws and regulations.
- Kickbooster reserves the right to enforce quotas and usage limits (to any resources, including the API) at its sole discretion, with or without notice, which may result in Kickbooster disabling or throttling your usage of the service for any amount of time.
6. Campaign Admins
We consider you a “Campaign Admin” if you’re setting up or otherwise managing a Campaign through our Services. If you are a Campaign Admin, this section applies to you.
6.1. Your Account Authorization
When you register a campaign with Kickbooster, you are either the Campaign Owner or an authorized user to register the campaign through our tool.
6.2. Offering Rewards
Kickboosters Services allow campaign owners to offer only a percentage-based commission of the pledges put through Kickbooster Affiliate links. If Campaign Admins want to offer non-monetary rewards outside of the commission, this will be managed outside of Kickbooster. Kickbooster will not assist in the transaction of any other reward other than a commission. Keep in mind that we will not provide the Campaign Admin with contact information for any affiliates unless otherwise approved by the affiliate themselves.
Affiliates will earn a commission on authorized transactions when a sale is placed by a customer who follows a link from the affiliate’s site to the Campaign Admin’s site. The Campaign Admin will only pay commission on qualifying sales subject to resolution of all outstanding voids.
You agree that Kickbooster may act on your behalf to amend the commission offering for all or specific Affiliates if we have received your written confirmation of the percentage offering. To clarify, there may be times when a higher reward has been negotiated for a specific affiliate via email communication with the Campaign User. If we are advised of an agreed amount, we may log in to ensure the agreed amount is setup accordingly.
6.3. Subscription Invoicing
Kickbooster charge a monthly subscription fee of $29.00 which gives you access to our entire suite of products. In order to activate your Kickbooster account, you will need to connect a valid credit card. Once connected, your credit card will be charged instantly for the first months subscription. Invoices will be available within your Kickbooster account.
See ‘Processing Funds, Payouts and Fees’ for further details.
6.4. Affiliate Commission Invoicing
Kickbooster will invoice the Campaign Admin at the end of the campaign for all affiliate fees generated as long as the campaign meets their funding goal. If the campaign fails to meet their goal, commission fees are void. The invoice will be a calculation of the Affiliate commissions plus the 3% Kickbooster fee based on the total amount pledged through Kickbooster affiliate links during the campaign.
The credit card on file will be charged 21 days after the invoice date in order to allow time for the Campaign to receive their funds. If the processing of payment happens to fails, the Campaign Admin agrees to process payment to Kickbooster within 5 business days.
All statistics are collected and calculated by Kickbooster.me and will be the only valid stats for determining commissions.
6.5. Payment Processor
Kickbooster uses Stripe to process payments from Campaign Admins. Stripe’s terms and conditions for processing funds can be found here and are incorporated by reference into, and form part of, these Terms.
6.6. Campaign Admin’s Representations and Promises
When registering an account with Kickbooster, you agree to the following:
- You will fulfill all of your obligations to each Kickbooster Affiliate that raise any amount of funds towards your campaign through Kickbooster if your campaign meets its funding goal.
- You will resolve any consumer dispute or complaint directly with the Kickbooster Affiliate. That’s right, if your affiliate has a complaint about your campaign or outstanding commissions, we may advise them to liaise with you directly.
- You own or have a legal right to use the Member Content (as defined below) with the Services so as not to infringe upon the Intellectual Property Rights (as defined below) of others. “Member Content” means the content a Campaign Admin uses to create and manage a Campaign, and the content any user with a Kickbooster account provides to a Campaign on the Services, including posts or comments or questions on, feedback about, contributions to, or other information provided to, a Campaign or the Services. “Intellectual Property Rights” means all worldwide rights in patents, trademarks, trade names, service marks, copyrights, trade secrets, publicity, goodwill, and all other intellectual property and proprietary rights as may now exist or hereafter come into existence, and all derivatives, applications therefore and registrations, renewals, and extensions thereof.
- You understand that you are responsible for all actions taken by visitors to Campaign Admin’s Kickbooster site and Kickbooster Affiliates. Kickbooster has no responsibility or obligation to police comments, content, or purchase behavior occurring on your Kickbooster site.
7. Affiliate Users
You are an “affiliate user” if you are setting up or otherwise managing unique URLs through our Services and driving traffic to our campaign admin accounts. If you are an Affiliate User, this section applies to you.
7.1. Affiliate User Responsibility and Understanding
- Adult, Hate, or other related sites are not allowed.
- You cannot SPAM. You cannot SPAM. You cannot SPAM. We will terminate your account on the first offense of SPAMMING. Do not send email to lists or groups that you do not have permission to send to. We cannot stress this enough, we WILL terminate your account on the first offense.
- You may place banners or links within your newsletters, in content of your website, or within other web related content.
- Fraud is a serious offense, and will be treated as such. Fraud is defined as any action that intentionally attempts to create sales, leads, or click-throughs using robots, frames, iframes, scripts or manually “refreshing” of pages, for the sole purpose of creating commissions. ANY ATTEMPTED FRAUD WILL RESULT IN TERMINATION AND VOID COMMISSIONS.
- If fraudulent or suspicious activity takes place through your affiliate link(s), we will remove transactions and commissions without notice.
- When a campaign ends, the Campaign will automatically close and no more contributions will be accepted for the Campaign.
- We may email you concerning Campaign Admin programs.
- All statistics are collected and calculated by Kickbooster.me and will be the only valid stats for determining commissions.
- As an affiliate, you can only have 1 account. You can participate in multiple affiliate campaigns in one account, but only one account is allowed.
- When any Perks or Rewards are offered by a Campaign Admin, the delivery and characteristics of such Perks are a promise between you (as Affiliate) and the Campaign Admin. Kickbooster does not represent, warrant, or guarantee Perks will be delivered or be satisfactory to you, and we disclaim all warranties relating to Perks. We are not liable to any user of the Services if Perks are not delivered, or are not as described, by the Campaign Admin.
- Once a campaign is over, you agree that your affiliate link can be directed to a new site of the Campaign Admin’s choosing, whether it be their website, Late Backer Page or eCommerce store.
Commissions (affiliate earnings) are only eligible to be collected and paid when a Campaign reaches or exceeds the crowdfunding goal amount.
Once the Campaign Admins crowdfunding campaign is over, if funding is successful, Kickbooster will invoice the campaign admin. Once payment is received, affiliate commissions will be paid out by Kickbooster on the 1st and 15th of each month, or the following business day. You will be paid your commissions at such time as your account balance is $20 USD or more.
Kickbooster is not responsible for paying affiliate commissions prior to receiving the funding from the campaign admin and is not responsible for any non-paid commissions.
If a campaign admins crowdfunding campaign is unsuccessful in reaching its goal, no affiliate commission will be paid out to you as affiliate users.
In the event of a VOID by a Campaign Admin, Kickbooster.me may recover from you the corresponding Commission previously credited to your account. The VOID commission will be immediately deducted from your account balance. In the event that your account balance is less than the VOID commission, the VOID commission will be deducted against your future earnings.
7.3. Payment Processor
Kickbooster uses PayPal to process payments to Affiliate Users. PayPal’s terms and conditions for processing funds can be found here and are incorporated by reference into, and form part of, these Terms. It is your responsibility to ensure you can accept PayPal transactions before creating your user account.
8. Processing Funds, Payouts & Fees
8.1. For Campaign Admins
- To activate your Kickbooster account, you must connect a valid credit card for monthly subscription processing.
- Service begins as soon as your initial payment is processed.
- Monthly subscriptions are charged automatically upon activation and continual monthly charges from that point forward.
- We are not responsible for any error or omission in the name, mailing address, or Destination Account information you provide, or for any errors, bugs, or other problems of the Payment Processor.
- Payments are non-refundable. There will be no refunds or credits for partial months of service, or refunds for months unused with an open account. If you choose to cancel your subscription, the last credit card payment will not be refunded or adjusted.
- You acknowledge and agree that any credit card and related billing and payment information that you provide to Kickbooster may be shared by Kickbooster with companies who work on Kickbooster’s behalf, such as payment processors and/or credit agencies, solely for the purposes of checking credit, effecting payment to Kickbooster and servicing your account.
- Kickbooster may change its fees and payment policies for the Service by notifying you at least (30) days before beginning of the billing cycle in which such change will take effect. Changes will be posted to www.kickbooster.me or the main campaign administration area. Such changes may impact existing Campaigns on a going forward basis.
- Any transaction submitted by you will represent or be backed by bona fide transaction for permitted products or services, or a charitable donation.
- All fees are exclusive of all federal, provincial, state or other governmental sales, goods and services, harmonized or other taxes, fees or charges now in force or enacted in the future.
8.2. For Affiliate Users
- Kickbooster is free of charge for Affiliate Users. In fact, you make money by using Kickbooster.
- We are not responsible for any error or omission in the name, mailing address, or Destination Account information you provide, or for any errors, bugs, or other problems of the Payment Processor.
A “Void” is executed by the Campaign Admin as a means to reverse the commission given to a particular affiliate on qualifying sales. Voids may be the result of (i) canceled sales; (ii) product returns; (iii) duplicate or repeat errors; (iv) non-bona fide Transactions; (v) non-receipt of payment from Customer; (vi) Refund of payment to Customer; (vii) Failure by an Affiliate to comply with the Terms of Agreement set forth by Kickbooster.me and the Campaign Admin. Within 21 days upon our invoice, Campaign Admin will decide and indicate to Kickbooster.me how long they require sales to remain in a pending status prior to being credited to an Affiliate.
This number will be referred to as the “Pending Sales Period” and is defined as 0 days unless specified in an “Addendum” to this agreement. Once the pending sales period is over, the commission will be paid to the Affiliate and the Campaign Admin will no longer be able to reverse the sale.
You are solely responsible for any and all applicable taxes associated with transactions on Kickbooster sites.
9. Cancellation and Termination
- You will not receive any refunds if you cancel your account.
- If you cancel the Service before the end of your currently paid up month, your cancellation will take effect immediately and you will not be charged again.
- If your monthly subscription fee fails to process and is not successfully remitted within 5 days, your account may be deactivated without further notice, regardless of the dollar amount. Any Kickbooster pages you have opened will no longer be accessible. You agree to pay any outstanding balance in full within 21 days of your campaign's end date.
- If you choose to disable a Kickbooster Page, any affiliate links generated during your campaign will remain active and eligible for the commission reward you setup for each affiliate. Tracking will continue until your campaign is over and if your campaign is successful, you will be invoiced for any commissions generated by the existing affiliates as well as the 3% Kickbooster fee. You cannot cancel your subscription until any outstanding affiliate fees have been paid. You also cannot cancel your subscription fee if you have any affiliate links have been generated. This is for the security of your affiliates who have spent time to promote your campaign. Promotion may involve creating videos, writing a detailed review of the product, or using their valuable advertising space for your campaign.
- You agree that Kickbooster, in its sole discretion and for any or no reason, may terminate or suspend your account. You agree that any termination of your access to the service may be without prior notice, and you agree that Kickbooster will not be liable to you or any third party for such termination.
9.1. Abandoned Accounts
An abandoned account is defined as any account that has not been logged in to for a period of 6 months, nor have any transactions been posted to that account. If there is a Payout balance sitting on the account due to issues out of our ability to resolve, such as a lack of PayPal account information, PayPal terms, or payment error, we will clear the balance owing for all abandoned Affiliate accounts.
10. Things we aren’t responsible for
Kickbooster isn’t liable for any damages or losses related to your use of the Services. We don’t become involved in disputes between users, or between users and any third party relating to the use of the Services. We don’t oversee the performance or punctuality of projects, and we don’t endorse any content users submit to the Site. When you use the Services, you release Kickbooster from claims, damages, and demands of every kind — known or unknown, suspected or unsuspected, disclosed or undisclosed — arising out of or in any way related to such disputes and the Services. All content you access through the Services is at your own risk. You’re solely responsible for any resulting damage or loss to any party.
11. External Resources
Kickbooster uses services through Stripe and PayPal for payment processing. When you work with Kickbooster, you’re also agreeing to the payment processor’s terms of service.
Kickbooster also connects to the Google Analytics account setup on your Kickstarter page. By using Kickbooster, you agree that Kickbooster can connect to your account to pull all necessary tracking information. Without that, our service won’t work.
13. Cardholder Data Security
14. Intellectual Property
14.1. Your Intellectual Property
Kickbooster doesn’t own the content you post on Kickbooster, but when you post it, you’re giving us permission to use or copy it however we need in order to run the site. You’re responsible for the content you post, and you’re vouching for us that it’s okay to use. When you create an account with Kickbooster, you agree to these terms:
- We can use the content you’ve submitted. You grant to us, and others acting on our behalf, the worldwide, non-exclusive, perpetual, irrevocable, royalty-free, sublicensable, transferable right to use, exercise, commercialize, and exploit the copyright, publicity, trademark, and database rights with respect to your Content.
- When we use the content, we can make changes, like editing or translating it.
- You won’t submit stuff you don’t hold the copyright for (unless you have permission). Your content won’t contain third-party copyrighted material, or material that is subject to other third-party proprietary rights, unless you have permission from the rightful owner of the material, or you are otherwise legally entitled to post the material (and to grant Kickbooster all the license rights outlined here).
- Any royalties or licensing on your content are your responsibility.
- You promise that if we use your content, we’re not violating anyone’s rights or copyrights.
- We’re not responsible for mistakes in your content. Kickbooster will not be liable for any errors or omissions in any content.
14.2. Kickbooster's Intellectual Property
Kickbooster’s Services are legally protected in various ways. You agree to respect all copyright and other legal notices, information, and restrictions contained in any content accessed through the Site. You also agree not to change, translate, or otherwise create derivative works of the Service.
Kickbooster grants you authorization to reproduce content from the Services. This authorization covers both Kickbooster’s own protected content and user-generated content on the Site. If you want to use, reproduce, modify, distribute, or store any of this content for a commercial purpose, you need prior written permission from Kickbooster or the relevant copyright holder. A “commercial purpose” means you intend to use, sell, license, rent, or otherwise exploit content for commercial use, in any way.
14.3. Open Source Components
Any third party component embedded, included or provided by Kickbooster for use with the Services may only be used in conjunction with the Services, and this use is subject to these Terms. However, to the extent Services include components governed by open source licenses with provisions inconsistent with these Terms, those components are instead governed solely by the applicable open source licenses. To the extent the Services include components covered by open source licenses requiring the provision of corresponding source code for those components, Kickbooster hereby offers the provision of that source code consistent with those licenses.
14.4. Third Party Tools
Kickbooster may make available “Third Party Tools”, which may not monitor or control. You accept these Third Party Tools “as is” without any warranties, representations, or conditions of any kind and without any endorsement, and you agree that Kickbooster has no liability arising from or relating to your use of the “Third Party Tools”. You accept all risk associated with using a Third Party Tool, even if you receive direct support or assistance from Kickbooster in selecting, implementing, or operating the “Third Party Tool”.
14.5. Member Content
When including and using Member Content on the Services, you must have the legal right to do so, and you must avoid infringing upon the intellectual property rights of others in connection with the Services. "Member Content" means the content you use to create and manage your Kickbooster site. The same conditions apply to comments, questions, and other content you might post to our blog.
You represent and warrant:
- Your Member Content, when used as contemplated hereunder, will not contain material subject to third party copyrights, trademark rights, or rights of privacy or publicity, or material that is subject to any other third-party proprietary rights, unless you have permission from the rightful owner of the materials or you are otherwise legally entitled to post the material and to grant Kickbooster all of the license rights granted in these Terms.
- You will pay all royalties and other amounts owed to any person or entity based on you contributing your Member Content and how it would be used by our Services and contemplated by these Terms.
14.6. Licenses to Member Content
By contributing any Member Content on the Services, you expressly grant, and you represent and warrant that you have a right to grant, to Kickbooster and to all its affiliates, a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, sub-licensable (through multiple tiers), transferable right to (and to allow others acting on its behalf to) use, reproduce, modify, publish, list information regarding, edit, translate, distribute, publicly perform, publicly display, and make derivative works of all such Member Content including, without limitation, your name, voice, and or likeness contained in your Member Content, in whole or in part, and in any form, media or technology, whether now known or hereafter developed.
You do not have and do not obtain rights of any kind in or to any subdomain name on the Service by any means. At our sole discretion, we retain the right to withdraw the availability of a subdomain name to you at anytime, whether or not you are using it.
We always appreciate your feedback or other suggestions about our Services, but you should understand that we may use them without any obligation to compensate you for them. You can email your feedback to [email protected].
15. Our Rights
- We reserve the right to refuse service to anyone for any reason at any time.
- We reserve the right to modify or terminate the Service for any reason, without notice, at any time.
- We reserve the right to reject, cancel, interrupt, remove, or suspend a Campaign at any time and for any reason, without liability for any damages as a result of any of those actions. Kickbooster may or may not comment on the reasons for such actions.
- We reserve the right to terminate a specific Campaign at any time.
- We are not obligated to provide technical support.
- We may change or remove any description or keyword that we consider inappropriate or unlawful, or otherwise likely to cause Kickbooster liability.
- We reserve the right to make changes to these terms at any time.
You agree to defend, indemnify, and hold harmless Kickbooster and its affiliates, and each of its and their respective officers, directors, agents, partners, and employees, harmless from any and all damage (whether direct, indirect, incidental, consequential, or otherwise), loss, liability, cost, and expense (including, without limitation, reasonable attorney and accounting fees) resulting from any threatened claim, claim, demand, suit, proceeding (whether before an arbitrator, court, mediator, or otherwise or leading up to such forum), or investigation made by any third party, including Kickbooster/Affiliates, due to or arising out of: Member Content; your use of the Services; your Campaign(s); your violation of the rights of another; or your breach of any of these Terms. Kickbooster will provide notice to you of any such claim, provided that the failure or delay by the right to assume the exclusive defense and control of any matter that is subject to indemnification under this Section, and in such case, you agree to cooperate with all reasonable requests in assisting Kickbooster's defense of such matter.
In short, if any of your actions on Kickbooster results in a lawsuit against us, you agree to help defend us.
17. Limitation of Liability
Kickbooster will not be liable, whether in tort, contract, or otherwise, with respect to the services, or any user action or inaction on the services, or any other subject matter of these terms, for any indirect, incidental, special, consequential punitive, or exemplary damages, including but not limited to damages for loss or profits, goodwill, use, data, or other intangible losses (even if Kickbooster has been advised of the possibility of such damages). Our aggregate liability arising out of these terms of Kickbooster will not exceed the amount of fees earned by us in direct connection with your use of the service during the three-month period immediately preceding the event giving rise to the claim for liability. The foregoing limitations shall not apply to the extent prohibited by applicable law. Some states do not allow limitations on liability, so the above limitation may not apply to you.
18. Warranty Disclaimer
We try to keep the services up, bug-free, and safe, but we can’t guarantee everything will always work perfectly. The site and service is provided on an “as is” and “as available” basis and without warranty of any kind, express or implied. You use our Services solely at your own risk.
Kickbooster specifically disclaims any and all warranties and conditions of merchantability, non-infringement, and fitness for a particular purposes, and any warranties implied by any course of dealing, course of performance, or usage of trade, no advice or information (oral or written) obtained by you from Kickbooster shall create any warranty.
19. General Conditions
These Terms constitutes the entire agreement between you and Kickbooster and govern your use of the Services, superseding any prior or contemporaneous agreements, proposals, discussions, or communications between you and us on the subject matter hereof.
20. Dispute Resolution and Governing Law
We at Kickbooster encourage you to contact us if you’re having an issue, before resorting to the courts. In the unfortunate situation where legal action does arise, these Terms (and all other rules, policies, or guidelines incorporated by reference) will be governed by and construed in accordance with the laws of the Province of Manitoba and Canada, without giving effect to any principles of conflicts of law, and without application of the Uniform Computer Information Transaction Act or the United Nations Convention of Controls for International Sale of Goods. You agree that Kickbooster and its Services are deemed a passive website that does not give rise to jurisdiction over Kickbooster or its parents, subsidiaries, affiliates, assigns, employees, agents, directors, officers, or shareholders, either specific or general, in any jurisdiction other than the Province of Manitoba. You agree that any action at law or in equity arising out of or relating to these Terms, or your use or non-use of Kickbooster, shall be filed only in Manitoba or federal courts located in the city of Winnipeg, in the province of Manitoba, Canada, and you hereby consent and submit to the personal jurisdiction of these courts for the purposes of litigating any such action. You hereby irrevocably waive any right you may have to trial by jury in any dispute, action, or proceeding.
21. The Rest
These Terms and the other material referenced in them are the entire agreement between you and Kickbooster with respect to the Services. They supersede all other communications and proposals (whether oral, written, or electronic) between you and Kickbooster with respect to the Services and govern our future relationship. If any provision of these Terms is found to be invalid under the law, that provision will be limited or eliminated to the minimum extent necessary so that the Terms otherwise will remain in full force and effect and enforceable. The failure of either you or Kickbooster to exercise any right provided for in these Terms in any way won’t be deemed a waiver of any other rights.
These Terms are personal to you. You can’t assign them, transfer them, or sublicense them unless you get Kickbooster’s prior written consent. Kickbooster has the right to assign, transfer, or delegate any of its rights and obligations under these Terms without your consent. Kickbooster will provide you notice via email, written notice, or by conspicuously posting the notice on our Site.