Terms of Service
ACCEPTANCE OF TERMS AND CONDITIONS
Through this website (www.cubiq.me) and its mobile applications and microsites, including any white-labeled Cubiq-developed applications, Cubiq, Inc., doing business as Cubiq (“Cubiq”, “we” or “us”), provides access to software and services (collectively, the “Service”) that allow Customers (defined below) to use Cubiq as a method of payment (the “Method”) at businesses (each a “Merchant”), utilize incentive-based Customer Acquisition Campaigns (“Campaigns”) to join Cubiq. The Service may also include other information and interactivity, such as information and advertising from Merchants, and the ability to post comments and participate in discussions. In these Terms of Service, “Customer”, “user” or “you” means any person using the Service, whether by browsing the Cubiq website or mobile apps or participating in any other activities available through the Service.
These Terms of Service (the “Terms of Service” or “Agreement”) sets forth the terms and conditions that apply to the use of this website and/or mobile application on which Cubiq provides the Service to Customers, as well as all white-labeled Cubiq-developed applications. READ THIS AGREEMENT CAREFULLY. BY USING THIS WEBSITE OR APPLICATION (OTHER THAN TO READ THIS AGREEMENT FOR THE FIRST TIME), BY INDICATING ACCEPTANCE OF THIS AGREEMENT, BY USING THE METHOD, OR OTHERWISE USING THE SERVICES, OR BY DOWNLOADING THE CUBIQ APPLICATION, YOU ARE ENTERING INTO THIS AGREEMENT WITH CUBIQ AND AGREE TO COMPLY WITH ALL OF THE TERMS OF SERVICE HEREOF. THIS IS A LEGALLY BINDING AGREEMENT. If you do not agree to these terms and conditions, you may not use the Service or this website, use the Method, or download or use the Cubiq application. Void where prohibited.
In order to use the Method, or engage in a Loyalty Program, you must create an account and register with us (“Account”). If you register as a Customer or otherwise use the Service, you represent and warrant to Cubiq that: (i) you are of legal age to form a binding contract; (ii) you will provide Cubiq with accurate, current and complete registration information; (iii) your registration and your use of the Service is not prohibited by law; and (iv) all such registrations use an actual email address owned and operated by you. Cubiq reserves the right to suspend or terminate your registration, or your access to the Service, in the event that you breach any term of this Agreement. You are responsible for your own registration and all use of the Service under it. You shall not share your password nor use the Service through using the registration of any third party. Your registration, and this Agreement, is personal to you, and is not transferable by you to any third party without the prior written consent of Cubiq.
You further represent that you will create and/or use only one Account, and are thereby entitled to the benefits of only one Cubiq membership when using the Method or any Progam(s). Any creation of additional Account(s) shall be considered a violation of this Agreement. Any violations may result in fees and penalties as deemed appropriate by Cubiq to rectify such resulting fraudulent use, as well as immediate termination of your Cubiq account(s). In addition to any monies required to remedy fraudulent use, you agree to a $100 penalty for each investigation by Cubiq that results in a confirmation of such violation of this Agreement. By registering for Cubiq, you hereby agree to all fees and penalties that may be applied to your Account in the event Cubiq deems your use of the Method as a violation of this Agreement, or in any way against the intended purpose or interest of the Method or any Program(s). In the event such violations cannot be rectified by fees and penalties (as determined by Cubiq), or in the event you attempt to register additional Account(s) once your Account has been terminated or suspended, Cubiq shall be entitled to collect treble damages associated with each violation. You agree to said liquidated damages and shall not contest such figure in any arbitration proceeding (as addressed in Section 1). You understand and agree that Cubiq may so choose to employ a collection agency or other business in an effort to collect any outstanding debts or fees associated with your account, and you will not contest the use of a third party to collect the fees owed to Cubiq.
You agree that you will be responsible for any legal, court, arbitration or collection agency fees associated with rectifying your account and all monies owed thereunder. You agree that Cubiq, or any agency or business employed by Cubiq, has the right to contact you and your heirs via telephone, email or in-person using the information you provided upon registration or during any contact with Cubiq, in an effort to collect any monies and fees owed under your account, whether specifically referenced in this Section or not, and such contact may be made in a manual or automated fashion.
Use of this platform is limited to users who are at least 18 years old, although if you are 13 or more, but not yet 18, you may use this platform if your parent or legal guardian agrees to this Agreement on your behalf. Use of the Service is not directed to users under the age of 13. If you are under the age of 13, you are not permitted to use this platform, register as a Customer or send personal information to Cubiq.
3. Electronic Disclosures.
Whenever you purchase goods or services on Cubiq, you will receive receipts emailed to you detailing the transaction. If you wish to receive a paper copy of a transaction, you must notify the Merchant at the time of purchase. If the Merchant is unable to provide you with a paper receipt, or If you delete an emailed receipt and need a copy, please notify Cubiq at:
Cubiq Support Team: email@example.com
29 Otis Street Cambridge, MA 02141.
We will provide a replacement copy of your receipt within 10 business days.
4. Proprietary Materials and Ownership.
The Service and the Cubiq website and online application are the property of Cubiq. Without limitation of the foregoing, all the text, images, sound, music, marks, logos, compilations (meaning the collection, arrangement and assembly of information) and other content on this website or mobile application other than User Content as defined below (collectively, the “Site Content”), and all software embodied in the Cubiq website or mobile application or otherwise used by Cubiq to deliver the Service (“Software”), is proprietary to us or to third parties (which shall be presented upon request) and are protected by copyright and other intellectual property laws. Except as otherwise expressly permitted by this Agreement, any use, exploitation, copying, making derivative works, transmitting, posting, linking, deep linking, redistribution, sale, decompilation, modification, reverse engineering, translation or disassembly of the Software or Site Content is prohibited. You may be subject to criminal or civil penalties for violation of this paragraph.
The marks “Cubiq,” and the Cubiq logo are registered or unregistered trademarks of Cubiq, and they may not be used in connection with any service or products other than those provided by Cubiq, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits Cubiq. The Service also features the trademarks, service marks, and logos of Merchants and other third parties, and each owner retains all rights in such marks. Any use of such marks, or any others displayed on the Service, will inure solely to the benefit of their respective owners.
5. License to Use the Service.
Subject to your payment of any applicable fees, Cubiq authorizes you to access, view and use the Site Content and Software (collectively, the “Cubiq Property”) solely to the extent necessary for you to use the Service. You may not remove any copyright, trademark or other proprietary notices that have been placed on the Cubiq Property. Except as expressly permitted by this Agreement, any modification, reproduction, redistribution, republication, uploading, posting, transmitting, distributing or otherwise exploiting in any way the Cubiq Property, or any portion of the Cubiq Property, is strictly prohibited without the prior written permission of Cubiq.
You agree, and represent and warrant, that your use of the Service and the Cubiq Property, or any portion thereof, will be consistent with the foregoing license, covenants and restrictions and will neither infringe nor violate the rights of any other party or breach any contract or legal duty to any other parties. In addition, you agree that you will comply with all applicable laws, regulations and ordinances relating to the Service, the Cubiq Property or your use of them, and that in using the Service you will not engage in any conduct that restricts or inhibits any other person from using or enjoying the Service.
You are responsible for obtaining and maintaining the computer, smartphone and other equipment you use to access the Service, and for paying for such equipment and any telecommunications charges. We are not liable for any loss or damage you suffer arising from damage to equipment used in connection with use of the Service.
6. Terms of the Service.
- Through the Service, Cubiq can be used as a method of payment for goods or services offered by Merchants. You must have registered with us in order to engage the Method and/or a Program. When you engage in the Method, use a Program, you are bound by this Agreement and any other program-specific Terms.
- The Program is specific to the Merchant that issued it, and any corresponding Incentives (defined hereinafter) may not be used for goods and services from any other Merchant. The issuing Merchant is solely responsible for all aspects of the Program, including the quality of the goods and services, honoring the Program’s rewards and/or incentives (“Incentives”), any liabilities, injuries, losses or damages you may suffer in connection with the use of the Program, and any unclaimed property liability arising from unredeemed Incentives, or any portion thereof. You acknowledge that Cubiq is not responsible for redeeming Incentives, or for any matter relating to the Program or the Service in general.
- The Service is subject to the following conditions:
- Any fraudulent use of the Method or Incentive in violation of this Agreement or the Service-Specific Terms renders the payment void. The Method and Incentive are void to the extent prohibited by law.
- Unless expressly allowed by the Merchant, Incentives cannot be combined with any other offers, certificates or promotions.
- Incentives may only be applied to goods or services sold by the Merchant, and may not be applied to delivery, processing or handling fees.
Other than as provided below, the Incentive is only available only until the expiration date specified within the Service, or within the Incentive itself (the “Incentive Expiration Date”), or until Merchant cancels the Program, Incentive or Campaign. However, some laws may require that Incentives and/or Campaigns have certain validity periods or require that Incentives not expire. If those laws apply, Cubiq will honor your legal entitlement to, as applicable, a credit for goods or services from the Merchant beyond the Incentive Expiration Date. If such laws apply, you should contact the Cubiq and request a credit or refund by emailing us at firstname.lastname@example.org
. If you’ve earned a credit to a Merchant who cancels the Program/use of Cubiq, you may contact Cubiq. Depending on Cubiq’s agreement with the merchant and discretion, you may be entitled to receive a global credit on your account.
- The Incentives and Campaign are valid only to the extent redemption is permitted by law. In addition, you acknowledge that Cubiq and Merchants may offer some Incentives only to customers in certain age brackets, and you will not use any Incentive if you are not a member of the appropriate age bracket. The Merchant is responsible for compliance with applicable laws with respect to the Method and issuance and redemption of the Incentive.
- You are responsible for all payments owed while using the Method. You may select one credit card as a preferred method of payment on your account, which shall be charged in most purchases. However, In the event your preferred method of payment is rejected at a point of sale at time of purchase, for any reason, we will automatically charge a backup method of payment with or without first notifying you or obtaining your consent. By linking a credit card to your account, you permit Cubiq to charge that card regardless of whether you’ve designated it your preferred method of payment.
- Cubiq reserves the right to group your transactions into payment bundles at anytime, with or without prior notification to you. By using the Service, you agree to such bundled payment structure, and agree that you remain responsible for all such payments as if they were charged to your method of payment individually. If you have questions regarding any payment bundles, please contact our Support team at email@example.com.
7. Third Party Websites.
The Cubiq website or application may contain links to third-party websites. The linked sites are not under our control, and we are not responsible for the contents of any linked site. We provide these links as a convenience only, and a link does not imply endorsement of, sponsorship of, or affiliation with the linked site by Cubiq. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any of these third parties.
8. Ideas Submitted to Cubiq.
Cubiq is pleased to hear from you and welcomes your comments about the Service. If you submit ideas or suggestions for the Service (“Service Comments”), the Service Comments will be deemed, and will remain, the sole property of Cubiq. None of the Service Comments will be subject to any obligation of confidence on the part of Cubiq, and Cubiq will not be liable for any use or disclosure of any Service Comments. Without limiting the foregoing, Cubiq will be entitled to unrestricted use and other exploitation of the Service Comments for any purpose whatsoever, commercial or otherwise, by any means, by any media, without compensation to the provider, author, creator or inventor of the Service Comments.
9. Fraudulent or Unauthorized Use.
After each use of the Method, Company will send you an email to confirm the transaction. If said transaction looks incorrect, or is in any way fraudulent, you shall click on a link included in the email, thereby flagging the transaction, or you may contact Cubiq (24/7) at:
Cubiq Support Team, firstname.lastname@example.org, 29 Otis Street Cambridge, Ma 02141
If we confirm that the flagged transaction was fraudulent, we will reimburse you for your loss as provided herein, in accordance with state and federal law, and on the above referenced document. If, following such investigation, we determine, in our sole discretion, that there has been fraudulent use, we will reimburse you the total value lost in direct connection with your use of the Services (only). (NOTE: in the event the state in which you transacted has a lower limitation of liability amount for consumer credit card use, those limitations shall govern any fraudulent use report rather than the following limitations). If you notify Cubiq of fraudulent use within two business days of learning of the alleged fraudulent activity, your liability shall not exceed $50, or the amount of the fraudulent activity (whichever is less). If you fail to notify Cubic of alleged fraudulent use within two business days, your liability shall be limited to (a) $500, OR (b) the sum of either $50 or the amount of the fraudulent use during the initial two days (whichever is less), AND the sum of all alleged fraudulent activity after the initial two days if it’s evident that the additional activity would not have occurred had you notified Cubiq within two business days (whichever is less).
Your right to reimbursement shall be your sole and exclusive right and remedy for any Damages (as defined hereinafter) incurred by you arising out of, in connection with, or relating to any fraudulent use or suspected fraudulent use, and any payment of any fraud reimbursement amount will be conditioned on your signing an agreement in a form acceptable to us releasing us from any further claims with respect thereto. You agree not to knowingly flag false fraudulent claims, or knowingly report any false claims of fraudulent use. In the event that you flag or report claims of fraudulent use that are inaccurate, deceptive or in any way fabricated, Company reserves the right to cancel your User account immediately, and seek Damages.
Creation of more than one Account is considered fraudulent use, and shall result in fees and penalties as described in Section 1 above.
10. Warranty Exclusions and Limitations of Liability.
Cubiq does not warrant that the Service or Cubiq Property will operate error-free or without downtime. Cubiq may pause or interrupt the Service at any time, and users should expect periodic downtime for updates to the Service. Because we do not control the security of the Internet, or other networks you use to access the microsite, Cubiq is not responsible for the security of information that you choose to communicate with Cubiq and the microsite while it is being transmitted. Additionally, Cubiq is not responsible for any data lost during transmission. In the event Cubiq fails to make or stop a transmission or transaction in accordance with these Terms (as applicable), its liability shall be limited to an amount equal to the damages proximately caused by that error (only), unless: a) your account had insufficient funds; b) the funds are subject to legal process or other encumbrance restricting a transfer; or c) such transfer would exceed an established credit limit. Except for any other remedy described herein, your sole and exclusive remedy, and Cubiq’s sole and exclusive liability, for any breach of this Agreement or for any other cause of action shall be (at Cubiq’s option) to remedy the failure or to give a credit to the Customer the amount owed as an Incentive under a Program and/or the amount owed under an unused Campaign to join Cubiq.
CUBIQ EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING: (i) ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NONINFRINGEMENT, AND ANY AND ALL WARRANTIES ARISING FROM COURSE OF DEALING AND USAGE OF TRADE; (ii) THAT THE SERVICES, INCENTIVES AND CUBIQ PROPERTY WILL MEET YOUR REQUIREMENTS, WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, TIMELY, SECURE OR OPERATE WITHOUT ERROR, (iii) AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE OPERATION, USE OR OTHER EXPLOITATION OF THE SERVICES OR CUBIQ PROPERTY, AND (iv) AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED FROM THE SERVICES OR THE CUBIQ PROPERTY. No advice or information, whether oral or written, obtained by you from Cubiq or through the Service will create any warranty not expressly stated herein.
UNDER NO CIRCUMSTANCES WILL YOU BE ENTITLED TO RECOVER FROM CUBIQ OR ANY MERCHANT ANY INCIDENTAL, CONSEQUENTIAL, INDIRECT, PUNITIVE OR SPECIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS OR LOSS OF USE), WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE ARISING FROM OR RELATING TO THE SERVICES, THE METHOD, CUBIQ PROPERTY, ANY INCENTIVES OR CAMPAIGNS OR ANY GOODS AND SERVICES PURCHASED, EVEN IF CUBIQ OR SUCH MERCHANT HAS BEEN INFORMED OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES.
CUBIQ”S MAXIMUM LIABILITY TO YOU FOR ANY DAMAGES OR LIABILITY ARISING IN CONNECTION WITH THE METHOD OR THE PROGRAM, WHETHER ARISING IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, SHALL BE A CREDIT OF THE AMOUNT OWED FOR THE INCENTIVE OR CAMPAIGN. IN ANY EVENT, THE MAXIMUM AGGREGATE LIABILITY OF CUBIQ FOR ANY AND ALL DAMAGES ARISING FROM THE SERVICES, THE METHOD, PROGRAM, OR THE CUBIQ PROPERTY, SHALL BE A CREDIT OF THE AMOUNT OWED FOR ANY INCENTIVE OR CAMPAIGNS IN THE THREE (3) MONTHS BEFORE THE CLAIM AROSE, WHETHER THE CLAIM AROSE IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE.
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF WARRANTIES OR OF LIABILITY FOR CERTAIN TYPES OF DAMAGES, SO SOME OF THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU.
11. Warranty Exclusions and Limitations of Liability.
Customer acknowledges that Cubiq provides the Service for the Merchant with whom the Method, Campaign and the Program(s) are to be used, and that the Merchant, and not Cubiq, is responsible for the Method, and the redemption of the Incentives and the quality of the goods and services supplied. Customer hereby releases Cubiq from any and all claims and liability related to any goods or services of any Merchant, any act or omission of any Merchant, and any act or omission of any other user of the Service.
Customer acknowledges that it is aware of the following provisions of section 1542 of the California Civil Code:
“A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”
Customer expressly and voluntarily waives each and all claims, rights, or benefits it has or may have, whether such claims are currently known, unknown, foreseen or unforeseen, under section 1542 of the California Civil Code, or any other similar law of any other jurisdiction, to the full extent that it may lawfully waive such claims, rights and benefits in connection with this release.
Customer shall defend, indemnify and hold harmless Cubiq against any and all claims, actions, proceedings, suits, liabilities, losses, damages, costs, expenses and attorneys’ fees arising in connection with Customer’s use of the Service, or Customer’s breach of any provision of this Agreement, including, without limitation, any claim by any user of any goods and services redeemed with any Incentive or Campaign, or any claim by any third party who suffers any injury in connection with the use of any Incentive and/or Campaign or the use or consumption of any goods or services obtained from any Merchant (“Damages”). Cubiq reserves the right to assume the sole control of the defense and settlement of any claim, action, suit or proceeding for which you are obliged to provide indemnification hereunder. Customer will cooperate with Cubiq with respect to such defense and settlement.
12. Digital Millennium Copyright Act.
Company complies with the provisions of the Digital Millennium Copyright Act applicable to Internet service providers (17 U.S.C. §512, as amended). If you have any complaints or objections to material posted on the Services, you may contact our Designated Agent at the following address:
29 Otis Street #503 Cambridge, MA 02141
Any notice alleging that materials hosted by or distributed through the Services infringe intellectual property rights must include the following information:
an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other right being infringed;
a description of the copyrighted work or other intellectual property that you claim has been infringed;
a description of the material that you claim is infringing and where it is located on the Services;
your address, telephone number, and email address;
a statement by you that you have a good faith belief that the use of the materials on the Services of which you are complaining is not authorized by the copyright owner, its agent, or the law; and
a statement by you that the above information in your notice is accurate and that, under penalty of perjury, you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.
If material that you have posted to the Services has been removed or disabled, you may file a counter notice pursuant to 17 U.S.C. §512 (g). To be effective, the counter notice must be a written communication sent to the designated agent address listed above that includes the following:
a physical or electronic signature of the subscriber;
identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;
a statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and
your name, address, and telephone number, and a statement that you consent to the jurisdiction of Federal District Court for the judicial district in which the address is located or, if your address is outside of the United States, for any judicial district in which Company may be found, and that you will accept service of process from the person who provided notification under subsection 17 U.S.C. §512 (c)(1)(C) or an agent of such person.
(which is incorporated herein). We urge you to read this policy now and, because the policy is updated from time to time, later at your convenience.
This Agreement represents the entire agreement of the parties as to its subject matter, and supersedes all prior written and oral representations and discussions between the parties. If a matter arises that cannot be resolved between you and Cubiq with reasonable effort, you agree that all such disagreements or disputes that in any way involves the Program or this Agreement shall be resolved exclusively by final and binding administration by the American Arbitration Association (“AAA”), and will be conducted before a single arbiter pursuant to the applicable Rules and Procedures established by the AAA. You agree that the arbitration shall be held in Massachusetts, or at any other location that is mutually agreed upon by You and Cubiq. You agree that the arbiter will apply the laws of the Commonwealth of Massachusetts consistent with the Federal Arbitration Act, and will honor and agree to all applicable statutes of limitation. You agree that, unless prohibited by law, there shall be no authority for any claims to be arbitrated on a class or representative basis, and arbitration will only decide a dispute between You and Cubiq. If any part of this Arbitration clause is later deemed invalid as a matter of law, then the remaining portions of this section shall remain in effect, with the exception of the class language referenced herein, in such case this entire section shall be deemed invalid.
15. Suspension; Modifications and Termination.
Cubiq reserves the right to suspend your password and/or access to the Service at any time if it believes you are in breach of this Agreement. Cubiq reserves the right to terminate or modify this Agreement, terminate the Service or modify any features or aspects of the Service, or modify its policies at any time, with or without notice to you. Any such termination will not affect any Incentives you have earned prior to termination. If you earn an Incentive or use the Service, you shall be bound by the version of the Agreement in effect at the time of your purchase. If we make changes that materially affect your use of the Program or Services, we will post a notice of the change on the Cubiq website. You are under an obligation to review the current version of this Agreement and other published Cubiq policies before using the Service. Sections 2, 3, 5, 7-12, 14 and 15, any accrued rights and remedies hereunder, and any other provisions that by their nature require survival in order to be effective, shall survive the termination or expiration of this Agreement.
16. Force Majeure.
In no event shall Cubiq be liable for any failure to comply with this Agreement to the extent that such failure arises from factors outside Cubiq’s reasonable control.
17. Third Party Beneficiaries.
The provisions of this Agreement are entered into for the benefit of Cubiq, its third party licensors, and the Merchants and each of them shall have the right to enforce such provisions of this Agreement directly against you to protect their interests. Except as stated in the preceding sentence, there shall be no third party beneficiaries to this Agreement.
18. Competitions and Offers.
As part of marketing the Service, Merchant may run promotional competitions that reward Users with Cubiq Credits and other Merchant-affiliated merchandise and prizing (“Competition(s)”). Competitions will be announced at specified Merchant locations, and employees and owners of those given Merchants are ineligible to participate in the Competition.
To participate, Users must either 1) complete at least one transaction, or 2) complete an official entry form as provided by Cubiq, following all directions thereon. Upon each Competition launch, Cubiq will track the number of transactions in sequential by date and time. Competitions shall award the User who completes a predetermined number transaction (as advertised in the Merchant location) following launch. For these purposes, each form that is mailed in to Cubiq shall be considered one transaction, and will be considered as part of the Competition using the listed date and time provided by each User. In the event a Competition does not yield a winner within 14 calendar days, the last transactor on day 14 shall be deemed the winner.
To opt out of any Competition, email email@example.com
indicating your desire not to participate in any specific Competition. To be eligible to participate, Users must agree to and abide by all Cubiq Terms. Cubiq reserves the right to adjust the rules of any Competition, and to disqualify any User in the event it determines, in its sole discretion, that such User’s participation in the Competition is in violation of the Cubiq Terms, including any fraudulent activity.
In the event Cubiq or any of its Merchants wish to offer promotional advertising, Cubiq reserves the right to limit the amount of redemptions. Unless otherwise listed in the individual advertisement, the total amount of potential redemptions shall be 10,000. However, Cubiq, or any applicable Merchant, may extend the promotional advertising redemption amount, in its sole discretion, with or without notification to you.
19. Miscellaneous Provisions.
No delay or omission by Cubiq in exercising any of its rights occurring upon any noncompliance or default by you with respect to any of the terms and conditions of this Agreement will impair any such right or be construed to be a waiver thereof, and a waiver by Cubiq of any of the covenants, conditions or agreements to be performed by you will not be construed to be a waiver of any succeeding breach thereof or of any other covenant, condition or agreement hereof contained. As used in this Agreement, “including” means “including but not limited to” and the term “partner” is used solely to denote another entity with whom Cubiq has a sponsorship or similar contractual arrangement. In no event shall any Merchant be construed as a legal partner of Cubiq or participating in a legal partnership with Cubiq, or vice versa. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid or unenforceable, then this Agreement will remain in full force and effect and will be reformed to be valid and enforceable while reflecting the intent of the parties to the greatest extent permitted by law. Except as otherwise expressly provided herein, this Agreement sets forth the entire agreement between you and Cubiq regarding its subject matter, and supersedes all prior promises, agreements or representations, whether written or oral, regarding such subject matter. You shall not assign or transfer this Agreement or any right or obligation hereunder to any third party. This Agreement may be executed electronically, and your electronic assent or use of the Service shall constitute execution of this Agreement. You agree that the electronic text of this Agreement constitutes a writing and your assent to the terms and conditions hereof constitutes a “signing” for all purposes. If any provision of this Agreement is held invalid by a court of competent jurisdiction, such invalidity shall not affect the enforceability of any other provisions contained in this Agreement, and the remaining portions of this Agreement shall continue in full force and effect. You agree to act in a way that complies with the letter and spirit of this Agreement and the terms of any Loyalty Program, and you understand that failure to do so can result in your immediate deletion of your Cubiq account.
20. Choice of Law.
Any disputes arising out of or related to this Agreement and/or the Program shall be governed by the laws of the Commonwealth of Massachusetts, without regard to its choice of law rules and without regard to conflicts of laws principles except that the Arbitration provision in Section 11 shall be governed by the Federal Arbitration Act.
Effective Date of these Terms of Service: June 1, 2013