Welcome to Handy Banjo. The following terms and conditions form a binding agreement between our users (“you” or “your”) and us. Please review the following terms carefully. By using the Platform, you are agreeing to these terms, and these terms will govern your use of the Platform. If you do not agree to these terms, you must cease use of the Platform. The terms “Handy Banjo” or “us” or “we” or “our” refer to Handy Banjo, Inc. (also known as Handy Banjo Construction and Handy Banjo Shop), the owner and operator of the Platform. The term “you” refers to the person accessing or using the Platform, or the company or organization on behalf of which that person accesses the Platform.

To make these Terms of Service more readable, certain terms are Capitalized and defined below.

Introduction

Handy Banjo is Centralized labor ecosystem that connects individuals looking for quality On-Demand In-Person Service Experts to a wide range of safe and reliable local service providers. In addition, our platform makes communication, scheduling, tracking, and payment easy. Please read these Terms of Service carefully because they govern your access to and use of the Platform, including any content, information, products or services therein. This is a legal agreement between you and Handy Banjo and applies to you whether or not you are a Member.

By using or even just visiting the Platform, you acknowledge your acceptance of both the Terms of Service as well as the terms and conditions of our Privacy Policy. If you do not agree to all of these terms or conditions, you may not use the Platform.

The Platform may contain links to other websites. Please be aware that we are not responsible for the practices, privacy policies or the content of such third-party websites. We encourage our users to read the terms of service and privacy statements of each and every website they visit. The ability to access information of third-parties from the Platform, or links to other websites or locations, is for your convenience and does not signify our endorsement of such third-parties, their products, their services, other websites, locations or their content. You expressly relieve us from any and all liability arising from your use of any third party website that occurs as a result of your use of the Platform.

You are permitted to use the Platform only if you: ( 1 ) Represent that you are able to form a binding contract in your jurisdiction; ( 2 ) Comply with our Terms of Service; ( 3 ) Agree that you will not copy or distribute any part of the Platform in any medium without Handy Banjo’s prior written authorization, except as permitted through the Platform’s functionality and under these Terms of Service; ( 4 ) Agree that you will provide accurate and complete information when creating an account; ( 5 ) Acknowledge that you are solely responsible for the activity that occurs while signed in to or while using the Platform; ( 6 ) Agree that you will not collect any personally identifiable information, including full names, physical addresses or e-mail addresses, from the Platform; ( 7 ) Acknowledge your sole responsibility for your Content; ( 8 ) Represent that you own or have the necessary licenses, rights, permissions, and consent to use and authorize Handy Banjo to use all patent, trademark, trade secret, copyright or other proprietary rights in and to your Content to enable inclusion and use of the submissions across the Platform; ( 9 ) Grant each user of the Platform, whether using the Platform or an application developed via a third-party developer, a non-exclusive license to access your Content through the Platform and to use, reproduce, distribute, prepare derivative works of, display and perform such submissions as permitted through the Platform’s functionality and under these Terms of Service; ( 10 ) Agree that you will not submit material that is copyrighted or subject to third party proprietary rights, including privacy, publicity, trade secret, etc., unless you are the owner of such rights or have the appropriate permission from their rightful owner to specifically submit such materials to the Platform; and ( 11 ) Agree that we have the right to determine whether any of your submissions are appropriate and complies with these Terms of Service, remove any or all of your Content, or terminate your account with or without prior notice.

Your Account and Profile

You will need to register by creating an account with us in order to publish your Content on the Platform. If you choose to create an account or profile with us, you agree that you will provide only accurate, complete registration information, and that you will keep that information up-to-date if it changes. Access to the Platform is not authorized by any other person or entity even if you share your registration information or other credentials with such a person, and you are responsible for preventing such unauthorized use.

After you register, we’ll issue a User ID to you. Individuals and entities who use the Platform and have previously been terminated by Handy Banjo may not register for an account and may not be designated by you to use your account on your behalf.

You acknowledge and understand that Handy Banjo relies on User IDs to know whether users using the Platform are authorized to do so. If someone accesses our Platform using a User ID that we’ve issued to you, we will rely on that User ID and will assume that it is really you or your representative who is accessing the Platform. You are solely responsible for any and all access to the Platform or use of the Service by persons using your User ID. Please notify us immediately if you become aware that your User ID is being used without authorization.

Rules Regarding Information and other Content

You agree not to revise Content posted by others, and you agree not to post or use your Content in any manner that violates our Marketplace Rules, including, but not limited to your Content which:

• infringes the copyright, trademark, trade secret, or other intellectual property or proprietary right of others, 
• violates the privacy, publicity, or other rights of third parties, 
• is unlawful, defamatory, discriminatory, libelous, pornographic, obscene, abusive, threatening, harassing, pornographic, hateful; 
• is related to sex work or sex trafficking, regardless of whether such conduct is legal in any particular jurisdiction; 
• encourages conduct that would be considered a criminal offense, would give rise to civil liability, would violate any law, or is otherwise inappropriate, as determined by Handy Banjo in its sole discretion; 
• is false or inaccurate; or 
• could damage us or our parent company, sister companies, affiliates, advertisers, or other parties.

Though we strive to enforce these rules with all our users, you may be exposed through the Platform to Content that violates our policies or is otherwise offensive. You use the Platform at your own risk. We may, but are not obligated to, terminate user accounts or remove Content from the Platform if we determine or suspect that those accounts or Content violate the terms of these Terms of Service or the applicable agreement with the offending user(s). We take no responsibility for, and you expressly waive any contractual claim arising out of, your exposure to Content on the Platform whether it violates our content policies or not.

If you provide feedback to us, we may use and disclose such feedback for any purpose, in accordance with these Terms of Service and our Privacy Policy. You agree that any such comments and any email we receive becomes our property. We may use feedback for marketing purposes or to add to or modify our services without paying any royalties or other compensation to you.

General Rules of User Conduct

It is our goal to make the use of our Platform a good experience for all of our users, so you agree to follow our Marketplace Rules. Specifically, you agree that you will only communicate with and pay other Members using the Platform for any Services you provide or purchase. You also agree not to do any of the following:

• Conduct or promote any illegal activities while using the Platform; 
• Upload, distribute or print anything that may be harmful to minors, including any sexually explicit or subjective material; 
• Jeopardize or attempt to jeopardize the correct functioning of the Platform; 
• Attempt to gain access to secured portions of the Platform to which you do not possess access rights; Intentionally access or attempt to access the Platform from any jurisdiction other than the United States of America; 
• Upload or transmit any form of virus, worm, Trojan horse, or other malicious code; 
• Use the Platform to generate unsolicited email advertisements or spam; 
• Use any automatic or manual process to search or harvest information from the Platform, or to interfere in any way with the proper functioning of the Platform; or 
• Impersonate another user.

In addition, you waive any right you may have to reverse engineer or otherwise attempt to derive the source code of the software (including any tools, methods, processes, and infrastructure) that enables or underlies the Platform, except insofar as such rights are not waivable under United States law.

We reserve the right, but have no obligation, to monitor, or take any action we deem appropriate regarding disputes that you may have with other Consumers or Service Providers.

Payment

We strive to make the logistics of your transactions on the Platform as streamlined and efficient as possible, including the payment process. When you engage in any Transaction on the Platform, you: 

• Agree to provide valid credit card, debit card, or bank account information through our Payment Management Vendors (your “Payment Information”) before each Transaction, or sufficiently soon thereafter to meet your payment obligations arising out of each Transaction; 
• Represent and warrant that the credit limit or account balance (as applicable) for your Payment Information is and will remain sufficient in order to consummate each Transaction; 
• Authorize us to run a credit check, contact your card provider or bank, or perform other due diligence that we determine to be reasonably necessary in order to verify a sufficient credit limit or balance for your Payment Information; 
• Authorize us to charge the credit, debit, or bank account associated with your Payment Information when the Transaction has been completed, unless otherwise agreed in writing by you and the applicable Service Provider; and 
• Authorize us to charge the credit, debit, or bank account associated with your Payment Information for any future transactions that you purchase through the Platform, unless you remove the Payment Information from your profile.

If all or part of your payment cannot be processed using the Payment Information you provide for a given Transaction, we will submit an invoice to you. In that case, you:

• Agree to pay the amount indicated on the invoice within thirty (30) days from the date of the invoice;
• Authorize us to contact you by email, telephone, text message, or mail regarding your outstanding balance;
• Agree that we may sell your outstanding debt to a third party or hire a collection agency to collect it;
• Agree to pay interest on any overdue payments at the highest rate allowed by applicable law or as agreed by you and us in writing, whichever is lower; and
• Agree to indemnify us for the costs of any third party collections agencies or attorney’s fees we incur in order to collect your outstanding balance.

Security

Handy Banjo will use reasonable efforts to maintain the security and integrity of information you provide to us. However, you acknowledge and agree that Handy Banjo cannot fully eliminate security risks and cannot guarantee that unauthorized access to your information will never occur. You agree that you will keep your password for your Handy Banjo account confidential and secure, that you will never share it with another person, and that you will not use a password on Handy Banjo that you have used on another website.

Privacy

We believe that personal privacy issues are important, so we developed a Privacy Policy to explain how we collect, use and disclose information and Content. The Privacy Policy forms part of our agreement with you and is incorporated in these Terms of Service by reference. For full details, please refer to our Privacy Policy.

Third Parties

We may also allow access to, or advertise, certain third parties from which you may purchase certain goods or services. You acknowledge that we do not operate or control the products or services offered by those third parties. They are responsible for all aspects of order processing, fulfillment, billing and customer service related to the products and services they offer. We are not a party to any transactions entered into between you and those third parties. Those third parties are also responsible for ensuring that advertisements and other materials submitted for inclusion on the Platform are accurate and comply with applicable laws.

Changes to These Terms of Service

We may change the terms of these Terms of Service from time to time on a going- forward basis. Any modifications will become effective immediately upon being posted to the Website. If there are any substantial changes to Members’ rights under these Terms of Service as the result of a revision, we will notify all Members for whom we have an email address of the revision by email. It is your sole responsibility to check the Website from time to time to view any such changes in our Terms of Service. If you do not agree to all of the changes, if and when such changes may be made to our Terms of Service, you must cease use of the Platform. Your use of the Platform after any modifications to our Terms of Service indicates that you agree to the modified Terms of Service.

Termination

We may change or discontinue all or any portion of the Platform at any time without prior notice. We reserve the right to terminate these Terms of Service at our election and for any reason, without prior notice. These Terms of Service will automatically terminate in the event that you violate any of the terms and conditions set forth below. In the event of any termination, you agree that you will immediately cease access to the Platform.

Disclaimers of Warranty

You agree that your use of the Platform shall be at your sole risk. TO THE FULLEST EXTENT PERMITTED BY LAW, HANDY BANJO AND THE HANDY BANJO AFFILIATES DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE WEBSITE AND YOUR USE THEREOF. ACCESS TO THIS SITEIS PROVIDED ON AN “AS IS” BASIS. NEITHER HANDY BANJO NOR ANY OF THE HANDY BANJO AFFILIATES MAKES ANY WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE PLATFORM’S CONTENT OR THE CONTENT OF ANY SITES LINKED TO THE WEBSITE AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY ( i ) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR WEBSITE, ( ii ) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS OR ANY AND ALL PERSONAL INFORMATION OR FINANCIAL INFORMATION STORED THEREIN, ( iii ) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR WEBSITE, ( iv ) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH OUR WEBSITE BY ANY THIRD PARTY, OR ( v ) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE PLATFORM. HANDY BANJO DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE PLATFORM OR ANY HYPERLINKED WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING. HANDY BANJO WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE. WE WILL NOT BE LIABLE FOR ANY DAMAGES ARISING FROM THE TRANSACTIONS BETWEEN YOU AND THIRD PARTY PARTNERS OR FOR ANY INFORMATION APPEARING ON PARTNER SITES OR ANY OTHER SITE LINKED TO OUR SITE. IN NO EVENT WILL HANDY BANJO OR ANY HANDY BANJO AFFILIATE BE LIABLE TO YOU OR ANY THIRD PARTY IN CONNECTION WITH ANY ACT OR OMISSION OF SUCH A THIRD PARTY. THE FOREGOING DISCLAIMERS SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION

Limitations of Liability

YOU ACKNOWLEDGE AND AGREE THAT WE ARE ONLY WILLING TO PROVIDE ACCESS TO THE SITE AND TO PROVIDE THE SERVICES IF YOU AGREE TO CERTAIN LIMITATIONS OF OUR LIABILITY TO YOU AND TO THIRD PARTIES. IN NO EVENT SHALL HANDY BANJO OR ANY HANDY BANJO AFFILIATE BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY ( i ) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, ( ii ) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE PLATFORM, ( iii ) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS OR ANY AND ALL PERSONAL INFORMATION OR FINANCIAL INFORMATION STORED THEREIN, ( iv ) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR WEBSITE, ( v ) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH THE PLATFORM BY ANY THIRD PARTY, OR ( vi ) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE PLATFORM, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT HANDY BANJO OR THE APPLICABLE HANDY BANJO AFFILIATE IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. YOU SPECIFICALLY ACKNOWLEDGE THAT NEITHER HANDY BANJO NOR ANY HANDY BANJO AFFILIATE SHALL BE LIABLE FOR USER SUBMISSIONS OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.

TO THE EXTENT THE LAW PERMITS, YOU RELEASE HANDY BANJO AND ALL HANDY BANJO AFFILIATES FROM ANY CLAIMS OR LIABILITY RELATED TO ANY CONTENT POSTED ON THE PLATFORM AND FROM CLAIMS RELATED TO THE CONDUCT OF ANY OTHER CUSTOMERS OF OURS. YOU HEREBY WAIVE DELAWARE CIVIL CODE SECTION 1542 (AND ANY SIMILAR PROVISION IN ANY OTHER JURISDICTION) WHICH STATE THAT: “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.

YOU AGREE THAT YOUR SOLE REMEDY FOR ANY CLAIMS ARISING IN CONNECTION WITH THIS AGREEMENT IS TO DISCONTINUE USING THE SITE AND SERVICES. IN THE EVENT THAT A COURT DETERMINES THAT THE PRECEDING SENTENCE IS UNENFORCEABLE, THE AGGREGATE LIABILITY OF HANDY BANJO OR ANY HANDY BANJO AFFILIATE TO YOU FOR ALL CLAIMS ARISING IN CONNECTION WITH THIS AGREEMENT WILL NOT EXCEED THE GREATER OF (A) ALL AMOUNTS PAID BY YOU UNDER THIS AGREEMENT WITHIN THE LAST TWELVE (12) MONTHS, AND (B) ONE HUNDRED DOLLARS (U.S. $100.00).

THESE LIMITATIONS OF LIABILITY APPLY REGARDLESS OF THE NATURE OF ANY CLAIM, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL OR EQUITABLE THEORY, AND WHETHER OR NOT HANDY BANJO OR THE APPLICABLE HANDY BANJO AFFILIATE IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Your Indemnification of Handy Banjo

You agree to defend, indemnify and hold harmless Handy Banjo and all Handy Banjo Affiliates from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) your use of and access to the Platform; (ii) your violation of any term of these Terms of Service; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that your Content caused damage to a third party. This defense and indemnification obligation will survive these Terms of Service and your use of the Platform.

Location

The Platform is controlled and offered by Handy Banjo from its facilities in the United States of America, and we make no representations that the Platform is appropriate or available for use in other locations. You are not authorized to access the Platform from any jurisdiction other than the United States of America. IF YOU CHOOSE TO DO SO, YOU ARE IN VIOLATION OF THIS AGREEMENT AND RELEASE US FROM ANY CLAIM YOU MIGHT OTHERWISE HAVE AGAINST US ARISING OUT OF LAWS IN YOUR JURISDICTION.

Intellectual Property Issues

You acknowledge and agree that we and our licensors retain ownership of all intellectual property rights of any kind related to the Platform, including applicable copyrights, trademarks and other proprietary rights. “Handy Banjo” is our trademark. Other product and company names that are mentioned on the Platform may be trademarks of their respective owners. We do not grant any license to you relating any of those intellectual property rights by virtue of these Terms of Service. We reserve all rights that are not expressly granted to you in these Terms of Service.

The content on Handy Banjo, excluding all intellectual property of other sites obtained by way of API and linking, are owned by Handy Banjo. This includes, without limitation, the text, software, scripts, graphics, photos, sounds, interactive features and the trademarks, service marks and logos contained therein (“Marks”). These are owned or licensed to Handy Banjo, subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. Content not owned by Handy Banjo is provided to you AS IS for your information and personal use only and may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of the respective owners, except as permitted through Handy Banjo’s functionality and under these Terms of Service. We reserve all rights not expressly granted in and to Handy Banjo and the content.

As between you and us, you retain any intellectual property rights in any copyrighted materials and trademarks that are contained in Your Content. You grant us an irrevocable, perpetual, non-exclusive, royalty-free, fully paid, worldwide license, with rights to sublicense through multiple levels of sublicensees, to reproduce, make derivative works of, translate, distribute, publicly perform and publicly display in any form or medium, whether now known or later developed, make, use, sell, import, offer for sale, otherwise commercially exploit and exercise any and all such rights, under any and all of your intellectual property rights related to your Content in any manner we choose. If you have any rights to your Content that cannot be licensed to us (such as moral rights in some countries), you unconditionally and irrevocably waive the enforcement of such rights, and all claims and causes of action of any kind against us or related to our customers and partners anywhere in the world, with respect to such rights in your Content. With respect to other users, you Grant each Handy Banjo user, whether using Handy Banjo or an application developed via a third-party developer, a non-exclusive license to access your Content through Handy Banjo and to use, reproduce, distribute, prepare derivative works of, display and perform such submissions as permitted through Handy Banjo’s functionality and under these Terms of Service.

We respect the intellectual property of others, and we ask you to do the same.

Copyright Issues

If you are a copyright owner or an owner’s agent, and you find content that infringes upon your copyrights on our Platform, you may submit a notification according to the Digital Millennium Copyright Act (“DMCA”). To do so, please provide our Copyright Agent with the following information (see 17 U.S.C 512(c)(3) for further detail) in writing: (1) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (2) Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site; (3) Identification of the material that is claimed 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 reasonably sufficient to permit the service provider to locate the material; (4) Information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and, if available, an electronic mail; (5) 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 (6) A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Handy Banjo’s designated Copyright Agent to receive notifications of claimed infringement can be reached by sending an email to support@handybanjo.com or a letter to:

Handy Banjo, Inc.

Attn: A Registered Agent, Inc.

8 The Green

STE A

Dover, DE 19901

You acknowledge that if you fail to comply with all of the requirements of this Section, your DMCA notice may not be valid or may create civil liability for you under the DMCA.

Electronic Communications

You and we agree to use electronic means to communicate with one another, whether you visit the Platform or send us emails, or whether Handy Banjo posts notices on the Service or communicates with you via email. For contractual purposes, you (a) consent to receive communications from Handy Banjo in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Handy Banjo provides to you electronically satisfy any legal requirement that such communications would satisfy if it were in writing. The foregoing does not affect any non-waivable rights.

General Terms

To the extent that you perform any work of any kind on behalf of us, you and we are independent contractors, and nothing in these Terms of Service creates a partnership, employment relationship or agency. There are no third-party beneficiaries of these Terms of Service. You may not assign these Terms of Service, in whole or in part, to any third party without our prior, written consent, and any attempt by you to do so will be invalid. Should any part of these Terms of Service be held invalid or unenforceable, that portion will be construed consistently with applicable law and the remaining portions will remain in full force and effect. Our failure to enforce any provision of these Terms of Service will not be considered a waiver of the right to enforce such provision. Our rights under these Terms of Service will survive any termination of these Terms of Service.

These Terms of Service is governed by the laws of the State of Missouri, regardless of its conflicts of law rules. You and we consent to the exclusive jurisdiction of the state or federal courts located in Kansas City, Missouri, and waive any defense of lack of personal jurisdiction or improper venue or forum non convenience to a claim brought in such court. Any claim or dispute between you and Handy Banjo that arises in whole or in part from the Platform shall be decided exclusively by a court of competent jurisdiction located in Missouri.

These Terms of Service, together with the Privacy Policy, Marketplace Directions, and any other legal notices published by Handy Banjo on the Website, shall constitute the entire agreement between you and Handy Banjo concerning the Platform.

YOU AND WE AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE PLATFORM MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.

You represent that you are legally able to accept these Terms of Service. you affirm that you are either more than 18 years of age, or an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms of Service, and to abide by and comply with these Terms of Service. And as stated in the first point of Section 3, you affirm that you are able to form a binding contract in the United States of America. If you aren’t, you must leave Handy Banjo.

Referral Credit Program

Handy Banjo may offer members the ability to earn credits or discounts (“Referral Credits”) toward future purchases on Handy Banjo when they invite friends to become members of Handy Banjo and those friends make a qualifying purchase within six (6) months of the date the unique Referral Credit code was created. You understand that Referral Credits are not transferable, may not be auctioned, bartered or sold, may not be pooled with other members, and expire six (6) months after issuance. You will only receive Referral Credit for the first qualifying purchase made by a friend who makes his or her first purchase on Handy Banjo using a valid Referral Credit code that is linked to your account. If your friend does not follow the directions in the invite email or other invite mechanism to accept the invitation, you may not receive Referral Credit, and Handy Banjo will have no liability to you for your friend’s failure to follow directions.

You agree that having multiple Handy Banjo accounts is a violation of these Terms and Conditions and that sending invites to alternate email addresses or accounts or otherwise attempting to circumvent Handy Banjo’s referral credit program system may, without limiting any other Handy Banjo rights or remedies, result in forfeiture of your membership and all Referral Credits in your account. Handy Banjo reserves the right to void referrals and Referral Credits earned if we suspect that the referrals or Referral Credits were earned in a fraudulent manner, in a manner that violates these Terms and Conditions or in a manner otherwise not intended by Handy Banjo. You must not conduct your own promotion in connection with our referral credit program. You may not engage in any promotional, marketing, or other advertising activities on behalf of Handy Banjo, including by using any trademarks of Handy Banjo.

Referral Credits will appear in your account within approximately 24 hours after one of your qualifying invitees makes his or her qualifying purchase and that purchase is closed.

The referral credit program is void where prohibited by law. Handy Banjo reserves the right to modify or terminate the referral credit program at any time, although Referral Credits accrued shall be valid for six (6) months from the date of posting. Should there be any tax liability for the accumulation or use of Referral Credits, such taxes are the sole responsibility of the participant. You understand that your account may not accurately reflect the Referral Credits you have actually earned. Handy Banjo will have no liability for any errors displayed in your account.

Promotions

Handy Banjo sometimes offers Promotions that allow users to receive free or discounted services. Eligibility, duration, discount or reimbursement amount, and other terms for each Promotion are specified in its Promotion Terms, but those Promotion Terms shall yield to the terms of these Terms and Conditions in case of any conflict between them. We reserve the right to revoke any Promotion, at any time and for any reason at our sole discretion without notice. It is a violation of these Terms and Conditions to sell or otherwise share the code(s) associated with any Promotion except as expressly authorized in the Promotion Terms.

Definitions

1. “Content” means all content available on the Platform, including but not limited to any of your Content.
2. “Guarantee” means our money back guarantee, which is administered according to our Guarantee Policy.
3. “Guarantee Policy” means the rules we use to administer our Guarantee, which are located at handybanjo.com/handybanjoguaranteepolicy.
4. “Joint Marketing Partner” means any third party with whom we have a joint marketing agreement.
5. “Marketplace Directions” means our guidelines for use of the Platform, which are located at Handy Banjo.com/marketplace-directions.
6. “Member” means a registered user of the Platform.
7. “Messaging” includes written communication within and telephone calls initiated using the Platform.
8. “Payment Management Vendor” means Payment Processor Technologies.
9. “Platform” means the Website, our iOS application, and our Android application.
10. “Privacy Policy” means our disclosure of our privacy practices, which is located at handybanjo.com/privacy-policy.
11. “Promotion” means an offer from Handy Banjo to discount or reimburse a user for the cost of certain Services.
12. “Promotion Terms” means any terms and conditions set forth in a Promotion pertaining to that Promotion.
13. “Service Provider Affiliates” means individuals affiliated with a Service Provider, including without limitation any current or former owners, current or former employees or officers, family members, or current or former partners, investors, managers or directors.
14. “Services” means services provided to a Consumer by a Service Provider.
15. “SP Content” means any offers, responses, writings, and other content that a Service Provider generates when it uses the Platform.
16. “SP Tools” means certain tools that we offer exclusively to Service Providers including, without limitation, the ability to review Consumer Content pertaining to your Company, the ability to submit responses to Consumer Content, the ability to update and maintain profile information on your Company, the ability to utilize the dispute resolution process offered through the Website and facilitated by Handy Banjo, and any of the other services that we may offer to Service Providers from time to time.
17. “Technical Issues” means limitations, delays and other problems inherent to the use of the internet and electronic communications.
18. “Term” means the period of time beginning on the Effective Date and ending upon the termination of these Terms of Service.
19. “Terms of Service” means our terms and conditions for Consumers and Service Providers’ use of the Platform, which are located at handybanjo.com/termsandconditions.
20. “Transaction” means each time that a Service Provider collects payment from a Consumer for its Services.
21. “User ID” means a unique account number issued to each Member.
22. “Website” means Handy Banjo.com.
23. “Your Content” means content submissions, including discussion posts, profile information and links, pictures, reviews, and other such content that you submit via the Platform.
24. “Handy Banjo Affiliates” means any of our affiliates or subsidiaries, or any of their or our respective owners, managers, officers, employees, agents or representatives.