DEWBER TERMS OF USE

INTRODUCTION

These Terms of Use (this "Agreement"), which is a legal agreement between you ("You" or "you") and Dewber Ltd  ("Dewber"), shall govern Your use of and access to the Application (as defined below) and the Website (as defined below). 

Please read carefully the following Terms of Service 

By checking any acceptance boxes, clicking any acceptance buttons, submitting any text or content or simply by making any use of the Application and/or Website, You (a) accept this Agreement and agree to be bound by each of its terms, and (b) represent and warrant to Dewber that (i) You are at least 16 years of age and have the authority to enter into this Agreement (either on your own behalf or by having a parent or legal guardian agree to the terms set forth herein on your behalf), (ii) this Agreement is binding and enforceable against You, (iii) to the extent an individual is accepting this Agreement on behalf of an entity, such individual has the right and authority to agree to all of the terms set forth herein on behalf of such entity, and (iv) You have read and understand Dewber's Privacy Policy, the terms of which are posted at the Website and incorporated herein by reference (the "Privacy Policy"), and agree to abide by the Privacy Policy. Dewber may amend this Agreement from time to time, each of which amendments shall be deemed to be effective 2 days after posting the updated Agreement at the Website or within the Application. You should check the Website, the Application and this Agreement regularly to ensure You remain current on the terms and agreements set forth herein. 

If you do not agree with the Terms or you find yourself excluded by any condition or requirement provided herein, we ask you not to register and not to use the website and to deem any information, links or content contained on, provided by or sent by the website and/or the Operator immaterial and unrelated.

By registering and using the Platform, you automatically give your consent to the Terms, Privacy Policy and Cookies Policy, individually and in full, all being an integral part of the Terms.

The Terms prevail above any subordinated documents, if not exclusively defined otherwise.

Your acceptance of the Terms constitutes an agreement (hereinafter: “Agreement”) to abide by each of the terms and conditions set out in the Terms, as provided below, and has the legal effect of a legal contract between you and the Operator.

You shall be bound by the Terms from the time you register and throughout your use of the website and/or each time you login into the website.

Registration and Login


  1. Eligibility to Register
  2. Only natural persons may register to use the website.
  3. You confirm that you are an individual of 16 years or above, but of the statutory age for entering into contracts as is required by the applicable laws, nationality, country of residence or tax residency, whichever is the greatest, provided that you assume legal control over yourself, your actions and your decisions, are fully responsible for all the activities you do and that you act with the capacity to abide by the laws (hereinafter: “Capacity to Act”).
    1. Limitation to register lies with the Restriction to Use as defined in the Schedule and may be enforced by the website owner to prevent the abuse of the limitations to the extent reasonably possible.
    2. If you do not have the Capacity to Act or fall within the Restrictions to Use at the time of registration or at any time thereafter, you are not allowed to continue with registration or, if being registered, access the account or use the website, regardless of the reasons. If you fail to comply, the website owner is free to announce a Discontinuing Action against you.


  1. Registration. Only one email address may be associated with one account on the website at a time.
  2. For registering and opening an account, you must provide your email address and acknowledge that you have read, understood and accepted the Terms, which you will abide by throughout the time of using the website.
  3. A validation email request will be sent to the provided email address. Once confirmed, the account becomes activated and you become a User.
  4. Once you have filled in the information, confirmed that you have read, understood and accepted the Terms, and confirmed the validation email, you shall be deemed to have concluded the Agreement. From this point onwards, you must, at all times, use the services of the Platform in accordance with the Terms. Any breach or violation may result in an announcement of a Discontinuing Action against you.
  5. Accounts

Every User receives a main account upon registration.

The Accounts and Services provided may only be used by you. If you fail to comply, waive credentials or provide access to any third parties, irrespective of their nature or reasons to access, the website owner is free to announce a Discontinuing Action against you.

  1. Login

You must use credentials for login.

You may be required to use a password of certain strength and to change it periodically.

By logging in or accessing the Platform, you confirm that you have the Capacity to Act, are abiding by the Restriction to Use and are consenting to the Terms.

1. Purpose.

The purpose of this Agreement is to set forth the terms and conditions under which, among other things, (i) Dewber will license to You use of certain of Dewber's technology, software and/or services such that You can utilize the Application through your mobile device, and (ii) You can access and/or use the Website (collectively, the "Purpose"). As stipulated elsewhere in this Agreement, Dewber does not exert any control over any businesss, retailers, commercial ventures or other third parties, and as such is not liable or responsible for any actions taken or omitted to be taken by any such third party.

To access and use the Dewber Program, you have to create an account with us (“Account”). Upon creating an account, we may ask you for information, such as your name, email address, telephone number, etc. (or social media including Facebook credentials) so we can customize your experience with the Dewber Program, and allow you to earn & redeem “Dew Points (earn points for amount of money spend) or Dew Rewards (loyalty rewards set & decided by the business)” collectively termed as “Dew”. You agree that the information you provide us will be true, accurate, current and complete. We also request that you create a password for your Account. You agree not to disclose your password to anyone else, and you also agree you will be solely responsible for any activities or actions taken under your Account, whether or not authorized by you. Please notify us immediately of any unauthorized use of your password or Account. We are not liable for any loss or damage from your failure to comply with these requirements.  

The Dewber Program contains text, software, scripts, graphics, information, data, pictures, sounds, music, videos, interactive features, user generated information, editorial and other content accessible by Users (“Content”). The trademarks, service marks and logos contained in the Application, Website, and Dewber Program are owned by or licensed to Dewber. All Content is owned, licensed to and/or copyrighted by Dewber and may be used only in accordance with this Agreement. In addition, the Dewber Program includes descriptions and potential availability of products for purchase from third parties; Dewber cannot control these third parties, and therefore quantity, selection, and price may vary by store location and online. All Content, whether protected by copyright, contract rights, or both, is provided to you AS IS for your information and use only as permitted through the functionality of the Dewber Program. We attempt to ensure all Content is complete and accurate, but despite our efforts, the Content may occasionally be inaccurate or incomplete and we make no representation that the Content is complete, accurate, reliable or error-free.

Earning Dew Points and Dew Rewards  

“Dew’ are similar to loyalty reward and points. You may earn Dew in a variety of ways as specified by Dewber, such as: walking into physical stores, scanning certain QR code - while physically in a store or business (or as requested by Dewber), scanning purchase receipts, making purchases, and other ways as indicated within the Dewber Program. Dewber reserves the right to change, add or remove any rewards types, and the methods by which members can earn and redeem Dew or other awards, for any reason and without notice to you, in its sole discretion and at any time. All Dew, under all programs are rewarded on a “first come, first served” basis. Also, there are often limits on many times you can be eligible for Dew in various time periods (a day, a week, a month, etc.) for each action, and for each program. Eligibility requirements for all programs may change without prior warning. Be sure to check the Application, or relevant pages within the Dewber Program for the most up-to-date information. 

You agree to use the Application and Dewber Program only for the actions required, and in compliance with the Dewber Rules. Dewber will not be liable for a failure to award Dew under any circumstance, for any reason, including due to errors in your mobile device or mobile network, failing to complete the actions, failure to follow the stated directions, due to the inaccuracy or illegibility of the receipt submitted. Dewber cannot guarantee participating business or Dew will always be available at the published locations (e.g. a business vendor may pull program or rewards etc), or that eligibility dates will not change without prior warning, and thus Dewber disclaims all responsibility for any failure to award Dew.

Redeeming Dew Points and Dew Rewards

You may redeem Dew listed in the section of the Dewber Application while such rewards last and/or during the time periods specified. You can select any business willing to redeem dew and for which you have accumulated sufficient Dew that are ready for redemption. To redeem, click the selected item and follow instructions provided, to claim the reward. Dew and other awards have no cash value, are not your property, cannot be sold, transferred, or assigned, and may only be redeemed for other rewards offered within the Dewber Program. Dew and other awards may be revoked at any time by Dewber for any reason and without prior notice. All redemptions of Dew are at discretion of participating business as per terms & condition set by them. Dewber application doesn't not get involved in design , setting or fulfilment of redeem program. Participating business decision is final and binding on the user.

Dew may be used as soon as they are reflected in your Account balance or may be accrued over time for later use prior to expiration, forfeiture, or termination of the Dewber Program. Some Dew Rewards may require additional time before they can be fulfilled. Refunds, exchanges and other issues regarding the redeemed item are governed by the Dew Reward participating business’s terms and conditions applicable to the item, including any warranty, and are not the responsibility of Dewber. Restrictions may apply to certain Dew rewards and the terms specific to the Dew rewards are disclosed through the Dewber Application. Businesss participating in Dewber are subject to change at any time.  

To redeem Dew you agree to comply with all applicable laws and to abide by the Dewber Rules. Dewber expressly reserves the right to retroactively reverse any rewards or benefits granted to you for any prohibited conduct or violation of the Terms; you agree to provide your full cooperation and prompt reverse any benefit received under such circumstances.

If you believe that Dew awards were not properly accrued to your Account, please notify Dewber by contacting us via mobile or website within 30 days of when you think the error occurred. Allow 30 days for any issue to be researched and corrected as needed. Dewber’s determination will be final, and made in its sole discretion. Unfortunately, we cannot guarantee Dew you believe should have been accrued can be credited to you later, if Dewber cannot determine the precise location you were in, or the action you took on the Dewber Application or at a store, at the time when you believe the Dew should have been credited. Among other reasons, technical problems with a walk-in or scanning system or verification of transaction information may result in your action not being detected or verified accurately by the Dewber Application or Program. While we try to prevent that from happening, neither we nor our affiliates or business partners can be held liable for your inability to accrue Dew in such event.


2. License.

Subject to your compliance with these Terms, Dewber hereby grants you a limited non-exclusive, non-transferable, non-sublicensable, revocable, limited license to download, install access and use Dewber's rewards / loyalty software platform commonly referred to as "Dewber" (the "Application") as made available through its website located at www.Dewber.com (the "Website") and/or via mobile application during the Term (as defined below) solely for the Purposeone (1) copy of the Application to your supported device, and access and use the Dewber Program, solely for your own personal and non-commercial use. You may not: (i) copy, modify or distribute the Application for any purpose; (ii) transfer, sublicense, lease, lend, rent or otherwise distribute the Application, Website, or Services to anyone else; (iii) reverse-engineer, decompile or create derivative works of the Application, Website, or the Services; (iv) make the functionality of the Dewber Program available to multiple Users through any means; (v) use multiple accounts, per individual User, per one device; (v) use the Dewber Program in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with the Terms; or (vi) use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Dewber Program, except as expressly permitted in the Terms. No other licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Dewber or its licensors.

Dewber may, from time to time, update or modify the Application, release new versions of the Application or create new modules related thereto, each of which may, at Dewber's discretion, be included within the license described above. You shall not be permitted to sublicense or transfer any of Your rights hereunder including, without limitation, access to the Application.

3. Certain Restrictions.

You shall not directly or indirectly copy or reproduce all or any part of the Application or the Website, whether electronically, mechanically or otherwise, in any form including, but not limited to, the copying of presentation, style or organization. You shall use the Application solely for its intended purposes and shall not use the Application for the benefit of any third party except as specifically contemplated under this Agreement. You shall not use the Application to post, transmit, convey, submit, distribute, store or destroy any content, photographs, descriptions, drawings, content, audio materials, text, messages or other information (collectively, "Posted Information"): (a) in violation of any applicable law, statute, ordinance or regulation; (b) in a manner that will infringe the intellectual property rights of others; (c) that is defamatory, obscene or trade libelous; (d) that contains any viruses, Trojan horses, worms, time bombs, cancel bots or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; (e) that is false, misleading or inaccurate in any way; or (f) in violation of the any acceptable use policy or other policy posted at the Website or within the Application from time to time. You shall not violate or attempt to violate the security of the Application. You shall not reverse engineer, decompile, disassemble or otherwise attempt to derive source code or other trade secrets from the Application, including, without limitation, any of the software comprising or in any way making up a part of the Application. In addition, You will not export, re-export or permit any third party to export or re-export, directly or indirectly, the Application where such export or re-export is prohibited by applicable law without appropriate licenses and clearances. You shall defend and indemnify Dewber, at Your sole cost and expense, from and against any claims, damages, liabilities and/or expenses arising out of Your breach of any of Your obligations or representations set forth in this Section 3.

You must grant that any persons who may access and access the website on your computer(s) or electronic device(s), or who are allowed or able to access the website on your computer(s) or electronic device(s) or using your internet connection, have knowledge of these Terms of Use and all other documentation referred to in them, and that such persons also agree to be bound by and to comply with these Terms of Use. If for any reason whatsoever, such persons don’t agree to these Terms of Use or don’t want to be bound by them, they must not access or use the website.


4. Certain Responsibilities.

You shall be solely responsible for: (i) all Posted Information you input into the Application; (ii) ensuring that all Posted Information is appropriate in tone and is accurate; (iii) complying with all applicable laws, rules and regulations at all times; and (iv) maintaining all passwords and access codes to the Application, and refraining from sharing or otherwise permitting third parties to use any such passwords and/or access codes to access the Application.

5. Dewber Rights.

Dewber shall be entitled, at its sole discretion, to suspend, restrict and/or terminate, without notice of any kind, Your access to the Application or Your Dewber account for any reason. Notwithstanding the foregoing, Dewber shall not be required to review or monitor any Posted Information entered into the Application or otherwise submitted by You, and You shall be solely responsible for the veracity and accuracy of all such data, content and information.

6. Fees.

The business shall pay the Subscription Fees to Dewber in accordance with the subscription.

Subject to the Subscription, the Subscription Fees are payable monthly in advance on the date of each month corresponding to the date of the month whence service commenced, and in accordance with any policies relating to payment referred to in the Subscription and/or Website.

If Dewber has not received payment within 30 days after the due date, and without prejudice to any other rights and remedies of Dewber, Dewber may, without liability to the business, disable the business’s password, account and access to all or part of the Services and Dewber shall be under no obligation to provide any or all of the Services while the invoice(s) concerned All amounts and fees stated or referred to in these Terms are (a) non-cancellable and non-refundable; and (b) are exclusive of value added tax or other applicable sales taxes, which shall be added to Dewber’s invoice(s) at the appropriate rate.

Dewber does not currently charge its end users to access and use the Application, however may, at any point in future and in its discretion, elect to begin charging fees for use of various portions of the Application and/or for different levels of subscription or account.


7. Term and Termination.

This Agreement shall continue in full force until the earlier to occur of (i) either party providing written or electronic notice of termination to the other party (at which point You shall no longer be entitled to access or use the Application), or (ii) Dewber electing to terminate Your access to the Application, with or without notice. For purposes of clarity, You are entitled to terminate your Dewber account at any time. Upon termination of this Agreement for any reason, You shall no longer be entitled to access or use the Application or any other non-public portions of the Website. In addition to the foregoing, in the event that Dewber determines, in its sole and absolute discretion, that You have breached this Agreement, threatened to breach this Agreement, committed any fraud or deception, breached any Dewber policy in effect from time to time or otherwise failed to perform to the standards required of Dewber, Dewber shall be entitled, at its discretion and in addition to any other remedies it may have hereunder and/or at law, to terminate, cancel or suspend Your access to the Application, in each of the foregoing cases at any time and for any period of time. Dewber shall not be responsible for the return of any Posted Information of any kind to You upon any termination of this Agreement or suspension of Your access to the Application, including without limitation any information input into the Application by You. Sections 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14 and 15 of this Agreement shall survive any termination of this Agreement.

On termination of business or user account, any Dew (points or rewards) within the account will be taken over by Dewber program and at it’s sole discretion will decide further course of action to be taken including donating to charity. 

8. Intellectual Property.

(a) General Ownership.

All trademarks, patents, copyrights and other intellectual property rights owned by either party on the date hereof shall continue to be owned solely by such party, and except as set forth herein, nothing in this Agreement shall be deemed to confer any rights to any such intellectual property on the other party. For purposes of clarity: (i) as between You and Dewber, You shall be deemed to be the sole owner of all Posted Information entered into the Application or otherwise posted by You; and (ii) Dewber is the sole owner of the name "Dewber" as well as the Website, the Application, and all source code, object code, software, content, copyrights, trademarks, patents and other intellectual property related thereto or included therein. All suggestions, recommendations, bug-fixes, error-fixes or other communications from You to Dewber regarding the Application or the Website shall, upon submission to Dewber, be owned solely and exclusively by Dewber. In addition, Dewber shall be entitled to post feedback at the Website and within the Application (and/or allows others to do so), both positive and negative, regarding any user. You acknowledge and agree that the applicable supplier(s) of any third party software included within the Application shall own all worldwide rights, title and interest in and to such third party software (and any intellectual property rights therein), subject to such suppliers' license, if any, of such third party software to Dewber.

(b) Use of Posted Information.

In exchange for Your use of the Website and/or the Application, You hereby grant to Dewber an unlimited, perpetual, irrevocable, fully-paid, transferable, assignable, sub-licensable, worldwide license to use, reproduce, modify, publish, edit, translate, distribute, commercially exploit, repurpose, perform and display any and all Posted Information You post to the Website, submit to Dewber or post through the Application, alone or as part of other works in any form, media or technology whether now known or hereafter developed, and to sublicense such rights through multiple tiers of sublicensees, in connection with Dewber performing the services described herein. Finally, You irrevocably waive, and cause to be waived, against Dewber and its users any claims and assertions of moral rights or attribution with respect to Your Posted Information. Dewber shall be entitled to display advertising and/or any other content at locations of its choosing within the Website and/or Application, including without limitation adjacent to Your Posted Information.

9. Confidentiality; Non-Solicitation

You agree to treat as confidential all confidential information of Dewber, not to use such confidential information for any purpose other than to the limited extent necessary to use the Application and not to disclose such confidential information to any third party except as may be reasonably required pursuant to this Agreement and subject to confidentiality obligations at least as protective as those set forth herein. Without limiting the generality of the foregoing, You shall use at least the same degree of care which You use to prevent the disclosure of Your own confidential information of like importance to prevent the disclosure of confidential information disclosed by Dewber, provided, however, that in no event shall such degree of care be less than reasonable in light of general industry practice. In addition, during the Term and for a period of two year thereafter, You shall refrain from directly or indirectly soliciting, enticing, persuading or inducing any individual who is then, or has been within the 2-year period prior to the applicable date, an employee of Dewber to terminate employment with Dewber or to become employed by or enter into contractual relations with any other individual or entity.

10. Disclaimers.

(a) No Warranties.

Except as explicitly set forth herein, neither Dewber, its affiliates or any of any such party's equity holders, directors, officers, employees, agents, suppliers, licensors nor the like, makes any warranties of any kind, either expressed or implied, including, without limitation, (a) warranties of businessability or fitness for a particular purpose, (b) that the Website or the Application will be error-free, (c) as to a minimum level of uptime for the Application or the Website, or (d) as to the results that may be obtained by You by entering into this Agreement and/or using the Application. You agree and acknowledge that the Application and Website are licensed and/or provided hereunder on an "as is" basis. In addition, You hereby agree and acknowledge that: (i) Dewber shall not be responsible for any actions taken by any other party using the Application or reviewing any of Your Posted Information; (ii) Dewber does not recommend or endorse any third parties hereunder, and makes no representations or warranties whatsoever regarding any such third party; (iii) Dewber is not a party to any transaction between you and any store, retailer or business with which Dewber has a business relationship, and as such, any disputes regarding purchases, rewards and/or any other aspect of any transaction or other commercial dealings is solely between You and such third party; (iv) Dewber is not responsible for any other party's compliance with applicable laws, rules or regulations; (v) Dewber's services are administrative in nature and Dewber is not responsible for ensuring that any third party honor any reward, loyalty or other obligations such third party may have towards You; (vi) Dewber shall not, under any set of circumstances, be responsible or liable for an content, text, photographs and/or other Posted Information, including any Posted Information which may violate applicable law and/or a third party's intellectual property rights; and (vii) the Application and/or Website may not function properly or as intended at times. 

(b) Unavailability of Website or Application.

You are responsible, at your sole cost and expense, for providing all equipment necessary to access the Internet, the Website and/or the Application. While it is Dewber's objective to make the Website and Application accessible at all times, the Website and/or Application may be unavailable from time to time for any reason including, without limitation, routine maintenance. In addition, various portions of the Website or Application may operate slowly from time to time. You understand and acknowledge that due to circumstances both within and outside of the control of Dewber, access to the Website and/or the Application may be interrupted, suspended or terminated from time to time. In particular, and not in limitation of the foregoing, Dewber shall not be liable in any way for any delay in responding to an inquiry or question forwarded by You or the effects any delay or unavailability may have on You. YOU AGREE THAT Dewber SHALL NOT BE LIABLE FOR ANY DAMAGES ARISING FROM ANY SUCH INTERRUPTION, SUSPENSION OR TERMINATION OF THE WEBSITE AND/OR APPLICATION AND THAT YOU SHALL PUT IN PLACE CONTINGENCY PLANS TO ACCOUNT FOR SUCH PERIODIC INTERRUPTIONS OR SUSPENSIONS OF THE WEBSITE AND/OR APPLICATION.

11. Limitation on Liability.

Dewber SHALL NOT, UNDER ANY SET OF CIRCUMSTANCES, BE LIABLE TO YOU FOR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS OR DATA, ARISING OUT OF THIS AGREEMENT OR YOUR USE OF THE APPLICATION OR WEBSITE, WHETHER BASED IN CONTRACT, TORT OR ANY OTHER LEGAL THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY EVENT, DEWBER”S  TOTAL LIABILITY TO YOU FOR ANY CLAIM ARISING HEREUNDER OR RELATED HERETO SHALL NOT EXCEED $100.

12. Force Majeure.

Dewber shall not be liable to You for failure or delay in performing any obligations hereunder if such failure or delay is due to circumstances beyond its reasonable control.

13. General Terms.

The following terms and conditions govern general use of the Website:

(a) You agree to abide by all restrictions displayed on the Website and/or within the Application, as and when they are updated from time to time, including, without limitation, the rules in this Section 13. Dewber reserves the right to remove any content You post to the Website or within the Application, block the sending of any inquiry or other content Dewber deems inappropriate in its sole discretion, and may terminate all access to the Website and/or Application at any time in its sole discretion for any or no reason. While Dewber reserves the right to monitor all postings and/or content posted at the Website and/or within the Application, it has no obligation to do so.

Permitted Uses. You may use the Website only in good faith for the purposes described herein. You may download and print out portions of the content from the Website for non-commercial purposes provided that You follow the rules in this Agreement. You may not use the Website or Application, or any business listings, contract information or other content, to promote another business or commercial venture.

Distribution. Except as expressly permitted under other provisions of this Agreement, You may not modify, reproduce, duplicate, copy, photocopy, print, republish, display, translate, transmit, distribute, sell, resell, rent, lease, loan, exploit, reduce to any electronic medium or machine-readable form, or otherwise make available in any form or by any means all or any portion of the Website, the content or any information or materials retrieved from either of them, including, without limitation, graphics and logos, in whole or in part, for any purpose.

Derivative Works. You may not create compilations or derivative works of the Website or the Application, the Website or Application content or any other materials from the Website or Application.

Proprietary Notices. You may not remove, change or obscure and You must retain on all copies of the content You download any copyright notice or other proprietary notice, Privacy Policy, legal disclosures or terms of use contained in the content or on the Website.

Infringement. You may not use the Website, Application, the Website and/or Application content or any other materials from the Website or Application in any manner that may infringe upon any copyright or other intellectual property right, proprietary right, or property right of Dewber or any third party.

Information Distribution. You may not use the Website and/or Application or any communications service, chat room, message board, blog, forum, newsgroup, or other interactive service that may be available to You on or through the Website or Application to transmit, upload, post, distribute or facilitate distribution of, or otherwise make available any information or content, including text, communications, software, images, sounds, data or other information, that:

    •       is false;

    •       contains explicit or graphic descriptions or accounts of sexual acts, including, without limitation, sexual language of a violent or

    •       threatening nature directed at another individual or group of individuals;

    •       includes any inside information and/or proprietary or confidential information learned or disclosed under nondisclosure agreements;

    •       You are restricted from using under any law;

    •       infringes upon the intellectual property rights of any third party; or

    •       contains software viruses or any other computer code, files or programs that are designed or intended to disrupt, damage, or limit the functions of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any data or other information of any other party.

Other Prohibited Uses. You may not use the Website or Application for any purpose that:

    •       is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another's privacy, tortious, or otherwise violates Dewber's rules or policies;

    •       victimizes, harasses, degrades, or intimidates an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, disability, or any other classification protected by law;

    •       invades any person's or entity's privacy or other rights;

    •       constitutes unauthorized or unsolicited advertising, junk or bulk e-mail (also known as "spamming"), chain letters, any other form of unauthorized solicitation, or any form of lottery or gambling;

    •       misidentifies You or impersonates any person or entity, including, without limitation, any employee or representative of Dewber, or falsely states, implies, or otherwise misrepresents Your affiliation with a person or entity by, for example, pretending to be someone other than You or pretending to represent a company or organization that You are not affiliated with or authorized to represent; or

    •       could otherwise reasonably be deemed or viewed to be unethical, illegal or offensive.

Others' Personal Information. You may not knowingly solicit or collect personal information from a child 12 years old or younger without appropriate prior verifiable parental consent.

Harm to Minors. You may not take any action on the Website or within the Application or use the Website and/or Application content to harm minors in any way.

Solicitation. You may not use the Website or Application or any Website or Application content in a manner that violates any government, country , state or federal law regulating commercial e-mail, facsimile transmissions or telephone solicitations.

(b) The Website, the Application and the Website and Application content may contain and/or provide access to content provided by third parties, including, without limitation, information, dialogue, opinions, stories, advice, statistical data, text, software, music, sound, photographs, graphics, video, messages, and other materials, whether publicly or privately posted to or e-mailed or otherwise transmitted through the Website or Application ("Third Party Content") that may include content You find to be offensive, indecent or objectionable. The third party from whom or which any such Third Party Content originates is solely responsible for it and Dewber assumes no responsibility to verify, has no control or influence over, makes no representations regarding, and does not guarantee the accuracy, integrity or quality of any Third Party Content. Accordingly, Dewber has no liability of any kind to You or any other person relating to any Third Party Content, including, without limitation, mistake, misstatement of law, omission, falsehood, defamation, obscenity, pornography, profanity, opinion, representation and any other content contained in the Third Party Content or for any loss or damage of any kind incurred as a result of the use of any Third Party Content. Statements of opinion and commentary in Third Party Content are those of the third party and, unless Dewber expressly states in writing to the contrary, Dewber neither endorses nor adopts as its belief any such statements. Dewber may provide information in articles Dewber posts or links to through the Website only for educational and general informational purposes and not as professional advice. Dewber has made no attempt to verify any information contained in any such articles.

(c) As a convenience to You and other Website visitors, the Website may contain links to websites that are owned and operated by third parties that are not affiliated with Dewber. When You uses these links, You will leave the Website and Dewber will have no ability to protect Your interests. You visits linked websites at Your own risk and it is Your responsibility to take any protective measures to guard against viruses and other destructive elements. Dewber is not responsible for and, unless it expressly states otherwise in writing, makes no warranty or representation regarding and does not endorse any linked website or any service, product or information provided on or through the linked website.

14. Copyright Infringement.

Dewber respects the intellectual property of others, and asks You and all users to do the same. Material available on or through other websites may be protected by copyright and the intellectual property laws of the United States and/or other countries, and the terms of use of those websites, and not the this Agreement, govern Your use of that material. It is Dewber's policy, in appropriate circumstances and at its discretion, to disable and/or terminate the accounts of users who may infringe or repeatedly infringe the copyrights or other intellectual property rights of Dewber and/or others.

If You believe that Your intellectual property or work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, please provide Dewber's Agent for Notice with the following information in English (Your "Notice"):

    •       an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest; 

    •       a description of the copyrighted work or other intellectual property that You claim has been infringed; 

    •       a description of where the material that You claim is infringing is located on the Website or within the Application; 

    •       Your address, telephone number, and email address;

    •       a statement by You that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law;

    •       a statement by You, made under penalty of perjury, that the above information in Your Notice is accurate and that You are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.

In some circumstances, in order to notify the individual or entity who or which provided the allegedly infringing content to which Dewber has disabled access, Dewber may forward a copy of a valid Notice including name and email address to such individual or entity. Dewber's Agent for Notice of claims of copyright or other intellectual property infringement can be reached as follows: contact @dewber.com

15. Miscellaneous.

Each party shall pay its own costs and expenses in connection with this Agreement and its activities hereunder. The rights and obligations of the parties under this Agreement shall be governed by the laws of the State of Illinois, without reference to conflict of law principles, and all disputes arising hereunder or in connection with this Agreement, the Website and/or the Application shall be resolved in the appropriate Federal or state court located solely and exclusively in Cook County, Illinois. You hereby consent to exclusive jurisdiction in Cook County, Illinois, and agree not to raise any defense of forum non conviens or any similar defense. The relationship between the parties under this Agreement is that of independent contractors and neither shall be, nor represent itself to be, the joint venture, franchiser, franchisee, partner, agent or representative of the other party for any purpose whatsoever. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns, but shall not be assignable by You without Dewber's prior written consent. If any provision of this Agreement is held to be unenforceable or invalid for any reason, or if any governmental agency rules that any portion of this Agreement is illegal or contrary to public policy, the remaining provisions, to the extent feasible, will continue in full force and effect with such unenforceable or invalid provision to be changed and interpreted to best accomplish its original intent and objectives.

16. AML and KYC Policy

The website owner is imposing AML and KYC standards to increase the integrity of this website.

The website owner is enforcing the KYC process to comply with AML laws, specifically to combat the use of funds originating from criminal or fraudulent activity, identity theft, tax evasion or money laundering, and to prevent their further use in criminal or terrorist activities and financing.

17. Rules and Regulations

This website complies with:

17.1 EU Directive 2015/849 the Directive of the European Parliament and of the Council of 20 May 2015 on the prevention of the use of the financial system for the purposes of money laundering or terrorist financing (hereinafter: “MLD4”);

17.2 Money laundering has the meaning as defined in Article 1 (3) and (4) of MLD4 (hereinafter: “Money Laundering”);

17.3 Terrorist financing has the meaning as defined in Article 1 (3) and (4) of MLD4 (hereinafter: “Terrorist Financing”);

17.4 Know Your Customer means a process of identifying and verifying the true identity of the client, User or business partner (hereinafter: “KYC”);

17.5 Persons known to be close associates has the meaning as defined in Article 3 (11) of MLD4 (hereinafter: “PKCA”);

17.6 Politically exposed person has the meaning as defined in Article 3 (9) of MLD4 (hereinafter: “PEP”);

17.7 General Data Protection Regulation means the Regulation (EU) 2016/679 of the European Parliament and of the Council, dated April 26, 2018, on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (hereinafter: “GDPR”);


Business Terms

1. General

During the length of the Business Agreement, Dewber will provide the Dewber services and/or programs (collectively, “Dewber”) described in the Business Agreement separately executed by you, together with all exhibits attached thereto (the “Business Agreement”). In the event of any inconsistency among terms and conditions of the Business Agreement and these Terms and Conditions (collectively, sometimes referred to herein as the “Agreement”), the order of control shall be: (i) these Terms and Conditions, (ii) the Business Agreement, and (iii) any other exhibits, addenda or attachments to these Terms and Conditions including any links contained in the Business Agreement or these Terms and Conditions, which are incorporated by reference herein. Any capitalized terms that are not defined in these Terms and Conditions have the meanings ascribed to them in the Business Agreement. For purposes of clarity, these Terms and Conditions are incorporated by reference into the Business Agreement executed by you, and, together with the Business Agreement and all attachments thereto, govern your use of all Dewber Programs and services.

2. Intellectual Property Rights.

(i) Dewber is the sole and exclusive owner of all right, title and interest in and to any data provided to Dewber by your customers or any end user to Dewber in connection with the Dewber Programs, including without limitation all e-mail and/or other contact information (“Customer Data”). As such, you shall not, unless the applicable customer has separately taken all steps necessary to opt in to provide contact information to you, be provided with or otherwise have access to the Customer Data.

(ii) Dewber owns all right, title and interest in and to the Dewber Programs (which include, for purposes of clarity, all software and/or mobile applications related thereto) including, without limitation, any intellectual property rights and any improvements, modifications, enhancements or refinements thereto. Except as set forth in the Agreement, all rights not expressly granted to you are reserved. You agree not to decipher, decompile, disassemble, reconstruct, translate, reverse engineer, or discover any of the Dewber Programs, intellectual property or ideas, algorithms, file formats, programming, or interoperability interfaces underlying or such intellectual property.

(iii) Dewber hereby grants to you a limited, non-transferable, non-exclusive, revocable license to access and use Dewber’s hosted Business Web Portal (the “Portal”) for internal business purposes so long as your account with Dewber remains current and active. If Dewber provides you with a password to access the Portal, you are solely responsible for protecting the password and for any authorized or unauthorized use made of the password. The Portal, and all source code, object code, software, copyrights and other intellectual property associated therewith, are and shall remain the sole and exclusive property of Dewber. You shall refrain from permitting any third party to use your password or otherwise access the Portal. Dewber shall have the right to terminate the license granted hereby immediately in the event that you have breached any terms or conditions set forth in the Agreement or your Dewber account is otherwise terminated for any reason.

(iv) Without limiting any of Dewber’s rights set forth in the Agreement, Dewber reserves the right, in its sole discretion but without any obligation on its part, to reject, remove, delete and/or cancel any information or content displayed or posted on any tablet, the Dewber website, any portion of the Dewber Program, and/or within any print materials, including without limitation any information and/or content that, in Dewber’s view, contains content or links which do not meet Dewber’s specifications or requirements. In addition, Dewber shall be entitled, in its sole discretion and without notice to any party, to redesign and/or modify all or any portion of the Dewber Program (including without limitation any mobile application and/or software) at any time.

3. Restrictions.

You: (i) will use the Dewber Programs solely for your internal business purposes; and (ii) will not, for yourself, any of your affiliates or any third party (a) sell, rent, lease, license or sublicense, assign, distribute, or transfer the Dewber Programs, (b) modify, change, alter, create derivative works of, decipher, decompile, disassemble, reconstruct, translate, reverse engineer, or discover any source code of the underlying ideas, algorithms, file formats, programming, or interoperability interfaces of the Dewber Programs, (c) copy any tangible versions of the Dewber Programs, or (d) remove from any of the Dewber Programs any language or designation indicating the confidential nature thereof or the proprietary rights of Dewber. In addition, you will not export, re-export or permit any third party to export or re-export, directly or indirectly, the Dewber Programs where such export or re-export is prohibited by applicable law without appropriate licenses and clearances. Dewber retains the right, in its sole discretion but without any obligation on the part of Dewber to monitor or evaluate any communications, to approve, modify or refuse any Dewber-related communications or proposed communications or messages to your customers or any Dewber end users.

4. Fees; Pricing and Payment Terms; Taxes.

(i) Dewber’s current fees for the Dewber Programs and its services are set forth in the subscription fees. Dewber reserves the right to amend the fees payable for the Dewber Programs at any time upon thirty (30) days’ prior notice to you; provided, however, that such amendment to the fees will not be applicable until the beginning of the next Subscription Period.

(ii) When you provide your payment information to Dewber, you are providing Dewber with an authorization to process any and all payments as outlined in this Agreement. In certain instances, the payment processing may not occur immediately, and your payment may show as “pending” during this time period. In addition, Dewber may request an authorization for the amount of your anticipated transaction in advance and may estimate the final value of the transaction, which may be more than the amount of the actual transaction. Dewber will release any funds authorized in excess of the amount of the actual transaction at the time the transaction settles.

(iii) You will be responsible for any sales, use, value-added or import taxes, customs duties or similar taxes assessed in accordance with applicable law with respect to the provision of the Dewber Programs.

(iv) Notwithstanding anything herein to the contrary, Dewber, in its sole discretion, may suspend or terminate the Agreement and corresponding access and right to use all or any portion of the Dewber Programs, at any time, upon electronic or other notice to you, if you have not paid all amounts due on or before the payment due date, or for any other breaches of the Business Agreement, these Terms and Conditions, or any other exhibits, addenda or attachments to these Terms and Conditions including any links contained in the Business Agreement or these Terms and Conditions, which are incorporated by reference herein. You are responsible for amounts that remain outstanding as of the date of such termination including early cancellation fees. You agree to pay reasonable attorneys’ fees and court costs incurred by Dewber to collect any unpaid amounts owed by you.

(v) Should your Business Agreement indicate a seasonal term, your contract will be extended by the number of months which billing is paused for seasonality, as indicated on the Agreement. All Dewber equipment (if any provided)  will remain the responsibility of the business during entire term of the Agreement.

5. Term; Termination; Survival.

The Dewber term, as further described below, are effective upon the completion of the business purchase order. You may access additional Dewber features through portal. When you access business through portal, you are providing explicit authorization for Dewber to process payment on your existing Dewber account and method of payment without any further authorization necessary from you.

The Agreement will remain in full force specified in the Business Agreement. At the end of any Subscription Plan, unless you select a new Subscription Plan, your Subscription Plan will automatically renew on a month–to–month Subscription Plan at the then-current rates. For yearly plan subscriptions will automatically renew for successive 1-year terms upon expiration of the initial term of any Subscription Plan at the then-current standard rates until such time as either party provides written notice of termination to the other party, in accordance with terms below. Current fees will be charged to the payment method on file unless Dewber is otherwise notified of a cancellation in writing. Although Dewber may choose to send a reminder email prior to charging a customer for a renewal fee, Dewber is not responsible for notifying a customer of this automated renewal.

A business may cancel its subscription, thereby terminating this Agreement, solely in accordance with the following cancellation policies:

Renewal – At the end of any Subscription Plan, unless you select a new Subscription plan, your Subscription Plan will automatically be renewed on an annual or monthly (as applicable) basis at the then-current standard rates. Current fees will be charged as per payment method provided unless Dewber is otherwise notified of a cancellation in writing. Customers renewed on a monthly basis must provide written cancellation notice at least sixty (60) days prior to the beginning of the next monthly or annual term (as applicable). Customers renewed on an annual basis must provide written cancellation notice sixty (60) days prior to or within the first thirty (30) days of their renewal period. Although Dewber may choose to send a reminder email prior to charging a customer for a renewal fee, Dewber is not responsible for notifying a customer of this automated renewal.

Subscription Cancellation within the Contract Term – Customers enrolled in Monthly or Annual subscription plans shall provide at least sixty (60) days’ written cancellation notice. If, prior to the subsequent Subscription Period, you desire to terminate the Dewber Program, You agree to pay an early cancellation fee equal to six (6) months of your monthly subscription fee, as well as a $100 restocking fee via agreed payment method with Dewber. If you subscribe to a variable subscription fee plan, your early cancellation fee is equal to six (6) months at the most recent monthly billed rate along with a $100 restocking fee. You will not be entitled to any refund of any pre-paid or prior subscription payments.

Other Events – Each party shall have the right to terminate the Agreement upon written notice to the other party: (i) upon the institution of insolvency, receivership or bankruptcy proceedings or any other proceedings for the settlement of debts of the other party that is not otherwise dismissed within sixty (60) days of such institution; (ii) upon the making of an assignment for the benefit of creditors by the other party; or (iii) upon the dissolution of the other party. Notwithstanding the foregoing, Dewber may terminate the Agreement and/or your access to one or all Dewber Programs in the event you fail to remain current in all fees due and owing to Dewber or in the event you breach any of your obligations under the Agreement. Dewber will cease to collect the monthly subscription fee at the point in time in which Dewber has received written cancellation notice or any equipments supplied.

In the event of any termination of the Agreement or any Dewber Program, Dewber shall be entitled to send e-mail and/or other communications to some or all of your loyalty program members, notifying each such member of your termination of the Dewber Program. In addition to the foregoing permissible e-mail/SMS, Dewber shall be entitled to take other actions, at its discretion, to assist your loyalty program members in protecting the points earned within the Dewber Program and providing them an opportunity to redeem points earned.

In addition, any equipment, material provided termed as “Dewber Kit” must be returned to Dewber recorded delivery package. You are responsible for all return shipping charges and for any damage incurred in the shipping process. If any item in the Dewber Kit is not returned, Dewber will charge you for the cost of the item not returned. Dewber will prorate the last monthly subscription fee based on the date the Dewber Kit is received by Dewber. You may be required to fill out an exit survey in order to complete any cancellation request. Dewber may refuse to accept the return of its equipment until the exit survey is completed. If You do not complete the exit survey in a timely fashion, You may be charged a fee for missing equipment until the exit survey is completed. Any provision of the Agreement which contemplates performance or observance subsequent to any termination or expiration of the Agreement shall survive any termination or expiration of the Agreement and continue in full force and effect. Upon expiration or termination of this agreement all items in the Dewber Kit must be returned to Dewber within 14 days. 

6. Representations and Warranties; Disclaimer.

(i) Dewber warrants that Dewber has the authority to enter into this Agreement.

(ii) You represent, warrant and covenant to Dewber that: (a) you have the authority to enter into this Agreement; (b) you will take proper care of the Dewber Kit and/or all equipment provided by Dewber to you and maintain all such equipment in good working order; (c) you will only use the Dewber Programs for lawful purposes and will not violate any law of any country or the intellectual property rights of any third party; and (d) you will not use any Dewber Program to send any e-mail or other communications which violate any applicable regulation, rule, industry protocol or law (including, without limitation, the CAN-SPAM Act).

(iii) EXCEPT AS SPECIFICALLY PROVIDED IN THIS SECTION 6, DEWBEREXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF QUALITY, ACCURACY, BUSINESS-ABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. IN ADDITION, DEWBE DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES AS TO ANY MINIMUM LEVEL OF UPTIME FOR THE DEWBER PROGRAM OR THE RESULTS THAT YOU MAY ACHIEVE ON ACCOUNT USING ANY DEWBER PROGRAM OR SERVICE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU EXPRESSLY AGREE THAT THE USE OF DEWBER PROGRAMS OR SERVICES AND THE INTERNET IS AT YOUR SOLE RISK. DEWBER PROGRAMS AND SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND UNDER NO CIRCUMSTANCES SHALL DEWBER BE LIABLE TO YOU OR ANY OTHER PARTY ON ACCOUNT OF ANY DOWNTIME WITHIN ANY DEWBER PLATFORM OR APPLICATION. YOU HEREBY ACKNOWLEDGE THAT YOU ARE SOLELY RESPONSIBLE FOR OBTAINING AND/OR PROVIDING INTERNET SERVICE TO ALL LOCATIONS IN WHICH THE DEWBER PROGRAMS ARE TO OPERATE.

7. Confidential Information.

Any information that a receiving party knows or has reason to know (either because such information is marked or otherwise identified by the disclosing party orally or in writing as confidential or proprietary, has commercial value, or because it is not generally known in the relevant trade or industry) is “Confidential Information” of the disclosing party and will remain the sole property of the disclosing party. Such Confidential Information includes but is not limited to data, information (including personally identifiable information), ideas, materials, specifications, procedures, schedules, software, technical processes and formulas, source code, product designs, sales, cost and other unpublished financial information, product and business plans, advertising revenues, usage rates, advertising relationships, projections, marketing data and other similar information provided by a party. For avoidance of doubt, Customer Data shall be deemed Confidential Information of Dewber. Each party agrees that it will not disclose, use, modify, copy, reproduce or otherwise divulge such Confidential Information to any third party without the prior written approval of the disclosing party except that the receiving party shall have the right to disclose such Confidential Information to the extent required by applicable law or to the directors, officers or employees of the receiving party who have a need to know such Confidential Information in order to perform its obligations under the Agreement and to the extent such directors, officers or employees are subject to obligations of confidentiality and non-disclosure that are substantially similar to the obligations set forth in the Agreement. The prohibitions contained in this Section will not apply to information (i) already lawfully known to the receiving party prior to disclosure by the disclosing party; (ii) independently developed by the receiving party without access to or use of the disclosing party’s Confidential Information; (iii) disclosed in published materials; (iv) generally known to the public; or (v) lawfully obtained from any third party. In addition, a party will not be considered to have breached its obligations under the Agreement to the extent Confidential Information is required to be disclosed by any governmental authority, provided that, to the extent legally practicable, the receiving party advises the disclosing party prior to making such disclosure in order that the disclosing party may object to such disclosure, take action to ensure confidential treatment of the Confidential Information, or take such other action as it considers appropriate to protect the Confidential Information.

8. Dispute Resolution; Governing Law.

In the event of a reward dispute or mistake between a Business and User, Dewber may in its sole discretion and without liability of any kind unilaterally make adjustments to User Dewber reward (it being understood that Dewber shall not be (i) obligated to make any such adjustment or otherwise get involved with or provide any assistance towards resolving any such dispute, or (ii) be liable to any party for any damages, expenses or liabilities arising out of any such dispute). To the extent any disputes arise under the Agreement or otherwise between the parties, the parties will first attempt in good faith to resolve their dispute informally. This Agreement is governed by the England & Welsh laws and you expressly agree to the exclusive jurisdiction for any claim or dispute with Dewber in the London court.

9. Indemnification.

You will defend, indemnify, and hold Dewber and its affiliates and their respective directors, officers, employees, agents and representatives harmless from and against any third party suit, proceeding, assertion against any damages, judgments, liability, costs and expenses (including without limitation any reasonable attorneys’ fees) incurred arising from your breach of this Agreement, your negligence or misconduct, any dispute you may have with any other party in connection with any Dewber Program or otherwise related in any way to any Dewber Program, your unauthorized use or misuse of the Dewber Programs or any unauthorized combination of any Dewber Program with any hardware, software, products, data or other materials not specified or provided by Dewber.

10. Limitation of Liability.

Dewber’s aggregate liability for all claims (including claims for indemnification of third party damages) arising out of the Agreement, whether in contract, tort or otherwise, will not exceed the amount of fees paid by you to Dewber under the Agreement during the twelve (12) months preceding the date on which the applicable claim occurred. To the maximum extent permitted by applicable law, in no event will Dewber be liable for any loss of business profits, business interruption, loss of data or any special, indirect, exemplary, incidental or consequential damages arising from or in relation to the Agreement or the use of the Services or any Dewber Program, however caused and regardless of theory of liability. In addition, Dewber will not be liable for damage (physical or otherwise) incurred by you upon any asset or property from the installation or removal of any Dewber product or add-on in-store and will not be responsible for replacement or cost of repair if damages occur. This limitation will apply even if such damages were foreseeable and you have been advised or are aware of the possibility of such damages.

11. Notice.

Except where explicitly provided otherwise herein, any notice required or permitted hereunder will be delivered to the contact person listed on the Order Information as follows (with notice deemed given as indicated): (i) by personal delivery when delivered personally; (ii) by established overnight courier upon written verification of receipt; (iii) by facsimile transmission when receipt is confirmed orally; (iv) by certified or registered mail, return receipt requested, upon verification of receipt; or (v) by electronic delivery when receipt is confirmed orally.

12. Assignment.

You may not, without the prior written consent of Dewber, assign the Agreement, in whole or in part, either voluntarily or by operation of law, and any attempt to do so will be a material default of the Agreement and will be void; provided, however, that in the event of a sale of substantially all of your assets or equity to a third party or any merger of your entity with an into a third party, this Agreement shall be deemed, without any further action on the part of any party, to automatically be assigned to and assumed by the acquirer in such transaction and as such, shall be binding on such acquirer. The Agreement will be binding upon and will inure to the benefit of the respective parties hereto, their respective successors in interest, legal representatives, heirs and assigns.

13. No Third Party Beneficiaries.

The Agreement is solely for the benefit of the parties and their successors and permitted assigns, and does not confer any rights or remedies on any other person or entity.

14. Amendment; Waiver.

This Agreement may be changed by Dewber upon posting an updated version of the Agreement at Dewber’s website and/or within the applicable Dewber Program, any such change to become effective 10 business days after posting such updated version of the Agreement as described above. The failure of either party to exercise or enforce any of its rights under the Agreement will not act as a waiver of subsequent breaches and the waiver of any breach will not act as a waiver of subsequent breaches.

15. Severability.

If any provision of the Agreement is held by a court or other tribunal of competent jurisdiction to be unenforceable, that provision will be enforced to the maximum extent permissible under applicable law and the other provisions of the Agreement will remain in full force and effect.

16. Force Majeure.

Neither party shall be liable to the other if such party is prevented from performing any of its obligations under the Agreement (excluding fee payment obligations) due to any cause beyond the party’s reasonable control including, without limitation, an act of God, fire, flood, explosion, terrorism, war, embargo, government regulation, civil or military authority, acts or omissions of carriers, transmitters, providers, or acts of vandals, or hackers. The time for that party’s performance will be extended for the period of the delay or failure to perform due to such occurrence, except that you will not be excused from the payment of any sums of money owed by you to Dewber provided prior to the force majeure event.

17. Independent Contractor.

The Agreement will not be construed as creating or constituting a partnership, joint venture, or agency relationship between the parties. Neither party will have the power to bind the other or incur obligations on the other’s behalf without the other’s prior written consent.

18. Compliance with Laws.

Each party will comply with all applicable laws, regulations, and ordinances relating to their performance hereunder.

19. Entire Agreement.

The Agreement (including, without limitation, the Business Agreement and these Business Terms) constitute the entire agreement between Dewber and you with respect to the subject matter hereof and all prior oral or written agreements, representations or statements with respect to such subject matter are superseded hereby.

20. Loyalty Participation

Dewber may, at its sole discretion from time to time, elect to make point adjustments for first-time member visits (such as, by way of example, offering members the opportunity to earn extra points in connection with the first visit to a given Business location). These adjustments are intended to encourage greater follow-up participation to your program. This feature is automatically enabled with the onboarding of your loyalty program; provided, however, that you may elect to opt out of this program by providing written notice of such opt-out to Dewber.

21. Campaign Terms of Use

The following terms shall, in addition to all of the other terms set forth in this Agreement, govern your use of Dewber’s “Campaign” platform (the “Campaign Platform”), which, at a general level, allows you to communicate with Dewber members.

General Rules

You shall, as a condition to making any use of the Campaign Platform, be required to follow these rules:

    1.     You won’t send Spam! While you are responsible for making yourself of aware of current anti-SPAM and similar regulations that may be in effect from time to time, as a general rule, you should assume that if you send people mass email without their permission, you’re spamming.

    2.     You won’t violate Dewber’s Acceptable Use guidelines, established below, as they may be in effect from time to time, which is part of this Agreement. If you violate any of these rules, Dewber, in addition to any other rights or remedies that Dewber may have hereunder or otherwise, may suspend or terminate your account.

    3.     In the event you have purchased a subscription which allows unlimited use of Campaign Platform, to the extent that Dewber, in its sole discretion, determines that you are abusing the Campaign Platform, violating any law or regulation, violating the CAN-SPAM Act or any other e-mail regulation or otherwise abusing or misusing the Campaign Platform in any way, Dewber shall, in addition to any other remedies available to Dewber in this Agreement and/or at law, be entitled to unilaterally adjust your allowed use of the product.


22. Membership Status Programs

You hereby agree and acknowledge that Dewber may, from time to time, offer and administer a program currently referred to as the “Membership Status” program. Pursuant to such program, Dewber members that are sufficiently active using the Dewber Programs can achieve various levels of status. Dewber shall have sole discretion in determining the activity required to obtain each of the status levels within the Membership Status program from time to time. Dewber members that have achieved any such level of status may be entitled to receive discounts on points and/or other benefits across the entire Dewber network, including without limitation at each of your locations. You hereby agree to honor all such discounts and recognize such status, except to the extent you have opted out of participation in the Dewber Membership Status program by written notice.

Compliance with Laws

You represent and warrant that your use of the Campaign Platform will comply with all applicable laws and regulations. You are responsible for determining whether Dewber’s services are suitable for you to use in light of any regulations within your country of operation including but not limited to mentioned few such HIPAA, GLB, EU Data Privacy Laws and/or other laws. If you are subject to regulations (such as HIPAA) and you use the Campaign Platform or any other Dewber service, then Dewber will not be liable if any such service does not meet those requirements.

Acceptable Use

You shall refrain from using the Campaign Platform to send anything offensive, to promote anything illegal, or to harass anyone. Not in limitation of the foregoing, you may not send:

    1.     Pornography or other sexually explicit Emails

    2.     Emails offering to sell illegal goods or services

    3.     Emails that violate any other applicable laws or regulations


Acceptable Use – Prohibited Actions

Dewber works hard to keep its system clean, but Dewber also counts on its customers to pitch in. As such, you may not:

    1.     Send Spam (as noted above).

    2.     Share your password.

    3.     Use any of the Campaign Platform to create a competing product.

    4.     Import or incorporate any of this information into any lists, emails or uploads to our servers: personal identifiable details such as passport no, Social Security numbers, passwords, security credentials, or sensitive personal information of any kind.

    5.     Send any messages through the Campaign Platform that are not appropriate for its intended use.

    6.     Use an outside unsubscribe process.