Terms and Conditions

Welcome, and thank you for your interest in the ENTERPRISE HOTEL LIMITED website at [www.theenterprisehotel.com] (the “Website”) owned and operated by EENTERPRISE HOTEL LIMITED (“ENTERPRISE HOTEL”, “We”, “Our”, or “Us”). The Website/App is an intermediary technology platform that allows persons to independently review and subscribe for real estate offerings. These Terms govern your access and use of the Website/App and all publicly available content, services and/or products provided through the Website/App (collectively, the “Services”). Visitors on the Website and users of the Services, whether you register for an account or not, are referred to herein individually as “User” and collectively as “Users”. You acknowledge that ENTERPRISE HOTEL is not a registered broker-dealer, investment advisor and does not engage in any conduct that would require registration with the Securities Exchange Commission or the Nigerian Stock Exchange. In addition, the Services are not available to the public, and are only available to a User upon registration after meeting the required criteria and at the discretion of ENTERPRISE HOTEL. Registration does not automatically entitle Users with access to the Services, and once a User is granted access to the Website/App or Services, such access right is not transferable to any other person.

The Services are offered to you, subject to your acceptance, without modification of all of the terms and conditions contained herein and all other operating rules, policies (including without limitation Enterprise Hotel Privacy Policy and Master Investment Agreement which can be found at [www.theenterprisehotl.com]), any future modifications that may be published from time to time without notice to you or liability for such change on the Website or otherwise provided to you, and any additional terms and conditions to which you have agreed in connection with specific features, applications, products, or services provided by the Website/App or the Services (collectively, the “Terms”). In order to access certain features of the Services, you will have to create an account and become a registered user of the Website/App, thereafter if you qualify, you will be granted access to the registered user-only restricted services (the “Restricted Services”). In connection with registration for the Services, you may be asked to enter a separate agreement with ENTERPRISE HOTEL, the terms of which are hereby incorporated into these Terms by reference. If you are entering into these Terms on behalf of any third-party, you represent that you have the legal authority to bind that entity to these Terms and these Terms are not transferable between or among persons. BY ACCESSING, BROWSING, AND/OR OTHERWISE USING THE WEBSITE, INCLUDING ANY SUBDOMAIN, OR THE SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE AND ALL OTHER POLICIES AND PROCEDURES POSTED ON THE WEBSITE.

Changes to Terms of Use

Your use of the Website/App and the Services is governed by the current version of these Terms at the time of use. While, we may make changes to these Terms from time to time, if we do this, we will post the updated version of the Terms of Use on the Website/App and will indicate at the top of this page the date that the Terms of Use were last revised. You understand and agree that your continued use of the Services or the Website/App after we have made any such changes constitutes your acceptance of the new Terms. Your use of the Website and the Services is governed by the then-current version of the Terms in effect on the date of such use. ENTERPRISE HOTEL may, at its sole discretion, modify the Terms and/or other policies and procedures governing the Service at any time without notice or liability by posting the modified Terms, policies or procedures to the Website and revising the “Updated” date.

Privacy Policy

ENTERPRISE HOTEL takes the privacy of its Users very seriously. Please read ENTERPRISE HOTEL Privacy Policy, which is hereby incorporated into these Terms by reference, for information relating to our collection, use and disclosure of your personal information.

Authorized User

THE SERVICES ARE OFFERED ONLY TO USERS WHO ARE AT LEAST THE LEGAL AGE OF MAJORITY IN THE JURISDICTION IN WHICH THEY RESIDE OR ARE LOCATED. BY USING THE SERVICES, YOU REPRESENT THAT YOU ARE ABLE TO LEGALLY CONTRACT IN THE JURISDICTION IN WHICH YOU ARE LOCATED. You may access the Website/App generally and/or browse generally without registering with the Website/App. In order to access the Restricted Services, you must register to create an account and meet certain criteria. You must complete the registration process by providing us with current, complete and accurate information. You are solely responsible for updating any and all pertinent registration information. Failure to do so shall constitute a breach of these Terms, which may result in immediate termination of your account. You will also choose a password and a user name. ENTERPRISE HOTEL reserves the right in its sole discretion to refuse registration of, or cancel a user name. You are solely responsible for maintaining the confidentiality of your password and account. You agree to notify ENTERPRISE HOTEL immediately in writing of any unauthorized use of your account or any other breach of security. You agree that you will not share your password, let anyone else access your account, or do anything else that might jeopardize the security of your account. You acknowledge and agree that you are liable for any damages or losses to ENTERPRISE HOTEL and other Users by any unauthorized or authorized use of your account. Although the Website/App may provide data, information or content provided by third-parties or us relating to investment strategies and/or opportunities to buy and/or sell , you should not interpret any such content as tax, legal, financial, or investment advice or a recommendation to invest in any offering posted on the Website. Any decision to invest shall be based solely on your own consideration and analysis of the risks involving a particular offering and is made at your own risk. You acknowledge and agree that you are solely responsible for determining the suitability of an investment or strategy and accept the risks associated with such decisions, which include the risk of losing the entire amount of your principal. We have no special relationship with, or fiduciary duty to, you and your use of the Website/App or the Services does not create such a relationship. You are strongly advised to consult a licensed legal professional and investment advisor for any legal, tax, insurance, or investment advice as the Website/App does not provide any of the foregoing advice or recommendations.

Restricted Services

The Restricted Services offered on this Website/App may only be accessed by registered Users. The services and access thereof, are not transferable and any invitation received by you, cannot be used for the benefit of any other person. You are granted access to the Restricted Services by virtue of your membership on the platform. Nigerian securities law and regulations restrict offers or solicitation by private companies to the public and so, before you participate in the Restricted Services, you must be a registered User of the Website. Prior to providing you with an account, you may be asked to provide us with various information. You acknowledge and agree that all information you provide for the registration is complete and accurate.


If you provide ENTERPRISE HOTEL with any comments, bug reports, feedback, or proposed modifications for the Services (“Feedback”), ENTERPRISE HOTEL shall have the right to use the Feedback at its discretion, including, but not limited to the incorporation of suggested changes into the Services. You hereby grant ENTERPRISE HOTEL a perpetual, irrevocable, non-exclusive license to incorporate and use your Feedback for any purpose.

Certain Reserved Rights

ENTERPRISE HOTEL reserves the right, in its sole discretion and without notice, to change, delete, improve or correct any information, content, materials and descriptions provided on the Website/App and to suspend and/or deny access to the Services at any time, including but not limited to, for scheduled or unscheduled maintenance, upgrades, improvements or corrections. ENTERPRISE HOTEL may discontinue or change any product or service described in, or offered on, or through, the Services at any time. ENTERPRISE HOTEL further reserves the right, in its sole discretion, to block or otherwise discontinue your access and use of the Services at any time and for any or no reason and without any liability. You agree that ENTERPRISE HOTEL will not be liable to you or to any third party for any such modification, suspension or discontinuance. Upon termination of these Terms of Use or your access to the Website/App for any reason or no reason, you will continue to be bound by these Terms of Use which, by their nature, should survive termination, including without limitation ownership provisions, warranty disclaimers, indemnity, and limitations of liability. The information and materials on the Website/App may contain typographical errors or inaccuracies. Any dated information is published as of its date only, and ENTERPRISE HOTEL does not undertake any obligation or responsibility to update or amend any such information. You agree that ENTERPRISE HOTEL and its subsidiaries and affiliates will not be liable to you or to any third party for any such modification, suspension or discontinuance.

Propriety Rights

ENTERPRISE HOTEL and its affiliates own all rights, title and interest in the Website/App and the Services, including but not limited to (i) the visual interfaces, graphics, design, systems, methods, information, computer code, software, services, “look and feel” organization, compilation of the content, code, and data, and (ii) all content on the Website, including, without limitation, all articles, documents, brochures, presentations, pictures, images, audio-visual works, other informational materials and any user comments (collectively, the “ENTERPRISE HOTEL Materials”). The ENTERPRISE HOTEL Materials are protected by copyright, trademark, patent, trade secret, and other intellectual property laws and proprietary rights. You agree to comply with all applicable laws by not copying or using proprietary content, except as allowed by these Terms or by written consent of the owner of the proprietary rights. ENTERPRISE HOTEL hereby grants you a non-exclusive, non-transferable license to download and print the ENTERPRISE HOTEL Materials for your personal, non-commercial use only, provided that you retain all copyright and proprietary notices that are contained in such portion of the ENTERPRISE HOTEL Materials. You may not modify, distribute, share, disclose, transmit, display, reproduce, publish, license, create derivative works from, transfer, or otherwise use the ENTERPRISE HOTEL Materials in any other way, except with the prior written consent of ENTERPRISE HOTEL. You agree that you will not develop or assist anyone else with developing a website/App or materials that are substantially similar to or based in substantial part on the ENTERPRISE HOTEL Materials. Your access to or use of the Website/App does not grant or transfer to you ownership interest or any rights in the ENTERPRISE HOTEL Materials other than those rights expressly granted in these Terms.

User Content

ENTERPRISE HOTEL and its affiliates and agents are entitled to rely upon the information you provide as true, accurate and complete without independent verification. We reserve the right to suspend or terminate your Account if any information provided during the registration process or thereafter proves to be inaccurate, not current or incomplete.


To the fullest extent permissible by law, you agree to defend, indemnify, and hold ENTERPRISE HOTEL and its directors, officers, employees, and agents harmless from any claim, demand, loss, damage, liability, or expense, including attorney fees and costs, however incurred, including those incurred at trial, in any bankruptcy proceeding and on appeal (collective, “Damages”) to the extent that such Damages result directly or indirectly from your use of, or misuse of, or access to, the Services or the Website/App. ENTERPRISE HOTEL reserves the right to assume, at its sole expense, the exclusive defense and control of any such claim or action and all negotiations for settlement or compromise, and you agree to fully cooperate with ENTERPRISE HOTEL in the defense of any such claim, action, settlement or compromise negotiations, as requested by ENTERPRISE HOTEL. UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, WILL ENTERPRISE HOTEL OR ITS DIRECTORS, OFFICERS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING FROM OR RELATED TO YOUR USE OF THE SERVICES OR THE WEBSITE/APP, EVEN IF ENTERPRISE HOTEL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU ACKNOWLEDGE AND AGREE THAT ENTERPRISE HOTEL HAS OFFERED ITS SERVICES AND ENTERED INTO THE TERMS IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN, THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND ENTERPRISE HOTEL, AND THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND ENTERPRISE HOTEL. ENTERPRISE HOTEL WOULD NOT BE ABLE TO PROVIDE THE SERVICES TO YOU ON AN ECONOMICALLY REASONABLE BASIS WITHOUT THESE LIMITATIONS. Please note that some jurisdictions may not allow the exclusion of implied warranties or limitation of incidental or consequential damages, so some of the above exclusions may not apply to you. Check your local laws for any restrictions or limitations regarding the exclusion of implied warranties. ENTERPRISE HOTEL assumes no responsibility for, and shall not be liable for, any damages to or viruses that may infect, your computer equipment or other property on account of your access to, use of, or browsing in the Website/App or your downloading of any materials, data, text, images, video, or audio from the Website/App. We do not, and cannot, guarantee that any Investor is actually an Accredited Investor (as defined above).


Except as explicitly stated otherwise, legal notices to ENTERPRISE HOTEL should be emailed to info@theenterprisehotel.com. Legal notices to you will be provided either to the email or mail address you provide to ENTERPRISE HOTEL during the account registration process or posted on the Website/App. Notice will be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid. Notice will be deemed given three days after the date of mailing or posting on the Website/App, as applicable. You agree that all notices and other communications that ENETRPRISE HOTEL provides to you electronically (by email or by posting on the Website/App) satisfies any legal requirement that such notice or communication be in writing. You acknowledge that if you fail to comply with all of the requirements of this section, your notice may not be valid. Arbitration In the event of any claim, controversy or alleged dispute between you and ENTERPRISE HOTEL, its members or affiliates, you hereby agree to attempt in good faith to amicably resolve any Dispute at least thirty (30) days before instituting any legal proceeding. Each party agrees to submit any Dispute for resolution by final binding arbitration after serving written notice, which notice shall set forth in detail the controversy, question, claim or alleged breach along with your attempt to resolve such Dispute. Upon such notice and attempt to resolve, the party may then commence arbitration, which, unless the parties agree otherwise in writing, will be administered by and in accordance with the rules of the Arbitration law of Lagos. The place of arbitration will be Lagos, Nigeria. The award rendered by the arbitrator will be final and binding, and judgment may be entered on the award in any court having jurisdiction. The parties may endeavor to resolve disputes by mediation at any time as they may agree, provided, however, that resolution of disputes by mediation is not required prior to initiating resolution of disputes by arbitration. Notwithstanding anything to the contrary in this paragraph, ENTERPRISE HOTEL may seek injunctive relief in any court having jurisdiction. In any arbitration and subject to the ultimate discretion of the presiding arbitrator, each side will be limited to a maximum of one (1) day of argument (including rebuttal), and the parties agree in good faith to minimize discovery burdens (e.g. confine the scope to actual areas in dispute and limit the topics and number of pages on which information is requested to matters directly relevant). The decision(s) of the arbitrator shall be final and binding and may not be appealed to any court of competent jurisdiction, or otherwise, except upon claim of fraud or corruption as by law provided, provided, however, that implementation of such decision(s) shall in no way be delayed or otherwise impaired pending the outcome of any such appeal. Judgment upon the award rendered in such arbitration may be entered by any court having jurisdiction thereof. You agree that all Disputes will be limited between you, individually, and ENTERPRISE HOTEL. To the full extent allowable by law, you agree that no arbitration proceeding or other dispute resolution proceeding shall be joined with any other party or decided on a class-action basis. Notwithstanding the foregoing, you agree that the following matters shall not, at the election of ENTERPRISE HOTEL, be subject to binding arbitration: (1) any Dispute related to, or arising from allegations of criminal activity; (2) any Disputes concerning enterprise hotel intellectual property rights; and (3) any claim for injunctive relief. All arbitration proceedings will take place in Lagos, Nigeria. Any Dispute not subject to arbitration shall be decided by a court of competent jurisdiction within Lagos, Nigeria. Each party hereby waives any claim that such venue is improper or inconvenient.

Entire Agreement

The Terms (including the documents and instruments referred to in the Terms) constitute the entire agreement and understanding of the parties with respect to the subject matter of the Terms, and supersede all prior understandings and agreements, whether written or oral, among the parties with respect to such subject matter.

Linked Site

The Website/App may contain links to third party websites (“Linked Sites”). These links are provided only as a convenience. The inclusion of any link is not and does not imply an affiliation, sponsorship, endorsement, approval, investigation, verification or monitoring by ENTERPRISE HOTEL of any information, materials, products, or services contained in or accessible through any Linked Sites. In no event shall ENTERPRISE HOTEL be responsible for the information contained on any Linked Site or your use of or inability to use any Linked Site. When you access Linked Sites, you do so at your own risk, and subject to the Linked Site’s terms and policies.


ENTERPRISE HOTEL may terminate these Terms and your right to use the Services at any time and for any reason without notice. You agree that ENTERPRISE HOTEL will not be liable to you or any third party for any such termination except as described in these Terms. Upon termination or expiration of these Terms, any provision, which, by its nature or express terms should survive, will survive such termination or expiration

The Restricted Service; No Professional Advice Provided

The Restricted Services are only suitable for Users who are familiar with and willing to accept the high risks associated with private Investments, including the risk of complete loss of your investment. Additionally, Slots may be subject to restrictions on resale or transfer including holding period requirements. Users must be able to afford to lose their entire investment. Investment products are not insured, may lose value, and there is no bank guarantee. None of the information contained on the Website/App or provided through the Services constitutes a recommendation, solicitation or offer by ENTERPRISE HOTEL, its affiliates or third-parties to buy or sell any securities, futures, options or other financial instruments or other assets or provide any investment advice or service. All information contained in the Services has been prepared without reference to any particular User’s investment requirements or financial situation. The Services are not provided to, and may not be used by, any person or entity in any jurisdiction where the provision or use thereof would be contrary to applicable laws, rules or regulations of any governmental authority, regulatory or self-regulatory organization or clearing organization, or where ENTERPRISE HOTEL is not authorized to provide such information or services. Some Services may not be available in all jurisdictions or to all clients. The Services and all content, services and features available through the Services are intended for informational purposes only. They are not intended to substitute for professional investment, financial or legal advice. YOU ACKNOWLEDGE THAT YOU ARE NOT RELYING ON ENTERPRISE HOTEL OR ANY OF ITS AFFILIATES, OFFICERS, DIRECTORS, PARTNERS, AGENTS, OR EMPLOYEES IN MAKING AN INVESTMENT DECISION. ALWAYS CONSIDER SEEKING THE ADVICE OF A QUALIFIED PROFESSIONAL BEFORE MAKING DECISIONS REGARDING YOUR BUSINESS AND/OR INVESTMENTS. YOU AGREE THAT ENTERPRISE HOTEL AND ITS AFFILIATES, OFFICERS, DIRECTORS, PARTNERS, AGENTS, OR EMPLOYEES WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGES OF ANY SORT INCURRED AS THE RESULT OF ANY INTERACTIONS BETWEEN YOU AND OTHER USERS. The investment being offered have not been registered under the Securities Act, in reliance, among other exemptions, on the exemptive provisions of Regulation under the Securities Act. No assurance can be given that any offering currently qualifies or will continue to qualify under one or more of exemptive provisions from registration due to, among other things, the adequacy of disclosure and the manner of distribution, the existence of similar offerings in the past or in the future, or a change of any securities law or regulation that has retroactive effect. No governmental agency has reviewed the offerings posted on this Website/App and no state or federal agency has passed upon either the adequacy of the disclosure contained herein or the fairness of the terms of any offering. The exemptions relied upon for such offerings are significantly dependent upon the accuracy of the representations of the Enterprise hotel to be made to the Website/App and Enterprise hotel posting offerings on the Website/App in connection with the offering. These risks are non-exhaustive and are intended to highlight certain risks associated with investing in securities that are not registered with the SEC. We strongly advise you to consult a legal, tax and financial professional before investing, and carefully review all the specific risk disclosures provided as part of any offering materials AND ASK THE ISSUER ANY QUESTIONS YOU MAY HAVE OR REQUEST ADDITIONAL INFORMATION. ENTERPRISE HOTEL is not a registered broker-dealer, funding portal, investment adviser or investment manager, and does not offer investment advice or advise on the raising of capital through securities offerings. ENTERPRISE HOTEL does not recommend or otherwise suggest that any investor make an investment in a particular offering. Users acknowledge and agree that ENTERPRISE HOTEL makes no representation, warranty or assurance that the offering posted on the Website are made in accordance with Federal and/or state securities law, including the exemption to the sale of unregistered securities, or the legality of any offerings therein.


No Warranties THE SERVICES, THE WEBSITE/APP, THE ENTERPRISE HOTEL MATERIALS, USER DETIALS, AND ANY OTHER INFORMATION AND MATERIALS MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE WEBSITE/APP OR THE SERVICES ARE PROVIDED “AS IS”, “AS AVAILABLE” AND “WHEN AVAILABLE” WITHOUT WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, ENTERPRISE HOTEL DISCLAIMS ALL WARRANTIES, STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, COMPLIANCE WITH LAWS, CORRECTNESS, ACCURACY, AND RELIABILITY. WITHOUT LIMITING THE FOREGOING, ENTERPRISE HOTEL MAKES NO REPRESENTATION OR WARRANTY (A) WITH RESPECT TO THE MERITS AND RISKS OF ANY TRANSACTIONS MADE BY OR THROUGH THE WEBSITE/APP OR THE SERVICES, OR (B) THAT USE OF THE SERVICES AND WEBSITE/APP WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. Without limiting the generality of the foregoing, ENTERPRISE HOTEL makes no warranty or representation as to the completeness or accuracy of the information provided on the Website/App, nor as to any compliance with the Investment and Securities Act. To the maximum extent permissible under law, ENTERPRISE HOTEL assumes no liability or responsibility for any errors or omissions in the content of the Website/App. ENTERPRISE HOTEL shall not be liable for any investment decisions made based upon such information. You agree that any reliance upon any content or information distributed through or accessed from the Website/App is at your sole risk. ENTERPRISE HOTEL is entitled to rely upon the information provided by its Users. You acknowledge and agree that ENTERPRISE HOTEL does not provide any representation, warranty or assurance that the offering on the Website/App are made in accordance with state and/or Federal securities law, including the exemption to the sale of unregistered securities and the prohibition against the general solicitation of unregistered securities. We make no representation or warranties regarding the legality or compliance of any offering. ENTERPRISE HOTEL has not reviewed all of the links provided on the Website/App and is not responsible for the content of any off-Website pages. Clicking on hyperlinks and visiting any off-Website/App pages is solely done at your own risk.

Choice of Law

The Terms and your use of the Services shall be governed by, construed and enforced in accordance with the laws of Nigeria. Any and all disputes arising hereunder shall be resolved by a competent court having jurisdiction over such matters in the Federal Republic of Nigeria.

Third Party Sites

The Website/App may contain links to third party websites (“Third-Party Sites”). These links are provided only as a convenience to you. The inclusion of any link is not and does not imply an affiliation, sponsorship, endorsement, approval, investigation, verification or monitoring by ENTERPRISE HOTEL of any information, materials, products, or services contained in or accessible through any Third-Party Site. In no event shall ENTERPRISE HOTEL be responsible for the information contained on any Third-Party Sites or your use of or inability to use any Third-Party Sites. You acknowledge and agree that ENTERPRISE HOTEL shall not be liable or responsible, directly or indirectly, for any damage or loss caused or alleged to be caused by or related to the use of or reliance on any content, goods, or services available through any third-party website or resource. YOU AGREE THAT ACCESS AND USE OF THIRD-PARTY SITES, INCLUDING THE INFORMATION, MATERIAL, PRODUCTS, AND SERVICES ON THIRD-PARTY SITES OR AVAILABLE THROUGH THIRD-PARTY SITES, IS SOLELY AT YOUR OWN RISK AND DISCRETION. Your access and use of the Third-Party Sites are governed by the Terms of Use and Privacy Policies of these Third-Party Sites. We strongly encourage you to carefully review the Terms of Use and the Privacy Policies of any Third-Party Services from which you access through our Website/App.


If you are located outside of Nigeria, you use or access the Website/App solely at your own risk and initiative. The Service is controlled and operated from facilities within Nigeria and ENTERPRISE HOTEL makes no representations that the Service is appropriate or available for use in any other jurisdictions. Accessing the Service is prohibited from territories where using such Services is prohibited or where the content is prohibited. The Services are only directed at, or intended for use by persons in jurisdictions that permit such offerings. You acknowledge and agree that it is solely your responsibility to be aware of the applicable laws and regulations of your country of residence. The content, material and information contained on the Website/App does not constitute an offer or solicitation and may not be treated as an offer or solicitation to the public.

Force Majeure

Neither party will be responsible for failure to perform any obligation under these Terms due to causes beyond the reasonable control of such party, including but not limited to strikes, lockouts, riots, epidemics, war, government regulation, fire, flood, natural disasters, Acts of God, or any other cause beyond the reasonable control of such party.


If any provision of the Terms is found unenforceable, that provision will be deemed to be modified to the extent necessary to make it enforceable, while preserving its intent. If any provision of the Terms is nonetheless held unenforceable in any jurisdiction, the provision will be enforced to the maximum extent permissible in that jurisdiction, and the enforceability of the Terms in any other jurisdiction and of the remaining provisions in that jurisdiction will not be affected. You further agree to replace such void or unenforceable provision of this Agreement with a valid and enforceable provision that will achieve, to the extent possible, the economic, business and other purposes of such void or unenforceable provision.

Waiver and Integration

A provision of these Terms may be waived only by a written instrument executed by the party entitled to the benefit of such provision. The failure of any party at any time to require performance of any provision of these Terms will in no manner affect such party’s right at a later time to enforce such right. A waiver of any breach of any provision of these Terms will not be construed as a continuing waiver of other breaches of the same or other provisions of these Terms.

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