Effective Date: April 23, 2024

Bestow Inc. and Bestow Agency LLC (“Bestow,” “we,” “us,” or “our”) provide these Terms of Use (“ToU”) which govern your access and use of our website, tech.bestow.com (the “Website”), regarding the marketing of our products, services, content, material, information, application, or software marketed on the Website (collectively, the “Services”). In these ToU, “you” or “your” will refer to you, on behalf of your organization or company (“Company”), as the end user of the Services.

Please read the ToU carefully before accessing or using our Services to understand your rights, obligations, and restrictions.

Our Services are intended for Companies seeking more information about Bestow and the solutions we can provide to such Companies. As a result, it is understandable that individuals representing such Companies are expected to explore and use this Website. To that end, such individuals representing such Companies must be at least twenty (20) years old or have otherwise reached the age of majority in your jurisdiction.

As you are using the Services on behalf of a Company, you are agreeing to these ToU for that Company and promising to Bestow that you have the authority to bind that Company to these ToU (in which event, “you” and “your” will refer to that Company). Nevertheless, each individual that uses the Services or accepts these ToU on behalf of himself/herself and/or the Company, agrees that the permissions given to Bestow under these ToU, and the restrictions and limitations to the rights of persons and entities using the Services, apply to each such individual and/or Company. You may use the Services on behalf of yourself and/or your Company only in compliance with these ToU. 

By using our Services, you agree to be bound by these ToU, and represent and warrant that you are at least twenty (20) years old or have reached the age of majority in your jurisdiction and have the power and authority to agree to these ToU. You also represent and warrant that all information you provide to us is accurate, current, and complete, and will use the Services only as set forth in these ToU. If you do not agree with the ToU, you may not use the Services.

Accounts and security

You do not need to create an account to visit the Website, but you must have an account to access and utilize certain aspects of the Services. You must be at least twenty (20) years old to create an account to use the Services. You represent and agree that any information that you submit to Bestow in creating an account will be correct, accurate, and up to date. You are solely responsible for maintaining the confidentiality of your account password and for all activities that are conducted via your account. You agree to notify Bestow immediately if you become aware of any unauthorized use of your password or of your account. Accounts are registered to you personally and may not be sold, traded, gifted, or otherwise transferred at any time under any circumstances. You may not share your account with, or disclose your password to, anyone else. You are responsible for any use of the Services made via your account.

Consent to electronic communications 

You agree that we may provide you in electronic form any information or other communications regarding our Services. These electronic forms may be provided through our Website, e-mail, text message, or another secure website. When you visit our Website, use the Services, and communicate with us electronically, you consent to receive communications from us electronically and to electronically sign documents. Services offered through the Website are available only through the Internet, so you consent to conduct business electronically. Your consent to doing business electronically applies not just to Bestow, but also to Bestow’s agents, affiliates, subsidiaries, successors, and assigns.

You represent and agree that you have the ability to store electronic communications such that they remain accessible to you in an unchanged form. You may withdraw your consent to receive communications electronically or to use an electronic signature by contacting us at [email protected].

Privacy policy

Your personal information and privacy are important to us. The collection, use, and sharing of your personal information including the Service Data through the Website are subject to our Privacy Policy, which is hereby incorporated into the ToU. By accepting these ToU or using the Website, you represent that you have read and consent to our Privacy Policy.

Bestow proprietary rights and license

You acknowledge and agree that the Services are protected by copyrights, trademarks, service marks, international treaties, and/or other proprietary rights and applicable laws. You agree to protect the proprietary rights of us and all others having rights in the Services.

Unless permitted in a separate written agreement with Bestow, you do not have the right to use any of our trademarks, trade names, service marks, copyrights, or logos, or our partners’, affiliated entities’, licensors’, or their licensors’ trademarks, trade names, service marks, copyrights, or logos, including but not limited to Bestow, in any manner which creates the impression that the Services or any such items belong to or are associated with you or indicate the affiliation or sponsorship or approval of us, our licensors, any partners, affiliates, or their licensors. 

Subject only to limited rights to access and use the Services as expressly stated herein, Bestow hereby grants you a limited, revocable, non-exclusive, non-sublicensable right to access and use the Services for your legitimate internal business purposes. You acquire absolutely no rights or licenses in or to the Services or materials contained within the Services other than the limited right for you to access and use the Services in accordance with these ToU.

As between you and Bestow, all rights, title and interest in and to the Services, including all related intellectual property and proprietary rights will remain with Bestow and belong exclusively to Bestow, and Bestow reserves all rights therein other than as expressly granted under these ToU.

Your intellectual property rights and license

Unless permitted in a separate written agreement with Bestow, we shall retain ownership rights, including all Intellectual Property Rights, to all electronic data, text, messages, communications, or other materials submitted by you to, and stored within a Service, in connection with your use of such Services (“Service Data”). 

You agree that we may collect and use the Service Data and related information that is gathered periodically in connection with the provision of the Services to ensure proper operation of the Services and associated systems in accordance with the ToU and Privacy Policy. We may use the Service Data, as long as it is in a form that does not personally identify you (including but not limited, in a de-identified or aggregate form), to improve the operation of the Services. Notwithstanding the foregoing, you hereby grant us a worldwide, royalty free, irrevocable, perpetual license (with the right to grant and authorize sublicenses) to make, have made, use, import, offer for sale, sell, reproduce, distribute, modify, adapt, prepare derivative works of, display, publicly perform and otherwise exploit such Service Data for our lawful business purposes without restriction, including to improve our services, products, technologies and/or associated systems, and any updates, extensions or successive versions of any services, products, technologies or associated systems.

You may choose to, or Bestow may invite you to, submit comments or other feedback about the Website and the Services (“Feedback”). By submitting Feedback, you agree that Bestow is free to use such Feedback at its discretion without any obligation to you. Bestow may also choose to disclose Feedback to third parties. You hereby grant us and our Affiliates a worldwide, royalty free, irrevocable, perpetual, fully-transferable, fully-sublicensable (with the right to grant and authorize sublicenses), fully-paid up, nonexclusive license to make, have made, use, import, offer for sale, sell, reproduce, distribute, modify, adapt, prepare derivative works of, display, publicly perform and otherwise exploit such Feedback without restriction, including in connection with our services, products, technologies and/or associated systems and any updates, extensions or successive versions of any services, products, technologies and/or associated systems.

Confidentiality

In connection with the Services, you will protect our Confidential Information from unauthorized use, access or disclosure in the same manner as you protect your own Confidential Information, but with no less than reasonable care. Except as otherwise expressly permitted pursuant to these ToU, you may use our Confidential Information solely to exercise your respective rights and perform your respective obligations under these ToU and shall disclose such Confidential Information: (a) solely to the employees and/or non-employee service providers and contractors who have a need to know such Confidential Information and who are bound by terms of confidentiality intended to prevent the misuse of such Confidential Information; (b) as necessary to comply with an order or subpoena of any administrative agency or court of competent jurisdiction; or (c) as reasonably necessary to comply with any applicable law or regulation. This section shall not apply to any information which: (a) was publicly known prior to the time of disclosure by us, or (b) becomes publicly known after such disclosure through no action or inaction of you in violation of these ToU. For clarity, any exchange of Confidential Information prior to the execution of these ToU shall continue to be governed by any such non-disclosure agreement. Given the unique nature of Confidential Information, you agree that any violation or threatened violation by you to these ToU with respect to Confidential Information may cause irreparable injury to us. Therefore, you agree such violation or threatened violation shall entitle us to seek injunctive or other equitable relief in addition to all legal remedies.

Use restrictions

You agree that, while using the Services, you are solely responsible for the content or information you publish, display or otherwise communicate in any manner, or transmit to other users of the Services. You may not use the Services in any way that is not expressly permitted by these ToU. 

You agree that you will not:

(1)  (i) post on the Services, or transmit to other users, or otherwise communicate any defamatory, inaccurate, abusive, obscene, profane, offensive, sexually oriented, threatening, harassing, racially offensive, or illegal material, or any material that infringes or violates another party’s rights (including, but not limited to, intellectual property rights, and rights of privacy and publicity) or any applicable law; or (ii) make any false, misleading or deceptive statement or representation regarding Bestow or the Service;

(2)   (i) cause, permit or authorize the modification, creation of derivative works, translation, reverse engineering, reverse assembling, decompiling, disassembling, hacking, or otherwise attempting to extract the source code of the Services; (ii) sell, assign, rent, lease, act as a service bureau, or grant rights in the Services; (iii) use any “deep link”, “page scrape”, “robot”, “spider”, or other automatic device, program, script, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy, or monitor any portion of the Services or in any way reproduce or circumvent the navigational structure or presentation of the Services to obtain or attempt to obtain any materials, documents, or information through any means not purposefully made available through the Services; or (iv) attempt to gain unauthorized access to any portion or feature of the Services, including without limitation, data or materials not intended for you, the account of any other authorized user or any other systems or networks connected to the Services or to any server used by Bestow, by hacking, password “mining” or any other illegitimate or prohibited means;

(3)  (i) institute, assist, (directly or indirectly) or become involved in any type of attack including, without limitation, denial of service attacks, upon the Services (or any servers, systems or networks connected to the Services) or otherwise violate or attempt to obstruct, disrupt or interfere with the operation and security of the Services or any other person’s or entity’s use of the Services (or any servers, systems or networks connected to the Services), including without limitation, probe, scan, or test the vulnerability of the Services or any network connected to the Services, or breach the security or authentication measures on the Services, or any network connected to the Services; (ii) attempt to gain unauthorized access to the Website, the Services, accounts registered to other users, or any servers, systems or networks connected to the Services by hacking, password “mining” or any other illegitimate or prohibited means; or (iii) use or permit to be introduced into the Services any virus, trap door, time bomb or any other codes, or any other software that is designed to provide unauthorized access to, distort, delete, damage, or interrupt any aspect of the Services;

(4)  (i) attempt to interfere with the Services being provided to any user, host or network, including, without limitation, by means of submitting a virus to the Services, overloading, “flooding,” “mailbombing” or “crashing” the Services; (ii) reverse look-up, trace, or seek to trace any information on any other user of or visitor to the Services; (iii) take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Services or systems or networks of Bestow or networks connected to the Services; (iv) use any device, software, or routine to interfere with the proper working of the Services or any transaction being conducted on the Services, or with any other person’s use of the Services; or (v) use the Services to harvest or collect e-mail addresses or other contact information;

(5)  (i) use the Services for any commercial purpose unless consistent with these ToU and the intended use of the same, or for the benefit of any third party, or charge any person or entity, or receive any compensation for, the use of the Services, unless you are specifically authorized to do so in a separate written agreement with Bestow; (ii) market, co-brand, private label, separately distribute, resell or otherwise permit third parties to access and use the Services; (iii) create an intact reproduction of a page or pages of Services into another service; or (iv) use the Service to perform any unsolicited commercial communication not permitted by applicable law;

(6)  use the Services to engage in any activity that violates any applicable law, ordinance, rule, regulation or treaty; or

(7)  use the Services for any other unlawful, prohibited, abnormal or unusual activity as determined by Bestow in its sole discretion.

Termination of services    

Bestow may at any time suspend or terminate your account if: (1) Bestow determines that you are (i) in breach or violation of or otherwise acting inconsistently with these ToU or (ii) engaging in fraudulent or illegal activities or other conduct that may result in liability to Bestow; or (2) Bestow determines it is required by law to terminate your account.

You have the right to cancel your account at any time. You may cancel your account by contacting us via phone call to our Customer Care Center at 833-300-0603.

If you voluntarily terminate your account, you may reactivate that account at any time by logging in to the Services through the Website and reactivating the account. Accounts terminated by Bestow for any type of abuse including, without limitation, a violation of these ToU, may not be reactivated for any reason.

Disclaimer of warranties and limitations of liability

YOU AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK AND ACKNOWLEDGE THAT ALL INFORMATION CONTAINED IN THE SERVICES IS PROVIDED “AS IS” AND “AS AVAILABLE,” AND THAT WE MAKE NO WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE SERVICES, INCLUDING, BUT NOT LIMITED TO, MERCHANTABILITY, NON- INFRINGEMENT, TITLE, AVAILABILITY, ACCURACY OR COMPLETENESS OF DATA, OR FITNESS FOR A PARTICULAR PURPOSE OR USE.

We do not warrant that the Services are compatible with your equipment or that the Services, or e-mail sent by us or our representative, is free of errors or viruses, worms or “Trojan horses,” or any other harmful, invasive, or corrupted files, and is not liable for any damage you may suffer as a result of such destructive features. You agree that we and our partners and affiliates and their respective owners, members, agents, directors, officers, employees, representatives, affiliates, successors, and assigns shall have no responsibility or liability for: (i) any injury or damages, whether caused by our negligence or that of our partners and affiliates and their respective owners, members, agents, directors, officers, employees, representatives, affiliates, successors, and assigns or otherwise arising in connection with the Services and shall not be liable for any lost profits, losses, punitive, incidental, or consequential damages, or any claim against us; or (ii) any fault, inaccuracy, omission, delay, or any other failure in the Services caused by your computer equipment or arising from your use of the Services on such equipment.

UNDER NO CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO NEGLIGENCE, SHALL WE OR OUR PARTNERS AND AFFILIATES AND THEIR RESPECTIVE OWNERS, MEMBERS, AGENTS, DIRECTORS, OFFICERS, EMPLOYEES, REPRESENTATIVES, AFFILIATES, SUCCESSORS, AND ASSIGNS BE LIABLE TO YOU OR ANY THIRD PARTY FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES EVEN IF WE OR THEY HAVE BEEN ADVISED SPECIFICALLY OF THE POSSIBILITY OF SUCH DAMAGES, ARISING FROM USE OF OR INABILITY TO USE THE SERVICES OR ANY LINKS OR ITEMS ON THE SERVICES OR ANY PROVISION OF THE TOU. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES.

IN NO EVENT WILL THE AGGREGATE LIABILITY OF BESTOW, ITS SUBSIDIARIES, AFFILIATES, OFFICERS, AGENTS, EMPLOYEES, REPRESENTATIVES, PARTNERS, SUPPLIERS, AND LICENSORS ARISING FROM OR RELATING TO THE SERVICES PERFORMED WITHIN THESE TOU EXCEED $100 (ONE HUNDRED DOLLARS). THE FOREGOING LIMITATION APPLIES UNDER ANY THEORY OF LIABILITY, INCLUDING, WITHOUT LIMITATION, CONTRACT, TORT, WARRANTY, NEGLIGENCE OR OTHERWISE.

THESE LIMITATIONS AND EXCLUSIONS ALSO APPLY IF THIS REMEDY DOES NOT FULLY COMPENSATE YOU FOR ANY LOSSES OR FAILS OF ITS ESSENTIAL PURPOSE.

Third-party links and services

The Service may contain links to websites operated by independent third parties (“Third Party Services”). Bestow provides these links to Third Party Services as a convenience and use of these Third Party Services is at your own risk. The linked Third Party Services are not under the control of Bestow and Bestow is not responsible for the content or accuracy of third party websites, services, products, or features available on the other websites or services or linked to or from the Services. Such links do not imply Bestow’s endorsement of information or material on any other website and Bestow disclaims all liability with regard to your access to and use of such linked Third Party Services. You understand and acknowledge that your access and use of linked Third Party Services and the services provided through these websites is governed by the terms of service and other agreements posted on such websites.

We do not: (a) make any warranty, express or implied, with respect to the use of the links provided on, or to, the Services; (b) verify or guarantee the accuracy, completeness, usefulness, or adequacy of any other websites, services, products, or features, that may be linked to or from the Services; or (c) make any endorsement, express or implied, of any other websites, services, products, or features that may be linked to or from Services. 

WE DISCLAIM ANY AND ALL LIABILITY, INCLUDING ANY EXPRESS OR IMPLIED WARRANTIES, WHETHER ORAL OR WRITTEN, FOR WEBSITES, SERVICES, GOODS, INFORMATION OR ADVERTISEMENTS THAT MAY BE LINKED TO OR FROM, OR PROVIDED THROUGH, THE SERVICES. YOU ACKNOWLEDGE THAT NO REPRESENTATION HAS BEEN MADE BY US AS TO THE FITNESS OF THE WEBSITES, SERVICES, GOODS, OR ADVERTISEMENTS THAT MAY BE LINKED TO OR FROM THE SERVICES.

Indemnification

You agree to indemnify, defend, and hold harmless us and our partners and affiliates and their respective owners, members, agents, directors, officers, employees, representatives, affiliates, successors, and assigns against any claim, suit, action, or other proceeding from and against any and all claims, damages, liabilities, costs, and expenses, including reasonable attorneys’ and experts’ fees, arising out of or in connection with the Services, or any links on the Services, including but not limited to: (i) any breach or violation of the ToU by you; (ii) material, information, or content submitted or provided by you; (iii) your use of the Services; or (iv) any deletions, additions, insertions, or alterations to, or any unauthorized use of, the Services by you. You agree to pay any and all costs, damages, and expenses, including but not limited to reasonable attorneys’ fees and costs awarded against or otherwise incurred by or in connection with or arising from any such claim, suit, action, or proceeding attributable to any such claim. We reserve the right, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you will not in any event settle any claim without the prior written consent of Bestow. You will fully cooperate with us in asserting any available defense.

Governing law

The ToU shall be governed and construed in accordance with the laws of Texas, without giving effect to conflicts-of-law principles thereof. You agree to submit to the personal jurisdiction of the state and federal courts located in Dallas County, Texas, with respect to any legal proceedings that may arise in connection with the Services or from a dispute as to the interpretation or breach of the ToU and hereby waive any objection to the propriety or convenience of venue in such courts.

YOU UNDERSTAND AND AGREE THAT YOUR USE OF THIS WEBSITE AND SERVICES AS CONTEMPLATED BY THESE TOU SHALL BE DEEMED TO HAVE OCCURRED IN THE STATE OF TEXAS AND BE SUBJECT TO THE LAWS OF THE STATE OF TEXAS WITHOUT REGARD TO ITS CONFLICTS OF LAWS PROVISIONS. IT IS EXPRESSLY UNDERSTOOD AND AGREED THAT IN THE EVENT ANY REMEDY HEREUNDER IS DETERMINED TO HAVE FAILED ITS ESSENTIAL PURPOSE, ALL LIMITATIONS OF LIABILITY AND EXCLUSIONS OF DAMAGES WILL REMAIN IN EFFECT.

Binding arbitration

You agree that, except as provided in Exceptions to Arbitration below, all disputes, controversies and claims related to the ToU (each a “Claim”), shall be finally and exclusively resolved by binding arbitration, which may be initiated by either party by sending a written notice requesting arbitration to the other party. Any election to arbitrate by one party shall be final and binding on the other. The arbitration will be conducted under the Streamlined Arbitration Rules and Procedures of JAMS that are in effect at the time the arbitration is initiated (the “JAMS Rules”) and under the terms set forth in the ToU. In the event of a conflict between the terms set forth in this Section and the JAMS Rules, the terms in this Section will control and prevail.

Except as otherwise set forth in Exceptions to Arbitration below, you may seek any remedies available to you under federal, state or local laws in an arbitration action. As part of the arbitration, both you and Bestow will have the opportunity for discovery of non-privileged information that is relevant to the Claim. The arbitrator will provide a written statement of the arbitrator’s decision regarding the Claim, the award given and the arbitrator’s findings and conclusions on which the arbitrator’s decision is based. The determination of whether a Claim is subject to arbitration shall be governed by the Federal Arbitration Act and determined by a court rather than an arbitrator. Except as otherwise provided in the ToU, (a) you and Bestow may litigate in court to compel arbitration, stay proceedings pending arbitration, or confirm, modify, vacate or enter judgment on the award entered by the arbitrator; and (b) the arbitrator’s decision shall be final, binding on all parties and enforceable in any court that has jurisdiction, provided that any award may be challenged if the arbitrator fails to follow applicable law. The arbitration will take place in Dallas, Texas, unless the parties agree to video, phone or internet connection appearances.

You and Bestow agree that any arbitration shall be limited to the Claim between Bestow and you individually. You and Bestow agree that (a) there is no right or authority for any dispute to be arbitrated on a class-action basis or to utilize class action procedures; (b) there is no right or authority for any dispute to be brought in a purported representative capacity or as a private attorney general; and (c) no arbitration shall be joined with any other arbitration.

If you initiate arbitration for a Claim, you will need to pay the JAMS arbitration initiation fee. If we are initiating arbitration for a Claim, we will pay all costs charged by JAMS for initiating the arbitration. All other fees and costs of the arbitration will be charged pursuant to the JAMS Rules. You and Bestow agree that if any portion of this Section is found illegal or unenforceable (except any portion of Exceptions to Arbitration below), that portion shall be severed and the remainder of the section shall be given full force and effect. If Section Exceptions to Arbitration below is found to be illegal or unenforceable then neither you nor Bestow will elect to arbitrate any Claim falling within that portion of Exceptions to Arbitration Section found to be illegal or unenforceable and such Claim shall be exclusively decided by a court of competent jurisdiction within the Dallas County, Texas, United States of America, and you and Bestow agree to submit to the personal jurisdiction of that court. This Binding Arbitration Section shall survive any termination of your relationship with Bestow.

Exceptions to Arbitration. You and Bestow agree that the following Claims are not subject to the provisions concerning negotiations and binding arbitration: (a) any Claim seeking to enforce or protect, or concerning the validity of, any of Bestow’s intellectual property rights; (b) any Claim related to, or arising from, allegations of theft, piracy, invasion of privacy or unauthorized use; and (c) any claim for equitable relief. In addition to the foregoing, either party may assert an individual action in small claims court for Claims that are within the scope of such court’s jurisdiction in lieu of arbitration.

Severability

If any part of these ToU is determined to be invalid or unenforceable, then that portion shall be severed, and the remainder of the ToU shall be given full force and effect.

No partnership

You agree that no joint venture, partnership, employment, or agency relationship exists between you and Bestow as a result of these ToU or your use of the Services. 

No waiver and interpretation

Our failure to enforce any provision of these ToU shall in no way be construed to be a present or future waiver of such provision, nor in any way affect our right to enforce the same provision at a later time. An express waiver by Bestow of any provision, condition or requirement of these ToU shall not be understood as a waiver of your obligation to comply with the same provision, condition or requirement at a later time.

The word “or” as used in these ToU has the meaning equivalent to “and/or”. The terms ‘include’ and ‘including’ will be deemed to be immediately followed by the phrase “without limitation”. These ToU do not confer any rights or benefits to any third party beneficiaries. The headings appearing at the beginning of sections have been inserted for identification and reference purposes only and must not be used to construe or interpret these ToU. The word “will” expresses an obligation equivalent to “shall”.

Notices

All notices given by you or required under these ToU shall be in writing and sent to [email protected].

Changes to the ToU

Bestow reserves the right to change or modify the ToU at any time, and such modification shall be effective immediately upon posting to our Website. You understand and agree that your access to or use of the Services after the posting of modifications to the ToU will constitute your acceptance of the modifications. If at any point you do not agree to any portion of these ToU then in effect, you must immediately stop using the Services. We encourage you to review these ToU frequently to stay informed of the latest modifications.

Assignment

Bestow may assign its rights under these ToU to any person or entity without your consent. The rights granted to you under these ToU may not be transferred or assigned by you without Bestow’s prior written consent, and any attempted unauthorized assignment by you shall be null and void.