FintechInsurtechClub.com, From now on, FIC has recently updated its Terms of Service (General Terms)
LAST UPDATED: June 13, 2024.
Welcome to fintecchinsurtechclub.com, also named “FIC” from now on an Online Community for Fintech & Insurtech´s Companies and Freelancers who want to be part of the international financial ecosystem.
FIC also offers an online startups marketplace where Fintech startups can raise capital and professional investors for equity investment can find investment and Startups opportunities.
Fintechinsurtechclub.com (“FIC“) provide website features and other products and services to you.
FIC Services include the information, content, materials, products, and references to the FIC Services in these General Terms include any or all of these.
FIC provides the “FIC Services” to you subject to these General Terms and accessing the Website and using the FIC Services, you agree to be bound by and abide by them.
By using the Website you accept and agree to be bound and abide by these Terms and our Privacy Policy found at FIC Privacy Policy incorporated herein by reference. Please read them carefully before using FIC Services. If you do not want to agree to these Terms, the Privacy Policy, you must not access or use the Website.
You also agree to any additional terms specific to FIC Services you use (“Additional Terms,” together with the General Terms, the “Terms”), such as those listed below, which become part of your agreement with us.
FIC will collect your personal information including your name, contact details, and if the deal requires, browsing, profile information (including profile photo) and site activity in our proprietary and third-party algorithms. All personal information will be handled, used, maintained, and disclosed by FIC in accordance with all applicable privacy laws and data protection laws as well as our Privacy Policy which applies from time to time. By using our Website and the FIC Services, you acknowledge and agree that we may use your personal information as set out in our Privacy Policy. This includes, but is not limited to browsing, profile information and site activity in our proprietary and 3rd party algorithms to recommend and/or invite you to matched deals and buyers. Where you have been matched, we will surface your profile information including summary which you have written, profile photo and preferences to relevant parties. We will not disclose to other parties on the site your phone number, street address or email.
When you use the FIC Services or send e-mails, text messages, or other communication from your desktop or mobile device to us, you are communicating with us electronically. We will communicate with you electronically in a variety of ways, such as by e-mail, text, or communication via our discussion forum. You consent to receive communications from us electronically and agree that communications that we provide to you electronically satisfy any legal requirement that such communication be in writing.
All content included in or made available by FIC, such as text, graphics, logos, button icons, images, video and audio clips, digital downloads and data compilations is the property of FIC and is protected by Spain and international copyright and authors’ rights laws and (where applicable) database right laws. Other than to the extent necessary to use the FIC Services for their permitted purposes and in accordance with these Terms, you may not copy, extract and/or re-utilize any content of FIC without our express written consent, including, without limitation, any listings, descriptions, prices and account information. In particular, you may not utilize any data mining, robots, or similar data gathering and extraction tools to extract (whether once or many times) for re-utilization any substantial parts of the FIC Services or their content, without our express written consent. You may also not create and/or publish your own database that features substantial parts of the FIC Services or their content without our express written consent.
Graphics, logos, page headers, button icons, scripts, and service names included in or made available through the FIC Services are trademarks of FIC. FIC’s trademarks may not be used in connection with any product or service that is not FIC’s, in any manner that is likely to cause confusion among customers or in any manner that disparages or discredits FIC. All other trademarks not owned by FIC that appear in the FIC Services are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by FIC. You may not frame or use framing techniques to enclose any trademark or logo (including images and text) of FIC without our express written consent. You may not use any meta tags or any other “hidden text” utilizing FIC’s names or trademarks without our express written consent.
By registering and creating an account with FIC, you represent and warrant that you are over 18 years of age and you can form legally binding agreements under applicable law. If you are registering an account for a business, organization or other legal entity, you represent and warrant that you have the authority to legally bind that entity. You may operate multiple accounts on FIC so long as you only have one account for personal use and one account for business use.
You are responsible for maintaining the confidentiality of your account and password. Except to the extent caused by our breach of these Terms, you are responsible for all activities that occur under your account regardless of whether the activities are authorized by you or undertaken by you. FIC is not responsible for unauthorized access to or use of your password or account. You should take all necessary steps to ensure that your password is kept confidential and secure and should inform us immediately if you have any reason to believe that your password has become known to anyone else, or if your password is being, or is likely to be used in an unauthorized manner. You must ensure that the details you provide to us are correct and complete and inform us of any changes. You can access and update certain information you have provided to us via your account dashboard.
If we have concerns with your account, or activity relating to your account, or if you are in breach of applicable laws or these Terms, we reserve the right to take action on your account in accordance with these Terms, including without limitation by (a) refusing service, (b) suspending or restricting access to your account, (c) terminating your account, or (d) removing or editing content you post using your account. The action we elect to take and any notice you may receive will vary depending on the FIC Services, the circumstances, and our assessment of relevant factors. In the event of suspected fraud, suspicion that FIC users are being deliberately misled and/or evidence of shill bidding or similar, an immediate ban will take place without recourse.
FIC provides a space for Fintech and Insurtech startups to be seen as a directory.
FIC Provides
also
a space where any member can join events we organize quarterly,
FIC provides a directory of
freelance consultants users can contact and hire.
FIC is not a party to this contract and
does not
assume any responsibility arising out of or in connection with the contractor and/or any transaction
related to freelance performance. FIC does not act as an agent for the investor or startup.
The
startup published as “investment opportunities” is solely responsible for the information of their
company and the investor is solely responsible for the interest shown to the startup.
FIC allows third-party LOOKING FOR INVESTMENT to list and Raise capital using the FIC
Services.
The information will not be posted and offered as a safe investment offer.
Equity
investment offers will only be offered privately to the investor network already registered.
FIC
does not own, create, sell, resell, provide, control, offer or deliver listings or the assets
contained therein.
While FIC helps
facilitate transactions that are carried out on the Website, FIC is not a startup or investor in any
transaction involving the seller’s assets or any other transaction among users of the Services.
FIC
provides an avenue for startups and investors to negotiate and complete transactions. Accordingly,
the contract agreed to by the sellers and buyers regarding the seller’s assets is solely between the
buyer and seller.
FIC is not a party to this contract and does not assume any responsibility
arising
out of or in connection with the contract and/or the transaction. FIC does not act as an agent for
the buyer or seller. The seller is solely responsible for the sale of their assets and the buyer is
solely responsible for the purchase of the assets.
By using the Services, buyer and freelance acknowledge that in the event of a dispute between a company and Freelancer, FIC is not a party to any transaction among the parties and therefore will not participate in any such dispute, except as follows.
Company and freelance as services seller acknowledge and agree that FIC may, upon receiving notice of a dispute from either party, and only prior to the delivery of the services or assets or under any circumstance where the following is not possible, choose in its sole and absolute discretion to cancel the transaction.
In such an event buyer and seller acknowledge and agree that neither party shall have any cause of action against FIC and in the event either party should pursue litigation against FIC the non-litigating party shall hold.
FIC is not responsible for:
(a) the existence, quality, suitability of legality of a listed asset; (b) the truth, accuracy or completeness of the information contained in a listing; (c) the future performance of a listed asset; (d) the performance or conduct of a buyer or seller or third-party on the Website; and/or (e) the quality, suitability or ability of a third party which provides goods or services to FIC or to a buyer or seller.
Your decision to purchase a listed asset shall be based solely on your own investigation and that of your legal, tax and other advisors. You accept sole responsibility for examining and investigating an asset and all information in a listing. This includes, but is not limited to, associated liabilities, financial statements, tax returns and any other facts or information which may impact your decision to purchase that listed asset and the price you are willing to pay. You understand that FIC may display only a summary description of a listed asset.
To help facilitate a safe, secure transaction and to preserve the integrity of the FIC Services, you can access legal services and template legal documents via FICLegal powered by Contracts Counsel. You acknowledge that you use these documents at your own risk. You agree that FIC nor Contracts Counsel has not in any way provided legal or financial advice by providing these documents or made representations or warranties that they are suitable for your requirements or needs and may not be appropriate or suitable to the sale or purchase of a particular asset. FIC recommends all parties seek their own independent legal advice in relation to the documents.
The following assets may be listed for sale on FIC:
(a) all detail and reference to files contained in a website or an application, including but not limited to, the HTML, the code base, other source code, logos, images, music, animation, films and other media, licenses and other works associated with the website or the application; (b) any rights and obligations under or in relation to an agreement with a third party relating to assets which may include, but is not limited to hosting agreements, payment provider agreements, affiliate agreements and seller agreements; (c) a brand name relating to a business, including any registered trademarks specified in the listing; (d) any records; (e) all rights to a domain name; (f) any other documented asset including inventory or other agreement critical to the sale and ongoing concern of a business, including legal agreements, employment agreement, leasing agreements and other agreements; and (g) any other particulars specified as being sold as part of a listing.
For the avoidance of doubt, FIC does not promote, encourage or facilitate the sale of securities using FIC Services.
When you create a listing, you will be asked to provide complete and accurate information about your asset, including, but not limited to a business description and current and historical financial data. You are responsible for your listing and keeping your listing information up to date at all times. You will also be asked to set an asking price for your asset/s, either a set price in the case of a fixed-price listing or a starting price, reserve price, and optional buy it now price, in the case of an auction-format listing. Please be aware that FIC may, in its sole discretion, prevent you from listing your asset for sale, or suspend an existing listing, if it considers that a price set is unreasonable or not aligned with market value.
You warrant and represent to FIC and to each buyer that:
(a) you own the asset or are entitled to sell the asset; (b) you are the owner of all intellectual property rights, including but not limited to copyright, patent, trademark, designs whether registered or not and throughout the world and all other rights, title and interest in the asset, (c) the asset is transferable to a buyer; and (d) any and all agreements with third parties are transferable to the Buyer.
You must not create a listing for an asset which is:
FIC enables 3 kinds of listings —
A registered startup for “Capital Raise” can accept, reject investment offer. If you are a startup looking for investment, and have placed an offer, you acknowledge and agree that should investors may contact you.
FIC enables Freelance information and connection;
With an “request quote” format listing, a freelance will accept the offer from users for a predetermined amount of time — generally 30 days. For a offer to be valid, it must be accepted by the frelancer or then-current bid.
At the end of the process, if buyer or freelance services, click ok, will be directly billed though the FIC page. Should you have access to the agreed freelance service, you agree that you are committing to purchase the to pay for it though FIC page. Freelance quotes fees are non-refundable.
You must conduct all inquiries into and discussions about a listed asset, through the Website unless expressly authorized by FIC.You must not circumvent FIC. If you make or accept payment for a listed asset, FIC is entitled to a success fee. If FIC is unable to recover its success fee from the seller, the buyer is liable to pay the success fee.
10.1 Listing Fees
You will only be charged a fee for creating a listing in case you are promoted;
That means you will have extra benefits, contacts and access to e-learning courses.
There is no fee for editing a listing. You will not be charged a fee whether or not the listed company.
You may cancel your listing or account at any time by emailing support@fintechinsurtechclub.com and then following the specific instructions indicated to you in FIC’s response.
10.2 Success Fees in freelance hiring
If freelance successfully sell their services, asset to a buyer you agree to pay FIC a success fee which is calculated as a percentage of the total transaction value or final sale price paid by the buyer for your listed asset (including any applicable taxes). Our success fee is non-negotiable and non-refundable. FIC reserves the right to change the success fee at any time and will provide you with adequate notice of those changes before they become effective.
10.3 Fees for premium members
FIC reserves the right to charge the user “Premium member” By using our services, you authorize us to charge your credit card on file to collect any outstanding fees. We will make reasonable efforts to notify you in advance of any charges and provide an invoice for the unpaid amount. If the outstanding balance remains unpaid after the due date, we may initiate the charge on your credit card without further notice. It is your responsibility to ensure that your credit card information is accurate and up to date. You agree to promptly update your payment information to avoid any interruptions in service or additional fees.
If FIC issues you a refund, that refund will be paid to you using the same payment method you used to pay FIC. FIC may refund an amount of paid by you if you are entitled to a refund in accordance with these Terms or FIC is required by law or considers that it is required by law to do so. FIC’s determination as to whether a refund is required is final and conclusive and may not be challenged by you.
You may earn points or credits for your activity on the Website. These credits are not equivalent to any currency. They may, however, be used to pay for FIC Services in accordance with rules specified by FIC from time to time. You acknowledge and agree that FIC is not liable to you for any unauthorized withdrawals or unauthorized spending of your credits, including where such withdrawal or spend arises from any unauthorized use or access of your account.
FIC is not an escrow service and does not hold property on behalf of any person. FIC is not a payment provider. For the purposes of facilitating a transaction, any and all payment processing services through or in connection with your use of the FIC Services are provided to you by one or more independent third-party service provider, as appropriate. You hereby consent and authorize FIC to share any information and payment instructions you provide with any third-party service provider(s).
You are solely responsible for setting a price for your listed asset. To help you determine an appropriate price, FIC makes a valuation calculator. You acknowledge and agree that any valuation produced by the FIC Valuation Calculator is an estimate only and must not be construed as or relied upon as a professional valuation. The valuation is generated by a mathematical model in reliance on available data, without an in-depth analysis of the asset and without
having regard to market conditions or features which may affect the value and saleability of the asset.
FIC provides due diligence services and you can pay to acquire a due diligence report on a listed asset” startup opportunity”. While FIC strives to make the information in this report as accurate as possible, we make no claims, promises or guarantees about the accuracy, completeness or adequacy of the contents of this report, and expressly disclaim liability for errors and omissions in its contents. No warranty of any kind, implied, expressed or statutory including but not limited to the warranties of non-infringement of third party rights, title, merchantability of fitness for a particular purpose is given with respect to the contents in this report.
Furthermore, any information provided herein with regard to the listed asset is informational in nature. We are not a legal advisory or business advisory service and do not purport to tell or suggest which business decisions to make. You understand and acknowledge that there is a risk involved in the purchase of a website or online business. We assume no responsibility or liability for your investment or business results. Factual statements within this report are made as of the data stated and are subject to change without notice. All information is provided solely for educational purposes and you are encouraged to seek independent advice from a competent professional person if legal, financial, tax, or other expert assistance is required.
You may post reviews, comments, and other content; send communications; and submit questions or other material, as long as the content is not:
(a) of a personal or solicitous nature, (b) unrelated to a listing, (c) an attempt to transact outside the Website, (d) illegal, obscene, abusive, threatening, defamatory or an invasion of privacy, (e) infringing of intellectual property rights, or (f) injurious to third parties or objectionable.
You must not post or send any content that contains software viruses, or that comprises political campaigning, commercial solicitation, chain letters, mass mailings or any form of “spam”. You may not use a false e-mail address, impersonate any person or entity, or otherwise mislead as to the origin of any such content or communication. We reserve the right (but not the obligation) to remove or edit any content at any time and for any reason in its sole and absolute discretion.
While comments and reviews are visible to other users, interactions and exchanges via the discussion forum are private as between individuals and accessible to FIC.
In order to list an asset for sale on FIC, you will be asked to provide certain non-public, proprietary information to FIC relating to the asset/s you wish to list for sale including, but not limited to (a) information expressly marked or disclosed as confidential by you; (b) financial, traffic, user and/or other business
information; (c) any and all details relating to your asset or business, including the URL, if relevant; (d) your profit and loss or balance sheet; and (e) any other information related to the listed asset (Your Confidential Information).
Your Confidential Information will at all times be, and will at all times remain, your property and all applicable rights, including, but not limited to, all intellectual property rights, right of publicity, or other personal or proprietary rights embodied in the Confidential Information will remain with you.
FIC agrees that it will treat Your Confidential Information as confidential and not disclose Your Confidential Information until (a) you make it publicly available to registered users and account holders by way of setting it live as a public listing or (b) in the case of a “CONFIDENTIAL” listing, to a registered user or account holder who is both approved by you and who has signed your NDA, or to a Funds Verified Buyer upon signing of your NDA.
FIC may disclose the Seller Confidential Information to its employees, agents, attorneys, accountants, officers, and directors (“Representatives”) in connection FIC’s services or (b) in the event that FIC is required to disclose any Confidential Information, and, when possible pursuant to statutory or regulatory authority, FIC will provide you with prompt written notice so that you may seek a protective order or waive compliance by FIC with these Terms. If, in the absence of a protective order or the receipt of a waiver hereunder, FIC is nonetheless, on the advice of its counsel, legally required to disclose your Confidential Information, FIC may disclose such information without liability hereunder.
You are responsible for your content and you represent and warrant that you own or otherwise control all of the rights to the content and material that you post and that, as at the date that the content or material is posted it: (i) is accurate; (ii) complies with these Terms and (iii) does not breach any applicable laws.
If you post content or submit material, and unless we indicate otherwise, you grant FIC a non-exclusive, royalty-free and fully sublicensable and transferable rights to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such content throughout the world in any media;
You agree that the rights you grant above are irrevocable during the entire period of protection of your intellectual property rights associated with such content and material. To the extent permitted by law, as applicable, you: (i) consent to any infringement of; and (ii) agree to waive, any right you have to be identified as the author of such content and any right you have to object to derogatory treatment of such content. You agree to perform all further acts necessary to perfect any of the above rights granted by you to FIC, at our request.
FIC’s name and all related names, logos, product and services names, designs and slogans are trademarks of the Company or its affiliates or licensors and you must not use such marks without our prior written permission. All other names, logos, product and service names, designs, and slogans on the Website are the trademarks or their respective owners.
You agree to indemnify FIC for all claims brought by a third party against FIC arising out of or in connection with the content and material you supply
except to the extent that any liability arises from our failure to remove the content or material.
The Website may contain links to third-party websites or resources that we don’t own or control (for example, links to Facebook, Twitter, and Pinterest or Google Analytics). When you access these third-party services, you do so at your own risk. The third parties may require you to accept their own terms of use and privacy policies. FIC is not a party to those agreements — they are solely between you and the third party.
You may not use the FIC Services:
Unless otherwise specified in writing, FIC disclaims, and does not make, any representation or warranty of any kind in respect of the FIC Services including without limitation any representation or warranty,
(a) that they are free of viruses or other harmful components; (b) that your use of the FIC Services will be uninterrupted or error-free; or (c) as to the suitability or availability of the FIC Services.
FIC will not be responsible for:
(a) losses arising from the unavailability of, or your inability to use the FIC Services (b) losses that are not directly caused by any breach on our part; (c) any business loss, loss of sales, profits, revenue, contracts, anticipated savings, data, goodwill or wasted expenditure; (d) any indirect or consequential losses; (e) any delay or failure to comply with our obligations under these conditions if the delay or failure arises from any cause which is beyond our reasonable control.
For any other loss relating to the FIC Services, we limit our liability to the amount you have paid to us for the relevant FIC Services. Nothing in these conditions is intended to:
(a) override any express commitments FIC gives to you with respect to the FIC Services (for example, the provision of a refund in certain circumstances) or (b) exclude, restrict or modify any right or remedy you have in statute including under the Spanish Consumer Law or otherwise to the extent that that right or remedy cannot be excluded, restricted or modified under law. Any disclaimer, exclusion, or limitation in these conditions applies as provided for in these
conditions to the full extent permitted by law and subject to any such non-excludable right or remedy.
TO THE FULLEST EXTENT PROVIDED BY LAW, FIC WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY ANY TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ANY WEBSITE LINKED TO IT.
TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.
You agree to indemnify and hold FIC and its affiliates and their officers, directors, employees, and agents harmless from any and all claims, demands, losses, liabilities, and expenses (including legal fees) arising out of or in connection with:
(a) your use of the Website, FIC Services or assets obtained as a result; (b) your breach or violation of any of these Terms; (c) FIC’s use of your content; (d) your violation of the rights of any third party, including another seller or buyer.
You agree to hold FIC, its principals, officers, directors, brokers, agents, servants, employees and assigns harmless from any misrepresentations made by you.
The laws of Barcelona, Spain these Terms and any dispute of any sort that might arise between the parties. Any dispute relating in any way to these Terms will only be adjudicated in the courts of Barcelona. Each party consents to exclusive jurisdiction and venue in these courts. Notwithstanding the foregoing, either party may seek injunctive relief in any state, federal, or national court of competent jurisdiction for any actual or alleged infringement of such party’s, its affiliates’ or any third party’s intellectual property or other proprietary rights. The United Nations Convention on Contracts for the International Sale of Goods,
and any local laws implementing the Convention on Contracts for the International Sale of Goods, do not apply to this Agreement.
You agree that FIC will not be liable or responsible for any failure in, or delay to, the provision of the FIC Services or in FIC complying with these Terms, where such failure or delay has arisen or is anticipated to arise as a direct or indirect result of:
(a) fire, earthquake, storm, flood, hurricane, inclement weather or other act of God, war, terrorism, explosion, sabotage, industrial accident or an industrial strike; (b) denial of service attacks, telecommunications failure, hardware failure or the failure of software provided by a third party to function in accordance with its specifications; (c) a significant demand is placed on FIC Services which is above the usual level of demand and which results in a failure of FIC’s software and hardware to function correctly; (d) the failure of any third party (including without limitation, any bank or other financial organization) to fulfill any obligations to FIC; or (e) any other circumstances or events that are beyond the reasonable control of FIC (as the case may be).
FIC may give notice by means of a general notice on the Website, electronic mail to the email address on your account, telephone or text message to any phone number provided in connection with your account, or by written communication sent by mail or pre-paid post to any address connected with your account. Such notice shall be deemed to have been given upon the expiration of 48 hours after mailing or posting (if sent by mail or pre-paid post) or 12 hours after sending (if sent by email or telephone). You may give notice to FIC, with such notice deemed given when received by FIC, at any time by mail or pre-paid post to our registered agent for service of process, c/o FIC, S.L.
FIC may assign its rights and novate or transfer obligations that arise under these Terms. You must not assign, novate or otherwise transfer your rights or obligations under these Terms without the prior written consent of FIC (which may be withheld).
A provision of or a right created under these Terms may not be waived except in writing signed by the party or parties to be bound by the waiver. No single or partial exercise by any party of any right, power or remedy will preclude any other or further exercise of that or any other right, power or remedy. The rights, powers or remedies in these Terms are cumulative with and not exclusive of any rights, powers or remedies provided independently.
These Terms supersedes all prior representations, arrangements, understandings, and agreements between the parties relating to the subject matter and sets forth the entire and exclusive agreement and understanding between the parties.
We reserve the right to make changes to our website, these Terms, our policies, and our listings at any time in our sole discretion by posting the changes on our website. Your continued access to or use of the Website and FIC Services following the posting of revised Terms will constitute acceptance of the revised Terms.
We reserve the right to withdraw or amend the Website, and any service or material we provide on the Website, in our sole discretion without notice. We will not be liable for any reason all or part of the Website or FIC Services are unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Website or the entire Website to users, including registered users.
If any of these Terms are judged invalid or unenforceable for any reason whatsoever by a court of competent jurisdiction, such invalidity or unenforceability (unless deletion of such provision would materially adversely affect one of the parties) will not affect the operation or interpretation of any other term to the intent that the invalid or unenforceable term will be treated as severed from the Terms.
