Terms of Service

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Last updated: October 17, 2025

1. Your Acceptance

Welcome to https://saparsport.com/ (the “Website”), the website and online service of Sapar Sport Digital Technologies Inc., a Delaware corporation and its affiliates (“Sapar”, “we”, or “us”). This page explains the terms by which you may use our online platform, website and related applications, software and services, including Sapar for Gyms and Sapar for Fighters (collectively the “Platform”). By accessing or using the Platform, you agree to be bound by these terms of service (these “Terms”) and to the collection and use of your information as set forth in the Privacy Policy available at: https://saparsport.com/privacy-policy, whether or not you are a registered user of our Platform. These Terms apply to all visitors, users, contributors and others who access the Platform (“you” or “Member”).

In some instances, a separate document that provides additional conditions may apply to a service or product offered via the Platform ("Additional Terms''). To the extent there is a conflict between these Terms and any Additional Terms, the Additional Terms will control unless the Additional Terms expressly state otherwise.

If you do not agree to the Terms or the Privacy Policy please stop using the Platform immediately.

THESE TERMS CONTAIN A BINDING ARBITRATION PROVISION. EXCEPT AS SPECIFIED IN SECTION 15 (E.G., SMALL-CLAIMS OR INJUNCTIVE RELIEF), DISPUTES WITH SAPAR WILL BE RESOLVED BY FINAL AND BINDING ARBITRATION. YOU MAY OPT OUT AS DESCRIBED IN SECTION 15. PLEASE CAREFULLY REVIEW THE DISPUTE RESOLUTION PROVISIONS IN SECTION 15 BELOW WHICH ALSO DESCRIBES YOUR RIGHT TO OPT-OUT.

2. Use of Platform

2.1 Platform in a Snapshot.

Sapar is a Brazilian Jiu-Jitsu (BJJ) training and competition platform that connects (a) Fighters (as defined below) who want to find training partners, track performance, and compete, with (b) Gyms (as defined below) that want to manage mat bookings, host training sessions or matches, and attract new members.

To access Sapar's services, one must become a member. By using the Platform as an individual, you represent and agree that you are at least 18 years of age, or if you are under 18 years of age but are at least 13 years old (a “Minor”), that you are using the Platform with the consent and supervision of your parent or legal guardian and that you have received your parent 's or legal guardian’s permission to use the Platform and agree to these Terms. If you are a parent or legal guardian of a Minor, you hereby agree to bind the Minor to these Terms and to fully indemnify and hold harmless of Sapar if the Minor breaches any of these Terms.

Sapar reserves the right to request proof of age or parental consent at any time and may suspend or terminate access if consent is not properly established.

3. Sapar Accounts

3.1 Account Creation and Membership Application.

To access the Platform, you must create an account (your “Account”) by completing the in-app or online registration process. You agree to provide accurate, complete, and up-to-date information and to keep it current. You may create an Account using one of the following authentication methods:

  • Google or Facebook OAuth authentication (and other single-sign-on methods we may make available from time to time), which allow Sapar to receive basic profile information such as your name, email address, and profile photo from your linked account; or
  • Email authentication, through secure login links or verification codes sent to your email address.

If you register on behalf of a company, gym, team, or other legal entity, you represent and warrant that you have authority to bind that entity to these Terms. Sapar reserves the right to approve, refuse, or restrict access to any Account in its sole discretion and has no obligation to explain its decision.

3.2 Account Security and Responsibility.

Your Account provides access to the features and services we make available from time to time, which may vary based on your Subscription or user role. You must maintain the confidentiality of your login credentials and are solely responsible for all activity under your Account. You may not share your credentials or allow others to access the Platform using your unique username, password, or other security code. We encourage using a strong password combining upper- and lower-case letters, numbers, and symbols. You may not use another Member’s Account without that Member’s express written consent. Sapar is not liable for any loss or damage resulting from unauthorized access to or use of your Account.

4. Member Applications

Members access the Platform through separate applications depending on their intended use:

  1. Fighters shall use Sapar for Fighters, designed for individual users who wish to find training partners, participate in training sessions or matches, and reserve available time slots at participating Gyms. Mat allocation and scheduling are managed by the respective Gym.
  2. Gyms shall use Sapar for Gyms, designed for registered martial arts facilities that are authorized to host BJJ training sessions or matches. Gyms use this application to manage schedules, business information, and time slot availability, which may be displayed within Sapar for Fighters to enable search and booking.

Additional application types or user access categories may be introduced in the future.

5. Sapar Use Policies

5.1 Content.

The Platform may include content (“Content”) created by Sapar, by Members, or by third parties such as advertisers, service providers, or analytics vendors. Content may include text, images, video, audio, performance data, or other information shared through the Platform. All Content is provided for informational purposes only, and Sapar does not guarantee its accuracy, completeness, or usefulness. Members using Sapar for Fighters may generate materials such as user profiles, training history, performance data, match results, messages, and other information shared through the Platform. You are solely responsible for such Content and for any information you choose to share through your profile or interactions with other users. Sapar does not verify the identity, qualifications, or skill level of any Member and does not supervise or control any training sessions or matches. All interactions between Members occur voluntarily and at their own risk.

Further, you understand and agree that:

  1. Content posted by others represents their own views, not necessarily those of Sapar;
  2. You should not rely on any Content as a substitute for professional, medical, or coaching advice; and
  3. Sapar disclaims all liability for inaccurate, misleading, or unlawful Content, whether generated by Sapar, a Member, or a third party.

In accordance with  Section 230 of the U.S. Communications Decency Act, and any equivalent or similar laws in other jurisdictions which are intended to exclude or limit the liability of online service providers who provide access to user-generated content, we generally cannot be held liable for claims arising from the Content provided by third parties on Sapar.

5.2. Representations and Warranties.

You represent and warrant that you will use Sapar solely for lawful purposes in a manner consistent with these Terms and any and all applicable laws, regulations, or other legally enforceable obligations (including contractual obligations) you may have towards us and any third parties. You are solely responsible for any and all Content that is posted through your Account on Sapar ("your Content"). You agree that by submitting or authorizing your Content for use on Sapar, you have reviewed and understood our rules as we may from time to time make available to you. You understand that you may expose yourself to liability if your Content or other use of Sapar violates applicable law or any third-party right.

5.3 Member Responsibilities.

Fighters are responsible for ensuring that they are medically fit and legally permitted to participate in martial-arts activities and that their conduct during training sessions or matches respects gym rules and the safety of others.

Participation in any in-person training session, match, or similar activity arranged through the Platform requires acceptance of Sapar’s separate Liability Waiver. You acknowledge that Sapar may deliver this waiver through the Platform or by email, and that you must electronically review and sign it before engaging in any such activity or using related features of the Platform. You further understand that participating Gyms may have their own liability waivers or safety requirements, which are separate from and in addition to Sapar’s Liability Waiver. It is your responsibility to review and comply with any such Gym-specific terms before participating in any activity at their premises.

Gyms are responsible for the safety of their premises, for supervising any activities conducted there, and for maintaining all required insurance, licenses, and certifications. Gyms must also comply with privacy, recording, and consent laws when using any video, camera, or recording functionality.

You are solely responsible for any Content or information you post or share through your Account.

5.4 Prohibited Activities.

You agree not to engage in any of the following prohibited activities:

  • You agree not to: create user accounts under false or fraudulent pretenses; create or use an account for anyone other than yourself;
  • You may not post Content that you do not own or have the right to post in accordance with the license set forth in these Terms, or share, reproduce, republish, or redistribute content from the Platform, including any Content generated by other members other than you or Sapar Materials (as defined below), without express written permission from the rightful owner or, in the case of Sapar-generated materials, without prior written consent from Sapar.
  • You may not post Content that is defamatory, libelous, or fraudulent; that you know to be false or misleading; or that does not reflect your honest opinion and experience.
  • You may not act in a manner that is harassing, threatening, abusive, racist, bigoted, or otherwise objectionable (as determined by Sapar), promote or further illegal activities, or disclose information in violation of any legally enforceable confidentiality, non-disclosure, or other contractual restrictions or third-party rights.
  • You may not reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, structure, or underlying ideas of the Platform; use the Platform to benchmark or evaluate performance for competitive purposes; or use the Platform or any Content to develop or provide any competing product or service.
  • You may not use automated scripts, bots, scrapers, crawlers, or similar technologies to access, extract, copy, or index any part of the Platform without our prior written consent.
  • You may not misrepresent your identity, impersonate any person or entity, or falsely imply an affiliation, sponsorship, or endorsement by Sapar without our prior written consent.
  • You may not interfere with, disrupt, or attempt to circumvent the security, integrity, or intended operation of the Platform, including introducing malware, viruses, worms, or harmful code.
  • You may not sell, resell, rent, lease, sublicense, or otherwise monetize access to the Platform or any Content except as expressly permitted by us in writing.

We may, without prior notice, change the Platform; stop providing the Platform or services, functionalities or features of the Platform, to you or to Members generally; or create usage limits for the Platform. We may permanently or temporarily terminate or suspend your access to the Platform without notice and liability for any reason, including if in our sole determination you violate any provision of these Terms, or for no reason. Upon termination for any reason or no reason, you continue to be bound by these Terms. If your Account is terminated for any reason, you must obtain written authorization from Sapar prior to establishing another Account. If you attempt to establish another Account without obtaining such authorization, Sapar may permanently ban you from the Platform. You may not have more than one active Account at any time without the written consent of Sapar in each instance, provided that a Gym owner or manager may maintain one Account in the Sapar for Gyms and one Account in the Sapar for Fighters used solely for its intended purpose and complies with these Terms.

You are solely responsible for your interactions with other Members. We reserve the right, but have no obligation, to monitor disputes between you and other Members. Sapar shall have no liability for your interactions with other Members, or for any Member’s action or inaction.

5.5 Anti-discrimination.

Sapar doesn’t support and will not tolerate its Platform being used to discriminate against others, especially when based on race, religion, sex, sexual orientation, age, disability, ancestry or national origin. You are not permitted to use the Platform in a manner which would or would likely incite, promote, or support such discrimination and you must not use the Platform to incite or promote hostility or violence. If we believe in our sole determination that your use of the Platform is being used to discriminate, especially if based on race, religion, sex, sexual orientation, age, disability, ancestry or national origin, we may permanently or temporarily terminate or suspend your access to the Platform without notice and liability for any reason.

5.6 Sapar as a Platform Provider.

Sapar operates solely as a technology platform that facilitates discovery, booking, communication, and optional performance analytics among Members. Except as Sapar may from time to time announce, and subject to rules and policies made available by Sapar or its partners, ,Sapar does not organize, sponsor, supervise, control, validate, or guarantee any training session, match, or other in-person activity arranged through the Platform. Sapar is not a promoter, referee, coach, insurer, medical provider, or safety certifying authority. We may, but are not obligated to, conduct background checks on Fighters or Gyms, verify their qualifications, or ensure that facilities meet particular safety standards. Each Member is solely responsible for evaluating the fitness, experience, and suitability of other Members before engaging in any activity or transaction. You acknowledge that participation in martial-arts activities involves inherent risks and that Sapar disclaims all liability for injury, loss, damage, or dispute arising from (a) your reliance on information or Content provided by Members, or (b) your interactions, activities, or arrangements with other Members, whether online or offline.

5.6 No Circumvention.

Members agree not to circumvent the Platform or Sapar’s systems in any activity, engagement, or opportunity that arises from use of the Platform, including introductions, bookings, or communications made through the Platform. Without limiting the foregoing, you shall not:

  1. Arrange or complete any session, matches or booking outside the Platform if doing so would deprive Sapar of any applicable fees, recognition, or commercial benefit; or
  2. Attempt to bypass, disable, or otherwise interfere with any payment, scheduling, or reporting mechanism provided by Sapar.

Any violation of this clause may result in suspension or termination of your Account. Sapar reserves the right to seek equitable relief or pursue legal remedies for any loss or damage resulting from circumvention.

6. Intellectual Property Rights

6.1 Sapar Materials

The Platform and any services offered on the Platform are owned and operated by Sapar. The visual interfaces, graphics, design, compilation, information, computer code (including source code or object code), products, software, services, and all other elements of the Platform provided by Sapar (the “Sapar Materials”) are protected by United States or foreign copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws.

All Sapar Materials contained on the Platform are the property of Sapar or its subsidiaries or affiliated companies or third-party licensors. All trademarks, service marks, and trade names are proprietary to Sapar or its affiliates or third-party licensors. Sapar reserves all rights not expressly granted in these Terms.

6.2 Your Content

You retain ownership of your Content. By making available any of your Content on or through the Platform, you hereby grant to Sapar a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense, to view, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast and otherwise use your Content on, through or by means of the Platform.

In addition, when you make Your Content available in interactive features such as Rooms, you grant Sapar, its Members, and business partners the same license to use your name, likeness, and voice for commercial and non-commercial purposes in connection with such Content.

7. Feedback

Sapar shall be entitled to unrestricted use of any and all comments, suggestions, ideas, concepts with respect to the Platform disclosed or offered or submitted by you to us (collectively, “Feedback”). We may use the said Feedback for any and all purposes whatsoever, commercial or otherwise, without any payment or other obligation to you or any other person involved with the Feedback.

8. Disclaimer of Warranties.

THE PLATFORM AND ANY SERVICES OFFERED THEREUNDER, INCLUDING WITHOUT LIMITATION, ALL MATERIALS, IS MADE AVAILABLE ON AN “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS” BASIS AND SAPAR AND ITS EMPLOYEES, MANAGERS, MEMBERS, OFFICERS, SHAREHOLDERS, PARENT COMPANY, AGENTS, VENDORS AND CONTRACTORS (COLLECTIVELY, THE "SAPAR PARTIES") MAKE NO REPRESENTATIONS OR WARRANTIES OR ENDORSEMENTS OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, AS TO: (A) THE PLATFORM; (B) THE CONTENT ON OR PROVIDED THROUGH THE PLATFORM; (C) THE FUNCTIONS MADE ACCESSIBLE ON OR THROUGH THE PLATFORM; (D) ANY PRODUCTS, SERVICES OR INSTRUCTIONS OFFERED OR REFERENCED AT THE PLATFORM; OR (E) SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION TO OR FROM SAPAR OR VIA THE PLATFORM. IN ADDITION, THE SAPAR PARTIES HEREBY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM INTEGRATION AND FREEDOM FROM VIRUS.

The Sapar Parties do not make any representations or warranties that the information (including any instructions) on the service is accurate, complete, correct, adequate, useful, timely, reliable or otherwise. The Sapar Parties do not warrant that your use of the ​​service or items are lawful in any particular jurisdiction, and the Sapar parties specifically disclaim such warranties. Some jurisdictions limit or do not allow the disclaimer of implied or other warranties so the above disclaimer may not apply to the extent such jurisdiction's law is applicable to these terms.

You are solely responsible for your interactions with advertisers and other users and we are not responsible for the activities, omissions, or other conduct, whether online or offline, of any advertiser or user of Sapar. We are not responsible for any incorrect, inaccurate, or unlawful content (including any information in profiles) posted on Sapar, whether caused by users or by any of the equipment or programming associated with or utilized in Sapar. Under no circumstances shall we be responsible for any loss or damage resulting from the use of Sapar or from any Content posted on Sapar or transmitted to users, or any interactions between users of Sapar, whether online or offline.

9. Limitations on Liability

UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, SHALL ANY OF THE SAPAR PARTIES BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES THAT MAY RESULT FROM THE ACCESS OF, USE OR INABILITY TO USE OUR SERVICES AND/OR CONTENT, INCLUDING WITHOUT LIMITATION, USE OF OR RELIANCE ON INFORMATION, INTERRUPTIONS, ERRORS, DEFECTS, MISTAKES, OMISSIONS, DELETIONS OF FILES, DELAYS IN OPERATION OR TRANSMISSION, NON-DELIVERY OF INFORMATION, DISCLOSURE OF COMMUNICATIONS, OR ANY OTHER FAILURE OF PERFORMANCE. TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SAPAR PARTIES’ LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO YOUR USE OF THE SERVICE EXCEED ONE HUNDRED U.S. DOLLARS ($100).

10. Fees and Taxes

10.1 BETA Period

Sapar is currently making its Platform available in a beta phase (“BETA Period”), and use of the Platform is free of charge during the BETA Period. Sapar may, at any time and without prior notice, terminate the Beta Period, modify, suspend, or discontinue any aspect of the Platform, or introduce, change, or remove features. Following the expiration of the Beta Period, the remainder of this Section 10 (except this Section 10.1) shall apply in full to all paid features and subscriptions made available on or through the Platform.

10.2 Free Access and Paid Features.

Registration on the Platform is free. Fighters and Gyms may create an account and access basic Platform features without charge. Certain advanced tools and functionalities may be available only through a paid subscription (each, a “Subscription”), as further described on the Platform.

10.3 Subscription Fees.

Sapar may offer multiple Subscription plans for Fighters or Gyms, each with different features, pricing, and billing intervals, as described on the Platform at the time of purchase. Subscription fees are payable in advance for the applicable billing period (monthly, annual, or otherwise). By purchasing a Subscription, you authorize Sapar or its third-party payment processor to charge your designated payment method for all applicable fees and any taxes.

10.4 Automatic Renewal.

Unless otherwise stated, Subscriptions will automatically renew at the end of each billing period at the then-current rate. We will clearly disclose the renewal terms before you complete your purchase and obtain your affirmative consent where required by law. You may cancel your Subscription at any time through your Account settings, and your cancellation will take effect at the end of the current billing cycle. You will not receive refunds or credits for partial periods, except where required by law.

10.5 Payment Processing.

Sapar uses third-party payment processors to handle all payments. Your payment information will be collected and stored directly by such processor(s), not by Sapar. By submitting payment information, you acknowledge and agree that the collection, storage, and use of such information are governed by the payment processor’s own terms and privacy policies, which you should review carefully before making payment.

10.6 Taxes.

You are responsible for any applicable sales, use, value-added, or similar taxes (other than taxes based on Sapar’s income) that arise from your purchase or use of any paid features or Subscriptions.

11. Indemnity

You agree to defend, indemnify and hold harmless the Sapar Parties, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from: (a) your use of and access to the Platform; (b) your violation of any term of these Terms, including any breach of your representations, warranties and/or responsibilities; (c) any use that constitutes a prohibited activity described in Section 5.4; or (d) your violation of any third party right, including without limitation any copyright, property, or privacy right. This defense and indemnification obligation will survive these Terms and your use of the Platform.

You also agree that you have a duty to defend us against such claims and we may require you to pay for an attorney(s) of our choice in such cases. You agree that this indemnity extends to requiring you to pay for our reasonable attorneys' fees, court costs, and disbursements. In the event of a claim such as one described in this paragraph, we may elect to settle with the party/parties making the claim and you shall be liable for the damages as though we had proceeded with a trial.

12. Third-Party Platform

The Platform may contain links to third-party platforms or websites (each, a “Third-Party Platform”), and you may be able to share your publications on the ​​Third-Party Platform through the Platform. You acknowledge and agree that we have no control over, and are not responsible for, these Third-Party Platform or their use of your personal information. We do not endorse, recommend or vouch for the security of such Third-Party Platform. We recommend that you review their terms of service and privacy policies before accessing and using the Third-Party Platform.

13. Governing Law

You agree that (i) the Platform shall be deemed solely based in Delaware; and (ii) the Platform shall be deemed a passive one that does not give rise to personal jurisdiction over Sapar, either specific or general, in jurisdictions other than Delaware. These Terms shall be governed by the internal substantive laws of the State of Delaware, ​​without respect to its conflict of laws principles. You agree to submit to the personal jurisdiction of the federal and state courts, located in Kent County, Delaware, for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement of misappropriation or violation of our copyrights, trademarks, trade secrets, patents, or other intellectual property or proprietary rights, as set forth in the Arbitration provision below.

14. Data Ownership

14.1 Platform Data.

Sapar may collect, aggregate, and analyze data derived from Member activity on the Platform, such as usage metrics, engagement trends, and behavioral analytics (“Platform Data”). All rights, title, and interest in Platform Data shall belong exclusively to Sapar. We may use Platform Data to operate, improve, and secure the Platform, generate insights, and develop new services, provided that any use complies with our Privacy Policy and applicable law.

14.2 Personally Identifiable Information.

Any collection, use, or storage of personal data, including PII, is governed by our Privacy Policy, which is incorporated herein by reference.

15. Arbitration

If you have a concern or dispute with Sapar, we would appreciate the opportunity to resolve it without having to resort to formal legal proceedings. You agree to notify Sapar in writing at [email protected] before filing any claims with a court or arbitration body so that we can attempt to resolve the issue with you. Your notice should include an explanation of your concern or dispute, how it arose, and what (if anything) you want Sapar to do to resolve it. If you and Sapar cannot resolve the dispute within 60 days of your notice, either you or we may file a formal proceeding in accordance with this Section 15. Please read the following terms carefully because they require U.S. residents  and Sapar to resolve all disputes through binding arbitration.

A. Mandatory Arbitration Agreement for U.S. Residents

If you are a resident of the United States, you and Sapar agree that all claims between us, including any disputes arising out of or relating to these Terms or use of the Products will be resolved through binding arbitration on an individual basis. There are two exceptions. First, for claims that qualify, you or Sapar can elect to have those claims heard in small claims court. Second, any dispute in which either party seeks equitable relief for the alleged unlawful use of copyrights, trademarks, trade names, logos, trade secrets, or patents will be resolved in court. Any disputes concerning the arbitrability of a claim (including disputes about the scope, applicability, enforceability, revocability, or validity of the Arbitration Agreement) will be decided by the arbitrator, except as expressly provided below.

You can opt-out of this agreement to arbitrate by sending a letter to Sapar at [email protected] stating that you wish to opt-out of the arbitration agreement. You must send us your opt-out notice within 30 days of first registering your Sapar account or agreeing to these Terms, but if you previously agreed to a prior version of these Terms that provided for an arbitration opt-out, you do not have the opportunity to opt-out under this version of the Terms.

Any arbitration will be administered by JAMS pursuant to its employment arbitration rules & procedures (the “JAMS rules”), which are available here. If these rules cannot be enforced for any reason, then you and Sapar will arbitrate the dispute utilizing JAMS comprehensive arbitration rules and procedures, or other rules the arbitrator deems appropriate for the dispute. The arbitration will be before a single arbitrator and conducted in English.

The arbitrator will issue a written decision on the merits and will have the authority to award any remedies available under applicable law, including reasonable attorneys’ fees and costs to the prevailing party where permitted. The award will be final and binding and may be entered in any court of competent jurisdiction. If your claim is for less than $10,000 and does not involve a request for injunctive relief, you may elect to have the arbitration conducted solely on the basis of documents submitted to the arbitrator, through telephone or video, or by an in-person hearing under the applicable JAMS rules.

The arbitrator can award any relief that a court of competent jurisdiction could award. If the arbitrator awards you an amount higher than the last written settlement amount offered by Sapar before an arbitrator was selected, Sapar will pay you the higher of (i) the amount awarded by the arbitrator, and (ii) $10,000 (ten thousand U.S. dollars).

To the extent any claim, dispute or controversy regarding Sapar or our Platform isn’t arbitrable under applicable laws or otherwise: you and Sapar both agree that any claim or dispute with Sapar will be resolved exclusively in accordance with Section 15.B. of these Terms.

B. Venue

For any claims or disputes arising out of or relating to these Terms or use of the Platform that are not resolved through binding arbitration under Section 15.A. of these Terms, you and Sapar agree to submit to the personal and exclusive jurisdiction of the state courts and federal courts located within Kent county, Delaware, USA.

16. Severability

In the event that a provision of these Terms is found to be unlawful, conflicting with another provision of the Terms, or otherwise unenforceable, the Terms will remain in force as though it had been entered into without that unenforceable provision being included in it.

If two or more provisions of these Terms are deemed to conflict with each other's operation, Sapar shall have the sole right to elect which provision remains in force.

17. Non-Waiver

We reserve all rights permitted to us under these Terms as well as under the provisions of any applicable law. Our non-enforcement of any particular provision or provisions of these Terms ​​or any applicable law should not be construed as our waiver of the right to enforce that same provision under the same or different circumstances at any time in the future.

18. Our Termination and Cancellation Rights

We may terminate or suspend the Platform or your Account or any other provision thereof at our discretion without explanation and notice, though we will strive to provide a timely explanation in most cases. If you wish to terminate these Terms or the Sapar Account, you are solely responsible for properly canceling your Account. All provisions of these Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

We may permanently or temporarily terminate or suspend your access to the Platform without notice and liability for any reason, including if in our sole determination you violate any provision of these Terms, or for no reason. Upon termination for any reason or no reason, you continue to be bound by these Terms. If your Account is terminated for any reason, you must obtain written authorization from Sapar prior to establishing another Account. You may not have more than one active Account at any time without the written consent of Sapar in each instance.

19. Assignment

You may not assign your rights and/or obligations under these Terms to any other party without our prior written consent. We may assign our rights and/or obligations under these Terms to any other party at our discretion.

20. Modifications

We reserve the right, at our discretion, to change, modify, add or remove portions of these Terms on a going-forward basis at any time by posting the amended Terms on our website. Please check these Terms periodically for changes. We may provide additional notice, such as an email message or a message within the Platform, of any material changes, but such changes will be effective as provided herein whether or not such message is sent or received. Unless we state otherwise, changes are effective seven (7) days following the date posted on our website. If you continue to use the Platform after the effective date, you agree to the changes. For the avoidance of doubt, disputes arising under these Terms will be resolved in accordance with these Terms as in effect at the time the dispute arises.

We may also change or discontinue the Platform in whole or in part at any time, in our sole discretion. Such changes may include, but not be limited to, stop providing the Platform or features of the Platform, to you or to Sapar users generally, or create usage limits for the Platform. Your continued use of the Platform indicates your agreement to the changes.

21. Contact

Please contact us at [email protected] with any questions regarding these Terms.