Bilingo Club Inc. Terms and Conditions

Last modified April 8, 2009

Welcome to GogoLingo.com (the "Service"). The Service is fully controlled and operated by Bilingo Club Inc. This document sets forth the terms and conditions governing your use of the Service (collectively, the "Terms and Conditions"). In order to use the Service, you must agree to the Terms and Conditions. By signing in and using the Service, you specifically agree to abide by the Terms and Conditions and any modifications thereto. If you do not agree with all of the following terms and conditions, please do not use the Service.

We reserve the right, at our sole discretion, to change, modify or otherwise alter these terms and conditions at any time. Such changes and/or modifications shall become effective immediately upon the posting thereof. Please review the terms and conditions periodically. Your continued use of the Site following the posting of changes and/or modifications will constitute your acceptance of the revised terms and conditions. This Agreement will automatically terminate if you fail to comply with any term. No notice shall be required from Bilingo Club Inc. to effect such termination. Upon any termination of this Agreement (whether by you or Bilingo Club Inc.), you shall immediately discontinue use of the Service. Also note: YOU MUST BE 18 YEARS OF AGE OR OLDER TO CREATE A GOGO LINGO ACCOUNT.

Bilingo Club may modify the terms of this Agreement or the Service, including but not limited to the price, content or nature of the Service, upon notice to you. In the event Bilingo Club modifies the Agreement or the Service, you may terminate the Service. Bilingo Club may terminate this Agreement and any Service at any time upon notice to you, provided that you will be entitled to receive the Service for any period for which you have already paid, or a pro-rata refund at Bilingo Club's sole discretion. Bilingo Club may provide notice by e-mail or by publishing the changes on its website. This Agreement will automatically terminate if you fail to comply with any term. No notice shall be required from Bilingo Club to effect such termination. Upon any termination of this Agreement (whether by you or Bilingo Club), you shall immediately discontinue use of the Service. Your obligation to pay accrued charges and fees shall survive any termination of this Agreement.

Account Information. The Service requires you to register an account before use. Should you choose to register for the Service, you agree to provide accurate and current information about yourself and to promptly update such information as necessary in order to ensure that it is accurate and complete. You agree to be responsible for: (a) maintaining the confidentiality of any passwords or other account identifiers which you choose or are assigned as a result of any registration over the Service, and (b) all activities that occur under such password or account. Further, you agree to notify BILINGO CLUB of any unauthorized use of your password or account.

Subscriptions. The Service is available on a monthly, semi-annual or annual subscription basis. If you subscribe, you hereby agree to pay all charges to your account, including applicable taxes, in accordance with billing terms in effect at the time the fee or charge becomes payable. Bilingo Club Inc. reserves the right to modify its pricing at any time. Monthly subscription services will automatically renew on a monthly, semi-annual or annual basis at the then-current price unless you cancel your subscription. You will continue to have access to GoGo Lingo Until the end of the billing period. You will not receive a pro-rated refund.

Trial Accounts. From time to time, free trial accounts may be made available to first-time customers of the Service. These may not be combined with any other offer. Only one free trial may be redeemed per household. Upon registering for your free trial, you will be authorized for a time-limited period of service. You will not be charged for the free trial. Your trial account may entitle you, during the term of your free trial, to the same service provided to subscribers or a lower level of service, at Bilingo Club Inc.’s sole discretion. To cancel your trial, you may simply allow the trial period to expire. Bilingo Club Inc. WILL NOT BILL YOU UNLESS YOU SUBSCRIBE.

User's Obligation to Abide By Applicable Law. In connection with the use of the Service, you shall abide by all applicable federal, state or local laws, including those pertaining to such areas as libel, slander, defamation, trade libel, product disparagement, harassment, invasion of privacy, tort, obscenity, indecency, and copyright or trademark infringement ("Applicable Law"). The Service includes intellectual property that is protected under the copyright, trademark and other intellectual property laws of the United States and/or other countries ("Intellectual Property Laws"). Such Intellectual Property Laws generally prohibit the unauthorized reproduction, distribution or exhibition of all text, photographic and graphic (art and electronic) images, music, sound samplings and other protected materials. The violation of applicable Intellectual Property Laws may give rise to civil and/or criminal penalties. Except as specifically authorized herein, you may not: (i) permit other individuals to use the Service; (ii) modify, translate, distribute or create derivative works of the Service; (iii) rent, lease, transfer, or otherwise transfer rights to the Service; and/or (iv) remove any proprietary notices or labels on the Service. You may only use the Service for your private, non-commercial use. You may not use the Service in any way to provide, or as part of, any commercial service or application. You may not attempt to, in conjunction with, any device, software program or service, circumvent technological measures employed to control access to, or the rights in, the Service. The Service embodies a copy management system required by the laws of the United States, and you may not circumvent or attempt to circumvent this system by any means.

In addition to any other remedies available in equity or law to Bilingo Club Inc. and Bilingo Club Inc's content suppliers, failure to comply with any of the terms and conditions in this Section shall immediately terminate right to use the Service.

Ownership of Intellectual Property. All Service software, design, text, images, photographs, illustrations, audio clips, video clips, artwork, graphic material, or other copyrightable elements, and the selection and arrangements thereof, and trademarks, service marks and trade names (the "Material") are the property of Bilingo Club and/or its subsidiaries, affiliates, assigns, licensors or other respective owners and are protected, without limitation, pursuant to U.S. and foreign copyright and trademark laws. Bilingo Club hereby grants you a personal, non-exclusive, non-assignable and non-transferable license to use and display, for noncommercial and personal use only, one copy of any material and/or software that you may download from the Service, including, without limitation, any files, codes, audio or images incorporated in or generated by the software provided that you maintain all copyright and other notices contained in such Material. You agree not to reproduce, modify, create derivative works from, display, perform, publish, distribute, disseminate, broadcast or circulate any Material to any third party (including, without limitation, the display and distribution of the Material via a third party website) without the express prior written consent of Bilingo Club. Use of Bilingo Club and/or its licensors' Material is only permitted with their express written permission. You further agree that you will not disassemble, decompile, reverse engineer or otherwise modify the Material. Any unauthorized or prohibited use may subject the offender to civil liability and criminal prosecution under applicable federal and state laws.

Prohibition Against Rogue Programming. You shall not post, transmit or make available in any way through the Service any software or other materials which contain a computer virus, trojan horse, timebomb, worm or other rogue programming ("Rogue Programming"). BILINGO CLUB has no obligation to detect the presence of any Rogue Programming. Any downloading of software or other materials or any other use of the Service is at your own risk, and you are advised to take adequate precautions to minimize any loss to your system caused by Rogue Programming, including use of anti-virus programs and proper backup of files.

Disclosure of Online Communications. You are cautioned that any online communications may not be fully confidential. In addition, you should be aware that federal postal regulations do not protect electronic mail. You should be aware that some administrative personnel of BILINGO CLUB may, in the course of their regular duties, have access to communications for technical or operational purposes. BILINGO CLUB may also disclose any communications to the extent permitted or required by law.

Personal Information and Privacy Information collected during purchase, trial sign up and/or registration may include name, e-mail address, age, gender, location information, product and service information, information on software downloads and updates, systems information, content preferences, purchase information and credit card billing information. The information is stored locally on a user's personal computer and on Bilingo Club servers and is sent to and from such servers as part of routine product communications that enable Bilingo Club's functionality. Bilingo Club uses this information to: (a) verify access rights to premium content, Service or software, (b) to provide you with information about products, Service, news and events, (c) to allow you to purchase and download products and Service, (d) to provide you with advertising, promotions and special offers we feel you may be interested in based on content preferences and other information you provide to us, (e) to provide you with personalized content, instructions and Service, (f) for license reporting, billing, royalty payments and assessment of service levels, and (g) to better understand on an aggregated basis how our products are used, traffic patterns and what types of content and Service are most popular with users of our products and Service.

Content of Information. You are responsible for the content of any information you post to the Service. Bilingo Club has no obligation to, and does not in the normal course, monitor or control any information that is or becomes available on the Service. Bilingo Club reserves the right to review any information that is or becomes available on the Service. Bilingo Club reserves the right to remove any information that is, in Bilingo Club's sole discretion, unacceptable, undesirable or in violation of these rules. However, Bilingo Club has no obligation to exercise such reservation of rights by Bilingo Club.

E-Mail Notification To let you know about a user's progress and what new products are available from time to time, Bilingo Club will send you e-mail describing the latest product and how to get access to such product. You agree that as a Service subscriber, Bilingo Club may send you such e-mail to the address you provide. Because this e-mail is necessary for you to receive the Service, you will receive this e-mail even if you have opted out of receiving other e-mail from Bilingo Club. If you do not want to receive this e-mail, you may cancel the Service at any time as provided in this Agreement.

DISCLAIMER AND LIMITATION OF LIABILITY THE SERVICE AND ALL MATERIALS CONTAINED ON IT ARE DISTRIBUTED AND TRANSMITTED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. Bilingo Club is not responsible or liable for any infections or contamination of your system, or delays, inaccuracies, errors, or omissions arising out of your use of the Service or with respect to the information and material contained on the Service. The entire risk as to the quality, accuracy, adequacy, completeness, correctness and validity of any material rests with you. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, BILINGO CLUB, ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, REPRESENTATIVES, AND THIRD PARTY PROVIDERS TO THE SITE WILL NOT BE LIABLE FOR DAMAGES OF ANY KIND INCLUDING, WITHOUT LIMITATION, COMPENSATORY, CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL OR SIMILAR DAMAGES, THAT MAY RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE MATERIALS CONTAINED ON THE SERVICE WHETHER THE MATERIAL IS PROVIDED OR OTHERWISE SUPPLIED BY BILINGO CLUB OR ANY THIRD PARTY. Notwithstanding the foregoing, in no event shall Bilingo Club's liability to you for any and all claims, damages, losses, and causes of action (whether in contract, tort or otherwise) exceed the amount paid by you, if any, for accessing the Service.

Indemnification You agree to indemnify, defend and hold harmless, Bilingo Club, its affiliates, and their respective officers, directors, employees, agents, licensors, representatives, and third party providers to the Site from and against all losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from any violation of this agreement by you. Bilingo Club reserves the right to assume, at its sole expense, the exclusive defense and control of any matter subject to indemnification by you, in which event you will fully cooperate with Bilingo Club in asserting any available defenses.

Service Modifications. You acknowledge and agree that BILINGO CLUB reserves the right at any time to modify or discontinue the Service with or without notice to you, and that BILINGO CLUB will not be responsible or liable, directly or indirectly, to you or any other person in any way for any loss or damage of any kind incurred as a result of, or in connection with, any such modifications or discontinuance.

Termination. You acknowledge and agree that BILINGO CLUB, in its sole and absolute discretion, may, without notice to you, suspend or terminate your account or your use of, or access to, the Service, and remove and discard any information or content related to such Service (and your use thereof), for any reason, including where BILINGO CLUB believes that you have violated any of the Terms and Conditions. You further agree that BILINGO CLUB shall not be liable to you or to any other person as a result of any such suspension or termination. If you are dissatisfied with the Service or with any terms, conditions, rules, policies, guidelines, or practices of BILINGO CLUB in operating the Service, your sole and exclusive remedy is to discontinue using the Service. Any amounts payable for the Service shall be payable in advance and BILINGO CLUB shall not be required to refund to you any amounts prepaid for use of any Services and shall neither be required to refund to you any amounts charged to you subsequent to termination for the billing period during which services were rendered.

Trademarks. BILINGO CLUB and GOGO LINGO are trademarks of BILINGO CLUB. All product, brand and company names and logos used on the Service are the trademarks or registered trademarks of their respective owners. Any use of any of the marks appearing on the Service without the express written consent of BILINGO CLUB or the owner of the mark, as appropriate, is strictly prohibited.

Copyright Notices. All information and content contained on, or made available over, the Service are: Copyright (c) 2009 Bilingo Club Inc., and/or its licensors. All rights reserved. Any copying, republication or redistribution of such content, including by caching, framing or similar means, is expressly prohibited without the prior written consent of the copyright owner and BILINGO CLUB.

Territory. You acknowledge that the Service is restricted to citizens and residents of the United States of America or its citizens living abroad who maintain a US billing address.

Governing Law. The Terms and Conditions constitute the entire agreement between BILINGO CLUB and you pertaining to your use of the Service and supersede any prior agreements between you and BILINGO CLUB. BILINGO CLUB's failure to insist upon or enforce strict performance of any right or provision of the Terms and Conditions shall not constitute or be construed as a waiver of any right or provision. If any of the provisions (or parts thereof) contained in the Terms and Conditions are determined to be void, invalid or otherwise unenforceable by a court of competent jurisdiction, such determination shall not affect the remaining provisions (or parts thereof) contained herein. The Terms and Conditions shall be governed by and construed in accordance with the laws of the state of California, USA and the federal laws of the United States of America applicable therein. You agree that any dispute in connection with the Service shall be the sole and exclusive jurisdiction of the courts of the state of California and you irrevocably agree to the jurisdiction of such courts. Any action in connection with the Service shall be brought in the state of California.

Promotional Items. In connection with the Service you may receive hardware or software devices as part of a promotion or other marketing event in connection with the Service (each a "Promotional Item"). A Promotional Item provided to you is provided as a courtesy only in connection with your purchase of the Service. The Promotional Item is provided on an "as is" and "as available" basis. The Promotional Item is for personal use only and cannot be resold. Under no circumstances will BILINGO CLUB, including its affiliates or third-party suppliers, be responsible or liable for any damages whatsoever, including direct, indirect, special or consequential damages, that may arise out of or in connection with (i) the provision of a Promotional Item, (ii) the use of, inability to use or performance of a Promotional Item, or (iii) the design, manufacture, operation or malfunction of the Promotional Item. Use of a Promotional Item is subject to the manufacturer terms and conditions, including minimum systems requirements. Additional hardware and/or software may be required in order to use a Promotional Item. Customer service and support is not provided for a Promotional Item.

Modifications to the Terms & Conditions The Terms and Conditions are subject to change from time to time, and your continued use of the Service is conditioned upon your acceptance of any modifications hereto. If you have any questions or concerns regarding this Agreement, please email help@gogolingo.com. You may also mail us at Bilingo Club Inc, 20950 Warner Center Lane Building A Woodland Hills, CA 91367. .BY CLICKING GOGO AND ENTERING GOGOLINGO.COM, YOU ARE HEREBY AGREEING TO THE TERMS AND CONDITIONS SET FORTH.