Mode Earn Club App Terms and Conditions

Last Updated:  September 15, 2023

THIS AGREEMENT CONTAINS AN ARBITRATION CLAUSE AND CLASS ACTION WAIVER IN SECTION 9 TO RESOLVE ANY DISPUTE RELATED TO THE MODE EARN CLUB OR ANY SERVICE PROVIDED BY MODE.

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These Mode Earn Club (as defined below) terms and conditions (“Terms and Conditions” or “Agreement”) shall govern the program relationship between an individual (“Member” or “you”) who agrees to participate in Mode Earn Club (as defined below) and Mode Mobile, LLC (together with its affiliates and subsidiaries, “Mode ”) (collectively, the “Parties”).  This Agreement also includes, and incorporates by reference, Mode’s Privacy Policy (https://modephone.com/privacypolicy).

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You must carefully read this Agreement along with our Privacy Policy. When you register for a subscription on the “Mode Earn App,” the Mode Privacy Policy applies and explains our data collection practices on the Mode Earn App. Upon signing up for a subscription to Mode Earn Club, you represent and warrant that you have read, that you understand, and agree to be bound by the terms of this Agreement, as modified by Mode from time to time and posted on the Mode Earn App. If you do not agree to this Agreement, or any modifications to this Agreement by Mode, then you have no right to sign up for a Mode Earn Club subscription. 

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TERRITORY RESTRICTIONS – THE SERVICES ARE LIMITED TO RESIDENTS OF, AND ALL REGISTERED ACCOUNTS MUST HAVE A HOME ADDRESS LOCATED IN, THE UNITED STATES.

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1. Mode Earn Club Summary.

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Through its Mode Earn Club, Mode offers special rewards programs for Members who register for a subscription on the Mode Earn App, as more thoroughly explained herein in these Terms and Conditions (“Mode Earn Club”). Mode  reserves the right to change these Terms and Conditions as well as the offerings provided to Members from time to time. Mode shall provide written notice of material changes to Mode Earn Club Members. 

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2. Eligibility/Registration Requirements.

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In order to sign up as a Mode Earn Club member on the Mode Earn App, an individual must, at a minimum, meet the following requirements:

• Be a registered user of the Mode Earn App;
• Be at least eighteen (18) years old, unless otherwise required by law in any applicable jurisdiction to be an age greater than eighteen (18) years old;
• Possess and use for payment of any membership fees owed hereunder a bank account linked through Mode’s STRIPE integration (“Your Bank Account”).  When connecting Your Bank Account to the Mode Earn Club through STRIPE, you will be required to agree to various STRIPE terms and conditions required to set up an account; and
• Possess a verifiable current email address. 

By signing up for a subscription to the Mode Earn Club, you agree to provide Mode with true, current and accurate information, including, but not limited to, your name, email address, and Your Bank Account. If at any time during the term of your membership, you no longer meet the minimum requirements stated in this Section 2, Mode shall be allowed to immediately terminate your Mode Earn Club membership in accordance with applicable sections herein.

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3. Membership Fees & Payment.

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Mode Earn Club Membership  In order to register for a Mode Earn Club membership, Member will need to sign up for a membership and accept this Agreement. Member will ensure that Member (a) provides accurate, truthful, current and complete information when creating a membership; (b) maintain and promptly update all membership information; (c) promptly notify Mode if Member discovers or otherwise suspects any security breaches related to such user’s membership; and (d) take responsibility for all activities that occur under such user’s membership and accept all risks of unauthorized access. 

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By (i) checking the box on the Mode Earn App that says "Agree and Cash Out," and (ii) upon Mode processing Member’s personal information and Your Bank Account, your Mode Earn Club membership shall immediately commence.

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Limited Trials. Mode may, but is in no way obligated to, offer a limited Trial of Mode Earn Club. The Trials are offered at a discounted price for the period of time disclosed to you at sign-up, when compared to the subscription fee for the subscription based services of Mode Earn Club. Mode reserves the right to cancel any Trial at any time, and to change the features and services offered by the Trials at any time. The cost, benefits, services, and the duration of the Trial, if such Trial is offered by Mode, will be presented to you on the Mode Earn App. Trials of Mode Earn Club are charged in United States currency.  You are responsible for any fees you incur by your bank as a result of Your Bank Account being declined. Mode reserves the right to terminate, deny, or modify the terms of any Trial at any time in its sole discretion and with or without notice to you, provided that Mode will use reasonable efforts, to the extent possible, to notify you of any material modifications to the Trial terms. 

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MODE RESERVES THE RIGHT TO CHANGE THE PRICE OF MODE EARN CLUB MEMBERSHIP FEES, INCLUDING THE TRIAL PRICE, AT ANY TIME IN ITS SOLE AND ABSOLUTE DISCRETION. IF MODE CHANGES THE MEMBERSHIP PRICE FOR MODE EARN CLUB, THE MODIFIED MEMBERSHIP PRICE WILL TAKE EFFECT AFTER WE PROVIDE NOTICE TO YOU. THE NEW FEE(S) WILL BE AUTOMATICALLY CHARGED ON YOUR NEXT BILLING CYCLE. MODE RESERVES THE RIGHT TO TERMINATE, DENY, OR MODIFY THE TERMS OF YOUR ACCESS TO YOUR MEMBERSHIP AT ANY TIME IN ITS SOLE DISCRETION AND WITH OR WITHOUT NOTICE TO YOU, PROVIDED, HOWEVER MODE WILL USE REASONABLE EFFORTS TO PROVIDE YOU WITH NOTICE, TO THE EXTENT POSSIBLE, FOR ANY MATERIAL CHANGES. MODE ALSO RESERVES THE RIGHT TO CHANGE ANY FEATURES OR SERVICES PROVIDED IN THE MODE EARN CLUB SERVICE AT ANY TIME IN ITS SOLE DISCRETION WITH OR WITHOUT NOTICE TO YOU.

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IF THE PROCESSING OF YOUR SUBSCRIPTION FEE WHEN WE ATTEMPT TO CHARGE YOUR BANK ACCOUNT IS UNSUCCESSFUL,  YOUR MEMBERSHIP AND ANY ENTITLEMENTS TO PARTICIPATION IN A MODE EARN CLUB OFFERING SHALL NOT COMMENCE. 

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4. Term and Termination.

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Member’s Mode Earn Club membership, and the applicability of these Terms and Conditions, shall commence immediately upon the processing by Mode of Member’s personal information and Your Bank Account. The term of Member’s membership and these Terms and Conditions shall continue in full force and effect until the one (1) year anniversary from the date of the processing by Mode of Member’s personal information and Your Bank Account (the “Term”). 

Following the Term, Member’s membership and these Terms and Conditions shall AUTOMATICALLY renew for additional, successive one (1) year terms unless terminated in accordance with the terms set forth below in this section.

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You may terminate his/her membership at any time by (i) following the appropriate links within the Mode Earn App indicating your desire to cancel your membership; or (ii) providing notice to Mode by email at earn@modephone.com and by using the email heading “Mode Earn Club Cancellation.” Any termination shall go into effect on the first day of the next applicable billing cycle.  Mode shall not provide partial refunds if you cancel a subscription in the middle of a billing cycle.

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Mode may, in its sole discretion, terminate this Agreement immediately upon written notice to Member if Member materially breaches these Terms and Conditions and fails to cure such breach, if curable, within ten (10) days.

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Termination for Fraud.  Mode reserves the right to suspend or terminate your access to Mode Earn Club and/or the Mode Earn App, or any part thereof, at any time, and for any reason or no reason. If you have engaged in suspicious or fraudulent behavior, as determined solely by Mode, Mode reserves the right to immediately terminate your Mode Earn Club subscription without notice to you, and if you have a Mode Account at time of termination, all payment credits in your Mode Account will be forfeited. You are only permitted to create one Mode Earn Club subscription. If Mode determines you have created multiple subscriptions, Mode reserves the right to immediately terminate all of your accounts with or without notice to you and you shall forfeit all payment credits in your Mode Account if you have a Mode Account.

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Third Party Cancellation. You agree Mode shall not be required to comply with any request to cancel your Trial or Subscription if any cancellation request is made by a third party, including but not limited to, subscription cancellation or bill negotiator services, as Mode requires verification of your identity before canceling your subscription to Mode Earn Club.

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5.  Mode  Is Not Responsible for Third Parties

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Mode is not responsible for any products and offers from third parties provided to you as part of your Mode Earn Club membership, including emailed offers or displayed through the Mode Earn App. You agree that your purchase from a third-party merchant is subject to such merchant's own terms and conditions applicable to such purchase. You agree that Mode  is in no way responsible or liable to you for any products you purchase through third parties, including for any product liability claim, improper charges, delivery failures, pricing errors, or inaccurate product descriptions. You further acknowledge and agree that Mode is not liable or otherwise responsible for any breaches of credit card or debit card security or privacy by any third-party merchants.

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Mode  does not endorse, warrant or guarantee the products or services that are displayed through offers and other advertised links to third-party websites. Mode is not an agent, distributor, re-seller, broker or otherwise responsible for third-party merchants or the activities or policies of those merchant websites, or the products or services available on them. Mode  does not promise or guarantee that the product details, prices, coupon availability or other service terms, rates or rewards offered by any particular advertiser or other third party are the best prices, best terms or lowest rates available in the market.

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When you access third-party websites through us, you accept that there are risks in doing so, and that Mode  is not responsible for such risks. We encourage you to be aware when you are on a third-party merchant website and to read the terms and conditions and privacy policy of each third-party website or service that you visit or utilize.

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Mode has no control over, and assumes no responsibility for, the content, accuracy, privacy policies, or practices or opinions expressed in any third-party websites or by any third-party. In addition, Mode will not and cannot monitor, verify, censor or edit the content of any third-party site or service.

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6. Privacy

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The information a Member provides or otherwise makes available to Mode  is stored and used in accordance with Mode’s privacy policy, which may be amended from time to time in Mod ’s sole discretion. Mode ’s privacy policy can be found at https://www.modemobile.com/privacy.

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7. Electronic Consent and Communication.

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To the fullest extent permitted by applicable law, these Terms and Conditions and any notices or other communications from Mode and/or its marketing partners (including, without limitation, by e-mail and/or SMS) regarding access to and/or use of the Mode Earn Club, may be provided to Member electronically, and Member hereby agrees to receive electronic communications from Mode and/or its marketing partners in an electronic form. Electronic communications may, and will, be delivered to the email address that you provided to Mode when you signed up for Mode Earn Club. All Communications in electronic format will be considered to be in “writing.” Member expressly agrees that any notice or other communications required under these Terms and Conditions may be given in email form. In addition, Member expressly agrees that it is Member's sole responsibility to keep Member’s email address accurate and up-to-date by providing Mode with written notice of any changes to the same, and that Mode may reasonably assume that any communications sent to an email address provided will be received by Member. Member’s consent to receive communications electronically is valid until you revoke your consent.

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E-Sign Consent.  By clicking the “Agree and Cash Out” button on the Mode Earn App, you consent and agree that such action constitutes your signature and has the same effect as if you signed an agreement manually in writing. You are further consenting and agreeing that Mode may provide you with electronic communications and disclosures via email and/or other electronic communications that you may have opted in to receive. 

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8. Limitation of Liability

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EXCEPT FOR OBLIGATIONS TO MAKE PAYMENTS UNDER THESE TERMS AND CONDITIONS OR LIABILITY FOR INDEMNIFICATION, IN NO EVENT SHALL MODE, OR ANY OF ITS REPRESENTATIVES, BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR ENHANCED DAMAGES, ARISING OUT OF, OR RELATING TO, AND/OR IN CONNECTION WITH THIS AGREEMENT, REGARDLESS OF (i) WHETHER SUCH DAMAGES WERE FORESEEABLE, (ii) WHETHER OR NOT MODE  WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND (iii) THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, NOTHING IN THIS AGREEMENT LIMITS OR DISCLAIMS ANY WARRANTY OR LIABILITY THAT CANNOT BE LIMITED OR DISCLAIMED PURSUANT TO APPLICABLE LAW. 

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9.  Dispute Resolution.

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9.1 Generally.  In the interest of resolving disputes between you and Mode in the most expedient and cost effective manner, you and Mode agree that any dispute arising out of or in any way related to these Terms and Conditions and/or your participation in the Mode Earn Club will be resolved by binding arbitration.  Arbitration is less formal than a lawsuit in court.  Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts.  Arbitrators can award the same damages and relief that a court can award.  This agreement to arbitrate disputes includes all claims arising out of or in any way related to these Terms and Conditions, your participation in the Mode Earn Club or your use of the Services, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms and Conditions.  YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS AND CONDITIONS, YOU AND MODE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS OR COLLECTIVE ACTION AND THAT THIS AGREEMENT SHALL BE SUBJECT TO AND GOVERNED BY THE FEDERAL ARBITRATION ACT.  

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9.2 Exceptions.  Despite the provisions of Section 9.1 above, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (i) bring an individual action in small claims court; (ii) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (iii) seek injunctive relief in aid of arbitration from a court of law; or (iv) file suit in a court of law to address an intellectual property infringement claim.

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9.3 Arbitrator.  Any arbitration between you and Mode will be governed by the Federal Arbitration Act, and governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by these Terms and Conditions, and will be administered by the AAA.  The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting Mode.  The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement.

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9.4 Notice; Process.  A party who intends to seek arbitration must first send a written notice of the dispute to the other party by U.S. Mail or electronic mail within the applicable statute of limitations period (“Notice”).  Mode’s address for Notice is: Mode Mobile, LLC, One East Erie, Suite 525, Chicago, IL, 60611, United States of America or legal@modemobile.com. The Notice must: (i) describe the nature and basis of the claim or dispute; and (ii) set forth the specific relief sought (“Demand”).  The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice is received, you or Mode may commence an arbitration proceeding.  During the arbitration, the amount of any settlement offer made by you or Mode must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any.  If the dispute is finally resolved through arbitration in your favor with a monetary award that exceeds the last written settlement amount offered by Mode prior to selection of an arbitrator, then Mode will pay you the highest of the following: (X) the amount awarded by the arbitrator, if any; (Y) the last written settlement amount offered by Mode in settlement of the dispute prior to the arbitrator’s award; or (Z) $15,000. 

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9.5 Fees.  If you commence arbitration in accordance with these Terms and Conditions, then Mode will reimburse you for your payment of the filing fee, unless your claim is for more than $15,000 or as set forth below, in which case the payment of any fees will be decided by the AAA Rules.  Any arbitration hearing will take place at a location to be agreed upon in Chicago, Illinois, but if the claim is for $15,000 or less, you may choose whether the arbitration will be conducted: (i) solely on the basis of documents submitted to the arbitrator; (ii) through a non-appearance based telephone hearing; or (iii) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address.  If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules.  In that case, you agree to reimburse Mode for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules.  Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based.  Each party agrees that such written decision, and information exchanged during arbitration, will be kept confidential except to the extent necessary to enforce or permit limited judicial review of the award.  The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.

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9.6 No Class Actions.  YOU AND MODE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING (OTHER THAN CLAIMS WHICH ARE NOT COVERED BY THIS SECTION 10).  Further, unless both you and Mode agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.  

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9.7 Modifications to this Arbitration Provision.  Except as otherwise provided in these Terms and Conditions, if Mode makes any future change to this arbitration provision, other than a change to Mode’s address for Notice, then you may reject the change by sending us written notice within 30 days of the change to Mode’s address for Notice, in which case this arbitration provision, as in effect immediately prior to the changes you rejected, will continue to govern any disputes between you and Mode.  If you do not send such written notice, then your continued use of the Service following any such change means that you have consented to such change.

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9.8 Enforceability.  If Section 9.6 above is found to be unenforceable or if the entirety of this Section 9 is found to be unenforceable, then the entirety of this Section 9 will be null and void and, in that case, the parties agree that the exclusive jurisdiction and venue described directly below will govern any action arising out of or related to these Terms and Conditions, and/or your participation in Mode Earn Club.

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11. Governing Law; Choice of Forum.

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The laws of the State of Illinois, excluding its conflicts of law rules, govern these Terms and Conditions, your participation in Mode Earn Club and your use of the Service.  Your use of the Service may also be subject to other local, state, national, or international laws; provided, however, that the United Nations Convention on Contracts for the International Sale of Goods will not apply to any provision of these Terms.  To the extent that any action relating to any dispute hereunder is permitted to be brought in a court of law, such action will be subject to the exclusive jurisdiction of the state and federal courts located in Chicago, Illinois and you hereby irrevocably submit to personal jurisdiction in such courts, and waive any defense of inconvenient forum. 

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12. Amendments

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Mode reserves the right to change these Terms and Conditions from time to time. We will give notice of material changes to Members. Notice to the Member will be considered given in the first instance of when such notice is provided by email to the Member's email address on file with Mode  (the email you indicated when you signed up for Mode Earn Club or the Mode Earn App). Members agree that all changes to the Terms and Conditions will be effective and binding on the effective date indicated in the notice. 

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13. Assignment

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You may not assign or transfer the rights of your Mode Earn Club membership in whole or in part under any circumstances. Doing so without the consent of Mode will be void and of no force and effect.

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14. Survival

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The expiration or termination of Member’s Mode Earn Club membership, shall not relieve either party from the obligations contained herein which accrue prior to the expiration or termination of the same, all of which shall survive the Agreement.

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15. Waiver

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Any waiver by any party hereto of a breach of any provision of these Terms and Conditions shall not operate or be construed as a waiver of any other provision hereof and shall not be effective at all unless in writing. A waiver of any of the terms hereof shall not be construed as a general waiver by either party and such waiving party shall be free to reinstate any such term or condition with or without notice to the other party.

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16. Entire Agreement

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These Terms and Conditions, and Mode’s Privacy Policy (as described in the preamble of this Agreement), sets forth the entire and exclusive agreement between the Parties as to the subject matter hereof and supersedes all prior and contemporaneous understandings, negotiations and agreements, whether written or oral, between the Parties regarding the subject matter hereof.

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