Legal terms

TERMS AND CONDITIONS OF USE OF THE “ILOUVREPARIS.COM” WEBSITE.

 

PLEASE CAREFULLY READ THESE TERMS AND CONDITIONS OF USE (“TERMS“) BEFORE USING THIS WEB SITE, AS USE OF THE WEB SITE IS CONDITIONAL UPON ACCEPTANCE OF THESE TERMS, WHICH AFFECT YOUR LEGAL RIGHTS AND OBLIGATIONS. BY REGISTERING OR USING OUR SERVICES, YOU CONSENT TO THE APPLICATION OF THESE TERMS OF USE.

 

Website Terms of Use

“ILOUVREPARIS” (also referred to as “ILP”) maintains this website located at www.ILouvreParis.com and its associated website, web pages, content and other materials (collectively the “Site”) to provide to you information about ILP, its experience, capabilities, products and services. Your access to and use of the Site is subject to these Terms of Use and all applicable laws. By accessing the Site, you accept, without limitation or qualification, these Terms of Use. You should review the most current version of the Terms of Use often as they may be modified from time to time and the terms as modified will govern your use of the Site. Any new features that augment or enhance the Site will be subject to these Terms of Use.

  1. Definitions
  • terms and conditions of userefers to the terms and conditions which regulate the use of this website by the user.
  • servicesrefers to the functions, devices, applications, information and other services accessible through this website.
  • userrefers to any person which accesses and/or utilizes this website.
  • websiterefers to the “home page” and other pages characterized by the domain name www.ILouvreParis.com, owned and managed by DIMENSION EIRL
  • material/srefers to any type of material or immaterial good which is rendered available through this website, including for example merchandising products, data, drawings, images, photographs, illustrations, descriptions, informative texts, films, audio files, music and sounds, services, software and other accessorial programs.
  • content/srefers to messages, data, information, texts and other material including that of advertising nature.

 

  1. Generally

You are free to browse the Site. All material available on the Site is referred to as “Licensed Content.” You may view and print portions of the Licensed Content for your own internal use but not for resale or other commercial use and not for use other than as provided in these Terms of Use. Licensed Content may change periodically and at any time. With some exceptions, ILP website do not target and are not intended for use by children under age 13. Because many factors go into the decision-making process of acquiring products and services of this nature and everyone’s particular circumstances and needs may differ, the Licensed Content is provided for informational purposes only.

  1. Privacy

ILP values its relationship with visitors and customers and makes every effort to safeguard any Personal Information collected, while also making information available. Information hereafter refers to a forthcoming payment system service. Personal Information is defined as your name in combination with a credit card number, social security number or bank account number. Personal Information is not information that is publicly available such as your name, address, e-mail address, telephone number, country of residence etc. or information you provide in connection with your submission of your resume or curriculum vitae. ILP collects information about you in several ways from different parts of the Site. For example, information you provide is collected and stored to permit you to receive ILP’s communications which may include e-newsletters, and online support to existing customers. Information may also be collected when you communicate with ILP through the “Contact,” “Customer Support,” or  links on the Site, via e-mail, to request support, ask a question, report a problem or participate in promotions, sweepstakes or contests. ILP automatically receives and records information on its server logs from your browser, including your IP address, ILP cookie information and your page requests. ILP may also occasionally ask users to complete surveys for research purposes, provide testimonials or submit ideas for improving our products and services.

ILP may use any information gained through the Site for any legal purpose. Generally, ILP uses information to provide maintenance and support to existing customers, customize Licensed Content, fulfill your information requests, improve services, contact you, conduct research and provide anonymous reporting for internal use and to third parties. ILP  may combine information it has about you with information obtained from its affiliated companies, business partners or other companies or to develop, use and make available to third parties (at no charge or for a fee) aggregated information regarding trends, products, security/privacy patterns and research, internal record keeping and reporting, measuring and reporting learning, performance and other statistical information concerning any aspect of the Site. ILP  will not report aggregated data in a manner that reasonably permits such information to be identified with any user nor will it sell your information. ILP does not expect to request or collect Personal Information from you at this time. However, any Personal Information you voluntarily provide to ILP will not be shared except under the guidelines established in this Privacy Section. Any material, information or other communication you transmit, upload or post to the Site or email to ILP, including testimonials and ideas (collectively, “Communications”) will be considered non-confidential and nonproprietary and ILP will have no obligation to preserve the confidentiality or refrain from disclosing Communications. ILP and its designees will have no liability for and be free to copy, disclose, distribute, incorporate and otherwise use the Communications and all data, images, sounds, text, product ideas, suggestions or enhancements, as well as anything embedded therein for any and all commercial or noncommercial purposes without your consent and without remuneration to you.

ILP may set and access cookies on your computer for various purposes, including to secure transaction activities, if any, and enhance the performance of the Site. Generally, ILP may use cookies to remind it of who you are and to access your account information (if stored on its computers), to confirm your identity as an authorized ILP customer user, and/or to deliver to you more personalized service. ILP also collects IP addresses for system administration to include them in outgoing mail message headers.

If ILP were to merge with or be acquired by another company or if it were to cease operations, your information may be transferred to the surviving company and will be subject to that entity’s privacy policy. ILP may disclose your personal information if it has reason to believe that disclosure is necessary to identify, contact or bring legal action to enforce any of ILP’s rights, including against you or a third party, for nonpayment, violation of any agreement with ILP, to prevent injury to or interference with ILP’s rights or property, to other ILP users or anyone else that could be harmed by such activities. ILP may disclose or access account information when it believes in good faith that the law requires it and for administrative and other purposes that ILP deems necessary to maintain, service and improve it services and to protect its rights or property. By accessing and using the Site, you agree that information you have provided may be disclosed as described above or as may be modified from time to time.

  1. User Conduct

All information, data, messages or other materials transmitted are the expressions, opinions and sole responsibility of the person from whom such material originated. This means that you and not ILP are entirely responsible for all downloads, uploads and/or emails transmitted via the Site. You should verify all statements and do your own testing and due diligence before following any recommended advice. Under no circumstances is or will ILP be liable in any way for any Communications, and links you may access located on the Site, your or another user’s use of the Site or any Licensed Content, including but not limited to any errors or omissions in any Licensed Content or for any loss or damage of any kind incurred as a result of the use of any Licensed Content via the Site.

You agree not to use the Site to:

(a) email, or otherwise transmit anything that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful or racially, ethnically or otherwise objectionable;

(b) impersonate any person or entity, falsely state or otherwise misrepresent your affiliation with ILP or any other person or entity;

(c) forge headers or otherwise manipulate identifiers in order to disguise the origin of anything transmitted through the Site;

(d) email or otherwise transmit anything that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as insider information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);

(e) email or otherwise transmit anything that infringes any patent, trademark, trade secret, copyright or other proprietary right (“Rights”);

(f) email or otherwise transmit any unsolicited or unauthorized advertising or promotional materials, chain letters or other solicitation;

(g) email or otherwise transmit any material containing software viruses or any other malicious, computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software, hardware, telecommunications equipment or database;

(h) interfere with or disrupt the Site or servers or networks connected to the Site or disobey any requirements, procedures, policies or regulations of networks connected to the Site or otherwise impose an unreasonable or disproportionate burden on the Site;

(i) intentionally or unintentionally violate any applicable local, state, national or international law, rules or regulations;

(j) attempt to circumvent any passwords or other security features or take any action intended or designed to compromise the privacy or security of the Site, users or other visitors;

(k) reproduce, modify, rent, lease, loan, distribute, sell, trade, resell or otherwise commercially exploit any portion of the Site or create derivative works based on the Site, Software or Licensed Content in whole or in part.

 

  1. Indemnity

You agree to indemnify, defend, release and hold ILP, its officers, directors, suppliers, co-branders or other partners, agents and employees, harmless from all claims, demand, damages, fees and costs of any nature, including reasonable fees of attorneys’ and other professionals, due to or arising out of anything you submit or transmit through the Site, your use of the Site, including any links located thereon, your connection to the Site, your violation of these Terms of Use, or your violation of any intellectual property rights. In the event you provide information that is untrue, inaccurate, fraudulent, or out of date, you agree to indemnify ILP for and hold it harmless from and against any and all liability, damages, loss or expense (including reasonable fees of attorneys and other professionals) it may incur, including but not limited to loss of business profits, taxes, penalties or sanctions, interest, fees, costs and expenses of any nature arising from or related to any claim, demand, action or proceeding alleged or initiated against ILP by any third party based upon the information you provide or your use of the Site.

  1. Modifications to Site

From time to time ILP may change the Licensed Content, the services offered or terminated through the Site or modify the Site’s capability. ILP reserves the right at any time and from time to time to modify these Terms of Use, the Site and/or discontinue, temporarily or permanently, the Site (or any part thereof) with or without notice. You agree that ILP shall not be liable to you or to any third party for any such action.

6.Your Account

If you use any ILP Service, you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. ILP does sell products for children, but it sells them to adults, who can purchase with appropriate permitted payment method. ILP reserves the right to refuse service, terminate accounts, remove or edit content, or cancel orders in its sole discretion.

7.Reviews, comments, communications, and other contents

Visitors may post reviews, comments, photos, and other content; send communications; and submit suggestions, ideas, comments, questions, or other information, so long as the content is not illegal, obscene, threatening, defamatory, invasive of privacy, infringing of intellectual property rights, or otherwise injurious to third parties or objectionable and does not consist of or contain software viruses, 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 a card or other content. ILP reserves the right (but not the obligation) to remove or edit such content, but does not regularly review posted content.

If you do post content or submit material, and unless we indicate otherwise, you grant ILP a nonexclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such content throughout the world in any media. You grant ILP and sublicensees the right to use the name that you submit in connection with such content, if they choose. You represent and warrant that you own or otherwise control all of the rights to the content that you post; that the content is accurate; that use of the content you supply does not violate this policy and will not cause injury to any person or entity; and that you will indemnify ILP for all claims resulting from content you supply. ILP has the right but not the obligation to monitor and edit or remove any activity or content. ILP takes no responsibility and assumes no liability for any content posted by you or any third party.

 

  1. Copyrighted & trademarked materials

All content included in or made available through any ILP Service, such as text, graphics, logos, button icons, images, audio clips, digital downloads, and data compilations is the property of ILP or its content suppliers and protected by U.S. & European and international copyright laws. The compilation of all content included in or made available through any ILP Service is the exclusive property of ILP and protected by U.S., European, and international copyright laws, and may not be used except as provided in these Terms of Use without ILP’s express written permission.

 

Trademarks

Please note that the brand “IlouvreParis.com” and its logotype and baseline are trademarked at the I.N.P.I, Paris, France under the following number : 11 3 883 532. In addition, graphics, logos, page headers, button icons, scripts, and service names included in or made available through any ILP Service are trademarks or trade dress of ILP in the U.S. , EU countries and other countries. ILP’s trademarks and trade dress may not be used in connection with any product or service that is not ILP’s, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits ILP. All other trademarks not owned by ILP that appear in any ILP Service are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by ILP.

 

  1. Termination

ILP, in its sole discretion, may terminate your use for any reason, but especially if ILP believes that you have violated or acted inconsistently with the letter or spirit of these Terms of Use. ILP may also in its sole discretion and at any time discontinue providing the Site, or any part thereof, with or without notice. You agree that any termination of your access to the Site under any provision of the Terms of Use may be effected without prior notice, and acknowledge and agree that ILP may immediately deactivate or delete your account, if any, and all related information and files in your account and/or bar any further access to such files or the Site. Further, you agree that ILP shall not be liable to you or any third party for any termination of your access to the Site.

  1. Links

This Site may contain links to other internet websites or resources. When you link to those sites, you leave this Site and therefore the ILP privacy terms set forth in these Terms of Use no longer apply; you become subject to the practices of those companies or individuals operating the linked sites. Please use caution and review the privacy policies of any sites that you visit to learn more about their information gathering practices. ILP has no control over such sites, their content and resources or the business practices or policies of operators of such sites. Therefore ILP cannot be and expressly disclaims all responsibility or liability for the availability or accuracy of such external sites or resources or the content thereon, does not endorse and is not responsible or liable for any advertising, products or other materials on or available from such sites or resources. The inclusion of any link on the Site does not imply that ILP endorses the linked site. Your use of the links is at your own risk. You further acknowledge and agree that ILP shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with your use of or reliance on any such goods, services or materials available on or through any such link, site or resource.

The user is conceded a limited and not exclusive right to create a link to his/her website as long as this website does not represent ILP or that one or more of his/her products and/or services does not represent ILP  in a false, defamatory, or misleading manner or in any manner which discredits ILP. The user can not use the logos or other graphic elements, such as ILP marks, as visual link to the website, without the prior written consent of  ILP. The authorization of use can be revoked at all times.

The link will have to redirect to the homepage of the website and it has to be evident that the website and its contents don’t have any relation to the website which contains the link.

  1. Product validity; modifications & amendments

Product descriptions:

ILP attempts to be as accurate as possible. However, ILP does not warrant that product descriptions or other content of any ILP Service is accurate, complete, reliable, current, or error-free. If a product offered by ILP itself is not as described, your sole remedy is to ask for a refund at the sole discretion of ILP.

Holidays:
During local or national holidays or special events, peek seasons, on Sundays, and during religious occasions, certain facilities such as museums, churches, restaurants, sightseeing tours, hotels, and shopping may be limited or not available. Alternatives will be offered whenever possible. ILP cannot be held responsible for any closures, necessary itinerary changes or curtails for any reason.

Christmas Market Vacations: Please note that Christmas markets generally close around the third week of December.

Safety: 
Please be aware that during your participation in tours operated by ILP, certain risks and dangers may arise beyond our control, including but not limited to: the hazards of traveling in certain areas; travel by boat, train, automobile, or other means of transportation; forces of nature; political unrest; acts of lawlessness or terrorism; and accident or illness in remote regions without means of rapid evacuation or medical facilities. ILP will not have liability regarding provision of medical care or the adequacy of any care that may be rendered. While ILP will use its best efforts to ensure that adequate measures are taken, by agreeing to participate in a tour and/or excursions you agree that you will hold ILP harmless regarding any provision of medical care or the adequacy of any care rendered. ILP is not responsible for such risks and dangers that may arise beyond our control.  Payment of your fees indicates you accept these risks and dangers and agree to hold ILP harmless for such.

Photographs or Pictures: 
Photographs or pictures appearing in this brochure should be used solely as an indication of facilities and attractions. Actual facilities and attractions may vary according to itinerary. Maps shown on the vacation pages are current at the time of drafting the document and may not reflect the actual routing should the itinerary change.

Optional Excursions & Activities:
Optional activities and excursions (“the Services”) available for booking are provided by local operators or other third parties that are entirely independent of ILP and do not form any part of the product or services sold to you by ILP or of these Terms & Conditions, even where ILP suggests particular operators/other third parties and/or assists you in booking such optional activities or excursions. Your contract for such Services will be with the organizer or operator of that Service and will be subject to its Terms & Conditions, which may contain exclusions or limitations of liability. ILP has no liability for any such optional activity or excursion or for any act(s) or omission(s) of the organizer or operator or for any of its employees or agents or any other person(s) connected with the optional activity or excursion.
Pick-up:

Pick up time may vary within 20 minutes according to the traffic but will not have no impact on the tour duration. In this case the information is given to the hotel desk or directly to you in your room knowing the total duration of the tour includes 30 minutes for the hotel pick up and the driving time as well.

ILP reserves all rights to modify or to cancel any tour if the safety or the comfort of the passagers requires it or in case of strike or administrative instructions.

ILP is not responsible for delays, irregularity, strike, weather conditions, loss ot theft of any personal belongings.

In case of delay caused by the client, we can’t wait more than 10 minutes. No refund (including no partial refund) for client who voluntarily discontinues any of the tour or missed the tour for late arrival or no show.

The prices are guaranteed as far as the current economic conditions remain stable. ILP reserves all right to proceed to any modifications in case of unexpected external price increase.

ILP reserves the right to modify booking procedures, terms and conditions and/or program prices at any time without notice

Products offered by ILP are valid as per the dates and times displayed at  www.ILouvreParis.com  ILP is not responsible or liable for any information that it does not directly provide.

All requests for booking modifications/amendments must be directed to the ILP Customer Care Team via email at  info@ILouvreParis.com.

  1. ILP charge a fee to amend or change the dates or times of an existing booking of 25.00 Euros per person.
  2. If you request a date/time change ILP will attempt to honor your request; However ILP cannot guarantee date/time change requests as all requests and amendments are subject to availability.

 

ILP reserves the right to cancel, change or substitute any tour that you have booked at www.ILouvreParis.com, at any time, for any reason.  In such cases, if you are dissatisfied with the alternatives offered, you are entitled to a full refund of the original purchase price.

 

  1. Payments, refunds, & cancellations
  • Canceling a booking with ILP can result in cancellation fees being applied by ILP, as outlined below. When canceling any booking you will be notified via email of the successful cancellation and cancellation fees incurred.
  • ILP enforces a 1 month advance refund policy.
  • Cancellations must be communicated via e-mail at info@com.no less than 30 days in advance of the tour in order to receive a refund.
  • All cancellations are subject to a cancellation fee of 30% of the total charged per person.
  • Any extra time will be charged (when the hour begins) at 100EUR.
  • No partial refunds will be given for cancellations made within a month (30 days) prior to a tour.
  • No partial refunds are available once a tour has commenced.
  • Full refunds only offered at the discretion of management

No refunds are given (1) in case of force majeure (flood, strike…) (2) if you leave the program after it has begun for any reason whatsoever, or miss any scheduled sightseeing or visit or in case of no show.

By enrolling on one of our tours, you agree to abide by all decisions, instructions, and rules given by our guides.

While on tour, please communicate your wishes and/or difficulties to our staff upon your arrival. Our guides are very often the only ones who can really help you. Please do not wait until the end of the tour to make your comments or suggestions, or talk about what you feel, need or wish. No claim could be accepted if not mentioned to the guide.

  1. Withdrawal & disputes

ILP reserves the right, without notice, to withdraw from the terms and conditions of use and to prevent the users access to the website.

Any dispute or claim relating in any way to your use of any ILP Service, or to any products or services sold or distributed by ILP or through ILP.com will be resolved by binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify.

We each agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. If for any reason a claim proceeds in court rather than in arbitration we each waive any right to a jury trial. We also both agree that you or we may bring suit in court to enjoin infringement or other misuse of intellectual property rights.

 

  1. Applicable laws and legal court

The terms and conditions of use will be sustained and interpreted by the French law. Any controversy derived or connected to the execution of terms and conditions of use will be passed on to the exclusive jurisdiction of the legal court of Paris.

 

  1. Disclaimers and limitations of liability

YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

(a) YOUR USE OF THE SITE OR / OR PURCHASING OF THE TOURS IS AT YOUR SOLE RISK. THE SITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. ILP EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND NONINTERFERENCE WITH YOUR USE OF ALL OR ANY PART OF THE SITE.

(b) ILP MAKES NO WARRANTY THAT (I) THE SITE WILL MEET YOUR REQUIREMENTS, (II) THE SITE AND/OR ONLINE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, ACCURATE OR ERROR-FREE, (III) THE RESULTS OBTAINED FROM THE USE OF THE SITE WILL BE ACCURATE OR RELIABLE, OR (IV) THE QUALITY OF ANY PRODUCTS, SITE, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SITE WILL MEET YOUR EXPECTATIONS.

(c) ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.

(d) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM ILP OR THROUGH OR FROM THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS OF USE OR OTHERWISE APPLICABLE PURSUANT TO YOUR PURCHASE OF ILP SERVICES.

(e) ILP ASSUMES NO RESPONSIBILITY FOR THE SITE INCLUDING BUT NOT LIMITED TO THE LICENSED CONTENT, ANY SERVICES or PRODUCT DEPICTIONS OR PRICING SHOWN ON THE SITE, TIMELINESS, DELETION, MIS-DELIVERY OR FAILURE TO STORE ANY USER COMMUNICATIONS OR DATA.

(f) ILP SHALL NOT BE LIABLE FOR ANY DAMAGES WHETHER DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF ILP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SITE; (II) THE COST OF PROCUREMENT OF SUBSTITUTE PRODUCTS OR SERVICES, DATA INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SITE; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (IV) STATEMENTS OR CONDUCT BY YOU, ANY OTHER USER OR ANY OTHER THIRD PARTY ON THE SITE; OR (V) ANY OTHER MATTER RELATING TO THE SITE. TO THE EXTENT THAT SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

(g) ILP accepts no responsibility for any sickness, pilferage, labor disputes, machinery breakdown, government restrains, acts of war and/or terrorism, weather conditions, defect in any vehicle of transportation or for any misadventure or casualty or any other causes beyond their control. This is not limited to, but may include, a) the closure of venues which ILP tours visits, where and when the closure of that venue is out of the control of ILP or where ILP is not notified by the Venue with ample time to notify the clients, which may be due to inclement weather, manifestations and protests or simply the last-minute decision of the venue. b) the inability of our tour to access certain monuments/areas and/or venues due to restrictions caused by excessive traffic, inclement weather, manifestations and protests or due to that area being restored/under construction or covered/obstructed from public view.

(h) WHEN purchasing any services form ilp, your payment implies you agree to all the above legal conditions.

 

The English version of these terms & conditions is for convenience only and is not considered to be legally binding.Only the French version of these terms & conditions shall be legally binding.