This Agreement was last revised on the 4th of October 2010.
1. YOUR RIGHTS
On the condition that you comply with all your obligations under these Terms, we grant you a limited, revocable, nonexclusive, non-assignable, non-transferable, non-sublicenseable license and right to access the Services in accordance with these Terms.
2. RELATED SERVICES; ADDITIONAL TERMS MAY APPLY
From time to time, we may offer a number of related Services. Additional terms may apply to specific Services and, when they do, those additional terms supplement these Terms. For example, there may be specific terms applicable to computer and mobile applications we provide, email communication services we provide and other services. When you use those Services, you also will be subject to the guidelines, terms and agreements applicable to those Services (“Service Terms”). If these Terms are inconsistent with the Service Terms, the Service Terms will control.
3. OWNERSHIP OF MATERIALS; ALLOWED USAGE
Except where indicated through third party copyright notices or other notifications (the “Third Party Elements”), we own each and every element contained on the Services (the “Kugali Material”). Kugali Material may also include, without limitation, various intellectual property rights such as copyrights, and trademarks. The phrase “Service Material” refers collectively to Kugali Material and any Third Party Elements available through the Services. Service Material includes such things images, sounds, music, logos, compilations, presentations, arrangements, clips and other elements. You have permission to perceive and peruse the Service Material solely as presented on the Services and your use of those Service Materials is limited to lawful, personal, and noncommercial purposes. From time to time, we may enable you to share information and specific content from this Website through sharing functionality made part of the Services. Otherwise, you may not copy, reproduce, distribute, disseminate, adapt, modify or otherwise use Service Materials without written permission which may be withheld by us or the owner of such materials (as applicable).
This Service is intended solely for Users who are thirteen (13) years of age or older, and any registration, use or access to the Service by anyone under 13 is unauthorized, unlicensed, and in violation of this Agreement. If you are under 18 years of age you may use the Service only if you either are an emancipated minor or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in this Agreement, and to abide by and comply with this Agreement.
5. USER SUBMITTED CONTENT
We may allow users to submit, post, transmit, modify or otherwise make available User Submitted Content through the Services. “User Submitted Content” includes information, text, images, audio, video, links to other sites, or other content including IP Content (discussed below). As a consequence, you may see materials that have been submitted to this Website and/or via other Services by individuals not affiliated with the Kugali Entities. The Kugali Entities do not endorse these individuals nor are we in any way associated with any of the materials that they may post or link to on this Website and/or through the Services. Neither the Kugali Entities nor their respective officers, employees, or agents shall have any responsibility or liability of any nature whatsoever arising in connection with any materials provided by these individuals or in connection with any conduct of these individuals.
6. RESPONSIBILITY FOR YOUR SUBMISSIONS
You own and take full responsibility for all content and information you post, display, transmit or otherwise make available to through the Services. You agree not to disparage, defame or otherwise seek to damage anyone or invade anyone’s rights through any submitted content.
7. IP CONTENT SUBMISSIONS
For content that is covered by intellectual property rights, like writings, images, videos, music, recordings, designs and other material (“IP Content”), you grant us a non-exclusive, transferable, sub-licensable, royalty-free, worldwide license to copy, reproduce, process, adapt, modify, publish, transmit, display, adapt, distribute and otherwise use any and all IP Content (the “Our License”) that you post, transmit, upload or otherwise deliver to us through your use of the Services. Our License extends to any and all media and includes any and all distribution methods know now or later developed. Our License includes use of IP Content in whole or in part, in any form (including for promotional or marketing purposes). You affirm, represent and warrant that you own or have all necessary rights to the IP Content. Because the law may not recognize certain intellectual property rights in any particular IP Content, you should consult a lawyer if you want legal advice regarding your legal rights in any particular situation. You acknowledge and agree that you are responsible for knowing, protecting, and enforcing any intellectual property rights you hold, and that neither Kugali nor any Kugali Entity can do so on your behalf.
Section 6 notwithstanding, by submitting ideas, suggestions, documents, proposals and/or other contributions (“Contributions”) to us by any means including without limitation via email correspondence, via the Website and/or other Services, you acknowledge and agree that: (a) your Contributions do not contain confidential or proprietary information; (b) we are not under any obligation of confidentiality, express or implied, with respect to the Contributions; (c) we are entitled to use or disclose (or choose not to use or disclose) such Contributions for any purpose, in any way, in any media worldwide; (d) you irrevocably assign to us all rights to your Contributions; and (e) you are not entitled to any compensation, remuneration or reimbursement of any kind from us under any circumstances.
9. COPYRIGHT CLAIMS
If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide our Copyright Agent the following information:
(a) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
(b) Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site.
(c) Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the service provider to locate the material.
(d) Information reasonably sufficient to permit the service provider to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted.
(e) A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
(f) A statement by you that the information in the notification is accurate, and under penalty of perjury, that the you are the owner or that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Our Agent for Notice of claims of copyright or other intellectual property infringement can be reached as follows:
Copyright Agent c/o Kugali
42 Princelet Street
London, E1 5LP
By email: email@example.com
10. REMOVAL OF CONTENT
We reserve the right to remove any and all content; this includes User Submitted Content and IP Content, at any time, for any reason or no reason. This includes our right to remove content that we deem objectionable or inappropriate or potentially infringing in our sole discretion.
11. WARRANTY DISCLAIMER
No warranty is given about the quality, functionality, availability or performance of the Website and other Services. All services and content are provided “AS IS” and “AS AVAILABLE” with all faults. We do not warrant that the service and content will be uninterrupted, error-free or without delays. In addition to the limitations of liability of these Terms, Kugali expressly disclaims any implied warranty of merchantability, warranty of fitness for a particular purpose and warranty of non-infringement.
12. LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT Kugali AND THE Kugali ENTITIES TOGETHER WITH ITS AND THEIR SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY PUNITIVE, 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 Kugali AND THE Kugali ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (a) THE USE OR THE INABILITY TO USE THE WEBSITE AND/OR OTHER SERVICES; (b) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES; (c) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA OR USER SUBMITTED CONTENT; (d) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE WEBSITE AND/OR SERVICE; OR (e) ANY OTHER MATTER RELATING TO THE WEBSITE AND/OR SERVICE.
13. EXCLUSIONS AND LIMITATIONS
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF SECTIONS 10 AND 11 MAY NOT APPLY TO YOU.
14. WAIVER, SEVERABILITY & ASSIGNMENT
Our failure to enforce a provision is not a waiver of our right to do so later. If a provision is found unenforceable, the remaining provisions of the terms will remain in full effect and an enforceable term will be substituted reflecting our intent as closely as possible. You may not assign any of your rights under these Terms, and any such attempt will be void. We may assign our rights to any of our affiliates or subsidiaries, or to any successor in interest of any business associated with the Services.
We may revise these Terms from time to time, and will always post the most current version on our Website. If a revision materially reduces your rights, we will notify you by, for example, sending a message to the email address associated with your account, posting on our social media page or on this page. By continuing to use or access the Website and/or Services after the revisions come into effect, you agree to be bound by the revised Terms.
You agree to indemnify and hold Kugali and Kugali Entities together with our/their subsidiaries, affiliates, officers, agents, employees, partners and licensors harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of User Submitted Content you communicate, submit, post, transmit, modify or otherwise make available through the Services, your use of the Services, your connection to the Services, your violation of the Terms, or your violation of any rights of another.
17. NO THIRD-PARTY BENEFICIARIES
You agree that, except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to this agreement.
We may provide you with notices, including those regarding changes to these Terms, including by but not limited to email, regular mail, SMS, text message, postings on the Website and through the Services, or other reasonable means now known or hereafter developed.
19. ENTIRE AGREEMENT
These Terms constitute the entire agreement between you and Kugali and governs your use of the Website and Services, superseding any prior version of these Terms between you and Kugali with respect to the Website and Services. You also may be subject to additional terms and conditions (including Service Terms for related Services) that may apply when you use or purchase certain services, affiliate services, third-party content or third-party software.
20. CHOICE OF LAW AND FORUM
These conditions are governed by and construed in accordance with the laws of England (or the laws of Scotland if you are domiciled there). Disputes arising in connection with these Terms are subject to the exclusive jurisdiction of the courts of England and Wales unless you choose the jurisdiction of your domicile in Scotland or Northern Ireland. The European Commission provides for an online dispute resolution platform, which you can access here: http://ec.europa.eu/consumers/odr/. If you would like to bring a matter to our attention, please contact us.
21. CLAIM LIMITATIONS
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Website and Services or the Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred.
22. NO CLASS ACTIONS
You may only bring and resolve disputes with us on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation of other arbitrations are prohibited.
23. REPORTING VIOLATION OF TERMS
Please report any violations of the Terms to our customer care group by emaining firstname.lastname@example.org