We reserve all rights not expressly granted to you in
and to the Services, Content, and Marks.
Any breach of these Intellectual Property Rights will
constitute a material breach of our Legal Terms and your right to use our Services will terminate
immediately.
Your submissions and contributions
Please review this section and the 'PROHIBITED ACTIVITIES
' section carefully prior to using our
Services to understand the (a) rights you give us and (b) obligations you have when you post or upload
any content through the Services.
Submissions: By directly sending us any question, comment,
suggestion, idea, feedback, or other information about the Services (
'Submissions'), you agree to assign to us all intellectual property rights
in such Submission. You agree that we shall own this Submission and be entitled to its unrestricted use
and dissemination for any lawful purpose, commercial or otherwise, without acknowledgment or
compensation to you.
Contributions: The Services may invite you to chat, contribute
to, or participate in blogs, message boards, online forums, and other functionality during which you may
create, submit, post, display, transmit, publish, distribute, or broadcast content and materials to us
or through the Services, including but not limited to text, writings, video, audio, photographs, music,
graphics, comments, reviews, rating suggestions, personal information, or other material ('Contributions'). Any Submission that is
publicly posted shall also be treated as a Contribution.
You understand that Contributions may be viewable by other users of the
Services.
When you post Contributions, you grant us a licence (including use of your name,
trademarks, and logos): By posting any Contributions, you grant us an unrestricted,
unlimited, irrevocable, perpetual, non-exclusive, transferable, royalty-free, fully-paid, worldwide
right, and licence to: use, copy,
reproduce, distribute, sell, resell, publish, broadcast, retitle, store, publicly perform, publicly
display, reformat, translate, excerpt (in whole or in part), and exploit your Contributions (including,
without limitation, your image, name, and voice) for any purpose, commercial, advertising, or otherwise,
to prepare derivative works of, or incorporate into other works, your Contributions, and to sublicence the licences granted in this
section. Our use and distribution may occur in any media formats and through any media channels.
This licence
includes our use of your name, company name, and franchise name, as applicable, and any of the
trademarks, service marks, trade names, logos, and personal and commercial images you provide.
You are responsible for what you post or upload: By sending us
Submissions and/or posting Contributions through any part of the Services or making Contributions accessible through the Services by linking
your account through the Services to any of your social networking accounts, you:
- confirm that you have read and agree with our
'PROHIBITED ACTIVITIES
' and will not post, send, publish,
upload, or transmit through the Services any Submission nor post
any Contribution that is illegal, harassing, hateful,
harmful, defamatory, obscene, bullying, abusive, discriminatory, threatening to any person or group,
sexually explicit, false, inaccurate, deceitful, or misleading;
- to the extent permissible by applicable law, waive any and all moral rights
to any such Submission and/or Contribution;
- warrant that any such Submission and/or
Contributions are original to you or that you have the
necessary rights and licences to
submit such Submissions and/or Contributions and that you have full authority to grant us the
above-mentioned rights in relation to your Submissions and/or
Contributions; and
- warrant and represent that your Submissions
and/or Contributions do not constitute
confidential information.
You are solely responsible for
your Submissions and/or Contributions and you expressly agree to reimburse us for any and all losses
that we may suffer because of your breach of (a) this section, (b) any third party’s intellectual property
rights, or (c) applicable law.
We may remove or edit
your Content: Although we have no obligation to monitor any Contributions, we shall have the
right to remove or edit any Contributions at any time without notice if in our reasonable opinion we
consider such Contributions harmful or in breach of these Legal Terms. If we remove or edit any such
Contributions, we may also suspend or disable your account and report you to the authorities.
Copyright infringement
We respect the intellectual
property rights of others. If you believe that any material available on or through the Services infringes
upon any copyright you own or control, please immediately refer to the
'
COPYRIGHT INFRINGEMENTS
'
section below.
9. SOCIAL MEDIA
As part of the
functionality of the Services, you may link your account with online accounts you have
with third-party service providers (each such account, a
'Third-Party Account') by either: (1) providing your
Third-Party Account login information through the Services; or (2) allowing us to access
your Third-Party Account, as is permitted
under the applicable terms and conditions that govern your use of each Third-Party Account. You represent and warrant
that you are entitled to disclose your Third-Party Account login information to us
and/or grant us access to your Third-Party
Account, without breach by you of any of the terms and conditions that govern your use
of the applicable Third-Party Account, and
without obligating us to pay any fees or making us subject to any usage limitations
imposed by the third-party service provider of the Third-Party Account. By granting us access to
any Third-Party Accounts, you understand that
(1) we may access, make available, and store (if applicable) any content that you have
provided to and stored in your Third-Party
Account (the 'Social Network Content') so that it is available on and through the Services via
your account, including without limitation any friend lists and (2) we may submit to and
receive from your Third-Party Account
additional information to the extent you are notified when you link your account with
the Third-Party Account. Depending on the
Third-Party Accounts you choose and subject
to the privacy settings that you have set in such Third-Party Accounts, personally identifiable
information that you post to your Third-Party
Accounts may be available on and through your account on the Services. Please note that
if a Third-Party Account or associated
service becomes unavailable or our access to such Third-Party Account is terminated by the
third-party service provider, then Social Network Content may no longer be available on
and through the Services. You will have the ability to disable the connection between
your account on the Services and your Third-Party Accounts at any time. PLEASE NOTE
THAT YOUR RELATIONSHIP WITH THE THIRD-PARTY SERVICE PROVIDERS ASSOCIATED WITH YOUR
THIRD-PARTY ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD-PARTY
SERVICE PROVIDERS. We make no effort to review any Social Network Content for any
purpose, including but not limited to, for accuracy, legality, or non-infringement, and
we are not responsible for any Social Network Content. You acknowledge and agree that we
may access your email address book associated with a Third-Party Account and your contacts list
stored on your mobile device or tablet computer solely for purposes of identifying and
informing you of those contacts who have also registered to use the Services. You can
deactivate the connection between the Services and your Third-Party Account by contacting us using the
contact information below or through your account settings (if applicable). We will
attempt to delete any information stored on our servers that was obtained through such
Third-Party Account, except the username and
profile picture that become associated with your account.
10. SERVICES MANAGEMENT
We reserve the
right, but not the obligation, to: (1) monitor the Services for violations of these Legal Terms; (2) take
appropriate legal action against anyone who, in our sole discretion, violates the law or these Legal Terms,
including without limitation, reporting such user to law enforcement authorities; (3) in our sole discretion
and without limitation, refuse, restrict access to, limit the availability of, or disable (to the extent
technologically feasible) any of your Contributions or any portion thereof; (4) in our sole discretion and
without limitation, notice, or liability, to remove from the Services or otherwise disable all files and
content that are excessive in size or are in any way burdensome to our systems; and (5) otherwise manage the
Services in a manner designed to protect our rights and property and to facilitate the proper functioning of
the Services.
11. PRIVACY POLICY
We care about data privacy and
security. Please review our Privacy Policy:
https://www.qspace.it/documents/privacy.html
. By using the Services, you agree to be bound by our Privacy Policy, which is
incorporated into these Legal Terms. Please be advised the Services are hosted in
France
. If you access the Services from any other region of the world with
laws or other requirements governing personal data collection, use, or disclosure that differ from
applicable laws in
France
, then through your continued use of the Services, you are
transferring your data to
France
, and you expressly consent to have your data transferred to and
processed in
France
.
Further, we do not knowingly accept, request, or solicit information from
children or knowingly market to children. Therefore, in accordance with the U.S. Children’s
Online Privacy Protection Act, if we receive actual knowledge that anyone under the age of
13 has provided personal information to us without the requisite and verifiable parental
consent, we will delete that information from the Services as quickly as is reasonably
practical.
12. COPYRIGHT INFRINGEMENTS
We respect the intellectual
property rights of others. If you believe that any material available on or through the Services
infringes upon any copyright you own or control, please immediately notify us using the contact
information provided below (a 'Notification'
). A copy of your Notification will be sent to the person who posted or stored the material
addressed in the Notification. Please be advised that pursuant to applicable law you may be held liable
for damages if you make material misrepresentations in a Notification. Thus, if you are not sure that
material located on or linked to by the Services infringes your copyright, you should consider first
contacting an attorney.
13. TERM AND TERMINATION
These Legal Terms shall remain
in full force and effect while you use the Services. WITHOUT LIMITING ANY OTHER PROVISION OF THESE LEGAL
TERMS, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO
AND USE OF THE SERVICES (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR
NO REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY, OR COVENANT
CONTAINED IN THESE LEGAL TERMS OR OF ANY APPLICABLE LAW OR REGULATION. WE MAY TERMINATE YOUR USE OR
PARTICIPATION IN THE SERVICES OR DELETE
YOUR ACCOUNT AND
ANY CONTENT OR INFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN OUR SOLE
DISCRETION.
If we terminate or suspend your
account for any reason, you are prohibited from registering and creating a new account under your name,
a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the
third party. In addition to terminating or suspending your account, we reserve the right to take
appropriate legal action, including without limitation pursuing civil, criminal, and injunctive
redress.
14. MODIFICATIONS AND INTERRUPTIONS
We reserve the right to change,
modify, or remove the contents of the Services at any time or for any reason at our sole discretion
without notice. However, we have no obligation to update any information on our Services. We will not be liable to you or any third party for any modification,
price change, suspension, or discontinuance of the Services.
We cannot guarantee the
Services will be available at all times. We may experience hardware, software, or other problems or need
to perform maintenance related to the Services, resulting in interruptions, delays, or errors. We
reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Services at
any time or for any reason without notice to you. You agree that we have no liability whatsoever for any
loss, damage, or inconvenience caused by your inability to access or use the Services during any
downtime or discontinuance of the Services. Nothing in these Legal Terms will be construed to obligate
us to maintain and support the Services or to supply any corrections, updates, or releases in connection
therewith.
15. GOVERNING LAW
These Legal Terms are governed
by and interpreted following the laws of
Italy
, and the use of the United Nations Convention of Contracts for the International Sales of Goods
is expressly excluded. If your habitual residence is in the EU, and you are a consumer, you additionally
possess the protection provided to you by obligatory provisions of the law in your country to residence.
Qspace Labs and yourself both agree to submit to the
non-exclusive jurisdiction of the courts of Martellago 30030 (Venezia)
, which means that you may make a claim to defend your consumer protection rights in regards to
these Legal Terms in
Italy
, or in the EU country in which you reside.
16. DISPUTE RESOLUTION
Informal Negotiations
To expedite resolution and control the cost of any dispute, controversy, or
claim related to these Legal Terms (each a 'Dispute' and
collectively, the 'Disputes') brought by either you or us (individually, a
'Party' and collectively, the 'Parties'
), the Parties agree to first attempt to negotiate any Dispute (except those Disputes expressly provided
below) informally for at least thirty (30) days before initiating
arbitration. Such informal negotiations commence upon written notice from one Party to the other
Party.
Binding Arbitration
Any dispute
arising from the relationships between the Parties to these Legal Terms shall be determined by one
arbitrator who will be chosen in accordance with the Arbitration and Internal Rules of the European Court of
Arbitration being part of the European Centre of Arbitration having its seat in Strasbourg, and which are in
force at the time the application for arbitration is filed, and of which adoption of this clause constitutes
acceptance. The seat of arbitration shall be
Venezia,
Italy
. The language of the proceedings shall be
Italiano. Applicable rules of substantive law shall be the law of
Italy
.
Restrictions
The Parties
agree that any arbitration shall be limited to the Dispute between the Parties individually. To the full
extent permitted by law, (a) no arbitration shall be joined with any other proceeding; (b) there is no right
or authority for any Dispute to be arbitrated on a class-action basis or to
utilise class action procedures; and (c) there is no right or authority
for any Dispute to be brought in a purported representative capacity on behalf of the general public or any
other persons.
Exceptions to Informal Negotiations and Arbitration
The Parties agree that the following Disputes are not subject to the
above provisions concerning informal negotiations binding arbitration: (a) any Disputes seeking to enforce
or protect, or concerning the validity of, any of the intellectual property rights of a Party; (b) any
Dispute related to, or arising from, allegations of theft, piracy, invasion of privacy, or unauthorised use; and (c) any claim for
injunctive relief. If this provision is found to be illegal or unenforceable, then neither Party will elect
to arbitrate any Dispute falling within that portion of this provision found to be illegal or unenforceable
and such Dispute shall be decided by a court of competent jurisdiction within the courts listed for
jurisdiction above, and the Parties agree to submit to the personal jurisdiction of that court.
17. CORRECTIONS
There may be
information on the Services that contains typographical errors, inaccuracies, or omissions, including
descriptions, pricing, availability, and various other information. We reserve the right to correct any
errors, inaccuracies, or omissions and to change or update the information on the Services at any time,
without prior notice.
18. DISCLAIMER
THE SERVICES ARE PROVIDED ON AN AS-IS AND AS-AVAILABLE
BASIS. YOU AGREE THAT YOUR USE OF THE SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT
PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICES AND
YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR
A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY
OR COMPLETENESS OF THE SERVICES' CONTENT OR THE CONTENT OF ANY WEBSITES OR MOBILE APPLICATIONS LINKED TO
THE SERVICES AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR
INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER,
RESULTING FROM YOUR ACCESS TO AND USE OF THE SERVICES, (3) ANY
UNAUTHORISED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL
PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (4) ANY INTERRUPTION OR CESSATION OF
TRANSMISSION TO OR FROM THE SERVICES, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE
TRANSMITTED TO OR THROUGH THE SERVICES BY ANY THIRD PARTY, AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY
CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY
CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES. WE DO NOT WARRANT, ENDORSE,
GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY
THROUGH THE SERVICES, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE OR MOBILE APPLICATION FEATURED IN ANY
BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING
ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE
OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGEMENT AND EXERCISE CAUTION WHERE
APPROPRIATE.
19. LIMITATIONS OF LIABILITY
IN NO EVENT WILL WE
OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT,
CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST
REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SERVICES, EVEN IF WE HAVE BEEN
ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR
LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL
AT ALL TIMES BE LIMITED TO
THE
AMOUNT PAID, IF ANY, BY YOU TO US
DURING
THE six (6) mONTH PERIOD PRIOR TO
ANY CAUSE OF ACTION ARISING
.
CERTAIN US STATE LAWS AND INTERNATIONAL LAWS DO NOT ALLOW
LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY
TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE
ADDITIONAL RIGHTS.
20. INDEMNIFICATION
You agree to
defend, indemnify, and hold us harmless, including our subsidiaries,
affiliates, and all of our respective officers, agents, partners, and
employees, from and against any loss, damage, liability, claim, or demand, including
reasonable attorneys’ fees and expenses, made by any third party due to or
arising out of:
(1) your Contributions;
(2) use of the Services; (3) breach of these Legal Terms; (4) any breach of your representations and warranties set forth
in these Legal Terms; (5) your violation of the rights of a
third party, including but not limited to intellectual property rights; or (6) any overt harmful act toward any other user of the Services
with whom you connected via the Services. Notwithstanding the foregoing, we reserve the right, at your
expense, to assume the exclusive defence
and control of any matter for which you are required to indemnify us, and you agree to cooperate,
at your expense, with our defence of
such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which
is subject to this indemnification upon becoming aware of it.
21. USER DATA
We will maintain
certain data that you transmit to the Services for the purpose of managing the
performance of the Services, as well as data relating to your use of the Services. Although we perform
regular routine backups
of data, you are solely responsible for all data that you transmit or that
relates to any activity you have undertaken using the Services. You agree
that we shall have no liability to you for any loss or corruption of any such
data, and you hereby waive any right of action against us arising from any such
loss or corruption of such data.
22. ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES
Visiting the Services, sending us emails, and completing
online forms constitute electronic communications. You consent to receive electronic communications, and
you agree that all agreements, notices, disclosures, and other communications we provide to you
electronically, via email and on the Services, satisfy any legal requirement that such communication be
in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS,
AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY
US OR VIA THE SERVICES. You hereby waive any rights or requirements under any statutes, regulations,
rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or
retention of non-electronic records, or to payments or the granting of credits by any means other than
electronic means.
23. CALIFORNIA USERS AND RESIDENTS
If any complaint
with us is not satisfactorily resolved, you can contact the Complaint
Assistance Unit of the Division of Consumer Services of the California
Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N
112, Sacramento, California 95834 or by telephone at (800) 952-5210 or (916)
445-1254.
24. MISCELLANEOUS
These Legal Terms and any policies or operating rules
posted by us on the Services or in respect to the Services constitute the entire agreement and
understanding between you and us. Our failure to exercise or enforce any right or provision of these
Legal Terms shall not operate as a waiver of such right or provision. These Legal Terms operate to the
fullest extent permissible by law. We may assign any or all of our rights and obligations to others at
any time. We shall not be responsible or liable for any loss, damage, delay, or failure to act caused by
any cause beyond our reasonable control. If any provision or part of a provision of these Legal Terms is
determined to be unlawful, void, or unenforceable, that provision or part of the provision is deemed
severable from these Legal Terms and does not affect the validity and enforceability of any remaining
provisions. There is no joint venture, partnership, employment or agency relationship created between
you and us as a result of these Legal Terms or use of the Services. You agree that these Legal Terms
will not be construed against us by virtue of having drafted them. You hereby waive any and all defences you may have based on the
electronic form of these Legal Terms and the lack of signing by the parties hereto to execute these
Legal Terms.
25. CONTACT US
In order to resolve a complaint regarding the Services
or to receive further information regarding use of the Services, please contact us at:
Qspace Labs
Piazza Vittoria
artellago
, Venezia
30030
Italy
9. SOCIAL MEDIA