TERMS OF USE
Last updated 19/07/2024
AGREEMENT TO OUR LEGAL TERMS
We are Noplik ("Company," "we," "us," "our").
We operate, as well as any other related products and services
that refer or link to these legal terms (the "Legal Terms")
(collectively, the "Services").
You can contact us by email at noplikadm@gmail.com
These Legal Terms constitute a legally binding agreement made
between you, whether personally or on behalf of an entity ("you"), and Noplik,
concerning your access to and use of the Services. You agree that by accessing
the Services, you have read, understood, and agreed to be bound by all of these
Legal Terms. IF YOU DO NOT AGREE WITH ALL OF THESE LEGAL TERMS, THEN YOU ARE
EXPRESSLY PROHIBITED FROM USING THE SERVICES AND YOU MUST DISCONTINUE USE
IMMEDIATELY.
Supplemental terms and conditions or documents that may be
posted on the Services from time to time are hereby expressly incorporated
herein by reference. We reserve the right, in our sole discretion, to make
changes or modifications to these Legal Terms at any time and for any
reason. We will alert you about any changes by updating the "Last
updated" date of these Legal Terms, and you waive any right to
receive specific notice of each such change. It is your responsibility to periodically
review these Legal Terms to stay informed of updates. You will be subject to,
and will be deemed to have been made aware of and to have accepted, the changes
in any revised Legal Terms by your continued use of the Services after the date
such revised Legal Terms are posted.
We recommend that you print a copy of these
Legal Terms for your records.
Contents
2. INTELLECTUAL PROPERTY RIGHTS
5. USER GENERATED CONTRIBUTIONS
9. MODIFICATIONS AND INTERRUPTIONS
17. ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND
SIGNATURES
The information provided when using the
Services is not intended for distribution to or use by any person or entity in
any jurisdiction or country where such distribution or use would be contrary to
law or regulation or which would subject us to any registration requirement
within such jurisdiction or country. Accordingly, those persons who choose to
access the Services from other locations do so on their own initiative and are
solely responsible for compliance with local laws, if and to the extent local
laws are applicable.
Our intellectual property
We are the owner or the licensee of all intellectual property
rights in our Services, including all source code, databases, functionality,
software, website designs, audio, video, text, photographs, and graphics in the
Services (collectively, the "Content"), as well as the
trademarks, service marks, and logos contained therein
(the "Marks").
Our Content and Marks are protected by copyright and trademark
laws (and various other intellectual property rights and unfair competition
laws) and treaties in the United States and around the world.
The Content and Marks are provided in or through the
Services "AS IS" for your personal, non-commercial use
or internal business purpose only.
Your use of our Services
Subject to your compliance with these Legal
Terms, including the "PROHIBITED
ACTIVITIES" section
below, we grant you a non-exclusive, non-transferable,
revocable license to:
solely for your personal, non-commercial use or internal
business purpose.
Except as set out in this section or elsewhere in our Legal
Terms, no part of the Services and no Content or Marks may be copied,
reproduced, aggregated, republished, uploaded, posted, publicly displayed,
encoded, translated, transmitted, distributed, sold, licensed, or otherwise
exploited for any commercial purpose whatsoever, without our express prior
written permission.
If you wish to make any use of the Services, Content, or Marks
other than as set out in this section or elsewhere in our Legal Terms, please
address your request to: noplikadm@gmail.com. If we ever grant you the
permission to post, reproduce, or publicly display any part of our Services or
Content, you must identify us as the owners or licensors of the Services,
Content, or Marks and ensure that any copyright or proprietary notice appears
or is visible on posting, reproducing, or displaying our Content.
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
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.
You are responsible for what you post or
upload: By sending us
Submissions through any part of the Services you:
You are solely responsible for your
Submissions 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.
By using the Services, you represent and warrant that: (1) you have the legal
capacity and you agree to comply with these Legal Terms; (2) you are not a
minor in the jurisdiction in which you reside; (3) you will not access the
Services through automated or non-human means, whether through a bot, script or
otherwise; (4) you will not use the Services for any illegal
or unauthorized purpose; and (5) your use of the Services will not
violate any applicable law or regulation.
If you provide any information that is untrue, inaccurate, not
current, or incomplete, we have the right to suspend or terminate your account
and refuse any and all current or future use of the Services (or any portion
thereof).
You may not access or use the Services for any purpose other
than that for which we make the Services available. The Services may not be
used in connection with any commercial endeavors except those that
are specifically endorsed or approved by us.
As a user of the Services, you agree not to:
The Services does not offer users to submit or post
content. We may provide you with the opportunity to create, submit, post,
display, transmit, perform, publish, distribute, or broadcast content and
materials to us or on the Services, including but not limited to text,
writings, video, audio, photographs, graphics, comments, suggestions, or
personal information or other material
(collectively, "Contributions"). Contributions may be viewable
by other users of the Services and through third-party websites. When you
create or make available any Contributions, you thereby represent and warrant
that:
You and Services agree that we may access, store, process, and
use any information and personal data that you provide and your choices
(including settings).
By submitting suggestions or other feedback regarding the
Services, you agree that we can use and share such feedback for any purpose
without compensation to you.
We do not assert any ownership over your Contributions. You
retain full ownership of all of your Contributions and any intellectual
property rights or other proprietary rights associated with your Contributions.
We are not liable for any statements or representations in your Contributions
provided by you in any area on the Services. You are solely responsible for
your Contributions to the Services and you expressly agree to exonerate us from
any and all responsibility and to refrain from any legal action against us
regarding your Contributions.
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.
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 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.
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.
These Legal Terms shall be governed by and defined following the
laws of Belgium. Noplik and yourself irrevocably consent that the
courts of Brussels shall have exclusive jurisdiction to resolve any
dispute which may arise in connection with these Legal Terms.
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 30 days before initiating arbitration. Such informal negotiations
commence upon written notice from one Party to the other Party.
Binding Arbitration
Any dispute arising out of or in connection
with these Legal Terms, including any question regarding its existence,
validity, or termination, shall be referred to and finally resolved by the
International Commercial Arbitration Court under the European Arbitration
Chamber (Belgium, Brussels, Avenue Louise, 146) according to the Rules of this
ICAC, which, as a result of referring to it, is considered as the part of this
clause. The number of arbitrators shall be three. The seat, or legal place, or
arbitration shall be Brussels. The language of the proceedings shall
be French. The governing law of these Legal Terms shall be substantive law
of Belgium.
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 utilize 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 unauthorized 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.
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.
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 UNAUTHORIZED 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 JUDGMENT AND EXERCISE CAUTION
WHERE APPROPRIATE.
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 LESSER OF THE AMOUNT PAID, IF ANY,
BY YOU TO US OR . 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.
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) use of the Services; (2) breach of
these Legal Terms; (3) any breach of your representations and warranties set
forth in these Legal Terms; (4) your violation of the rights of a third party,
including but not limited to intellectual property rights; or (5) 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 defense and control of any matter
for which you are required to indemnify us, and you agree to cooperate, at your
expense, with our defense 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.
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.
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.
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 defenses 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.
In order to resolve a complaint regarding the Services or to
receive further information regarding use of the Services, please contact us
at: noplikadm@gmail.com