Effective Date: November 17, 2013
Freestone International LLC operates the Kintla ("Kintla") websites (collectively, the "Website"), all other products and services, including mobile applications, owned, controlled or offered by Kintla, and all content offered as part thereof, are collectively referred to herein as the "Services." Subscribers, account holders, customers, users, and others who download, access, use, and/or subscribe to the Services ("you") agree to the following terms and conditions (the "Terms of Service"). These Terms of Service govern your use of the Services and are a condition to your use of the Services.
BEFORE USING ANY SERVICES, PLEASE READ CAREFULLY THE FOLLOWING TERMS OF SERVICE. BY ACCESSING, BROWSING AND/OR USING THE SERVICES, YOU AGREE THAT YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY ALL THE TERMS, CONDITIONS, CONSENTS AND DISCLOSURES SET FORTH IN THE TERMS OF SERVICE, THE APPLICABLE GUIDELINES SET FORTH ON THE WEBSITE, AND THE APPLICABLE END USER LICENSE AGREEMENT (IF ANY) FOR ANY MOBILE APPS YOU DOWNLOAD. IF YOU DO NOT AGREE TO THE TERMS OF SERVICE, THE APPLICABLE GUIDELINES AND/OR THE APPLICABLE END USER LICENSE AGREEMENT (IF ANY), THEN PLEASE CEASE USING THE SERVICES IMMEDIATELY.
ALL THE SERVICES ARE AVAILABLE ONLY FOR INDIVIDUALS AGED 13 YEARS OR OLDER. IF YOU ARE 13 OR OLDER BUT UNDER THE AGE OF 18, OR THE LEGAL AGE OF MAJORITY WHERE YOU RESIDE IF THAT JURISDICTION HAS AN OLDER AGE OF MAJORITY, THEN YOU AGREE TO REVIEW THESE TERMS OF SERVICE WITH YOUR PARENT OR GUARDIAN TO MAKE SURE THAT BOTH YOU AND YOUR PARENT OR GUARDIAN UNDERSTAND AND AGREE TO THESE TERMS OF SERVICE. YOU AGREE TO HAVE YOUR PARENT OR GUARDIAN REVIEW AND ACCEPT THESE TERMS OF SERVICE ON YOUR BEHALF. IF YOU ARE A PARENT OR GUARDIAN AGREEING TO THESE TERMS OF SERVICE FOR THE BENEFIT OF A CHILD OVER 13, THEN YOU AGREE TO AND ACCEPT FULL RESPONSIBILITY FOR THAT CHILD'S USE OF THE SERVICES, INCLUDING ALL FINANCIAL CHARGES AND LEGAL LIABILITY THAT HE OR SHE MAY INCUR.
MODIFICATION OF TERMS OF SERVICE AND/OR SERVICES
Kintla reserves the right, in its sole discretion, to modify, discontinue or terminate the Services or to modify these Terms of Service at any time and without prior notice. If Kintla amends these Terms of Service, it will update this posting on the Website and specify the effective date of the new version of the Terms of Service. Your continued use of the Services following the posting of a new version of the Terms of Service shall constitute your acceptance of any such amendments. Accordingly, you should check to see if a new version of the Terms of Service has been posted each time you use the Services. If the amended Terms of Service are not acceptable to you, your only recourse is to cease using the Services.
In order to use certain features of the Services, you may have to register and create an account with Kintla (your "Account"). You are responsible for maintaining the confidentiality of any passwords associated with your Account, monitoring all activity under the Account, and you assume full responsibility for all activities that occur under your Account (except as to security breaches caused by Kintla). Kintla reserves the right to suspend or terminate your Account at any time and shall incur no liability for such suspension or termination.
OWNERSHIP AND INTELLECTUAL PROPERTY RIGHTS OF KINTLA
The Services are owned by Kintla and are protected by copyright, trademark, and other laws of the United States and foreign countries. Except as expressly provided in the Terms of Service, Kintla and its licensors exclusively own or control all right, title, and interest in and to the Services, including all associated intellectual property rights. You will not remove, alter or obscure any copyright, trademark, or other proprietary rights notices incorporated in or accompanying the Services.
All trademarks, service marks, logos, trade names, and designs, whether registered or unregistered, used in connection with the Services are owned by Kintla or its third party licensors. You may not use or display any such trademarks, service marks, logos, trade names, or designs owned by Kintla or its third party licensors without the appropriate owner's prior written consent.
LICENSE TO USE CONTENT
A variety of information, advice, recommendations, letters, messages, comments, posts, text, graphics, software, music, sound, photographs, videos, data, and other materials ("Content") is available through the Services. Some of the Content is provided by Kintla or its affiliates, and other Content is provided by persons who use the Services ("Users"), such as Users' opinions and views provided via posts to chat rooms, blogs, bulletin boards, or discussion forums. Kintla grants you a nonexclusive, nontransferable, revocable, limited license to view, download, copy and print Content retrieved from the Services only for your personal, noncommercial use, provided that you do not remove or obscure any copyright notice, trademark notice, or other proprietary rights notices displayed on or in connection with the Content. You may not use any Content available via the Services in any other manner or for any other purpose without the prior written permission of Kintla. All rights not expressly granted in these Terms of Service are expressly reserved for Kintla.
While Kintla strives to keep the Content accurate, complete, and up-to-date, Kintla cannot and does not guarantee, and is not responsible for, the accuracy, completeness, or timeliness of any Content, whether provided by Kintla or its affiliates or by Users. Kintla does not have any obligation to prescreen, edit, or remove any Content provided by Users that is posted on or available through the Services. Any opinions, advice, statements or other information expressed or made available by Users or third parties, including but not limited to bloggers, are those of the respective User or other third party and not of Kintla. Kintla does not endorse and is not responsible for the accuracy or reliability of any opinion, advice or statement made on the Services.
You agree that submission of any ideas, suggestions, documents, and/or proposals to the Company through its suggestion, feedback, wiki, forum or similar pages (“Feedback”) is at your own risk and that the Company has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to the Company a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights, in connection with the operation and maintenance of the Company Properties.
RESTRICTIONS ON USE OF SERVICES
Your use of the Services and the relating licenses granted hereunder are conditioned upon you not doing any of the following in connection with using the Services:
- Post, upload, publish, submit or transmit any information or other material that: (i) infringes, misappropriates or violates a third party's patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any other person; or (vii) promotes illegal or harmful activities or substances (including but not limited to activities that promote or provide instructional information regarding the manufacture or purchase of illegal weapons or illegal substances).
- Access, tamper with, or use non-public areas of the Website, Kintla's computer systems, or the technical delivery systems of Kintla's providers; Attempt to probe, scan, or test the vulnerability of any Kintla system or network or breach any security or authentication measures;
- Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Kintla or any of Kintla's providers or any other third party (including another User) to protect the Services;
- Attempt to access or search the Services through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than tools that access or search the Services through software and/or search agents provided by Kintla or other generally available third party web browsers (such as Microsoft Internet Explorer, Mozilla Firefox, Safari or Opera);
- Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
- - Use any meta tags or other hidden text or metadata utilizing a Kintla trademark, logo, URL or product name;
- Use the Services for any commercial purpose or the benefit of any third party or in any manner not permitted by the Terms of Service;
- Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Services to send altered, deceptive or false source-identifying information;
- Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services;
- Interfere with, or attempt to interfere with, the access of any User, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Website;
- Collect or store any personally identifiable information from the Services from other Users without their express prior permission;
- Impersonate or misrepresent your affiliation with any person or entity;
- Violate any applicable law or regulation;
- Contact anyone who has asked not to be contacted, or make unsolicited contact with anyone for any commercial purpose;
- "Stalk" or otherwise harass anyone;
- Collect personal data about other Users for commercial or unlawful purposes;
- Post non-local or otherwise irrelevant content, repeatedly post the same or similar content;
Kintla will have the right to investigate and prosecute violations of any of the above, including intellectual property rights infringement and Services security issues, to the fullest extent of the law. Kintla may involve and cooperate with law enforcement authorities in prosecuting Users who violate the Terms of Service. You acknowledge that Kintla has no obligation to monitor your access to or use of the Services or to review or edit any Content, but has the right to do so for the purpose of operating the Services, to ensure your compliance with the Terms of Service, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. Kintla reserves the right, at any time and without prior notice, to remove or disable access to any Content that Kintla, in its sole discretion, considers to be in violation of the Terms of Service or otherwise harmful to the Services.
LICENSE AGREEMENT FOR USING SPECIFIC APPLICATIONS
Your use of the Services and the relating licenses granted hereunder are also conditioned upon your strict adherence to the letter and spirit of the various applicable guidelines and end user licenses associated with your use of the Services. Kintla may modify such guidelines in its sole discretion at any time. Kintla reserves the right to terminate your account and access to the Services if it determines that you have violated any such applicable guidelines.
You are responsible for all Content that you submit, post, or otherwise make available to or through the Services ("User Content"). By doing so, you represent and warrant to Kintla that your User Content is not subject to any confidentiality obligation to any third party and that you have all necessary permission to submit, post and otherwise make available such User Content.
Kintla makes no claims to ownership of User Content that you submit, post or otherwise make available to or through the Services and you shall continue to retain all ownership rights in your User Content and the right to use your User Content as you see fit.
Kintla cares about the integrity and security of your personal information. However, we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.
DIGITAL MILLENNIUM COPYRIGHT ACT NOTICE
If you believe that your copyrighted work has been copied in a way that constitutes copyright infringement and is accessible through the Services, please notify Kintla's copyright agent, as set forth in the Digital Millennium Copyright Act of 1998 (DMCA). For your complaint to be valid under the DMCA, you must provide the following information in writing:
- An electronic or physical signature of a person authorized to act on behalf of the copyright owner;
- Identification of the copyrighted work that you claim is being infringed;
- Identification of the material that is claimed to be infringing and where it is located on the Services;
- Information reasonably sufficient to permit Kintla to contact you, such as your address, telephone number, and e-mail address;
- 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 law;
- A statement, made under penalty of perjury, that the above information is accurate, and that you are the copyright owner or are authorized to act on behalf of the owner.
Kintla's Designated Copyright Agent to receive notifications of claimed infringement can be reached as follows:
Attention: Copyright Agent
Freestone International LLC
1501 Mariposa St. Ste 308
San Francisco, CA 94107
copyright [at] Kintla [dot] co
For clarity, only DMCA notices should go to the Kintla Designated Copyright Agent. Any other feedback, comments, requests for technical support or other communications should be directed to Kintla's customer service through support [at] Kintla [dot] co.
DISCLAIMER OF WARRANTIES
YOU AGREE THAT THE USE OF THE SERVICES IS ENTIRELY AT YOUR OWN RISK. THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. KINTLA EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. KINTLA DOES NOT MAKE ANY WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT ACCESS TO THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR THAT DEFECTS, IF ANY, WILL BE CORRECTED. KINTLA MAKES NO WARRANTIES AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR AS TO THE ACCURACY, QUALITY, OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE SERVICES. KINTLA DISCLAIMS ANY WARRANTIES FOR OTHER SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE SERVICES, OR ACCESSED THROUGH ANY LINKS ON THE SERVICES. KINTLA DISCLAIMS ANY WARRANTIES FOR VIRUSES OR OTHER HARMFUL COMPONENTS IN CONNECTION WITH THE SERVICES. Some jurisdictions do not allow the disclaimer of implied warranties. In such jurisdictions, some of the foregoing disclaimers may not apply to you insofar as they relate to implied warranties.
LIMITATIONS OF LIABILITY
UNDER NO CIRCUMSTANCES SHALL KINTLA OR ITS AFFILIATES BE LIABLE FOR ANY DAMAGES RESULTING DIRECTLY OR INDIRECTLY FROM ANY ASPECT OF YOUR USE OF THE WEBSITE, CONTENT OR SERVICES. YOU MUST EVALUATE, AND BEAR ALL RISKS ASSOCIATED WITH, THE USE OF ANY CONTENT, INCLUDING ANY RELIANCE ON THE ACCURACY, COMPLETENESS, OR USEFULNESS OF THE SERVICES. YOU SPECIFICALLY ACKNOWLEDGE THAT KINTLA IS NOT LIABLE FOR THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF USERS OR THIRD PARTIES. ADDITIONALLY, IN NO EVENT WILL KINTLA OR ITS AFFILIATES BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY LOSS OF USE, LOSS OF PROFITS, LOSS OF DATA, COST OF PROCUREMENT OF SUBSTITUTE PRODUCTS OR SERVICES, OR ANY OTHER SUCH DAMAGES, HOWSOEVER CAUSED, AND ON ANY THEORY OF LIABILITY, WHETHER FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), OR OTHERWISE RESULTING FROM (1) THE USE OF, OR THE INABILITY TO USE THE SERVICES; (2) THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES, ITEMS, OR WEBSITES; (3) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (4) THE STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICES; OR (5) ANY OTHER MATTER RELATING TO THE SERVICES. THESE LIMITATIONS WILL APPLY WHETHER OR NOT KINTLA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. In some jurisdictions, limitations of liability are not permitted. In such jurisdictions, some of the foregoing limitations may not apply to you.
You agree to indemnify and hold harmless Kintla, its directors, officers, employees, agents, and affiliates, from and against any and all liability, damages, losses, claims, expenses of any kind (including, without limitation, reasonable attorneys' fees) directly or indirectly related to (1) your breach of the Terms of Service; (2) the User Content you submit, post, or transmit through the Services; or (3) your use of the Services.
TERMINATION AND SURVIVAL
Either party may terminate the Terms of Service for any or no cause, at any time. After termination, you shall no longer access or utilize the Services. The provisions of this Agreement which by their intent or meaning intended to survive such termination, including without limitation the provisions relating to disclaimer of warranties, limitations of liability, and indemnification, shall survive the any termination of these Terms of Service and any termination of your use of or subscription to the Services and shall continue to apply indefinitely.
If any provision of the Terms of Service is found by a court or other binding authority to be invalid, you agree that every attempt shall be made to give effect to the parties' intentions as reflected in that provision, and the remaining provisions contained in the Terms of Service shall continue in full force and effect.
These Terms of Service and the resolution of any dispute related to these Terms of Service or the Services shall be governed by and construed in accordance with the laws of California without giving effect to any principles of conflicts of law. Any legal action or proceeding between Kintla and you relating to the Terms of Service or the Services shall be brought exclusively in a court of competent jurisdiction sitting in San Francisco, California, United States, and you agree to submit to the personal and exclusive jurisdiction of such courts.
This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Kintla without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.
- Governing Law. You agree that: (i) the Service shall be deemed solely based in California; and (ii) the Service shall be deemed a passive one that does not give rise to personal jurisdiction over Kintla, either specific or general, in jurisdictions other than California. This Agreement shall be governed by the internal substantive laws of the State of California, without respect to its conflict of laws principles. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. You agree to submit to the personal jurisdiction of a state court located in San Francisco County, California or the United States District Court for the Northern District of California, for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a our copyrights, trademarks, trade secrets, patents, or other intellectual property or proprietary rights, as set forth in the Arbitration provision below.
- Arbitration. If you have a dispute with us, you agree to first contact us at support@Kintla.co and attempt to resolve the dispute with us informally. In the unlikely event that Kintla has not been able to resolve a dispute it has with you after attempting to do so informally, we each agree to resolve any claim, dispute, or controversy (excluding any Kintla claims for injunctive or other equitable relief) arising out of or in connection with or relating to this Agreement, or the breach or alleged breach thereof (collectively, “Claims”), by binding arbitration by the American Arbitration Association (“AAA”) in the city of San Francisco, California under the commercial rules then in effect for the AAA, except as provided herein. The award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall be deemed as preventing Kintla from seeking injunctive or other equitable relief from the courts as necessary to protect any of Kintla’s proprietary interests. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND KINTLA ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
- Notification Procedures. Kintla may provide notifications, whether such notifications are required by law or are for marketing or other business related purposes, to you via email notice, written or hard copy notice, or posting of such notice on our website, through our Mobile Software, or through other means as determined by Kintla in our sole discretion. Kintla reserves the right to determine the form and means of providing notifications to our Users, provided that you may opt out of certain means of notification as described in this Agreement. Kintla is not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us. We recommend that you add firstname.lastname@example.org to your email address book to help ensure you receive email notifications from us.
- Entire Agreement/Severability. This Agreement, together with any amendments and any additional agreements you may enter into with Kintla in connection with the Service, shall constitute the entire agreement between you and Kintla concerning the Service. If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect.
- No waiver. No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and Kintla’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.
Please contact us at email@example.com with any questions regarding this Agreement.