Terms of Use

Last Updated: June 13, 2018


1. INTRODUCTION

The Site is operated by Bitmob, Inc. (referred to as “Bitmob”, “we”, “us”, or “our”). Please review the following terms and conditions concerning your use of, and access to http://www.bitmob.com/terms-of-service.html (including any pages within the www.bitmob.com domain cumulatively referred to herein as the “Site”), our Application Programming Interface (the “API”), and any other tools available via the site (cumulatively referred to hereinafter as the “Tools”)). The services we offer through our Site and/or our API in conjunction with our Tools (cumulatively the “Services”) are only made available to you upon your acceptance and continued compliance with these Terms of Service (the “Terms of Service”) together with our Privacy Policy (the “Privacy Policy”). Our Services may be used to access and view certain data (the “Data”) through our Site or our API.

These Terms of Service and the Privacy Policy form the basis of our agreement and such agreement explicitly includes any applicable Software Development Agreement and/or Consulting Agreement and any other applicable document, policy, terms, or agreements (e.g. an Order Form or Service Order) referencing the foregoing or referred to therein (cumulatively the “Agreement”). Should there be any conflict between the terms of the Terms of Service and Software Development Agreement and/or Consulting Agreement, the terms of the Software Development Agreement and/or Consulting Agreement shall prevail.

2. MEMBERSHIP ELIGIBILITY

Registration for membership at the Site is subject to the following additional terms and conditions:

  • Our Site and Services are intended solely for persons who are 18 years of age or older, who can form legally binding contracts under applicable laws. By registering with the Site, you represent and warrant that you are at least 18 years old and that all registration information you submit is accurate and truthful. We may, in our sole discretion, refuse to offer access to or use of Bitmob to any person or entity and change the eligibility criteria at any time.
  • You shall comply with the Agreement and all applicable laws and regulations in the country in which you are located.
  • If you are registering on behalf of an organization, you represent and warrant that you are authorized to accept and bind such organization into a contractual relationship with us. In such case, the references to “you” in these Terms of Service are to that organization, not you personally.
  • 3. INTELLECTUAL PROPERTY RIGHTS AND LICENSE GRANTS

    Intellectual Property Rights
    We are the owner or the licensee of all intellectual property in our Site, API and Services. That intellectual property is protected by copyright, patent and trademark laws and treaties around the world and may not be modified, copied, printed, reproduced, distributed, republished, performed, downloaded, displayed, posted, transmitted and/or otherwise used in any form or by any means unless expressly permitted by us. Except where expressly provided otherwise by us, nothing in our Agreement may be construed to confer any license or ownership right in any of our intellectual property rights whether by estoppel, implication, or otherwise. We expressly reserve all rights in our intellectual property associated with the Site, API and Services not expressly granted to you in these Terms of Service.

    License Grant
    Subject to the terms and conditions herein, we grant to you a limited, non-exclusive, non-transferable license to use the Site and Services subject to these Terms of Service and any other applicable Agreements.

    4. PROHIBITED USES OF OUR SERVICES

    You agree that the following actions shall constitute a material breach of our Agreement:

  • Modifying, framing, rendering (or re-rendering), mirroring, truncating, injecting, filtering, reverse engineering, or changing our Services without our written consent;
  • Using any deep-link, page-scrape, robot, crawl, index, spider, click spam, macro programs, Internet agent, or other automatic device, program, algorithm or methodology which does similar things, to use, access, copy, acquire information, generate impressions or clicks, input information, store information, search, generate searches, or monitor our Services, or any portion thereof;
  • Failure to make timely payments to us when due;
  • Accessing or using our Services for purposes directly competitive with us;
  • Disguising the origin of information transmitted to, from, or through our Services;
  • Impersonating or allowing anyone to impersonate you to access or use our Services;
  • Distributing viruses or harmful software to us or our Services;
  • Using our Services for any purpose in violation of any applicable laws;
  • Using our Services in a way that, in our sole discretion, could likely result in harm to others;
  • Circumventing any measures implemented by us aimed at preventing violations of the Bitmob Terms of Service; or
  • Assisting any other party in doing or engaging in any of the foregoing conduct.
  • We reserve the right, in our sole discretion, to terminate your access to our Services or any portion thereof due to any act that would constitute a violation of our Agreement.

    5. CLIENT SUBMISSIONS

    Any job request, suggestions, or information including, but not limited to, any queries or code (cumulatively the “Content”) that you input to or through our Site or our API shall belong to you, but you grant us a non-exclusive, perpetual, irrevocable, worldwide, transferable, royalty-free license, with the right to sublicense through multiple tiers, under all relevant intellectual property rights, to use, publish, and disclose such Content and to display, perform, copy, make, have made, use, sell, and otherwise dispose of our services embodying Content in any manner and via any media we choose without any limitation or restriction of any kind. This license grant shall continue perpetually even if you close your account. You are solely responsible for making sure that you have all rights in any Content that you input as is necessary for you to grant us the foregoing license and you represent and warrant that you have all legal rights in such Content. We shall be entitled to commercially exploit and use Content for any purpose without restriction or remuneration of any kind with respect to you and/or your agents or business entity you represent (where applicable).

    6. CONSULTANT SUBMISSIONS

    You retain all ownership rights in personal profile content you provide to Bitmob. To the extent permitted by applicable law, you also grant to Bitmob and our successors and affiliates a royalty-free, sub-licensable, transferable, perpetual, irrevocable, non-exclusive, worldwide license to use, reproduce, modify, publish, list information regarding, edit, translate, distribute, publicly perform, publicly display, and make derivative works of all such profile content and your name, voice, and/or likeness as contained in your profile content, in whole or in part, and in any form, media, or technology, whether now known or hereafter developed, for use in connection with the Site and Bitmob’s, our successors’ and Affiliates’ businesses, including, without limitation, for promoting and redistributing part or all of the Site (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each User and each Site visitor a non-exclusive license to access your profile content through the Site and to use, reproduce, distribute, and display such profile content to the extent permitted through the normal functionality of the Site and subject to all applicable confidentiality and other provisions of the Terms of Service, our Privacy Policy, and applicable law.

    7. PRIVACY POLICY

    The Privacy Policy encompasses any and all Content you may input to or through our Site or our API, including but not limited to, information submitted for purposes of creating an account, submitting an order or inquiry or to receive further information, updates and/or promotions about or related to our Services. We process this information for our internal purposes and by using our Services you consent to such processing and you represent and warrant that all Content provided by you is accurate and not misleading.

    8. LINKS TO THIRD PARTY SITES

    Our Site may contain links or have references to websites controlled by parties other than Bitmob. Bitmob is not responsible for and does not endorse or accept any responsibility for the contents or use of these third party websites. Bitmob is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by Bitmob of the linked website and/or the content and materials found at the linked website, except as specifically stated otherwise by Bitmob. It is your responsibility to take precautions to ensure that whatever you select for your use is free of viruses or other items of an intrusive nature.

    9. SUSPENSION AND TERMINATION OF ACCOUNTS

    We may suspend or terminate your account or your use of this Service at any time, for any reason or for no reason. We reserve the right to change, suspend, or discontinue all or any aspect of this Service at any time without notice.

    We may delete the Content related to you after your account is closed, and such Content will not be recoverable. We will not be responsible to you for any Content that is lost when your account closes. Please note that some Content that you input into our systems may not be deleted, and that we may continue to use it in accordance with the terms herein.

    10. DISCLAIMER OF WARRANTIES; LIMITATIONS ON LIABILITY; AND INDEMNITIES

    Disclaimer Of Warranties
    EXCEPT WHERE EXPRESSLY PROVIDED OTHERWISE BY US, OUR SITE, API OR SERVICES, ANY CODE OR PROGRAM OBTAINED FROM US, AND/OR ANY MATERIALS ASSOCIATED THEREWITH (CUMULATIVELY THE “BITMOB MATERIALS”) ARE PROVIDED “AS IS,” AND ARE FOR USE AS CONTRACTED HEREIN. EXCEPT FOR THE EXPRESS WARRANTIES SET FORTH HEREIN, WE HEREBY DISCLAIM ALL EXPRESS OR IMPLIED REPRESENTATIONS, WARRANTIES, GUARANTIES, AND CONDITIONS WITH REGARD TO THE BITMOB MATERIALS INCLUDING BUT NOT LIMITED TO ANY IMPLIED REPRESENTATIONS, WARRANTIES, GUARANTIES, AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, AND QUALITY OF PRODUCTS AND SERVICES EXCEPT TO THE EXTENT THAT SUCH DISCLAIMERS ARE HELD TO BE LEGALLY INVALID. WE MAKE NO REPRESENTATIONS, GUARANTIES OR WARRANTIES REGARDING THE RELIABILITY, AVAILABILITY, TIMELINESS, QUALITY, SUITABILITY, TRUTH, ACCURACY OR COMPLETENESS OF THE BITMOB MATERIALS, OR THE RESULTS YOU MAY OBTAIN BY ACCESSING OR USING THE BITMOB MATERIALS. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE DO NOT REPRESENT OR WARRANT THAT (A) THE OPERATION OR USE OF THE BITMOB MATERIALS WILL BE TIMELY, SECURE, UNINTERRUPTED OR ERROR-FREE; (B) THE BITMOB MATERIALS YOU PURCHASE OR OBTAIN WILL MEET YOUR REQUIREMENTS; OR (C) THAT THE BITMOB MATERIALS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU ACKNOWLEDGE THAT WE DO NOT CONTROL THE TRANSFER OF DATA OVER COMMUNICATIONS FACILITIES, INCLUDING THE INTERNET, AND THAT THE BITMOB MATERIALS MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND/OR OTHER PROBLEMS INHERENT IN THE USE OF SUCH COMMUNICATIONS FACILITIES. WE ARE NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR DAMAGES OF ANY KIND RESULTING FROM SUCH PROBLEMS OR FROM ANY CIRCUMSTANCES OUTSIDE OF OUR REASONABLE CONTROL, INCLUDING BUT NOT LIMITED TO, UNAVAILABILITY OF THE CODE OR ACTS OF GOD. YOUR USE OF THE BITMOB MATERIALS FOR ANY TIME CRITICAL OR BUSINESS CRITICAL PURPOSES IS AT YOUR OWN RISK.

    Limitation Of Liability
    TO THE EXTENT ALLOWED BY LAW, IN NO EVENT SHALL OUR AGGREGATE LIABILITY (WHETHER BASED IN CONTRACT OR NEGLIGENCE OR OTHER TORTIOUS ACTION) EXCEED THE LOWER OF: (I) ANY AMOUNTS PAID BY YOU TO US IN THE COURSE OF THE PRECEDING SIX (6) MONTHS, OR (II) $10,000 FOR ANY CLAIMS MADE BY YOU AGAINST US RELATED TO THE BITMOB MATERIALS. IN NO EVENT SHALL WE BE LIABLE TO ANYONE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, OR FOR ANY DAMAGES TO YOUR COMPUTER, TELECOMMUNICATION EQUIPMENT, OR OTHER PROPERTY AND/OR FOR LOSS OF DATA, CONTENT, IMAGES, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE, ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THE ACCESS OR USE OF, OR INABILITY TO ACCESS OR USE, THE BITMOB MATERIALS, REGARDLESS OF CAUSE, WHETHER BASED IN CONTRACT OR NEGLIGENCE OR OTHER TORTIOUS ACTION, EVEN IF WE HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FOR CLARIFICATION, THE FOREGOING EXPRESSLY PRECLUDES ANY LIABILITY ON OUR PART FOR ANY LOSS OF INCOME OR REVENUE OR BUSINESS, LOSS OF PROFITS OR CONTRACTS, LOSS OF ANTICIPATED SAVINGS, LOSS OF GOODWILL OR REPUTATION, AMOUNTS PAID OR OWED TO YOUR CUSTOMERS OR TO YOUR AFFILIATES, LOSS OR CORRUPTION OF DATA OR SYSTEMS, OR WASTED INTERNAL COSTS, OR WASTED MANAGEMENT OR OFFICE TIME YOU MAY INCUR IN RELATION TO YOUR USE OF OR ACCESS TO THE BITMOB MATERIALS. NOTHING IN THIS AGREEMENT EXCLUDES OUR LIABILITY FOR: (I) DEATH OR PERSONAL INJURY CAUSED BY OUR NEGLIGENCE; OR (II) FRAUD OR FRAUDULENT MISREPRESENTATION.

    Your Indemnity Obligations
    Unless expressly provided otherwise in a written agreement between you and us, you shall defend and immediately indemnify us (including our officers, directors, and agents) against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys' fees and costs) arising out of or in connection with a claim by any third party related to, or arising from, your use of the Bitmob Materials (including, without limitation, any breach by you of our Agreement) save as a result of our negligence. If such a claim is brought against us you agree that you shall give us reasonable co-operation in all respects in the defense and/or settlement of any such claim. We shall have no indemnification obligation or other liability for any claim of infringement arising from (a) use of the Bitmob Materials; (b) the combination of the Bitmob Materials with any other products, services, or materials; or (c) any third party products, services, or materials.