Last Revised: December 14th,2015
You must be over 18 years old in order to use our Services. Our Services are offered subject to your acceptance without modification of all of the TOU contained herein and all other operating rules, policies and procedures that may be published from time to time on this Website by Gadget Flow.
Via our online platform (“Platform”), our customers (“Customers”) may post their products (“Product”) and our website visitors (“Visitors”) and registered users (“Users”) can discover products of their preference.
a) Website Visitors
Registration is not required for Visitors. Visitors may access the products posted on our Website freely. However, they are bound by our TOU.
b) Registered Users
Once we receive your registration application, we will create an account (“Account”) for you and we will e-mail you a link to activate your Account. Once you complete activation, you will be able to start using our Services.
Each Account is personal and non transferable. Your rights and obligations to Gadget Flow are non transferable either. You are responsible for maintaining the security of your password and Account. You are fully responsible for all activities that occur under this Account and any other actions taken in connection with this Account. You must immediately notify Gadget Flow at email@example.com regarding any unauthorized uses of your Account or any other breaches of security. Gadget Flow will not be liable for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions.
To prevent fraud and abuse, Users are limited to one active Account. Any additional Accounts that are created to circumvent guidelines, promote competitive advantages, or mislead the Gadget Flow community shall be disabled. Mass Account creation may result in disabling of all the related Accounts.
Customers can post their products (“Products”) on our Website. You must register through our Website in order to post your Product on our Platform, by accessing the following link: http://thegadgetflow.com/submit/. During the registration process, you have to provide us with the following information:
- Your full name
- Your e-mail
- Your Product title
- Your Product link
- Your Product description
3. Our Responsibility to our Users and Visitors
a) No responsibility for the Products
Users and Visitors agree and acknowledge that Gadget Flow does not perform any quality control, regarding each Product’s quality, standards, licenses etc nor does it provide any guarantee for each Product’s functionality according to its specifications. Users and Visitors agree and acknowledge that they have to independently verify the Product’s quality, standards, licenses and specifications and make their own due diligence before purchasing a Product. In no event shall Gadget Flow be liable for any Product purchase made in reliance on any Information available in our Website.
b) No endorsement of any particular Product
Users and Visitors understand and acknowledge that Gadget Flow does not make any endorsements of any particular Product. However, Gadget Flow provides recommendations and suggestions based on the Users’ choice of filter.
c) No involvement in Users and Visitors purchase arrangements with Customers
Gadget Flow facilitates Users and Visitors to discover Products online. Any relationship, arrangement or contract – oral or written – among Users and Visitors and any Customer, is made directly between Users, Visitors and the Customers and Gadget Flow is not a party to that relationship, arrangement or contract. Gadget Flow is not in any way involved in any transaction between Users, Visitors and the Customer. Furthermore, Gadget Flow is not responsible for the payment of the purchase price of the Product. The payment of such fees and charges is entirely the Users’ and Visitors’ responsibility.
Users and Visitors acknowledge that any claim that they may have that is in any way connected with a dispute or a complaint against a Customer, must be brought directly against that Customer.
4. Customers’ Products’ Listing
Customers may post their Products only if they completed the registration process as described in par. 2 of the TOU and paid the fee pursuant to their chosen pricing plan.
Gadget Flow expressly prohibits the posting of any Product which infringes laws, good morals and commercial practices or any of these TOU or any Products, including but not limited to: a) drugs and other psychotropic substances and products suitable for the creation of these substances, b) radioactive and poisonous substances and any kind of chemicals dangerous for health, c) products that are designed to explode and could cause damage to nearby people or property, such as explosives and fireworks as well as instructional materials on how to make explosives, d) war and military equipment and weapons of any kind as well as functional devices that appear to discharge a projectile at high velocity, whether for sport, self-defense or combat and any part or component that is necessary to the function of a gun or intended for attachment to a gun, e) human organs and parts, f) protected animals or plants, g) pornographic material and h) tobacco or any products containing tobacco. Gadget Flow reserves the right to include without limitation further types of prohibited Products.
You acknowledge that it is within our discretion to review the Product before uploading it on our Website and refuse to post it in case the Product contains any prohibited item pursuant to these TOU or to the local or international laws.
Gadget Flow’s discretion to reject Products
Gadget Flow accepts only the following categories of Products: a) mainstream hardware products, b) that contain high quality and descriptive images, c) which can be purchased through a third-party’s website or a crowdfunding platform and d) are made of high quality materials.
Customers acknowledge that it is within our discretion to review the Product before uploading it on our Website and refuse to post it in case the Product does not meet the above standards.
Gadget Flow shall not be liable in the event that due to technical issues the Customer’s Product is not posted on time or it is uploaded incorrectly. Further, the Customer is exclusively responsible for posting his Product correctly and without typographical errors.
Each Customer can only post one type of Product per pricing plan. Customer agrees that he will not direct other Customers to upload Products on his behalf. In case we become aware of such actions or of any action aiming to manipulate the price and cause market distortion, we reserve the right to immediately stop providing our Services to the Customer.
Every time you post a Product on the Platform, we send notification e-mails to all our Users that might be interested in your Product, according to their preferences and choice of filters.
Gadget Flow acts as a neutral venue, a connecting platform, where Users, Visitors and Customers (collectively “You”) may enter into purchase transactions (“Transaction”). You acknowledge and agree that we are not a party in the Transaction. We are not responsible nor guarantee the proper execution of the transaction and/or for any quality, safety, or legal issues that may arise between you during or after the execution of the transaction. YOU ACKNOWLEDGE THAT USERS AND VISITORS PURCHASE THE PRODUCTS FROM THIRD-PARTY WEBSITES. GADGET FLOW HAS NO INVOLVEMENT IN THE EXECUTION OF THE TRANSACTION WHATSOEVER AND DISCLAIMS ANY LIABILITY IN THIS REGARD TO THE MAXIMUM EXTENT PERMITTED BY LAW.
Customers agree that it is their sole obligation to comply with all local and national laws, rules, statutes and regulations that may apply including any and all licensing requirements regarding the posting of their Product, the Transaction and any aspect thereof.
Gadget Flow has no involvement in the collection of the Customers’ purchase price. Customers understand and agree that they are solely responsible for determining i) the taxes that they should collect or obligations relating to applicable taxes, ii) their applicable tax reporting requirements. They are also solely responsible for remitting to the relevant authority any applicable taxes. Gadget Flow cannot and does not offer tax-related advice to any Customer.
Our Visitors and Users are able to make a review on the Product’s performance, quality and functionality, by leaving a brief comment and choosing between five ratings in the form of stars. The review cannot concern Products that were not provided by the Customer through our Website and/or our Webapp.
Users and Visitors agree that they must make their reviews on the basis of honest practices and principles of morality. Their reviews must be true and accurate and not profanity, hate language, hostile, disruptive, defamatory, offensive or misleading.
Users, Visitors and Customers acknowledge and agree that Gadget Flow retains all ownership rights of the reviews posted on our Website by our Visitors and Users, about our Customers’ Products.
If a Customer has suspicions about the veracity and accuracy of a review, he may contact us at firstname.lastname@example.org and we will communicate with both parties to ensure the accuracy and veracity of the review. Gadget Flow reserves the right to withdraw the review and cancel a User’s Account if it is determined that the review was false or inappropriate.
7. Affiliate Program
Gadget Flow offers an Affiliate Program for Users, Visitors or Customers who would like to promote our Services in exchange for a 15% commission fee.
Registration is required for our Affiliate Program. During registration, we collect the following information from you:
- Your full name
- Your e-mail
- Your PayPal payment e-mail
- Your website URL
We will create an Account for you pursuant to par. 2 of these TOU.
You may also login in our Affiliate Program via your existing Gadget Flow Account.
You shall have access to an online dashboard (“Dashboard”) in your Account, where you will be able to track your referrals, their amount, status and date. We shall update the Dashboard regularly.
As soon as we approve your registration, you shall be paid a commission fee of 15% of the net proceeds (less applicable taxes and transaction costs) from each new Customer’s registration that you refer to us. Payment shall take place at the last date of each month.
We have the right to terminate your Account at any time in the event of violation of these TOU or in the event that Gadget Flow determines at its sole discretion that your choice of means of promotion of our Services are inappropriate or not in accordance with our standards, rules and/or policies or any federal or state laws. Following the effective date of termination, you shall have no right to further commission fees and your Account shall be permanently deleted from our system. Gadget Flow reserves its right to seek further remedies against you in case of a violation as described above.
You may terminate your Account at any time pursuant to par. 11 of these TOU.
8. Customers’ Responsibility
a) You agree to provide accurate and complete information about your Product and to maintain and update that information. If the information you provide is untrue, inaccurate, incomplete or not current, we reserve the right, in our sole discretion, to remove your Product from our Website.
You represent and warrant that you are not in the process of being declared bankruptcy or insolvent and that there are currently no legal proceedings, criminal, civil or administrative, instituted against you that will prevent you from performing the Transaction. If those conditions are not fulfilled, we reserve the right to act at our sole discretion and we may remove your Product from our Website.
c) You are responsible for ensuring that all of your Product posting (including any Product description, photos or videos) does not violate or infringe any copyright, trade secret, trademark or other personal or proprietary rights of another person or entity, or defame any person, or violate any law or regulation or any of these TOU. You shall be solely liable for any damages resulting from any infringement or violation or any other harm resulting from your uploading, posting, or submission of the Product and any Communication on our Website. Gadget Flow has the right to terminate any Services offered to you and to remove any Product or Communication posted on the Website at its sole discretion, without any compensation or recourse in the event that the relevant Product or Communication is in breach of any of the provisions herein.
9. Visitors’, Users’ and Customers’ Responsibility
a) The content available on our Website is provided for the sole purpose of our Services. You may use, print and download information from the Website for this purpose only and for no other personal or commercial purpose. You may not otherwise copy, display, transmit or distribute any material from the Website. If you perform an unauthorized use of the content of our Website, we have the right to immediately stop providing our Services to you and terminate your Account.
b) You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses and other harmful or destructive content.
c) When using our Website, you shall not:
- take any action that imposes an unreasonable or disproportionately large load on our (or our third party providers’) infrastructure;
- interfere with the proper working of the Services we provide or any activities conducted on the Services;
- attempt to bypass or circumvent any measures we may use to prevent or restrict access to the Services;
- run any form of auto-responder or ‘spam’ on the Services;
- use manual or automated software, devices, or other processes to “crawl” or “spider” any page of the Website;
- harvest or scrape any content from the Services;
- otherwise take any action in violation of our guidelines and policies;
- decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Services, except to the limited extent applicable laws specifically prohibit such restriction;
- modify, translate, or otherwise create derivative works of any part of the Services;
- copy, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder;
- act in such a way that the Services are damaged, interrupted or made less efficient;
- manipulate or abuse the Services, or act in such a way that it creates an unreasonable strain on the Services.
Non-permitted use of our Services
The following actions/activities are not permitted on our Website:
- Adult services & pornography: Gadget Flow does not allow any exchange of adult oriented or pornographic materials and services;
- Inappropriate behavior & language: Communication on our Website and Webapp should be friendly, constructive, and professional. Gadget Flow condemns bullying, harassment, and hate speech towards others;
- Phishing & spam: Gadget Flow takes its Visitors’, Users’ and Customers’ security seriously. Any attempts to publish or send malicious content with the intent to compromise another Visitors’, Users’, Customers’ Account or computer environment is strictly prohibited. Please respect our Visitors’, Users’ and Customers’ privacy by not contacting them for commercial purposes without their consent;
- Content: You shall not (and shall not permit any third party to) either (a) take any action or (b) upload, download, post, submit or otherwise distribute or facilitate distribution of any content on or through the Services, including without limitation any content, that:
- infringes any third party right or violates any law or contractual duty;
- you know is false, misleading, untruthful, unlawful, threatening, abusive, harassing, defamatory, fraudulent, pornographic, or is otherwise inappropriate as determined by us in our sole discretion;
- constitutes unauthorized or unsolicited advertising, junk or bulk e-mail (“spamming”);
- contains software viruses or any other harmful computer codes, files, or programs;
- includes anyone’s identification documents or sensitive financial information;
- otherwise interferes with the Services.
Gadget Flow shall have the right to terminate any Services offered to you and to remove any content posted on the Website at its sole discretion, without any compensation or recourse in the event that the relevant content is in breach of any of the provisions above.
- Fraud / unlawful use – You may not use our Website for any unlawful purposes or to conduct illegal activities;
- Targeted abuse: We do not tolerate Visitors’, Users’ and Customers’ who engage in targeted abuse or harassment towards other Visitors’, Users’ and Customers’ on our Website. This includes creating new multiple accounts;
- Selling accounts: You may not buy or sell Gadget Flow accounts;
- You agree that you will not use any robot, spider, scraper or other automated means to access the Website for any purpose without our express written permission.
10. Customers’ license grant
The web scraping, data harvesting, unauthorized copy, display, transmit or distribute of any material from the Website in any form and by any means whatsoever is strictly prohibited. Nevertheless, it is not possible for us to make sure that all Visitors and Users will comply with these prohibitions and thus we cannot guarantee that the Products will not appear in any other third party sites. Gadget Flow will not be responsible or held liable in any way if any Visitor, User or any other third-party, in breach of the TOU, uses the posting of the Product for any purpose other than for the offer of our Services. You accept that you post your Product on our Website entirely at your own risk.
11. Termination of the use of our Services
Visitors have the right to terminate our Services at any time by simply stop visiting our Website and using our Webapp.
Customers have the right to terminate our Services at any time by e-mailing us at email@example.com and make a request to remove their Products from our Website and delete all their Product information as well as Personal Information from our system.
12. Suspension & disablement of your Account
Gadget Flow reserves the right at any time to immediately terminate or suspend your Account or your access to the Website without notice, if you breach any of TOU or violate any law or regulation. An event that may result in the termination or suspension of your Account can include but is not limited to: a) providing inaccurate information, b) any circumvention of the Gadget Flow marketplace by you or by others at your direction, c) your creation and/or management of more than one Account, d) your circumvention or non-payment in full of our fees, e) any attempt by you to post or cause another to post a false or inappropriate review for a Customer, f) any attempt by you to harass, or cause another to harass, or commit inappropriate communications with a User or Customer.
Regarding any breach of TOU or any violation of the law or any regulation, Gadget Flow also reserves the right to take further action as in its sole discretion considers appropriate or necessary, including removing any material which it deems abusive, illegal, disruptive or inappropriate without the obligation to make any refunds. Gadget Flow shall have the sole and absolute discretion to decide whether you have breached any of the TOU, and such decision shall be final. In case Gadget Flow has not exercised the right under this paragraph, it shall not be deemed to be a waiver.
13. Pricing Policy
Our Visitors and Users may access our Services for free. For our Customers, we offer paid pricing plans here. You accept and agree that we do not provide any refunds.
Third Party Payment Processors
We use a third-party payment processor (the “Payment Processor”) to bill our Customers. The processing of our pricing plan payments shall be subject to the terms, conditions and privacy policies of the Payment Processor in addition to our TOU. We are not responsible for error or delays by the Payment Processor. By submitting your registration form with your preferred pricing plan, you agree to pay us, through the Payment Processor, all charges at the prices stated for the applicable pricing plan. You further authorize us, through the Payment Processor, to charge your chosen payment provider (“Payment Method”). You agree to make payment using that selected Payment Method. Τhe terms of your payment will depend on your Payment Method and may be determined by agreements between you and the financial institution, credit card issuer or other provider of your chosen Payment Method. If we do not receive payment from you, via the Payment Processor, we shall not make our Services available to you.
14. Links to third party sites
This Website contains links to sites owned or operated by third parties. Such links are provided for your reference only and we do not control such sites and we are not responsible for their content. We reserve the right to terminate a link to a third party site at any time and the fact that we provide a link does not mean that we endorse, authorize or sponsor that site. You are not allowed to upload links of any kind.
14.1 Service Availability Disclaimer
We will make all reasonable efforts to ensure that the Website and Webapp are available at all times. However, we cannot guarantee that the Website and Webapp or any individual function or feature of the Website and Webapp will always be available and/or error free. The Website and Webapp may be unavailable during periods when we are implementing upgrades or carrying our essential maintenance on the Website and Webapp.
15. Warranty disclaimer / limitation of liability
GADGET FLOW DOES NOT GUARANTEE ANY RESULTS FROM USING THE SERVICES. THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. USE OF THE SERVICES IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM GADGET FLOW OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING THE FOREGOING, GADGET FLOW, ITS SUBSIDIARIES, ITS LICENSORS AND AFFILIATES, DO NOT WARRANT THAT THE CONTENT IS ACCURATE, TRUE, RELIABLE, CORRECT OR COMPLETE, THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, THAT THE SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE, THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED OR THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE SERVICES.
IN NO EVENT SHALL GADGET FLOW, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER. THIS LIMITATION ON LIABILITY INCLUDES, BUT IS NOT LIMITED TO, (I) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR USE OF THE WEBSITE, (II) ANY LOSS OR DAMAGE DUE TO UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS AND/OR ANY AND ALL BUSINESS INFORMATION STORED THEREIN, (III) ANY LOSS OR DAMAGE DUE TO INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR WEBSITE OR INTEROPERABILITY PROBLEMS, (IV) ANY LOSS OR DAMAGE DUE TO BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR WEBSITE BY ANY THIRD PARTY, (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT, (VI) ANY DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY, (VII) ANY STATEMENT OR CONDUCT OF ANY THIRD PARTY ON THE WEBSITE (VIII) ANY LOSS OR DAMAGE RESULTING FROM YOUR USE, OR INABILITY TO USE, ANY PORTION OF OUR WEBSITE OR FOR ANY LOSS OR DAMAGE OF ANY KIND IN YOUR DATA, (IV) ANY LOSS OF YOUR REVENUE, PROFITS, GOODWILL OR ANY SPECIAL, INDIRECT, CONSEQUENTIAL OR PURE ECONOMIC LOSS, COSTS, DAMAGES, CHARGES OR EXPENSES . THE LIMITATIONS ON LIABILITY APPLY WHETHER LIABILITY IS BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT GADGET FLOW IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
GADGET FLOW DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR THE QUALITY, FUNCTIONALITY, PERFORMANCE AND/OR SPECIFICATIONS OF THE PRODUCTS, FOR THE TRUTH AND/OR ACCURACY OF ANY INFORMATION AND/OR DOCUMENT THAT CUSTOMERS PROVIDE ABOUT THEIR PRODUCTS, NOR THEIR RELIABILITY AND ABILITY TO EXECUTE THE TRANSACTION OR CONDUCT BUSINESS PROPERLY.
GADGET FLOW DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR THE ACCURACY AND VALIDITY OF THE INFORMATION CONTAINED IN ANY POSTING, NEITHER FOR THE CUSTOMER’S COMPLIANCE WITH ANY LAW, GOOD MORAL, COMMERCIAL PRACTICES AND/OR THESE TOU.
YOU ACKNOWLEDGE AND AGREE THAT GADGET FLOW IS NOT A PARTY IN THE TRANSACTION CONCLUDED AMONG YOU AND ANY CUSTOMER AND IS NOT IN ANY CASE RESPONSIBLE FOR THE PAYMENT OF THE PURCHASE FEES TO THE CUSTOMERS. GADGET FLOW DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR THE EXECUTION OF THE TRANSACTION AND/OR FOR ANY QUALITY, SAFETY OR LEGAL ISSUE THAT MAY ARISE BETWEEN THE VISITORS, USERS AND THE CUSTOMERS DURING OR AFTER THE EXECUTION OF THE TRANSACTION.
THE FOREGOING LIMITATIONS OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
You agree to defend, indemnify and hold Gadget Flow and its contractors, its licensors, its affiliates and their respective directors, officers, employees and agents harmless from any and all liabilities, costs, and expenses, including attorneys’ fees, arising out of your use of our Services, including but not limited to (i) the use of the Website or your placement or transmission of any message or information on this Website by you, (ii) your violation of any of the TOU (iii) your violation of any third party right, including without limitation any right of privacy, publicity rights or intellectual property rights, (iv) your violation of any law, rule or regulation, (v) any claim or damages that arise as a result of your use of our Services or (vi) any other party’s access and use of the Website with your unique username, password or other appropriate security code.
In the event that you have a dispute with one or more Visitors, Users and/or Customers, you release Gadget Flow (and our officers, directors, agents, subsidiaries, licensees, promotional partners, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.
17. Intellectual property
The TOU do not transfer from Gadget Flow to you any Gadget Flow or third party intellectual property, and all right, title and interest in and to such property will remain (as between the parties) solely with Gadget Flow. Gadget Flow’s logo and all other trademarks, service marks, graphics and logos used in connection with the Website are trademarks of Gadget Flow. Other trademarks, service marks, graphics and logos used in connection with the Website may be the trademarks of other third parties. Your use of the Website grants you no right or license to reproduce or otherwise use any Gadget Flow or third-party trademarks. You expressly declare and undertake not to register any domain name that includes the word “Gadget Flow” neither to use the word “Gadget Flow” in any way that may cause confusion on any advertising service on the internet.
18. Copyright infringement
As Gadget Flow asks others to respect its intellectual property rights, it respects the intellectual property rights of others. If you believe that material located on or linked to by Gadget Flow violates your copyright, you are encouraged to notify Gadget Flow at firstname.lastname@example.org. Gadget Flow will respond to all such notices, including as required or appropriate by removing the infringing material or disabling all links to the infringing material. Gadget Flow will terminate a Visitor’s, User’s or Customer’s access to the Services if, under appropriate circumstances, they are determined to be a repeat infringer of the copyrights or other intellectual property rights of Gadget Flow or others.
As a result of the provision of our Services to you, and whether due to any intentional or negligent act or omission, we may disclose to you or you may otherwise learn of or discover, our documents, business practices, object code, source code, management styles, day-to-day business operations, capabilities, systems, current and future strategies, marketing information, financial information, software, technologies, processes, procedures, methods and applications, or other aspects of our business (“Information”). You hereby agree and acknowledge that any and all of our information is confidential and shall be our sole and exclusive intellectual property and proprietary information. You agree to use our Information only for the specific purposes as allowed in these TOU. Any disclosure of our Information to a third party specifically including a direct competitor is strictly prohibited and will be vigorously challenged in a court of law. All obligations contained herein shall survive the termination of these TOU. Furthermore, you acknowledge that our information is proprietary, confidential and extremely valuable to us, and that we would be materially damaged by your disclosure of our Information. You acknowledge and agree that monetary damages provide an insufficient remedy for the breach of this confidentiality obligation, and that we shall be entitled to injunctive relief.
Gadget Flow reserves the right to assign to third parties any rights, licenses, and/or obligations arising out of or relating to these terms without restriction. You may not transfer or assign any of its rights, or delegate any of its duties, under this contract, either in whole or in part (including by merger or operation of law), without the prior written consent of Gadget Flow. To the extent the license or any rights or obligations hereunder are transferred, assigned or delegated in a manner that is permitted by these terms, these terms shall be binding upon all your successors and assigns hereto (including any transferee or assignee of all or substantially all your assets and any successor by merger or operation of law).
Gadget Flow may amend these TOU at any time by posting a revised version on the Website. Each revised version will state its effective date, which will be on or after the date posted by Gadget Flow. If the revised version materially reduces your rights or increases your responsibilities, we may post it in advance of the effective date to give you notice. Notification will be provided through the Website user interface, or be sent to the email address associated with your Account or otherwise; or you will be asked to opt-in or otherwise expressly agree to the changes or a version of these TOU incorporating the changes.
22. Applicable Law
The present TOU are in conformity with the laws of Delaware. Gadget Flow makes no representations that our Services are appropriate or available for use in other countries. Those who access or use our Services from other jurisdictions do so at their own risk and are responsible for compliance with local laws.
Any dispute, claim or controversy arising out of or relating to these TOU or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of these TOU to arbitrate, shall be determined by arbitration in Delaware before one arbitrator. The arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures. Judgment on the award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction.
Any notice to be served on or documentation to be sent to any party to these TOU shall be deemed to be properly served if sent by email or by registered post or delivered by hand to the following email: email@example.com, and address: 113 Barksdale Professional Center, City of Newark, New Castle, DE 19711, USA.
25. General Terms
These TOU shall endure for the benefit of and be binding upon the respective administrators, successors and assigns of each party hereto.
All terms, conditions and warranties in these terms are essential terms and a breach or non performance hereto of any terms, conditions, warranties, schedules hereof shall entitle Gadget Flow to either terminate your Account and stop providing its Services, and claim damages or terminate without any claim for damages or claim damages without terminating your Account and stop providing its Services.
No failure or delay by Gadget Flow in exercising any right or remedy provided by law under or pursuant to these terms shall impair such right or remedy or operate or be construed as a waiver or variation of it or preclude its exercise at any subsequent time and no single or partial exercise of any such right or remedy shall preclude any other or further exercise of it or the exercise of any other right or remedy.
Termination of the Account and termination of Services shall not affect the accrued rights of Gadget Flow arising in any way out of these TOU as at the date of termination and, in particular but without limitation, the right to recover damages against the other, and all provisions of these TOU which contemplate or are capable of operation after termination shall survive the termination of the license and shall remain in full force and effect.
If any of the provisions of these TOU become invalid, illegal or unenforceable in any respect under any applicable law, the validity and enforceability of such provision shall not be considered affected in any other jurisdiction and the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired and all of them shall remain in full force and effect so long as the economic or legal substance of the transactions contemplated by these TOU is not affected in any manner materially adverse to any party. Upon such determination that any provision is invalid, illegal, or incapable of being enforced, the parties hereto shall negotiate in good faith to modify these terms so as to effect the original intent of the parties as closely as possible in an acceptable manner to the end that the transactions contemplated hereby are fulfilled.