Proskida Inc. (“Proskida”) OWNS AND OPERATES THE WEBSITE LOCATED AT www.Proskida.com (“Website”), THE PROSKIDA APPLICATION MADE AVAILABLE THROUGH THE APPLE APP STORE AND THE GOOGLE PLAY STORE, INCLUDING THE SUPPORTING CLOUD-BASED PLATFORM (the “App”). SAVE WHERE THE CONTEXT INDICATES OTHERWISE, THESE TERMS OF USE APPLY TO ALL USERS OF THE WEBSITE, USERS WHO USE SERVICES PROVIDED THROUGH THIS WEBSITE, USERS WHO DOWNLOAD THE PROSKIDA APP AND USERS WHO SIMPLY VIEW THE CONTENT ON OR AVAILABLE THROUGH THIS WEBSITE.
BY USING THIS WEBSITE AND/OR THE PROSKIDA APP YOU INDICATE YOUR ACCEPTANCE OF THESE TERMS OF USE. IF YOU DO NOT ACCEPT THESE TERMS OF USE, THEN DO NOT USE THE PROSKIDA APP OR THIS WEBSITE OR ANY OF ITS CONTENT OR SERVICES. THESE TERMS OF USE MAY BE AMENDED OR UPDATED BY PROSKIDA FROM TIME TO TIME WITHOUT NOTICE AND THE TERMS OF USE MAY HAVE CHANGED SINCE YOUR LAST VISIT TO THIS WEBSITE OR USE OF THE APP. IT IS YOUR RESPONSIBILITY TO REVIEW THESE TERMS OF USE FOR ANY CHANGES. YOUR USE OF THE APP, WEBSITE OR SERVICE AFTER ANY AMENDMENTS OR UPDATES OF THESE TERMS OF USE SHALL SIGNIFY YOUR ASSENT TO AND ACCEPTANCE OF SUCH REVISED TERMS. ANY NEW FEATURES THAT MAY BE ADDED TO THIS WEBSITE FROM TIME TO TIME WILL BE SUBJECT TO THESE TERMS OF USE, UNLESS STATED OTHERWISE. YOU SHOULD VISIT THIS PAGE PERIODICALLY TO REVIEW THESE TERMS OF USE.
1. The Service. The Proskida service allows users to monitor the data recorded on their Proskida equipment (when synced with the App) and review related analytics through the Website and/or Proskida App (the “Service”). In order to access the Service and start creating or contributing with other users, you must be a registered user, have purchased a supported Proskida device and downloaded the Proskida App.
2. Content. All information, data, text, software, music, sound, photographs, graphics, video, messages or other materials, whether publicly posted or privately transmitted to the Service by users whether automatically through the App, in forums or otherwise (“User Content”), is the sole responsibility of such viewers or users. This means that the viewer or user, and not Proskida, are entirely responsible for all such material uploaded, posted, emailed, transmitted or otherwise made available by using the Service. Proskida does not control or actively monitor User Content and, as such, does not guarantee the accuracy, integrity or quality of such content. Users acknowledge that by using the Service, they may be exposed to materials that are offensive, indecent or objectionable. Under no circumstances will Proskida be liable in any way for any materials, including, but not limited to, for any errors or omissions in any materials or any defects or errors in any printing or manufacturing, or for any loss or damage of any kind incurred as a result of the viewing or use of any materials posted, emailed, transmitted or otherwise made available via the Service.
3. Restrictions on User Content and Use of the Service. Proskida reserves the right at all times (but will have no obligation) to remove or refuse to distribute any User Content and to terminate users or reclaim usernames. We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce these Terms of Use, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of our users and the public.
In using the Website, Proskida App and/or Service You shall not:
a. copy any content unless expressly permitted to do so herein;
b. upload, post, email, transmit or otherwise make available any material that:
i. is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, pornographic, libelous, invasive of another's privacy, hateful, or racially or ethnically objectionable, encourages criminal behavior, gives rise to civil liability, violates any law, or is otherwise objectionable;
ii. You do not have a right to make available under any law or under a contractual relationship;
iii. infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party (including privacy rights);
iv. is or contains unsolicited or unauthorized advertising, solicitations for business, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation;
v. contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment or data or the Website or that of any users or viewers of the Website or that compromises a user’s privacy; or
vi. contains any falsehoods or misrepresentations or create an impression that You know is incorrect, misleading, or deceptive, or any material that could damage or harm minors in any way;
c. impersonate any person or entity or misrepresent their affiliation with a person or entity;
d. forge headers or otherwise manipulate identifiers in order to disguise the origin of any material transmitted to or through the Website or impersonate another person or organization;
e. interfere with or disrupt the Website or servers or networks connected to the Website, or disobey any requirements, procedures, policies or regulations of networks connected to the Website or probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures;
f. intentionally or unintentionally violate any applicable local, state, national or international law or regulation;
g. collect or store personal data about other users or viewers;
h. license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Website or Proskida App;
i. modify, translate, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the Proskida App or any software provided as part of the Website, except to the extent the foregoing restrictions are expressly prohibited by applicable law; or
j. register for the Service on behalf of a group or corporate entity unless otherwise agreed with Prokskida through a separate written agreement.
You also agree not to access the Website in a manner that utilizes the resources of the Website more heavily than would be the case for an individual person using a conventional web browser. Notwithstanding the foregoing, operators of public search engines may use spiders or other bots for the purpose of creating publicly available searchable indices of the materials on this Website.
4. License of Content. By submitting, posting or displaying User Content on or through the Service, you grant us (and our agents) a non-exclusive, royalty-free license (with the right to sublicense) to use, copy, modify, transmit, display and distribute such User Content . Proskida will not be responsible or liable for any use of User Content in accordance with these Terms. You represent and warrant that you have all the rights, power and authority necessary to grant the rights granted herein to any User Content that you submit.
5. End User License. Except for User Content, the Proskida App, this Website, and the information and materials that it contains, are the property of Proskida and its licensors, and are protected from unauthorized copying and dissemination by copyright law, trademark law, and other intellectual property laws. Subject to the terms of this Agreement, Proskida grants you a non-transferable, non-exclusive, license to (a) use the Website for your use, and (b) download, install and use one copy of the Application on a mobile device that you own or control for your use (the “License”). The Proskida App is licensed to you and not sold. Nothing in the Terms gives you a right to use the Proskida names, trademarks, logos, domain names, and other distinctive brand features without our prior written consent. You shall not attempt to override or circumvent any of the usage rules or restrictions on the Website. Any future release, update, or other addition to functionality of the Website or Proskida App shall be subject to the terms of these Terms.
6. PAYMENT TERMS
a. Application. This section only applies where you subscribe for a premium, fee-based service as part of the Service through the Website. If we have entered into a separate written agreement with you or your employer or team leader regarding your use of the Service then this provision shall not apply to you.
b. Payment & Charges. Where you subscribe for a premium, fee-based service as part of the Service through the Website your access to and use of the Services is subject to Your payment of the applicable fees due for the Services selected by You ("Fees") set out on the Website and all other applicable amounts, charges and taxes indicated to You when You purchase Services (or otherwise notified to You by Proskida from time to time) when you use the Service or noted on and viewable in Your account profile. Unless otherwise stated, all invoiced amounts are due upon receipt and processed immediately using the credit card on file for You. Receipts for purchased Services will be delivered to You electronically. You shall: (i) keep the billing, credit card and payment information You provide to Proskida or its suppliers or payment processors, including name, credit card number and expiry date, mailing address, email address and telephone number, accurate and up to date; otherwise, we may suspend the Services; (ii) promptly advise Proskida if Your credit card information changes due to loss, theft, cancellation or otherwise; (iii) be liable for Your failure to pay any Fees billed to You by Proskida caused by Your failure to provide Proskida with up to date billing information. To offset its additional processing costs, Proskida may charge You for administrative charges as set from time to time for administrative or account activities including: collection efforts due to non-payment or having a balance over Your credit limit; returned or rejected payments; or changes in personal identifier information. All administrative charges charged to You will be indicated to You on Your invoice or receipt and You shall pay all such charges.
7. Feedback. If You provide Proskida with any suggestions, comments or other feedback relating to any aspect of the Website, Proskida App and/or Service ("Feedback"), Proskida may use such Feedback in the Website or in any other Proskida products or services (collectively, "Proskida Offerings"). Accordingly, You agree that: (a) Proskida is not subject to any confidentiality obligations in respect to the Feedback, (b) the Feedback is not confidential or proprietary information of You or any third party and You have all of the necessary rights to disclose the Feedback to Proskida, (c) Proskida (including all of its successors and assigns and any successors and assigns of any of the Proskida Offerings) may freely use, reproduce, publicize, license, distribute, and otherwise commercialize Feedback in any Proskida Offerings, and (d) You are not entitled to receive any compensation or re-imbursement of any kind from Proskida or any of the other users of the Website in respect of the Feedback.
8. Advertising. You acknowledge and agree that the Website and App may contain advertisements. If You elect to have any business dealings with anyone whose products or services may be advertised on the Website, You acknowledge and agree that such dealings are solely between You and such advertiser and You further acknowledge and agree that Proskida shall not have any responsibility or liability for any losses or damages that You may incur as a result of any such dealings. You shall be responsible for obtaining access to the Website and App and acknowledge that such access may involve third-party fees (such as Internet service provider access or data fees). You shall be solely responsible for any such fees and also for obtaining any equipment that is required to access and use the functionality of the Website and App. It is your responsibility to ascertain whether any information or materials downloaded from the Website or App are free of viruses, worms, Trojan Horses, or other items of a potentially destructive nature.
9. Links & Third-Party Websites. The Website and/or App (including User Content) may contain links to other websites that are not owned or controlled by Proskida. In no event shall any reference to any third party, third party product or service be construed as an approval or endorsement by Proskida of that third party, third party product or service. Proskida is also not responsible for the content of any linked websites. Any third-party websites or services accessed from the Website or App are subject to the terms and conditions of those websites and or services and You are responsible for determining those terms and conditions and complying with them. The presence on the Website or App of a link to any other website(s) does not imply that Proskida endorses or accepts any responsibility for the content or use of such websites, and You hereby release Proskida from all liability and/damages that may arise from Your use of such websites or receipt of services from any such websites.
10. DISCLAIMER OF REPRESENTATIONS, WARRANTIES AND CONDITIONS. THE WEBSITE, SERVICE, APP AND ALL MATERIALS PROVIDED THEREIN ARE PROVIDED "AS IS." Proskida SPECIFICALLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS, EITHER EXPRESS, IMPLIED, STATUTORY, BY USAGE OF TRADE, COURSE OF DEALING OR OTHERWISE INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, TITLE, SATISFACTORY QUALITY OR FITNESS FOR A PARTICULAR PURPOSE. ANY INFORMATION OR MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, LOSS OF DATA, OR ANY OTHER LOSS THAT RESULTS FROM DOWNLOADING OR USING ANY SUCH MATERIAL. PROSKIDA DOES NOT WARRANT, ENDORSE, GUARANTEE, PROVIDE ANY CONDITIONS OR REPRESENTATIONS, OR ASSUME ANY RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY ANY THIRD PARTY THROUGH THE WEBSITE OR IN RESPECT TO ANY WEBSITE THAT CAN BE REACHED FROM A LINK ON THE WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING ON THE WEBSITE, AND PROSKIDA SHALL NOT BE A PARTY TO ANY TRANSACTION THAT YOU MAY ENTER INTO WITH ANY SUCH THIRD PARTY. PROSKIDA WILL NOT BE LIABLE FOR ANY TYPE OF CONTENT EXCHANGED BY MEANS OF THE SERVICE.
11. LIMITATION OF LIABILITY. UNDER NO CIRCUMSTANCES SHALL PROSKIDA BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR OTHER DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, ANY DAMAGES THAT RESULT FROM (I) YOUR USE OF OR YOUR INABILITY TO USE THIS WEBSITE, APP OR THE SERVICE, (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS, DATA, INFORMATION OR SERVICES, (III) ERRORS, MISTAKES, OR INACCURACIES IN THE MATERIALS ON THE WEBSITE, (IV) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY KIND WHATSOEVER ARISING FROM OR RELATING TO YOUR USE OF THE SERVICE, ANY BUGS, VIRUSES, TROJAN HORSES, OR ANY OTHER FILES OR DATA THAT MAY BE HARMFUL TO COMPUTER OR COMMUNICATION EQUIPMENT OR DATA THAT MAY HAVE BEEN TRANSMITTED TO OR THROUGH THE WEBSITE OR APP, OR (V) ANY ERRORS OR OMISSIONS IN ANY MATERIAL ON THE WEBSITE OR ANY OTHER LOSS OR DAMAGE OF ANY KIND ARISING FROM OR RELATING TO YOUR USE OF THE WEBSITE. THESE LIMITATIONS SHALL APPLY EVEN IF HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, PROSKIDA’S LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO THE GREATER OF (A) FIFTY U.S. DOLLARS ($50) OR (B) AMOUNTS YOU’VE PAID PROSKIDA IN THE PRIOR 12 MONTHS (IF ANY)THE FOREGOING LIMITATIONS SHALL APPLY TO THE FULLEST EXTENSION PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
12. INDEMNIFICATION. YOU SHALL INDEMNIFY AND HOLD PROSKIDA AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, AGENTS, AND EMPLOYEES, HARMLESS FROM ALL CLAIMS, ACTIONS, PROCEEDINGS, DEMANDS, DAMAGES, LOSSES, COSTS, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS' FEES), INCURRED IN CONNECTION WITH ANY MATERIALS SUBMITTED, POSTED, TRANSMITTED OR MADE AVAILABLE BY YOU THROUGH THE SERVICE AND/OR ANY VIOLATION BY YOU OF THESE TERMS OF USE.
13. Termination. Unless otherwise agreed under a separate written agreement between us, Proskida may, under certain circumstances and without prior notice, immediately terminate Your ability to access the Website or portions thereof. Cause for such termination shall include, but not be limited to, (a) breaches or violations of these Terms of Use or any other agreement that You may have with Proskida (including, without limitation, non-payment of any fees owed in connection with the website or otherwise owed by You to Proskida), (b) requests by law enforcement or other government agencies, (c) a request by You, (d) discontinuance or material modification to the website (or any part thereof), (e) unexpected technical, security or legal issues or problems, and/or (f) participation by You, directly or indirectly, in fraudulent or illegal activities. Termination of Your access to the Website may also include removal of some or all of the materials uploaded by You to the Website. You acknowledge and agree that all terminations may be made by Proskida in its sole discretion and that Proskida shall not be liable to You or any third-party for any termination of Your access to this Website or for the removal of any of the materials uploaded by You to the Website. Any termination of these terms of use by Proskida shall be in addition to any and all other rights and remedies that Proskida may have.
14. Availability & Updates. Proskida may alter, suspend, or discontinue this Website or the App at any time and for any reason or no reason, without notice. The Website, Service and/or App may be unavailable from time to time due to maintenance or malfunction of computer or network equipment or other reasons. Proskida may periodically add or update the information and materials on this Website without notice.
15. Security. Information sent or received over the Internet is generally unsecure and Proskida cannot and does not make any representation or warranty concerning security of any communication to or from the Website or any representation or warranty regarding the interception by third parties of personal or other information. You are responsible for safeguarding the password that you use to access the Service and you are responsible for any activities or actions under your password. You agree to keep your password secure. Proskida will not be liable for any loss or damage arising from your failure to comply with these requirements.
16. General. These Terms of Use, together with any privacy policy that may be published on the Website and any written agreement that may be entered into with us, constitutes the entire agreement between the parties relating to the App, Website and Service and all related activities. If any part of these Terms of Use is held to be unlawful, void, or unenforceable, that part shall be deemed severed and shall not affect the validity and enforceability of the remaining provisions. The failure of Proskida to exercise or enforce any right or provision under these Terms of Use shall not constitute a waiver of such right or provision. Any waiver of any right or provision by Proskida must be in writing and shall only apply to the specific instance identified in such writing. You may not assign the terms of use, or any rights or licenses granted hereunder, whether voluntarily, by operation of law, or otherwise without Proskida’s prior written consent.
If you have any questions about these Terms or if you wish to make any complaint or claim with respect to the Proskida App or Service, please contact us at: info@Proskida.com
Effective Date: August 1, 2017