Last updated: April 25, 2022
1. INTRODUCTION
At Crigloo, we have built an omnichannel optimization
platform that is super easy to use and yet
powerful. Please read these Terms of Use (“Terms”) carefully before using our websites and any
online
services provided by Crigloo or its affiliates (collectively, “Company”, “we”, or “us” or “our”)
that post a
link to these Terms (the “Service(s)”). By visiting or otherwise using the Service in any manner,
you agree
to the then posted Terms and any applicable Additional Terms (defined below), to be bound by them,
and that you have read and understood them. You also acknowledge, agree, and consent to our data
practices as described in our
Privacy Policy posted on the applicable portion of the Service.
These Terms affect your legal rights, responsibilities,
and
obligations and govern your use of the Services,
are legally binding, limit Crigloo’s liability to you, require you to indemnify us, and to settle
certain
disputes through individual arbitration. If you do not wish to be bound by these Terms and any
Additional Terms, do not use the Service.
If you have a disability which prevents you from
electronically accessing these Terms and require it to be
provided in alternative format (e.g., audio, large print), you can send us a message at
info((at))crigloo((dot))com (info@crigloo.com) for assistance.
2. ADDITIONAL TERMS
In some instances, additional or different terms, posted
on
the Service or contained within an order form
for the Services, apply to your use of certain parts of the Service (individually and collectively
“Additional
Terms”). To the extent there is a conflict between these Terms and any Additional Terms, [these
Terms]
[the Additional Terms] will control unless the Additional Terms expressly state otherwise.
3. OWNERSHIP AND YOUR RIGHTS
TO USE THE SERVICE AND CONTENT
a. Ownership.
The Service and all of its content (“Content”), including
all
copyrights, patents, trademarks, service
marks, trade names, and all other intellectual property rights therein (“Intellectual Property”),
are
owned or controlled by Crigloo, our licensors, and certain other third parties. All right, title,
and interest
in and to the Content and Intellectual Property available via the Service is the property of
Crigloo, our
licensors or certain other third parties, and is protected by U.S. and international copyright,
trademark,
trade dress, patent and/or other Intellectual Property and unfair competition rights and laws to the
fullest extent possible. Crigloo owns the copyright in the selection, compilation, assembly,
arrangement,
and enhancement of the Content on the Service.
Crigloo customers (“Customers”) who use the Services to
conduct advertising campaigns retain all right,
title, and interest in and to advertising content (“Advertising Content”) input into the Service by
Customers and served through marketing channels via the Service.
b. Your Rights to Use the Service and Content.
Your right to use the Service and Content is subject to
your strict compliance with these Terms and any
Additional Terms. Your right to access and use the Service and the Intellectual Property shall
automatically terminate upon any violations of these Terms. These rights are non-exclusive, limited,
and
revocable by us at any time in our sole discretion without advance notice or liability. As your
right to
access and use the Service and the content is personal to you, you may not assign nor transfer your
right;
any attempt to do so is void. You may, for your lawful use only (collectively, the following are the
“Crigloo
Licensed Elements”):
- Use the Service to conduct advertising campaigns, consistent with these Terms and any our
Privacy Policy;
- Display, view, use, and play the Content on a computer, mobile, or other internet enabled or
permitted device (“Device”), and/or print one copy of the Content (excluding source and
object code in raw form or otherwise) as it is displayed to you;
- Subject to any applicable Additional Terms, if the Service includes a “Send to Friend,” social
media sharing or similar tool that allows you to initiate and send to one or more of your
contacts a communication that includes content, or to post our content to third-party
services or your own site or online service, use the Service to do so; provided, however, that
you do not do so in any manner that violates applicable law or third-party rights or reflects
negatively on us, and only send to recipients you have permission to contact;
- Obtain a registered personal account (and/or related username and password) on the
Service and interact with the Service in connection therewith;
- Link to the Service from a website or other online service, so long as: (a) the links only
incorporate text, and do not use any Crigloo names, logos, or images; (b) the links and the
content on your website do not suggest any affiliation with Crigloo or cause any other
confusion; and (c) the links and the content on your website or service do not portray
Crigloo or its products or services in a false, misleading, derogatory, or otherwise offensive
manner, and do not contain content that is unlawful, offensive, obscene, lewd, lascivious,
filthy, violent, threatening, harassing, or abusive, or that violate any right of any
third-party
or are otherwise objectionable to Crigloo. Crigloo reserves the right to suspend or prohibit
linking to the Service for any reason, in its sole discretion, without advance notice or any
liability of any kind to you or any third-party; and
- Use any other functionality expressly provided by Crigloo on or through the Service for use
by users, subject to these Terms (including, without limitation, functionality to create and/or
post Customer Content (as defined below)), and any applicable Additional Terms.
c. Additional Terms for Usage Subscriptions.
Crigloo may provide Customers the opportunity to sign up
for a
14-day trial of the Service. To take
advantage of the free trial, Customers must provide a credit card number. Customers may cancel the
Services within the 14-day trial period without incurring any charges. After the 14-day trial period
has
lapsed, the cost of the Services will be charged to the credit card account provided by Customer.
Crigloo Customers may purchase monthly and annual
subscription
plans (the “Subscription Term”).
Unless Customer cancels within the subscription term, the Customer’s credit card will be charged for
the
next subscription term. If Customer cancels a subscription in the middle of the Subscription Term,
Customer will have access to the Service for the duration of the Subscription Term. Purchases of
usage
subscriptions on the Service are nonrefundable, have no monetary value (i.e., are not a cash account
or
equivalent), and are purchases of only a limited, non-exclusive, revocable, non-assignable,
personal, and
non-transferable license to use those items only, even if such came with a durational term (e.g., a
monthly subscription). Any attempt to transfer, assign, or otherwise sell or trade such
subscription,
regardless of manner or method, is null and void. Suspension or termination thereof results in the
forfeit
of the suspended or terminated subscription, except as may be noted in the applicable Additional
Terms.
As permitted by law, we are not responsible for repairing or reissuing any credit or refund or any
other
sum, as a result of our modification of any usage subscriptions, or for loss or damage due to error,
or any
other reason. In using the Service, you must respect the Intellectual Property and rights of others
and
Crigloo. Your unauthorized use of Content may violate the rights of others and applicable laws, and
may
result in your civil and criminal liability.
d. Reservation of all Rights Not Granted as to Content
and Service.
These Terms and any applicable Additional Terms include
only
narrow, limited grants of rights to use and
access the Service and Content. No right or license may be construed, under any legal theory, by
implication, estoppel, industry custom, or otherwise. ALL RIGHTS NOT EXPRESSLY GRANTED TO YOU ARE
RESERVED BY CRIGLOO AND ITS LICENSORS AND OTHER THIRD PARTIES. Any unauthorized use of any
Content or the Service for any purpose is prohibited.
e. Third-Party Services.
We are not responsible for third parties or their
content, advertisement(s), apps, or sites (“Third-Party
Services”). For instance, portions of the Service may be integrated into or linked to third-party
sites,
platforms, and apps that we do not control. Similarly, we may make ads and third-party content or
services, which we also may not control, available to you on or via our Service. This may include
the
ability to register or sign into our Services using Facebook or other third-party tools, and to post
content
on third-party sites and services using their plug-ins made available on our Services. Use caution
when
dealing with third parties and consult their terms of use and privacy policies. We take no
responsibility
for Third-party Services.
4. CONTENT YOU SUBMIT AND
COMMUNITY USAGE RULES
a. User-Generated Content and Advertising Content
i. General.
Crigloo may now, or in the future, offer users of the
Service the opportunity to create, build, post,
upload, display, publish, distribute, transmit, broadcast, or otherwise make available on or submit
through the Service, or on or in response to our pages or posts on any Third-Party Services or in
connection with any of our promotions by any media or manner, or otherwise submit to us (e.g., on
our
Facebook or other social media pages, in response to our tweets, through a sweepstakes or contest,
or
by otherwise sending it to us) (collectively, “submit”) messages, text, illustrations, files,
images, graphics,
photos, comments, responses, sounds, music, videos, information, content, ratings, reviews, data,
questions, suggestions, personally identifiable information, or other information or materials and
the
ideas contained therein (collectively, but excluding Crigloo Licensed Elements included therein,
“User-Generated Content” or “UGC”). You may submit UGC through your profile, forums, blogs, message
boards, social networking environments, content creation and posting tools, gameplay, social
communities, contact us tools, email, and other communications functionality. Additionally, the
Services
permit Customers to upload Advertising Content to the Service and distribute that Advertising
Content
through various marketing channels. Collectively, UGC and Advertising Content are “Customer
Content.”
Except to the extent of the rights and license you grant in these Terms and, subject to any
applicable
Additional Terms, you retain whatever legally cognizable right, title, and interest that you have in
your
Customer Content.
ii. Non-Confidentiality of Your Customer Content.
Except as otherwise described in the Service’s posted
Privacy Policy, or any applicable Additional
Terms, you agree that: (a) your Customer Content will be treated as non-confidential and
non-proprietary by us—regardless of whether you mark them “confidential,” “proprietary,” or the
like—and will not be returned; and (b) to the maximum extent not prohibited by applicable law,
Crigloo
does not assume any obligation of any kind to you or any third-party with respect to your Customer
Content. Upon request, you will provide documentation necessary to authenticate rights to such
content
and verify your compliance with these Terms or any applicable Additional Terms. You acknowledge that
the Internet and mobile communications may be insecure and subject to breaches of security;
accordingly, you acknowledge and agree that your Customer Content is submitted at your own risk. In
your communications with Crigloo, please keep in mind that we do not seek any unsolicited ideas or
materials for products or services, or even suggested improvements to products or services,
including,
without limitation, ideas, concepts, inventions, or designs for music, websites, apps, books,
scripts,
screenplays, motion pictures, television shows, theatrical productions, software or otherwise
(collectively, “Unsolicited Ideas and Materials”). Any Unsolicited Ideas and Materials you submit
are
deemed Customer Content and licensed to us as set forth herein. In addition, Crigloo retains all of
the
rights held by members of the general public with regard to your Unsolicited Ideas and Materials.
Crigloo’s receipt of your Unsolicited Ideas and Materials is not an admission by Crigloo of their
novelty,
priority, or originality, and it does not impair Crigloo’s right to contest existing or future
Intellectual
Property rights relating to your Unsolicited Ideas and Materials.
iii. License to Crigloo of Your UGC.
Except as otherwise described in any applicable
Additional Terms (such as a promotion’s official rules),
which specifically govern the submission of your UGC, or in our
Privacy Policy, you hereby
grant
Crigloo, the non-exclusive, unrestricted, unconditional, unlimited, worldwide, irrevocable,
perpetual, and
cost-free right and license to use, copy, record, distribute, reproduce, disclose, sell, re-sell,
sublicense
(through multiple levels), display, publicly perform, transmit, publish, broadcast, translate, make
derivative works of, and otherwise use and exploit in any manner whatsoever, all or any portion of
your
UGC (and derivative works thereof), for any purpose whatsoever in all formats, on or through any
means
or medium now known or hereafter developed, and with any technology or devices now known or
hereafter developed, and to advertise, market, and promote the same. Without limitation, the granted
rights include the right to: (a) configure, host, index, cache, archive, store, digitize, compress,
optimize,
modify, reformat, edit, adapt, publish in searchable format, and remove such UGC and combine same
with other materials; and (b) use any ideas, concepts, know-how, or techniques contained in any UGC
for
any purposes whatsoever, including developing, producing, and marketing products and/or services.
You
understand that in exercising such rights metadata, notices and content may be removed or altered,
including copyright management information, and you consent thereto and represent and warrant you
have all necessary authority to do so. In order to further effect the rights and license that you
grant to
Crigloo to your UGC, you also, as permitted by applicable law, hereby grant to Crigloo, and agree to
grant
to Crigloo, the unconditional, perpetual, irrevocable right to use and exploit your name, persona,
and
likeness in connection with any UGC, without any obligation or remuneration to you. Except as
prohibited by law, you hereby waive, and you agree to waive, any moral rights (including attribution
and
integrity) that you may have in any UGC, even if it is altered or changed in a manner not agreeable
to
you. To the extent not waivable, you irrevocably agree not to exercise such rights (if any) in a
manner
that interferes with any exercise of the granted rights. You understand that you will not receive
any fees,
sums, consideration, or remuneration for any of the rights granted in these Terms.
iv. Crigloo’s Exclusive Right to Manage Our
Service.
Crigloo may, but will not have any obligation to, review,
monitor, display, post, store, maintain, accept, or
otherwise make use of, any of your Customer Content, and Crigloo may, in its sole discretion,
reject,
delete, move, re-format, remove or refuse to post or otherwise make use of Customer Content without
notice or any liability to you or any third-party in connection with our operation the Service in an
appropriate manner, such as to enhance accessibility of Customer Content, address copyright
infringement and protect Users from harmful Customer Content. Without limitation, we may, but do not
commit to do so, address content that comes to our attention that we believe is offensive, obscene,
lewd, lascivious, filthy, violent, harassing, threatening, abusive, illegal, or otherwise
objectionable or
inappropriate, or to enforce the rights of third parties or these Terms or any applicable Additional
Terms.
Such Customer Content submitted by you or others need not be maintained on the Service by us for any
period of time, and you will not have the right, once submitted, to access, archive, maintain,
change,
remove, or otherwise use such Customer Content on the Service or elsewhere, except that California
minors have certain rights to have certain content about them that they have themselves posted on
the
Service prospectively removed from public display as provided for in the
Privacy Policy.
v. Representations and Warranties Related to
Customer Content.
Each time you submit any Customer Content, you represent
and warrant that you are at least the age of
majority in the jurisdiction in which you reside, or are the parent or legal guardian, or have all
proper
consents from the parent or legal guardian, of any minor who is depicted in or contributed to any
Customer Content you submit, and that, as to that Customer Content: (a) you are the sole author and
owner of the Intellectual Property and other rights to the Customer Content, or you have a lawful
right
to submit the Customer Content and grant Crigloo the rights to it that you are granting by these
Terms
and any applicable Additional Terms, all without any Crigloo obligation to obtain consent of any
third-party and without creating any obligation or liability of Crigloo; (b) the Customer Content is
accurate; (c) the Customer Content does not and, as to Crigloo’s permitted uses and exploitation set
forth in these Terms, will not infringe any Intellectual Property or other right of any third-party;
and (d)
the Customer Content will not violate these Terms or any applicable Additional Terms, or cause
injury or
harm to any person.
vi. Enforcement.
Crigloo has no obligation to monitor or enforce your
Intellectual Property rights to your UGC, but you
grant us the right to protect and enforce our rights to your UGC, including initiating actions in
your name
and on your behalf (at Crigloo’s cost and expense, to which you hereby consent and irrevocably
appoint
Crigloo as your attorney-in-fact, with the power of substitution and delegation, which appointment
is
coupled with an interest).
b. Community Usage Rules.
As a user of the Service, these Community Usage Rules
(“Rules”) are here to help you understand the
conduct that is expected of members of the Service’s online communities (“Communities”). Your
participation in the Communities is subject to all of the Terms, including the following Rules:
i. Your Customer Content.
All of your Customer Content either must be original with
you, or you must have all necessary rights in it
from third parties in order to permit you to comply with these Terms and any applicable Additional
Terms. Your Customer Content should not contain any visible logos, phrases, or trademarks that
belong
to third parties. Do not use any Customer Content that belongs to other people and pass it off as
your
own; this includes any content that you might have found elsewhere on the Internet. If anyone
contributes to your Customer Content or has any rights to your Customer Content, or if anyone
appears
or is referred to in the Customer Content, then you must also have their permission to submit such
Customer Content to Crigloo. (For example, if someone has taken a picture of you and your friend,
and
you submit that photo to Crigloo as your Customer Content, then you must obtain your friend’s and
the
photographer’s permission to do so.)
ii. Speaking of Photos: No Pictures, Videos, or
Images of Anyone Other Than You and
Your Friends and Family.
If you choose to submit photos to the Service, link to
embedded videos, or include other images of real
people, then make sure they are of you or of you and someone you know—and only if you have their
express permission to submit it.
iii. Act Appropriately.
All of your Service activities must be venue-appropriate,
as determined by us. Be respectful of others’
opinions and comments so we can continue to build Communities for everyone to enjoy. If you think
your Customer Content might offend someone or be embarrassing to someone, then chances are it
probably will be, and it doesn’t belong on the Service. Cursing, harassing, stalking, insulting
comments,
personal attacks, gossip, and similar actions are prohibited. Your Customer Content must not
threaten,
abuse, or harm others, and it must not include any negative comments that are connected to race,
national origin, gender, sexual orientation, religion, or handicap. Your Customer Content must not
be
defamatory, slanderous, indecent, obscene, pornographic, or sexually explicit. Your Customer Content
must not exploit children under the age of 18.
iv. Do Not Use to Solicit or Send Unwanted
Communications.
Do not harvest or collect email addresses or other
contact information of others from the Service by
electronic or other means for the purposes of sending unsolicited emails or other unsolicited
communications. Do not solicit personal information from anyone or solicit passwords or personally
identifying information for commercial or unlawful purposes. This also includes not uploading,
posting,
transmitting, sharing, or otherwise making available any unsolicited or unauthorized advertising,
solicitations, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or
any
other form of solicitation.
v. Do Not Use for Inappropriate Purposes.
Your Customer Content must not promote any infringing,
illegal, or other similarly inappropriate activity.
vi. Be Honest and Do Not Misrepresent Yourself,
Your Customer Content, or your
Products or Services.
Do not impersonate any other person, user, or company,
and do not submit Customer Content that you
believe may be false, fraudulent, deceptive, inaccurate, or misleading, or that misrepresents your
identity or affiliation with a person or company. In the event you receive anything in consideration
from
us with respect to your Customer Content (e.g., coupons, sweepstakes entries, etc.), you represent
you
will include disclosure of the receipt of this consideration clearly and conspicuously as part of
the
Customer Content and include any other disclosures we may require.
vii. Others Can See.
We hope that you will use the Communities to exchange
information and content and have
venue-appropriate discussions with other members. However, please remember that the Communities
are public or semi-public and Customer Content that you submit on the Service within a Community may
be accessible and viewable by other users. Do not submit personally identifying information (e.g.,
first
and last name together with, password, phone number, address, Social Security number, credit card
number, medical information, email address, or other contact information) on Community spaces, and
take care when otherwise disclosing this type of information to others.
viii. Don’t Share Other People’s Personal
Information.
Your Customer Content should not reveal another person’s
address, phone number, email address, Social
Security number, credit card number, medical information, financial information, or any other
information that may be used to track, contact, or impersonate that individual, unless, and in the
form
and by the method, specifically requested by Crigloo (e.g., an email address to send an email invite
to a
friend).
ix. Don’t Damage the Service or Anyone’s Computers
or Other Devices.
Your Customer Content must not include viruses, Trojan
horses, spyware, or any other technologies or
malicious code that could impact the operation of the Service or any computer or other Device.
If you submit Customer Content that we reasonably believe
violates these Rules, then we may take any
legally available action that we deem appropriate, in our sole discretion. However, we are not
obligated
to take any action not required by applicable law. We may require, at any time, proof of the
permissions
referred to above in a form acceptable to us. Failure to provide such proof may lead to, among other
things, the Customer Content in question being removed from the Service.
5. SERVICE AND CONTENT USE
RESTRICTIONS
a. Service Use Restrictions.
You agree that you will not: (a) engage in any activities
through or in connection with the Service that
seek to, attempt to, or do harm to any individuals or entities, or are unlawful, offensive, obscene,
lewd,
lascivious, filthy, violent, threatening, harassing, or abusive, or that violate any right of any
third-party, or
are otherwise objectionable to Crigloo; (b) decompile, disassemble, reverse engineer, or attempt to
reconstruct, identify, or discover any source code, underlying ideas, underlying user interface
techniques, or algorithms of the Service by any means whatsoever or modify any Service source or
object code or any Software or other products, services, or processes accessible through any portion
of
the Service; (c) engage in any activity that interferes with a user’s access to the Service or the
proper
operation of the Service, or otherwise causes harm to the Service, Crigloo, or other users of the
Service;
(d) interfere with or circumvent any security feature (including any digital rights management
mechanism, device, or other content protection or access control measure) of the Service or any
feature
that restricts or enforces limitations on use of or access to the Service, the Content, or the
Customer
Content; (e) harvest or otherwise collect or store any information (including personally
identifiable
information about other users of the Service, including email addresses, without the express consent
of
such users); (f) attempt to gain unauthorized access to the Service, other computer systems or
networks
connected to the Service, through password mining or any other means; or (g) otherwise violate these
Terms or any applicable Additional Terms.
b. Content Use Restrictions.
You also agree that, in using the Service, you: (a) will
not monitor, gather, copy, or distribute the Content
(except as may be a result of standard search engine activity or use of a standard browser) on the
Service
by using any robot, rover, “bot”, spider, scraper, crawler, spyware, engine, device, software,
extraction
tool, or any other automatic device, utility, or manual process of any kind; (b) will not frame or
utilize
framing techniques to enclose any such content (including any images, text, or page layout); (c)
will keep
intact all Trademark, copyright, and other Intellectual Property and other notices contained in such
content; (d) will not use such content in a manner that suggests an unauthorized association with
any of
our or our licensors’ products, services, or brands; (e) will not make any modifications to such
content
(other than to the extent of your specifically permitted use of the Crigloo Licensed Elements, if
applicable); (f) will not copy, modify, reproduce, archive, sell, lease, rent, exchange, create
derivative
works from, publish by hard copy or electronic means, publicly perform, display, disseminate,
distribute,
broadcast, retransmit, circulate or transfer to any third-party or on any third-party application or
website, or otherwise use or exploit such content in any way for any purpose except as specifically
permitted by these Terms or any applicable Additional Terms or with the prior written consent of an
officer of Crigloo or, in the case of content from a licensor, the owner of the content; and (g)
will not
insert any code or product to manipulate such content in any way that adversely affects any user
experience or the Service.
c. Availability of Service and Content.
Crigloo, in its sole discretion without advance notice or
liability, may immediately suspend or terminate
the availability of the Service and/or Content (and any elements and features of them), in whole or
in
part, for any reason, in Crigloo’s sole discretion, and without advance notice or liability.
6. CREATING AN ACCOUNT
If you register with us or create an account, you are
solely responsible and liable for the security and
confidentiality of your access credentials and for restricting access to your Device and for all
activity
under your account. Usernames and passwords must be personal and unique, not violate the rights of
any person or entity, and not be offensive. We may reject the use of any password, username, or
email
address for any reason in our sole discretion. You are solely responsible for your registration
information
and for updating and maintaining it. You will immediately notify us at info@crigloo.com of any
unauthorized use of your account, password, or username, or any other breach of security, but will
remain responsible for any unauthorized use thereafter. You will not sell, transfer, or assign your
account
or any account rights. Accounts may only be set up by the individual that is the subject of the
account, or an authorized
representative of the subject of the account, and who is of the age of majority. We do not review
accounts for authenticity, and are not responsible for any unauthorized accounts that may appear on
the
Service. For any dispute as to account creation or authenticity, we shall have the sole right, but
are not
obligated, to resolve such dispute as we determine appropriate, without notice.
7. COPYRIGHT COMPLAINTS AND
COPYRIGHT AGENT
a. Termination of Repeat Infringer Accounts.
We respect the intellectual property rights of others and
require that Service users do the same.
Pursuant to 17 U.S.C. 512(i) of the United States Copyright Act, we have adopted and implemented a
policy that provides for the termination in appropriate circumstances of users of the Service who
are
repeat infringers. We may terminate access for users who are found repeatedly to provide or post
protected third-party content without necessary rights and permissions.
b. DMCA Take-Down Notices.
If you are a copyright owner or an agent thereof and
believe, in good faith, that any materials provided
on the Product or Service infringe upon your copyrights, you may submit a notification pursuant to
the
Digital Millennium Copyright Act (see 17 U.S.C 512) (“DMCA”) by sending the following information in
writing to our designated copyright agent at info@crigloo.com.
i. The date of your notification;
ii. A physical or electronic signature of a person
authorized to act on behalf of the owner of
an exclusive right that is allegedly infringed;
iii. A description of the copyrighted work claimed
to have been infringed;
iv. A description of the material that is claimed to
be infringing or to be the subject of
infringing activity and information sufficient to enable us to locate such work;
v. Information reasonably sufficient to permit us to
contact you, such as an address,
telephone number, and/or email address;
vi. 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 the law; and
vii. A statement that the information in the
notification is accurate, and under penalty of
perjury, that you are the owner, or are authorized to act on behalf of the owner, of an
exclusive right that is allegedly infringed.
c. Counter-Notices.
If you believe that your Customer Content that has been
removed from the Service is not infringing, or
that you have the authorization from the copyright owner, the copyright owner's agent, or pursuant
to
the law, to post and use the content in your Customer Content, you may send a counter-notice
containing the following information to our copyright agent using the contact information set forth
above:
i. Your physical or electronic signature;
ii. A description of the content that has been
removed and the location at which the
content appeared before it was removed;
iii. A statement that you have a good faith belief
that the content was removed as a result
of mistake or misidentification of the content; and
iv. Your name, address, telephone number, and email
address, a statement that you
consent to the jurisdiction of the federal court in the Western District of Washington,
and a statement that you will accept service of process from the person who provided
notification of the alleged infringement.
If a counter-notice is received by our copyright agent,
we may send a copy of the counter-notice to the
original complaining party informing such person that we may reinstate the removed content in ten
(10)
business days. Unless the copyright owner files an action seeking a court order against the user who
posted the allegedly infringing content, the content may (in our sole discretion) be reinstated on
the Site
in ten (10) business days after receipt of the counter-notice.
8. NOTICES, QUESTIONS, AND
CUSTOMER SERVICE
You agree that we may give you notices or otherwise
respond to you by mail or to your email (if we have
it on file) or in any other manner reasonably elected by us. All legal notices to us must be sent
to: 25225
SE 42
nd Dr. Sammamish, WA, 98029: (Attn: General Counsel). If you have a question regarding the
Service, you may contact Crigloo Customer Support by sending an email to: info@crigloo.com. You
acknowledge that we have no obligation to provide you with customer support of any kind and that
customer service personnel cannot change or waive Terms or applicable Additional Terms.
9. SERVICE SPECIFICATIONS;
PRICING; TYPOGRAPHICAL ERRORS
We strive to accurately describe our Services offered;
however, we do not warrant that specifications,
pricing, or other Content on the Service is complete, accurate, reliable, current, or error-free. As
permitted by applicable law, Crigloo shall have the right to refuse or cancel any orders in its sole
discretion. Your orders are offers to purchase subject to our acceptance, which we may reject or
cancel
subject to refund. If we charged your credit or other account prior to rejection or cancellation, we
will
reissue credit to your account. Additional Terms may apply. If a Service you purchased or accepted
from
Crigloo is not as described, as permitted by applicable law, your sole remedy is to cancel the
purchase
and receive a credit for the purchase price.
10. WARRANTY DISCLAIMER
THE SERVICE, IS PROVIDED “AS IS” WITHOUT WARRANTY OF ANY
KIND. WITHOUT LIMITING THE
FOREGOING, WE EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY,
REGARDING THE PRODUCT OR SERVICE INCLUDING WITHOUT LIMITATION ANY WARRANTY OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, SECURITY, ACCURACY, AND
NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, WE MAKE NO WARRANTY OR
REPRESENTATION THAT ACCESS TO OR OPERATION OF THE PRODUCT OR SERVICE WILL BE
UNINTERRUPTED OR ERROR FREE. YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS RESULTING
FROM YOUR DOWNLOADING AND/OR USE OF FILES, INFORMATION, CONTENT, OR OTHER MATERIAL
OBTAINED FROM THE PRODUCT OR SERVICE.
11. LIMITATION OF DAMAGES;
RELEASE
TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT
SHALL THE COMPANY, ITS AFFILIATES,
DIRECTORS, OR EMPLOYEES, OR ITS LICENSORS OR PARTNERS, BE LIABLE TO YOU FOR ANY LOSS OF
PROFITS, USE, OR DATA, OR FOR ANY INCIDENTAL, INDIRECT, SPECIAL, CONSEQUENTIAL OR EXEMPLARY
DAMAGES, HOWEVER ARISING, THAT RESULT FROM: (A) THE USE, DISCLOSURE, OR DISPLAY OF YOUR
CUSTOMER CONTENT; (B) YOUR USE OR INABILITY TO USE THE SERVICE; (C) THE SERVICE GENERALLY OR
THE SOFTWARE OR SYSTEMS THAT MAKE THE SERVICE AVAILABLE; OR (D) ANY OTHER INTERACTIONS
WITH USE OR WITH ANY OTHER USER OF THE PRODUCT OR SERVICE, WHETHER BASED ON WARRANTY,
CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE
HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH
HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS LIMIT OR DO NOT
PERMIT DISCLAIMERS OF LIABILITY, SO THIS PROVISION MAY NOT APPLY TO YOU.
12. MODIFICATION OF TERMS OF
USE
We can amend these Terms of Use at any time and will
update these Terms of Use in the event of any
such amendments. It is your sole responsibility to check the Service from time to time to view any
such
changes in this agreement. Your continued use of the Service signifies your agreement to our
revisions to
these Terms. We will endeavor to notify you of material changes to the Terms by posting a notice on
our
homepage and/or sending an email to the email address you provided to us upon registration. For this
additional reason, you should keep your contact and profile information current. Any changes to
these
Terms (other than as set forth in this paragraph), or waiver of our rights hereunder, shall not be
valid or
effective except in a written agreement bearing the physical signature of one of our officers. No
purported waiver or modification of this agreement on our part via telephonic or email
communications
shall be valid.
13. GENERAL TERMS
If any part of these Terms is held or found to be invalid
or unenforceable, that portion of the agreement
will be construed as to be consistent with applicable law while the remaining portions of the
agreement
will remain in full force and effect. Any failure on our part to enforce any provision of this
agreement will
not be considered a waiver of our right to enforce such provision. Our rights under this agreement
survive any transfer or termination of this agreement.
You agree that any cause of action related to or arising
out of your relationship with the Company must
commence within ONE year after the cause of action accrues. Otherwise, such cause of action is
permanently barred.
14. ARBITRATION AND DISPUTE
TERMS
a. Jurisdiction and Venue.
Jurisdiction and venue for any controversy, allegation,
or claim arising out of or relating to the Service,
the Content, your Customer Content, these Terms, or any applicable Additional Terms, (collectively,
“Dispute”) shall be in Seattle, Washington. Each party submits to personal jurisdiction and venue in
Seattle, Washington for any and all purposes.
b. Pre-Arbitration Notification.
Crigloo and you agree that it would be advantageous to
discuss and hopefully resolve any Disputes
before formal proceedings are initiated; provided, however, that Crigloo need not do so in
circumstances
where its claims of Intellectual Property rights are concerned (“IP Disputes,” with all other
disputes
referred to as “General Disputes”). The party making a claim—whether you or Crigloo—shall send a
letter to the other side briefly summarizing the claim and the request for relief. If Crigloo is
making a
claim, the letter shall be sent, via email, to the email address listed in your Crigloo account, if
applicable.
If no such information exists, or if such information is not current, then we have no notification
or delay
obligations under this Section 14(b). If you are making a claim, the letter shall be sent to: 25225
SE 42
nd
Dr. Sammamish, WA, 98029: (Attn: General Counsel). If the Dispute is not resolved within sixty (60)
days
after notification, the claimant may proceed to initiate proceedings as set forth in this Section
14. Either
you or Crigloo, however, may seek provisional remedies (such as preliminary injunctive relief,
subject to
the terms of this Section 14) before the expiration of this sixty (60) day period.
c. Arbitration of Claims.
Unless you give us notice of opt-out within five (5)
business days of your first use of the Service,
addressed to: 25225 SE 42
nd Dr. Sammamish, WA, 98029: (Attn: General Counsel), all actions or
proceedings arising in connection with, touching upon, or relating to any Dispute, or the scope of
the
provisions of this Section 14, shall be submitted to JAMS (www.jamsadr.com) for final and binding
4876-9944-6811.3
arbitration under its Comprehensive Arbitration Rules and Procedures if the matter in dispute is
over
$250,000, or under its Streamlined Arbitration Rules and Procedures if the matter in dispute is
$250,000
or less, to be held in King County, Washington, before a single arbitrator. If the matter in dispute
is
between Crigloo and a consumer, the matter shall be submitted to JAMS in accordance with its Policy
on
Consumer Arbitration Pursuant to Pre-Dispute Clauses Minimum Standards of Procedural Fairness. The
arbitrator shall be selected by mutual agreement of the parties or, if the parties cannot agree,
then by
striking from a list of arbitrators supplied by JAMS. We may have the right to pay the JAMS fees if
required for arbitration to be enforceable. The arbitration shall be a confidential proceeding,
closed to
the general public; provided, however, that a party may disclose information relating to the
arbitration
proceedings to its and its affiliates, lawyers, insurance providers, auditors, and other
professional
advisers. The fact that there is a dispute between the parties that is the subject of arbitration
shall be
confidential to the same extent. The arbitrator shall issue a written opinion stating the essential
findings
and conclusions upon which the arbitrator’s award is based. Neither party shall be entitled or
permitted
to commence or maintain any action in a court of law with respect to any matter in dispute until
such
matter shall have been submitted to arbitration as herein provided and then only for the enforcement
of
the arbitrator’s award; provided, however, that prior to the appointment of the arbitrator, or for
remedies beyond the jurisdiction of an arbitrator, at any time, either party may seek pendente lite
relief
(subject to the provisions of these Terms waiving or limiting that relief) in a court of competent
jurisdiction in King County, Washington or, if sought by Crigloo, such other court that may have
jurisdiction over you, without thereby waiving its right to arbitration of the dispute or
controversy under
this Section 14; provided further, however, that the losing party shall have fifteen (15) business
days
after the issuance of the arbitrator’s decision to fully comply with such decision, after which the
prevailing party may enforce such decision by a petition to the King County Superior Court or, in
the case
of you, such other court having jurisdiction over you, which may be made ex parte, for confirmation
and
enforcement of the award.
d. Limitation on Injunctive Relief.
AS PERMITTED BY APPLICABLE LAW, IF YOU CLAIM THAT YOU
HAVE INCURRED ANY LOSS, DAMAGES, OR
INJURIES IN CONNECTION WITH YOUR USE OF THE SERVICE, THEN THE LOSSES, DAMAGES, AND INJURIES
WILL NOT BE DEEMED IRREPARABLE OR SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION OR TO OTHER
EQUITABLE RELIEF OF ANY KIND. THIS MEANS (WITHOUT LIMITATION) THAT, IN CONNECTION WITH
YOUR CLAIM, YOU AGREE THAT YOU WILL NOT SEEK, AND THAT YOU WILL NOT BE PERMITTED TO
OBTAIN, ANY COURT OR OTHER ACTION THAT MAY INTERFERE WITH OR PREVENT THE DEVELOPMENT
OR EXPLOITATION OF ANY WEBSITE, APPLICATION, CONTENT, CUSTOMER CONTENT, PRODUCT, SERVICE,
OR INTELLECTUAL PROPERTY OWNED, LICENSED, USED, OR CONTROLLED BY ANY CRIGLOO PARTY (AS
DEFINED BELOW) (INCLUDING YOUR LICENSED CUSOTMER CONTENT) OR A LICENSOR OF ANY CRIGLOO
PARTY.
e. Governing Law.
These Terms and any applicable Additional Terms, General
Disputes and IP Disputes, and any other claim
brought by you against Crigloo or by Crigloo against you pursuant to this Section 14, or otherwise
related
to the Service, Content, Crigloo Licensed Elements, Customer Content or other Crigloo products or
services, will be governed by, construed, and resolved in accordance with, the laws of the state of
Washington, U.S.A., without regard to its conflicts of law provisions that might apply the laws of
another
jurisdiction, unless the applicable laws of your jurisdiction of residence require that the laws of
such
jurisdiction govern, in which case the laws of such jurisdiction are to govern. This Section 14
shall be
governed solely by the Federal Arbitration Act, 9 U.S.C. §1, et seq., and not by the law of any
state, and is
enforceable pursuant to its terms on a self-executing basis. You and Crigloo agree that we intend
that
this Section 14 satisfies the “writing” requirement of the Federal Arbitration Act. This Section 14
can only
be amended by mutual agreement. Either party may seek enforcement of this Section 14 in any court of
competent jurisdiction. The arbitrator shall determine any and all challenges to the arbitrability
of a
claim.
f. Class Action Waiver.
As permitted by applicable law, both you and Crigloo
waive the right to bring any Dispute as a class,
consolidated, representative, collective, or private attorney general action, or to participate in a
class,
consolidated, representative, collective, or private attorney general action regarding any Dispute
brought
by anyone else. Notwithstanding any provision in the JAMS Comprehensive Arbitration Rules and
Procedures to the contrary, the arbitrator shall not have the authority or any jurisdiction to hear
the
arbitration as a class, consolidated, representative, or private attorney general action or to
consolidate,
join, or otherwise combine the Disputes of different persons into one proceeding. Notwithstanding
the
arbitration provision set forth above, if the provision regarding waiver of class, collective,
representative,
and private attorney general claims of this Section 14 is found to be void or otherwise
unenforceable,
any such class, collective, representative, or private attorney general claims must be heard and
determined through an appropriate court proceeding, and not in arbitration.
g. Jury Waiver.
AS PERMITTED BY APPLICABLE LAW, THE PARTIES
HEREBY WAIVE THEIR RIGHT TO JURY TRIAL WITH
RESPECT TO ALL CLAIMS AND ISSUES ARISING UNDER, IN CONNECTION WITH, TOUCHING UPON OR
RELATING TO THESE TERMS, THE BREACH THEREOF AND/OR THE SCOPE OF THE PROVISIONS OF THIS
SECTION 14, WHETHER SOUNDING IN CONTRACT OR TORT, AND INCLUDING ANY CLAIM FOR
FRAUDULENT INDUCEMENT THEREOF.
h. Inconsistent Provisions.
The provisions of this Section 14 shall supersede any
inconsistent provisions of any prior agreement
between the parties. This Section 14 shall remain in full force and effect notwithstanding any
termination of your use of the Service or these Terms.
15. OTHER DISPUTE RESOLUTION
WHERE ARBIRTATION IS NOT AVAILABLE.
This Section 15 applies if, and only to the extent that,
the mandatory laws in your country of residence
do not permit arbitration of Disputes in accordance with the prior Section 14, or the parties have
not
otherwise separately agreed to arbitration, if required by applicable law.
To the fullest extent not prohibited by applicable law,
if any controversy, allegation, or claim (including
any non-contractual claim) arises out of or relates to the Service, the Content, these Terms,
applicable
Additional Terms, our privacy practices related to the Service and offers made on and transactions
and
communications conducted through the Service or to any of Crigloo’s actual or alleged intellectual
property rights, or Customer Content (collectively, a “Non-Arbitral Dispute”), then you and we agree
to
send a written notice to the other providing a reasonable description of the Non-Arbitral Dispute,
along
with a proposed resolution of it. Our notice to you will be sent to you based on the most recent
contact
information that you provide us. But if no such information exists, or if such information is not
current,
then we have no obligation under this Section 15. Your notice to us must be sent to: 25225 SE 42
nd Dr.
Sammamish, WA, 98029: (Attn: General Counsel). Subject to applicable law, for a period of sixty (60)
days
from the date of receipt of notice from the other party, Crigloo and you will engage in a dialogue
in order
to attempt to resolve the Non-Arbitral Dispute, though nothing will require either you or Crigloo to
resolve the Non-Arbitral Dispute on terms with respect to which you and Crigloo, in each of our sole
discretion, are not comfortable.
a. Jurisdiction.
The parties agree that the state or federal courts in
King County, Washington shall have non-exclusive
jurisdiction of any Non-Arbitral Dispute, unless otherwise required by applicable laws of your
jurisdiction
of residence.
b. Governing Law.
To the maximum extent not prohibited by the mandatory
laws in your country of residence, these Terms
and any Non-Arbitral Dispute arising out of or in connection with it or its subject matter or
formation
(including non-contractual disputes), will be governed by, and construed in accordance with, the
laws of
Washington without regard to its conflicts of law provisions that would apply other law.
c. Injunctive Relief.
The foregoing provisions of this Section 15 will not
apply to any legal action taken by Crigloo or you to
seek an injunction or other equitable relief in connection with, any potential loss, cost, or damage
(or
any potential loss, cost, or damage) relating to the Service, any Content, your breach of these
Terms of
applicable Additional Terms and/or Crigloo’s intellectual property rights (including such Crigloo
may
claim that may be in dispute), Crigloo’s operations, Customer Content, and/or Crigloo’s Services;
provided however, your rights are subject to Waiver of Certain Injunctive or Other Equitable Relief.
16. DISCLAIMER OF
REPRESENTATIONS AND WARRANTIES
AS PERMITTED BY APPLICABLE LAW, YOUR ACCESS TO AND USE OF
THE SERVICE IS AT YOUR SOLE RISK
AND THE SERVICE IS PROVIDED ON AN “AS IS”, “AS AVAILABLE”, AND “WITH ALL FAULTS” BASIS. To the
fullest extent permissible by applicable law, Crigloo and its direct and indirect parents,
subsidiaries,
affiliates, and each of their respective employees, directors, members, managers, shareholders,
agents,
vendors, licensors, licensees, contractors, customers, successors, and assigns (collectively,
“Crigloo
Parties”) hereby disclaim and make no representations, warranties, endorsements, or promises,
express
or implied, in connection with, or otherwise directly or indirectly related to, without limitation,
the
Service, Content, Crigloo Licensed Elements, UGC or other Crigloo services, except as set forth
below.
EXCEPT FOR ANY SPECIFIC WARRANTIES PROVIDED
HEREIN, OR IN APPLICABLE ADDITIONAL TERMS,
OR AS OTHERWISE REQUIRED BY APPLICABLE LAW, CRIGLOO PARTIES HEREBY FURTHER DISCLAIM ALL
WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OF MERCHANTABILITY, FITNESS
FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR MISAPPROPRIATION OF INTELLECTUAL
PROPERTY RIGHTS OF THIRD PARTIES, TITLE, CUSTOM, TRADE, QUIET ENJOYMENT, SYSTEM
INTEGRATION AND FREEDOM FROM COMPUTER VIRUS.
The Crigloo Parties are not responsible for the
performance of any advertising campaign Customer
conducts using the Service. To the fullest extent permissible by applicable law, Crigloo disclaims
any
representations with respect to the performance of any individual advertising campaign conducted
using
the Service.
17. LIMITATIONS OF LIABILITY
AS PERMITTED BY APPLICABLE LAW, UNDER NO
CIRCUMSTANCES
WILL ANY CRIGLOO PARTIES BE
RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGES OF ANY KIND, including personal injury or
death
or for any direct, indirect, economic, exemplary, special, punitive, incidental, or consequential
losses or
damages of any kind, including without limitation loss of profits, in connection with, or otherwise
directly or indirectly related to, without limitation, the Service, Content, Crigloo Licensed
Elements,
Customer Content, or other Crigloo products or services, except, to the extent not waivable under
applicable law, for direct damages for personal injury caused by a physical product manufactured,
sold or
provided by Crigloo. Nothing in these Terms shall operate to exclude or limit our liability for
death or
personal injury caused by negligence, fraud, or fraudulent concealment; or any other liability which
cannot be excluded or limited under applicable law.
The foregoing limitations of liability will apply even if
any of the events or circumstances were
foreseeable and even if the Crigloo Parties were advised of or should have known of the possibility
of
such losses or damages, regardless of whether you bring an action based in contract, negligence,
strict
liability, or tort (including whether caused, in whole or in part, by negligence, acts of god,
telecommunications failure, or destruction of the Service).
AS PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL
THE CRIGLOO PARTIES’ TOTAL LIABILITY TO
YOU, FOR ALL POSSIBLE DAMAGES, LOSSES, AND CAUSES OF ACTION IN CONNECTION WITH YOUR
ACCESS TO AND USE OF THE SERVICE AND YOUR RIGHTS UNDER THESE TERMS, EXCEED AN AMOUNT
EQUAL TO THE AMOUNT YOU HAVE PAID CRIGLOO IN CONNECTION WITH THE TRANSACTION(S) THAT
UNDERLIE THE CLAIM(S).
18. UPDATES TO TERMS
It is your responsibility to review the posted Terms and
any applicable Additional Terms each time you
use the Service (at least prior to each transaction or submission). EACH TIME YOU SIGN IN TO OR
OTHERWISE USE THE SERVICE YOU ARE ENTERING INTO A NEW AGREEMENT WITH US ON THE THEN
APPLICABLE TERMS AND CONDITIONS, AND YOU AGREE THAT WE MAY NOTIFY YOU OF NEW TERMS BY
POSTING THEM ON THE SERVICE (OR IN ANY OTHER REASONABLE MANNER OF NOTICE WHICH WE
ELECT), AND THAT YOUR USE OF THE SERVICE AFTER SUCH NOTICE CONSTITUTES YOUR AGREEMENT
GOING FORWARD TO THE NEW TERMS FOR YOUR NEW USE AND TRANSACTIONS. Any new Terms or
Additional Terms will be effective as to new use and transactions as of the time that we post them,
or
such later date as may be specified in them or in other notice to you. In the event any notice to
you of
new, revised, or additional terms is determined by a tribunal to be insufficient, the prior
agreement shall
continue until sufficient notice to establish a new agreement occurs. You can reject any new,
revised, or
additional terms by discontinuing use of the Service.
19. GENERAL PROVISIONS
19. GENERAL PROVISIONS
As permitted by applicable law, you agree to, and you
hereby, defend (if requested by Crigloo),
indemnify, and hold the Crigloo Parties harmless from and against any and all claims, damages,
losses,
costs, investigations, liabilities, judgments, fines, penalties, settlements, interest, and expenses
(including attorneys’ fees) that directly or indirectly arise from or are related to any claim,
suit, action,
demand, or proceeding made or brought against any Crigloo Party, or on account of the investigation,
defense, or settlement thereof, arising out of or in connection with: (a) your Customer Content; (b)
your
use of the Service and your activities in connection with the Service; (c) your breach or alleged
breach of
these Terms or any applicable Additional Terms; (d) your violation or alleged violation of any laws,
rules,
regulations, codes, statutes, ordinances, or orders of any governmental or quasi-governmental
authorities in connection with your use of the Service or your activities in connection with the
Service;
(e) information or material transmitted through your Device, even if not submitted by you, that
infringes,
violates, or misappropriates any copyright, trademark, trade secret, trade dress, patent, publicity,
privacy, or other right of any person or entity; (f) any misrepresentation made by you; and (g) the
Crigloo
Parties’ use of the information that you submit to us (including your Customer Content) (all of the
foregoing, “Claims and Losses”). You will cooperate as fully required by the Crigloo Parties, in the
defense
of any Claim and Losses. Notwithstanding the foregoing, the Crigloo Parties retain the exclusive
right to
settle, compromise, and pay any and all Claims and Losses. The Crigloo Parties reserve the right to
assume the exclusive defense and control of any Claims and Losses. You will not settle any Claims
and
Losses without, in each instance, the prior written consent of an officer of a Crigloo Party. This
Section 19
is not intended to limit any causes of action against us that you may have but are not waivable
under
applicable law.
b. Operation and Availability of the Service;
International Issues.
Crigloo controls and operates the Service from the U.S.A.
and India, and makes no
representation that the Service is appropriate or available for use beyond the U.S.A. or India. If
you use the Service from other locations, you are doing so on your own initiative and responsible
for compliance with applicable local laws regarding your online conduct and acceptable content,
if and to the extent local laws apply.
c. Severability; Interpretation.
If any provision of these Terms, or any applicable
Additional Terms, is for any reason deemed invalid,
unlawful, void, or unenforceable by a court or arbitrator of competent jurisdiction, then that
provision
will be deemed severable from these Terms or the applicable Additional Terms, and the invalidity of
the
provision will not affect the validity or enforceability of the remainder of these Terms or the
applicable
Additional Terms. To the extent permitted by applicable law, you agree to waive and will waive, any
applicable statutory and common law that may permit a contract to be construed against its drafter.
d. Investigations; Cooperation with Law Enforcement;
Termination; Survival.
As permitted by applicable law, Crigloo reserves the
right, without limitation, to: (a) investigate any
suspected breaches of its Service security or its information technology or other systems or
networks; (b)
investigate any suspected breaches of these Terms and any applicable Additional Terms; (c) use any
information obtained by Crigloo in accordance with our
Privacy Policy in connection with
reviewing
law enforcement databases or complying with applicable laws and use and/or disclose any information
obtained by Crigloo to comply with law enforcement requests or legal requirements; (d) involve and
cooperate with law enforcement authorities in investigating any of the foregoing matters, (e)
prosecute
violators of these Terms and any applicable Additional Terms; and (f) discontinue the Service, in
whole or
in part, or, suspend or terminate your access to it, in whole or in part, including any user
accounts or
registrations, at any time, without notice, for any reason and without any obligation to you or any
third-party. Any suspension or termination will not affect your obligations to Crigloo under these
Terms
or any applicable Additional Terms. Upon suspension or termination of your access to the Service, or
upon notice from Crigloo, all rights granted to you under these Terms or any applicable Additional
Terms
will cease immediately, and you agree that you will immediately discontinue use of the Service. The
provisions of these Terms and any applicable Additional Terms, which by their nature should survive
your
suspension or termination will survive, including the rights and licenses you grant to Crigloo in
these
Terms, as well as the indemnities, releases, disclaimers, and limitations on liability and the
provisions
regarding jurisdiction, choice of law, no class action, and mandatory arbitration.
e. Assignment.
Crigloo may assign its rights and obligations under these
Terms and any applicable Additional Terms, in
whole or in part, to any party at any time without any notice. These Terms and any applicable
Additional
Terms may not be assigned by you, and you may not delegate your duties under them, without the prior
written consent of an officer of Crigloo.
f. Complete Agreement; No Waiver.
These Terms, and any applicable Additional Terms, reflect
our complete agreement regarding the Service
and supersede any prior agreements, representations, warranties, assurances, or discussion related
to
the Service. Except as expressly set forth in these Terms or any applicable Additional Terms; (a) no
failure
or delay by you or Crigloo in exercising any of rights, powers, or remedies under will operate as a
waiver
of that or any other right, power, or remedy; and (b) no waiver or modification of any term of these
Terms or any applicable Additional Terms will be effective unless in writing and signed by the party
against whom the waiver or modification is sought to be enforced.