Please read this Agreement carefully before accessing or using the Website. By accessing or using any part of the web site, you agree to become bound by the terms and conditions of this agreement. If you do not agree to all the terms and conditions of this agreement, then you may not access the Website or use any services. If these terms and conditions are considered an offer by Nbd-Tech, acceptance is expressly limited to these terms.
- Your Giraffe Upload Account. If you create an account on the Website, you are responsible for maintaining the security of your account, and you are fully responsible for all activities that occur under the account and any other actions taken in connection with the account. You must immediately notify Nbd-Tech of any unauthorized uses of your account or any other breaches of security. Nbd-Tech 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.
- Intellectual Property. This Agreement does not transfer from Nbd-Tech to you any Nbd-Tech or third party intellectual property, and all right, title and interest in and to such property will remain (as between the parties) solely with Nbd-Tech. Your use of the Website grants you no right or license to reproduce or otherwise use any Nbd-Tech or third-party trademarks.
- Changes. Nbd-Tech reserves the right, at its sole discretion, to modify or replace any part of this Agreement. It is your responsibility to check this Agreement periodically for changes. Your continued use of or access to the Website following the posting of any changes to this Agreement constitutes acceptance of those changes. Nbd-Tech may also, in the future, offer new services and/or features through the Website (including, the release of new tools and resources). Such new features and/or services shall be subject to the terms and conditions of this Agreement.
- Termination. Nbd-Tech may terminate your access to all or any part of the Website at any time, with or without cause, with or without notice, effective immediately. If you wish to terminate this Agreement or your Giraffe Upload account (if you have one), you may simply cancel your account from your administrator control panel or by e-mail to Nbd-Tech technical support. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
- Disclaimer of Warranties. The Website is provided “as is”. Nbd-Tech and its suppliers and licensors hereby disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement. Neither Nbd-Tech nor its suppliers and licensors, makes any warranty that the Website will be error free or that access thereto will be continuous or uninterrupted. If you’re actually reading this, here’s a treat. You understand that you download from, or otherwise obtain content or services through, the Website at your own discretion and risk.
- Limitation of Liability. In no event will Nbd-Tech, or its suppliers or licensors, be liable with respect to any subject matter of this agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement or substitute products or services; (iii) for interruption of use or loss or corruption of data; or (iv) for any amounts that exceed the fees paid by you to Nbd-Tech under this agreement during the twelve (12) month period prior to the cause of action. Nbd-Tech shall have no liability for any failure or delay due to matters beyond their reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.
- Indemnification. You agree to indemnify and hold harmless Nbd-Tech, its contractors, and its licensors, and their respective directors, officers, employees and agents from and against any and all claims and expenses, including attorneys’ fees, arising out of your use of the Website, including but not limited to your violation of this Agreement.
- Miscellaneous. This Agreement constitutes the entire agreement between Nbd-Tech and you concerning the subject matter hereof, and they may only be modified by a written amendment signed by an authorized executive of Nbd-Tech, or by the posting by Nbd-Tech of a revised version. Except to the extent applicable law, if any, provides otherwise, this Agreement, You may assign your rights under this Agreement to any party that consents to, and agrees to be bound by, its terms and conditions; Nbd-Tech may assign its rights under this Agreement without condition. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.