Terms & Conditions
1. AGREEMENT TO TERMS
whether personally or on behalf of an entity (“you”) and DISPLY sp. z o. o. ("Company",
“we”, “us”, or “our”), concerning your access to and use of the www.brandaround.com website
as well as any other media form, media channel, mobile website or mobile
application related, linked, or otherwise connected thereto (collectively, the “Site”).
You agree that by accessing the Site, you have read, understood, and agree to be
SITE AND YOU MUST DISCONTINUE USE IMMEDIATELY.
Supplemental terms and conditions or documents that may be posted on the Site
from time to time are hereby expressly incorporated herein by reference. We reserve
the right, in our sole discretion, to make changes or modifications to these Terms of
Use at any time and for any reason. We will alert you about any changes by updating
specific notice of each such change. Please ensure that you check the applicable
Terms every time you use our Site so that you understand which Terms apply. You
will be subject to, and will be deemed to have been made aware of and to have
The information provided on the Site is not intended for distribution to or use by any
person or entity in any jurisdiction or country where such distribution or use would be
contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country. Accordingly, those persons whochoose to access the Site from other locations do so on their own initiative and aresolely responsible for compliance with local laws, if and to the extent local laws areapplicable.
2. INTELLECTUAL PROPERTY RIGHTS
Unless otherwise indicated, the Site is our proprietary property and all source code,databases, functionality, software, website designs, audio, video, text, photographs,and graphics on the Site (collectively, the “Content”) and the trademarks, servicemarks, and logos contained therein (the “Marks”) are owned or controlled by us orlicensed to us, and are protected by copyright and trademark laws and various otherintellectual property rights and unfair competition laws of the United States,international copyright laws, and international conventions. The Content and theMarks are provided on the Site “AS IS” for your information and personal use only.Except as expressly provided in these
, no part of the Site and noContent or Marks may be copied, reproduced, aggregated, republished, uploaded,posted, publicly displayed, encoded, translated, transmitted, distributed, sold,licensed, or otherwise exploited for any commercial purpose whatsoever, without ourexpress prior written permission.
Provided that you are eligible to use the Site, you are granted a limited license toaccess and use the Site and to download or print a copy of any portion of the Contentto which you have properly gained access solely for your personal, non-commercialuse. We reserve all rights not expressly granted to you in and to the Site, the Contentand the Marks.
3. USER REPRESENTATIONS
By using the Site, you represent and warrant that:
) you have the legal capacity andyou agree to comply with these
) you are not a minor in thejurisdiction in which you reside
) you will not access the Site through automated ornon-human means, whether through a bot, script or otherwise;
) you will not usethe Site for any illegal or unauthorized purpose; and (
) your use of the Site will notviolate any applicable law or regulation.
If you provide any information that is untrue, inaccurate, not current, or incomplete,we have the right to suspend or terminate your account and refuse any and allcurrent or future use of the Site (or any portion thereof).
4. FEES AND PAYMENT
We accept the following forms of payment:
You may be required to purchase or pay a fee to access some of our services. Youagree to provide current, complete, and accurate purchase and account informationfor all purchases made via the Site. You further agree to promptly update accountand payment information, including email address, payment method, and paymentcard expiration date, so that we can complete your transactions and contact you asneeded. We bill you through an online billing account for purchases made via theSite. Sales tax will be added to the price of purchases as deemed required by us. Wemay change prices at any time. All payments shall be in
You agree to pay all charges or fees at the prices then in effect for your purchases,and you authorize us to charge your chosen payment provider for any such amountsupon making your purchase.
We reserve the right to correct any errors or mistakes in pricing, even if we havealready requested or received payment. We also reserve the right to refuse any orderplaced through the Site.
You can cancel your subscription at any time
by contacting us at firstname.lastname@example.org
. Your cancellation will takeeffect at the end of the current paid term.
If you are unsatisfied with our services, please email us at
6. PROHIBITED ACTIVITIES
You may not access or use the Site for any purpose other than that for which wemake the Site available. The Site may not be used in connection with any commercialendeavors except those that are specifically endorsed or approved by us.
As a user of the Site, you agree not to:
Systematically retrieve data or other content from the Site to create or compile,directly or indirectly, a collection, compilation, database, or directory withoutwritten permission from us.
Trick, defraud, or mislead us and other users, especially in any attempt to learnsensitive account information such as user passwords.
Circumvent, disable, or otherwise interfere with security-related features of theSite, including features that prevent or restrict the use or copying of anyContent or enforce limitations on the use of the Site and/or the Contentcontained therein.
Disparage, tarnish, or otherwise harm, in our opinion, us and/or the Site.
Use any information obtained from the Site in order to harass, abuse, or harmanother person.
Make improper use of our support services or submit false reports of abuse ormisconduct.
Use the Site in a manner inconsistent with any applicable laws or regulations.
Engage in unauthorized framing of or linking to the Site.
Upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses,or other material, including excessive use of capital letters and spamming(continuous posting of repetitive text), that interferes with any party’suninterrupted use and enjoyment of the Site or modifies, impairs, disrupts,alters, or interferes with the use, features, functions, operation, or maintenanceof the Site.
Engage in any automated use of the system, such as using scripts to sendcomments or messages, or using any data mining, robots, or similar datagathering and extraction tools.
Delete the copyright or other proprietary rights notice from any Content.
Attempt to impersonate another user or person or use the username ofanother user.
Upload or transmit (or attempt to upload or to transmit) any material that actsas a passive or active information collection or transmission mechanism,including without limitation, clear graphics interchange formats (“gifs”), 1×1pixels, web bugs, cookies, or other similar devices (sometimes referred to as“spyware” or “passive collection mechanisms” or “pcms”).
Interfere with, disrupt, or create an undue burden on the Site or the networksor services connected to the Site.
Harass, annoy, intimidate, or threaten any of our employees or agentsengaged in providing any portion of the Site to you.
Attempt to bypass any measures of the Site designed to prevent or restrictaccess to the Site, or any portion of the Site.
Except as permitted by applicable law, decipher, decompile, disassemble, orreverse engineer any of the software comprising or in any way making up apart of the Site.
Except as may be the result of standard search engine or Internet browserusage, use, launch, develop, or distribute any automated system, includingwithout limitation, any spider, robot, cheat utility, scraper, or offline reader thataccesses the Site, or using or launching any unauthorized script or othersoftware.
Use a buying agent or purchasing agent to make purchases on the Site.
Make any unauthorized use of the Site, including collecting usernames and/oremail addresses of users by electronic or other means for the purpose ofsending unsolicited email, or creating user accounts by automated means orunder false pretenses.
Use the Site as part of any effort to compete with us or otherwise use the Siteand/or the Content for any revenue-generating endeavor or commercialenterprise.
7. USER GENERATED CONTRIBUTIONS
The Site does not offer users to submit or post content.
8. CONTRIBUTION LICENSE
By submitting suggestions or other feedback regarding the Site, you agree that wecan use and share such feedback for any purpose without compensation to you.
We do not assert any ownership over your Contributions. You retain full ownership ofall of your Contributions and any intellectual property rights or other proprietary rightsassociated with your Contributions. We are not liable for any statements orrepresentations in your Contributions provided by you in any area on the Site. Youare solely responsible for your Contributions to the Site and you expressly agree toexonerate us from any and all responsibility and to refrain from any legal actionagainst us regarding your Contributions.
You acknowledge and agree that any questions, comments, suggestions, ideas,feedback, or other information regarding the Site ("Submissions") provided by you tous are non-confidential and shall become our sole property. We shall own exclusiverights, including all intellectual property rights, and shall be entitled to the unrestricteduse and dissemination of these Submissions for any lawful purpose, commercial orotherwise, without acknowledgment or compensation to you. You hereby waive allmoral rights to any such Submissions, and you hereby warrant that any suchSubmissions are original with you or that you have the right to submit suchSubmissions. You agree there shall be no recourse against us for any alleged oractual infringement or misappropriation of any proprietary right in your Submissions.
10. SITE MANAGEMENT
We reserve the right, but not the obligation, to: (1) monitor the Site for violations ofthese
; (2) take appropriate legal action against anyone who, in our solediscretion, violates the law or these
, including without limitation,reporting such user to law enforcement authorities; (3) in our sole discretion andwithout limitation, refuse, restrict access to, limit the availability of, or disable (to theextent technologically feasible) any of your Contributions or any portion thereof; (4) inour sole discretion and without limitation, notice, or liability, to remove from the Site orotherwise disable all files and content that are excessive in size or are in any wayburdensome to our systems; and (5) otherwise manage the Site in a mannerdesigned to protect our rights and property and to facilitate the proper functioning ofthe Site.
11. TERM AND TERMINATION
shall remain in full force and effect while you use the Site.WITHOUT LIMITING ANY OTHER PROVISION OF THESE
, WERESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICEOR LIABILITY, DENY ACCESS TO AND USE OF THE SITE (INCLUDINGBLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON ORFOR NO REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANYREPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE
OR OF ANY APPLICABLE LAW OR REGULATION. WE MAY TERMINATEYOUR USE OR PARTICIPATION IN THE SITE OR DELETE
ANY CONTENT ORINFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN OURSOLE DISCRETION.
If we terminate or suspend your account for any reason, you are prohibited fromregistering and creating a new account under your name, a fake or borrowed name,or the name of any third party, even if you may be acting on behalf of the third party.In addition to terminating or suspending your account, we reserve the right to takeappropriate legal action, including without limitation pursuing civil, criminal, andinjunctive redress.
12. MODIFICATIONS AND INTERRUPTIONS
We reserve the right to change, modify, or remove the contents of the Site at anytime or for any reason at our sole discretion without notice. However, we have noobligation to update any information on our Site. We also reserve the right to modifyor discontinue all or part of the Site without notice at any time. We will not be liable toyou or any third party for any modification, price change, suspension, ordiscontinuance of the Site.
We cannot guarantee the Site will be available at all times. We may experiencehardware, software, or other problems or need to perform maintenance related to theSite, resulting in interruptions, delays, or errors. We reserve the right to change,revise, update, suspend, discontinue, or otherwise modify the Site at any time or forany reason without notice to you. You agree that we have no liability whatsoever forany loss, damage, or inconvenience caused by your inability to access or use theSite during any downtime or discontinuance of the Site. Nothing in these
will be construed to obligate us to maintain and support the Site or to supply anycorrections, updates, or releases in connection therewith.
13. GOVERNING LAW
These Terms shall be governed by and defined following the laws of
shallhave exclusive jurisdiction to resolve any dispute which may arise in connection withthese terms.
14. DISPUTE RESOLUTION
To expedite r
esolution and control the cost of any dispute, controversy, or claimrelated to these
(each "Dispute" and collectively, the “Disputes”)brought by either you or us (individually, a “Party” and collectively, the “Parties”), theParties agree to first attempt to negotiate any Dispute (except those Disputesexpressly provided below) informally for at least
days before initiatingarbitration Any dispute arising out of or in connection with this contract, including any questionregarding its existence, validity, or termination, shall be referred to and finallyresolved by the International Commercial Arbitration Court under the EuropeanArbitration Chamber (Belgium, Brussels, Avenue Louise, 146) according to the Rulesof this ICAC, which, as a result of referring to it, is considered as the part of thisclause.
The Parties agree that any arbitration shall be limited to the Dispute between theParties individually. To the full extent permitted by law, (a) no arbitration shall bejoined with any other proceeding; (b) there is no right or authority for any Dispute tobe arbitrated on a class-action basis or to utilize class action procedures; and (c)there is no right or authority for any Dispute to be brought in a purportedrepresentative capacity on behalf of the general public or any other persons.
Exceptions to Informal Negotiations and Arbitration
The Parties agree that the following Disputes are not subject to the above provisionsconcerning informal negotiations and binding arbitration: (a) any Disputes seeking toenforce or protect, or concerning the validity of, any of the intellectual property rightsof a Party; (b) any Dispute related to, or arising from, allegations of theft, piracy,invasion of privacy, or unauthorized use; and (c) any claim for injunctive relief. If thisprovision is found to be illegal or unenforceable, then neither Party will elect toarbitrate any Dispute falling within that portion of this provision found to be illegal orunenforceable and such Dispute shall be decided by a court of competent jurisdictionwithin the courts listed for jurisdiction above, and the Parties agree to submit to thepersonal jurisdiction of that court.
There may be information on the Site that contains typographical errors,inaccuracies, or omissions, including descriptions, pricing, availability, and variousother information. We reserve the right to correct any errors, inaccuracies, oromissions and to change or update the information on the Site at any time, withoutprior notice.
THE SITE IS PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREETHAT YOUR USE OF THE SITE AND OUR SERVICES WILL BE AT YOUR SOLERISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALLWARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SITE ANDYOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIEDWARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE,AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES ORREPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THESITE’S CONTENT OR THE CONTENT OF ANY WEBSITES LINKED TO THE SITEAND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (1)ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2)PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER,RESULTING FROM YOUR ACCESS TO AND USE OF THE SITE, (3) ANYUNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/ORANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATIONSTORED THEREIN, (4) ANY INTERRUPTION OR CESSATION OFTRANSMISSION TO OR FROM THE SITE, (5) ANY BUGS, VIRUSES, TROJANHORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THESITE BY ANY THIRD PARTY, AND/OR (6) ANY ERRORS OR OMISSIONS IN ANYCONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KINDINCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED,TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SITE. WE DO NOTWARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANYPRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTYTHROUGH THE SITE, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE ORMOBILE APPLICATION FEATURED IN ANY BANNER OR OTHER ADVERTISING,AND WE WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FORMONITORING ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTYPROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF APRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT,YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHEREAPPROPRIATE.
17. LIMITATIONS OF LIABILITY
NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BELIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT,CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVEDAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, OROTHER DAMAGES ARISING FROM YOUR USE OF THE SITE, EVEN IF WE HAVEBEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
ANYTHING TO THE CONTRARY CONTAINED HEREIN,OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESSOF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO
THELESSER OF THE AMOUNT PAID, IF ANY, BY YOU TO US
CERTAIN US STATE LAWS AND INTERNATIONAL LAWS DO NOT ALLOWLIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATIONOF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OFTHE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU, ANDYOU MAY HAVE ADDITIONAL RIGHTS.
You agree to defend, indemnify, and hold us harmless, including our subsidiaries,affiliates, and all of our respective officers, agents, partners, and employees, fromand against any loss, damage, liability, claim, or demand, including reasonableattorneys’ fees and expenses, made by any third party due to or arising out of:
(1)use of the Site; (2) breach of these
; (3) any breach of yourrepresentations and warranties set forth in these
; (4) your violation ofthe rights of a third party, including but not limited to intellectual property rights; or (5)any overt harmful act toward any other user of the Site with whom you connected viathe Site. Notwithstanding the foregoing, we reserve the right, at your expense, toassume the exclusive defense and control of any matter for which you are required toindemnify us, and you agree to cooperate, at your expense, with our defense of suchclaims. We will use reasonable efforts to notify you of any such claim, action, orproceeding which is subject to this indemnification upon becoming aware of it.
19. USER DATA
We will maintain certain data that you transmit to the Site for the purpose ofmanaging the performance of the Site, as well as data relating to your use of the Site.Although we perform regular routine backups of data, you are solely responsible forall data that you transmit or that relates to any activity you have undertaken using theSite. You agree that we shall have no liability to you for any loss or corruption of anysuch data, and you hereby waive any right of action against us arising from any suchloss or corruption of such data.
20. ELECTRONIC COMMUNICATIONS, TRANSACTIONS,AND SIGNATURES
the Site, sending us emails, and completing online forms constitute electroniccommunications. You consent to receive electronic communications, and you agreethat all agreements, notices, disclosures, and other communications we provide toyou electronically, via email and on the Site, satisfy any legal requirement that suchcommunication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONICSIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TOELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OFTRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE SITE. Youhereby waive any rights or requirements under any statutes, regulations, rules,ordinances, or other laws in any jurisdiction which require an original signature ordelivery or retention of non-electronic records, or to payments or the granting ofcredits by any means other than electronic means.
and any policies or operating rules posted by us on the Site or inrespect to the Site constitute the entire agreement and understanding between youand us. Our failure to exercise or enforce any right or provision of these
shall not operate as a waiver of such right or provision. These
operateto the fullest extent permissible by law. We may assign any or all of our rights andobligations to others at any time. We shall not be responsible or liable for any loss,damage, delay, or failure to act caused by any cause beyond our reasonable control.If any provision or part of a provision of these
is determined to beunlawful, void, or unenforceable, that provision or part of the provision is deemedseverable from these
and does not affect the validity and enforceabilityof any remaining provisions. There is no joint venture, partnership, employment oragency relationship created between you and us as a result of these
oruse of the Site. You agree that these
will not be construed against usby virtue of having drafted them. You hereby waive any and all defenses you mayhave based on the electronic form of these
and the lack of signing bythe parties hereto to execute these
22. CONTACT US
In order to resolve a complaint regarding the Site or to receive further informationregarding use of the Site, please contact us at: email@example.com