Skedet Terms of Service

This agreement (the "Agreement"), together with the terms and provisions set forth herein (collectively, the "Terms") is between you (the "User") and Skedet LLC ("Skedet").  User agrees that User's use of the web and mobile publishing and hosting environments and services provided by Skedet (the "Services") shall be governed by the Terms of this Agreement. 

User acknowledges and agrees that, in order to use the Services, it must accept this Agreement and its Terms.  User further acknowledges and agrees that each of the following shall constitute User's acceptance of this Agreement and its Terms: (i) by checking the box which states "I accept the Skedet's Terms and Conditions", where this option is made available; or (ii) by actually using the Services.  

User acknowledges and agrees that, at Skedet's sole discretion and without prior notice to User, (i) the Services provided by Skedet may change at any time and (ii) Skedet may temporarily or permanently interrupt, cancel, limit or postpone the delivery and/or provisioning of the Services in part or in whole at any time.  

User understands and agrees that, should Skedet delete User's account and/or disable User's account (including access to User's account) User could be prevented from accessing and/or receiving the Services, which may include but not be limited to, User's files, content, account details and all other information relating to User.

Skedet does not currently have a limitation on data and/or content available to be uploaded.  Skedet, however, reserves the right, in its sole discretion, to impose such a limitation at any time.

User understands that in order to use of the Services, User must provide certain personal information.

User acknowledges and agrees that Skedet may in its sole discretion, with or without prior notice to User, modify or revise this Agreement and its Terms at any time.  The most up-to-date Agreement and its Terms can be found at Terms of Service.  User acknkowledges and agrees that User's use of the Services following the date this Agreement and its Terms have changed shall be interpreted as User's acceptance of the modified Agreements and its Terms.  In the event that User does not accept such modifications and/or revisions, User shall no longer be permitted to use the Services and shall be required to terminate User's account in accordance with the terms set forth below.

Representations and Warranties of User

User represents and warrants that:

            (i) User is of legal age to form a binding contract and has all necessary right, power and authority to enter into this Agreement and to perform the acts required of User hereunder;

            (ii) User is not a person barred from receiving the Services under the laws of the United States or other country or jurisdiction (including, without limitation, the country in which you reside or from which you access and/or use the Services);

            (iii) any registration information provided by User is and shall remain accurate and correct;

            (iv) User will use the Services only as permitted by (A) this Agreement and its Terms, (B) applicable law, regulation or codes or local authorities (including, without limitation, all laws regarding the exportation of data and/or software to and from the United States or other countries);

            (v) User will not access or attempt to access the Services other than through the Skedet user interface(s) (including without limitation access by script, robot, crawler, or any other any automated methods) or any programming interface provided by Skedet,

            (vi) User will not, directly or indirectly, disrupt or interfere with the Services (including without limitation, all networks, servers and other hardware and software supporting the Services;

            (vii) User will not, in whole or in part, copy, duplicate, reproduce, sell, resell, trade, or otherwise transfer the Services;

            (viii) User has the right, power and authority necessary to submit the Content and to grant all rights granted herein to any Content submitted by User; and

            (ix) all of the information provided by User to Skedet is current, correct and free from errors.

Representations and Warranties of Skedet

Skedet represents and warrants that the Services are provided "AS-IS, WITH ALL FAULTS" AND "AS AVAILABLE".   USER ACKNOWLEDGES AND AGREES THAT THE SERVICES ARE PROVIDED "AS-IS, WITH ALL FAULTS" AND "AS AVAILABLE".  TO THE EXTENT PERMITTED BY LAW, SKEDET HEREBY EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, , INCLUDING WITHOUT LIMITATION: (I) MERCHANTABILITY; (II) FITNESS FOR A PARTICULAR PURPOSE; (III) NON-INFRINGEMENT; (IV) THAT THE SERVICES (AND USE THEREOF) WILL BE UNINTERRUPTED, ERROR FREE, AND/OR SECURE; AND (V) THE ACCURACY OF ANY INFORMATION OR CONTENT.  FURTHERMORE, INFORMATION OR NO ADVICE, ORAL OR WRITTEN, PROVIDED BY SKEDET OR THE SERVICES SHALL CREATE ANY WARRANTY AND SHALL NOT BE CONSTRUED BY USER AS BEING ACCURATE OR COMPLETE.

USER EXPRESSLY ACKNOWLEDGES AND AGREES THAT ANY DATA, INFORMATION AND/OR CONTENT DOWNLOADED BY USER THROUGH THE USE OF THE SERVICES IS DONE AT USER'S SOLE RISK, AND THAT USER IS SOLELY REPSONSIBLE FOR ANY DAMAGE TO USER'S COMPUTER SYSTEM OR OTHER DEVICE (INCLUDING WITHOUT LIMITATION LOSS OF DATA) RESULTING FROM THE DOWNLOAD OF SAME.

NOTHING CONTAINED IN THIS AGREEMENT AND ITS TERMS EXCLUDES OR LIMITS, IN ANY WAY, SKEDETS WARRANTY AND/OR LIABILITY FOR LOSSES WHICH MAY BE PROHIBITED AND/OR LIMITED BY APPLICABLE LAW. 

Limitation of Liability

TO THE EXTENT PERMITTED BY LAW, USER ACKNOWLEDGES AND AGREES THAT SKEDET SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL PUNITIVE DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF PROFIT, GOODWILL, DATA OR ANY OTHER LOSS, COST OF SUBSTITUTE SERVICES OR GOODS), UNDER ANY CAUSE OF ACTION (INCLUDING WITHOUT LIMITATION, NEGLIGENCE, BREACH OF CONTRACT OR BREACH OF IMPLIED WARRANTY) AND REGARDLESS OF WHETHER SKEDET HAD BEEN PREVIOUSLY ADVISED OF, OR SHOULD HAVE BEEN AWARE OF, THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. 

User acknowledges and agrees that Skedet shall have no liability or responsibility, and User is solely responsible for, any breach by User of this Agreement and its Terms and for the consequences resulting from such breach.

Indemnification.

User agrees to hold harmless and indemnify Skedet, its subsidiaries, affiliates, officers, agents, and employees from and against any and all third-party claims arising out of, related to, or in connection with, User's use of the Services, including without limitation all liability, costs and expenses arising out of or in connection with all claims, penalties, losses, damages (of any amount and type), suits, judgments, costs and expenses (including, without limitation, litigation costs and attorneys' fees).  Skedet shall endeavor to give User written notice of any such claim for indemnification. 

Content

User understands that all data, files, test, sounds, photographs, pictures, videos and other information and media which User may access through User's use of the Services (the "Content") are the sole responsibility of the person who provided or originated same.  User acknowledges and agrees that User is solely responsible for, and Skedet shall have no liability for, any Content created, displayed or transmitted by User (including, without limitation, any losses or damages resulting therefrom. 

User further acknowledges and agrees that Skedet reserves the right, but has no obligation, to remove, filter, screen, modify or review any or all Content and/or User's use of the Services.  Further, Skedet does not support or endorse the Content, and User understands and agrees that any reliance thereupon is at User's sole risk.

User acknowledges that User may be exposed to Content that is inaccurate or that may User may deem to be offensive, indecent or objectionable and that, accordingly, User uses the Services at its own risk.

User shall not modify, revise, lease, sell, distribute, otherwise transfer or create any derivative works from or based upon any Content which is subject to intellectual property rights of a third party and that is presented as part of the Services (including, without limitation, advertisements).

User agrees to use the Services in accordance with the Skedet Content Policy and the rules and restrictions provided therein.  User acknowledges and agrees that not only can such Content Policy be modified or revised at Skedet's sole discretion at any time and from time to time, but also that User shall be subject to same as a condition of User's continuing use of the Services.  The Skedet Content Policy can be found here Content Policy.

User acknowledges that User's violation of this Agreement and its Terms, the Skedet Content Policy and the Skedet Privacy Policy may subject User to certain governmental penalties and other legal consequences.

Intellectual property and Licenses

User acknowledges and agrees that Skedet owns all legal right, title and interest in and to the Services, including without limitation, any and all intellectual property rights contained within in the Services (regardless of whether such are registered or not, and wherever in the world those rights exist) and all hardware and software in support thereof.  User further acknowledges and agrees that the Services (and all hardware and software in support thereof) constitute the confidential information of Skedet and that User shall not be permitted to disclose such information without Skedet's prior written consent.

Nothing contained in this Agreement and its the Terms shall be construed as providing User with a right to use any of Skedet's trade names, trademarks, service marks, logos, domain names, trade secrets and other proprietary information.

Except as set forth herein, Skedet does not control and/or obtain any right, title or interest from User under this Agreement and its Terms in or to any Content that posted, uploaded, submitted, transmitted on or through the Services. Furthermore, User understands and agrees that User is responsible for protecting and enforcing any such rights that User has in connection with such Content (to the extent User owns intellectual property rights with respect to such Content) and that Skedet shall not have any responsibility to User for the protection of same.

User acknowledges and agrees that User (i) will not remove, delete or alter any proprietary rights notices (including, without limitation, copyright and trademark notices) contained within the Services (ii) will not use any trademark, service mark, trade name, logo of any company or organization in any manner that is likely or intended to cause confusion regarding the proper owner of such trademarks, service marks, trade names or logos.

Skedet investigates notices of alleged copyright infringement in violation of international intellectual property laws (including, without limitation, the Digital Millennium Copyright Act) and terminates the accounts of users that are repeat infringers.  In the event that User knows or becomes aware of a potential copyright infringement in violation of international intellectual property laws, User can contact Skedet customer support at the following email address:  support@skedet.com.

Skedet's License to User

User shall have a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the software provided by Skedet as part of the Services (the “Software”). This license shall be solely for to enable User to use the Services as provided by this Agreement and its Terms.

User may not directly or indirectly create reverse engineer, decompile, revise, copy, modify, create a derivative work of, or otherwise attempt to extract or determine the source code of the Software or any part thereof.

User shall not assign, or grant any sublicense of, or otherwise transfer (in whole or in part) User's rights to use the Software.

User's License to Skedet

User shall own and control all copyright and any other rights User hold in User's Content posted, submitted or displayed by User via the Services and the Skedet interface.  Upon posting, submitting or displaying such User Content, User understands and agrees that User thereby grants Skedet an irrevocable, world-wide, royalty-free, perpetual license to publish, publicly display, distribute, copy, modify, revise, translate and otherwise transfer any of User's Content so provided.  

User acknowledges and agrees that such license also grants Skedet the right to make such User Content available to other users and other third parties with which Skedet maintains a relationship for any purpose permitted by law.  In accordance with such right, User agrees that Skedet may distribute, transfer or otherwise transmit User's Content over public networks, and Skedet may alter, modify or change User's Content.

Passwords; Security; and Privacy

User acknowledges and agrees that User is solely responsible for protecting and maintaining the confidentiality of passwords associated with User's account.  User further acknowledges and agrees that User is solely liable to Skedet for all information, uploads, data and activities occurring in connection with User's account.

If User suspects or knows of any unauthorized use of your account, User agrees to immediately notify Skedet at support@skedet.com.

Skedet's privacy policy can be found at Privacy Policy. Skedet strongly encourages User to read and become familiar with this policy.  User hereby acknowledges and agrees that User agrees to the use of User data in accordance with the Skedet Privacy Policy. 

Furthermore, as a condition of using the Services, User agrees to be bound and abide by the terms of the Skedet Privacy Policy, which may be updated from time to time, in Skedet's sole discretion.  Additionally, User agrees that Skedet may access or disclose User's personal information, including User Content and User's communications, in the event that Skedet is compelled by law or as otherwise provided in this Agreement and its Terms and the Skedet Privacy Policy.  User hereby agrees that, by using the Services, User consents to any transfer of User's information outside of the country in which User resides.

Updates

The software provided by Skedet is subject to automatically downloaded and installed updates, bug fixes and workarounds from time to time (including without limitation, improvements, enhancements new software modules and completely new versions). User hereby agrees to receive such updates and to permit Skedet to transmit such updates as a condition of User's use of the Services.

Fees; Refunds

Subscription fees for the Services and access thereto shall be established by Skedet in its sole discretion.  User acknowledges and agrees that Skedet reserves the right, from time to time and without notice to User to alter the fee for the Services at any time in its sole discretion; provided, however, that such change shall become effective upon the expiration of User's then current term of subscription.  User agrees that User's renewal of its subscription shall constitute unqualified acceptance of such change in fee.

If User terminates the Services within thirty (30) days after User's account activation date or the date that User's subscription is renewed by Skedet (the "Refund Period"), User shall be entitled to a prorated refund of subscription fees received by Skedet.  User acknowledges and agrees that under all other circumstances, User shall not be entitled to any refunds for subscription fees paid by User.

User acknowledges and agrees that User’s account and the Services shall be available for the term of subscription stated when User renders payment for a subscription. Unless User renews User’s subscription on or before the expiration of User’s then current term of subscription, User acknowledges and agrees that Skedet shall have the right, upon expiration of the then current term of subscription, to delete, disable and/or withhold access to User’s account and the Services.

Termination

This Agreement shall continue until:

            (i) User notifies Skedet in writing at support@skedet.com that User wishes to close its account; provided, however, that unless such termination occurs within the Refund Period, User understands and agrees that User shall not be entitled to a refund of subscription fees paid. 

            (ii) Skedet terminates User's account

                        (a) due to User's actual or threatened breach of this Agreement and its Terms you have breached any provision of the Terms;

                        (b) as Skedet is required by applicable law;

                        (c) since Skedet no longer provides the Services to users in the country in which User resides or from which User uses the service; or

                        (d) at any time and for any or no reason in Skedet's sole discretion.

In the event of a termination, User's account will be disabled and User will not be granted access to it and any User Content or any other information contained therein.

Upon termination of this Agreement and its Terms between the User and Skedet, all obligations, rights and liabilities existing as of the date of such termination shall not be affected by such termination and shall survive such termination.

Advertisements

The Services display advertisements and promotions.  The Services are supported, to a certain extent, by advertising revenue generated from same.  These advertisements are sometimes generated automatically by third party providers and may be targeted to User Content or queries made by User through the Services.  In consideration of the provision of the Services to User, User hereby acknowledges and agrees that Skedet may place such advertising on the Services.

Third party content

Services may include third party content, resources or links to third party websites. Skedet has no control over any these provided by third parties and therefore, is not responsible for the consequences of accessing and the availability of any such content, resources or links.  Furthermore, Skedet specifically disclaims any liability for and does not endorse any advertising, goods, services or other materials available from content, resources or links.

Accordingly, User hereby acknowledges and agrees that Skedet is not liable for any loss or damage which incurred by User resulting from the accessing or downloading of such content, resources or links, or as a result of any reliance by User that same are correct, complete, error-free, accurate.

Miscellaneous

While using the Services, User may use or download software or services and/or purchase goods or services provided by a third party.  Such activities by User may be subject to such third party's terms and conditions of use and are not governed by this Agreement and its Terms.