End User Terms
Last updated: 9th June 2020
1. About Our Services. Amondo is a software offered through a web application (together, the “Platform”). The Platform gives users access to certain services we make available via the Platform (the “Services”), including the ability to:
1.1. source photographs, images, materials, descriptions, content, comments, forums or message board posts, articles, reviews, videos, audio files, text files, information, code, opinions, reviews, written expressions, works of authorship or other content, trademarks, intellectual property, handles or other data (which we collectively call “Content”);
1.2. create, curate, moderate, distribute and display Content feeds (which we call “Imprints”) which aggregate Content from:
1.2.1. social media platforms and other third-party platforms which integrate with our Platform through an API (“Source Platforms”);
1.2.2. other third-party Content providers (“Third-Party Platforms”);
1.2.3. individuals who submit Content directly to the Platform through a website-embedded submission portal (“Fans”); and
1.2.4. the user’s own Content collection; and
1.3. analyse and report on Content and Imprint performance.
2. About Us. The Platform is operated by Amondo Ltd, a company incorporated in the United Kingdom under number 09043853 whose registered office is at 86-90 3rd Floor, Paul Street, London, England, EC2A 4NE (“Amondo”). The terms “we”, “us” and “our” refer to Amondo.
3. About These Terms
3.1. This document and the other documents it refers to (the “Terms”) contain the terms and conditions on which you may use the Platform. Any reference to “you” in these Terms includes yourself and any person that accesses or uses the Platform or Services on your behalf. The Terms are a legally binding contract between you and us.
3.2. The Terms set out your rights and responsibilities when you use our Platform and Services, so please read them carefully. You will be deemed to have accepted these Terms on your first use of our Platform or Services (and you will be required to accept them when signing up for an Account). We draw your attention in particular to the Limitation of Liability section.
5. Customers and Authorised Users
5.1. When you register for an Account, you are warranting that either:
5.1.1. you have purchased a licence for your use the Platform from us and entered into a contract with us (in which case you are a “Customer”); or
5.1.2. a Customer has purchased a licence for you to use the Platform on their behalf and has specifically authorised you to create an Account (in which case you are an “Authorised User”).
5.2. Your use of the Platform and Services is subject to the terms and conditions of our contract with the relevant Customer.
6. Your Account. You will be required to create an Amondo account (an “Account”) to use the Platform and some of the Services. Here are a few rules about creating and using Accounts:
6.1. You are not permitted to use false information or impersonate another person through your Account.
6.2. Your Account is personal to you and cannot be used by any other person, whether or not they are a Customer or an Authorised User. You are responsible for your Account and any activity on your Account.
6.3. It’s important to keep your Account password secure. When you choose (or are provided with) a password or any other piece of information as part of our security or verification procedures (“Security Information”), you must treat such Security Information as confidential. You must not disclose Security Information to any third party and we will not be liable for any unauthorised use of your Account. If you know or suspect that anyone other than you knows your Security Information, you must promptly notify us and we will take any reasonably necessary steps to protect your Account. We have the right to reset your Security Information or disable your Account if we reasonably believe that the Platform or your Account has been compromised.
6.4. It’s also important to keep any device from which you access the Platform secure. You agree not to do anything that could compromise your device, your Account or the Platform by:
6.4.1 affecting the security features or functionality of your device, your Account or the Platform; or
6.4.2. making your device, your Account, or the Platform vulnerable to malware, viruses or malicious programmes.
6.5. You must be at least 18 years old to create an Account and to use our Services.
7. Accessing the Platform
7.1. We allow access to our Platform on an “as is” temporary basis and we reserve the right to withdraw, restrict or change our Platform or Services at any time and without notice. We do not guarantee that our Platform will always be available or uninterrupted. We will not be liable if for any reason the Services are unavailable at any time or if any content or information on our Platform is out of date.
7.2. Certain functions of the Platform will require an active internet connection. The connection can be via Wi-Fi or provided by a mobile network provider but we cannot take responsibility for the Platform not working at full functionality if you do not have access to an active internet connection. In using the Platform, you accept responsibility for any charges incurred for the cost of data for the duration of the connection while accessing the Platform or other third party charges.
8. Your Use of the Services
8.1. We grant you a limited, non-exclusive, non-transferable, conditional and revocable licence to use the Services, subject to your compliance with our Terms.
8.2. You acknowledge that Source Platforms are not our Services and we are not responsible for our Source Platforms in any way. We do not warrant or guarantee uptime or support for the Source Platforms themselves. Any direct use of a Source Platform is solely between you and the applicable Source Platform.
8.3. You also acknowledge that Content (including your Content and Content from Source Platforms, Third-Party Platforms or Fans) is not owned or managed by us. We are not responsible for screening Content from any source or ensuring it is suitable for your purposes or that it does not violate our Community Guidelines. You are solely responsible for the Content you manage through the Platform. We reserve the right to remove Content which we, in our sole discretion, determine is in violation of our Community Guidelines or is otherwise in violation of these Terms.
8.4. You are also responsible for ensuring that you have the legal right to use and publish Content, including permission from the person(s) who own, license or appear in the Content. Licencing terms for Source Platform Content and Third-Party Platform Content are determined by the relevant platform. You are responsible for reviewing and complying with the terms of each relevant platform from which you use Content.
8.5. You acknowledge that our Source Platform integration features may be unavailable from time to time (for example, if a Source Platform API is unavailable or if the Source Platform modifies its API or services in a way that impacts its compatibility with the Platform). We will use commercially reasonable efforts to modify our integration features to maintain compatibility with Source Platforms but may discontinue an integration feature at our discretion without liability to you (for example, if there is a change in a Source Platform’s API or service that creates an unreasonable cost or operational burden to us).
8.6. Unless otherwise specified by our agreement between us and the applicable Customer, all sourcing, moderation, curation and distribution of Content through your Account will be your sole responsibility (provided that we have the right to moderate and remove Content we determine in our discretion is in violation of our Community Guidelines).
8.7. You agree that you will not violate any laws in connection with your use of the Platform or Services. This includes any local, national and international laws that may apply to you.
8.8. You agree not to “crawl,” “scrape,” or “spider” any aspect of the Platform or to reverse engineer or attempt to obtain the source code of the Platform. You agree not to misuse the Platform by knowingly introducing any material which is malicious or technologically harmful. You must not attempt to gain unauthorised access to the Platform, the server on which the Platform is stored or any server, computer or database connected to the Platform or Services. You must not attack the Platform via a denial-of-service attack or a distributed denial-of service attack. You agree not to interfere with or try to disrupt the Platform or Services, for example by distributing a virus or other harmful computer code. By failing to comply with this provision, you would commit a criminal offence and your right to use the Services will cease immediately and we will report your actions to the relevant authorities.
8.9. On occasion, we may be required to provide you with certain legal information in writing. By using our Services, you’re agreeing that we may provide you this information electronically (by email, etc.) instead of mailing you paper copies, and that your electronic agreement is equal to your signature on paper.
9. Community Guidelines
9.1. This section (our “Community Guidelines”) describes the type of Content you may use on the Platform.
9.2. You must not use the Platform to access, store, distribute or transmit any Content or other materials that:
9.2.1. are unlawful, harmful, threatening, defamatory, obscene or sexually explicit, abusive, defamatory, harassing or offensive, including by way of discrimination based on race, ethnicity, gender, religious belief, sexual orientation or disability;
9.2.2. result in the transmission or junk e-mail, chain letters, duplicative or unsolicited messages or so-called “spamming”;
9.2.3. facilitate or promote illegal activity or in any manner that is otherwise illegal or causes damage or injury to any person or property;
9.2.4. infringe the intellectual property rights or proprietary rights, or rights of publicity or privacy, of any third party; or
9.2.5. adversely affect or reflect negatively on Amondo’s or any Customer’s goodwill, name or reputation.
10. Software. Software may be made available for you to download in order to help the Platform work better. You may only use such software if you agree to be bound by the terms and conditions that apply to such software (this is sometimes known as an ‘end user licence agreement’ or ‘EULA’). You will be made aware of any terms and conditions that apply to the software when you try to download it. You should read any terms and conditions carefully to protect your own interests. Using software in an unlawful way (such as reproducing or redistributing it in a way that breaches these Terms and any others that apply to it) is expressly prohibited and may result in civil and criminal penalties.
11. Intellectual Property Rights
11.1. Save as described elsewhere in the Terms, we are the owner or the licensee of all intellectual property rights in the Platform and the Services and are protected by copyright laws and treaties around the world. All such rights are reserved.
11.2. The name “Amondo” and other marks, phrases, logos and designs that we use in connection with our Platform or Services are our trademarks, service marks or trade dress in the UK and other countries. You require our express written permission to use our trademarks, service marks or trade dress.
11.3. You may not reproduce in any format (including on another website, web application or mobile application) any aspect of the Platform or the Services (including content, designs, look and feel) without our prior written consent.
11.4. You grant us a worldwide, perpetual, irrevocable, royalty-free, non-exclusive, transferable licence to use any Imprint (or part thereof) or other works you create via the Platform in any manner, including fulfilling our obligations to our Customers and for marketing, promotion and advertisement. We may display, reproduce, distribute, transmit, alter, edit, create derivative works from, combine with other materials, alter or edit your Imprints or works in any manner with no additional obligation to you. (We will not, however, alter or edit your Imprints in a way that materially affects your use of them under the relevant Customer contract.)
11.5. The following terms apply to any feedback, comments, ideas, suggestions, documents and/or proposals (collectively, “Feedback”) about the Platform or Services you submit to us:
11.5.1. You warrant that your Feedback does not contain confidential or proprietary information;
11.5.2. Your Feedback automatically become our intellectual property and we will be entitled to use your Feedback for any purpose; and
11.5.3. You acknowledge that your submission of Feedback does create any obligation to you, including any obligation to compensation or reimbursement.
11.6. If, in our opinion, you are in breach of these provisions, your right to use the Platform and the Services will cease immediately and you must either return or destroy (as required by us) any copies of the materials you have made.
12. Limitation of Liability
12.1. The Platform and Services are provided without any guarantees, conditions or warranties as to their accuracy or functionality. To the extent permitted by law, we hereby expressly exclude:
12.1.1. All conditions, warranties and other terms which might otherwise be implied by statute, common law or the law of equity.
12.1.2. Any liability for any direct, indirect or consequential loss or damage incurred by any user in connection with our Platform or in connection with the use, inability to use, or results of the use of our Platform, any websites linked to it and any materials posted on it (whether by us or a third party), including, without limitation any liability for: loss of income or revenue; loss of business; loss of profits or contracts; loss of anticipated savings; loss of data; loss of goodwill; wasted management or office time; and for any other loss or damage of any kind, however arising and whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable.
12.2. We do not warrant that your use of the Platform or Services will be uninterrupted or error-free or that the Services (or information or Content obtained by you through the Services) will meet your requirements. We are not responsible for any delays, delivery failures or any other loss or damage resulting from the transfer of Content over communications networks and facilities, including the internet. You acknowledge that the Platform and Services may be subject to limitations, delays and other problems inherent in the use of such communication facilities.
12.3. We will not be liable for any loss or damage caused by a virus, distributed denial-of-service attack, or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of the Platform, Imprints or Content. Platforms. We accept no responsibility or liability arising out of any disruption or non-availability of our Platform resulting from external causes including, but not limited to, ISP equipment failure, host equipment failure, communications network failure, natural events or acts of war.
12.4. We do not control Content and we assume no responsibility for it. Use of Content via the Platform should not be interpreted as endorsement by us of that Content or its source. We will not be liable for any loss or damage that may arise from your use of Content. It is your responsibility to ensure that the Content you use meets your specific requirements.
12.5. Nothing in these Terms excludes or limits our liability for death or personal injury arising from our negligence, or our fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by English law.
13. Reliance on information. Although we make reasonable efforts to update the information on our Platform and to update available Content in accordance with the relevant Imprint specifications, we make no representations, warranties or guarantees, whether express or implied, that content on our Platform (whether our content or third-party Content) is accurate, complete or up-to-date.
14.1. You may close your account at any time by contacting us. If you are an Authorised User, please ensure you have confirmed permission to close your Account from the Customer who has authorised you. Terminating your Account will not affect the availability of the Content you have sourced or produced and any outstanding payments owed to us by the Customer for your Account will still be payable.
14.2. We may terminate or suspend your Account (and any related accounts) and your access to the Platform at any time, for any reason, and without advance notice. If we do so, you will not have a contractual legal right to continue to use our Platform. We may refuse access to anyone at any time for any reason.
14.3. If you or we terminate your Account, you may lose any information associated with your Account, including any Content sourced or created by you.
14.4. We reserve the right to change, suspend or discontinue any of the Platform or Services at any time, for any reason. We will not be liable to you for the effect that any changes to the Platform or Services may have on you, including your income or your ability to generate revenue through the Platform or Services.
14.5. These Terms will remain in effect even after your access to the Platform is terminated or your use of the Services ends.
15. Indemnification. You agree to indemnify us from any legal claim or demand that arises from your actions, your use (or misuse) of the Platform or Services, your breach of the Terms or your Account’s infringement of someone else’s rights.
16.1. These Terms, including all of the other documents that make up the Terms, supersede any other agreement between you and us regarding the Platform or the Services.
16.2. If any part of the Terms is found to be unenforceable, that part will be limited to the minimum extent necessary so that the Terms will otherwise remain in full force and effect.
16.3. Our failure to enforce any part of the Terms is not a waiver of our right to later enforce that or any other part of the Terms.
16.4. These Terms do not create any agency, partnership, joint venture, employment or franchisee relationship between you and us.
16.5. The English courts will have exclusive jurisdiction over any claim arising from, or related to, use of our Platform or Services. These Terms and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.
17. Changes to the Terms. We may amend the Terms at any time by amending this page or, if we believe the changes are material, we will let you know by email or other written notification. You are responsible for reviewing and becoming familiar with any changes. Your use of the Platform or Services following the changes constitutes your acceptance of the updated Terms.
18. Contact. If you have any questions about the Terms, the Platform or the Services, please email us at email@example.com.