This agreement (hereinafter referred to as the “Agreement”) constitutes a contract between Simbirsk Technologies Ltd., Ulyanovsk, Russian Federation (hereinafter referred to as the “Company”), and you (hereinafter referred to as the “User”). The Twigmo service is provided within the framework of this Agreement and in accordance with the directions for use of the Twigmo service and Company policy, developed by the Company and published at the website http://www.twigmo.com.
Terms and definitions
All terms given in this section of the Agreement shall have the following meaning for this Agreement only, and shall not be construed to suggest otherwise when used in respect of the conditions set forth in this Agreement.
Twigmo means the service and the software included in it which exclusive licenses are owned by the Company, and which is designed for operation of a mobile version of the online store.
Domain Name means a unique alphanumeric name intended to identify a resource on the Internet.
Website means a resource on the Internet available through one Domain Name.
Online Store of the User means the Website of the User.
Twigmo add-on means the additional module to the Online store of the User designed for operation of Twigmo.
Website of the Company means the Website of the Company on the Internet available at http://www.twigmo.com.
Confidential Information means the contents of Twigmo (source code) as well as other information about the Twigmo service.
1. General provisions
By using Twigmo, the User confirms his consent to the conditions set forth in this Agreement. If the User is not willing to be bound by the conditions of this Agreement, he should not install the Twigmo add-on and use Twigmo. Any use of Twigmo contradicting the conditions of this Agreement is forbidden. If the legislation of the User’s country provides for a different way of use of similar products, the User has the right to use Twigmo only in the ways and within the bounds expressly set forth in this Agreement.
2. Twigmo provision conditions
To use Twigmo, the User needs to download and configure the Twigmo add-on, fill in the registration form given by the Company and accept the conditions of this Agreement.
The User fills in the registration form where he provides truthful, accurate and complete personal information required by the Company. The User guarantees that the information provided by him is trustworthy. If the User changes his registration information, he shall update the information timely and keep it current.
The Company reserves the right to reject the registration and use of Twigmo if the User has provided untrustworthy personal information as well as for any other reason that the Company may deem well-grounded for the rejection.
The User may use a paid and/or a free version of Twigmo:
- the free version has limited functionality and enables the User to use Twigmo only for one Online store of the User with a limited number of features. The conditions of provision of the free Twigmo version are published on the Website of the Company;
- the paid version has full Twigmo functionality, different subscription fee periods are set for it (month, half year, year, etc.). For operation of the paid version the User shall pay the subscription fee he selected according to the rules of the Company as set out on the Website of the Company. The conditions of provision of the paid Twigmo version are published on the Website of the Company.
3. Exclusive right and limitations
The Company owns the exclusive license to Twigmo and the exclusive right and/or the exclusive licenses for the software, trademarks as well as other intellectual property and means of identification related to Twigmo.
The Company has the right to use the information received from the User to improve Twigmo as well as inform the User of introduced improvements and updates.
The User has no right to:
- break, decompile, deassemble or in any other way try to get the source code, object code or base structures, ideas or algorithms of work of Twigmo or any other software, documentation or data related to Twigmo;
- extract, excerpt or use any part of Twigmo to create any Twigmo-based derivatives as well as provide such possibility to a third party;
- copy the files contained in the Twigmo Mobile Front-End to the User’s server or any other place;
- sell, transfer, obligate, license, sublicense, rent, lease, give for temporary use, yield or convey (by selling, exchanging, giving as a gift, by law, or in any other way) Twigmo, partially or in full, to a third party without a prior written consent of the Company;
- remove, hide, modify or make barely visible any copyright, trademark or other proprietary notices contained within any part of Twigmo without a prior written consent of the Company;
- claim that it possesses any rights, including the exclusive right to Twigmo, any patents, trademarks or design elements related to Twigmo;
- prevent the Company from obtaining information about the usage of Twigmo.
The User acknowledges that any unauthorized use of the intellectual property right is a breach of this Agreement as well as a violation of the intellectual property, copyright and trademark law.
4. Confidentiality and personal information
The User pledges not to disclose Confidential Information, protect from and prevent unauthorized disclosure of the Confidential Information, and take appropriate measures to protect Confidential Information. If the information, which is confidential according to this Agreement, becomes available to a third party without a consent of the Company, the User agrees to indemnify the Company for all suffered damages.
The Company guarantees that personal information and other personal data provided by the User for the purpose of executing section 2 of the Agreement will be used by the Company solely for the purposes of executing this Agreement. Such information is not subjected to transfer to any third parties except for the cases as stipulated by the current legislation of the Russian Federation. By concluding this Agreement, the User grants the Company the right to process (including, but not limited to: gather, systematize, store, revise, update, change, use, transfer within the Russian Federation and abroad) their personal information and other personal data in any way not contradicting the current legislation of the Russian Federation (which includes not using any automation facilities) for the purpose of performing obligations of the Agreement imposed on the Parties.
5. Warranties and limitations
Twigmo is provided “AS IS” with all possible malfunction.
Under no circumstances the Company guarantees error-free and uninterrupted performance of Twigmo and that Twigmo will meet the requirements of the User as well as the Company disclaims any other warranties to the extent to which it is permitted by the effective law.
The User assumes all the risks related to the performance and the usage of Twigmo, including the risk of not getting the expected profit, the risk of a software failure after Twigmo is installed, etc.
Under no circumstances the Company is liable to the User for any damages (including, but not limited to, any loss of profits and confidential or other information, the damages caused by an interruption of the business, loss of revenue, turnover, business reputation or data, neglected business opportunities, any indirect, incidental, special, punitive or consequential damages) including the loss or damage caused to the User related to the usage of or impossibility to use Twigmo and other conditions of this Agreement.
In the event that the law of the User’s country concedes no limitation of liability, or the liability of the Company is recognized by the competent court, the Company will be liable only for actual damage incurred from using Twigmo if the damage is caused by a tort of the Company, or if the damage is caused by the reasons that the Company knew or should have known. At that the maximum amount of liability of the Company is limited to USD 10 or to the amount paid by the User to the Company for providing the Twigmo services in the preceding month.
The limitations of liability of the Company that are specified in this section of the Agreement apply to Twigmo and all associated objects.
7. Force majeure
Neither party shall be liable for any failure to perform any of its obligations hereunder due to causes beyond its reasonable control, such as fires, strikes, insurrections, riots, embargoes, natural and man-made disasters, delays in transportation, guidelines from civil or military authority.
Each Party shall provide the other Party with a prompt notice of force majeure. Such a notice shall contain detailed information about the applicable circumstances.
If a Party’s performance is delayed for a period of more than four (4) weeks due to force majeure, the other Party may terminate this Agreement by sending a notification about termination of this Agreement to the other Party’s email. Neither Party shall be liable to the other Party if the Agreement is terminated due to force majeure.
The Agreement may be changed by the Company unilaterally. Notification of the User of the changes made, the text of the changes made to the Agreement is published on the Website of the Company. The changes in conditions of the Agreement shall come into force on the date of publishing the notice on the Website of the Company unless otherwise stated in the appropriate posting. All changes and additions to this Agreement are mandatory for acceptance and satisfaction by the User at his further usage of Twigmo. If the User continues to use Twigmo, he agrees to all the changes made to this Agreement automatically.
9. Termination of Agreement
The Agreement shall become effective on the date when the User starts to use Twigmo and is effective until terminated.
The User may terminate this Agreement at any time by sending a notification to the email address firstname.lastname@example.org fifteen (15) days before the assumed date of termination.
The Company reserves the right to terminate this Agreement at any time and stop providing the Twigmo services temporarily or permanently by sending a notification to the User’s email address given by the User to the Company according to section 2 of this Agreement five (5) days before the assumed date of termination.
The Agreement is terminated immediately in case of a breach of any of the Agreement’s conditions by the User without sending an additional notification by the Company.
In any case of termination of the Agreement, the User must stop using Twigmo and delete the Twigmo add-on.
10. Final provisions
This Agreement complies with the effective law of the Russian Federation and international agreements on copyright and intellectual property. The appropriate law to interpret this Agreement and all relationships coming from the scope of the Agreement is the substantive and the adjective law of the Russian Federation.
If any condition of this Agreement for any reason becomes unenforceable, or is voided or declared invalid by the competent court, then it is regarded as an omission from the text of this Agreement, which, however, shall by no means affect the legitimacy and validity of the other conditions.
Under this Agreement the User shall not become a partner or a representative of the Company. The User and the Company are independent contractors and the User has no right to represent the Company in any cases. The section headings in the text of the Agreement are for convenience only and have no independent legal force, and shall not be interpreted in relation to the conditions of the Agreement.
The section headings in the text of the Agreement are for convenience only and have no independent legal force, and shall not be interpreted in relation to the conditions of the Agreement.
The User acknowledges that he has read this Agreement carefully and understood it completely, and agrees to accept its terms and conditions.
The User acknowledges that the Company may suffer damage if the conditions of this Agreement are not respected, and therefore the User agrees that the Company has the right to use any form of protecting the violated rights and legitimate interests, including the direct appeal to the appropriate court without a necessity to comply with the claim settlement procedure.
Any dispute arising out or in connection with this agreement, including any question regarding its interpretation, validity or termination, shall be referred to and finally resolved by the Ulyanovsk Regional Court of Arbitration (Ulyanovsk, Russian Federation), or the appropriate court of common law on the territory of the Russian Federation (the competent court) at the place of location of the Company.
The Parties acknowledge the legal validity of the documents sent by email. The documents sent by the Company are considered created in the proper written form if they are sent from email@example.com. The documents sent by the User are considered created in the proper written form if they are sent from the email address given by the User to the Company according to section 2 of the Agreement. An email message is considered sent to the proper email address if it is sent to the email addresses mentioned above.