Welcome to Cloudkoonly! Cloudkoonly provides a multidimensional digital marketplace where you can buy, sell, and engage with thousands of incredible products and entrepreneurs. But... here are our super-boring (but according to our lawyer, super-important) terms of use. They'll walk you through how our business operates, what you can expect from us, and what we expect from you. :) Enjoy and thanks for being an awesome cloudkoonly-ling!
Thanks, Cloudkoonly Team
This document and the other documents that we reference below constitute our Terms of Use (the "Terms"). The Terms are a legally binding contract between you and cloudkoonly, Inc. ("Cloudkoonly", "we", or "us").
These Terms set out your rights and responsibilities when you buy, sell, or browse through digital products or services on Cloudkoonly's online digital marketplace, www.cloudkoonly.com, or other services provided by Cloudkoonly (we'll refer to all of these collectively as our "Services"), so please read it carefully.
Also, please note that Section 14 contains an arbitration clause and class action waiver. By agreeing to the Terms, you agree to resolve all disputes with Cloudkoonly through binding individual arbitration, which means that you waive any right to have those disputes decided by a judge or jury, and that you waive your right to participate in class actions, class arbitrations, or representative actions.
By using any of our Services (even if you are just browsing through our site), you're agreeing to the Terms. If you don't agree with the Terms, you may not use our Services.
Here is a roadmap to help you understand the rules that are most relevant to you, depending on how you use the Services:
If you use any of our Services, you are agreeing to these Terms and our Privacy Policy.
If you list a digital product or service (a "Product") for sale through our Services, you also are agreeing to our Partner Terms.
If you purchase or seek to purchase Products on the Cloudkoonly, please pay close attention to Section 5.
If you participate in Cloudkoonly's Affiliate Program, you are also agreeing to our Affiliate Publisher Service Agreement.
If you participate in Cloudkoonly's Refer-a-Friend Program, you are also agreeing to our Refer-a-Friend Program Terms & Conditions.
If you are a third-party seeking to address a potential violation of your intellectual property rights, please pay close attention to Section 8.
Remember, all of these documents are part of our Terms, so please carefully read all those that are relevant to your use of our Services!
To access some of our Services, you may be asked to provide certain registration details or other information. It is a condition of your use of our Services that all the information you provide on is correct, current, and complete. If you're registering as a business entity, you personally guarantee that you have the authority to agree to the Terms on behalf of the business.
If you are provided with an account (user name, password, and\or any other piece of information as part of our security procedures), you must treat such information as confidential, and you must not disclose it to any other person. You agree to notify us immediately of any unauthorized access to or use of your account or any other breach of security. You are at all times solely responsible for any activity on your account.
Accounts are not transferable. Additionally, we have the right to disable your account at any time at our sole discretion, including if, in our opinion, you have violated any provision of these Terms.
Finally, you must be 18 years or older to use our Services. Minors under 18 and at least 13 years of age are only permitted to use our Services through an account owned by a parent or legal guardian with their appropriate permission and under their direct supervision. Children under 13 years are not permitted to use our Services. They will just have to wait!
We grant you a limited, non-exclusive, non-transferable, and revocable license to use our Services—subject to the Terms and the following restrictions in particular:
A. Don't Use Our Services to Violate the Law or Infringe Anyone's IP! You agree that you will not violate any laws in connection with your use of the Services. This includes any local, state, federal, and international laws that may apply to you. For example, Partners must not sell anything that would violate law (including contractual limitations applicable to them) and must obtain any permits or licenses required to meet applicable laws and regulations.
B. Don't Take Anything Related to Our Services! You agree not to scrape, craw, or use any automatic device, process, or means to access the Services for any purpose, including monitoring, reverse-engineering, obtaining source code, copying anything on our website, or sending any advertising or promotional material like junk mail or spam
C. Don't try to Break our Services or Systems! You agree not to attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of our Services, our servers or any database connected or a part of our Services. For example, don't introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
D. Just Don't Harm Us or Our Users! You agree not to engage in any other conduct that restricts or inhibits anyone's use or enjoyment of our Services, or which, as determined by us, may harm Cloudkoonly or expose us to liability.
Cloudkoonly is a marketplace where you can buy great products, and we want you to have a great experience doing so. Understand that Cloudkoonly provides the venue where you can purchase Products developed by our Partners, and we do not endorse or guarantee any of their Products and do not assume any liability for them. Please read on to find out more about purchasing from our Services and what you're agreeing to when you do.
A. Refund Policy. We love to make you happy and will provide you with a full refund of the purchase price of a Product during the refund period for that Product for any reason or no reason at all! Keep in mind that different Product categories have different refund periods. For example, unless otherwise stated, our famous Lifetime Deals (which give you access to the Product for the lifetime of the Product, so not necessarily until you die) have a 60-day refund period that begins the day you purchase the Product. Other Products, however, have a shorter refund period. For example, if you purchase a digital book, you can't return that ever! Be sure to check each Product listing so you know when you are eligible for a refund.
B. Too Many Refunds. Cloudkoonly reserves the right to limit, suspend, or terminate your account if you seek refunds for an obnoxious number of your purchases. And we get to determine in our sole discretion what number is an obnoxious number.
C. Cloudkoonly Credits. Cloudkoonly Credits are a currency that can only be used on Cloudkoonly. Your Cloudkoonly credit balance can be applied toward the purchase of any of our deal purchases; however, Cloudkoonly occasionally offers physical products like conference tickets, books, or other items that can only be purchased with cash or cash-like equivalents, so credits (and discounts) cannot be applied. Also, Cloudkoonly Credits may not be returned or redeemed for cash.
D. No Reselling. You cannot resell any Products purchased using our Services or use them to trade or barter with others. If you do, we may cancel your purchase and deactivate access to the Product in question. We also will not provide you a refund, plus you agree to pay us the amount of money you made by violating this provision. Just don't do it!
E. Support & Product Changes. Partners whose Products you purchase are responsible for providing you with customer and product support. From time to time, and at our discretion, we may assist in the resolution of issues among customers and our Partners and may do so on a case-by-case basis.
A very important aspect of our Services is building a community where entrepreneurs (and others) can interact by posting content. But there are rules, of course.
When you use our Services, you may post content such as text, pictures, listing descriptions, reviews, comments, audio, videos, user names, and other materials ("Your Content"). You understand that you are solely responsible for Your Content. You also represent that you have all necessary rights to Your Content and that you are not infringing or violating any third party's rights by posting it. If Your Content is alleged to infringe another person's intellectual property ("IP") or we suspect that it may, we will take appropriate action, such as disabling access to it, or terminating your account. We'll notify you if any of that happens.
Also, hopefully this goes without saying, but you agree that you will not post any content that is abusive, threatening, defamatory, obscene, vulgar, or otherwise offensive or in violation of any part of our Terms or policies. You also agree not to post any content that is false and misleading or uses the Services in a manner that is fraudulent or deceptive. If we determine in our sole discretion that Your Content violates this paragraph, we will take appropriate action, such as disabling access to it or terminating your account
By posting Your Content through our Services, you grant us a license to use it. We don't claim any ownership to Your Content, but we have your permission to use it to help Cloudkoonly function and grow. For example, you acknowledge and agree that Cloudkoonly may use Your Content to promote your products and our Services on our site and elsewhere, from time to time. And now the legal version:
By posting Your Content, you grant Cloudkoonly a non-exclusive, worldwide, royalty-free, irrevocable, sub-licensable, perpetual license to use, display, edit, modify, reproduce, distribute, store, and prepare derivative works of Your Content. This allows us to provide the Services and to promote Cloudkoonly, your products, or the Services in general, in any formats and through any channels, including any of our Services, our partners, or third-party website or advertising medium. You agree not to assert any moral rights or rights of publicity against us for using Your Content. You also recognize our legitimate interest in using it, in accordance with the scope of this license, to the extent Your Content contains any personal information.
What's yours is yours, and what's ours is ours. Basically, any content related to our Services, other than Your Content, is owned by Cloudkoonly, its licensors, or other providers ("Our Content"). Our Content includes the entire content of our website, its features, and functionality, including but not limited to all information, software, text, displays, images, video, and audio, and the designs, selections, and arrangements. Our Content is protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. You agree not to use Our Content in any way unless we consent in writing to your doing so.
Cloudkoonly's Role
Cloudkoonly is a marketplace composed of individual third-party sellers (our Partners) who develop and sell digital products to customers. Partners create their products, content, and policies and are responsible for all of their compliance with the law. We provide a great marketplace, but Cloudkoonly does not create the products or Your Content or ensure that they comply with the law. Your Content that is uploaded on Cloudkoonly's marketplace is not generated by employees, agents, or representatives of Cloudkoonly. You are responsible for ensuring that you have all necessary rights and are not infringing or violating any third party's rights by posting it.
We reserve the right to disable any listings, comments, or any content that we believe violates these Terms. We also reserve the right to take action against abusers of our Terms of Use, including providing assistance to third parties that we reasonably believe are the owners of any intellectual property on our marketplace.
Notices of Intellectual Property Infringement
Cloudkoonly's goal is to respond quickly when we receive proper notice of intellectual property infringement by removing or disabling access to the allegedly infringing material. When we do so in response to a proper notice, we attempt to contact the affected user of our Services to provide information about the notice and our response, and, in cases of alleged copyright infringement, provide information about how to submit a counter notice. Additionally, Cloudkoonly may provide a copy of the infringement notice, including the name and email address of the reporting party, to the affected user of our Services.
If you believe any materials accessible on or from our Services infringe your copyright, you may request removal of those materials (or access to them) from the Services by submitting written notification to our copyright agent designated below. In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) ("DMCA"), the written notice (the "DMCA Notice") must include substantially all the following: (i) your physical or electronic signature; (ii) identification of the copyrighted work you believe to have been infringed; (iii) identification of the material you believe to be infringing in a sufficiently precise manner to allow us to locate that material; (iv) a statement that you have a good faith belief that use of the copyrighted material is not authorized by the copyright owner, its agent, or the law; (v) a statement that the information in the written notice is accurate; (vi) a statement, under penalty of perjury, that you are authorized to act on behalf of the copyright owner; and (vii) adequate information through which we can contact you.
If you fail to comply with all of the requirements of Section 512I(3) of the DMCA, your DMCA Notice may not be effective.
Counter Notification
If you believe that material you posted on the Website was removed or access to it was disabled by mistake or misidentification, you may file a counter notification with us (a "Counter Notice") by submitting written notification to our copyright agent designated above. Pursuant to the DMCA, the Counter Notice must include substantially the following: (i) your physical or electronic signature; (ii) an identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access disabled; (iii) adequate information through which we can contact you; (iv) a statement under penalty of perjury by you that you have a good faith belief that the material identified above was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; and (v) a statement that you will consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located (or if you reside outside the United States for any judicial district in which the Cloudkoonly website may be found) and that you will accept service from the person (or an agent of that person) who provided Cloudkoonly with the complaint at issue.
Please be aware that if you knowingly materially misrepresent that material or activity on the Services was removed or disabled by mistake or misidentification, you may be held liable for damages (including, without limitation, costs and attorneys' fees) under Section 512(f) of the DMCA.
Privacy is important, and our Privacy Policy specifies how your information may be used when you use our Services. Do keep in mind that both Cloudkoonly and our Partners (those selling products on the marketplace) need to process your information so you get an excellent experience on the marketplace and receive products you may buy. In the parlance of data privacy laws, Cloudkoonly and our Partners may each be considered an independent data controller. This means, for example, that if a Partner accidentally exposes your name and email address when you use its service, the Partner is responsible for that.
If you got to go, you got to go. In general, you may terminate your account with Cloudkoonly at any time by using your account settings. That said, please do review Section 2 because additional terms regarding termination may apply to you.
Unfortunately, in some situations, we may need to escort you out. We may terminate or suspend your account and your access to the Services if we believe for any reason that you, your Content, or your use of the Services violate our Terms. In most, but not all, situations, we will notify you that your account has been terminated or suspended.
If you or Cloudkoonly terminates or suspends your account or your access to the Services, you may lose access to your account information and Your Content. We will not be liable to you for the effect that any changes to the Services may have on you, including your income or your ability to generate revenue through the Services.
These Terms will remain in effect even after your access to the Services is terminated or your use of the Services ends.
You agree and understand that that we may do the following:
Take any action with respect to any of Your Content that we deem appropriate in our sole discretion, including if we believe that Your Content violates the Terms, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Website or the public, or could create liability for Cloudkoonly.
Disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy.
Take legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Services or violation of these terms.
Cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose your identity or other information about you. YOU WAIVE AND HOLD HARMLESS KOONLY, ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATI
Purchases. You understand that Cloudkoonly does not develop any of the products sold through our Services. We just provide the marketplace. The products in our marketplace are developed, offered, and supported by independent sellers (our Partners), so Cloudkoonly cannot and does not make any warranties about their quality, safety, or even their legality. Any legal claim related to an item you purchase must be brought directly against the seller of the item. You release Cloudkoonly from any claims related to items sold through our Services, including for defective items, misrepresentations by sellers, or items that cause damages to you or others.
Content. On our Services you may come across materials that you find inappropriate. We make no representations concerning any content posted by us or users through the Services. Cloudkoonly is not responsible for the accuracy, copyright compliance, legality, or decency of content posted by users that you accessed through the Services. You release us from all liability relating to such content.
Third-Party Services. Our Services may contain links to third-party websites or services that we don't own or control (for example, links to our Partner's sites, Facebook, Twitter, and Pinterest). You may also need to use a third party's product or service in order to use some of our Services, such as a compatible computer or mobile device. When you access these third-party services, you do so at your own risk. The third parties may require you to accept their own terms of use. Cloudkoonly is not a party to those agreements.
WARRANTIES. KOONLY IS DEDICATED TO PROVIDING THE SERVICES, BUT SOMETIMES THINGS CAN GO WRONG. YOU UNDERSTAND THAT OUR SERVICES ARE PROVIDED "AS IS" AND WITHOUT ANY KIND OF WARRANTY (EXPRESS OR IMPLIED). WE ARE EXPRESSLY DISCLAIMING ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE, AS WELL AS ANY WARRANTIES IMPLIED BY A COURSE OF PERFORMANCE, COURSE OF DEALING, OR USAGE OF TRADE.
WE DO NOT GUARANTEE THAT: (I) THE SERVICES WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (II) ANY DEFECTS OR ERRORS WILL BE CORRECTED; (III) THE SERVICES WILL BE FREE OF VIRUSES OR OTHER HARMFUL MATERIALS; OR (IV) THE RESULTS OF USING THE SERVICES WILL MEET YOUR EXPECTATIONS. YOU USE THE SERVICES SOLELY AT YOUR OWN RISK. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
LIABILITY LIMITS. TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER KOONLY, NOR OUR EMPLOYEES, DIRECTORS, OR AFFILIATES SHALL BE LIABLE TO YOU FOR ANY LOST PROFITS OR REVENUES, OR FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE SERVICES OR THESE TERMS. IN NO EVENT SHALL OUR AGGREGATE LIABILITY FOR ANY DAMAGES EXCEED THE GREATER OF ONE HUNDRED ($100) US DOLLARS (USD) OR THE AMOUNT YOU PAID US OR WE PAID YOU IN THE PAST TWELVE MONTHS. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
You shall indemnify, hold harmless, and defend Cloudkoonly and its officers, directors, employees, agents, affiliates, successors, and permitted assigns (collectively, "Indemnified Parties") against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including attorneys' fees, that are incurred by Indemnified Parties, arising out of or related to any third-party claim alleging or relating to (i) your violation of the these Terms (including the Other Documents listed in Section 2 that are applicable to you); (ii) your use of the Services; (iii) information provided by you to Cloudkoonly; (iv) any violation of any rights of another or harm you may have caused (including those with respect to a third-party's IP rights); and (v) your violation of applicable law or regulations.
We reserve the right to handle our legal defense however we see it, even if you are indemnifying us, in which case you agree to cooperate with us so we can have our legal strategy executed.
Hopefully we can resolve our issues on our own, but if we can't, you agree that the following rules shall govern any legal disputes involving our Services:
The Terms are governed by the laws of the State of Texas, without regard to its conflict of laws rules, and the laws of the United States of America.
Any dispute under these Terms will be resolved through binding arbitration, not through the court system. All arbitration will be conducted in Austin, Texas unless both parties agree otherwise in writing in a specific case. All arbitration will be conducted before a single arbitrator in following the rules of the American Arbitration Association.
Within thirty (30) days of a final award by the single arbitrator, either party may appeal the award for reconsideration by a three-arbitrator panel. The panel will reconsider all aspects of the initial award that are appealed, including related findings of fact, and any cross-appeals. Any award by the individual arbitrator that is not subject to appeal, and any panel award on appeal, shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.
No party may join, consolidate, or otherwise bring claims for or on behalf of two or more individuals or unrelated corporate entities in the same arbitration unless those persons are parties to a single transaction. an award in arbitration shall determine the rights and obligations of the named parties only, and only with respect to the claims in arbitration, and shall not (i) determine the rights, obligations, or interests of anyone other than a named party, or resolve any claim of anyone other than a named party, or (ii) make an award for the benefit of, or against, anyone other than a named party. No administrator or arbitrator shall have the power or authority to waive, modify, or fail to enforce this paragraph, and any attempt to do so, whether by rule, policy, and arbitration decision or otherwise, shall be invalid and unenforceable. Any challenge to the validity of this Section shall be determined exclusively by a court in the State of Texas and not by the administrator or any arbitrator. If this Section shall be deemed unenforceable, then any proceeding in the nature of a class action shall be handled in a court in Austin, Texas, not in arbitration.
Except as required by law, neither a party nor the arbitrator may disclose the existence, content or results of any arbitration without the prior written consent of the other parties.
Note that, if we make any changes to this "Disputes" section after the date you last accepted the Terms, those changes will not apply to any claims filed in a legal proceeding against Cloudkoonly prior to the date the changes became effective. Cloudkoonly will notify you of substantive changes to this Section at least 30 days prior to the date the change will become effective. If you do not agree to the modified terms, you may send us a written notification or close your account within those 30 days. By rejecting a modified term or permanently closing your account, you agree to arbitrate any disputes between you and Cloudkoonly in accordance with the provisions of this Section as of the date you last accepted the Terms, including any changes made prior to your rejection. If you reopen your closed account or create a new account, you agree to be bound by the current version of the Terms.
We may update these Terms from time to time. If we believe that the changes are material, we'll definitely let you know by posting the changes through the Services and/or sending you an email or message about the changes. That way you can decide whether you want to continue using the Services. Changes will be effective upon the posting of the changes unless otherwise specified. You are responsible for reviewing and becoming familiar with any changes. Your use of the Services following the changes constitutes your acceptance of the updated Terms.
The Terms, including all of the policies that make up the Terms, supersede any other agreement between us regarding the Services. 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. 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. We may assign any of our rights and obligations under the Terms, but you may not.
If you have any questions about these Terms, please email us at [email protected].
