1. Definitions and Interpretation
“Content” means all visual, written or audible data, information or material including any hyperlink, text, image, logo, word, sound avatar, document, spreadsheet, text message, form entry, web page, and any other file or data or any similar material, including each of the foregoing that is uploaded to, transferred through, publicly posted, processed or entered into the Services by You;
“Data” means information and data about users or usage of the HandyElephant.com service;
“Intellectual Property Rights” means any copyright, database right, design right, trade mark, service mark, patent, rights in invention, domain name, confidential information, know-how, business name, trade name, get-up, trade dress, right to sue for passing off or for unfair competition, and any other intellectual property rights whether applied for, registered or unregistered and all extensions, renewals and revivals thereof and existing anywhere in the world;
“Website” means Websites at http://www.HandyElephant.com and any other associated HandyElephant.com domains; and
“Account” means a single service with a defined set of subscription terms and limited group of Users who are authorized to access the service.
1.2.1 Any reference to a “person” includes any individual, company, corporation, firm partnership, joint venture, association, organization or trust (in each case, whether or not having separate legal personality) and references to any of the same shall include a reference to the others;
1.2.2 References to any legislation, statute or statutory provisions includes a reference to those provisions as amended or re enacted or as their application is modified by other provisions from time to time and any reference to a statutory provision shall include any subordinate legislation made from time to time under that provision;
1.2.3 Any phrase introduced by the words “including”, “include”, “in particular”, “for example” or any similar expression shall be construed as illustrative only and shall not be construed as limiting the generality of any preceding words; and
1.2.4 References to the singular include the plural and in each case vice versa.
2. Acceptance of Terms
3. Provision of Services and Website
3.4 The Website and Services provided by Us to You, any copies thereof made by You are and shall remain Our exclusive property.
a) Distribute, sell, supply, modify, adapt, amend, incorporate, merge, or otherwise alter the Service) Attempt to decompile, reverse engineer or otherwise disassemble any part of the Service or the Website;
b) Attempt to copy any software provided to You as part of the Service or the Website and in particular its source code, or attempt to decrypt any part of such software that is provided to You in an encrypted form;
c) Create any derivative version of any software provided by Us to You including any translation or localization of such software, or break down any software into its component parts;
d) Redistribute, encumber, sell, rent, lease or otherwise use the Service in a timeshare or service bureau relationship;
e) Use any information in Services or the Website for the sending of spam, bulk email messages, bulk instant messages, MP3 files, music files, video files or executable program files, any unreasonably large files, or any other file that has a disproportionate number of hits for the number of pages or network transfers;
f) Use any part of the Services to upload post, email or transmit viruses, trojan horses, worms, time bombs, cancelbots, corrupted files, or any other software, files or programs that may interrupt, damage, destroy or limit the functionality of any computer software or hardware or network equipment;
g) Use any part of the Services to create a false identity, to impersonate any person or organization, or attempt to disguise the origin of any Content; or
h) Use the Services, Website or any part thereof to infringe any Intellectual Property Rights of any third party.
3.6 You may not register, operate or otherwise control more than one HandyElephant user account.
4. Services and Access to Services
4.1 We reserve the right to effect modifications to the design, operational method, technical specifications, systems, and other functions of the Services, at any time without prior notice.
4.2 The Services are normally available over the Internet on a 24×7 basis. We shall be entitled to take measures that affect the aforementioned accessibility where We deem such measures to be necessary for technical, maintenance, operational, or security reasons. You acknowledge that Your access to the Internet cannot be guaranteed and that We shall not be liable for deficiencies in Your own Internet connections or equipment.
4.4 The Services may contain links to third party websites or software that are not owned or controlled by Us. We will not and cannot censor or edit or control the content of any third-party site. We are not liable for any losses incurred by You during the use of any third party websites or software.
5. Your Obligations
5.1 You shall comply with the security and administrative regulations as notified by Us in conjunction with registration, by email or in any other manner from time to time.
5.2 You undertake, in conjunction with registration, to provide correct information regarding Your identity and a correct and legitimate email address.
5.3 You shall be responsible for the activities conducted through Your use of the Services and shall ensure compliance with national laws in conjunction therewith. All Content uploaded to, transferred through, publicly posted, processed or entered into the Services by You shall be Your sole responsibility.
5.4 You are responsible for monitoring Your Account and shall be liable to Us for ensuring that Content transferred to or handled within the Services which is processed by You and/or individuals invited by You to do so does not: (i) infringe any third party rights; (ii) violate any applicable law or regulation; (iii) harm the reputation of a third party; (iv) constitute a dissemination of a business secret or confidential information; (v) incite a third party to commit or participate in a crime; (vi) constitute a threat, abuse or harassment, and that You possess such necessary licenses from third parties as may be required in order to process the Content and use the Services. You hereby INDEMNIFY Us and keep Us INDEMNIFIED against any and all claims, damages, loss, expenses, costs and disbursements suffered by Us as a result of a breach by You (or one of Your personnel) of this clause 5.
5.5 You are not permitted use the Services in order to gain material in violation of law, regulation or material which in any manner contravenes generally accepted practices.
5.6 You shall not attempt to obtain or compile Data about other user’s usage of the Services, invade the privacy of others, misuse the personal data of others, or otherwise incite a person, persons or body corporate to carry out such acts and You shall not make available libelous, defamatory, abusive, derogatory, inflammatory or obscene Content.
5.8 You agree not to use or launch any automated system, including “robots”, “spiders” or “offline readers” that access the Services in a manner that sends more request messages to Our servers in a given period of time than a single human can reasonably produce in the same period by using a conventional online web browser. You agree not to collect or harvest any personally identifiable information, including names, from the Services and not to use the Services to contact users other than those in your Account and who are personally known to you.
5.9 In relation to individual users, You agree that in using the Services You will provide a specific named email address for your account that is Your personal, business or company address and is not an email address shared or associated with multiple users or group of people. You agree that only You will access Your account using this email address and that You shall not provide your personal login details to any other person. You agree to only register one email address on the Website and not to have multiple email addresses or accounts registered at any one time.
6. Notification of Unauthorized Acts
6.2 In the event that You notify Us in accordance with clause 6.1 above, You shall co-operate fully with Us by providing Us with all information that is reasonably requested by Us from You.
7. Proprietary Rights in Content
7.1 Under no circumstances shall You or a third party acquire any Intellectual Property Rights to the Services.
8. Warranties and Disclaimers
8.1 We warrant that We shall use reasonable endeavors to ensure that the Services We provide accord with the description of such Services set out on the Website.
8.2 Subject to clause 8.1, the Services, Data and the Website are provided to You “as is” and “as available” and could contain defects, faults, mistakes and other deficiencies. We do not guarantee or warrant that the Service and/or the Website will be uninterrupted, error-free or will operate at any particular speed or frequency.
8.4 We neither endorse nor are We responsible for the accuracy, reliability or veracity of any opinion, advice, or statement provided by another user and We are further not responsible and nor shall You deem Us to be responsible for any defamatory, obscene, abusive, racist, sexist, or other derogatory Content even where such Content is in breach of any rule imposed by Us. We shall not be liable for any loss suffered by You in reliance on any statement, opinion or advice received from the Service and it is entirely incumbent on You to verify the accuracy of such opinion, advice or statement offered or other Content through the Service prior to Your reliance upon it. Wherever possible You ought to obtain the advice of a recognized professional in the relevant field in which the opinion, advice or statement is offered.
9. Limitation of Liability and Risk
12. Entire Agreement
13. Force Majeure
13.2 Any costs arising from such delay shall be borne by the party incurring the same.
17. Third Parties
18. Proper Law and Jurisdiction