Introtainer Limited. Terms of Service
Last Updated April 14, 2015
Welcome, and thank you for your interest in PlanDo (“PlanDo”, “company”,
Introtainer Limited”, “we”, “us” or “our”) and our mobile applications, website located at PlanDo.so (the “Site”), and other services provided by us (collectively, together with the Site and our mobile applications, our “Services”), including any materials uploaded or otherwise available on the Services (collectively, the “Content”). These Terms of Service are a legally binding contract between you and PlanDo governing you access to and use of the Services.
These Terms of Service provide that all disputes between you and PlanDo will be resolved by BINDING ARBITRATION. YOUAGREE TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this contract (except for matters that may be taken to small claims court). Your rights will be as determined by a NEUTRAL ARBITRATOR and NOT a judge or jury and your claims cannot be brought as a class action. Please review the arbitration agreement below for the details regarding your agreement to arbitrate any disputes with PlanDo.
PlanDo provides a service where users may upload and post images, ask questions, answer questions and interact with the Content. PlanDo integrates with Twitter, Facebook and other services to route questions and answers among your connections in social media networks.
You must be at least thirteen years of age to use the Services. By agreeing to these Terms, you represent and warrant to us that: (i) you are at least thirteen years of age; (ii) you have not previously been suspended or removed from the Services; (iii) no applicable law prohibits you from receiving the Services; (iv) you have the authority to form a binding contract with PlanDo; and (v) your registration and your use of the Services is in compliance with any and all applicable laws and regulations.
If you are using the Services on behalf of another legal entity, you represent and warrant that you have the authority to bind such entity to these Terms and you agree to be bound by these Terms on behalf of such entity.
- Discontinuation and Modifications of the Services
PlanDo may temporarily or permanently change or stop providing the Services or any part or parts of the Services to you, other users, or both. We reserve the right to modify or discontinue the Services at any time. We will have no liability whatsoever on account of any change to the Services or any suspension or termination of your access to or use of the Services.
Your use of the Services is subject to any and all additional terms, policies, rules, or guidelines applicable to the Services or certain features of the Services that we may post on or link to on the Services (the “Additional Terms”), such as end-user license agreements for any downloadable applications that we may offer or rules applicable to particular features, information, or Content on the Services, subject to Section 15. All such Additional Terms are hereby incorporated by reference into, and made a part of, these Terms.
- User Content
- Your Content Generally. Certain features of the Services may permit users to post Content, including photos, images, data, text, and other types of works and to publish such Content on the Services. You retain your copyright and any other proprietary rights you may have in any Content you submit, post, publish, or display on or through the Services.
- Limited Grant to PlanDo. If you submit, post, publish or display Content on or through the Services, you grant a worldwide, non-exclusive, royalty-free, transferable, sublicensable right and license to PlanDo to host, store, transfer, display, perform, reproduce, modify, publish, create derivative works of, and distribute such Content in any and all formats and channels we choose in our discretion at any time. Any such use of your User Content by PlanDo may be without compensation paid to you.
- Limited License Grant to Other Users. By posting and sharing your Content with another user of the Services, you hereby grant that user a non-exclusive license to access and use such Content as permitted by these Terms and the functionality of the Services.
- Representations and Warranties about Your Content. By posting and publishing your Content, you affirm, represent, and warrant that:
- you are the creator and owner of, or have the necessary licenses, rights, consents, and permissions to use and authorize PlanDo and users of the Services to use and distribute Content you submit, post, publish, or display on or through the Services as necessary to exercise the licenses granted by you in this Section 5 and in the manner contemplated by PlanDo and these Terms; and
- Content you submit, post, publish, or display on or through the Services, and the use thereof as contemplated herein, does not and will not: (i) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; or (ii) slander, defame, libel, or invade the right of privacy, publicity, or other property rights of any other person.
- Content Disclaimer. You are solely responsible and liable for your use of Content. We are under no obligation to edit, monitor, or control Content that you or others submit, post, publish, or display on or through the Services, and we will not be in any way responsible or liable for such Content. We make no representations and disclaim any obligations with respect to the completeness, truthfulness, accuracy, or reliability of any Content. We do not endorse any Content, including, for instance, opinions you or other users upload to the Services. You may see or hear Content that you may find offensive, harmful, inaccurate, deceptive, or otherwise inappropriate through your use of the Services. PlanDo will not be liable under any circumstances for any claims, losses or damages relating to any Content. For instance, PlanDo will not be liable for any claims, losses, or damages arising from errors or omissions in Content or damage resulting from use of Content. If you use or rely on any Content, you do so at your own risk. PlanDo may, however, at any time and without prior notice, screen, remove, edit, or block any Content that in our sole judgment violates these Terms or is otherwise objectionable. There is no tolerance for objectionable content. You agree to waive, and hereby do waive, any legal or equitable remedies you have or may have against PlanDo with respect to Content. If notified by a user or content owner that Content allegedly does not conform to these Terms, we may investigate the allegation and determine in our sole discretion whether to remove the Content, which we reserve the right to do at any time and without notice. For clarity, PlanDo does not permit copyright-infringing activities on the Services.
- License from PlanDo
Conditioned upon your acceptance of and compliance with these Terms, PlanDo grants you a worldwide, royalty-free, non-assignable, non-exclusive license to access and use the Services.
- PlanDo Ownership and Proprietary Rights
The Services are owned and operated by PlanDo. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Services (the “Materials”) provided by PlanDo are protected by all relevant intellectual property and proprietary rights and applicable laws. All Materials contained in the Services are the property of PlanDo or our third-party licensors. Except as expressly authorized by PlanDo, you may not make use of the Materials. PlanDo reserves all rights to the Materials not granted expressly in these Terms. These Terms do not include a grant of trademark or other intellectual property rights and you may not use the PlanDo name, trademarks, or any other brand features without express, written permission.
We welcome any feedback you may have about PlanDo. You are under no obligation to provide feedback and you do so on a purely voluntary basis. If you submit any suggestions, comments, or other feedback, you acknowledge that such feedback is Content you submit, post, publish or display on or through the Services, subject to the license grant and disclaimers of Section 5. We may use your feedback as we wish without penalty or payment to you.
- Restrictions on Content and Use of the Services
By accessing or using the Services you agree not to:
(i) reverse engineer or otherwise attempting to discover the source code of the Services or any part thereof except to the extent that such activity is expressly permitted by applicable law
(ii) interfere with security-related features of the Services, including without limitation by (i) breaching, disabling or circumventing security and authentication measures that prevent or limit use or copying of any Content, (ii) accessing, tampering with, or using non-public areas of the Services or PlanDo’s computer systems or networks, or (iii) probing, scanning, or testing the vulnerability of any system or network;
(iii) perform any fraudulent activity including (i) impersonating any person or entity, (ii) forging any headers or any header information, (iii) claiming false affiliations, (iv) accessing the Services accounts of others without permission, (v) falsifying your age or date of birth, or (vi) sending any deceptive information;
(iv) interfere with, or disrupt, the operation of the Services or the enjoyment of any user by, without limitation, (i) uploading or otherwise disseminating a virus, adware, spyware, worms, or other malicious code (ii) sending excessive or unsolicited messages, email, or other communications to, on, or through the Services, (iii) interfering with or creating an undue burden on the Services or designing any Content to do the same, (iv) making unsolicited offers or advertisements to other users of the Services, (v) collecting personal information about users or third parties without their consent, (vi) interfering with or disrupting any networks, equipment, or servers connected to or used to provide the Services, or (vii) violating the regulations, policies, or procedures of such networks, equipment, or servers;
(v) violate, or encourage others to violate, the rights of third parties, including by infringing or misappropriating third party intellectual property rights;
(vi) post, upload, or distribute any Content that is unlawful, defamatory, libelous, inaccurate, or that a reasonable person could deem to be objectionable, profane, indecent, pornographic, harassing, threatening, embarrassing, hateful, or otherwise inappropriate;
(vii) sell or otherwise transfer the access granted herein or any Materials (as defined in Section 7) or any right or ability to view, access, or use any Materials;
(vii) use the Services for any illegal purpose, or in violation of any local, state, national, or international law; or
(viii) attempt to do any of the foregoing in this Section 9, or assist or permit any persons in engaging in any of the activities described in this Section 9.
- PlanDo Disclosure
We reserve the right to use and disclose any information which we believe, in our discretion, is necessary for any of the following purposes:
(i) to comply with applicable law, regulation, legal process or government order;
(ii) to enforce or investigate potential violations of these Terms;
(iii) to protect PlanDo and its users against fraud, technical or security concerns, or threats to property interests; or
(iv) to communicate with you and other users.
If you believe that any Content or other materials hosted by or distributed through the Services infringe intellectual property rights, please provide us with the following information:
(i) a physical or electronic signature of the owner of the copyright or a person authorized to act on their behalf;
(ii) identification of the copyrighted work that you claim has been infringed;
(iii) identification of the material that you claim to be infringing and where it is located on the Services;
(iv) your name, address, telephone number, and email address;
(v) a statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
(vi) a statement by you that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on the copyright owner’s behalf.
We may remove Content from the Services at any time for any or for no reason, including if Content may infringe on third party rights. PlanDo may designate users as “repeat infringers” in its sole discretion and terminate their accounts without notice.
In order to terminate these Terms, delete the mobile application and stop using the Services.
If you violate any provision of these Terms, your license to use the Services will terminate automatically. We may suspend or terminate your Services accounts at any time with or without notice. We also reserve the right to discontinue the Services at any time (including, without limitation, by limiting or discontinuing certain features of the Services) without notice to you. We will have no liability whatsoever on account of any suspension or termination of your access to or use of the Services.
Upon termination of these Terms, any provision that by its nature or express terms should survive will survive such termination or expiration, including, but not limited to, Sections: 5, 7, 8, 9, 13, 14, 16, and 17.
- Disclaimers and Limitations of Liability
- The Services are Available “AS-IS”
You understand and agree that the Services and all materials and Content available on or through the Services are provided to you on an “AS IS” and “AS AVAILABLE” basis and your access to and use of the Services and Content is at your own risk. To the maximum extent permitted under applicable law, PlanDo and its officers, directors, employees, consultants, affiliates, subsidiaries and agents (the “PlanDo Entities”) DISCLAIMALLWARRANTIESAND CONDITIONS, WHETHER EXPRESSOR IMPLIED, OF MERCHANTABILITY, FITNESS FOR APARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ORNON-INFRINGEMENT, OR ARISING OUT OF COURSE OFDEALING, USAGE, OR TRADE. THE PlanDo ENTITIES DO NOTWARRANT THAT THE SERVICES OR ANY PART THEREOF, OR ANY MATERIALS OR CONTENT OFFERED THROUGHTHE SERVICES, WILL BE UNINTERRUPTED, SECURE,COMPLETE, ACCURATE, AVAILABLE, TIMELY, RELIABLE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFULCOMPONENTS, AND DO NOT WARRANT THAT ANY OF THEFOREGOING WILL BE CORRECTED.
NO ADVICE OR INFORMATION, WHETHER ORAL ORWRITTEN, OBTAINED BY YOU FROM THE SERVICES ORANY MATERIALS OR CONTENT AVAILABLE ON ORTHROUGH THE SERVICES WILL CREATE ANY WARRANTYREGARDING ANY OF THE PlanDo ENTITIES OR THESERVICEs THAT IS NOT EXPRESSLY STATED IN THESETERMS. YOU ASSUME ALL RISK FOR ALL DAMAGES THATMAY RESULT FROM YOUR USE OF OR ACCESS TO THESERVICEs, YOUR DEALINGS WITH OTHER USERS, ANDANY MATERIALS OR CONTENT AVAILABLE THROUGH THESERVICES. YOU UNDERSTAND AND AGREE THAT YOUUSE THE SERVICES AND USE, ACCESS, DOWNLOAD, OROTHERWISE OBTAIN MATERIALS OR CONTENT THROUGHTHE SERVICES AND ANY ASSOCIATED SITES ORSERVICES AT YOUR OWN DISCRETION AND RISK, ANDYOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGETO YOUR PROPERTY (INCLUDING YOUR COMPUTERSYSTEM USED IN CONNECTION WITH THE SERVICES) ORLOSS OF DATA THAT RESULTS FROM THE USE OF THESERVICE OR THE DOWNLOAD OR USE OF SUCHMATERIALS OR CONTENT.
- Third Party Services and Links
The Services may contain links to third-party websites or resources which are not under our control and you acknowledge and agree that the PlanDo Entities do not endorse and are not responsible or liable for their content.
PlanDo may provide tools through the Services that enable you to export information, including User Content, to third party services, including through features that allow you to link your account on PlanDo with an account on the third party service, such as Twitter or Facebook, or through our implementation of third party buttons (such as “like” or “share” buttons). By using these tools, you agree that we may transfer such information to the applicable third-party service. Such third party services are not under our control, and we are not responsible for their use of your exported information.
- Limitation of Liability
IN NO EVENT WILL THE PLANDO ENTITIES BE LIABLE TOYOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL,CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING,FOR EXAMPLE, FOR ANY LOSS OF PROFITS ORREVENUES, DATA, USE, GOOD-WILL, OR OTHERINTANGIBLE LOSSES), WHETHER BASED ON WARRANTY,CONTRACT, TORT (INCLUDING NEGLIGENCE) STATUTE, OR OTHER LEGAL THEORY (WHETHER OR NOT THE PLANDOENTITIES HAVE BEEN INFORMED OF THE POSSIBILITY OFSUCH DAMAGES), ARISING OUT OF OR RELATING TO (i)YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESSOR USE THE SERVICES OR ANY CONTENT ON THESERVICES; (ii) ANY CONTENT POSTED BY A THIRD PARTYOR OTHERWISE AVAILABLE ON THE SERVICE; AND (iii)CONDUCT OF THIRD PARTY USERS OF THE SERVICE.
YOU AGREE THAT THE AGGREGATE LIABILITY OF THEPLANDO ENTITIES TO YOU FOR ANY AND ALL CLAIMSARISING OUT OF (i) THROUGH (iii) IN THE PRECEDINGPARAGRAPH OR OTHERWISE UNDER THESE TERMS,WHETHER IN CONTRACT, TORT, OR OTHERWISE, WILLNOT EXCEED THE GREATER OF (i) THE AMOUNTS THATYOU HAVE PAID TO PLANDO FOR ACCESS TO AND USE OFTHE SERVICE IN THE 12 MONTHS PRIOR TO THE CLAIMOR (ii) ONE HUNDRED U.S. DOLLARS.
THE ABOVE LIMITATION APPLIES EVEN IF A REMEDY SETFORTH IN THESE TERMS HAS FAILED OF ITS ESSENTIALPURPOSE. SOME JURISDICTIONS DO NOT ALLOW THEEXCLUSION OR LIMITATION OF LIABILITY FORCONSEQUENTIAL OR INCIDENTAL DAMAGES.ACCORDINGLY, THE ABOVE LIMITATION MAY NOT APPLYTO YOU.
EACH PROVISION OF THESE TERMS THAT PROVIDES FORA LIMITATION OF LIABILITY, DISCLAIMER OFWARRANTIES, OR EXCLUSION OF DAMAGES IS TOALLOCATE THE RISKS UNDER THESE TERMS BETWEENTHE PARTIES. THIS ALLOCATION IS AN ESSENTIALELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THEPARTIES. EACH OF THESE PROVISIONS IS SEVERABLEAND INDEPENDENT OF ALL OTHER PROVISIONS OFTHESE TERMS.
You agree that you will be responsible for your use of the Services, and you agree to defend, indemnify, and hold harmless PlanDo and its officers, directors, employees, consultants, affiliates, subsidiaries and agents from and against any and all claims, liabilities, damages, losses, and expenses, including reasonable attorneys’ fees and costs, arising out of or in any way connected with (i) your access to, use of, or alleged use of the Services; (ii) your violation of these Terms or any representation, warranty, or agreements referenced herein, or any applicable law or regulation; (iii) your violation of any third-party right, including without limitation any intellectual property right, publicity, confidentiality, property or privacy right; or (iv) any disputes or issues between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (and without limiting your indemnification obligations with respect to such matter), and in such case, you agree to cooperate with our defense of such claim.
- Modifications of these Terms
We reserve the right, at our discretion, to change these Terms on a going-forward basis at any time. Please check these Terms periodically for changes. In the event that a change to these Terms materially modifies your rights or obligations, you will be required to accept such modified terms in order to continue to use the Services. Material modifications are effective upon your acceptance of such the modified Terms. Immaterial modifications are effective upon publication. For the avoidance of doubt, disputes arising under these Terms will be resolved in accordance with these Terms in effect that the time the dispute arose.
- Dispute Resolution and Arbitration
- Generally. In the interest of resolving disputes between you and PlanDo in the most expedient and cost effective manner, you and PlanDo agree that any and all disputes arising in connection with these Terms shall be resolved by binding arbitration. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. Our agreement to arbitrate disputes includes, but is not limited to all claims arising out of or relating to any aspect of these Terms, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory, and regardless of whether the claims arise during or after the termination of these Terms. YOUUNDERSTANDANDAGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND PLANDO ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
If a court or other administrative body rules that any provision of these Terms is invalid or unenforceable, then that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions of these Terms will remain in full force and effect.
- Governing Law
These Terms will be governed by the laws of Hong Kong without regard to its conflict of law provisions.
To the extent that any lawsuit or court proceeding is permitted under these Terms, you agree to submit to the exclusive jurisdiction of Hong Kong courts located in Hong Kong to litigate any disputes with PlanDo related to these Terms.
- Entire Agreement
- Consent to Electronic Communications