Terms of Service
These Terms of Service (“Terms”) govern your access to and use of websites, mobile and web applications, as well as 3rd party mediums we utilize such as our social media pages, blogs hosted on 3rd party websites and email newsletters (collectively “Services”) provided by Cribfox Inc. (“Cribfox”, “we”, “our” or “us), so please read carefully these Terms before using our Services.
Not all of our Services are available in all areas and you may not be eligible to use them. We reserve the right to determine eligibility. By using our Services, you agree to be bound by these Terms as well as our Privacy Policy. If you do not agree to these Terms or our Privacy Policy, please do not use our Services or any of the information contained herein.
Cribfox may update these terms and conditions at any time and without notice. The latest version of the terms and conditions is available on the Cribfox website. No representation, guarantee or warranty of any kind is made regarding the completeness or accuracy of information provided. No legal, tax, financial or accounting advice provided.
Any services offered to you on a complimentary or promotional basis are not guaranteed and are subject to availability. In the event we are unable to provide a service that has been offered to you on a complimentary or promotional basis, there shall be no cash value or refund payable associated with the undelivered portion of the service.
Access and Communication
No owner, employee, independent contractor, agent or affiliate of a competing service is permitted to access the Services without express written permission from Cribfox. We have the right to refuse service to any member, individual, organization or firm (and all members associated or affiliated with said organization or firm) that refuses to abide by the Terms herein or abuses their rights related to the Service.
As a user of our Services (“Users” or “User”) you acknowledge and agree that we may record telephone and other electronic communications we have with you for any business purpose, including but not limited to marketing, training and quality assurance purposes.
Submitted Content
Users shall have the opportunity to submit to us text, images, videos (which may have sound/music), graphics and financial, contact or other information (collectively, the “Submitted Content”). You represent and warrant that (a) you own or have the full right, power and authority to grant to us use of and rights to all Submitted Content that you upload, post, e-mail or otherwise transmit to us; (b) your license of such content to us hereunder does not, and the use or license of such content by us to third parties will not, infringe any right or interest owned or possessed by any third party; and (c) there are no claims, judgments or settlements to be paid by you, or pending claims or litigation, relating to such content. With respect to all Submitted Content you have uploaded in the past or elect to upload in the future, post, e-mail or otherwise transmit to or via the Services, we acknowledge that you retain any applicable ownership rights that you may have with respect to the Submitted Content. You nonetheless grant Cribfox and its affiliates and their licensees a royalty-free, worldwide, perpetual, irrevocable, non-exclusive and fully sub-licensable right and license (through multiple tiers) to use, reproduce, adapt, perform, display, publish, translate, prepare derivative works from, modify, distribute, sell, and take any other action with respect to all such Submitted Content (in whole or part), whether submitted in the past or in the future, and/or to incorporate it in other works in any form, media, or technology now known or later developed. You further acknowledge and agree that Cribfox may preserve any such Submitted Content, whether submitted in the past or in the future, and may also disclose such Submitted Content in its sole discretion (including without limitation within other products offered by Cribfox and its affiliates). You agree not to submit any Submitted Content to Cribfox unless you have received all necessary rights and authorizations, including from the photographer or videographer and/or copyright owner of any photographs or videos, to publish and advertise the Submitted Content online. Specifically, you will not submit a photograph if you received the photograph from a third party information provider under the terms of a license that does not allow posting of such photograph online. We may, in our sole discretion but without any obligation to search for such, remove Submitted Content that are alleged to have been submitted in violation of this provision. In addition, we may require additional evidence of compliance with this provision from users who are alleged to have provided Submitted Content or other information in violation of this Agreement. We will, in our sole discretion, terminate the accounts of, and refuse service to, any User who repeatedly or knowingly violates these Terms. You agree to maintain accurate contact information (specifically, a valid phone number and email address) in order to use our Services. User shall not use robot, spider or other automated service to submit requests via our Services.
We shall have the sole authority to choose the manner in which any Submitted Content will be searched, displayed, accessed, downloaded, copied, and otherwise used in the Services and we shall have the right to modify the Submitted Content in the exercise of our rights under these Terms. You (a) represent and warrant that all Submitted Content provided by you will be accurate; (b) agree to maintain the accuracy of Submitted Content. We reserve, in a manner consistent with reasonable commercial business practices, the right to remove all or any part of the Submitted Content. You are entirely responsible, and we accept no responsibility, for the Submitted Content provided by you. While we shall take all reasonable efforts for data backup and business resumption, you will be solely responsible for retaining back-up copies of all information, photographs and other materials you provide to us. We may add digital watermarks to certain parts of your Submitted Content, including photographs. We add these digital watermarks to protect against the copying or further distribution of your photographs without your permission.
Use of Information
You agree to treat all information obtained from the Service and any information otherwise made available to you in the Service (individually and collectively, the “Content”) as proprietary to Cribfox. Cribfox does not ensure the accuracy of, endorse or recommend any Content and you use such Content at your own risk. You may access the Content solely to obtain initial information from which further evaluation and investigation may commence.
Any and all Content offered by Cribfox and our affiliates to User ARE PROVIDED SOLELY FOR GENERAL INFORMATION, AND DO NOT CONSTITUTE LEGAL, FINANCIAL, TAX, ACCOUNTING, OR OTHER PROFESSIONAL ADVICE. BEFORE ACTING ON ANY INFORMATION PROVIDED BY CRIBFOX USER SHOULD CONSULT AN APPROPRIATE PROFESSIONAL.
User shall limit access to and use of the Content to personal or internal use, and shall not use any information obtained from the Service for further distribution, publication, public display, or preparation of derivative works or facilitate any of these activities in any way. User shall not use or reproduce any Content that is obtained from the Service, or that is otherwise made available to User in the Service, for or in connection with any other service or device. User further shall not use the Service in any other manner for or in connection with any other service or device. User shall not use the Service as part of any effort to compete with Cribfox including without limitation using the Service to provide, alone or in combination with any other product or service, any services to any third party or any use that causes a reduction or loss of an existing or potential Cribfox User, nor shall User remove, erase, or tamper with any copyright or other proprietary notice printed or stamped on, affixed to, or encoded or recorded in the Service. User shall not use any robot, spider or other automated process to submit requests, monitor, data mine or copy Cribfox products, services or information; decompile, decode or reverse engineer Cribfox software; or use Cribfox products or services in an unlawful manner, such as for offensive, abusive, tortious, libelous, defamatory or other illegal purposes.
Payment Terms
User agrees to pay for all products ordered through the Cribfox website, affiliated websites or third-party websites (partners, advertisers, etc.) using the payment method indicated, and provides Cribfox express authorization to charge said fees to the User’s payment provider at time of purchase. Fees owed depend on the specific type and quantity of Cribfox products, services, information, or deliverables (collectively “Deliverables”) ordered. Payment of fees shall not be contingent on any events other than the delivery of the ordered Deliverables. Any attorney fees, court costs, or other costs incurred in collection of delinquent undisputed amounts shall be the responsibility of and paid for by User. If payment is not current, Cribfox may immediately cease to provide any and all Deliverables to the User. The fees do not include sales, use, excise or any other taxes or fees now or hereafter imposed by any governmental authority with respect to the Deliverables. At Cribfox’s option, User shall pay such taxes or fees directly or pay to Cribfox any such taxes or fees immediately upon invoicing by Cribfox.
It is the User’s responsibility to promptly provide the Company with any contact or billing information changes or updates (including phone number, email address, credit card numbers, etc.). Cribfox does not validate all credit card information required by the User’s payment provider to secure payment.
The User must notify Cribfox about any billing problems or discrepancies within 90 days after charges first appear on their Account statement. If it is not brought to Cribfox’s attention within 90 days, User agrees to waive their right to dispute such problems or discrepancies.
Unsolicited Commercial Email or Spam
Cribfox prohibits the use of our Services to generate, post or send unsolicited commercial email, spam or requests. Users may not use any services that Cribfox offers to send or post spam or otherwise deliver content that would violate these Terms and Conditions. Cribfox has the right to revoke the privileges of any User or company that breaches these terms.
Termination
Cribfox reserves the right to terminate or suspend a User’s access to the Services at any time for violations of the Terms or upon a good faith determination of a violation of the Terms. Cause for termination includes, but is not limited to, breaches or violations of the Terms, requests by law enforcement, fraudulent or illegal activity by you, discontinuance or material modification of Cribfox services, nonpayment of fees owed by you in connection with Cribfox services, account inactivity or technical or security issues. Upon termination, Cribfox shall have no obligation to maintain or forward any content in your account.
Ownership and License Grant
Cribfox retains all rights (including Intellectual Property Rights as defined below), title and interest in the Services, our technology and all underlying technology and data including any enhancements and improvements thereto as a result of providing the Deliverables hereunder. User will not and will not allow others to: reverse engineer, decompile, disassemble, merge, copy, use, disclose, sell or transfer the underlying source code or structure or sequence of Cribfox’s technology or delete or alter author attributes or copyright notices. User shall use the Cribfox system solely for their own use.
Intellectual Property Rights means all intellectual property rights (throughout the universe, in all media, now existing or created in the future, for all versions and elements, in all languages, and for the entire duration of such rights) arising under statutory or common law, contract, or otherwise, and whether or not perfected, including without limitation, (a) all rights associated with works of authorship including without limitation copyrights, moral rights, copyright applications, copyright registrations, synchronization rights; (b) rights associated with trademarks, service marks, trade names, logos, trade dress, and the applications for registration and registrations of trademarks and service marks; (c) rights relating to the protection of trade secrets and confidential information; (d) rights analogous to those set forth in this definition and any and all other proprietary rights relating to intangible property; and (e) divisions, continuations, renewals, reissues, and extensions of the foregoing (as and to the extent applicable) now existing, later filed, issued, or acquired.
Limitation of Liability and Indemnification
IN NO EVENT SHALL CRIBFOX BE LIABLE FOR ANY INDIRECT, EXEMPLARY, PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, LOSS OF BUSINESS, INTERRUPTION OF BUSINESS, LOSS OF GOODWILL OR BUSINESS REPUTATION, OTHER INTANGIBLE LOSS, INACCURACIES, ERRORS OR OMISSIONS IN THE INFORMATION, PRODUCTS OR SERVICES PROVIDED, RELIANCE BY THE USER ON THE COMPLETENESS OR ACCURACY OF INFORMATION, PRODUCTS OR SERVICES, LOSS OF USE OF DATA, LOSS OF DATA, COMPUTER VIRUSES, COMPUTER CORRUPTION, DELETION OR CORRUPTION OF CONTENT OR DATA MAINTAINED OR TRANSMITTED THROUGH THE USE OF CRIBFOX’S SERVICES ARISING OUT OF THIS AGREEMENT. User’s exclusive remedy, and Cribfox’s entire liability under the Terms shall be a refund to User of the fees, if any, paid to us hereunder, and in no event will our liability for any reason exceed such fee. Cribfox (and its officers, directors, employees and agents) shall not be liable for any damages whatsoever arising from User’s use of the Deliverables, and User shall indemnify Cribfox (and our officers, directors, employees and agents), and hold each of them harmless from and against any and all costs, damages or losses by any of them (including, without limitation, reasonable attorneys’ fees) as a result of a claim by any person other than User arising from User’s use or application of the Services or the Deliverables. Some jurisdictions do not allow the exclusion of liability for certain damages. As a result, some of the exclusions above may not apply to you.
Warranty Disclaimers
THE SERVICES ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND. CRIBFOX MAKES NO PROMISES, REPRESENTATION OR WARRANTIES, EITHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE SERVICES OR ANY INFORMATION PROVIDED, INCLUDING THEIR ACCURACY, OPERATION, CONFORMITY TO ANY REPRESENTATION OR DESCRIPTION, OR THE EXISTENCE OF ANY LATENT OR PATENT DEFECTS, AND CRIBFOX SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, QUIET ENJOYMENT, WORKMANLIKE EFFORT, NONINFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE, WARRANTIES RELATING TO ENCUMBERANCES OR LIENS, AND, UNDER THE LAW OF THE UNITED STATES, THE IMPLIED CONDITIONS OF SATISFACTORY QUALITY AND ACCEPTANCE AS WELL AS ANY LOCAL JURISDICTIONAL ANALOGUES TO THE ABOVE AND OTHER IMPLIED OR STATUTORY WARRANTIES. CRIBFOX MAKES NO PROMISES, REPRESENTATIONS OR WARRANTIES THAT ACCESS TO CRIBFOX’S SERVICES WILL BE UNINTERRUPTED OR SECURE. ANY MATERIAL DOWNLOADED FROM CRIBFOX’S WEBSITE IS ACCESSED AT USER’S OWN DISCRETION AND RISK, AND USER WAIVES ALL CLAIMS AND CAUSES OF ACTION RELATING TO ANY DAMAGE TO USER’S COMPUTER SYSTEM, INTERNET ACCESS, DOWNLOAD OR DISPLAY DEVICE OR LOSS OR CORRUPTION OF DATA THAT RESULTS FROM SUCH DOWNLOADS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM CRIBFOX OR ITS SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS AND CONDITIONS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. AS A RESULT, SOME OF THE EXCLUSIONS ABOVE MAY NOT APPLY TO YOU.
Links to Third Party Sites
Our Services may contain hyperlinks to other websites operated by parties other than Cribfox and its subsidiaries which are beyond our control. Parties other than us may provide services or sell product lines through the Services that take you outside of the Services. This includes links from advertisers, sponsors, and content partners that may use our logo as part of a co-branding relationship. For example, if you click on a banner advertisement the click may take you off the Cribfox website. We do not control, and are not responsible for examining or evaluating, and do not warrant the offerings of, any of these businesses or individuals or the content of their websites. Cribfox does not assume any liability for the actions, product, and content of all of these and any other third parties. Cribfox makes no representations and cannot be held responsible for the accuracy, relevancy, copyright compliance, legality, or decency of material on such third party websites. When you click on a link that leaves the Services, the site you will land on is not controlled by us and different terms of use and privacy statements may apply. Cribfox also does not assume, and expressly disclaims, all liability for any viruses, worms, Trojan horses, defects, or other malfunctions caused by, resulting from, existing within, or in connection with such third party sites and any links thereto.
Other Rights of Cribfox
Cribfox shall have no obligation to (i) resolve disputes among users of the Service; or (ii) monitor or verify the accuracy or proper use of the Service. Cribfox reserves the right to modify or change any and all aspects of the Terms at any time. The most current copy of the Terms will be posted and available for review on Cribfox’s website, located at www.cribfox.com.
Copyright Complaints
If you believe that your work has been copied onto our Services in a way that constitutes copyright infringement, please provide Cribfox’s copyright agent the written information specified below. Please note that this procedure is exclusively for notifying us that your copyrighted material has been infringed.
An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; A description of the copyrighted work that you claim has been infringed upon; A description of where the material that you claim is infringing is located on our Services with identifying information; Your address, telephone number, and e-mail address; A statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
Email address for Cribfox’s copyright agent: team@cribfox.com. We may forward any notice(s) of alleged infringement pursuant to this Section to the person(s) who provided the allegedly infringing content.
Dispute Resolution
This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, notwithstanding the conflict of laws provisions of any state. You irrevocably and unconditionally (i) consent to submit to the exclusive jurisdiction of the state and federal courts in Miami-Dade County, Florida (the “Florida Courts”) for any litigation or dispute arising out of or relating to this Agreement or your performance or nonperformance hereunder (including but not limited to collection matters), (ii) agree not to commence any litigation arising out of or relating to this Agreement or the Company’s performance or nonperformance hereunder except in the Florida Courts, (iii) agree not to plead or claim that such litigation brought therein has been brought in an inconvenient forum, and (iv) agree the Florida Courts represent the exclusive jurisdiction for all disputes arising out of or relating to this Agreement, or either parties’ performance or nonperformance thereunder. Disputes arising out of or relating to these Terms shall include but not be limited to disputes arising out of or relating to your access to, use of and/or purchase of services or goods made available on the Services. You agree that regardless of any statute or law to the contrary, any claim or cause of action by you arising out of or related to your use of the Site, the Terms, or our performance or nonperformance under the Terms, must be filed within one (1) year after such claim or cause of action arose, or it shall be forever barred.
Assignment
This Agreement shall be binding upon and shall inure to the benefit of the parties and their respective successors and permitted assigns. The rights under this Agreement or any license granted hereunder may not be assigned, sub-licensed or otherwise transferred by User without the prior written consent of Cribfox which retains the right to withhold consent in its sole discretion.
Waiver and Severability
The failure of Cribfox to exercise or enforce a legal right or remedy contained in the Terms does not constitute a waiver of any such right or remedy. No waiver of any right, term or provision of the Terms is deemed a waiver of any other right, term or provision. If a court of competent jurisdiction finds any provision of the Terms to be invalid, User agrees that the remaining terms and provisions remain in full force and effect.
Notices
All notices to us must be in writing and must be sent electronically to team@cribfox.com.
Entire Agreement
The Terms constitute the entire agreement between the parties and supersede all previous agreements and understanding, whether oral or written, between the parties hereto with respect to the subject matter of the Terms.