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Kroogi Terms of Service
Welcome to Kroogi!
Thank you for using Kroogi.com owned and operated by Your-Net-Works, Inc., ("Kroogi" or "us" or "we" or "our") where we provide a web-based service that allows our users (i) to create and maintain an online web presence which may include posting, uploading and/or downloading text, data, messages, information, software, music, sound, photography, graphics and video, as well as (ii) creating an online community of art creators, their fans, and supporters, allowing donations to the creators, and many other related services, including promotional tools (collectively, the "Services"). The following terms and conditions (the "Terms of Service") covers your use of the Services and your use of the Kroogi site available at http://www.kroogi.com, as well as any other Kroogi branded site operated by Kroogi or any successor thereto (collectively, the “Site”). These Terms of Service form a binding agreement (the “Agreement”) between you and us, where the terms "you" or “your” refers to the person accessing or using Kroogi, or the company or organization on whose behalf that person accesses Kroogi. Please review the following terms carefully. BY BROWSING OR REGISTERING WITH KROOGI, POSTING, UPLOADING OR DOWNLOADING CONTENT (AS DEFINED BELOW), YOU ARE AGREEING TO THESE TERMS OF SERVICE, AND THESE TERMS OF SERVICE WILL GOVERN YOUR USE OF KROOGI. IF YOU DO NOT AGREE TO THESE TERMS OF SERVICE, YOU MUST CEASE TO USE KROOGI IMMEDIATELY.
These Terms of Service contain general terms that apply to you as a User (as defined below) of Kroogi, along with additional terms that may apply to you as a Creator (as defined below) if you decide to create and upload your own Content. When using Kroogi, you will also be subject to Kroogi’s Privacy Policy, available at http://kroogi.kroogi.com/content/show/4663 and/or any additional posted guidelines, policies or rules applicable to specific services and features on Kroogi, which may be posted by us from time to time (collectively, the "Additional Guidelines"). All of these Additional Guidelines are part of this Agreement and are hereby incorporated by reference. You represent that you are fully able and competent to enter into the terms, conditions, obligations, representations and warranties set forth in these Terms of Service. If you are using or creating Content on or through Kroogi as a representative of a company or legal entity, (i) you represent that you have the authority to enter into this Agreement on behalf of that company or entity, and (ii) you agree that the terms "you" and "your" in this Agreement refers to your company or legal entity. We will provide Users and Creators access to Kroogi so long as our Agreement with you remains in effect, provided that your use of Kroogi will at all times be bound by these Terms of Service. The terms of service governing use of Kroogi by Creators differs slightly from the terms governing use by Users. Both are set forth below and both may apply to you depending on how you use Kroogi.
Please note that this Site is not aimed at users under thirteen (13 )years of age. Users thirteen (13 )years or younger are required to have a parent or guardian review and complete any registration process, which may include age verification steps in addition to the standard process.
DEFINITIONS AND DESCRIPTIONS
"Content" means (i) any work of authorship, including but not limited to, music, music albums, songs, sounds, photos, videos, images, text, comments, opinions, recommendations, forums, files, listings, logos, trademarks, postings, messages, tags, blogs and any other content added to, submitted or uploaded; and/or (ii) any other materials posted on or transmitted through Kroogi. "Your Content" is any Content that you submit to Kroogi, either as a registered User/Member or as a Creator (all as defined below). If you are a Creator, Your Content includes any name, logo, trademark, brand features and other Content that you make available and identifiable with your creations.
“Creator" is a User who creates and uploads Content to which it owns the copyrights. A Creator is by definition a User and a Member of the Site.
"Creator Services" are the services Kroogi provides to Creators. Creator Services include, but aren't limited to: a Member registration and authentication services; account management; upload and download of Content, facilities to receive contributions, payment or donations from fans and supporters, and making Creator’s content available at certain non-Kroogi sites, per example, Facebook. Certain Creator Services are provided free of charge.
“Download & Contribute Program” is a program offered By Kroogi to Creators where You can make Music Albums available for download to other Members, Users or fans, which in return can make voluntary monetary Contributions to you.
“Kroogi Downloads Facebook Application” is the installable application developed by Kroogi which allows Creators and Members to make available to their Facebook linked friends, Music Albums downloadable from Kroogi, provided the Facebook users installs the Kroogi Downloads Facebook Application first.
"Kroogi ID" is an account you create in Kroogi which includes a username, email address, and password. When you register as a Member on Kroogi, you use the username and password portion of your Kroogi ID to authenticate with the Site.
"Kroogi Technology" means the software in any format, hardware, products, processes, algorithms, user interfaces, know-how, techniques, organization, designs, text, images, photographs, illustrations, audio or video material, artwork, graphic material, podcasts, advertising copy, databases, proprietary information, all copyrightable or otherwise legally protectable elements of Kroogi and all other tangible or intangible materials related to, displayed, performed or distributed on or through Kroogi, including, the selection, sequence, and "look and feel" and arrangement of items on Kroogi, and all Kroogi Marks (as defined below), domain names, patents, and other intellectual property. Kroogi Technology does not include Your Content. The Kroogi Technology includes the “Kroogi Downloads Facebook Application”.
"Members" means both Users and Creators who complete a registration process with Kroogi, obtain a Kroogi ID and have an active account.
"Member Services" means the services provided by Kroogi to Members. Member Services include, but aren't limited to: Member registration, Member sign in and authentication, message center, forum, announcements, contact management, download and upload of Content, Projects (as defined below), showcase, participation in circles, ability to make contributions. and linking friends to non-Kroogi sites, per example, Livejournal.
"Member Data" is data collected from Members by Kroogi, including the data collected for the Kroogi ID and any data provided in Your Profile (as defined below).
“Music Album” is a type of Content (as defined above) that encompass a collection of related audio or music tracks directly distributed by Creators to Members, and in certain occasions to non-Members, via the Kroogi Site in electronic form.
"Profile" means information that, if you are a Member, you have provided to Kroogi that is aggregated by Kroogi into Your Profile.
“Project” means a Kroogi account collectively run by a group of people. A Project host can act on behalf of the project. Projects are useful under many situations, particularly collectives with a common purpose. (e.g. bands, charity organizations, event committees, and more).
"Users" are all end users of Kroogi, regardless if they are registered as a Member or not, and include you, any users, all Members, and all Creators .
CREATOR TERMS OF SERVICE
The Sections below relate to the terms of service specifically applicable to Creators. If you are a User, the terms governing your use of Kroogi are set out later in these Terms of Service under the heading “User Terms of Service.” As a Creator, you are subject to both the Creator Terms of Service and the User Terms of Service.
These terms of service cover your creations distributed through Kroogi. Please note that Kroogi is not a store, retailer, or official broker of Content between you, the Creator and the consumer, i.e. the User or Member. Kroogi is a digital distribution channel for originally owned Content. By agreeing to these terms, you grant Kroogi the right to use Your Content, your artwork, and any the metadata associated with your Content in any or all Kroogi distribution channels, for the limited purpose of distributing your Content and for product marketing purposes.
Services
We provide Creator Services and Member Services through Kroogi to enable you to create and manage your creations and Your Content through Kroogi. Because we want you to have as much freedom as possible, you control your account and Kroogi does not claim any ownership rights in Your Content or any Content posted by Users or Members. Kroogi also provides you with access to receive contributions from your fans through Kroogi.
Licenses to Your Content
You may upload to Kroog any Content to which you have the rights required by this Agreement, and is otherwise in accordance with this Agreement. You hereby represent that you have all rights necessary to grant the licenses applicable to Your Content, as described in this Agreement. You agree not to include in Your Content any Content for which you don't have sufficient rights and agree to comply with the third-party license (if any) and restrictions applicable to each item of Content you post, copy, access, or use.
You hereby grant Kroogi a worldwide, sub-licensable, royalty-free license to use, reproduce, modify, distribute, publicly display, publicly perform, and create derivative works of Your Content for the sole purpose of hosting and making Your Content available on Kroogi.
Kroogi Marks; Templates
Kroogi reserves the right to include applicable Kroogi copyright and trademark notices for Kroogi and links to the Terms of Service, Privacy Policy and other Guidelines in any frame of the Kroogi website. All notices and links will be displayed consistently in such form and placement as determined by Kroogi. For purposes of this Agreement, all templates offered by Kroogi are copyrighted material and are considered part of Kroogi. Such templates are offered for use to Kroogi users under license only, and are not offered for sale or unbridled use. Such license limits use of Kroogi templates to sites hosted by Kroogi through Kroogi. Kroogi templates may not be transferred to or hosted on another web host or Internet Service Provider.
Support and Interaction
Kroogi provides you the ability to create and enhance your account (s). To enable a great experience for all Users on Kroogi, you must ensure that uploading of your creations or their management do not unduly degrade the performance of Kroogi. If your (s) exceed the quotas and limitations set by Kroogi (e.g., storage or bandwidth), if any, or otherwise degrade performance of Kroogi or its services in any way, we may suspend and/or terminate your account(s) at our sole discretion.
Distribution Services
Kroogi provides you with the ability to distribute certain of Your Content, specifically, downloadable Music Albums (as defined above). For this purpose Kroogi makes the following channels of distribution available to you: (1) The Kroogi Content Showcase, which can be under a Member account or as part of a Project (as defined above) with the Download and Contribute Program capability activated, allowing Users or Members to download and/or make a voluntary Contribution to You. (2) The Kroogi Downloads Facebook Application, which allows your Facebook friends to download Music Albums and/or make a contribution to You, also through the activation of the ‘Download and Contribute Program’ capability. (3) Any other future Kroogi distribution channels of Content that may allow the activation of the Download and Contribute Program capability.
Before uploading your Music Album, You are required to fill up an affidavit of ownership and/or ownership information regarding the Music Album. This is a precaution against illegally distributed Content. Without prejudice of any and all legal remedies available at law, a breach of this provision may result in Kroogi cancelling your account, permanently removing Your Content and/or banning you from the Kroogi Site. If You are under a music contract, it is your responsibility to consult your music label and/or official distribution channel regarding the legal implications of uploading your Music Albums and/or Content in our Kroogi Site.
Please be advised that a valid payment system is required for any Music Albums that you make available in downloadable form.
Furthermore, by activating the Download and Contribute Program you allow Kroogi to distribute Your Content to all possible Kroogi content channels where digital content is available for downloads. Once Your Content is available for download, Kroogi will distribute Your Content in the form of a downloadable .zip file accessible to all Kroogi Members, Users and/or Facebook users who have downloaded the Kroogi Downloads Facebook Application.
Contribution Services
Kroogi provides you with the ability to receive monetary contributions (the “Contributions”) from other Members, Users and/or fans, by way of the Download and Contribute Program. Monetary exchanges in the form of Contributions on Kroogi.com, the Kroogi Downloads Facebook Application, and/or any other online Kroogi experience, are between you (the "Recipient") and the individual making the Contribution (the “Sender") with the participation of Kroogi.
To be able to receive Contributions, you must have set up a PayPal or Webmoney payment system. We require that Creators have a "Verified" account with PayPal, as such term is defined in the PayPal website, and/or a “Personal Passport” account for Webmoney, as such term is defined in the Webmoney website. Once your payment system account is ready, your Project or account is ready to receive Contributions.
If you receive a contribution or donation, please be advised that there is a compulsory waiting period (the “Waiting Period”) before such funds are made available to You for withdrawal, to guarantee the safety and legitimacy of such Contribution. The length of the waiting period shall be determined and communicated to You at the moment you set-up your account. The Waiting Period varies depending on several risk factors, such as geography, nature of Your Content, transaction history, etcetera. The Waiting Period for each contribution starts counting immediately after the contribution has been sent to You, Recipient, from the Sender. In the event that Kroogi determines, in its sole discretion, that a possible fraudulent transaction has taken place or in the event that it has difficulty in determining the validity of a transaction, the Waiting Period maybe be extended until such possible fraud or validation is cleared. Kroogi reserves the right, at its sole discretion, to change the Waiting Period on a system-wide or on a case-by-case basis as needed.
All funds received on behalf of a Project which are not yet available for withdrawal will be collected by and kept in Kroogi's payment system account.
Once the funds are available to You for withdrawal, Kroogi will make the automatic deduction of a fixed percentage of the value of the contribution (the “Fixed Percentage”). The Fixed Percentage rates on contributions are as follows: For contributions made through PayPal, Webmoney, and SMS: fifteen percent (15%).
Kroogi will release the value of the original invoice after applying the automatic deduction. Once the amount is released to You, it can be withdrawn to your personal PayPal or Webmoney USD account.
You can remove or alter the payment system connected to a particular Project or Music Album with no adverse effects as to the availability of such Content on the various Kroogi distribution channels, including but not limited to, Kroogi.com or the Kroogi Downloads Facebook Application.
All payments to be issued by Kroogi's parent company, Your-Net-Works Inc.
Payment Generally
Creating an account and uploading Your Content is generally free. However, Kroogi reserves the right to change its payment terms and to charge for previously free services. Kroogi reserves the right to run advertisings on its sites, which can be seen when accessing your account. In the event of Kroogi changing its policies and charging for previously free services, You are responsible for paying all fees and applicable taxes associated with such Services in a timely manner with a valid payment method. You authorize Kroogi to charge your credit card, charge card, debit card, PayPal, or financial institution account (herein "Payment Method") for all charges to your accounts with Kroogi. Your Payment Method will be charged the current fee for the Service you choose on the date that you click on the "Purchase" button in the ordering process. Payments may be recurring. You agree that Kroogi may automatically charge the fee to your Payment Method at the beginning of each recurring period. For example, if you choose a Premium Service with a monthly plan, you will be billed every month on the anniversary date of the date you clicked the "Purchase" button. Additionally, we may offer a pre-pay payment option for payment of Services ("Pre-Payment Plan"). If you opt for Pre-Payment plan, your Payment Method will be charged the then-current fee for that Premium Service at the commencement of each renewal period
You acknowledge and agree that any credit card and related billing and payment information that you provide to Kroogi may be shared by Kroogi with companies who work on Kroogi' behalf, such as payment processors and/or credit agencies, solely for the purpose of checking credit, effecting payment to Kroogi and servicing your account. The terms of your payment will be based on your chosen Payment Method and may be determined by agreements between you and the financial institution providing such Payment Method. You agree to pay Kroogi all charges incurred under your account for any Service in which you or anyone else who uses your account (including children, family and friends) enroll in accordance with this Agreement and any applicable Services policies. If your Payment Method fails or your account is past due, (a) you agree to pay all amounts due on your account upon demand, (b) Kroogi may collect fees owed using other collection mechanisms (this includes charging other payment methods on file with us) and (c) Kroogi reserves the right to either suspend or terminate your Services or your account with Kroogi, including deletion of your account from Kroogi. Except as may be set forth herein, any fees charged to your account are non-refundable. You agree to submit any disputes regarding any charge to your account in writing to Kroogi within thirty (30) days of such charge, otherwise such dispute will be waived and such charge will be final and not subject to challenge. Refunds (if any) made pursuant to such dispute, are at the discretion of Kroogi.
Taxes
You are responsible for paying any governmental taxes imposed on your use of Kroogi, including, but not limited to, sales, use, income or value added taxes. If requested, you will promptly furnish to Kroogi the applicable receipts and/or certificates regarding such remittances as soon as reasonably practicable. To the extent that Kroogi is obligated to collect such taxes, the applicable tax will be added to your invoices.
Advertising on the Site
Kroogi reserves the exclusive right to sell, run and/or serve third-party advertising on the Site. If you are a Creator, you agree not to include any advertising for anything other than Your Content you provide on Kroogi. Kroogi reserves the right to include promotional links on the Site. Promotional links does not include required Kroogi legal notices and links to Kroogi Terms of Service, Privacy Policy and Guidelines.
Acceptable Use and Conduct
You are solely responsible for your conduct and Content on Kroogi. You acknowledge that any use of the Kroogi Site is governed by the Agreement. You agree to comply with the provisions of this Agreement. Any Content you upload, post or serve is governed by the Agreement, and the Kroogi Privacy Policy applies to any personal data we collect from you as a Creator.
You agree not to post adult Content (“Adult Content”) on your account, unless notice of such Adult Content is provided to Members and registration is required first. Any Adult Content visible to non-Members may be shut down or removed at Kroogi’s sole discretion and with no notice.
Your shall not be designed or implemented in a way that, as determined by Kroogi in its sole discretion, might mislead a User into believing that: (i) he or she is interacting directly with Kroogi when interacting with You or (ii) any of Your Content was created by or is endorsed by Kroogi.
Kroogi Site Policies
Kroogi may establish general polices and limits concerning use of Kroogi (“Kroogi Site Policies”), including (and without limitation) the maximum number of days that s and uploaded Content will be retained, the maximum number of and size of Content files and objects (including email messages), the maximum storage space allotted to you, the maximum number of times and duration for which you may access Kroogi in a given period of time, and the maximum bandwidth used by your Content. Kroogi reserves the right to log off or deactivate Member accounts that are inactive for an extended period of time.
Copyright Infringement
You agree to promptly address any copyright owner's written notice (including any notices forwarded to you by Kroogi) that specified Content posted by you or that you control infringes that third-party's copyrights, provided that the notice substantially complies with the requirements in the Digital Millennium Copyright Act (DMCA). Kroogi may remove any allegedly infringing Content without any liability to You.
Kroogi maintains and enforces a policy of terminating the accounts of Creators who are repeat copyright infringers.
Your Creator Account
You must register on Kroogi in order to become a Creator on Kroogi. You are responsible for keeping your Kroogi password secure.
Creator Indemnification Obligation
You agree to indemnify, defend, and hold harmless Kroogi, and its subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees, from and against any claim, demand, loss, damage, cost, or liability (including reasonable attorneys' fees) arising out of or relating to:
Your interactions with other Users or Member, including payment and delivery of Contributions or Content, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and the User or Member. Like with any web-based interaction, we suggest that you use caution and good judgment. If there is a dispute between you and any third party (including any User or Member), Kroogi is under no obligation to become involved.
You hereby release Kroogi, its officers, employees, agents and successors from claims, demands and damages of every kind or nature arising out of or related to any disputes with other Users.
USER TERMS OF SERVICE
The Sections below relate to the terms of service specifically applicable to Users. If you are a Creator, in addition to the following terms of service regarding Users, your use of Kroogi is governed by the terms set forth above under the heading “Creator Terms of Service.”
In addition to these Terms of Service, You agree and acknowledge that Your use of the Site may be subject to additional terms and conditions. You agree that Kroogi is not responsible and not liable to you or any third party for any information you may upload or otherwise provide on or through the Site, to a Creator, Member, User or third party, you are solely responsible for such information and submit such information at your own risk, and in accordance with any applicable agreements between you and the Creator.
Proprietary Rights Regarding Kroogi and Content.
You acknowledge and agree that we and our licensors retain ownership of all intellectual property rights of any kind related to Kroogi and the Kroogi Technology, including applicable copyrights, trademarks and other proprietary rights. We are not granting any license to You under any of those intellectual property rights by virtue of this Agreement. Kroogi and its licensors own and retain all proprietary rights in the Kroogi Technology (including all upgrades, new features, and enhancements thereto). Kroogi contains the copyrighted material, trademarks, and other proprietary information ("Intellectual Property") of Kroogi, and its licensors, including other Kroogi users. Except as expressly set forth herein, Kroogi does not transfer to You or any third party any rights, title or interest in or to such Intellectual Property, including, without limitation, any intellectual property rights in any Content and material included therein. There are no implied licenses under this Agreement, and all rights not expressly granted are hereby reserved.
You agree that any questions, comments, suggestions or the like other than personally identifiable information (collectively, the "Feedback") sent to Kroogi, shall become the sole property of Kroogi. You hereby assign all rights, title and interest in such Feedback to Kroogi, and you acknowledge and further agree that Kroogi shall be free to use and exploit in any manner any ideas, concepts, know-how or techniques contained in such Feedback for any purpose without any obligation of confidentiality, attribution or compensation to you or a third party and without your or a third party's consent.
Kroogi does not claim any ownership rights in Your Content, if any. After posting Your Content, you continue to retain ownership of Your Content, and you continue to have the right to use and license Your Content in any way you choose. The Content that you upload, if any, needs to comply with the terms of this Agreement. At any point, you can take Your Content down and cancel your account and Kroogi does not retain any license rights except as provided herein.
You hereby grant Kroogi, during the course of your usage of Kroogi, a nonexclusive, worldwide, royalty-free, perpetual, irrevocable, sublicenseable and transferable right and license to (i) use, reproduce, create derivative works of, distribute, publicly perform and publicly display Your Content (a) for the sole purpose of operating and making Your Content available on Kroogi and in all current and future media in which Kroogi may now or hereafter be distributed or transmitted or (b) for our internal business purposes; and (ii) disclose metrics regarding Your Content on an aggregated basis for advertising, marketing and business development purposes. Without limiting the foregoing, Kroogi reserves the right to retain copies of Content for archival purposes after termination of the Agreement.
You hereby agree that if Your Content is removed from due to a violation of this Agreement, including in response to any valid DMCA (as defined below) take down notice or because such Content contains illegal images, Kroogi shall have the right to provide, copy and disclose Your Content in any manner without restriction, including in response to any subpoena or other judicial or administrative order, to assist government enforcement agencies or otherwise required by law and to protect the rights, property or safety of Kroogi, any individual, or the general public.
We want to encourage sharing of Content between Users and across Kroogi. To this end, by uploading Content to a section in which the Content is designated as public Content, you grant to all other Users a nonexclusive license to distribute, and publicly display such Content on the condition that the Content is attributed in a manner specified by its author, if at all, that all copyright notices are kept (a “Public Content License”), and that the ability for Content consumers to pay for such Content is preserved in the manner specified by the creator or author”). .
Right to Access the Kroogi Site and Services
During and subject to the terms and conditions of this Agreement, Kroogi will provide you with access to Kroogi solely to enable your use of the Kroogi Site and Services as permitted under this Agreement. You acknowledge that you shall acquire no rights in Kroogi, and all data which does not include Your Content are owned by Kroogi or its licensors. Any use of third party software provided in connection with Kroogi will be governed by such third parties’ licenses and not by this Agreement. We reserve the right, in our sole discretion, to deny use of Kroogi to anyone for any reason.
Restrictions
Except as expressly permitted under this Agreement, you agree not to, nor will you allow any third party (whether or not for your benefit) to:
Your Content.
You are responsible for making sure that you have all rights in Your Content, including the rights necessary for you to grant the foregoing licenses to Your Content. You are solely responsible for Your Content that You post on or through Kroogi, or transmit to other users or third parties. You understand that whether or not Your Content is published or marked private by you, Kroogi does not guarantee any confidentiality or privacy with respect to any of Your Content. You agree not to include any advertising in any of Your Content unless you are a Creator who is runnig your own advertising on Your creations. You understand and agree that Kroogi and its designees reserve the right, but shall have no obligation, to pre-screen, filter, remove, refuse to accept, post, display, or transmit any Content through or in the Site or Kroogi in whole or in part at any time for any reason or no reason with or without notice and with no liability of any kind, including, without limitation, any Content that in the sole judgment of Kroogi violates this Agreement or the Guidelines or which might be offensive, inappropriate, illegal, or that might violate the rights, harm, or threaten the safety of other users or third parties. By posting Content to any area of Kroogi, You represent and warrant that You have the right to grant the license to Your Content set forth in the Proprietary rights section above. In addition, You represent and warrant that You have the right to post the Content and You will not post any illegal or prohibited Content and will not infringe, misappropriate, violate or contravene any third party rights (including, without limitation, any intellectual property rights). Kroogi reserves the right (but is not obligated) to investigate and to take appropriate legal action in its sole discretion against anyone who violates this Agreement, including without limitation, removing the offending Content from Kroogi or any and terminating access to Kroogi for such violators. Kroogi reserves the right to disclose all content that You upload, post, transmit or otherwise make available via Kroogi (whether or not directed to Kroogi) if required to do so by law or in the good faith belief that such disclosure is necessary or appropriate to conform to the law or comply with legal process served on Kroogi, to protect and defend the rights or property of Kroogi, Kroogi or our customers, whether or not required to do so by law, or to protect the personal safety of our customers or the public.
Additionally, you understand and agree that Your Content that is displayed through Kroogi may continue to appear there, even after you have terminated your Kroogi Member account or terminated these Terms of Service, as portions of Your Content may have been incorporated into User profiles, RSS feeds or other features.
If an account is removed from Kroogi, the Content associated with that account may also be deleted at the discretion of the Creator or Kroogi. We encourage you to be sure you are comfortable with this possibility before contributing Your Content to your account. You should be aware that Kroogi is not required and may not keep back-up copies of Content (including Your Content) on Kroogi once the Content is deleted. Additionally, Kroogi makes no guarantee, either during or after the term of this Agreement, that Your Content will be safely stored on Kroogi and you should independently back-up Your Content. This Agreement includes a number of licenses that are necessary for Kroogi to make your Content available through Kroogi. For example, without the right to modify Content, Kroogi would not be able to format Content to meet technical requirements, and without the right to publicly perform or publicly display Content, Kroogi could not make the Content available for other Users to view.
Third Party Content and Interaction; Third Party Sites
You agree to comply with the license and restrictions applicable to each item of Content you post, copy, access, or use. You understand that by using Kroogi you may be exposed to Content that is offensive, objectionable, or indecent, and that you use Kroogi at your own risk. Content from other Users or third parties is made available to you through Kroogi. The inclusion of any such Content on Kroogi does not imply our affiliation or endorsement of such Content. Because Kroogi does not control such Content, you agree that Kroogi is not responsible for any such Content, including without limitation, any advertising and information about third party products or services, or the accuracy, integrity, quality, legality, usefulness, safety or intellectual property rights of any such Content. Your interactions with other Users and third parties on the Kroogi Site, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and the User or third party as applicable. Like with any web-based interaction, we suggest that you use caution and good judgment. You agree that Kroogi is not responsible for any loss or damage incurred as the result of any such dealings or with respect to any other User's or third party’s use or disclosure of your personal data. If there is a dispute between you and any third party (including any User or Member), Kroogi is under no obligation to become involved. You release Kroogi, its officers, employees, agents and successors from claims, demands and damages of every kind or nature arising out of or related to: (i) any disputes with other Users and third parties, and/or (ii) Kroogi.
Additionally, Kroogi, Creators, Users or third parties may provide hyperlinks on Kroogi, or any other form of link or redirection of your connection to other sites ("Third Party Sites"). Links to these Third Party Sites are provided solely for your convenience and in no way does the inclusion of any link on Kroogi implies Kroogi's affiliation or endorsement of the linked site, their business practices (including their privacy policies) or any information therein. Kroogi expressly disclaims responsibility for, the accuracy, quality, legality, nature, availability or reliability of Third Party Sites linked to by or through Kroogi. ACCESS AND USE OF THIRD PARTY SITES, INCLUDING THE INFORMATION, MATERIAL, PRODUCTS, AND SERVICES ON THIRD PARTY SITES OR AVAILABLE THROUGH THIRD PARTY SITES, IS SOLELY AT YOUR OWN RISK.
Privacy of Your Information
Kroogi has the Kroogi Privacy Policy governing data we collect. Kroogi cannot be, and is not, responsible for what another User may do with Your Content or any personal information that you choose to disclose voluntarily to them. That is why it is important for you to decide what information you are willing to share online. You should assume they can do whatever they want with your content and personal information and act accordingly.
Acceptable Use and Conduct
At the risk of sounding repetitive, you are solely responsible for your conduct and Content on Kroogi.
You also agree not to upload, post, email, or otherwise make available any Content that:
Privacy and Spam
You agree to comply with all applicable laws with respect to
You agree to comply with all relevant aspects of the Kroogi Privacy Policy. You agree not to collect or use personal data except as permitted by the Kroogi Privacy Policy. You agree not to use any personal data disclosed to you by Kroogi for any purpose other than using Kroogi in accordance with this Agreement and the applicable Guidelines. You agree not to harvest any email addresses from Kroogi for the purpose of sending email in violation of applicable law. You agree not to knowingly collect any information from children under the age of 13.
Copyright Takedown Notice
We respect the intellectual property of others, and we ask You to do the same. If You believe that Your work has been copied in a way that constitutes copyright infringement, please provide our copyright agent (identified below) the following information:
Our copyright agent for notice of claims of copyright infringement on Kroogi can be reached by directing an e-mail to info@kroogi.com.
Kroogi Site Policies
Kroogi may establish general polices and limits concerning use of the Kroogi Site (“Kroogi Site Policies”), including (and without limitation) the maximum number of days that uploaded Content will be retained, the maximum number, and size, of Content files and objects (including email messages), the maximum disk space allotted to you and to Users on your behalf by Kroogi, the maximum number of times and duration for which you may access Kroogi in a given period of time, and the maximum bandwidth used by your Content. Kroogi reserves the right to log off or deactivate User accounts that are inactive for an extended period of time.
Your Account
You need to register and create a Kroogi ID in order to become a Kroogi Member. You are responsible for keeping your Kroogi ID password secure. Kroogi IDs are non-transferable. You will be solely responsible and liable for any activity that occurs under your Kroogi ID. Kroogi reserves the right to log off or deactivate Member accounts that are inactive for an extended period of time. You may not use anyone else's account, Kroogi ID at any time, without the permission of the account holder. You should never give out your password to another individual or entity. Kroogi will not be liable for any loss that you may incur as a result of someone else using your Kroogi ID, or password, either with or without your knowledge. However, you may be held liable for losses incurred by Kroogi or another party due to someone else using your Kroogi ID, or password. In other words, please be careful with your identity and passwords.
Indemnity
You agree to indemnify, defend, and hold harmless Kroogi, and its subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees, from and against any claim, demand, loss, damage, cost, or liability (including reasonable attorneys' fees) arising out of or relating to
Kroogi reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of Kroogi. Kroogi will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
Disclaimer of Warranties
YOUR USE OF KROOGI, AND ALL CODE, PLATFORM CODE, THIRD PARTY SOFTWARE, AND CONTENT (INCLUDING THIRD PARTY CONTENT), ARE AT YOUR SOLE RESPONSIBILITY AND RISK. KROOGI, AND ALL CODE, PLATFORM CODE, THIRD PARTY SOFTWARE, AND CONTENT (INCLUDING THIRD PARTY CONTENT) ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. KROOGI AND ITS SUCCESSORS, AFFILIATES, CONTRACTORS, EMPLOYEES, SUPPLIERS, LICENSORS, PARTNERS AND AGENTS EXPRESSLY DISCLAIM ALL REPRESENTATIONS, WARRANTIES, OR CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, COMPLETENESS, PERFORMANCE, SYSTEM INTEGRATION, QUIET ENJOYMENT, TITLE, AND NON-INFRINGEMENT. KROOGI AND ITS SUCCESSORS, AFFILIATES, CONTRACTORS, EMPLOYEES, SUPPLIERS, LICENSORS, PARTNERS AND AGENTS DISCLAIM ANY WARRANTY THAT KROOGI, OR ANY CODE, PLATFORM CODE, THIRD PARTY SOFTWARE, OR CONTENT (INCLUDING THIRD PARTY CONTENT) WILL MEET YOUR REQUIREMENTS OR BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT KROOGI, OR THE SERVER THAT MAKES KROOGI AVAILABLE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. KROOGI MAKES NO GUARANTEE REGARDING (A) THE AMOUNT, TIMING AND DELIVERY OF ANY CLICKS OR IMPRESSIONS WITH RESPECT TO ANY CONTENT (INCLUDING THIRD PARTY CONTENT) OR ADVERTISING ON KROOGI, OR (B) THE VOLUME AND QUALITY OF ANY TRAFFIC TO YOUR .
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF KROOGI, IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM KROOGI OR ITS SUCCESSORS, AFFILIATES, CONTRACTORS, EMPLOYEES, SUPPLIERS, LICENSORS, PARTNERS OR AGENTS, OR THROUGH OR FROM KROOGI, SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS.
Limitation of Liability
YOU AGREE THAT, UNDER NO LEGAL THEORY, INCLUDING, BUT NOT LIMITED TO NEGLIGENCE, SHALL KROOGI OR ITS SUCCESSORS, AFFILIATES, CONTRACTORS, EMPLOYEES, SUPPLIERS, LICENSORS, PARTNERS OR AGENTS, BE LIABLE TO YOU FOR (A) ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, COST OF COVER, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF KROOGI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING FROM OR RELATING TO THIS AGREEMENT OR YOUR USE OR THE INABILITY TO USE KROOGI; OR (B) ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (IN THE AGGREGATE FOR ALL POTENTIAL CLAIMS BY YOU) IN EXCESS OF THE GREATER OF (i) $100 AND (ii) THE TOTAL AMOUNTS PAID TO KROOGI BY YOU IN THE TWELVE MONTHS IMMEDIATELY PRECEDING THE INITIAL NOTICE OF ANY CLAIM.
THESE LIMITATIONS SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED ON ANY THIRD PARTY SITES OR OTHERWISE PROVIDED BY ANY THIRD PARTIES OTHER THAN KROOGI AND RECEIVED BY YOU THROUGH OR ADVERTISED ON KROOGI OR RECEIVED BY YOU ON ANY THIRD PARTY SITES.
CERTAIN JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF YOU RESIDE IN SUCH A JURISDICTION, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS. THE LIMITATIONS OR EXCLUSIONS OF WARRANTIES, REMEDIES OR LIABILITY CONTAINED IN THIS AGREEMENT APPLY TO YOU TO THE FULLEST EXTENT SUCH LIMITATIONS OR EXCLUSIONS ARE PERMITTED UNDER THE LAWS OF THE JURISDICTION IN WHICH YOU ARE LOCATED.
Changes to Kroogi Site
Kroogi reserves the right at any time (and from time to time) to modify, suspend, or discontinue providing the Kroogi Site or any part thereof with or without notice. Kroogi will not be liable to you or to any third party for any modification, suspension or discontinuance of Kroogi.
Amendments
We may amend, modify, change, add or remove portions of this Agreement or any Guidelines at any time without notice to you by posting a revised version on www.Kroogi.com or elsewhere on Kroogi. The revised version will be effective at the time we post it. Please check this Agreement and any Guidelines periodically for changes. Your continued use of Kroogi after posting of the changes constitutes your binding acceptance of such changes. We last modified this Agreement on the date stated herein. However, if the revised version includes a material change, it will be effective for an existing User (including Member or Creator) on the earlier of (a) the date you accept it, and (b) 30 days after the material changes are initially posted to www.Kroogi.com or elsewhere on Kroogi. The revised version will apply to you immediately if you are a User who registers or first uses Kroogi on or after the posting of the revised version.
Term and Termination
This Agreement shall remain in full force and effect unless and until your account is terminated as provided herein. You may terminate your account and end your use of Kroogi at any time and for any or no reason by following the appropriate link in “user settings >> account settings”. Kroogi has the right (at its sole discretion) for any reason to (i) delete, disable or deactivate your account, block your email or IP address, or otherwise terminate your access to or use of Kroogi, (ii) remove and discard any Content anywhere on Kroogi or (iii) shut down Your Content or account, with or without notice, and with no liability of any kind to you.
If you terminate your account, we will have no obligation to refund you any fees you may have paid, if any, except as may be required by applicable law.
Effects of Terminating
Upon deactivating your account, this Agreement terminates and your access rights to Kroogi and any s immediately cease to exist. For Content you wish to delete from Kroogi, you can delete it by going to each of the sections to which you've contributed. Kroogi is not responsible for deleting Content on your behalf and Kroogi will not have any obligation to assist you in migrating your data off of Kroogi. Note that, even if Content is deleted from Kroogi' active servers, it may remain in archives.
Volunteers and kroogi.com
Volunteers make a good portion of the Kroogi online community. Kroogi appreciates and encourages the significant contributions made by volunteers, who assist Kroogi in its efforts to provide high quality, community driven online services. You may volunteer to Kroogi.com if you wish to do so. Kroogi volunteers perform a variety of technical and non-technical tasks, including, but not limited to, programming, the creation of web-based content, graphic design, audio and/or visual content creation, technical writing, managing electronic data libraries and/or databases, technical support, reviewing, categorizing, legal assistance, archiving and/or forwarding electronic data, providing expert advice, administration, management, accounting, research, content creation, promotions, or other assignments, as needed. All volunteers must be of legal age, or volunteering with the consent of a legal parent or guardian.
By accepting these Terms of Service, you agree that any material created as a result of volunteer work for Kroogi constitutes intellectual property of Kroogi and that all rights in such material shall vest in Kroogi at the time that it is created, to the extent permitted by law. If laws prevent such vesting, you hereby make assignment of all such rights to Kroogi at the time of creation. If laws prevent such assignment, you hereby grant Kroogi a perpetual world wide irrevocable license to use such material. If laws prevent such licensing, you agree never to sue Kroogi for the use of such material.
You represent and warrant that any material you submit as a volunteer is original (or that you have obtained the necessary license(s) to submit such material to Kroogi ), correct, error free and does not contain any inflammatory language, indecency or obscenities. Furthermore, if such material is found to be illegally presented, claimed, or forged, Kroogi may remove such material and, at Kroogi's discretion, seek legal action against you. You are not required to become a volunteer to this Service, and Users without volunteer status will receive reasonable support and attention as well. Without express written confirmation to the contrary, all work made for Kroogi is assumed to be taken without pay or future consideration.
Survival
The provisions under the following headings will survive termination of this Agreement for any reason: Payment, Copyright Infringement, Creator Indemnification, User Indemnification, Third Party Content and Interaction; Third Party Sites, Acceptable Use and Conduct, Privacy and Spam, Disclaimer of Warranties, Indemnity, Limitation of Liability, Effects of Terminating, Survival, Laws and Arbitration, General.
Law and Arbitration
This Agreement shall be governed by the laws of the State of California without giving effect to any principles that may provide the application of the law of another jurisdiction. You agree to submit to the personal jurisdiction of the state courts and federal courts located within the State of California for the purpose of litigating all such claims or disputes Any claim or dispute in connection with this Agreement shall be resolved in a cost effective manner through binding non-appearance-based arbitration and has to be initiated within thirty (30) days after it arises, or the cause of action is barred. The arbitration shall be initiated through an established alternative dispute resolution provider mutually agreed upon by the parties. The alternative dispute resolution provider and the parties must comply with the following rules: (a) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, the specific manner shall be chosen by the party initiating the arbitration; (b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and (c) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Notwithstanding the foregoing, we may seek injunctive or other equitable relief to protect our intellectual property rights in any court of competent jurisdiction.
United States Export Controls
You agree to comply with all applicable export and reexport control laws and regulations, including the Export Administration Regulations ("EAR") maintained by the U.S. Department of Commerce, trade and economic sanctions maintained by the Treasury Department's Office of Foreign Assets Control ("OFAC"), and the International Traffic in Arms Regulations ("ITAR") maintained by the Department of State. Specifically, you agree that you shall not -- directly or indirectly -- sell, export, reexport, transfer, divert, or otherwise dispose of any products, software, or technology (including products derived from or based on such software or technology) received from Kroogi under this Agreement to any destination, entity, or person prohibited by the laws or regulations of the United States, without obtaining prior authorization from the competent government authorities as required by those laws and regulations. You agree to indemnify, to the fullest extent permitted by law, Kroogi from and against any fines or penalties that may arise as a result of your breach of this provision. This export control clause shall survive termination or cancellation of this Agreement.
General
You will comply with all policies applicable to Kroogi, which policies are (i) either posted on Kroogi or provided to you, and (ii) incorporated by reference into this Agreement. In addition, you agree to comply with all applicable laws. The failure of Kroogi to exercise or enforce any right or provision of this Agreement does not constitute a waiver of such right or provision. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should try to give effect to the parties' intentions as reflected in the provision, and the other provisions of this Agreement remain in full force and effect. Your Creator and Member accounts are non-transferable. You may not delegate your duties under this Agreement or assign this Agreement, in whole or in part. Kroogi may assign this Agreement in whole or in part in its sole discretion without your consent and without notice. Any unauthorized use of any Kroogi computer system is a violation of this Agreement and certain federal and state laws, including without limitation the Computer Fraud and Abuse Act (18 U.S.C. Section 1030, et seq.). Such violations may subject you and your agents to civil and criminal penalties. This Agreement, which incorporates the Guidelines, constitutes the entire agreement between you and Kroogi and governs your use of Kroogi, superseding any prior agreements (whether written or oral) between you and Kroogi regarding the subject matter hereof. The other Users of Kroogi are intended third party beneficiaries of your obligations under this Agreement. A party will not be liable for non-performance or delay in performance (other than of obligations regarding payment of money) caused by any event reasonably beyond the control of such party including, but not limited to wars, hostilities, revolutions, riots, civil commotion, national emergency, epidemics, fire, flood, earthquake, force of nature, explosion, embargo, or any “act of God".
Contacting Kroogi
You may contact Kroogi the following ways:
E-Mail info@kroogi.com
Last updated: September 4, 2009
414103 v4/RE
Thank you for using Kroogi.com owned and operated by Your-Net-Works, Inc., ("Kroogi" or "us" or "we" or "our") where we provide a web-based service that allows our users (i) to create and maintain an online web presence which may include posting, uploading and/or downloading text, data, messages, information, software, music, sound, photography, graphics and video, as well as (ii) creating an online community of art creators, their fans, and supporters, allowing donations to the creators, and many other related services, including promotional tools (collectively, the "Services"). The following terms and conditions (the "Terms of Service") covers your use of the Services and your use of the Kroogi site available at http://www.kroogi.com, as well as any other Kroogi branded site operated by Kroogi or any successor thereto (collectively, the “Site”). These Terms of Service form a binding agreement (the “Agreement”) between you and us, where the terms "you" or “your” refers to the person accessing or using Kroogi, or the company or organization on whose behalf that person accesses Kroogi. Please review the following terms carefully. BY BROWSING OR REGISTERING WITH KROOGI, POSTING, UPLOADING OR DOWNLOADING CONTENT (AS DEFINED BELOW), YOU ARE AGREEING TO THESE TERMS OF SERVICE, AND THESE TERMS OF SERVICE WILL GOVERN YOUR USE OF KROOGI. IF YOU DO NOT AGREE TO THESE TERMS OF SERVICE, YOU MUST CEASE TO USE KROOGI IMMEDIATELY.
These Terms of Service contain general terms that apply to you as a User (as defined below) of Kroogi, along with additional terms that may apply to you as a Creator (as defined below) if you decide to create and upload your own Content. When using Kroogi, you will also be subject to Kroogi’s Privacy Policy, available at http://kroogi.kroogi.com/content/show/4663 and/or any additional posted guidelines, policies or rules applicable to specific services and features on Kroogi, which may be posted by us from time to time (collectively, the "Additional Guidelines"). All of these Additional Guidelines are part of this Agreement and are hereby incorporated by reference. You represent that you are fully able and competent to enter into the terms, conditions, obligations, representations and warranties set forth in these Terms of Service. If you are using or creating Content on or through Kroogi as a representative of a company or legal entity, (i) you represent that you have the authority to enter into this Agreement on behalf of that company or entity, and (ii) you agree that the terms "you" and "your" in this Agreement refers to your company or legal entity. We will provide Users and Creators access to Kroogi so long as our Agreement with you remains in effect, provided that your use of Kroogi will at all times be bound by these Terms of Service. The terms of service governing use of Kroogi by Creators differs slightly from the terms governing use by Users. Both are set forth below and both may apply to you depending on how you use Kroogi.
Please note that this Site is not aimed at users under thirteen (13 )years of age. Users thirteen (13 )years or younger are required to have a parent or guardian review and complete any registration process, which may include age verification steps in addition to the standard process.
DEFINITIONS AND DESCRIPTIONS
"Content" means (i) any work of authorship, including but not limited to, music, music albums, songs, sounds, photos, videos, images, text, comments, opinions, recommendations, forums, files, listings, logos, trademarks, postings, messages, tags, blogs and any other content added to, submitted or uploaded; and/or (ii) any other materials posted on or transmitted through Kroogi. "Your Content" is any Content that you submit to Kroogi, either as a registered User/Member or as a Creator (all as defined below). If you are a Creator, Your Content includes any name, logo, trademark, brand features and other Content that you make available and identifiable with your creations.
“Creator" is a User who creates and uploads Content to which it owns the copyrights. A Creator is by definition a User and a Member of the Site.
"Creator Services" are the services Kroogi provides to Creators. Creator Services include, but aren't limited to: a Member registration and authentication services; account management; upload and download of Content, facilities to receive contributions, payment or donations from fans and supporters, and making Creator’s content available at certain non-Kroogi sites, per example, Facebook. Certain Creator Services are provided free of charge.
“Download & Contribute Program” is a program offered By Kroogi to Creators where You can make Music Albums available for download to other Members, Users or fans, which in return can make voluntary monetary Contributions to you.
“Kroogi Downloads Facebook Application” is the installable application developed by Kroogi which allows Creators and Members to make available to their Facebook linked friends, Music Albums downloadable from Kroogi, provided the Facebook users installs the Kroogi Downloads Facebook Application first.
"Kroogi ID" is an account you create in Kroogi which includes a username, email address, and password. When you register as a Member on Kroogi, you use the username and password portion of your Kroogi ID to authenticate with the Site.
"Kroogi Technology" means the software in any format, hardware, products, processes, algorithms, user interfaces, know-how, techniques, organization, designs, text, images, photographs, illustrations, audio or video material, artwork, graphic material, podcasts, advertising copy, databases, proprietary information, all copyrightable or otherwise legally protectable elements of Kroogi and all other tangible or intangible materials related to, displayed, performed or distributed on or through Kroogi, including, the selection, sequence, and "look and feel" and arrangement of items on Kroogi, and all Kroogi Marks (as defined below), domain names, patents, and other intellectual property. Kroogi Technology does not include Your Content. The Kroogi Technology includes the “Kroogi Downloads Facebook Application”.
"Members" means both Users and Creators who complete a registration process with Kroogi, obtain a Kroogi ID and have an active account.
"Member Services" means the services provided by Kroogi to Members. Member Services include, but aren't limited to: Member registration, Member sign in and authentication, message center, forum, announcements, contact management, download and upload of Content, Projects (as defined below), showcase, participation in circles, ability to make contributions. and linking friends to non-Kroogi sites, per example, Livejournal.
"Member Data" is data collected from Members by Kroogi, including the data collected for the Kroogi ID and any data provided in Your Profile (as defined below).
“Music Album” is a type of Content (as defined above) that encompass a collection of related audio or music tracks directly distributed by Creators to Members, and in certain occasions to non-Members, via the Kroogi Site in electronic form.
"Profile" means information that, if you are a Member, you have provided to Kroogi that is aggregated by Kroogi into Your Profile.
“Project” means a Kroogi account collectively run by a group of people. A Project host can act on behalf of the project. Projects are useful under many situations, particularly collectives with a common purpose. (e.g. bands, charity organizations, event committees, and more).
"Users" are all end users of Kroogi, regardless if they are registered as a Member or not, and include you, any users, all Members, and all Creators .
CREATOR TERMS OF SERVICE
The Sections below relate to the terms of service specifically applicable to Creators. If you are a User, the terms governing your use of Kroogi are set out later in these Terms of Service under the heading “User Terms of Service.” As a Creator, you are subject to both the Creator Terms of Service and the User Terms of Service.
These terms of service cover your creations distributed through Kroogi. Please note that Kroogi is not a store, retailer, or official broker of Content between you, the Creator and the consumer, i.e. the User or Member. Kroogi is a digital distribution channel for originally owned Content. By agreeing to these terms, you grant Kroogi the right to use Your Content, your artwork, and any the metadata associated with your Content in any or all Kroogi distribution channels, for the limited purpose of distributing your Content and for product marketing purposes.
Services
We provide Creator Services and Member Services through Kroogi to enable you to create and manage your creations and Your Content through Kroogi. Because we want you to have as much freedom as possible, you control your account and Kroogi does not claim any ownership rights in Your Content or any Content posted by Users or Members. Kroogi also provides you with access to receive contributions from your fans through Kroogi.
Licenses to Your Content
You may upload to Kroog any Content to which you have the rights required by this Agreement, and is otherwise in accordance with this Agreement. You hereby represent that you have all rights necessary to grant the licenses applicable to Your Content, as described in this Agreement. You agree not to include in Your Content any Content for which you don't have sufficient rights and agree to comply with the third-party license (if any) and restrictions applicable to each item of Content you post, copy, access, or use.
You hereby grant Kroogi a worldwide, sub-licensable, royalty-free license to use, reproduce, modify, distribute, publicly display, publicly perform, and create derivative works of Your Content for the sole purpose of hosting and making Your Content available on Kroogi.
Kroogi Marks; Templates
Kroogi reserves the right to include applicable Kroogi copyright and trademark notices for Kroogi and links to the Terms of Service, Privacy Policy and other Guidelines in any frame of the Kroogi website. All notices and links will be displayed consistently in such form and placement as determined by Kroogi. For purposes of this Agreement, all templates offered by Kroogi are copyrighted material and are considered part of Kroogi. Such templates are offered for use to Kroogi users under license only, and are not offered for sale or unbridled use. Such license limits use of Kroogi templates to sites hosted by Kroogi through Kroogi. Kroogi templates may not be transferred to or hosted on another web host or Internet Service Provider.
Support and Interaction
Kroogi provides you the ability to create and enhance your account (s). To enable a great experience for all Users on Kroogi, you must ensure that uploading of your creations or their management do not unduly degrade the performance of Kroogi. If your (s) exceed the quotas and limitations set by Kroogi (e.g., storage or bandwidth), if any, or otherwise degrade performance of Kroogi or its services in any way, we may suspend and/or terminate your account(s) at our sole discretion.
Distribution Services
Kroogi provides you with the ability to distribute certain of Your Content, specifically, downloadable Music Albums (as defined above). For this purpose Kroogi makes the following channels of distribution available to you: (1) The Kroogi Content Showcase, which can be under a Member account or as part of a Project (as defined above) with the Download and Contribute Program capability activated, allowing Users or Members to download and/or make a voluntary Contribution to You. (2) The Kroogi Downloads Facebook Application, which allows your Facebook friends to download Music Albums and/or make a contribution to You, also through the activation of the ‘Download and Contribute Program’ capability. (3) Any other future Kroogi distribution channels of Content that may allow the activation of the Download and Contribute Program capability.
Before uploading your Music Album, You are required to fill up an affidavit of ownership and/or ownership information regarding the Music Album. This is a precaution against illegally distributed Content. Without prejudice of any and all legal remedies available at law, a breach of this provision may result in Kroogi cancelling your account, permanently removing Your Content and/or banning you from the Kroogi Site. If You are under a music contract, it is your responsibility to consult your music label and/or official distribution channel regarding the legal implications of uploading your Music Albums and/or Content in our Kroogi Site.
Please be advised that a valid payment system is required for any Music Albums that you make available in downloadable form.
Furthermore, by activating the Download and Contribute Program you allow Kroogi to distribute Your Content to all possible Kroogi content channels where digital content is available for downloads. Once Your Content is available for download, Kroogi will distribute Your Content in the form of a downloadable .zip file accessible to all Kroogi Members, Users and/or Facebook users who have downloaded the Kroogi Downloads Facebook Application.
Contribution Services
Kroogi provides you with the ability to receive monetary contributions (the “Contributions”) from other Members, Users and/or fans, by way of the Download and Contribute Program. Monetary exchanges in the form of Contributions on Kroogi.com, the Kroogi Downloads Facebook Application, and/or any other online Kroogi experience, are between you (the "Recipient") and the individual making the Contribution (the “Sender") with the participation of Kroogi.
To be able to receive Contributions, you must have set up a PayPal or Webmoney payment system. We require that Creators have a "Verified" account with PayPal, as such term is defined in the PayPal website, and/or a “Personal Passport” account for Webmoney, as such term is defined in the Webmoney website. Once your payment system account is ready, your Project or account is ready to receive Contributions.
If you receive a contribution or donation, please be advised that there is a compulsory waiting period (the “Waiting Period”) before such funds are made available to You for withdrawal, to guarantee the safety and legitimacy of such Contribution. The length of the waiting period shall be determined and communicated to You at the moment you set-up your account. The Waiting Period varies depending on several risk factors, such as geography, nature of Your Content, transaction history, etcetera. The Waiting Period for each contribution starts counting immediately after the contribution has been sent to You, Recipient, from the Sender. In the event that Kroogi determines, in its sole discretion, that a possible fraudulent transaction has taken place or in the event that it has difficulty in determining the validity of a transaction, the Waiting Period maybe be extended until such possible fraud or validation is cleared. Kroogi reserves the right, at its sole discretion, to change the Waiting Period on a system-wide or on a case-by-case basis as needed.
All funds received on behalf of a Project which are not yet available for withdrawal will be collected by and kept in Kroogi's payment system account.
Once the funds are available to You for withdrawal, Kroogi will make the automatic deduction of a fixed percentage of the value of the contribution (the “Fixed Percentage”). The Fixed Percentage rates on contributions are as follows: For contributions made through PayPal, Webmoney, and SMS: fifteen percent (15%).
Kroogi will release the value of the original invoice after applying the automatic deduction. Once the amount is released to You, it can be withdrawn to your personal PayPal or Webmoney USD account.
You can remove or alter the payment system connected to a particular Project or Music Album with no adverse effects as to the availability of such Content on the various Kroogi distribution channels, including but not limited to, Kroogi.com or the Kroogi Downloads Facebook Application.
All payments to be issued by Kroogi's parent company, Your-Net-Works Inc.
Payment Generally
Creating an account and uploading Your Content is generally free. However, Kroogi reserves the right to change its payment terms and to charge for previously free services. Kroogi reserves the right to run advertisings on its sites, which can be seen when accessing your account. In the event of Kroogi changing its policies and charging for previously free services, You are responsible for paying all fees and applicable taxes associated with such Services in a timely manner with a valid payment method. You authorize Kroogi to charge your credit card, charge card, debit card, PayPal, or financial institution account (herein "Payment Method") for all charges to your accounts with Kroogi. Your Payment Method will be charged the current fee for the Service you choose on the date that you click on the "Purchase" button in the ordering process. Payments may be recurring. You agree that Kroogi may automatically charge the fee to your Payment Method at the beginning of each recurring period. For example, if you choose a Premium Service with a monthly plan, you will be billed every month on the anniversary date of the date you clicked the "Purchase" button. Additionally, we may offer a pre-pay payment option for payment of Services ("Pre-Payment Plan"). If you opt for Pre-Payment plan, your Payment Method will be charged the then-current fee for that Premium Service at the commencement of each renewal period
You acknowledge and agree that any credit card and related billing and payment information that you provide to Kroogi may be shared by Kroogi with companies who work on Kroogi' behalf, such as payment processors and/or credit agencies, solely for the purpose of checking credit, effecting payment to Kroogi and servicing your account. The terms of your payment will be based on your chosen Payment Method and may be determined by agreements between you and the financial institution providing such Payment Method. You agree to pay Kroogi all charges incurred under your account for any Service in which you or anyone else who uses your account (including children, family and friends) enroll in accordance with this Agreement and any applicable Services policies. If your Payment Method fails or your account is past due, (a) you agree to pay all amounts due on your account upon demand, (b) Kroogi may collect fees owed using other collection mechanisms (this includes charging other payment methods on file with us) and (c) Kroogi reserves the right to either suspend or terminate your Services or your account with Kroogi, including deletion of your account from Kroogi. Except as may be set forth herein, any fees charged to your account are non-refundable. You agree to submit any disputes regarding any charge to your account in writing to Kroogi within thirty (30) days of such charge, otherwise such dispute will be waived and such charge will be final and not subject to challenge. Refunds (if any) made pursuant to such dispute, are at the discretion of Kroogi.
Taxes
You are responsible for paying any governmental taxes imposed on your use of Kroogi, including, but not limited to, sales, use, income or value added taxes. If requested, you will promptly furnish to Kroogi the applicable receipts and/or certificates regarding such remittances as soon as reasonably practicable. To the extent that Kroogi is obligated to collect such taxes, the applicable tax will be added to your invoices.
Advertising on the Site
Kroogi reserves the exclusive right to sell, run and/or serve third-party advertising on the Site. If you are a Creator, you agree not to include any advertising for anything other than Your Content you provide on Kroogi. Kroogi reserves the right to include promotional links on the Site. Promotional links does not include required Kroogi legal notices and links to Kroogi Terms of Service, Privacy Policy and Guidelines.
Acceptable Use and Conduct
You are solely responsible for your conduct and Content on Kroogi. You acknowledge that any use of the Kroogi Site is governed by the Agreement. You agree to comply with the provisions of this Agreement. Any Content you upload, post or serve is governed by the Agreement, and the Kroogi Privacy Policy applies to any personal data we collect from you as a Creator.
You agree not to post adult Content (“Adult Content”) on your account, unless notice of such Adult Content is provided to Members and registration is required first. Any Adult Content visible to non-Members may be shut down or removed at Kroogi’s sole discretion and with no notice.
Your shall not be designed or implemented in a way that, as determined by Kroogi in its sole discretion, might mislead a User into believing that: (i) he or she is interacting directly with Kroogi when interacting with You or (ii) any of Your Content was created by or is endorsed by Kroogi.
Kroogi Site Policies
Kroogi may establish general polices and limits concerning use of Kroogi (“Kroogi Site Policies”), including (and without limitation) the maximum number of days that s and uploaded Content will be retained, the maximum number of and size of Content files and objects (including email messages), the maximum storage space allotted to you, the maximum number of times and duration for which you may access Kroogi in a given period of time, and the maximum bandwidth used by your Content. Kroogi reserves the right to log off or deactivate Member accounts that are inactive for an extended period of time.
Copyright Infringement
You agree to promptly address any copyright owner's written notice (including any notices forwarded to you by Kroogi) that specified Content posted by you or that you control infringes that third-party's copyrights, provided that the notice substantially complies with the requirements in the Digital Millennium Copyright Act (DMCA). Kroogi may remove any allegedly infringing Content without any liability to You.
Kroogi maintains and enforces a policy of terminating the accounts of Creators who are repeat copyright infringers.
Your Creator Account
You must register on Kroogi in order to become a Creator on Kroogi. You are responsible for keeping your Kroogi password secure.
Creator Indemnification Obligation
You agree to indemnify, defend, and hold harmless Kroogi, and its subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees, from and against any claim, demand, loss, damage, cost, or liability (including reasonable attorneys' fees) arising out of or relating to:
- Your Content;
- Your use or misuse of Kroogi;
- Your connection with Kroogi;
- Your breach or alleged breach of this Agreement; and
- Your violation of any rights (including intellectual property rights) of a third party;
Your interactions with other Users or Member, including payment and delivery of Contributions or Content, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and the User or Member. Like with any web-based interaction, we suggest that you use caution and good judgment. If there is a dispute between you and any third party (including any User or Member), Kroogi is under no obligation to become involved.
You hereby release Kroogi, its officers, employees, agents and successors from claims, demands and damages of every kind or nature arising out of or related to any disputes with other Users.
USER TERMS OF SERVICE
The Sections below relate to the terms of service specifically applicable to Users. If you are a Creator, in addition to the following terms of service regarding Users, your use of Kroogi is governed by the terms set forth above under the heading “Creator Terms of Service.”
In addition to these Terms of Service, You agree and acknowledge that Your use of the Site may be subject to additional terms and conditions. You agree that Kroogi is not responsible and not liable to you or any third party for any information you may upload or otherwise provide on or through the Site, to a Creator, Member, User or third party, you are solely responsible for such information and submit such information at your own risk, and in accordance with any applicable agreements between you and the Creator.
Proprietary Rights Regarding Kroogi and Content.
You acknowledge and agree that we and our licensors retain ownership of all intellectual property rights of any kind related to Kroogi and the Kroogi Technology, including applicable copyrights, trademarks and other proprietary rights. We are not granting any license to You under any of those intellectual property rights by virtue of this Agreement. Kroogi and its licensors own and retain all proprietary rights in the Kroogi Technology (including all upgrades, new features, and enhancements thereto). Kroogi contains the copyrighted material, trademarks, and other proprietary information ("Intellectual Property") of Kroogi, and its licensors, including other Kroogi users. Except as expressly set forth herein, Kroogi does not transfer to You or any third party any rights, title or interest in or to such Intellectual Property, including, without limitation, any intellectual property rights in any Content and material included therein. There are no implied licenses under this Agreement, and all rights not expressly granted are hereby reserved.
You agree that any questions, comments, suggestions or the like other than personally identifiable information (collectively, the "Feedback") sent to Kroogi, shall become the sole property of Kroogi. You hereby assign all rights, title and interest in such Feedback to Kroogi, and you acknowledge and further agree that Kroogi shall be free to use and exploit in any manner any ideas, concepts, know-how or techniques contained in such Feedback for any purpose without any obligation of confidentiality, attribution or compensation to you or a third party and without your or a third party's consent.
Kroogi does not claim any ownership rights in Your Content, if any. After posting Your Content, you continue to retain ownership of Your Content, and you continue to have the right to use and license Your Content in any way you choose. The Content that you upload, if any, needs to comply with the terms of this Agreement. At any point, you can take Your Content down and cancel your account and Kroogi does not retain any license rights except as provided herein.
You hereby grant Kroogi, during the course of your usage of Kroogi, a nonexclusive, worldwide, royalty-free, perpetual, irrevocable, sublicenseable and transferable right and license to (i) use, reproduce, create derivative works of, distribute, publicly perform and publicly display Your Content (a) for the sole purpose of operating and making Your Content available on Kroogi and in all current and future media in which Kroogi may now or hereafter be distributed or transmitted or (b) for our internal business purposes; and (ii) disclose metrics regarding Your Content on an aggregated basis for advertising, marketing and business development purposes. Without limiting the foregoing, Kroogi reserves the right to retain copies of Content for archival purposes after termination of the Agreement.
You hereby agree that if Your Content is removed from due to a violation of this Agreement, including in response to any valid DMCA (as defined below) take down notice or because such Content contains illegal images, Kroogi shall have the right to provide, copy and disclose Your Content in any manner without restriction, including in response to any subpoena or other judicial or administrative order, to assist government enforcement agencies or otherwise required by law and to protect the rights, property or safety of Kroogi, any individual, or the general public.
We want to encourage sharing of Content between Users and across Kroogi. To this end, by uploading Content to a section in which the Content is designated as public Content, you grant to all other Users a nonexclusive license to distribute, and publicly display such Content on the condition that the Content is attributed in a manner specified by its author, if at all, that all copyright notices are kept (a “Public Content License”), and that the ability for Content consumers to pay for such Content is preserved in the manner specified by the creator or author”). .
Right to Access the Kroogi Site and Services
During and subject to the terms and conditions of this Agreement, Kroogi will provide you with access to Kroogi solely to enable your use of the Kroogi Site and Services as permitted under this Agreement. You acknowledge that you shall acquire no rights in Kroogi, and all data which does not include Your Content are owned by Kroogi or its licensors. Any use of third party software provided in connection with Kroogi will be governed by such third parties’ licenses and not by this Agreement. We reserve the right, in our sole discretion, to deny use of Kroogi to anyone for any reason.
Restrictions
Except as expressly permitted under this Agreement, you agree not to, nor will you allow any third party (whether or not for your benefit) to:
- Run, rent, lease, loan, or sell access to Kroogi or the Kroogi Technology.
- Decompile or reverse engineer or attempt to access the source code of the software underlying Kroogi or Kroogi Technology.
- Copy, archive, store, reproduce, rearrange, modify, adapt, download, upload, create derivate works from, display, perform, publish, distribute, redistribute or disseminate any Kroogi Technology.
- Access Kroogi to build a product using similar ideas, features, functions, interface or graphics of the Kroogi Technology.
- Access (or attempt to access) any service on Kroogi by any means other than as permitted by this Agreement.
- Circumvent, disable or otherwise interfere with security related features of the Kroogi Technology or features that prevent or restrict use or copying of any Content or Third Party Content or enforce limitations on use of the Kroogi Technology or the Content and Third Party Content therein.
- Access Kroogi to upload Your Content to cause a breach of security to Kroogi or any or interfere with the proper working of Kroogi or prevent others from using the Kroogi.
- Delete the copyright and other proprietary rights notices on Kroogi Technology.
Your Content.
You are responsible for making sure that you have all rights in Your Content, including the rights necessary for you to grant the foregoing licenses to Your Content. You are solely responsible for Your Content that You post on or through Kroogi, or transmit to other users or third parties. You understand that whether or not Your Content is published or marked private by you, Kroogi does not guarantee any confidentiality or privacy with respect to any of Your Content. You agree not to include any advertising in any of Your Content unless you are a Creator who is runnig your own advertising on Your creations. You understand and agree that Kroogi and its designees reserve the right, but shall have no obligation, to pre-screen, filter, remove, refuse to accept, post, display, or transmit any Content through or in the Site or Kroogi in whole or in part at any time for any reason or no reason with or without notice and with no liability of any kind, including, without limitation, any Content that in the sole judgment of Kroogi violates this Agreement or the Guidelines or which might be offensive, inappropriate, illegal, or that might violate the rights, harm, or threaten the safety of other users or third parties. By posting Content to any area of Kroogi, You represent and warrant that You have the right to grant the license to Your Content set forth in the Proprietary rights section above. In addition, You represent and warrant that You have the right to post the Content and You will not post any illegal or prohibited Content and will not infringe, misappropriate, violate or contravene any third party rights (including, without limitation, any intellectual property rights). Kroogi reserves the right (but is not obligated) to investigate and to take appropriate legal action in its sole discretion against anyone who violates this Agreement, including without limitation, removing the offending Content from Kroogi or any and terminating access to Kroogi for such violators. Kroogi reserves the right to disclose all content that You upload, post, transmit or otherwise make available via Kroogi (whether or not directed to Kroogi) if required to do so by law or in the good faith belief that such disclosure is necessary or appropriate to conform to the law or comply with legal process served on Kroogi, to protect and defend the rights or property of Kroogi, Kroogi or our customers, whether or not required to do so by law, or to protect the personal safety of our customers or the public.
Additionally, you understand and agree that Your Content that is displayed through Kroogi may continue to appear there, even after you have terminated your Kroogi Member account or terminated these Terms of Service, as portions of Your Content may have been incorporated into User profiles, RSS feeds or other features.
If an account is removed from Kroogi, the Content associated with that account may also be deleted at the discretion of the Creator or Kroogi. We encourage you to be sure you are comfortable with this possibility before contributing Your Content to your account. You should be aware that Kroogi is not required and may not keep back-up copies of Content (including Your Content) on Kroogi once the Content is deleted. Additionally, Kroogi makes no guarantee, either during or after the term of this Agreement, that Your Content will be safely stored on Kroogi and you should independently back-up Your Content. This Agreement includes a number of licenses that are necessary for Kroogi to make your Content available through Kroogi. For example, without the right to modify Content, Kroogi would not be able to format Content to meet technical requirements, and without the right to publicly perform or publicly display Content, Kroogi could not make the Content available for other Users to view.
Third Party Content and Interaction; Third Party Sites
You agree to comply with the license and restrictions applicable to each item of Content you post, copy, access, or use. You understand that by using Kroogi you may be exposed to Content that is offensive, objectionable, or indecent, and that you use Kroogi at your own risk. Content from other Users or third parties is made available to you through Kroogi. The inclusion of any such Content on Kroogi does not imply our affiliation or endorsement of such Content. Because Kroogi does not control such Content, you agree that Kroogi is not responsible for any such Content, including without limitation, any advertising and information about third party products or services, or the accuracy, integrity, quality, legality, usefulness, safety or intellectual property rights of any such Content. Your interactions with other Users and third parties on the Kroogi Site, including payment and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and the User or third party as applicable. Like with any web-based interaction, we suggest that you use caution and good judgment. You agree that Kroogi is not responsible for any loss or damage incurred as the result of any such dealings or with respect to any other User's or third party’s use or disclosure of your personal data. If there is a dispute between you and any third party (including any User or Member), Kroogi is under no obligation to become involved. You release Kroogi, its officers, employees, agents and successors from claims, demands and damages of every kind or nature arising out of or related to: (i) any disputes with other Users and third parties, and/or (ii) Kroogi.
Additionally, Kroogi, Creators, Users or third parties may provide hyperlinks on Kroogi, or any other form of link or redirection of your connection to other sites ("Third Party Sites"). Links to these Third Party Sites are provided solely for your convenience and in no way does the inclusion of any link on Kroogi implies Kroogi's affiliation or endorsement of the linked site, their business practices (including their privacy policies) or any information therein. Kroogi expressly disclaims responsibility for, the accuracy, quality, legality, nature, availability or reliability of Third Party Sites linked to by or through Kroogi. ACCESS AND USE OF THIRD PARTY SITES, INCLUDING THE INFORMATION, MATERIAL, PRODUCTS, AND SERVICES ON THIRD PARTY SITES OR AVAILABLE THROUGH THIRD PARTY SITES, IS SOLELY AT YOUR OWN RISK.
Privacy of Your Information
Kroogi has the Kroogi Privacy Policy governing data we collect. Kroogi cannot be, and is not, responsible for what another User may do with Your Content or any personal information that you choose to disclose voluntarily to them. That is why it is important for you to decide what information you are willing to share online. You should assume they can do whatever they want with your content and personal information and act accordingly.
Acceptable Use and Conduct
At the risk of sounding repetitive, you are solely responsible for your conduct and Content on Kroogi.
You also agree not to upload, post, email, or otherwise make available any Content that:
- Is unlawful, harmful, threatening, abusive, harassing, defamatory, libelous, invasive of another's privacy, or harms minors in any way
- Harasses, degrades, intimidates or is hateful toward an individual or group of individuals
- Impersonates a Kroogi employee or User or falsely states or otherwise misrepresents your affiliation with a person or entity
- Includes personal or identifying information about another person without that person's explicit consent
- Is false, deceptive, misleading, deceitful, or constitutes "bait and switch"
- Infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party, or Content that you do not have a right to make available under any law or under contractual or fiduciary relationships
- Creates, sends, or enables anything that constitutes or contains "chain letters," "pyramid schemes," or any advertisement that you are prohibited by law from sending
- Constitutes or contains any form of advertising or solicitation if (1) posted in Content; or (2) emailed to Users who have requested not to be contacted about other services, products or commercial interests
- Advertises any illegal services or the sale of any items the sale of which is prohibited or restricted by applicable law, including without limitation items the sale of which is prohibited or regulated by applicable law
- Contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment
- Disrupts the normal flow of dialogue with an excessive number of messages (flooding attack) to Kroogi, or that otherwise negatively affects other Users' ability to use Kroogi
- Employs misleading email or IP addresses, or forged headers or otherwise manipulated identifiers in order to disguise the origin of Content transmitted through Kroogi.
- "Stalk" or otherwise harass anyone
- Collect personal data about other Users for unlawful purposes
- Use automated means, including spiders, robots, crawlers, data miKroogi tools, or the like to download data from s and the Kroogi Platform - except for Internet search engines (e.g. Google) and non-commercial public archives (e.g. archive.org) that comply with our robots.txt file, or "well-behaved" web services/RSS/Atom clients. We reserve the right to define what we mean by "well-behaved"
- Post non-local or otherwise irrelevant Content, repeatedly post the same or similar Content or otherwise impose an unreasonable or disproportionately large load on Kroogi' infrastructure
- Attempt to gain unauthorized access to Kroogi's computer systems or engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of, Kroogi
- Develop, invoke, or utilize any code to disrupt, diminish the quality of, interfere with the performance of, or impair the functionality of Kroogi
Additionally, you agree not to:
Privacy and Spam
You agree to comply with all applicable laws with respect to
- any collection, use, or disclosure of personal data (as that term is defined in the Kroogi Privacy Policy ), and
- email communications, including without limitation CAN-SPAM, applicable state laws, and applicable laws in non-U.S. jurisdictions.
You agree to comply with all relevant aspects of the Kroogi Privacy Policy. You agree not to collect or use personal data except as permitted by the Kroogi Privacy Policy. You agree not to use any personal data disclosed to you by Kroogi for any purpose other than using Kroogi in accordance with this Agreement and the applicable Guidelines. You agree not to harvest any email addresses from Kroogi for the purpose of sending email in violation of applicable law. You agree not to knowingly collect any information from children under the age of 13.
Copyright Takedown Notice
We respect the intellectual property of others, and we ask You to do the same. If You believe that Your work has been copied in a way that constitutes copyright infringement, please provide our copyright agent (identified below) the following information:
- 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;
- A description of where the material that You claim is infringing is located on the Site;
- Your address, telephone number, and email 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; and
- 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.
Our copyright agent for notice of claims of copyright infringement on Kroogi can be reached by directing an e-mail to info@kroogi.com.
Kroogi Site Policies
Kroogi may establish general polices and limits concerning use of the Kroogi Site (“Kroogi Site Policies”), including (and without limitation) the maximum number of days that uploaded Content will be retained, the maximum number, and size, of Content files and objects (including email messages), the maximum disk space allotted to you and to Users on your behalf by Kroogi, the maximum number of times and duration for which you may access Kroogi in a given period of time, and the maximum bandwidth used by your Content. Kroogi reserves the right to log off or deactivate User accounts that are inactive for an extended period of time.
Your Account
You need to register and create a Kroogi ID in order to become a Kroogi Member. You are responsible for keeping your Kroogi ID password secure. Kroogi IDs are non-transferable. You will be solely responsible and liable for any activity that occurs under your Kroogi ID. Kroogi reserves the right to log off or deactivate Member accounts that are inactive for an extended period of time. You may not use anyone else's account, Kroogi ID at any time, without the permission of the account holder. You should never give out your password to another individual or entity. Kroogi will not be liable for any loss that you may incur as a result of someone else using your Kroogi ID, or password, either with or without your knowledge. However, you may be held liable for losses incurred by Kroogi or another party due to someone else using your Kroogi ID, or password. In other words, please be careful with your identity and passwords.
Indemnity
You agree to indemnify, defend, and hold harmless Kroogi, and its subsidiaries, affiliates, officers, agents, co-branders or other partners, and employees, from and against any claim, demand, loss, damage, cost, or liability (including reasonable attorneys' fees) arising out of or relating to
- any Content you submit, post, transmit, or make available through Kroogi;
- your use or misuse of Kroogi;
- your connection to Kroogi;
- your breach or alleged breach of this Agreement; or
- your violation of any rights (including intellectual property rights) of a third party.
Kroogi reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of Kroogi. Kroogi will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
Disclaimer of Warranties
YOUR USE OF KROOGI, AND ALL CODE, PLATFORM CODE, THIRD PARTY SOFTWARE, AND CONTENT (INCLUDING THIRD PARTY CONTENT), ARE AT YOUR SOLE RESPONSIBILITY AND RISK. KROOGI, AND ALL CODE, PLATFORM CODE, THIRD PARTY SOFTWARE, AND CONTENT (INCLUDING THIRD PARTY CONTENT) ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. KROOGI AND ITS SUCCESSORS, AFFILIATES, CONTRACTORS, EMPLOYEES, SUPPLIERS, LICENSORS, PARTNERS AND AGENTS EXPRESSLY DISCLAIM ALL REPRESENTATIONS, WARRANTIES, OR CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, COMPLETENESS, PERFORMANCE, SYSTEM INTEGRATION, QUIET ENJOYMENT, TITLE, AND NON-INFRINGEMENT. KROOGI AND ITS SUCCESSORS, AFFILIATES, CONTRACTORS, EMPLOYEES, SUPPLIERS, LICENSORS, PARTNERS AND AGENTS DISCLAIM ANY WARRANTY THAT KROOGI, OR ANY CODE, PLATFORM CODE, THIRD PARTY SOFTWARE, OR CONTENT (INCLUDING THIRD PARTY CONTENT) WILL MEET YOUR REQUIREMENTS OR BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT KROOGI, OR THE SERVER THAT MAKES KROOGI AVAILABLE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. KROOGI MAKES NO GUARANTEE REGARDING (A) THE AMOUNT, TIMING AND DELIVERY OF ANY CLICKS OR IMPRESSIONS WITH RESPECT TO ANY CONTENT (INCLUDING THIRD PARTY CONTENT) OR ADVERTISING ON KROOGI, OR (B) THE VOLUME AND QUALITY OF ANY TRAFFIC TO YOUR .
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF KROOGI, IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM KROOGI OR ITS SUCCESSORS, AFFILIATES, CONTRACTORS, EMPLOYEES, SUPPLIERS, LICENSORS, PARTNERS OR AGENTS, OR THROUGH OR FROM KROOGI, SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS.
Limitation of Liability
YOU AGREE THAT, UNDER NO LEGAL THEORY, INCLUDING, BUT NOT LIMITED TO NEGLIGENCE, SHALL KROOGI OR ITS SUCCESSORS, AFFILIATES, CONTRACTORS, EMPLOYEES, SUPPLIERS, LICENSORS, PARTNERS OR AGENTS, BE LIABLE TO YOU FOR (A) ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, COST OF COVER, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF KROOGI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING FROM OR RELATING TO THIS AGREEMENT OR YOUR USE OR THE INABILITY TO USE KROOGI; OR (B) ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (IN THE AGGREGATE FOR ALL POTENTIAL CLAIMS BY YOU) IN EXCESS OF THE GREATER OF (i) $100 AND (ii) THE TOTAL AMOUNTS PAID TO KROOGI BY YOU IN THE TWELVE MONTHS IMMEDIATELY PRECEDING THE INITIAL NOTICE OF ANY CLAIM.
THESE LIMITATIONS SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED ON ANY THIRD PARTY SITES OR OTHERWISE PROVIDED BY ANY THIRD PARTIES OTHER THAN KROOGI AND RECEIVED BY YOU THROUGH OR ADVERTISED ON KROOGI OR RECEIVED BY YOU ON ANY THIRD PARTY SITES.
CERTAIN JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF YOU RESIDE IN SUCH A JURISDICTION, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS. THE LIMITATIONS OR EXCLUSIONS OF WARRANTIES, REMEDIES OR LIABILITY CONTAINED IN THIS AGREEMENT APPLY TO YOU TO THE FULLEST EXTENT SUCH LIMITATIONS OR EXCLUSIONS ARE PERMITTED UNDER THE LAWS OF THE JURISDICTION IN WHICH YOU ARE LOCATED.
Changes to Kroogi Site
Kroogi reserves the right at any time (and from time to time) to modify, suspend, or discontinue providing the Kroogi Site or any part thereof with or without notice. Kroogi will not be liable to you or to any third party for any modification, suspension or discontinuance of Kroogi.
Amendments
We may amend, modify, change, add or remove portions of this Agreement or any Guidelines at any time without notice to you by posting a revised version on www.Kroogi.com or elsewhere on Kroogi. The revised version will be effective at the time we post it. Please check this Agreement and any Guidelines periodically for changes. Your continued use of Kroogi after posting of the changes constitutes your binding acceptance of such changes. We last modified this Agreement on the date stated herein. However, if the revised version includes a material change, it will be effective for an existing User (including Member or Creator) on the earlier of (a) the date you accept it, and (b) 30 days after the material changes are initially posted to www.Kroogi.com or elsewhere on Kroogi. The revised version will apply to you immediately if you are a User who registers or first uses Kroogi on or after the posting of the revised version.
Term and Termination
This Agreement shall remain in full force and effect unless and until your account is terminated as provided herein. You may terminate your account and end your use of Kroogi at any time and for any or no reason by following the appropriate link in “user settings >> account settings”. Kroogi has the right (at its sole discretion) for any reason to (i) delete, disable or deactivate your account, block your email or IP address, or otherwise terminate your access to or use of Kroogi, (ii) remove and discard any Content anywhere on Kroogi or (iii) shut down Your Content or account, with or without notice, and with no liability of any kind to you.
If you terminate your account, we will have no obligation to refund you any fees you may have paid, if any, except as may be required by applicable law.
Effects of Terminating
Upon deactivating your account, this Agreement terminates and your access rights to Kroogi and any s immediately cease to exist. For Content you wish to delete from Kroogi, you can delete it by going to each of the sections to which you've contributed. Kroogi is not responsible for deleting Content on your behalf and Kroogi will not have any obligation to assist you in migrating your data off of Kroogi. Note that, even if Content is deleted from Kroogi' active servers, it may remain in archives.
Volunteers and kroogi.com
Volunteers make a good portion of the Kroogi online community. Kroogi appreciates and encourages the significant contributions made by volunteers, who assist Kroogi in its efforts to provide high quality, community driven online services. You may volunteer to Kroogi.com if you wish to do so. Kroogi volunteers perform a variety of technical and non-technical tasks, including, but not limited to, programming, the creation of web-based content, graphic design, audio and/or visual content creation, technical writing, managing electronic data libraries and/or databases, technical support, reviewing, categorizing, legal assistance, archiving and/or forwarding electronic data, providing expert advice, administration, management, accounting, research, content creation, promotions, or other assignments, as needed. All volunteers must be of legal age, or volunteering with the consent of a legal parent or guardian.
By accepting these Terms of Service, you agree that any material created as a result of volunteer work for Kroogi constitutes intellectual property of Kroogi and that all rights in such material shall vest in Kroogi at the time that it is created, to the extent permitted by law. If laws prevent such vesting, you hereby make assignment of all such rights to Kroogi at the time of creation. If laws prevent such assignment, you hereby grant Kroogi a perpetual world wide irrevocable license to use such material. If laws prevent such licensing, you agree never to sue Kroogi for the use of such material.
You represent and warrant that any material you submit as a volunteer is original (or that you have obtained the necessary license(s) to submit such material to Kroogi ), correct, error free and does not contain any inflammatory language, indecency or obscenities. Furthermore, if such material is found to be illegally presented, claimed, or forged, Kroogi may remove such material and, at Kroogi's discretion, seek legal action against you. You are not required to become a volunteer to this Service, and Users without volunteer status will receive reasonable support and attention as well. Without express written confirmation to the contrary, all work made for Kroogi is assumed to be taken without pay or future consideration.
Survival
The provisions under the following headings will survive termination of this Agreement for any reason: Payment, Copyright Infringement, Creator Indemnification, User Indemnification, Third Party Content and Interaction; Third Party Sites, Acceptable Use and Conduct, Privacy and Spam, Disclaimer of Warranties, Indemnity, Limitation of Liability, Effects of Terminating, Survival, Laws and Arbitration, General.
Law and Arbitration
This Agreement shall be governed by the laws of the State of California without giving effect to any principles that may provide the application of the law of another jurisdiction. You agree to submit to the personal jurisdiction of the state courts and federal courts located within the State of California for the purpose of litigating all such claims or disputes Any claim or dispute in connection with this Agreement shall be resolved in a cost effective manner through binding non-appearance-based arbitration and has to be initiated within thirty (30) days after it arises, or the cause of action is barred. The arbitration shall be initiated through an established alternative dispute resolution provider mutually agreed upon by the parties. The alternative dispute resolution provider and the parties must comply with the following rules: (a) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, the specific manner shall be chosen by the party initiating the arbitration; (b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and (c) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Notwithstanding the foregoing, we may seek injunctive or other equitable relief to protect our intellectual property rights in any court of competent jurisdiction.
United States Export Controls
You agree to comply with all applicable export and reexport control laws and regulations, including the Export Administration Regulations ("EAR") maintained by the U.S. Department of Commerce, trade and economic sanctions maintained by the Treasury Department's Office of Foreign Assets Control ("OFAC"), and the International Traffic in Arms Regulations ("ITAR") maintained by the Department of State. Specifically, you agree that you shall not -- directly or indirectly -- sell, export, reexport, transfer, divert, or otherwise dispose of any products, software, or technology (including products derived from or based on such software or technology) received from Kroogi under this Agreement to any destination, entity, or person prohibited by the laws or regulations of the United States, without obtaining prior authorization from the competent government authorities as required by those laws and regulations. You agree to indemnify, to the fullest extent permitted by law, Kroogi from and against any fines or penalties that may arise as a result of your breach of this provision. This export control clause shall survive termination or cancellation of this Agreement.
General
You will comply with all policies applicable to Kroogi, which policies are (i) either posted on Kroogi or provided to you, and (ii) incorporated by reference into this Agreement. In addition, you agree to comply with all applicable laws. The failure of Kroogi to exercise or enforce any right or provision of this Agreement does not constitute a waiver of such right or provision. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should try to give effect to the parties' intentions as reflected in the provision, and the other provisions of this Agreement remain in full force and effect. Your Creator and Member accounts are non-transferable. You may not delegate your duties under this Agreement or assign this Agreement, in whole or in part. Kroogi may assign this Agreement in whole or in part in its sole discretion without your consent and without notice. Any unauthorized use of any Kroogi computer system is a violation of this Agreement and certain federal and state laws, including without limitation the Computer Fraud and Abuse Act (18 U.S.C. Section 1030, et seq.). Such violations may subject you and your agents to civil and criminal penalties. This Agreement, which incorporates the Guidelines, constitutes the entire agreement between you and Kroogi and governs your use of Kroogi, superseding any prior agreements (whether written or oral) between you and Kroogi regarding the subject matter hereof. The other Users of Kroogi are intended third party beneficiaries of your obligations under this Agreement. A party will not be liable for non-performance or delay in performance (other than of obligations regarding payment of money) caused by any event reasonably beyond the control of such party including, but not limited to wars, hostilities, revolutions, riots, civil commotion, national emergency, epidemics, fire, flood, earthquake, force of nature, explosion, embargo, or any “act of God".
Contacting Kroogi
You may contact Kroogi the following ways:
E-Mail info@kroogi.com
Last updated: September 4, 2009
414103 v4/RE
© Kroogi, posted by kroogi at 25 Jun 2008 09:23 pm
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semen0v
06 May 2010 06:56 pm
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Друзья, а нельзя ли присоединить к системе скажем яндекс деньги.
те копейки которые могут отсюда накапать никак не сообразуются со всеми кругами от**ба мозга при получении аттестатов и прочей херни на вебманях |
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ilyaster
07 May 2010 02:15 pm
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Добрый день! Возможность заплатить при помощи Yandex.Money мы запустим в течение недели, но возможности приема платежей на счет в Yandex.money, пока, не планируется.
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semen0v
08 May 2010 08:49 pm
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это очень грустно. потому, что возникает профанация идеи. даже сервисы монетизации блогов не парятся отправлять деньги на неаттестованные кошельки и яндекс.деньги. боюсь, что при существующих условиях деньги до музыкантов многих просто не доберутся
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ilyaster
11 May 2010 05:24 pm
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Пожалуйста, поймите нас правильно. Здесь действуют ограничения сервиса ЯндексюДеньги. Принимать деньги, как мы, могут только юридические лица (деньги им пересылаются напрямую на р/с. в банке). Юридические лица не могут завести счет в ЯндексДеньги, соответственно, мы не можем в автоматизированном режиме выдавать деньги, которые предназначены вам. А вот через сервисы PayPal и Вебмани мы можем это делать. Возможно у нас получится сподвигнуть Яндекс проработать для нас индивидуальную схему, но обещать ничего не буду.
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