Terms & Services
Last Updated: June 9, 2022
The Terms govern the manner in which the Customer may use and access the Platform. The Customer’s use of the Platform signifies the Customer’s understanding and agreement to be bound to these Terms and to comply with the applicable law, rules and regulations. If Customer does not agree to these Terms, Customer may not register or use the Platform.
- Subscription to the Platform. smarteinvites.com offers its users (i) design tools for the customization of invitations, greeting cards and ecards,
which allow downloading and sharing of such greeting cards and ecards, and . The Company shall make the Platform available to Customer during the Subscription Term subject to the terms hereof.
- Permitted Use. Without derogating from Section 4.2 below, Customer may only use the Platform for the Customer’s personal non-profit use, as permitted by and subject to these Terms (the “Purpose”).
- Subscription Limitations. The right to install, use and access the Platform as set forth in Section 1.1 above, is granted solely to the Customer and is limited, non-transferable, non-exclusive, non-assignable and non-sub-licensable. The Platform may only be used by individuals who: (i) can form legally binding contracts under applicable law, (ii) are of the age of eighteen (18) and above, and (iii) are not prohibited by law to subscribe to and use the Platform.
- Modification or Discontinuation of the Platform. The Company may change or update the Platform at any time, including the availability of any feature, content or database, and the Company may impose limitations or restrictions on certain features and services or on the access to the Platform (or any part thereof), without notice or liability. Furthermore, the Company may offer alternative or additional features to certain Customers, that may not be offered to others.
Registration to the Platform
- Account Registration. In order to use the Platform, the Customer shall register and create an account (the “Account”). The Company reserves the right to refuse a Customer’s registration or to block Customer’s access to the Platform, at the Company’s discretion.
- Account Information. As part of the registration process, the Customer may be required to provide the Company with certain personal information (including, name, phone number, e-mail address, etc.). The Customer: (i) agrees to provide the Company with accurate, complete, and updated registration information; (ii) acknowledges that he/she is solely responsible for the activity that occurs on his/her Account; (iii) agrees to keep his/her Account credentials secured; and (iv) undertakes to notify the Company immediately of any breach of security or unauthorized use of his/her Account. The Customer will be solely responsible for any losses incurred by the Company or a third party, due to any unauthorized usage of the Account by the Customer or any other third party on his/her behalf.
- General. While using the Platform, certain data may be uploaded or transferred by the Customer to the Platform to be processed by the Platform on the Customer’s behalf (the “Customer Content”). Customer Content may include data, information, files, documents, texts, designs, graphics, audio files or other sounds, photographs, images, videos, illustrations and other content, uploaded, transferred, posted or otherwise made available by the Customer to or by the use of the Platform. As between the Customer and the Company, all rights in the Customer Content shall remain with Customer.
- Customer Content. Customer hereby grants the Company and its Sub-processors an irrevocable, perpetual, non-exclusive, worldwide, royalty-free, fully paid, sub-licensable right and license to access, use, process, copy, download, store, distribute and display the Customer Content, solely for the purpose of maintaining and providing the Platform and as required to resolve technical and security problems or otherwise as permitted by these Terms or in writing by Customer. Customer represents and warrants that (i) Customer owns or has all the necessary licenses, rights, consents, approvals and permissions to grant the Company the aforementioned right and license and to authorize the Company and its Sub-processors to access, use, process, copy, download, store, distribute and display the Customer Content, without infringing or violating any copyrights, privacy rights, publicity rights, trademarks or any other contractual, intellectual property or proprietary of any third party; (ii) any Customer Content and any use thereof do not and shall not violate any applicable laws, including those related to data privacy or data transfer and export or any policies and terms governing such Customer Content; and (iii) Customer Content shall not include sensitive data that is protected under a special legislation and requires unique treatment (such as protected health information or credit, debit or other payment card data).
- Restrictions. Customer may not, and may not permit or aid others to upload, transfer, display, post, send, incorporate, contribute or otherwise make available to the Platform any Customer Content that: (i) infringes, violates, misuses or otherwise interferes with any copyright, patent, trademark, trade secret or other right of any third party; (ii) is defamatory, abusive, harassing, threatening, racist, or constitutes an invasion of a right of privacy of another person, or is otherwise offensive, violent, vulgar, obscene, pornographic, contains nudity, or otherwise harms or can reasonably be expected to harm any person or entity; (iii) is illegal or encourages or advocates illegal activity; (iv) posts or transmits any communication or solicitation designed or intended to obtain password, account, or private information from any third party; (v) contains viruses, trojan horses, worms, or any other computer programs designed to interrupt, destroy, or limit the functionality of the Platform or any system, computer software, hardware or telecommunications equipment; (vi) creates a false identity or impersonates another person; (vii) “stalks” or otherwise harasses another or is antisocial, disruptive, or destructive, including “flaming”, “spamming”, “flooding” and “trolling” as such terms are commonly understood and used on the internet; (viii) violates any applicable local, state, national or international law or regulation; or (ix) includes any personal information of others, including, without limitation, their names, addresses, email addresses or telephone numbers, unless Customer has permission from such persons to do so. Customer is solely responsible for any violation of the aforementioned and for any damage or loss to the Company or any other third party resulting there from. The Company shall not be obligated to maintain or backup any Customer Content and it may remove any Customer Content from the Platform at any time, at its sole discretion.
Intellectual Property and Right to Use
- Company Intellectual Property. All right, title and interest in the Platform, including without limitation, any content, materials, software, know-how, data files, documentation, code, SDK, API, designs (including the “look and feel” of the Platform), graphics, text, media , music, designs, audio files or other sounds, photographs, images, videos, illustrations, interactive features, methodologies, artwork, names, logos, trademarks and services marks (excluding Customer Content), any and all related or underlying technology and any updates, new versions, modifications, improvements, developments or derivatives thereof, including any product of the Platform or any content created through the Platform, is the property of the Company and its licensors and these Terms do not convey to the Customer any interest in or to the Platform, except for a limited right of use as set forth herein, terminable in accordance with these Terms.
- Prohibited Use. Customer may not, and may not permit or aid others to: (i) use the Platform for any purpose other than the Purpose; (ii) copy, modify, alter, translate, emulate, create derivative works based on, or reproduce the Platform or any content created through the Platform; (iii) give, publish, sell, resell, distribute, assign, pledge or transfer (by any means), display, sublicense, rent, lease or otherwise share the rights granted under these Terms to any third party, or use the Platform in any service bureau arrangement; (iv) publish, sell, resell, assign, pledge or transfer (by any means), sublicense, rent, lease or otherwise grant any right in any work or content created through the Platform; (v) reverse engineer, de-compile, decrypt, revise or disassemble the Platform or any part thereof, or extract source code from the object code of the Platform, or access or use the Platform in order to build a competing product or service; (vi) bypass any measures the Company may use to prevent or restrict access to the Platform, and/or take any action intended to circumvent or disable the operation of any security feature or measure of the Platform; (vii) access the Platform or Company’s systems via any means other than through the interface provided by the Company, or via automated means, including by crawling, scraping, caching or otherwise; (viii) use the Platform in any manner that is illegal or not authorized by these Terms; (ix) take any action that imposes or may impose (as determined by the Company in its sole discretion) an unreasonable or disproportionately large load on Company’s (or Company’s service providers’) infrastructure; (x) interfere or attempt to interfere with the integrity or proper working of the Platform; (xi) remove, deface, obscure, or alter Company’s or any third party’s identification, attribution or copyright notices, trademarks, or other proprietary rights affixed to or provided as part of the Platform; or (xii) provide any third party access to the Platform through Customer’s Account.
- Feedback. Customer may notify the Company of any design or functional errors, anomalies, and problems associated with the Platform discovered by it and provide the Company suggestions, comments, ideas, or any other feedback regarding the Platform (the “Feedback”). Any such Feedback shall become the Company’s sole property without any restrictions. The Company may use any Feedback at its sole discretion, free from any right of the Customer or any third party and without any obligation towards Customer. Customer hereby assigns to Company all right, title, and interest worldwide in the Feedback and any intellectual property rights related thereto, and explicitly and irrevocably waives any and all claims associated therewith. Customers shall not provide the Company with Feedback which infringes any third party right.
- Intellectual Property Infringements. The Company does not permit copyright infringing activities and infringement of intellectual property rights via the Platform. To file a copyright infringement notification, please send a written communication to email@example.com and the Company will follow with additional instructions. In the event that the Company believes that the Platform, or any part thereof, may infringe intellectual property rights of third parties, then the Company may, in its sole discretion: (i) obtain (at no additional cost to Customer) the right to continue to use the Platform or the allegedly infringing part thereof; (ii) replace or modify the allegedly infringing part of the Platform so that it becomes non-infringing while giving substantially equivalent performance; or (iii) if the Company determines that the foregoing remedies are not reasonably available, then the Company may require that use of the allegedly infringing Platform or part thereof shall cease, and in such an event Customer shall receive a prorated refund of any Fees paid for the unused portion of the Subscription Term.
Privacy; Data Protection; Anonymous Information
- Anonymous Information. The Company may collect, monitor and use Anonymous Information (as defined below), inter alia to provide, develop, maintain, improve, demonstrate and market the Platform. “Anonymous Information” means information about use of the Platform which does not enable identification of an individual, such as aggregated data, metadata and analytic information.
Third Party Software and Services
- Sub-processors. Customer acknowledges that the Platform is hosted and made available by certain sub-processors of the Company (the “Sub-processors”). The Company may remove, add or replace its Sub-processors from time to time, at its sole discretion.
- Other Products and Services. The Platform may contain links to other third-party services or may enable Customer to access, engage and procure certain services and products provided by third parties (the “Third Party Services”). Customer acknowledges and agrees that regardless of the manner in which such Third Party Services may be presented or offered to Customer, Company does not endorse any such Third Party Services or shall be in any way responsible or liable with respect to any such Third Party Services. BY ACCESSING AND/OR USING THE THIRD PARTY SERVICES, CUSTOMER ACKNOWLEDGES THAT ITS ACCESS AND USE OF THE THIRD PARTY SERVICES ARE AT ITS SOLE DISCRETION AND RISK, AND CUSTOMER IS SOLELY RESPONSIBLE FOR ENSURING SUCH THIRD PARTY SERVICE ARE IN COMPLIANCE WITH CUSTOMER’S REQUIREMENTS AND ANY APPLICABLE LAW OR REGULATION.
Warranty and Disclaimer
- CUSTOMER EXPRESSLY ACKNOWLEDGES AND AGREES THAT ACCESS TO AND USE OF THE PLATFORM, AS WELL AS ANY RELATED SERVICES PROVIDED BY THE COMPANY, ARE AT CUSTOMER’S SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND RESULTS IS SOLELY WITH CUSTOMER.
- EXCEPT AS EXPLICITLY SET FORTH HEREIN, THE PLATFORM IS SUPPLIED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND WITHOUT WARRANTIES, GUARANTEES OR REPRESENTATIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, COMMON LAW OR OTHERWISE. COMPANY DOES NOT WARRANT THAT THE USE OF THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE OR WILL MEET CUSTOMER’S SPECIFIC REQUIREMENTS OR EXPECTATIONS, OR THAT ANY INFORMATION OR ADVICE OBTAINED BY CUSTOMER AS A RESULT OF CUSTOMER USE OF THE PLATFORM WILL BE ACCURATE OR RELIABLE. NO ADVICE OR INFORMATION OBTAINED BY CUSTOMER THROUGH OR FROM THE PLATFORM SHALL CREATE ANY WARRANTY OR IMPOSE ANY LIABILITY NOT EXPRESSLY STATED IN THESE TERMS.
- COMPANY MAKES NO WARRANTY OR REPRESENTATION, EITHER EXPRESS OR IMPLIED, REGARDING THE PLATFORM AND CUSTOMER’S USE THEREOF, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, AVAILABILITY, SECURITY, COMPATIBILITY, NON-INFRINGEMENT OR COMPLETENESS OF RESPONSES, RESULTS AND LACK OF NEGLIGENCE.
Limitation of Liability
NOTWITHSTANDING ANYTHING IN THESE TERMS OR ELSEWHERE TO THE CONTRARY AND TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW:
- IN NO EVENT SHALL COMPANY, ITS SHAREHOLDERS, DIRECTORS, OFFICERS, AFFILIATES, AGENTS, MEMBERS OR EMPLOYEES BE LIABLE UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHER LEGAL OR EQUITABLE THEORY, FOR ANY: (I) SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL OR INDIRECT DAMAGES; (II) LOSS OF OR DAMAGE TO CUSTOMER’S SYSTEMS, DEVICES, DATA, INFORMATION, GOODWILL, PROFITS, SAVINGS, OR PURE ECONOMIC LOSS; (III) THE FAILURE OF INDUSTRY STANDARD SECURITY MEASURES AND PROTECTIONS; AND/OR (IV) THE COST OF PROCURING ANY SUBSTITUTE GOODS OR SERVICES; REGARDLESS OF (A) WHETHER COMPANY, ITS AFFILIATES OR THIRD-PARTY PROVIDERS, HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES WERE REASONABLY FORESEEABLE; OR (B) THE THEORY OR BASIS OF LIABILITY (SUCH AS, BUT NOT LIMITED TO, BREACH OF CONTRACT OR TORT).
- CUSTOMER SPECIFICALLY AGREES THAT COMPANY IS NOT RESPONSIBLE OR LIABLE FOR ANY UNLAWFUL, EXPLICIT OR OTHERWISE OBJECTIONABLE CONDUCT OF ANY OTHER PARTY ON OR THROUGH THE PLATFORM, OR FOR ANY INFRINGEMENT OR VIOLATION OF CUSTOMER’S RIGHTS BY ANY OTHER PARTY, INCLUDING, WITHOUT LIMITATION, PRIVACY RIGHTS.
- TO THE EXTENT PERMITTED BY LAW, COMPANY’S AGGREGATE AND TOTAL LIABILITY FOR ALL DIRECT CLAIMS, DAMAGES AND LOSSES (WHETHER IN CONTRACT, TORT OR OTHERWISE), IS LIMITED TO THE FEES PAID TO THE COMPANY FOR USE OF THE PLATFORM IN THE SIX MONTHS PRECEDING THE CAUSE OF THE CLAIM, PROVIDED, HOWEVER, THAT IN THE EVENT OF SERVICES PROVIDED BY THE COMPANY FOR NO CONSIDERATION, THE COMPANY’S AGGREGATE AND TOTAL LIABILITY SHALL BE ZERO.
- Indemnification by Company. Company shall indemnify, defend and hold harmless Customer from and against any claim, suit or proceeding brought against the Customer and shall pay any reasonable costs, damages, liabilities and expenses incurred by the Customer, to the extent such claim, suit, or proceeding is based on an allegation that the Platform or the use thereof infringes any third party intellectual property right. Customer shall give Company prompt written notice of any such claim made against it and shall grant Company sole control of the defense of any such claim, suit or proceeding, including appeals, negotiations and any settlement or compromise thereof, except that Company shall not enter into any settlement that affects Customer’s rights or interest without Customer’s prior written approval, which may not be unreasonably withheld or delayed. Customer shall, at Company’s request and expense, provide such information and assistance in the defense of such claims as reasonably requested by Company. The foregoing indemnification shall not apply in the event of (i) access to or use of the Platform that is not permitted by these Terms or otherwise outside the scope of the Purpose; (ii) breach of these Terms by the Customer; or (iii) violation of any applicable law by the Customer.
- Indemnification by Customer. Customer shall defend, indemnify, and hold harmless the Company and its affiliates, officers, directors, employees and agents from and against any and all claims, damages, obligations, liabilities, loss, reasonable expense or costs (collectively, “Losses”) incurred as a result of any third party claim (i) related to any Customer Content, including infringement or violation of a third party’s right (including without limitation, intellectual property or privacy rights); or (ii) resulting from Customer’s breach of these Terms.
- Compliance. While using the Platform, the Customer will comply with applicable laws.
- Amendments. The Company reserves the right to change these Terms at any time by posting a new version on our site. In the event of a material change, the Company shall notify the Customer by posting a notice in the Platform or in the Company’s website, or by sending the Customer an email. Any such modifications shall become effective immediately upon posting.
- Export Control. The Platform may be subject to India, U.S. or foreign export controls, Laws and regulations (the “Export Controls”), and Customer agrees and confirms that: (i) Customer is not located or uses, exports, re-exports or imports the Platform (or any portion thereof) in or to, any person, entity, organization, jurisdiction or otherwise, in violation of the Export Controls; (ii) Customer is solely responsible for complying with applicable Export Controls which may impose additional restrictions, prohibitions or requirements on the use of the Platform.
- Customer’s Reference. Customer acknowledges and accepts that Company has the right to use Customer’s name and logo to identify Customer as a customer of Company or user of the Platform, on Company’s website, marketing materials or otherwise by public announcements. Customer may revoke such right, at any time, by contacting the Company at firstname.lastname@example.org
- Force Majeure. Neither Company nor Customer will be liable by reason of any failure or delay in the performance of its obligations on account of events beyond the reasonable control of a party, which may include denial-of-service attacks, interruption or failure of the Internet or any utility service, failures in third-party hosting services, strikes, shortages, riots, fires, pandemic diseases, acts of God, war, terrorism, and governmental action.
- Governing Law; Jurisdiction. These Terms and its performance shall be governed by the laws of the India, without regard to conflict of laws’ provisions that would result in the application of the laws of any other jurisdiction. All disputes are subject to Jaipur, Rajasthan jurisdiction
- Class Action Waiver. WHERE PERMITTED UNDER APPLICABLE LAWS, CUSTOMER AND COMPANY AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER PARTY ONLY IN ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION. Unless both Customer and the Company agree, no arbitrator or judge may consolidate more than one person’s claims or otherwise preside over any form of a representative or class proceeding.
- Entire Agreement. These Terms (and the other terms, agreements and policies referenced herein) constitute the entire agreement between Customer and the Company with respect to Customer’s use of the Platform, and supersede all prior or contemporaneous understandings regarding such subject matter.
- Assignment. Company may assign at any time any of its rights and/or obligations hereunder to any third party without Customer’s consent. Customer may not assign any of its rights or delegate any obligations hereunder, in whole or in part without the prior written consent of Company, and any attempt by a Customer to do so shall be deemed null and void.
- Relationship of the Parties; No Third Party Beneficiaries. The parties are independent contractors. These Terms do not create a partnership, franchise, joint venture, agency, and fiduciary or employment relationship between the parties. There are no third party beneficiaries to these Terms.
- Severability. In the event that a court of competent jurisdiction finds any provision of these Terms to be illegal, invalid or unenforceable, the remaining provisions will remain in full force and effect, and such provision shall be reformed only to the extent necessary to make it valid, enforceable and legal.
- No Waiver. The failure of the Company to enforce any right or provision in these Terms will not constitute a waiver of such right or provision unless acknowledged and agreed by Company in writing.
- For any questions or queries about these Terms or the Platform in general, please do not hesitate to contact us at the following e-mail address: email@example.com.