Nouncy's Terms of Service

Hi! You are now reading Nouncy's Terms of Service, meaning the contract between you and Nouncy when you use Nouncy's site, services, and products. You should read this carefully before you use Nouncy. We've tried to be fair and straightforward. If you have any questions or suggestions, feel free to email us.

1. Accepting the Terms of Service

Please read these Terms of Service, our Privacy Policy, and our Community Guidelines (collectively, the "Agreement") carefully before using nouncy.com (the "Site") and/or the other domains, products, services, and/or content provided by Nouncy BV. (all of those collectively with the Site, the "Services") (Nouncy BV, a Dutch company, consultants, employees, officers and directors, "Nouncy," "we," or "us"). By using or accessing the Services, you ("Subscriber" or "you") agree to become bound by all the terms and conditions of this Agreement. If you do not agree to all the terms and conditions of this Agreement, you shouldn't and aren't permitted to use the Services.

2. Modifications to this Agreement

Nouncy reserves the right, in its sole discretion, to modify this Agreement at any time by posting a revised Agreement through the Services and by providing notice to you that this Agreement has changed, generally via e-mail where practicable, and otherwise through the Services (such as through a notification in your Nouncy Dashboard). You are responsible for reviewing and becoming familiar with any modifications to this Agreement. Modifications are effective when posted, and your use of the Services following any such posted modification and notice of same constitutes your acceptance of the terms and conditions of this Agreement as modified.

3. Use of the Services

Eligibility: No individual under the age of thirteen (13) may use the Services or provide any information to Nouncy or otherwise through the Services (including, for example, a name, address, telephone number, or email address). You otherwise may only use the Services if you can form a binding contract with Nouncy and are not legally prohibited from using the Services.

Service Changes and Limitations: The Services change frequently, and their form and functionality may change without prior notice to you. Nouncy retains the right to create limits on and related to use of the Services in its sole discretion at any time with or without notice. Nouncy may also impose limits on certain Services or aspects of those Services or restrict your access to parts or all of the Services without notice or liability. Nouncy may change, suspend, or discontinue any or all of the Services at any time, including the availability of any product, feature, database, or Content (as defined below). Nouncy may also suspend Accounts (as defined below) at any time, in its sole discretion.

Limitations on Automated Use: You may not do any of the following while accessing or using the Services: (a) access, tamper with, or use non-public areas of the Services, or the computer or delivery systems of Nouncy and/or its service providers; (b) probe, scan, or test any system or network (particularly for vulnerabilities), or otherwise attempt to breach or circumvent any security or authentication measures; (c) access or search or attempt to access or search the Services by any means (automated or otherwise) other than through our currently available, published interfaces that are provided by Nouncy (and only pursuant to those terms and conditions), unless you have been specifically allowed to do so in a separate agreement with Nouncy, or unless permitted by Nouncy's robots.txt file or other robot exclusion mechanisms; (d) scrape the Services, and particularly scrape Content (as defined below) from the Services, without Nouncy's express prior written consent; (e) use the Services to send altered, deceptive, or false source-identifying information, including without limitation by forging TCP-IP packet headers or e-mail headers; or (f) interfere with, or disrupt, (or attempt to do so), the access of any Subscriber, host or network, including, without limitation, by sending a virus to, spamming, or overloading the Services, or by scripted use of the Services in such a manner as to interfere with or create an undue burden on the Services.

4. Registration, Nouncy URLs, and Security

As a condition to using certain of the Services, you may be required to create an account (an "Account") and select a password and an email address, which will serve as a username, and choose a domain, which will serve as the default URL of the form [username].nouncy.com (a "Nouncy URL"). You should provide Nouncy with accurate, complete, and updated registration information, particularly your e-mail address, and failure to do so may result in suspension of your Account.

You agree that you shall not select or use as a Nouncy URL a name of another person or entity with the intent to impersonate that person or entity or with the intent to otherwise cause confusion as to the origin or provenance of your Account. Nouncy reserves the right to refuse registration of, cancel, or modify a Nouncy URL in its sole discretion.

You are also responsible for maintaining the confidentiality of your Account password and for the security of your Account, and you will notify Nouncy immediately of any actual or suspected loss, theft, or unauthorized use of your Account or Account password.

5. Privacy

Any information you provide to Nouncy is subject to Nouncy's Privacy Policy, which governs our collection and use of your information. You understand that through your use of the Services you consent to the collection and use (as set forth in the Privacy Policy) of this information.

6. Content and Subscriber Content

Definitions:

For purposes of this Agreement: (1) the term "Content" means a creative expression and includes, without limitation, video, audio, photographs, images, illustrations, animations, logos, tools, written posts, replies, and comments, information, data, text, software, scripts, executable files, graphics, Themes (as defined below), and interactive features, any of which may be generated, provided, or otherwise made accessible on or through the Services; (2) the term "Subscriber Content" is all Content that is posted or otherwise provided or transferred to the Services by a Subscriber (including, without limitation, by you); and Content also includes, without limitation, all Subscriber Content.

Ownership:

Subscribers retain ownership of all intellectual property rights in their Subscriber Content, and Nouncy and/or third parties retain ownership of all intellectual property rights in all Content other than Subscriber Content. You retain ownership of any intellectual property you post to Nouncy.

Subscriber Content License to Nouncy:

When you transfer Subscriber Content to Nouncy through the Services, you give Nouncy a non-exclusive, worldwide, royalty-free, sublicensable, transferable right and license to use, host, store, cache, reproduce, publish, display (publicly or otherwise), perform (publicly or otherwise), distribute, transmit, modify, adapt (including, without limitation, in order to conform it to the requirements of any networks, devices, services, or media through which the Services are available), and create derivative works of such Subscriber Content. The rights you grant in this license are for the limited purpose of operating the Services in accordance with their functionality, improving the Services, and allowing Nouncy to develop new Services. The reference in this license to "derivative works" is not intended to give Nouncy itself a right to make substantive editorial changes or derivations, but does enable Nouncy Subscribers to redistribute Subscriber Content from one Nouncy account to another in a manner that allows Subscribers to, e.g., add their own text or other Content before or after your Subscriber Content.

You also agree that this license includes the right for Nouncy to make all publicly-posted Content available to third parties selected by Nouncy, so that those third parties can distribute and/or analyze such Content on other media and services.

Note also that this license to your Subscriber Content continues even if you stop using the Services, primarily because of the social nature of Content shared through the Services - when you post something publicly, others may choose to comment on it, making your Content part of a social conversation that cannot later be erased without retroactively censoring the speech of others.

You also agree that you will respect the intellectual property rights of others, and represent that you have all of the necessary rights to grant us this license for all Subscriber Content you submit to the Services.

Content License to You:

As a Subscriber of the Services, Nouncy grants you a worldwide, non-exclusive, non-sublicensable, and non-transferable license to download, store, view, display, perform, redistribute, and create derivative works of Content solely in connection with your use of, and in accordance with the functionality and restrictions of, the Services (including, without limitation, Paid Services, as defined below).

Compliance with Community Guidelines:

You agree that you won't post Subscriber Content that violates, or otherwise use your Account in ways that violate, Nouncy's Community Guidelines,.

Termination and Deletion:

On termination of your Account or upon your deletion of particular pieces of Subscriber Content from the Services, Nouncy shall make reasonable efforts to make such Subscriber Content inaccessible and cease use of it; however, you acknowledge and agree that: (a) caching of, copies of, or references to the Subscriber Content may not be immediately removed; (b) such removed Subscriber Content may persist in backups (not available to others) for a reasonable period of time; and (c) such removed Subscriber Content may be available (and stored on our servers) through the accounts of other Subscribers.

7. Warranty Disclaimer; Services Available on an "AS-IS" Basis

Your access to and use of the Services or any Content is at your own risk. YOU UNDERSTAND AND AGREE THAT THE SERVICES ARE PROVIDED TO YOU ON AN "AS IS" AND "AS AVAILABLE" BASIS. WITHOUT LIMITING THE FOREGOING, TO THE FULL EXTENT PERMITTED BY LAW, NOUNCY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. Nouncy makes no representations or warranties of any kind with respect to the Services, including any representation or warranty that the use of the Services will (a) be timely, uninterrupted or error-free or operate in combination with any other hardware, software, system or data, (b) meet your requirements or expectations, (c) be free from errors or that defects will be corrected, or (d) be free of viruses or other harmful components. Nouncy also makes no representations or warranties of any kind with respect to Content; Subscriber Content, in particular, is provided by and is solely the responsibility of, the Subscribers providing that Content. No advice or information, whether oral or written, obtained from Nouncy or through the Services, will create any warranty not expressly made herein.

8. Release From Liability

You release, to the fullest extent permitted by law, Nouncy, its directors, officers, shareholders, employees, representatives, consultants, agents, suppliers, and/or distributors from responsibility, liability, claims, demands, and/or damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with the following:

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NOUNCY, ITS DIRECTORS, OFFICERS, SHAREHOLDERS, EMPLOYEES, REPRESENTATIVES, CONSULTANTS, AGENTS, SUPPLIERS, AND/OR DISTRIBUTORS SHALL NOT BE LIABLE FOR: (A) ANY INDIRECT, INCIDENTAL, EXEMPLARY PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER; (B) LOSS OF: PROFITS, REVENUE, DATA, USE, GOOD-WILL, OR OTHER INTANGIBLE LOSSES; (C) DAMAGES RELATING TO YOUR ACCESS TO, USE OF, OR INABILITY TO ACCESS OR USE THE SERVICES; (D) DAMAGES RELATING TO ANY CONDUCT OR CONTENT OF ANY THIRD PARTY OR SUBSCRIBER USING THE SERVICES, INCLUDING WITHOUT LIMITATION, DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OR CONTENT; AND/OR (E) DAMAGES IN ANY MANNER RELATING TO ANY CONTENT. THIS LIMITATION APPLIES TO ALL CLAIMS, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, WHETHER OR NOT NOUNCY HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND FURTHER WHERE A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED ITS ESSENTIAL PURPOSE.

10. Termination

Either party may terminate this Agreement at any time by notifying the other party. Nouncy may also terminate or suspend your access to or ability to use any and all Services immediately, without prior notice or liability, for any reason or no reason, including but not limited to if you breach any of the terms or conditions of this Agreement. In particular, Nouncy may immediately terminate or suspend Accounts that have been flagged for repeat copyright infringement. Upon termination of your access to or ability to use a Service, including but not limited to suspension of your Account on a Service, your right to use or access that Service and any Content will immediately cease. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, and limitations of liability. Termination of your access to and use of the Services shall not relieve you of any obligations arising or accruing prior to such termination or limit any liability which you otherwise may have to Nouncy or any third party.

11. Legal Disputes

You and Nouncy agree that we will resolve any claim or controversy at law or equity that arises out of this Agreement or the Services in accordance with this Section or as you and Nouncy otherwise agree in writing. Before resorting to litigation, we strongly encourage you to contact us directly to seek a resolution.

Law and Forum for Legal Disputes:

This Agreement shall be governed in all respects by the laws of the The Netherlands as they apply to agreements entered into and to be performed entirely within The Netherlands between The Netherlands residents, without regard to conflict of law provisions. You agree that any claim or dispute you may have against Nouncy must be resolved exclusively by a state or federal court located in The Netherlands, except as otherwise agreed by the parties.

12. Miscellaneous

This Agreement, as modified from time to time, constitutes the entire agreement between you and Nouncy with respect to the subject matter hereof. This Agreement replaces all prior or contemporaneous understandings or agreements, written or oral, regarding the subject matter hereof and constitutes the entire and exclusive agreement between the parties. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder. If any provision of this Agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. This Agreement is not assignable, transferable, or sublicensable by you except with Nouncy's prior written consent. Nouncy may assign this Agreement in whole or in part at any time without your consent. No agency, partnership, joint venture, or employment is created as a result of this Agreement and you do not have any authority of any kind to bind Nouncy in any respect whatsoever.

Special Provisions for Subscribers Located Outside of the Netherlands

Nouncy provides global products and services and enables a global community to announce their news. Nouncy's operations are, however, located in The Netherlands, and Nouncy's policies and procedures are based on Dutch Law. As such, the following provisions apply specifically to Subscribers located outside of the Netherlands: (1) you consent to the transfer, storage, and processing of your information, including but not limited to Subscriber Content and any personal information, to and in the Netherlands and/or other countries.

Contact Us

Nouncy B.V.
legal@nouncy.com
Rokin 75, 1012KL Amsterdam, The Netherlands