This Agreement was last revised on 28 January, 2014.
Please read this Agreement carefully before accessing or using the Site. By using the Site, you agree to comply with these terms. If you do not agree to these terms, you must terminate your use of the Site immediately.
Dwillo may modify this Agreement from time to time and such modifications, additions, or deletions (the “Amendments”) will be effective immediately upon posting on this Site. If we do this, we will post the amended Agreement on this page and indicate at the top of the page the date the Agreement was last revised. We will also post an announcement on the Site when the Agreement is modified. Your continued use of the Site shall constitute your acceptance of all such Amendments. If you do not agree to any of these terms or any future Agreements, do not use or access (or continue to access) the Service. This Agreement applies to all visitors, Users, and others who access the Service (“Users”).
2) Use of the Site and Services
Dwillo provides a place for people to engage in mentoring or coaching activities, communicate and connect with others in their work, school or other networks(each a “Community”).
Dwillo grants you permission to use the Service as set forth in this Agreement, provided that: (i) you will not copy, distribute, or disclose any part of the Service in any medium; (ii) you will not alter or modify any part of the Service other than as may be reasonably necessary to use the Service for its intended purpose; and (iii) you will otherwise comply with the terms and conditions of this Agreement.
Unauthorized access to registered areas of this Site by non-registered Users is strictly prohibited. If you have a User password allowing access to a non-public area of this Site, you may not disclose or share your password with any third party(ies) or use your password for any unauthorized purpose.
Dwillo reserves the right to offer alternative and/or additional Services to certain administrative Users that may not be offered to general Users.
3) Registration Information
You will need to register with dwillo and create a “Member” account. You agree not to access, use, or attempt to access or use, the Site, any services provided using the identity or another Member’s account without permission. When creating your account, you must provide accurate, current and complete information as may be prompted by any registration forms on the Site.
You are solely responsible for the activity that occurs on your account, and you must keep your account password secure. You must maintain and promptly update your Member account and any other information you provide to dwillo, to keep it accurate, current, and complete. You must notify dwillo immediately of any breach of security or unauthorized use of your account. If you fail to notify dwillo of such unauthorized use you risk being held liable for losses of dwillo or others. In any case, dwillo will not be held liable for your losses caused by any unauthorized use of your account.
You may use your Account Settings to control your Member profile. By providing dwillo your email address you consent to our using the email address to send you Service-related notices, including any notices required by law, in lieu of communication by postal mail. We may also use your email address to send you other messages, including changes to features of the Service and special offers. If you do not want to receive such email messages, you may opt out by sending us an e-mail. Opting out may prevent you from receiving email messages regarding updates, improvements, or offers. Certain organization Communities may have negotiated further modifications to the emails we may send you.
Dwillo may permanently or temporarily terminate, suspend, or otherwise refuse to permit your access to the Service without notice and liability, if, in dwillo’s sole determination, you violate any part of the Agreement, including the following prohibited actions:
- (i) attempting to interfere with, compromise the system integrity or security or decipher any transmissions to or from the servers running the Service;
- (ii) taking any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately large load on our infrastructure;
- (iii) uploading invalid data, viruses, worms, or other software agents through the Service;
- (iv) impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity;
- (v) interfering with the proper working of the Service; or,
- (vi) bypassing the measures we may use to prevent or restrict access to the Service.
All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
5) User Content
This Site includes areas in which Users or third parties may post, create, modify, store or otherwise provide information, materials, or other items (“User Content”). You are solely responsible for your User Content that you upload, publish, display, link to or otherwise make available (hereinafter, “post”) on the Service, and you agree that we are only acting as a passive conduit for your online distribution and publication of your User Content.
Absent a Community Administrator (as defined below), all such User Content is owned by the User who posted it to the Service, although each User acknowledges and consents that upon the introduction of a Community Administrator into that User’s Community, all related User Content will automatically become the property of the organization to which the Community belongs without any notice to Users of that Community. If a Community has a Community Administrator, all such User Content is the property of the organization to which the Community belongs (including all User Content created prior to the existence of the Community Administrator). In either case, dwillo does not have, nor does it claim, any ownership rights in any User Content. In addition, you should note that if you are no longer an eligible member of a Community, your access to all User Content you uploaded may be terminated, regardless of whether the Community has a Community Administrator. Once a User is removed from a Community, the content of that User remains on the Community and is the sole property of the organization which administers that Community.
As a condition of using this Site, you represent, warrant, and covenant that all User Content is not and will not be: unlawful, libelous, obscene, threatening, defamatory, false, misleading, harassing, otherwise objectionable, or encouraging of foregoing actions, does not contain any hardware or software viruses of any kind, is not “spam” or other solicitations of any kind, and does not infringe any Intellectual Property (as defined below) or privacy/publicity rights of any third parties.
For the purposes of this Agreement, “Intellectual Property Rights” means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction.
By posting User Content on the Site you hereby grant to dwillo and its affiliates an irrevocable, perpetual, worldwide, royalty-free, non-exclusive license to use, modify, delete from, add to, create derivative works of, publicly perform, publicly display, reproduce and distribute (and to sublicense the foregoing rights through multiple tiers of licensees) such User Content on or through the Site for any reason and in connection with advertising and promoting the Site (including, for example, through screen shots and blogs) and/or our products in any media formats and through any media channels now existing or developed in the future. From time to time, we may remove User Content from the Site, permanently or temporarily, provided that even if we do remove such User Content from the Site, we shall have no obligation to cease our other uses of the User Content as permitted above.
Dwillo takes no responsibility and assumes no liability for any User Content that you or any other Users or third parties post or send over the Service. You understand and agree that any loss or damage of any kind that occurs as a result of the use of any User Content that you send, upload, download, stream, post, transmit, display, or otherwise make available or access through your use of the Service, is solely your responsibility. Dwillo is not responsible for any public display or misuse of your User Content. You understand and acknowledge that you may be exposed to User Content that is inaccurate, offensive, indecent, or objectionable, and you agree that dwillo shall not be liable for any damages you allege to incur as a result of such User Content.
We reserve the right, in our sole discretion, to reject, refuse to post or remove any posting (including private messages) by you, or to deny, restrict, suspend, or terminate your access to all or any part of the Site at any time, for any or no reason, with or without prior notice or explanation, and without liability. We expressly reserve the right to remove your profile and/or deny, restrict, suspend, or terminate your access to all or any part of the Site if we determine, in our sole discretion, that you have violated the Agreement, pose a threat to us, our suppliers and/or our Users or for any other purpose we determine in our sole discretion.
You are solely responsible for your interactions with other dwillo Users. We reserve the right, but have no obligation, to monitor disputes between you and other Users.
6) Community Administration
Each Community may have one or more individuals who are responsible for managing the Community as well as overseeing the use of, and monitoring the content posted to such Community (the “Community Administrator”). Communities may exist on the Service absent a Community Administrator; in such case Users are responsible for conducting themselves in accordance with this Agreement.
From time to time, Users may be asked to confirm their account on the Community. If such account is not reconfirmed, the account may be removed. Once a User is removed from a Community, the content of that User remains on the Community and is the sole property of the organization which administers that Community.
Users should follow their particular organization’s policies, guidelines and procedures concerning the Content they post to the Service. Community Administrators manage the User Content of their Users in their Community.
7) Third-Party Websites, Advertisers or Services
8) Interactions between Users
You are solely responsible for your interactions (including any disputes) with other Site Users. You understand that dwillo does not screen Users and makes no representations or warranties about them. Due to this, you covenant to dwillo that you will exercise caution, discretion, common sense, and good judgment in all interactions with other Site Users. If you decide to interact with other Site Users offline, you do so at your own risk. Dwillo disclaims all liability for any harm that befalls you and you expressly agree to hold dwillo and any related individuals or companies harmless for any and all damages to you regardless of your good judgment, caution, discretion and the like.
9) License Grant
Subject to the terms and conditions of this Agreement, you are hereby granted a non-exclusive, limited, personal license to use the Service. Dwillo reserves all rights not expressly granted herein in the Service and the dwillo Content (as defined below). Unless agreed otherwise dwillo may terminate this license at any time.
10) Intellectual Property RightsCopyright Protection
Except for your User Content, the Service and its materials, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos and music (the “dwillo Content”), and all Intellectual Property Rights related thereto, are the exclusive property of dwillo and its licensors. Except as explicitly provided herein, nothing in this Agreement shall be deemed to create a license in or under any such Intellectual Property Rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any materials or content accessible on the Service. Use of the dwillo Content or materials on the Service for any purpose not expressly permitted by this Agreement is strictly prohibited. Additionally, you agree you will not delete or in any manner alter the copyright notices or markings appearing on this Site.
You may choose to or we may invite you to submit comments or ideas about the Service, including without limitation about how to improve the Service or our products (“Ideas”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place dwillo under any fiduciary or other obligation, that we are free to disclose the Ideas on a non-confidential basis to anyone or otherwise use the Ideas without any additional compensation to you. You acknowledge that, by acceptance of your submission, dwillo does not waive any rights to use similar or related ideas previously known to dwillo, or developed by its employees, or obtained from sources other than you.Trademark Protection
“dwillo” its logo, slogan, or any other source-identifying information (the “Marks”) are trademarks of dwillo. No third party shall use these Marks, or any other trademarks, slogans, or logos which are likely to cause confusion with dwillo’s Marks, to mislead consumers about the origin of the third party’s goods or services, or to signal dwillo’s affiliation with, or sponsorship of, such third party’s products, services, websites, or companies. Additionally, dwillo strictly forbids the use of “frames,” framing techniques, meta tags, or any other “hidden text” utilizing the Marks. You agree you will not delete or in any manner alter the trademark notices or markings appearing on the Marks. Any dwillo use of third party trademarks are intended as “fair use” and dwillo has no intention whatsoever to trade off the goodwill developed by unaffiliated third parties.
11) Communication via Email
Use of the Site and its features and registration to be a Member is void where prohibited. If you are under 18, you may use the Site only with approval of a parent or guardian.
You agree to indemnify, defend, and hold harmless dwillo, its affiliates, officers, agents, contractors, directors, partners, employees, or anyone else related to dwillo against any and all claims, losses, liabilities, obligations, damages, costs or debt and expenses (including but not limited to attorney’s fees) arising from: (i) your use of and access to the Service, including any data or work transmitted or received by you; (ii) your violation of any term of this Agreement, including without limitation, your breach of any of the representations and warranties above; (iii) your violation of any third-party right, including without limitation any right of privacy, publicity rights or Intellectual Property Rights; (iv) your violation of any law, rule or regulation of the United States or any other country; (v) any claim or damages that arise as a result of any of your User Content or any that are submitted via your account; or (vi) any other party’s access and use of the Service with your unique Username, password or other appropriate security code.
14) WARRANTY AND DISCLAIMER
THIS SITE, AND ALL CONTENT AND FEATURES CONTAINED HEREIN, ARE PROVIDED “AS IS” AND “AS AVAILABLE” BASIS AND THERE ARE NO EXPRESS OR IMPLIED WARRANTIES WHATSOEVER. USE OF THE SERVICE IS AT YOUR OWN RISK. ADDITIONALLY, DWILLO SPECIFICALLY DISCLAIMS, TO THE EXTENT ALLOWED BY LAW, ANY AND ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, LACK OF VIRUSES, OR ACCURACY OF ANY RESPONSES OR RESULTS. TO THE MAXIMUM EXTENT PERMITTED BY LAW DWILLO MAKES NO WARRANTY THAT THE SITE WILL MEET YOUR REQUIREMENTS OR THAT THE SITE WILL PROVIDE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE USE. YOUR USE OF THIS SITE IS AT YOUR OWN RISK. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD.
DWILLO IS NOT RESPONSIBLE FOR AND MAKES NO WARRANTIES, EXPRESS OR IMPLIED, AS TO ANY CONTENT ON THE SITE, INCLUDING, WITHOUT LIMITATION WITH RESPECT TO THE ACCURACY AND RELIABILITY OF THE DWILLO CONTENT, USER CONTENT OR OTHER CONTENT POSTED ON OR THROUGH THE SITE, WHETHER CAUSED BY US, BY USERS, BY ANY OF THE EQUIPMENT OR PROGRAMMING ASSOCIATED WITH OR UTILIZED BY THE SITE, OR OTHERWISE. THE USER CONTENT DOES NOT NECESSARILY REFLECT THE OPINIONS OR POLICIES OF DWILLO. PROFILES AND THIRD PARTY APPLICATIONS CREATED AND POSTED BY MEMBERS ON THE SITE MAY CONTAIN LINKS TO OTHER WEBSITES. DWILLO IS NOT RESPONSIBLE FOR THE CONTENT, ACCURACY OR OPINIONS EXPRESSED ON SUCH WEBSITES, AND SUCH WEBSITES ARE NOT NECESSARILY INVESTIGATED, MONITORED OR CHECKED FOR ACCURACY OR COMPLETENESS BY DWILLO. INCLUSION OF ANY LINKED WEBSITE ON THE SITE DOES NOT IMPLY APPROVAL OR ENDORSEMENT OF THE LINKED WEBSITE BY DWILLO. WHEN YOU ACCESS THESE THIRD PARTY SITES, YOU DO SO AT YOUR OWN RISK.
DWILLO DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE DWILLO SERVICE OR ANY HYPERLINKED WEBSITE OR SERVICE, OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND DWILLO WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.
15) LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL DWILLO, ITS AFFILIATES, OFFICERS, AGENTS, DIRECTORS, EMPLOYEES, LICENSORS OR ANY OTHER RELATED PARTIES BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THIS SERVICE. UNDER NO CIRCUMSTANCES WILL DWILLO BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN. ADDTIONALLY, DWILLO SHALL NOT BE HELD LIABILE UNDER ANY CIRCUMSTANCES FOR DAMAGES IN CONNECTION WITH OR ARISING OUT OF THIS AGREEMENT OR YOUR USE OF THE SITE, EVEN IF DWILLO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, DWILLO ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY:
- (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT;
- (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SERVICE;
- (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN;
- (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE;
- (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD PARTY;
- (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICE; AND/OR
- (VII) USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY. IN NO EVENT SHALL DWILLO, ITS AFFILIATES, DIRECTORS, EMPLOYEES, OR LICENSORS BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE AMOUNT YOU PAID TO DWILLO HEREUNDER.
THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF DWILLO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. CERTAIN BUSINESS TERMS MAY PROVIDE SLIGHTLY DIFFERENT RIGHTS TO THE PARTIES THERETO, BUT ANY SUCH BUSINESS TERMS DO NOT CHANGE THE RULES APPLICABLE TO USERS COVERED BY THE FOREGOING.
IF THE WARRANTY EXCLUSIONS OR LIMITATIONS OF LIABILITY SET FORTH IN THIS AGREEMENT ARE FOR ANY REASON HELD UNENFORCEABLE OR INAPPLICABLE, YOU AGREE THAT OUR AGGREGATE LIABILITY SHALL NOT EXCEED ONE HUNDRED EUROS (€ 100).
16) Our Service Providers
This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by dwillo without restriction.
18) Entire Agreement and Severability
This Agreement, together with any other legal notices and agreements published by dwillo via the Service, shall constitute the entire agreement between you and dwillo concerning the Service. If any provision of the Agreement becomes invalid, illegal, void, or unenforceable under any applicable law, each such provision shall be deemed amended to conform to applicable law; or, if it cannot be amended without materially altering the terms of this Agreement, such provision shall be deleted. Additionally, the failure of dwillo to enforce any right or provision of this Agreement does not constitute a waiver of that right or a waiver of future enforcement.
19) Governing law and Dispute Resolution
This Agreement shall be governed by, construed, interpreted and enforced in accordance with the laws of The Netherlands, without regard to its conflict of laws principles. Any claim or dispute between you and dwillo that arises in whole or in part from the Service shall be decided exclusively by a court of competent jurisdiction located in The Netherlands.
1) Certain Disclaimers - Information on this Web site is not promised or guaranteed to be correct, current, or complete, and this site may contain technical inaccuracies or typographical errors. Dwillo assumes no responsibility (and expressly disclaims responsibility) for updating this site to keep information current or to ensure the accuracy or completeness of any posted information. Accordingly, you should confirm the accuracy and completeness of all posted information before making any decision related to any services, products, or other matters described in this site.
Dwillo provides no assurances that any reported problems will be resolved by dwillo even if dwillo elects to provide information with the goal of addressing a problem.
2) Notification Procedures - Dwillo may provide notifications, whether such notifications are required by law or are for marketing or other business related purposes, to you via email notice, written or hard copy notice, or through conspicuous posting of such notice on our website, as determined by dwillo in our sole discretion. Dwillo reserves the right to determine the form and means of providing notifications to our Users, provided that you may opt out of certain means of notification.
3) Translations - Certain text in this Site may be made available in languages other than English. Text may be translated by a person or solely by computer software with no human intervention or review. These translations are provided as a convenience to you, and dwillo makes no representations or commitments regarding the accuracy or completeness of the translation, whether or not computer-generated or performed by a person.
4) Promotion - You agree and acknowledge that unless explicitly requested, dwillo may display your organization’s name, logo and public description of your projects and profile as part of the dwillo website(s) and / or other dwillo marketing materials.
5) Security of User Content - dwillo will use all commercially reasonable efforts to restrict access to your User Content to authorized persons. However, no password-protected system of data storage and retrieval can be made entirely impenetrable. Although dwillo strives to make sure that all data on the Website is secure, you hereby acknowledge and accept that it may be possible for an unauthorized third party to access, view, copy, modify and distribute the data and files you store on the Website or via Services.
6) No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and dwillo’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.
- dwillo BV
- Schiekade 105
- 3033BH Rotterdam
- Or Email: Info@dwillo.com