TERMS OF SERVICE
1. Your Acceptance
- By using or visiting the Penxy website (penxy.com
and all subdomains and subpages) or any Penxy products, software, data feeds, and
services provided to you on, from, or through the Penxy website (collectively the "Service") you signify your agreement to these terms and conditions (the
"Terms of Service"). If you are using the Services on behalf of an organization, you are agreeing to these Terms for that organization and promising that
you have the authority to bind that organization to these terms. In that case, “you” and “your” will refer to that organization. If you do
not agree to any of these terms please do not use the Service or any part thereof.
- Penxy may, in
its sole discretion, revise and/or modify these Terms of Service and policies at any time, and you agree to be bound by such modifications and/or revisions. By
continuing to access or use the Service after any modifications are introduced, you agree to be bound by the revised and/or modified Terms of Service. If you do
not agree to the and/or modified Terms of Service, please do not use the Service.
- These Terms of Service apply to all users of the Service,
including users who are also contributors to the Content on the Service. “Content” includes the text, software, scripts, graphics, photos, sounds, music,
videos, audiovisual combinations, presentations, interactive features and other materials you may view on, access through, or contribute to the Service. The Service
includes all aspects of Penxy, including but not limited to all products, software and services offered via the Penxy website and Penxy applications on all mobile
devices and other computers.
- The Service may contain links to third party websites that are not
owned or controlled by Penxy. Penxy has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party websites.
In addition, Penxy will not and cannot censor or edit the content of any third-party site. By using the Service, you expressly relieve Penxy from any and all liability
arising from your use of any third-party website.
- Accordingly, we encourage you to be aware when you
3. Penxy Accounts
- In order to access some features of the Service, you will have
to create a Penxy account. You may never use the account of a third person. You are solely responsible for all the consequences arising out or associated to the use
of your account, and you must keep your account password secure. You must notify Penxy immediately of any breach of security or unauthorized use of your account
- Although Penxy will not be liable for your losses caused by any unauthorized use of your account, you may
be liable for the losses of Penxy or third persons due to such unauthorized use.
- You agree to pay all
charges and fees imposed by Application Provider for your use of the Service, including but not limited to, one-time activation and setup fees, monthly or annual usage
fees, as well as all excise taxes and regulatory surcharges imposed upon Services (collectively, the "Charges"). The amount of the Charges may change from time
to time, and we will notify you of any such charges (through Apple In-App Purchases or on penxy.com). Continued use of the Services after any such change constitutes your
acceptance of new or modified Charges.
4. General Use of the Service—Permissions and Restrictions
Penxy hereby grants you its permission to access and use the Service as set forth in these Terms of Service, provided that:
- You agree not to disclose any part of the Service or the Content without Penxy's explicit prior written authorization
to you, unless Penxy makes available the means for such disclosure through functionality offered by the Service (such as the Embeddable Player or Widget)
- You agree not to alter or modify any part of the Service.
- You agree
not to access Content through any technology or means other than the playback pages of the Service itself, the Embeddable Player, Penxy applications for mobile devices or any other
computers or other explicitly authorized means Penxy may designate.
- You may not modify, build upon, or block any
portion or functionality of the Embeddable Player, including but not limited to links back to the Penxy website.
You agree not to use or launch any automated system, including without limitation, "robots," "spiders," or "offline readers," that accesses the Service
in a manner that sends more request messages to the Penxy servers in a given period of time than a human can reasonably produce in the same period by using a conventional on-line web
browser. Notwithstanding the foregoing, Penxy grants the operators of public search engines permission to use spiders to copy materials
from the site for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such
materials. Penxy reserves the right to revoke these exceptions upon its decisions. You agree not to collect or harvest any personally
identifiable information, including account names, from the Service, nor to use the communication systems provided by the Service (e.g., comments, email) for any commercial
solicitation purposes. You agree not to solicit, for commercial purposes, any users of the Service with respect to their Content.
- In your use of the Service, you have to comply with all applicable laws.
- Penxy reserves the right to discontinue any aspect of the Service at any time.
5. Your Use of Content
In addition to the general restrictions above, the following restrictions and conditions apply specifically to your use of Content.
- The Content on the Service, and the trademarks, service marks and logos ("Marks") on the Service, are owned by or licensed to Penxy, subject to copyright and other intellectual property rights under applicable law.
- Content is provided to you AS IS. You may access Content for your information and personal use solely as intended through the provided functionality of the Service and as permitted under these Terms of Service. You shall not download any Content unless you see a “download” or similar link displayed by Penxy on the Service for that Content. You shall not copy, reproduce, distribute, transmit, broadcast, display, sell, license, or otherwise exploit any Content for any other purposes without the prior written consent of Penxy granting you expressly certain rights or the respective licensors of the Content. Penxy and its licensors reserve all rights not expressly granted in and to the Service and the Content.
- You agree not to circumvent, disable or otherwise interfere with security-related features of the Service or features that prevent or restrict use or copying of any Content or enforce limitations on use of the Service or the Content therein.
- You understand that when using the Service, you will be exposed to Content from a variety of sources, and that Penxy is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such Content. You further understand and acknowledge that you may be exposed to Content that is inaccurate, offensive, indecent, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against Penxy with respect thereto, and, to the extent permitted by applicable law, agree to indemnify and hold harmless Penxy, its owners, operators, affiliates, licensors, and licensees to the fullest extent allowed by law regarding all matters related to your use of the Service.
6. Your Content and Conduct
- You may submit Content to the Service, including presentations and user comments. You understand that Penxy does not guarantee any confidentiality with respect to any Content you submit.
- You shall be solely responsible for your own Content and the consequences of submitting and publishing your Content on the Service. You affirm, represent, and warrant that you own or have the necessary licenses, rights, consents, and permissions to publish Content you submit; and you license to Penxy all patent, trademark, trade secret, copyright or other proprietary rights in and to such Content for publication on the Service pursuant to these Terms of Service.
- For clarity, you retain all of your ownership rights in your Content. However, by submitting Content to Penxy, you hereby grant Penxy a worldwide, non-exclusive, royalty-free, sublicenseable and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the Content in connection with the Service and Penxy's (and its successors' and affiliates') business, including without limitation for promoting and redistributing part or all of the Service (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each user of the Service a non-exclusive license to access your Content through the Service, and to use, reproduce, distribute, display and perform such Content as permitted through the functionality of the Service and under these Terms of Service. The above licenses granted by you in Content you submit to the Service terminate within a commercially reasonable time after you remove or delete your Content from the Service. Not all types of Content can be removed or deleted. The above licenses granted by you in user comments and questions and polls you submit are perpetual and irrevocable.
- You further agree that Content you submit to the Service or make otherwise accessible to third party through it will not contain third party copyrighted material, or material that is subject to other third party proprietary rights, unless you have permission from the rightful owner of the material in proper form or you are otherwise legally entitled to post the material and to grant Penxy all of the license rights granted herein.
- Penxy does not endorse any Content submitted to the Service by any user or other licensor, or any opinion, recommendation, or advice expressed therein, and Penxy expressly disclaims any and all liability in connection with Content. Penxy does not permit copyright infringing activities and infringement of intellectual property rights on the Service, and Penxy will remove all Content if properly notified that such Content infringes on another's intellectual property rights. Penxy reserves the right to remove Content without prior notice.
7. Account Termination Policy
Penxy may at any time, without prior notice and in its sole discretion, remove any Content and/or terminate a user's account for violation of these Terms of Service or for other reasons.
8. Warranty Disclaimer
YOU AGREE THAT YOUR USE OF THE SERVICES SHALL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, Penxy, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICES AND YOUR USE THEREOF. Penxy MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THIS SITE'S CONTENT OR THE CONTENT OF ANY SITES LINKED TO THIS SITE AND 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 SERVICES, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SERVICES, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES BY ANY THIRD PARTY, AND/OR (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES. Penxy DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICES OR ANY HYPERLINKED SERVICES OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND Penxy WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
9. Limitation of Liability
IN NO EVENT SHALL Penxy, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM 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 SERVICES, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR SERVICES, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES BY ANY THIRD PARTY, AND/OR (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
YOU SPECIFICALLY ACKNOWLEDGE THAT Penxy SHALL NOT BE LIABLE FOR CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
You agree that (i) the Service shall be deemed solely based in California; and (ii) the Service shall be deemed a passive website that does not give rise to personal jurisdiction over Penxy, either specific or general, in jurisdictions other than California. These Terms of Service shall be governed by the internal substantive laws of the State of California, without respect to its conflict of laws principles. Any claim or dispute between you and Penxy that arises in whole or in part from the Service shall be decided exclusively by The International Commercial Arbitration Court at the RF Chamber of Commerce and Industry (http://www.tpprf-mkac.ru/).
If any provision of these Terms of Service is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms of Service, which shall remain in full force and effect. No waiver of any term of this these Terms of Service shall be deemed a further or continuing waiver of such term or any other term, and Penxy's failure to assert any right or provision under these Terms of Service shall not constitute a waiver of such right or provision. Penxy reserves the right to amend these Terms of Service at any time and without notice, and it is your responsibility to review these Terms of Service for any changes. Your use of the Service following any amendment of these Terms of Service will signify your assent to and acceptance of its revised terms. YOU AND Penxy AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
Dated: June 1, 2012