In these Terms of Service the following terms and expressions shall have the following meanings:
The Product allows individuals and organizations to easily meet, present information, demonstrate products online, and collaborate on documents, thereby improving communication with employees, partners, customers, prospects, students and online communities. The Product is available as a premium service to a corporate entity, which can then offer a free portal to its employees, stakeholders and other selected persons, available on a paid subscription basis to the corporate entity. Powow does not control, or have any knowledge of, any communications or materials transmitted using the Product. The content of any communication transmitted using the Product is entirely the responsibility of the person from whom such content originated. You, therefore, may be exposed to content that is offensive, illegal, harmful to minors, indecent or otherwise objectionable.
To use the Product, You must receive an invitation from a Powow Customer and complete and submit the online registration process. As part of the registration process for the Product, You agree to: (1) provide certain limited information about You as prompted to do so by the Product (such information is to be current, complete and accurate); (2) maintain and update Your User Information as required to keep it current, complete and accurate; and (3) not register as a user of the Product under multiple identities or personas (whether false or not). If Powow discovers that any of Your User Information is inaccurate, incomplete or not current, Powow may terminate Your right to access and use the Product immediately without being required to give You any prior notice or reason for such termination. Powow may reject a registration application if it determines in its sole discretion that You have not been invited to register to use the Product by a Powow Customer or You are otherwise not an appropriate subscriber or user of the Product. Powow need not provide a reason for any such rejection. If Powow rejects Your application to use the Product, then You may reapply and Powow will reconsider the application. You may not register to use the Product if You are under 18 years of age. By registering for the Product You represent to Powow, that You are 18 years of age or older and that You can form a legally binding contract. Upon completion of the registration process and acceptance of Your registration application by Powow You will have opened an Account with Powow and will become a registered user of the Product.
(a) Except with the express written consent of Powow You are not permitted to reproduce, duplicate, copy, sell, resell or otherwise exploit the Product or access to the Product. Your right to use the Product is personal to You.
(b) You are solely responsible for the content of Your transmissions through the Product. Powow does, however, reserve the right to take any action (including, without limitation, terminating Your right to access the Product) that Powow deems necessary or appropriate in Powow's sole discretion, if Powow believes that You or Your transmissions or use of the Product are illegal or unlawful or may create liability for Powow. Your use of the Product is subject to all applicable local, state, national and international laws and regulations (including, without limitation, those governing consumer protection, unfair competition, anti-discrimination or false advertising).
(c) You must not upload, register or transmit any material or information using the Product that:
(e) In all use of the Product You shall:
Powow shall use its reasonable endeavours to ensure the availability of the Product, subject to any downtime required for maintenance or technical faults. However, Powow takes no responsibility for any Product unavailability, or for any loss that is incurred as a result of the Product being unavailable. Further, Powow assumes no responsibility for the corruption of any data or information stored using the Product. Powow in no way warrants that:
(a) The Product will meet Your specific requirements; or
(b) The Product will be uninterrupted, timely, secure, or error-free.
You acknowledge that Your use of the Product is at Your sole risk.
Powow reserves the right to modify the Product or discontinue provision of the Product at any time, and from time to time, for any reason, without notice or liability to You. Powow shall not be liable to You or any third party should Powow exercise its right to modify or discontinue the Product.
Your Account must only be used by You. A shared account is not permitted. You are responsible for keeping Your User Information, including Your email address and password, confidential and secure. Without limiting the foregoing, You agree:
(a) Not to permit any other person to use Your Account; and
(b) Not to disclose, or provide to any other person, Your password, email address or any other information in connection with Your Account that may allow other persons to gain access to Your Account.
You are responsible for all activity on Your Account even where such activity is actioned by a person who is not You and regardless of whether such person is acting with or without Your permission. You agree to immediately notify Powow of any unauthorized use of Your Account or any other breach of security known to You, including if You believe that Your password or User Information has been stolen or otherwise compromised.
Powow may, in its sole discretion, immediately suspend or terminate Your right to use the Product for any reason and at any time without entering into further discussions with You. Without limiting the foregoing, Powow may suspend or terminate Your right to use the Product if (a) You breach these Terms of Service; (b) Powow is unable to verify or authenticate Your User Information or any other information You provide to Powow; (c) Your User Information or any other information You provide to Powow is inaccurate; (d) Powow decides, in its sole discretion, to discontinue offering the Products; (e) the Powow Customer which invited You to register to use the Product asks Powow to terminate Your Account; or (f) the subscription agreement entered into between Powow and the Powow Customer which invited You to register to use the Product is terminated or expires or such Powow Customer’s access to the Product is otherwise terminated or superseded. Such termination will result in the deactivation or deletion of Your Account or access to Your Account. Powow shall not be liable to You or any third party for termination of the Product or access to Your Account. You may terminate this agreement with or without cause at any time, effective immediately upon written notice to Powow. Should You object to any terms and conditions of the Terms of Service or any subsequent modifications thereto or become dissatisfied with the Product in any way, Your sole recourse is to immediately: (a) discontinue use of the Product; (b) terminate Your Account; and (c) notify Powow of such termination. Upon termination of Your Account, Your right to use the Product immediately ceases.
YOU EXPRESSLY AGREE THAT USE OF THE PRODUCT IS AT YOUR SOLE RISK. THE PRODUCT IS PROVIDED ON AN "AS IS" BASIS. Powow EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. Powow MAKES NO WARRANTY THAT THE PRODUCT WILL MEET YOUR REQUIREMENTS OR THAT THE PRODUCT WILL BE UNINTERRUPTED, TIMELY OR ERROR FREE, NOR DOES Powow MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE PRODUCT. YOU UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED (INCLUDING PLUG-INS AND WIDGETS) THROUGH THE USE OF THE PRODUCT IS DONE AT YOUR OWN RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA. NO INFORMATION OR ADVICE, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM Powow OR THROUGH THE PRODUCT OR Powow’S WEBSITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
WITHOUT LIMITATION TO CLAUSE 9 ABOVE, YOU AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, ANY AND ALL LIABILITY AND RESPONSIBILITY OF Powow TO YOU OR ANY OTHER PERSON IN CONNECTION WITH THE PRODUCT, YOUR USE THEREOF, THE USE OF YOUR ACCOUNT, THE USE OF THE PRODUCT BY OTHER USERS, OR YOUR INABILITY TO USE THE PRODUCT FOR WHATEVER REASON, IS EXCLUDED REGARDLESS OF WHETHER SUCH LIABILITY ARISES IN CONTRACT, TORT (INCLUDING NEGLIGENCE), EQUITY, BREACH OF STATUTORY DUTY OR OTHERWISE. Powow’S LIABILITY AND RESPONSIBILITY IS EXCLUDED IN RESPECT OF ANY AND ALL LOSS OR DAMAGE, WHETHER DIRECT OR INDIRECT, INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, LOSS OF DATA, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, GENERAL AND SPECIAL DAMAGES, AND CONSEQUENTIAL AND INCIDENTAL LOSS EVEN IF Powow HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT IN ANY WAY LIMITING THE APPLICATION OF THE FOREGOING, Powow’S AGGREGATE LIABILITY TO YOU OR ANY THIRD PARTY IS LIMITED TO NZD$100. NOTHING IN THIS CLAUSE 10 IS INTENDED TO LIMIT OR EXCLUDE ANY LIABILITY ON THE PART OF Powow WHERE AND TO THE EXTENT THAT ANY APPLICABLE LAW PROHIBITS SUCH EXCLUSION OR LIMITATION.
Powow DISCLAIMS ANY AND ALL RESPONSIBILITY OR LIABILITY IN RELATION TO THE CONTENT MADE AVAILABLE THROUGH THE PRODUCT. NEITHER Powow NOR ITS OFFICERS, EMPLOYEES OR AFFILIATES MAY BE HELD LIABLE WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER FORM OF LIABILITY FOR ANY CLAIM, DAMAGE, OR LOSS, (AND YOU HEREBY WAIVE ANY AND ALL SUCH CLAIMS OR CAUSES OF ACTION), ARISING FROM OR RELATING TO ALL SUCH CONTENT.
You hereby unconditionally and irrevocably agree, at Your expense, to indemnify, defend and hold Powow its subsidiaries, employees, officers, directors, contractors, agents, licensors and suppliers (together, “the Indemnified”) harmless, from and against all actions, claims, costs (including legal costs and expenses), liabilities, losses, damages, proceedings, or demands suffered or incurred by the Indemnified arising out of or in connection with:
(a) Your use or misuse of the Product;
(c) Any other activity related to Your Account whatsoever (including, without limitation, negligent, wrongful or fraudulent conduct).
These Terms of Service may be amended in whole or in part by Powow from time to time by (i) posting the revised Terms of Service on the Powow website, and/or (ii) sending information regarding the amended Terms of Service to the email address You provide to Powow. Amendments will be effective immediately upon the posting of the amended Terms of Service on the Powow website (whether or not email notification of the amendments are given to You). You are responsible for regularly reviewing the Powow website and ensuring You are familiar with the latest Terms of Service. Your continued use of the Product represents and constitutes Your agreement to be bound by the Terms of Service as amended.
Without prejudice to any other limitations on Powow’s liability, Powow has no liability for any lack of performance, unavailability or failure of the Product, or for any failure on the part of Powow to comply with these Terms of Service where such failure results from any cause reasonably beyond the control of Powow.
(a) These Terms of Service are governed by the laws of New Zealand. You submit to the non-exclusive jurisdiction of the Courts of New Zealand as regards any dispute, disagreement or cause of action arising out of or in connection with the Product and these Terms of Service.
(b) If any provision of these Terms of Service becomes or is held to be invalid, unenforceable or illegal for any reason, and in any respect, that provision shall be severed from the remaining terms, which shall continue in full force and effect.
(d) The agreement between Powow and You may be assigned by Powow to a third party without Your consent in the event of a sale or other transfer of some or all of the assets of Powow. In the event of any sale or transfer You will remain bound by such agreement. You may not assign or transfer this agreement or Your rights or obligations under this agreement without the express written consent of Powow and any attempt to the contrary is void.
(e) Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of any section of these Terms of Service.
(f) Powow’s failure to act with respect to an anticipated or actual breach by You or others does not constitute a waiver by Powow of such breach or of its right to act with respect to subsequent or similar breaches.
(g) Except as stated otherwise, any notices must be given by registered ordinary post (or if posted to or from a place outside New Zealand, by registered airmail) to Powow, PO Box 137176, Parnell, Auckland 1151, New Zealand, or by email to Email: firstname.lastname@example.org (in the case of Powow) the last-known email address You provided to Powow (in Your case). Alternatively, Powow may give You notice by certified airmail, postage prepaid and return receipt requested, to Your last known address (if any) provided by You to Powow. Any notice shall be deemed given (a) if sent by email, 24 hours after the email is sent, unless the sending party is notified that the email address is invalid, (b) if sent by pre-paid post, three Business Days after the date of posting, and on the seventh Business Day if sent to or posted from outside New Zealand, and (c) if sent by facsimile transmission, on the Business Day the transmission is sent (as long as the sender has a confirmation report recording that the facsimile was successfully transmitted). For the purposes of this section, "Business Day" means a day on which banks are open for general business in Auckland, New Zealand, other than a Saturday, Sunday or public holiday.
(h) Sections 9 (Disclaimer of Warranties), 10 (Limitation of Liability), 11 (Disclaimer of Liability for Content), 12 (Indemnity), 15 (Privacy), and 16 (General), and any other provisions of these Terms of Service which expressly or by implication survive termination or expiry, shall survive termination or expiration of the agreement between Powow and You and the closure of Your Account.
(i) You must report any violation of these Terms of Service. To do so, send an email to email@example.com for assistance.
Powow Terms of Service – Last revised July 2010.