The following Agreement was last modified on November 27, 2007.
1. This is an Agreement Between You and Kangadoo, LLC
This is a binding agreement (the "Agreement") between you and
Kangadoo, LLC ("Kangadoo"), a Pennsylvania Limited Liability
Company. This agreement governs any use or interaction of any kind you
may have with any Web site or Web page operated or owned by Kangadoo
(each, a "Kangadoo Web Site," and collectively, the "Kangadoo Web
Sites"). The Kangadoo Web Sites include, but are not limited to, the
Web pages associated with or related to the domain kangadoo.com, as
well as any sub-domains of that domain, e.g. www.kangadoo.com. Each
Kangadoo Web Site includes any services or products available through
or associated with it (directly or indirectly), including, but not
limited to, any memberships and subscriptions (paid or unpaid), any
e-mails or other electronic communications that may be transmitted as
a result of memberships or otherwise, any software, web services, or
application programming interfaces (accessed, downloaded, or
installed), and any physical products that may be acquired (purchased
or free) as a result of any interactions with the Kangadoo Web Site.
Kangadoo, its affiliates, resellers, suppliers, distributors,
service providers, licensors, co-branders, partners, consultants,
agents, employees, directors, officers, subsidiaries, owners, parents
and successors (each, a "Kangadoo Party" and collectively, the
"Kangadoo Parties") provide you access to the Kangadoo Web Sites
subject to the terms and conditions of this Agreement. In addition,
when using the Kangadoo Web Sites, you agree to abide by any
applicable posted guidelines and associated agreements that you may be
asked to additionally agree to, which may change from time to time,
and are hereby incorporated herein by reference. Should you object to
any term or condition in the Agreement, any posted guidelines or
associated agreement, or any subsequent modifications thereto, or
become dissatisfied with the Kangadoo Web Sites in any way, your only
recourse is to immediately discontinue use of the Kangadoo Web Sites.
If you do not agree to be bound by the terms and conditions of this
Agreement or the aforementioned posted guidelines or associated
agreements, please do not use or interact with the Kangadoo Web Sites
in any way.
KANGADOO OFFERS THE KANGADOO WEB SITES TO YOU CONDITIONED
ON YOUR ACCEPTANCE WITHOUT MODIFICATION OF THIS AGREEMENT. YOUR USE OF
THE KANGADOO WEB SITES CONSTITUTES YOUR ACCEPTANCE OF THIS
AGREEMENT.
PLEASE READ THIS AGREEMENT CAREFULLY AS IT CONTAINS
IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND
OBLIGATIONS. THESE INCLUDE DISCLAIMERS OF WARRANTIES AND LIABILITY
(see Sections 3, 4, and 5) AND A SPECIFIC DISPUTE RESOLUTION POLICY
(see Sections 6). THESE PROVISIONS FORM AN ESSENTIAL BASIS OF
KANGADOO'S BARGAIN.
2. Agreement Modification
Kangadoo reserves the right to change the terms, conditions, and
notices under which it offers the Kangadoo Web Sites, including any
charges associated with the use of the Kangadoo Web Sites. You are
responsible for regularly reviewing these terms, conditions, and
notices. Your continued use of the Kangadoo Web Sites after the
effective date of such changes constitutes your acceptance of and
agreement to such changes. In any case, all amended terms, conditions,
and notices shall be effective thirty (30) days after they are
initially posted on the Kangadoo Web Sites.
The latest form of this Agreement can be found at this page
(http://www.kangadoo.com/weblicense/). Kangadoo will notify you about
significant changes in this Agreement by displaying the word 'Updated'
in red next to the links to this page (in the same font face and size
as the links), on the Web pages on which such links exist within the
Kangadoo Web Sites, for a thirty (30) day period. Kangadoo will also
provide at the top of this page, a listing of changes in the
Agreement, for the same thirty (30) day period. Kangadoo will also
indicate at the top of this page the date this Agreement was last
modified. However, it is your responsibility to regularly check this
page to determine if there have been changes to this Agreement and to
review such changes.
3. NO WARRANTY
Kangadoo and the Kangadoo Parties disclaim any and all
responsibility or liability for the accuracy, content, completeness,
legality, reliability, operability, or availability of information or
material displayed on the Kangadoo Web Sites. Kangadoo and the
Kangadoo Parties disclaim any responsibility for the deletion, failure
to store, misdelivery, or untimely delivery of any information or
material. Kangadoo and the Kangadoo Parties disclaim any
responsibility for any harm resulting from downloading or accessing
any information or material on the Internet through the Kangadoo Web
Sites.
KANGADOO AND THE KANGADOO PARTIES PROVIDE THE KANGADOO WEB
SITES "AS IS," "WITH ALL FAULTS" AND "AS AVAILABLE," AND THE ENTIRE
RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, AND EFFORT IS
WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE
KANGADOO PARTIES MAKE NO REPRESENTATIONS, WARRANTIES OR CONDITIONS,
EXPRESS OR IMPLIED. KANGADOO AND THE KANGADOO PARTIES DISCLAIM ANY AND
ALL WARRANTIES OR CONDITIONS, WRITTEN OR ORAL, EXPRESS, STATUTORY OR
IMPLIED, INCLUDING WITHOUT LIMITATION (1) WARRANTIES OR CONDITIONS OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT,
ACCURACY, TITLE, QUIET ENJOYMENT, NO ENCUMBRANCES, NO LIENS AND
NON-INFRINGEMENT, (2) WARRANTIES OR CONDITIONS ARISING THROUGH COURSE
OF DEALING OR USAGE OF TRADE, AND (3) WARRANTIES OR CONDITIONS THAT
ACCESS TO OR USE OF THE KANGADOO WEB SITES WILL BE UNINTERRUPTED,
ERROR-FREE, SECURE, RELIABLE OR TIMELY. THERE ARE NO WARRANTIES THAT
EXTEND BEYOND THE FACE OF THIS AGREEMENT.
YOU UNDERSTAND AND AGREE THAT YOU DOWNLOAD OR OTHERWISE OBTAIN
MATERIAL OR DATA THROUGH THE USE OF THE KANGADOO WEB SITES AT YOUR OWN
DISCRETION AND AT YOUR SOLE RISK AND THAT YOU WILL BE SOLELY
RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA
THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL OR DATA.
WITHOUT LIMITING THE FOREGOING, KANGADOO DISCLAIMS ANY AND ALL
WARRANTIES, EXPRESS OR IMPLIED, FOR ANY MERCHANDISE OFFERED THROUGH
THE KANGADOO WEB SITES. THIS DISCLAIMER DOES NOT APPLY TO ANY PRODUCT
WARRANTY OFFERED BY THE MANUFACTURER OF THE ITEM.
SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION
OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO
YOU. YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE AND
JURISDICTION TO JURISDICTION.
4. LIABILITY LIMIT
IN NO EVENT SHALL KANGADOO OR ANY KANGADOO PARTY, AS WELL AS
THEIR RESPECTIVE OWNERS, DIRECTORS, OFFICERS, EMPLOYEES, LICENSORS,
AND AGENTS, INCLUDING THOSE OF ANY SUCCESSORS, BE LIABLE FOR ANY
DAMAGES, INCLUDING WITHOUT LIMITATION ANY INDIRECT, CONSEQUENTIAL,
SPECIAL, INCIDENTAL, EXEMPLARY, OR PUNITIVE DAMAGES OR LOSSES
(INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, GOODWILL, USE, DATA OR
OTHER INTANGIBLE LOSSES) ARISING OUT OF, BASED ON, OR RESULTING FROM
THIS AGREEMENT OR YOUR USE OF THE KANGADOO WEB SITES IN ANY WAY, EVEN
IF SUCH KANGADOO PARTY OR THEIR RESPECTIVE OWNERS, DIRECTORS,
OFFICERS, EMPLOYEES, LICENSORS, AND AGENTS, INCLUDING THOSE OF ANY
SUCCESSORS, HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES. THESE LIMITATIONS AND EXCLUSIONS APPLY WITHOUT REGARD TO
WHETHER THE DAMAGES ARISE FROM (1) BREACH OF CONTRACT, (2) BREACH OF
WARRANTY, (3) NEGLIGENCE, (4) STRICT LIABILITY, (5) TORT, OR (6) ANY
OTHER CAUSE OF ACTION, TO THE EXTENT SUCH EXCLUSION AND LIMITATIONS
ARE NOT PROHIBITED BY APPLICABLE LAW.
THE LIABILITY OF KANGADOO OR ANY KANGADOO PARTY TO YOU OR ANY
THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE LESSER OF (A) THE
AMOUNT OF MONEY YOU HAVE PAID TO KANGADOO IN US DOLLARS OR (B) ONE
HUNDRED (100) US DOLLARS.
SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION
OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO
THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Without limiting the foregoing, under no circumstances shall
Kangadoo or any Kangadoo Party be held liable for any delay or failure
in performance resulting directly or indirectly from acts of nature,
forces, or causes beyond its reasonable control, including, without
limitation, Internet failures, computer equipment failures,
telecommunication equipment failures, other equipment failures,
electrical power failures, strikes, labor disputes, riots,
insurrections, civil disturbances, shortages of labor or materials,
fires, floods, storms, explosions, acts of God, war, governmental
actions, orders of domestic or foreign courts or tribunals,
non-performance of third parties, or loss of or fluctuations in heat,
light, or air conditioning.
5. CHANGES TO THE KANGADOO WEB SITES (INCLUDING DELETION OF
DATA); ADDITIONAL LIABILITY LIMIT
THE KANGADOO PARTIES MAY CHANGE THE KANGADOO WEB SITES OR
DELETE FEATURES IN ANY WAY, AT ANY TIME AND FOR ANY REASON. WITHOUT
LIMITING THE GENERALITY OF SECTIONS 3 AND 4, YOU ACKNOWLEDGE AND AGREE
THAT KANGADOO AND THE KANGADOO PARTIES ARE NOT RESPONSIBLE OR LIABLE
FOR (1) ANY CONTENT, INCLUDING WITHOUT LIMITATION ANY INFRINGING,
INACCURATE, OBSCENE, INDECENT, THREATENING, OFFENSIVE, DEFAMATORY,
TORTIOUS, OR ILLEGAL CONTENT, OR (2) ANY THIRD PARTY CONDUCT,
TRANSMISSIONS OR DATA. IN ADDITION, WITHOUT LIMITING THE GENERALITY OF
SECTIONS 3 AND 4, YOU ACKNOWLEDGE AND AGREE THAT KANGADOO IS NOT
RESPONSIBLE OR LIABLE FOR (1) ANY VIRUSES OR OTHER DISABLING FEATURES
THAT AFFECT YOUR ACCESS TO OR USE OF THE KANGADOO WEB SITES OR THAT
MAY ARISE THROUGH OR IN CONNECTION WITH THE KANGADOO WEB SITES, (2)
ANY INCOMPATIBILITY BETWEEN THE KANGADOO WEB SITES AND OTHER WEB
SITES, SERVICES, SOFTWARE AND HARDWARE, (3) ANY DELAYS OR FAILURES YOU
MAY EXPERIENCE IN INITIATING, CONDUCTING OR COMPLETING ANY
TRANSMISSIONS OR TRANSACTIONS IN CONNECTION WITH THE KANGADOO WEB
SITES IN AN ACCURATE OR TIMELY MANNER, OR (4) ANY DAMAGES OR COSTS OF
ANY TYPE ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF ANY
SERVICES AVAILABLE FROM THIRD PARTIES THROUGH LINKS CONTAINED ON THE
KANGADOO WEB SITES.
ANY DATA RESIDING ON KANGADOO'S SERVERS, MAY BE DELETED,
ALTERED, MOVED OR TRANSFERRED AT ANY TIME FOR ANY REASON AT KANGADOO'S
DISCRETION. YOU FURTHER ACKNOWLEDGE THAT, NOTWITHSTANDING ANY
COPYRIGHT OR OTHER RIGHTS YOU MAY HAVE WITH RESPECT TO SUCH DATA, AND
NOTWITHSTANDING ANY VALUE ATTRIBUTED TO SUCH DATA BY YOU OR ANY THIRD
PARTY, KANGADOO DOES NOT PROVIDE OR GUARANTEE, AND EXPRESSLY DISCLAIMS
(SUBJECT TO ANY UNDERLYING INTELLECTUAL PROPERTY RIGHTS IN THE
CONTENT), ANY VALUE, CASH OR OTHERWISE, ATTRIBUTED TO ANY DATA
RESIDING ON KANGADOO'S SERVERS. YOU UNDERSTAND AND AGREE THAT
KANGADOO HAS THE RIGHT, BUT NOT THE OBLIGATION, TO REMOVE ANY DATA IN
WHOLE OR IN PART AT ANY TIME FOR ANY REASON OR NO REASON, WITH OR
WITHOUT NOTICE AND WITH NO LIABILITY OF ANY KIND.
THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN
SECTIONS 3, 4, AND 5 OF THIS AGREEMENT APPLY TO THE MAXIMUM EXTENT
PERMITTED BY APPLICABLE LAW, AND ARE NOT INTENDED TO DEPRIVE YOU OF
ANY MANDATORY PROTECTIONS PROVIDED TO YOU UNDER APPLICABLE LAW.
6. Dispute Resolution
If a dispute arises between you and Kangadoo, Kangadoo's goal is
to provide you with a neutral and cost-effective means of resolving
the dispute quickly. Accordingly, you and Kangadoo agree to resolve
any claim or controversy at law or in equity that arises from or
relates to this Agreement or in any way to Kangadoo or the Kangadoo
Web Sites (a "Claim") in accordance with this section.
This Agreement, the relationship between you and Kangadoo, and
any Claims shall be governed in all respects by the laws of the
Commonwealth of Pennsylvania without regard to conflict of law
principles or the United Nations Convention on the International Sale
of Goods.
You and Kangadoo agree to submit to the exclusive jurisdiction
and venue of the courts located in Chester County, Pennsylvania,
except as provided below regarding optional
arbitration. Notwithstanding this, you agree that Kangadoo shall still
be allowed to apply for injunctive or other equitable relief in any
court of competent jurisdiction.
For any Claim, excluding Claims for injunctive or other
equitable relief, where the total amount of the award sought is less
than ten thousand U.S. Dollars ($10,000.00 USD), the party requesting
relief may elect to resolve the Claim in a cost-effective manner
through binding non-appearance-based arbitration. A party electing
arbitration shall initiate it through an established alternative
dispute resolution ("ADR") provider mutually agreed upon by the
parties. The ADR provider and the parties must comply with the
following rules: (a) the arbitration shall be conducted, at the option
of the party seeking relief, by telephone, online, or based solely on
written submissions; (b) the arbitration shall not involve any
personal appearance by the parties or witnesses unless otherwise
mutually agreed by the parties; and (c) any judgment on the award
rendered by the arbitrator may be entered in any court of competent
jurisdiction.
All Claims you bring against Kangadoo must be resolved in
accordance with this Dispute Resolution Section. All Claims filed or
brought contrary to this Dispute Resolution Section shall be
considered improperly filed. Should you file a Claim contrary to this
Dispute Resolution Section, Kangadoo may recover attorneys' fees and
costs up to one thousand U.S. Dollars ($1,000.00 USD), provided that
Kangadoo has notified you in writing of the improperly filed Claim,
and you have failed to promptly withdraw the Claim.
YOU AND KANGADOO AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF
OR RELATED TO THE KANGADOO WEB SITES MUST COMMENCE WITHIN ONE (1) YEAR
AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS
PERMANENTLY BARRED.
7. Your Use of the Kangadoo Web Sites
As you use the Kangadoo Web Sites, you should expect to receive,
access, or use information, materials, graphics, software, data, text,
music, sound, photographs, video, messages and other content
(collectively, "Content") originated by Kangadoo and persons other
than Kangadoo (any such person is referred to as a "Third Party").
Kangadoo does not control the Content posted via the Kangadoo
Web Sites, and as such, does not guarantee the accuracy, integrity,
timeliness, reliability, or quality of such Content. You understand
that by using the Kangadoo Web Sites, you may be exposed to Content
that is offensive, indecent, or objectionable. Under no circumstances
will Kangadoo or any Kangadoo Party be liable in any way for any
Content, including, but not limited to, for any errors or omissions in
any Content, or any loss or damage of any kind incurred as a result of
the use of any Content posted, e-mailed, transmitted, or otherwise
made available via the Kangadoo Web Sites.
You may NOT: (a) use the Kangadoo Web Sites for commercial
purposes, including to attempt to sell a product or service, or to
increase traffic to your Web Site for commercial reasons, such as
advertising sales, except if specifically authorized to do so by
Kangadoo in writing; (b) use the Kangadoo Web Sites in any manner that
could damage, disable, overburden, or impair any Kangadoo Web Site (or
the network(s) connected to any Kangadoo Web Site) or interfere with
any other party's use and enjoyment of the Kangadoo Web Sites; (c)
disobey any requirements, procedures, policies, or regulations of
networks connected to the Kangadoo Web Sites; (d) use any robot,
spider, scraper or other automated means to access the Kangadoo Web
Sites beyond what is permitted by Kangadoo's robot exclusion headers;
(e) "meta-search" any Kangadoo Web Site; (f) forge headers or
otherwise manipulate identifiers when communicating in any way with
the Kangadoo Web sites; (g) take any action that imposes, or may
impose in Kangadoo's sole discretion, an unreasonable or
disproportionately large load on Kangadoo's infrastructure; (h) bypass
Kangadoo's robot exclusion headers or other measures Kangadoo may take
to prevent or restrict access to the Kangadoo Web Sites; (i) use the
Kangadoo Web Sites to transmit, either directly or indirectly, any
unsolicited bulk e-mail, unsolicited commercial e-mail, or anything
that may be considered "spam;" (j) use data mining or any data
gathering or extraction tools; (k) copy, reproduce, modify, create
derivative works from, distribute or publicly display any content
(except for content you have the rights to do so) from the Kangadoo
Web Sites; (l) frame or utilize framing techniques to enclose any
trademark, logo, or other proprietary information (including images,
text, page layout, or form) of Kangadoo; (m) use any meta tags or any
other "hidden text" utilizing Kangadoo's name or trademarks; (n) use
the Kangadoo Web Sites in any way that is unlawful, or harms Kangadoo
or any Kangadoo Party as determined in Kangadoo's sole discretion; (o)
use a false e-mail address, impersonate any person or entity, or
otherwise mislead; (p) use the Kangadoo Web Sites to bother, stalk,
harass, threaten, embarrass, or cause emotional or physical harm to
any individual; (q) harm minors in any way; (r) promote or provide
instructional information about illegal activities; (s) promote
physical harm or injury against any group or individual; (t) create
user accounts by automated means or under false or fraudulent
pretenses; (u) enter e-mail addresses that you know are invalid or
that are not known to belong to people known by you.
The Kangadoo Web Sites and Content available through them may
contain features and functionalities that may link you or provide you
with access to third party content which is completely independent of
the Kangadoo Web Sites, including web sites, directories, servers,
networks, systems, information and databases, applications, software,
programs, products or services, and the Internet as a whole. Your
interactions with organizations and/or individuals found on or through
the Kangadoo Web Sites, including payment and delivery of goods or
services, and any other terms, conditions, privacy policies,
warranties or representations associated with such dealings, are
solely between you and such organizations and/or individuals. You
should make whatever investigation you feel necessary or appropriate
before proceeding with any online or offline transaction with any of
these third parties. You agree that Kangadoo shall not be responsible
or liable for any loss or damage of any sort incurred as the result of
any such dealings.
As a condition of access to the Kangadoo Web Sites, you
release Kangadoo, the Kangadoo Parties (and their shareholders,
partners, affiliates, directors, officers, subsidiaries, employees,
agents, suppliers, licensees, distributors) from claims, demands and
damages (actual and consequential) of every kind and nature, known and
unknown, suspected and unsuspected, disclosed and undisclosed, whether
direct, indirect, special, general, accidental, or incidental, arising
out of or in any way connected with any dispute you have or claim to
have with one or more participants on the Kangadoo Web Sites or third
parties found through the Kangadoo Web Sites, including and without
limitation, those involving bodily harm, mental or emotional
distress. You further understand and agree that: (a) Kangadoo will
have the right but not the obligation to resolve disputes between
users relating to the Kangadoo Web Sites, and Kangadoo's resolution of
any particular dispute does not create an obligation to resolve any
other dispute; (b) to the extent Kangadoo elects to resolve such
disputes, it will do so in good faith based solely on the general
rules and standards of the Kangadoo Web Sites and will not make
judgments regarding legal issues or claims; (c) Kangadoo's resolution
of such disputes will be final with respect to the use of the Kangadoo
Web Sites but will have no bearing on any legal disputes in which
participants of the Kangadoo Web Sites or third parties may be or
become involved; and (d) you hereby release Kangadoo, the Kangadoo
Parties (and their shareholders, partners, affiliates, directors,
officers, subsidiaries, employees, agents, suppliers, licensees,
distributors) from claims, demands and damages (actual and
consequential) of every kind and nature, known and unknown, suspected
and unsuspected, disclosed and undisclosed, whether direct, indirect,
special, general, accidental, or incidental, arising out of or in any
way connected with Kangadoo's resolution of disputes relating to the
Kangadoo Web Sites, including and without limitation, those involving
bodily harm, mental or emotional distress.
8. Subscription Services
Some services provided through the Kangadoo Web Sites require a
fee-based subscription (all fee-based subscriptions are referred to as
"Subscription Services"). Prices for all Subscription Services exclude
all applicable taxes, unless expressly stated otherwise. To the extent
permissible under law, you are responsible for any applicable taxes,
whether or not they are listed on your receipt or statement. If you
purchase Subscription Services, you agree to pay, using a valid credit
card (or other form of payment that Kangadoo may accept from time to time),
the applicable fees and taxes (if any) set forth on the Kangadoo Web
Sites. Kangadoo reserves the right, upon prior notice to you, to change the
amount of any fees and to institute new fees, effective at the end of
your current subscription period. All authorized charges will be
billed to your designated credit card account (or other payment
method) on the terms described in the specific offer. If payment
cannot be charged to your credit card or your payment is returned to
Kangadoo for any reason, Kangadoo reserves the right to either suspend
or terminate your access to the unpaid-for Subscription Services. Any
payments made to Kangadoo for Subscription Services are
non-refundable.
You may terminate Subscription Services at any time by
contacting the Kangadoo customer support department. If you have a dispute with
us relating to the Kangadoo Web Sites or the Subscription Services,
you may cancel the Subscription Services. Any such termination or
cancellation is subject to the no-refund policy described
above. Please remember that if Kangadoo determines, in its sole
discretion, that you are not complying with this Agreement, Kangadoo
reserves the right to terminate your Subscription Services. Upon any
termination or cancellation of your Subscription Services, Kangadoo
may immediately deactivate or delete your membership and all related
information and/or bar any further access by you to the Kangadoo Web
Sites.
Subscription Services will automatically renew (for the same
time length) thirty (30) days before the end of subscription period in
order to attempt to ensure that you do not experience any service
interruptions. When automatic subscription renewal occurs, Kangadoo
will charge your credit card (on file) at the then-current renewal
rate for that subscription, unless another renewal rate was specified
in the original subscription offer. Unless you provide Kangadoo with
prior notice that you do not wish your subscription to automatically
renew, Kangadoo may renew your subscription without further
authorization from you. Even if you provide Kangadoo with such notice,
such notice will not affect charges before Kangadoo can reasonably
act. If Kangadoo attempts to automatically renew your subscription,
but such renewal is not possible because your credit card is expired
or otherwise, your subscription will not renew.
Some Subscription Services require activation, including, but
not limited to, entering in an activation code at a Web page.
Subscription Services that require activation will be accompanied with
activation instructions. Such Subscription Services must be activated
within one (1) year from the date of receipt of associated activation
instructions or such Subscription Services will automatically
terminate regardless of whether or how much they were utilized.
9. Physical Products
Physical products may be made available (free or purchasable)
through the Kangadoo Web Sites ("Products"). Kangadoo may, at its own
discretion, limit or cancel quantities purchased or provided, on a per
person, per household or per order basis. Kangadoo may also reserve
the right to refuse any order you place with Kangadoo. These restrictions
may include orders placed by or under the same customer account, the
same credit card, and/or orders that use the same billing and/or
shipping address. In the event Kangadoo makes a change to an order, we
will attempt to notify you by contacting the e-mail and/or billing
address/phone number provided at the time the order was made or
otherwise available through an associated account. Kangadoo reserves
the right to limit or prohibit sales to purchasers, dealers, resellers
or distributors.
Kangadoo makes an effort to display as accurately as possible
the colors of Products that appear at the Site. However, as the actual
colors you see will depend on your monitor, Kangadoo cannot guarantee that
your monitor's display of any color will be accurate.
Prices for all Products exclude all applicable taxes, unless
expressly stated otherwise. To the extent permissible under law, you
are responsible for any applicable taxes, whether or not they are
listed on your receipt or statement.
Kangadoo in conjunction with its service providers, will
attempt to deliver Products to the requested delivery address. Kangadoo
service providers do not telephone prior to delivering packages, and
Kangadoo cannot guarantee the time of delivery. In addition, Kangadoo is
not responsible for a) Products delivered to an incorrect addresses
supplied by the sender; b) unsuccessful deliveries arising from the
recipient not being present at time of delivery at the address
supplied by the sender; c) decreased product quality due to an
incorrect delivery address supplied by the sender or a re-route
requested by the recipient or sender; and d) Product quality problems
caused by improper handling by the recipient.
10. Privacy Policy
"Your Information" is defined as any information you post or
otherwise provide to Kangadoo and the Kangadoo Parties through or
otherwise related to the Kangadoo Web Sites. Your Information
includes, but is not limited to, your account information as well as
information that may be sent to Kangadoo or the Kangadoo Parties
passively by any electronic agent operating on your behalf including,
but not limited to, information such as IP addresses, timestamps, and
browser and operating system types and versions. You are solely
responsible for Your Information, and Kangadoo acts as a passive
conduit for your online distribution and publication of Your
Information.
Kangadoo does not claim any ownership rights in Your
Information. You continue to retain all ownership rights in Your
Information, and you continue to have the right to use Your
Information in any way you choose. You grant to Kangadoo a limited
license to use, modify, publicly perform, publicly display, reproduce,
and distribute Your Information solely on and through the Kangadoo Web
Sites.
Without this license, Kangadoo would be unable to provide the
Kangadoo Web Sites. For example, without the right to modify Your
Information, Kangadoo would not be able to make thumbnails out of your
photos or otherwise format Your Information to satisfy technical
requirements, and without the right to publicly display Your
Information, Kangadoo could not allow others to view your profile. The
license you grant to Kangadoo is non-exclusive (meaning you are free
to license Your Information to anyone else in addition to Kangadoo),
fully-paid and royalty-free (meaning that Kangadoo is not required to
pay you for the use on the Kangadoo Web Sites of Your Information),
sub-licensable (so that Kangadoo is able to use its affiliates and
sub-contractors such as Internet content delivery networks to provide
the Kangadoo Web Sites), and worldwide (because the Internet and the
Kangadoo Web Sites are global in reach). Furthermore, the license does
not grant Kangadoo the right to sell Your Information, nor does the
license grant Kangadoo the right to distribute Your Information
outside of the Kangadoo Web Sites.
This license will terminate at the time you remove Your
Information from the Kangadoo Web Sites except for the following. You
acknowledge and agree that Kangadoo may retain archived copies of Your
Information, including, but not limited to, in existing backups,
databases and server logs. You additionally acknowledge and agree that
to the extent Your Information has been used in multi-participant
spaces on the Kangadoo Web Sites, including, but not limited to, group
and public forums, group and public postings as well as information
that was explicitly shared with others, Kangadoo may continue to use
such pieces of Your Information to maintain continuity of the Kangadoo
Web Sites.
Kangadoo has security measures in place to protect and prevent
the loss, misuse, and alteration of Your Information. Kangadoo uses
industry standard efforts to safeguard Your Information. However,
Kangadoo does not guarantee the security of any of your private
transmissions against unauthorized or unlawful interception or access
by third parties. Additionally, you may be required to create one or
more passwords or use one ore more secure, one-time or special links
when using the Kangadoo Web Sites. Keep these passwords and links
secret, and take special care to log off fully when using public or
unsecured computer terminals. You are entirely responsible for the
confidentiality of Your Information. Kangadoo takes no responsibility
for any damages or loss caused by failure to secure your passwords or
other access information.
Your Information may be stored and processed in the United
States or any other country in which Kangadoo and the Kangadoo Parties
maintain facilities. As such, you consent to any transfer of Your
Information outside of your country.
Kangadoo reserves the right to transfer Your Information in
the event of a transfer of ownership of any Kangadoo Web Site or
Kangadoo, such as acquisition by or merger with another company. In
the event that Kangadoo goes through such a business transition, such
as a merger, acquisition, liquidation or sale of all or a portion of
its assets, Your Information will, in most instances, be part of the
assets transferred.
Kangadoo will not give any of Your Information to any third
party without your express approval except: as reasonably necessary to
provide you access to the Kangadoo Web Sites, to third-party
fulfillment houses, customer support, billing and credit verification
services, and the like; to comply with tax and other applicable law;
as otherwise expressly permitted by this Agreement or as otherwise
authorized by you; to law enforcement or other appropriate third
parties in connection with criminal investigations and other
investigations of fraud; or as otherwise necessary to protect
Kangadoo, the Kangadoo Parties or other users of the Kangadoo Web
Sites. As such, Kangadoo can (and you authorize Kangadoo to) disclose
any information about you to private entities, law enforcement
agencies or government officials, as Kangadoo, in its sole discretion,
believes necessary or appropriate to investigate or resolve possible
problems or inquiries, or as otherwise required by law.
You acknowledge and agree that Kangadoo, in its sole
discretion, may track, record, observe or follow any and all of your
interactions within the Kangadoo Web Sites. Kangadoo may share
general, demographic, or aggregated information with third parties
about the Kangadoo Web Sites, but that information will not
include or be linked to any personal information without your consent.
You represent that you have all the rights necessary for you
to make the grants in this section. You also warrant that Your
Information is not and shall not: (a) be false, inaccurate, out of
date, or misleading; (b) be fraudulent or involve the sale of
counterfeit or stolen items; (c) infringe any third party's copyright,
patent, trademark, trade secret or other proprietary rights or rights
of publicity or privacy; (d) violate any law, statute, ordinance or
regulation (including, but not limited to, those governing export
control, consumer protection, unfair competition, anti-discrimination
or false advertising); (e) be defamatory, trade libelous, unlawfully
threatening, or unlawfully harassing; (f) be obscene or contain child
pornography; (g) contain any viruses, Trojan horses, worms, time
bombs, cancelbots, easter eggs or other computer programming routines
that may damage, detrimentally interfere with, surreptitiously
intercept or expropriate any system, data, or personal information;
and (h) create liability for Kangadoo or any Kangadoo Party or cause
Kangadoo to lose (in whole or in part) the services of Kangadoo's ISPs
or other suppliers.
11. Indemnity
You shall indemnify and hold harmless, and at Kangadoo's request
defend, Kangadoo and the Kangadoo Parties, as well as their respective
owners, directors, officers, shareholders, employees, and agents,
including those of any successors (each, an "Indemnified Party") from
and against any and all claims, proceedings, damages, injuries,
liabilities, losses, costs and expenses (including reasonable
attorneys' fees, an allocation for in-house counsel, and other legal
costs) arising out of your acts or omissions, including claims
resulting from your use of the Kangadoo Web Site, Your Information, or
any breach of your obligations set forth in this Agreement. You shall
reimburse each Indemnified Party on demand for any costs, expenses and
liabilities incurred by such Indemnified Party to which this indemnity
relates.
12. Termination and Suspension
Without limiting other remedies, Kangadoo may terminate this
Agreement, or terminate or suspend your access to the Kangadoo Web
Sites at any time, with or without cause, with or without notice. Upon
such termination or suspension, your right to use the Kangadoo Web
Sites will immediately cease. UPON SUCH TERMINATION OR SUSPENSION, ANY
INFORMATION YOU HAVE STORED ON THE KANGADOO WEB SITES MAY NOT BE
RETRIEVED LATER AND NO REFUNDS OR EXCHANGES WILL BE PROVIDED FOR ANY
PAID PRODUCTS, SUBSCRIPTION SERVICES, OR TOURNAMENTS IRREGARDLESS OF
ANY UNFILLED ORDERS, UNUSED TIME ON SUBSCRIPTION SERVICES OR
INCOMPLETENESS OF TOURNAMENTS.
13. No Third Party Beneficiaries
You agree that, except as otherwise expressly provided in this
Agreement, there shall be no third party beneficiaries to this
Agreement.
14. No Right of Survivorship and Non-Transferability
You agree that rights you have to the Kangadoo Web Sites and any
other rights provided in this Agreement are non-transferable and
terminate upon your death.
15. No Resale, Assignment, or Sub-licensing
You agree not to resell, assign, sublicense, otherwise transfer,
or delegate your rights or obligations under this Agreement without
prior express written authorization of Kangadoo.
16. Successors and Assigns
Kangadoo may assign this Agreement, in whole or in part, at any
time, with or without notice to you. Without in any way limiting the
prohibition on your resale, assignment, sub-licensing, or other
transfer of rights or obligations, this Agreement shall be binding
upon and inure to the benefit of the parties hereto and their
respective heirs, successors, and assigns.
17. Legal Compliance
You shall comply with all applicable domestic and international
laws, statutes, ordinances and regulations regarding your use of the
Kangadoo Web Sites.
18. Interpreting this Agreement
If any part of this Agreement is determined to be invalid or
unenforceable pursuant to applicable law, then the invalid or
unenforceable provision will be deemed superseded by a valid,
enforceable provision that most closely matches the intent of the
original provision and the remainder of this Agreement will continue
in effect.
Except as expressly stated herein, this Agreement constitutes
the entire agreement between you and Kangadoo with respect to the
Kangadoo Web Sites and it supersedes all prior or contemporaneous
communications and proposals, whether electronic, oral or written,
between you and Kangadoo with respect to the Kangadoo Web Sites.
The section titles in the Agreement are solely used for the
convenience of the parties and have no legal or contractual
significance.
Unless otherwise specified, the terms "includes", "including",
"e.g.,", "for example", and other similar terms are deemed to include
the term "without limitation" immediately thereafter. Terms used in
these Terms with the initial letter(s) capitalized will have the
meaning attributed to them in these Terms.
19. Electronic Communications When you visit the
Kangadoo Web Sites or send e-mails to Kangadoo, you are communicating
with Kangadoo electronically. You consent to receive communications
from Kangadoo electronically. Kangadoo will communicate with you by
e-mail or by posting notices on the Kangadoo Web Sites. You agree that
all agreements, notices, disclosures and other communications that
Kangadoo provides to you electronically satisfy any legal requirement
that such communications be in writing.
20. Kangadoo Copyright
All Content on the Kangadoo Web Sites, such as text, graphics,
logos, button icons, images, audio clips, digital downloads, data
compilations, and software, is the property of Kangadoo or its content
suppliers and is protected by United States and international
copyright laws. The compilation of all Content on the Kangadoo Web
Sites is the exclusive property of Kangadoo and protected by United
States and international copyright laws.
Software may be found at the Kangadoo Web Sites, including,
but not limited to, the source code associated with any Kangadoo Web
Site. Kangadoo grants you a non-exclusive, revocable, personal,
non-transferable license to use any software associated with the
Kangadoo Web Sites solely in connection with the Kangadoo Web Sites
and in accordance with this Agreement. Kangadoo reserves all rights to
such software not expressly granted to you in this Agreement. Such
software is protected by copyright and other intellectual property
laws and treaties. Kangadoo or another Kangadoo Party owns the title,
copyright, and other intellectual property rights in such software,
and such software is licensed, not sold. You will not disassemble,
decompile, or reverse engineer such software, except and only to the
extent that such activity is expressly permitted by applicable
law. Kangadoo may automatically check your version of such software
and may automatically download upgrades to such software to your
computer to update, enhance and further develop the Kangadoo Web
Sites.
21. Kangadoo Trademarks
KANGADOO, and other Kangadoo graphics, logos, page headers, button
icons, scripts, and service names are trademarks or trade dress of
Kangadoo. Kangadoo trademarks and trade dress may not be used in
connection with any product or service that is not Kangadoo's, in any
manner that is likely to cause confusion among customers, or in any
manner that disparages, tarnishes, or discredits Kangadoo, or in any
way dilutes any Kangadoo trademark or trade dress. All other
trademarks not owned by Kangadoo or the Kangadoo Parties that appear
on this site are the property of their respective owners, who may or
may not be affiliated with, connected to, or sponsored by Kangadoo or
the Kangadoo Parties.
22. Procedure for Making Claims of Copyright
Infringement
In compliance with the Digital Millennium Copyright Act ("DMCA"),
Kangadoo has established the procedure outlined below to address
alleged copyright infringement on the Kangadoo Web Sites. If you
believe that your work has been copied and has been posted to any of
the Kangadoo Web Sites in a way that constitutes copyright
infringement, you may provide Kangadoo with notice of your complaint
by providing Kangadoo's Designated Copyright Agent with the following
information in writing:
- --the electronic or physical signature of the owner of the copyright or the person authorized to act on the owner's behalf;
- --identification of the copyrighted work that you claim has been infringed;
- --identification of the material that is claimed to be infringing, with information about its location reasonably specific to permit Kangadoo to locate the material;
- --your name, address, telephone number, and email address;
- --a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
- --a statement, made under penalty of perjury, that the above information in your notification is accurate and that you are the copyright owner or are authorized to act on the copyright owner's behalf.
To be effective, your notification must be in writing and include the above information. Kangadoo's Designated Copyright Agent to receive your notification is as follows.
Name of Agent: Intellectual Property Manager
Address: P.O. Box 184, Phoenixville, PA 19460
Telephone Number of Designated Agent: (323) 319-6185
Email Address of Designated Agent: abuse@kangadoo.com
Kangadoo, in its sole discretion, reserves the right to refuse
additional Content from members who have posted allegedly infringing
material and/or delete the material, or to terminate such members'
accounts.
After receiving a notification, Kangadoo will process and
investigate the notification and will take appropriate actions under
the DMCA and other applicable intellectual property laws. Upon receipt
of a notification that complies or substantially complies with the
DMCA (as set forth above), Kangadoo will act expeditiously to remove
or disable access to any material claimed to be infringing or claimed
to be the subject of infringing activity, and will act expeditiously
to remove or disable access to any reference or link to material or
activity that is claimed to be infringing. Kangadoo will promptly take
reasonable steps to notify the member that is the subject of the
notification that it has removed or disabled access to such material.
If you are subject to a notification, you may provide Kangadoo with a counter notification by providing its Designated Copyright Agent the following information in writing:
- --your physical or electronic signature;
- --identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled;
- --a statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and
- --your name, address, and telephone number, and a statement that you consent to the jurisdiction of Federal District Court for the judicial district in which your address is located, or if your address is outside of the United States, for any judicial district in which Kangadoo may be found and that you will accept service of process from the person who provided the initial notification of alleged infringement.
Upon receipt of a proper counter notification under the DMCA (as
set forth above), Kangadoo will promptly provide the person who
provided the initial notification with a copy of the counter
notification and inform that person that it will replace the removed
material or cease disabling access to it in ten (10) business
days. Additionally, Kangadoo will replace the removed material and
cease disabling access to it not less than ten (10), nor more than
fourteen (14), business days following receipt of the counter notice,
unless Kangadoo's Designated Copyright Agent first receives notice
from the person who submitted the initial notification that such
person has filed an action seeking a court order to restrain you from
engaging in infringing activity relating to the material on the
Kangadoo Web Sites.
23. Submissions of Ideas
Kangadoo or any of its employees do not accept or consider
unsolicited ideas, including ideas for new advertising campaigns, new
promotions, new or improved products or technologies, product
enhancements, processes, materials, marketing plans or new product
names. Please do not send any original creative artwork, suggestions
or other works. The sole purpose of this policy is to avoid potential
misunderstandings or disputes when Kangadoo's products or marketing
strategies might seem similar to ideas submitted to Kangadoo. So,
please do not send your unsolicited ideas to Kangadoo or anyone
associated with Kangadoo. If, despite Kangadoo's request that you not send it
your ideas, you still send them, then regardless of what your letter
says, the following terms shall apply to your idea submission.
UNDER NO CIRCUMSTANCES SHALL ANY DISCLOSURE OF ANY IDEA OR
RELATED MATERIALS TO KANGADOO BE SUBJECT TO ANY OBLIGATION OF
CONFIDENTIALITY OR EXPECTATION OF COMPENSATION. BY SUBMITTING THE IDEA
AND/OR ANY RELATED MATERIAL TO KANGADOO, YOU ARE WAIVING ANY AND ALL
RIGHTS THAT YOU MAY HAVE IN THE IDEA OR ANY RELATED MATERIALS AND ARE
REPRESENTING AND WARRANTING TO KANGADOO THAT THE IDEA AND/OR RELATED
MATERIALS ARE WHOLLY ORIGINAL WITH YOU, THAT NO ONE ELSE HAS ANY
RIGHTS IN THE IDEA AND/OR MATERIALS AND THAT KANGADOO IS FREE TO
IMPLEMENT THE IDEA AND TO USE THE MATERIALS IF IT SO DESIRES, AS
PROVIDED OR AS MODIFIED BY KANGADOO, WITHOUT OBTAINING PERMISSION OR
LICENSE FROM ANY THIRD PARTY.
24. Miscellaneous Provisions
The relationship between you and Kangadoo is not one of agency or
partnership and neither you nor Kangadoo shall be deemed to be a
partner, employee, fiduciary, agent or representative of the other.
If Kangadoo or you fail to enforce any provision of this
Agreement it shall not constitute a waiver of such provision.
You represent and warrant that you have the right, authority,
and capacity to enter into this Agreement.
All terms that by their nature may survive termination of this
Agreement shall be deemed to survive such termination.
Prices displayed on the Kangadoo Web Sites are quoted in
U.S. Dollars unless another currency is explicitly stated.
Special offers, coupons, or discounts cannot be used in
conjunction with other offers. Limit one promotion per order.
Kangadoo does not provide Internet access, and you are
responsible for all fees associated with your Internet connection.
You must be aged thirteen (13) or over to use the Kangadoo Web
Sites and to enter into this Agreement. In compliance with the
Children's Online Privacy Protection Act of 1998 (COPPA), Kangadoo
does not knowingly collect information from children under the age of
thirteen (13) for any purpose.