Terms of Use

Terms of Use

Last updated on May 30th, 2014

 

This website contains several websites with common interface, software, mobile products, mobile services, and links with other websites operated by various affiliates of Kognito and any other branded or co-branded websites, including sub-domains, international versions, widgets and mobile versions, which are all operated by Kognito (as defined herein under). We will refer to these websites throughout this document as “Kognito Websites”. We will refer to Kognito throughout this document as “Kognito”, “we” or “us”. Kognito Websites are provided to you subject to the following terms and conditions. Visiting or otherwise using Kognito Websites or any content obtained directly or indirectly from the Kognito Websites or from any other third party websites, constitutes acceptance of and agreement to these terms and conditions. If you do not so consent, you may not visit Kognito Websites or use any of their contents. Please read these Terms of Use carefully.

 

If you are under the age of 18, you may use the Kognito Websites only with authorization and/or supervision of a parent or legal guardian. If you are an adult of the age of 18, and you are using the Kognito Websites on behalf of minors, you are required to obtain the authorization of their parents or legal guardian.

 

Kognito reserves the right to suspend, discontinue, delete, modify, or remove any content or functionality offered in our Kognito Websites from time to time, without prior notice, without reason or liability, and/or to offer certain content or functionality only in various versions or in selected times, based on Kognito’s sole discretion. In addition, Kognito may charge users for certain content or functionality which are currently available for free.

 

Privacy Policy

Please review our Privacy Policy, which are incorporated into, and considered part of, these Terms of Use, and also governs your visit to the Kognito Websites and use of the content found on the Kognito Websites, including without limitation, the text, software (whether downloadable or non-downloadable), technology, user interfaces, graphics, images, video, code, sounds, music, games, videos, all audio visual or other material appearing on or emanating to and/or from the Kognito Websites, as well as the design and appearance of our websites and the accompanying information and documentation (“the Content”). By visiting or using the Kognito Websites or the Content, you agree to our Privacy Policy, as in effect from time to time.

 

License and Kognito Websites Access

 

Some of the Kognito Websites may allow for the downloading of Content and Content-related software for mobile devices (“Mobile Applications”). The use of any such Mobile Applications is expressly governed by these Terms of Use and by any terms of use and user agreements applicable to the Mobile Applications upon their download onto your mobile device (“Mobile Terms of Use”). Any conflicts between these Terms of Use and the Mobile Terms of Use with respect to Mobile Applications shall be resolved in favor of the Mobile Terms of Use.

 

You agree that you will not send us any material that is illegal, obscene, threatening, defamatory, invasive of privacy, infringing of intellectual property rights, or otherwise objectionable. You must not send to us any malicious software (such as viruses, Trojan horses and the like) or other rogue programming, political messages, solicitations, mass mailings, or any form of “spam.” You agree not to attempt illegal or unauthorized entry into our computer system, to attempt to access sensitive system information, to access or track the information of other users, or to use the Kognito Websites for any other illegal or unauthorized activity. You may not use a false e-mail address, impersonate any person or entity, or otherwise mislead as to your identity.

We attempt to provide accurate descriptions of the Content. However, we do not warrant that product descriptions or other parts of the Content are accurate, complete, reliable, current, or error-free. If Content is materially misrepresented, your sole remedy is to cease use of that Content and to notify us of the purported error

 

Certain Kognito Websites may include links to third party websites or portions thereof as a convenience to you. Those sites may collect data or solicit personal information from you. We do not monitor or endorse any websites or the information, products or services contained on or accessible through such websites. These websites are not under our control and we are not liable for the content or accuracy of those websites or the products or services offered on or through those websites. If you access such websites, you do so solely at your own risk.

 

Certain Kognito Websites may host or co-host certain third party content operated by and belonging to such third parties (“Third Party Content”). Third Party Content is subject to copyright, trademark and other intellectual property rights under United States and foreign laws and international conventions of the respective owners of Third Party Content, who retain all ownership and intellectual property rights therein. We expressly disclaim any and all liability in connection with your use of Third Party Content. Any such use of Third Party Content is at your own risk and may subject you to additional or different terms and restrictions by the third party running the service.

 

User Account

Certain content and functionalities in our Kognito Websites require registration in order to be able to enjoy such content and functionalities. Kognito reserves the right to decide which content and functionalities require registration or will require registration in the future. If you wish to register to use such content and functionalities in our Kognito Websites, you must enter into a User Agreement with us, and you must continue also to abide by these Terms of Use. You are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. If you are under 18, you may use the Kognito Websites only with authorization and supervision of a parent or legal guardian. Kognito reserves the right to refuse service, terminate accounts, remove or edit the Content, or cancel orders in its sole discretion. In case of a conflict between these Terms of Use and the User Agreement, the specific provisions of the User Agreement shall supersede the conflicting term of these Terms of Use.

 

Intellectual Property

Subject to the provisions of these Terms of Use, our Kognito Websites and the Content are owned by or licensed to Kognito, subject to copyright, trademark and other intellectual property rights under United States and foreign laws and international conventions. Kognito reserves all rights to the Content. You agree not to engage in the use, copying, or distribution of any Content unless you are expressly permitted to do so by a written agreement with us. You agree not to circumvent, disable or otherwise interfere with security related features of the Kognito Websites or features that prevent or restrict use or copying of any Content or enforce limitations on the use of the Kognito Websites or the Content.

 

All product, brand and company names and logos used on our Kognito Websites are the trademarks or registered trademarks (including, but not limited to a registered trademark “Kognito”) of their respective owners. Any use of any of the marks appearing on the Kognito Websites, whether or not owned and/or operated by Kognito (unless you first receive our express written consent or the consent of the owner of the mark, as appropriate), is strictly prohibited. You may not use metatags or any other “hidden text” utilizing “Kognito” or any other name, trademark, service mark or product or service name of Kognito without our prior written permission. In addition, the look and feel of the Kognito Websites, including all page headers, custom graphics, button icons and scripts, is the service mark, trademark and/or trade dress of Kognito and may not be copied, imitated or used, in whole or in part, without our prior written permission. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by us.

 

In accordance with the Digital Millennium Copyright Act and other applicable laws, we have adopted a policy of terminating accounts and/or pursuing other remedies, at our sole discretion, if we suspect that the account holder has infringed the intellectual property rights of Kognito or any third party.

 

Disclaimer of Warranties and Limitation of Liability

KOGNITO WEBSITES INCLUDING THE CONTENT AND ALL INFORMATION, MATERIALS, PRODUCTS AND SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH KOGNITO’S WEBSITES ARE PROVIDED BY KOGNITO ON AN “AS IS” AND “AS AVAILABLE” BASIS, UNLESS OTHERWISE SPECIFIED IN WRITING. KOGNITO MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE KOGNITO WEBSITES OR THE CONTENT, INFORMATION, MATERIALS, PRODUCTS OR SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE THROUGH ITS KOGNITO WEBSITES, UNLESS OTHERWISE SPECIFIED IN WRITING. YOU EXPRESSLY AGREE THAT YOUR USE OF THE KOGNITO WEBSITES IS AT YOUR SOLE RISK.

 

TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, KOGNITO DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. KOGNITO DOES NOT WARRANT THAT THE KOGNITO WEBSITES, THE CONTENT, INFORMATION, MATERIALS, PRODUCTS OR SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE THROUGH THE KOGNITO WEBSITES, THEIR SERVERS, OR E-MAIL SENT FROM KOGNITO ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. IN NO EVENT SHALL KOGNITO OR ANY OF ITS AFFILIATES OR CUSTOMERS, SUPPLIERS OR THEIR RESPECTIVE MEMBERS, DIRECTORS, OFFICERS, EMPLOYEES, SHAREHOLDERS, PARTNERS OR AGENTS BE LIABLE FOR ANY INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS) ARISING FROM THE USE OF THE KOGNITO WEBSITES OR FROM THE CONTENT, INFORMATION, MATERIALS, PRODUCTS OR SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE THROUGH THE KOGNITO WEBSITES, WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OR RELIANCE OR, INABILITY TO USE THE KOGNITO WEBSITES OR ANY OF THE CONTENT, INFORMATION, MATERIALS, PRODUCTS OR SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE THROUGH THE KOGNITO WEBSITES, OR WHETHER THEY ARISE FROM THE INTERRUPTION, SUSPENSION, MODIFICATION, ALTERATION, OR TERMINATION OF ANY OF KOGNITO WEBSITES OR ANY CONTENT, INFORMATION, MATERIALS, PRODUCTS OR SERVICES INCLUDED ON OR OTHERWISE MADE AVAILABLE THROUGH THE KOGNITO WEBSITES.

 

IN NO EVENT, SHALL KOGNITO’S TOTAL MAXIMUM AGGREGATE LIABILITY UNDER THESE TERMS, THE LICENSE PROVIDED HEREUNDER, OR THE USE OR EXPLOITATION OF THE KOGNITO WEBSITES IN ANY MANNER WHATSOEVER EXCEED THE AMOUNT ACTUALLY PAID, IF ANY, TO KOGNITO BY THE INJURED PARTY.

 

IN ANY JURISDICTION THAT DOES NOT ALLOW FOR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, THE LIABILITY OF KOGNITO OR ANY OF ITS MEMBERS, DIRECTORS, OFFICERS, EMPLOYEES, SHAREHOLDERS, PARTNERS, AFFILIATES, AGENTS, SUPPLIERS, CUSTOMERS OR LICENSEES SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

 

In addition, Kognito will not 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, but not limited to, internet failure, computer equipment failures, telecommunication equipment failure, other equipment failure, 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.

 

Kognito Websites may include links to third-party websites. The linked websites’ content, business practices and privacy policies are not under Kognito’s control, and Kognito is not responsible for the content of any linked website or any link contained in a linked website. The inclusion of a link on any of Kognito Websites does not necessarily imply any approval or endorsement by or any affiliation with Kognito. If you decide to access these third-party websites via Kognito Websites, you agree to comply with all the terms of use for such websites, and you do so at your own risk and responsibility.

 

Indemnity

You agree to indemnify, defend and hold Kognito and its affiliates, and their respective owners, directors, officers, employees, shareholders, agents, suppliers, customers and users of the Content (collectively, the “Kognito Parties”) harmless from and against any and all claims, liability, losses, costs and expenses (including legal fees) incurred by any Kognito Party as a result of or in connection with (i) any breach by you of any of the provisions of these Terms of Use; (ii) any violation by you of applicable law; (iii) any violation by you of any rights of a third party; and (iv) any use or alleged use of the Kognito Websites or the Content by you or anyone within your control.

 

Kognito reserves the right, at your expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with Kognito’s defense of such claim. Kognito may deduct its costs of obtaining any recovery from the amount of the recovery (including, without limitation, reasonable attorneys’ fees and all other costs).

 

iOS Devices

If you are using a mobile version of the Kognito Websites on an iOS device, please note the following: You acknowledge that these Terms of Use is concluded between Kognito and you only, and not with Apple, and Kognito, not Apple, is solely responsible for Kognito Websites and the Content thereof; Your usage of the Kognito Websites is also governed by the Usage Rules set forth in the App Store Terms of Use; Any inconsistencies between these Terms of Use and the Usage Rules, the Usage Rules shall govern; You acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of these Terms of Use, and upon your acceptance of the terms and conditions of these Terms of Use, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms of Use against you as a third party beneficiary thereof; You acknowledge that you must also comply with applicable third party terms of agreement when using Kognito Websites, e.g., VoIP application – do not violate your wireless data service agreement using; You are required to provide name, email address and zip code associated with your iTunes account, and you acknowledge and agree that Apple may provide Kognito with such information associated with your account; Kognito is solely responsible for providing any maintenance and support services with respect to Kognito Websites, as specified in these Terms of Use, or as required under applicable law. You hereby acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Kognito Websites; Apple shall have no other warranty obligation whatsoever with respect to the Kognito Websites, and any other claims, losses, liabilities, damages, costs or expenses attributed to any failure to conform to any warranty will be Kognito’s responsibility, to the extent not effectively disclaimed; You hereby acknowledge that, in the event of any third party claim that Kognito Websites or your possession and use of Kognito Websites infringes that third party’s intellectual property rights, Kognito, not Apple, is solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim; You acknowledge that Kognito, not Apple, is responsible for addressing any claims by you or by any third party relating to Kognito Websites or your possession and/or use of Kognito Websites, including, but not limited to: (i) product liability claims; (ii) any claim that the licenses application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.

 

Termination

You may stop using the Kognito Website and Content at any time and in your sole discretion, with no need for justification and with no charge.

 

Kognito reserves the right to terminate, without prior notice, any user account or to suspend any or all of the access to the Content, with or without the user’s consent, for violating these Terms of Use. If your account is terminated, your rights to use the Kognito Website and the Content will cease immediately. Termination is without prejudice to all other remedies available to Kognito by law or under these Terms of Use.

 

Waiver

Any waiver of any provision of the Terms of Use will be effective only if in writing and signed by the waiving party.

 

Disputes and Applicable Law

By visiting the Kognito Websites, you agree that the laws of the State of New York, without regard to principles of conflicts of laws, will govern these Terms of Use and any dispute of any sort that might arise between you and Kognito. Any dispute relating in any way to your visit to the Kognito Websites or to the Content, products or services sold or distributed by Kognito or through Kognito shall be solely adjudicated in Supreme Court of the State of New York or in the U.S. Federal District Court located in New York County, New York, and you consent and submit to exclusive jurisdiction and venue in such courts and agree to accept service of process by electronic mail. Without derogating from the above, any claim that the User may have in connection with these Terms of Use must first, and before taking any other legal action, be submitted to Kognito in the form of a complaint (to: info@kognito.com), to enable the parties to resolve the claim in a friendly and effective manner. If the parties fail to resolve the claim in this manner in a reasonable timetable, or if any other claim or dispute in connection with these terms arises, it shall be resolved in the exclusive jurisdiction and venue as specified above. Notwithstanding the foregoing, Kognito may seek injunctive or other equitable relief to protect its intellectual property rights in any court of competent jurisdiction.

 

Changes and Severability

You agree to check our Terms of Use periodically for new information and terms that govern your use of the Kognito Websites. We reserve the right to make changes to the Kognito Websites, our policies, and these Terms of Use at any time. Posting the modified Terms of Use or Privacy Policy on the Kognito Websites will give effect to the revised terms. Your continued use of the Kognito Websites and/or the Content indicates your acceptance of any revised terms. If you do not agree to the revised terms, please refrain from using the Content and/or the Kognito Websites and/or leave the Kognito Websites. If any of the terms or conditions in these Terms of Use shall be deemed invalid, void, or for any reason unenforceable, that condition shall be deemed severable and shall not affect the validity and enforceability of any remaining condition.

 

Communication with Kognito

You may contact any of Kognito at:

 

Kognito
135 West 26 Street, 12 FL
New York, NY 10010
Phone: 212.675.9234
email: info@kognito.com

 

You agree to receive communications from us electronically regarding your account, these Term of Use and the Kognito Websites, and such communications sent from us shall be considered sufficient means of notice, whether applicable law requires written notice or not.