Terms of Service
Date of Last Revision: February 19, 2019
This Terms of Service outlines the contract between you and twineSTUDIO, LLC regarding our products and services. Please read carefully prior using twine.it.
GENERAL TERMS OF SERVICE
1) ACCEPTANCE OF TERMS
This Terms of Service Agreement (“Agreement”) constitutes a binding contract between you, the end-user (“User” or “Users”), and us, twineSTUDIO, LLC. Regarding use of the twine.it (“Website”), or our mobile applications including twineSNAP (iOS or Android), twineSTUDIO or other as yet to be released (collectively as “Services”), and or any of our social networking sites. By using or accessing the Services, you agree to be bound by this Agreement. If you do not agree to the terms of this Agreement, please do not use the Website or Services, as applicable.
2) ACCOUNT ACCESS
In order to access some features of the Website or Services, you will have to create an account. You are solely responsible for the activity that occurs on your account, and you must keep your account password secure. You agree to immediately notify us of any unauthorized use of your password or account or any other breach of security. We reserve the right to terminate your access to all or part of the Website or Services at any time in our sole discretion and without prior notice.
3) AUTOMATED ACCESS LIMITATION
You agree not to use or launch any automated system, including without limitation, “robots,” “spiders,” or similar technological devices or programs that access the Websites or Services in a manner that sends more request messages to the Website’s or Service’s servers in a given period of time than a human can reasonably produce in the same period by using a conventional online web browser.
4) CONTENT LICENSE
You grant to us a non-exclusive, transferable, sub-licensable, worldwide, perpetual, royalty-free license to use, in any manner whatsoever, all or any portion of your User content in connection with the Websites and our Services. You represent and warrant that you have the right to grant the license of your User submissions granted in this Agreement. You are still the owner of your User submissions and are still free to use them in any manner you choose.
5) CONTENT MONITORING
We may, but have no obligation, to monitor or enforce any intellectual property rights that may be associated with our User submissions; however, you grant us the right to enforce such rights through any means we see fit, including bringing and controlling actions on your behalf. You shall be solely responsible for your own User submissions and the consequences of posting or publishing them. As such, your sole recourse for any damage you may suffer as a result of User submissions shall be to pursue the originator of such User submissions.
We have no obligation to accept, display, review, monitor, or maintain any User submissions. We reserve the right to delete User submissions from the Website or Services without notice for any reason at any time. You acknowledge that you do not rely on us to monitor or edit the Website and Services and that the Website and Services may contain content, which you may find offensive, and you hereby waive any objections you might have with respect to viewing such content.
6) CONDUCT
You agree to adhere to generally accepted rules of etiquette and standards of behavior. The following rules of conduct apply to your use of the Websites and Services and to any of your User submissions. You may not, in connection with the Websites or Services upload, post, email or otherwise transmit any User submission that:
A) is libelous or defamatory, pornographic, sexually explicit, unlawful or plagiarized;
B) infringes or violates any patent, copyright, trademark, trade secret or other property right;
C) breaches a duty of confidentiality by which you are bound due to a contractual or fiduciary relationship (such as inside information, or proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
D) a reasonable person would consider harassing, abusive, threatening, harmful, vulgar, profane, obscene, excessively violent, racially, ethnically or otherwise objectionable or offensive in any way;
E) constitutes a breach of any person’s privacy or publicity rights, a misrepresentation of facts, or hate speech;
F) violates or encourages others to violate any applicable law, statute, ordinance or regulation;
G) promotes software or services that deliver unsolicited e-mail;
H) contains viruses, Trojan horses, worms, time bombs, cancelbots or other similar harmful programming routines;
I) provides any telephone numbers, street addresses, last names, URLs or email address;
J) engages in commercial activities;
K) harms minors in any way;
L) solicits personal information from anyone under 18;
M) provides false or deceptive information;
N) deletes, adds or otherwise changes other people’s entries or other content when you have not been granted the privileges to do so; or
O) allows usage by others in such a way as to violate this Agreement.
7) LIMITATIONS OF LIABILITY
YOU USE THE WEBSITE AND SERVICES AT YOUR OWN RISK. WE ARE PROVIDING THE WEBSITE AND SERVICES “AS IS” WITHOUT ANY EXPRESS OR IMPLIED WARRANTIES INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT GUARANTEE THAT THE WEBSITE WILL BE SAFE OR SECURE. WE ARE NOT RESPONSIBLE FOR THE ACTIONS, CONTENT, INFORMATION, OR DATA OF THIRD PARTIES, AND YOU RELEASE US, OUR DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS FROM ANY CLAIMS AND DAMAGES, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ANY CLAIM YOU HAVE AGAINST ANY SUCH THIRD PARTIES. WE WILL NOT BE LIABLE TO YOU FOR ANY LOST PROFITS OR OTHER CONSEQUENTIAL, SPECIAL, INDIRECT, OR INCIDENTAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE WEBSITE EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR AGGREGATE LIABILITY ARISING FROM YOUR USE OF THE WEBSITE AND SERVICES WILL NOT EXCEED THE AMOUNT YOU HAVE PAID US IN THE NINETY (90) DAYS IMMEDIATELY PRECEDING THE DATE ON WHICH YOUR CLAIM AROSE. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, OUR LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
8) CHANGES AND UPDATES TO THESE TERMS OF SERVICE
We may update this Agreement from time-to-time in our sole discretion and without prior notice. It is recommended that you review this Agreement when using the Services to stay abreast of any changes and be informed about our information practices. As the Agreement is updated we will change the date at the top of this Agreement. We will strive to notify you about material changes in the Agreement by sending a notice to the primary email address specified and/or by placing a notice on the Website. If we decide to change our Agreement, we will post those changes to this Agreement statement, the homepage, or other places we deem appropriate.
9) INDEMNITY
The Buyer shall indemnify the Vendor against, and shall hold Vendor harmless from, any and all claims, actions, suits, proceedings, costs, expenses, damages and liabilities, including attorney’s fees, arising out of, connected with, or resulting from Buyer’s use and/or possession of the Equipment, including, without limitation, the manufacture, selection, delivery, possession, use, operation or return of the Equipment and/or Software.
10) NON-WAIVER
No covenant or condition of this Agreement may be waived except by the written consent of the Vendor. Forbearance or indulgence by the Vendor in any regard whatsoever shall not constitute a waiver of the covenant or condition to be performed by the Buyer to which the same may apply, and, until complete performance by the Buyer of any covenant or condition, the Vendor shall be entitled to invoke any remedy available to the Vendor under this Agreement or by law or in equity despite said forbearance or indulgence.
11) ENTIRE AGREEMENT
This Agreement constitutes the entire agreement between the Vendor and the Buyer and supersedes any prior understandings or written or oral agreements between the parties respecting the within subject matter. It shall not be amended, altered or changed except by a written agreement signed by the parties hereto.
12) NOTICES
All notices under this Agreement shall be in writing (email) and service shall be sufficient if given personally or mailed by certified mail to the party involved at its respective address hereinabove set forth, or at such address as such party may provide in writing from time to time. Any such notice mailed to such address shall be effective when received.
13) NUMBER
Whenever the word “Buyer” or “Vendor” is used herein, it shall include all assignees.
14) TIME
Time is of the essence in this Agreement and in each and all of its provisions.
15) LAW TO APPLY; JURISDICTION
This Agreement shall be construed under and in accordance with the laws of the State of Ohio, and all obligations of the parties created hereunder are performable in accordance therewith. Jurisdiction with regard to any dispute relating to this Agreement, including the interpretation or construction, performance, or enforcement of its Agreement, shall be in the appropriate federal or state court located in Lucas County, Ohio with appropriate subject matter jurisdiction.
16) PARTIES BOUND
This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns where permitted by this Agreement.
17) LEGAL CONSTRUCTION
If anyone or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision thereof and this Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein.
twineSTUDIO SOFTWARE AS A SERVICE AGREEMENT
The twineSTUDIO Software As A Service (“SaaS”) Agreement is applicable to those who engage in the use of our twineSTUDIO Photo Booth software. If you have downloaded or are in any way using the twineSTUDIO Photo Booth software please continue, as this is applicable to you.
This Agreement is made by and between twineSTUDIO, LLC (“Vendor”) and anyone that has or is using the twineSTUDIO Photo Booth software (“You”, “Your”, "Subscriber").
This Agreement is applicable to all of the services made available by twineSTUDIO ("Services") and proprietary applications, subsequent updates, enhancements, features and modifications ("Software") offered by Vendor.
By accessing or using the Software and/or Services, You acknowledge that You have read and understand this Agreement, that You accept all of the terms and conditions contained here in full, and that You agree that the terms and conditions shall be fully and legally binding upon the parties, without the need for any further indication of acceptance on Your part (such as by signature, click through or other means of electronic acceptance). If You are acting on behalf of a Subscriber, You represent that You have full legal authority to bind the Subscriber.
In consideration of the mutual promises, covenants and conditions herein contained, the parties hereto agree as follows:
18) SERVICE AND SUPPORT
A) The Software and Services are made available to Subscriber by way of web application and mobile app, and no hard copy or electronically stored version is provided to Subscriber.
B) Subject to the terms of this Agreement, twineSTUDIO will use commercially reasonable efforts to provide Subscriber the Software and Services.
C) Subject to the terms of this Agreement, twineSTUDIO will provide Subscriber with reasonable technical support.
D) If the Software and/or Services becomes no longer generally available for use, twineSTUDIO reserves the right to withdraw the Software from the market and terminate its availability to the public, including Subscriber. In this event, twineSTUDIO will make every reasonable effort to provide a minimum of thirty (30) days prior notice to Subscriber.
19) OWNERSHIP & CONTROL OF SOFTWARE
A) The Software and all copyright, trade secret, patent, trademark and other intellectual or industrial property rights therein, are and shall remain the sole property of twineSTUDIO.
B) Subscriber's rights and use of the Software shall be governed by the terms and conditions of this Agreement, as well as twineSTUDIO’s Privacy Policy.
C) twineSTUDIO reserves the right to modify, enhance, or otherwise change or supplement the Software.
D) twineSTUDIO reserves the right to limit the availability of certain Software and/or Services to the Subscriber at its sole discretion.
20) USE OF SOFTWARE
A) Subscriber agrees and understands this Agreement is non-transferable and Software may not be sold, assigned, copied, duplicated, shared or reproduced.
B) Subscriber agrees to run a single instance of Software per location, installation, event or device (“Activations”).
C) Should Subscriber have additional Activations, regardless of whether equipment is supplied by twineSTUDIO or another equipment supplier, Subscriber will be required to execute a separate Agreement covering these Activations.
21) MULTIMEDIA CONTENT LICENSE
You are the owner of Your content and are free to use it in any manner you choose. Subscriber grants to twineSTUDIO a non-exclusive, transferable, sub-licensable, worldwide, perpetual, royalty-free license to use, in any manner whatsoever, all or any portion of Your content in connection with our Software or Services. You represent and warrant that you have the right to grant the license of Your content granted in this Agreement
22) PERSONALLY IDENTIFIABLE INFORMATION
A) TwineSTUDIO takes the collection and use of Personally Identifiable Information such as email, phone number, name, or other confidential information (collectively, “PIP”) very seriously. Subscriber agrees to abide by the twineSTUDIO Privacy Policy to the letter and spirit without exception.
B) TwineSTUDIO reserves the right to access and use, as is defined by the Privacy Policy, any and all twineSTUDIO Software or Service user (“User” or “Users”) PIP collected by Subscriber via twineSTUDIO Software or Services.
C) If included as part of Your paid Services, You have the right to collect and use User PIP as is defined by the Privacy Policy.
D) Subscriber is expressly prohibited from disclosing User PIP in any manner not explicitly allowed for in the Privacy Policy such as list selling or sharing or use for a non-associated business owned by the Subscriber.
E) Subscriber will use standard practices to protect collected PIP that is copied, downloaded or exported from the twineSTUDIO Software.
23) CONDUCT
You agree to adhere to generally accepted rules of etiquette and standards of behavior. The following rules of conduct apply to Your use of the Software and Services and to any of Your submissions. You may not, in connection with the Software or Services upload, post, store, email or otherwise transmit any submission that:
A) is libelous or defamatory, pornographic, sexually explicit, unlawful or plagiarized;
B) infringes or violates any patent, copyright, trademark, trade secret or other property right;
C) breaches a duty of confidentiality by which you are bound due to a contractual or fiduciary relationship (such as inside information, or proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
D) a reasonable person would consider harassing, abusive, threatening, harmful, vulgar, profane, obscene, excessively violent, racially, ethnically or otherwise objectionable or offensive in any way;
E) constitutes a breach of any person’s privacy or publicity rights, a misrepresentation of facts, or hate speech;
F) violates or encourages others to violate any applicable law, statute, ordinance or regulation;
G) promotes software or services that deliver unsolicited e-mail;
H) contains viruses, Trojan horses, worms, time bombs, cancelbots or other similar harmful programming routines;
I) provides any telephone numbers, street addresses, last names, URLs or email address;
J) engages in commercial activities;
K) harms minors in any way;
L) knowingly solicits personal information from anyone under 13;
M) provides false or deceptive information;
N) deletes, adds or otherwise changes other people’s entries or other content when you have not been granted the privileges to do so; or
O) allows usage by others in such a way as to violate this Agreement.
24) RESTRICTIONS AND RESPONSIBILITIES
Subscriber acknowledges, understands and shall be responsible for the following:
A) The content of all multimedia photos generated by the Software.
B) That multimedia photos (even if made private) will be uploaded and available on the Internet and may be shared by event guests to areas outside the control of twineSTUDIO’s website, Software and/or Services.
C) Notifying guests at all events that photos will be uploaded, viewable and shareable on the Internet.
D) Subscriber assumes all risk associated with minors under the age of 18 taking photos, or having their photos taken, via the Software and that minors under the age of 13 must have parental or guardian consent.
E) Subscriber will not make any Service or Software available to, or use any Service or Software for the benefit of anyone other than Subscriber.
F) Subscriber will not directly or indirectly: reverse engineer, decompile, disassemble or otherwise attempt to discover the source code relevant to the Services or Software.
G) Subscriber represents, covenants, and warrants that Subscriber will use the Services only in compliance all applicable laws and regulations.
H) Although twineSTUDIO has no obligation to monitor Subscriber’s use of the Software or Services, twineSTUDIO may do so, and Subscriber hereby authorizes twineSTUDIO to do so. TwineSTUDIO may prohibit any use of the Services it believes may be (or is alleged to be) in violation of the foregoing.
I) Unless otherwise agreed to in writing or in a separate agreement, Subscriber shall be responsible for obtaining and maintaining any equipment and ancillary services needed to connect to, access or otherwise use the Services, including without limitation, hardware, software, networking, and the like. Subscriber shall also be responsible for maintaining the security of Subscriber’s account, passwords and files and for all uses of Subscriber’s account with or without Subscriber’s knowledge or consent, and Subscriber hereby acknowledges and agrees that twineSTUDIO shall have no responsibility for such matters.
J) To operate in real-time, Software requires Internet access via Wi-Fi (ideally dedicated), internet hotspot or cellular connection. If no Internet connection is available, the Software saves the multimedia content and can be synchronized when an Internet connection is secured. Subscriber acknowledges that twineSTUDIO is not responsible for the quality of operation of any Internet connection either provided or supplied.
25) CONFIDENTIALITY AND PROPRIETARY RIGHTS
A) Subscriber acknowledges and agrees that the twineSTUDIO Software is and shall at all times be and remain the sole and exclusive property of twineSTUDIO. TwineSTUDIO retains all right, title and interest in and to the twineSTUDIO Software. Customer does not and will not be deemed to acquire any right, title or interest therein, except as expressly granted in this SaaS Agreement. Further, Subscriber does not and will not be deemed to acquire any right, title or interest in any patent(s), copyrighted material, or other intellectual property, or proprietary information or data, owned by twineSTUDIO and/or any of its subsidiaries or affiliates.
B) Notwithstanding anything to the contrary, twineSTUDIO shall have the right to collect, analyze and use data and other information relating to the provision, use and performance of various aspects of the Software and Services and related systems and technologies (including, without limitation, information concerning customer data and data derived therefrom), and twineSTUDIO will be free (during and after the term hereof) to use such information and data to improve and enhance the Software and Services and for other development, diagnostic and corrective purposes in connection with the Services and other twineSTUDIO offerings. No rights or licenses are granted except as expressly set forth in this Agreement.
26) PAYMENT
Subscriber shall pay agreed upon amount set forth in the Payment Authorization Agreement in advance, via ACH, electronic payment means via twineSTUDIO software programs or supplied services, or if agreed to by twineSTUDIO, at the above mailing address, or to such other person or at such other place as twineSTUDIO may designate from time to time in writing.
27) TERM AND TERMINATION
A) This Agreement commences on the Effective Date of this Agreement and continues for the term as is set forth in the Payment Authorization Agreement.
B) Either party may terminate this Agreement after the term set forth in the Payment Authorization Agreement has been reached and upon 30 days written notice.
C) Should either twineSTUDIO or Subscriber breach the terms or conditions of this Agreement, either party may terminate this Agreement immediately and without notice.
28) DEFAULT
If the Subscriber fails to pay agreed amount or other amount herein provided within five (5) days after the same is due and payable, the Subscriber shall be deemed in default, and twineSTUDIO shall, without further notice thereof, have the right to exercise any one or more of the following remedies:
A) To declare the entire amount of rent hereunder immediately due and payable without notice or demand to the Subscriber.
B) To sue for and recover all rents and other payments then accrued or thereafter accruing.
C) To terminate this Agreement.
D) To pursue any other remedy at law or in equity.
29) OBLIGATIONS
Subscriber and twineSTUDIO obligations under this Agreement shall survive expiration or termination of this Agreement for a period of twelve (12) months.
30) WARRANTY AND DISCLAIMER
A) TwineSTUDIO shall use reasonable efforts consistent with prevailing industry standards to provide and maintain the Services in a manner which minimizes errors and interruptions in the Services and shall perform the Services in a professional and workmanlike manner. Customer acknowledges that the Services may be temporarily unavailable due to scheduled maintenance or for unscheduled emergency maintenance, either by twineSTUDIO or by third-party providers, or because of other causes beyond twineSTUDIO’s reasonable control. Where reasonably possible, twineSTUDIO shall use reasonable efforts to provide advance notice in writing or by email of any scheduled service disruption.
B) TWINESTUDIO DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES TWINESTUDIO MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES. THE SERVICES ARE PROVIDED “AS IS” AND TWINESTUDIO DISCLAIMS ALL WARRANTIES OF ANY TYPE, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
31) LIMITATION OF LIABILITY AND LIMITATION ON DAMAGES
IN NO EVENT SHALL TWINESTUDIO BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES.
32) INDEMNITY
Subscriber shall indemnify twineSTUDIO against, and shall hold twineSTUDIO harmless from, any and all claims, actions, suits, proceedings, costs, expenses, damages and liabilities, including attorney's fees, arising out of, connected with, or resulting from Subscribers use and/or possession of the Software or Services, including, without limitation, the manufacture, selection, delivery, possession, use, operation or return of the Software.
33) NON-WAIVER
No covenant or condition of this Agreement may be waived except by the written consent of twineSTUDIO. Forbearance or indulgence by twineSTUDIO in any regard whatsoever shall not constitute a waiver of the covenant or condition to be performed by the Subscriber to which the same may apply, and, until complete performance by the Subscriber of any covenant or condition, twineSTUDIO shall be entitled to invoke any remedy available to twineSTUDIO under this Agreement or by law or in equity despite said forbearance or indulgence.
34) ENTIRE AGREEMENT
This Agreement constitutes the entire agreement between twineSTUDIO and the Subscriber and supersedes any prior understandings or written or oral agreements between the parties respecting the within subject matter. It shall not be amended, altered or changed except by a written agreement signed by the parties hereto.
35) NOTICES
All notices under this Agreement shall be in writing (email) and service shall be sufficient if given personally or mailed by certified mail to the party involved at its respective address hereinabove set forth, or at such address as such party may provide in writing from time to time. Any such notice mailed to such address shall be effective when received.
36) NUMBER
Whenever the word “Subscriber” or “twineSTUDIO” is used herein, it shall include all assignees.
37) TIME
Time is of the essence in this Agreement and in each and all of its provisions.
38) LAW TO APPLY; JURISDICTION
This Agreement shall be construed under and in accordance with the laws of the State of Ohio, and all obligations of the parties created hereunder are performable in accordance therewith. The jurisdiction with regard to any dispute relating to this Agreement, including the interpretation or construction, performance, or enforcement of its Agreement, shall be in the appropriate federal or state court located in Lucas County, Ohio with appropriate subject matter jurisdiction.
39) ARBITRATION
Any dispute or claim relating in any way to the Subscriber's use of the Services will be resolved by binding arbitration, rather than in court, except that Subscriber may assert claims in small claims court if the claims qualify.
40) PARTIES BOUND
This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns where permitted by this Agreement.
41) LEGAL CONSTRUCTION
If anyone or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision thereof and this Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein.
43) TRIAL/DEMO CONDITIONS
From time to time we may offer a limited free trial/demo version of the twineSTUDIO Photo Station and related software services. The features and version of the demo software may be different from the fully licensed version of the software and may be subject to additional terms and conditions as is specified at the point of sale.
If you have any suggests, comments or questions, please contact us at support@twine.it.