Terms & Conditions - Safello Integration,
[Last updated on March 4, 2019]
These terms and conditions (hereinafter “Terms”) apply to all companies using Safello AB’s (reg.no 556954-4165, hereinafter “Safello”) service Safello Integration. By creating an account for the use of the Service (as defined below), you are binding the business entity you represent (hereinafter “You”) to these terms and conditions (hereinafter “Terms”) including the warranty disclaimers and limitations of liability provisions below. If You do not agree to the terms and conditions of these Terms, do not download, install, copy or otherwise use the Service and destroy the Service, all copies and accompanying documentation thereof. YOU AGREE THAT YOU HAVE READ THESE TERMS AND UNDERSTAND AND AGREE TO BE BOUND BY ITS TERMS.
1. The Service
As used in these Terms, the term “Service” means the software web widget and/or the possibility to, through the API provided by Safello, provide Safello’s cryptocurrency transaction service, named Safello Integration (the “Service”), or any part thereof, and any and all printed, online and/or electronic documentation related thereto, modifications, additions, updates and upgrades that do not change the overall utility, functional capability or application of the Service (hereinafter “Upgrades”).
If a User (as defined below) uses the Service through your website/app, such User will become a customer of Safello and will be accepting Safello’s Terms of Service (hereinafter “ToS”), as applicable from time to time. Safello may not be held liable by a User due to Your representations and warranties, and Safello’s relation with the User is solely governed by the ToS.
2. License Grant
The Service is licensed, not sold by Safello. Subject to compliance with these Terms and the applicable laws in force in the jurisdiction where the Service is used, Safello hereby grants You solely for the term of these Terms, a limited, non-exclusive, non-transferable license, without rights to sublicense, to download, install and internally use the object code of the Service.
3. License Limitations and Restrictions
You have the right to implement the Service on your own website or in your own app and by such implementation making it available for the website/app visitors/users to use through Your website and/or app (hereinafter “User”). Such implementation may only be made through modification of Your own source code and not through modification of the Service.
You are not entitled to sell, rent, lease, time share, market, sub-license or otherwise assign, transfer, disclose or distribute the Service or otherwise use the Service or information derived from the Service in any manner inconsistent with or not expressly permitted under these Terms.
You are not allowed to circumvent any technical measure, modify, alter, adapt, translate, reverse engineer, reverse compile, dissemble, decompile or otherwise attempt to discover or derive source codes, algorithms or underlying ideas from the binary code of the Service except to the extent expressly permitted under the applicable law or create any derivative work based on the Service.
You are not allowed to use, provide or market the Service in relation to or in connection with any statements, offerings, advertisement or other material that, in Safello’s sole discretion, may be (i) infringing third party’s intellectual property rights, trade secrets or other rights of any other person or entity, (ii) are incorrect or misleading, (iii) constitutes unauthorized or unsolicited advertising or spamming, or (iv) is unlawful, threatening, abusive, harassing, fraudulent, pornographic or otherwise can be interpreted as offensive
4. Copyright and Other Intellectual Property Rights Notices
The Service and all rights, including without limitation intellectual property rights therein, are owned by Safello and/or its licensors. You may not modify or delete, in whole or in part, any copyright, trade secret, proprietary, confidential or other notice on or in the Service.
5. Technical Support not included
Safello will not provide any technical support services under these Terms, except for limited technical support to the Users as stated in the ToS of the Service. These Terms do not give You any rights to any Upgrades to the Service or to any extensions or enhancements to the Service developed by the Safello at any time in the future. Safello has no obligation to furnish You with technical support services unless separately agreed in writing. You are responsible for all support to, and questions from, the Users regarding Your website/app.
6. Consideration and Users’ Fees
Safello will charge the Users a fee based on the value of each of the User’s transaction made through the Service. You are entitled to add a fee on top of Safello’s fee which will be charged the Users when the use the Service through you website and/or app (“Your Fee”). For the avoidance of doubt, Your Fee does not include fees on transactions that are not made through Your website/app where you have implemented the Service. The maximum of Your Fee is as presented in the dashboard of Your account from time to time.
Safello will, through the Service, collect Your Fee in accordance with the ToS. All of the collected fees will be presented in Your account. As soon as Your Fees meets the minimum threshold (which, at the moment, is SEK 1000), Safello will create an invoice on Your behalf (which will be available in Your account) and Your Fee will be paid with the payment methods available from time to time to Your selected bank account. In case You have not met the minimum threshold, the balance of Your Fees will be carried over to the next month. If these Terms are terminated and Your Fees are less than the minimum threshold, the remaining balance will accrue to Safello.
In case Safello would be liable to make any repayments to a User, You agree that also Your Fees from the transaction related to Safello’s liability against the User will be repaid to the User.
7. Changes
Safello may at any time and at the Safello’s sole discretion, modify these Terms. Such new version of the Terms will enter into force thirty (30) days after the day when the new version of the Terms was made available to You. Your continued use of the Service after such notice period constitutes Your acceptance of the new version of the Terms. If You do not agree to the new version of the Terms, You always have the right to stop using the Service and terminating Your account.
8. Assignment
You may not transfer Your rights and obligations under these Terms.
9. Term and Termination
These Terms become effective when You create Your account. You may terminate these Terms at any time by terminating Your account and permanently deleting the Service from Your website/app, including all back-up copies and related documentation provided by Safello. Safello reserves the right to immediately terminate these Terms and delete Your account in the event You, in Safello’s sole discretion, commits a breach of these Terms.
Safello may terminate these Terms immediately should any Service become, or in Safello’s opinion be likely to become, the subject of a claim of infringement of a patent, trade secret or copyright.
In the event of termination, You must take down, at Your own cost, the Service from your website/app and media storage units, including all back-up copies and related documentation provided by Safello.
Safello reserves the right to keep and store all information that Safello, as required pursuant to applicable laws and regulations.
10. Disclaimer of Warranties
TO THE EXTENT PERMITTED BY THE APPLICABLE LAW, YOU ACKNOWLEDGE THAT THE SERVICE IS PROVIDED “AS IS” WITHOUT WARRANTIES OF ANY KIND, EXPRESSED OR IMPLIED, AND SAFELLO AND ITS LICENSORS HEREBY DISCLAIM ALL REPRESENTATIONS OR WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. NEITHER SAFELLO NOR ITS LICENSORS WARRANT THAT THE FUNCTIONS CONTAINED IN THE SERVICE WILL MEET YOUR REQUIREMENTS OR THAT THE OPERATION OF THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE. YOU ASSUME ALL RESPONSIBILITY AND RISK FOR THE SELECTION OF THE SERVICE TO ACHIEVE YOUR INTENDED RESULTS AND FOR THE INSTALLATION, USE AND RESULTS OBTAINED FROM IT.
11. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL SAFELLO AND ITS LICENSORS BE LIABLE FOR ANY LOST PROFITS OR BUSINESS OPPORTUNITIES, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF DATA (WHETHER DIRECT OR INDIRECT), OR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES UNDER ANY THEORY OF LIABILITY, WHETHER BASED IN CONTRACT, TORT, NEGLIGENCE, PRODUCT LIABILITY, OR OTHERWISE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, BUT MAY ALLOW LIABILITY TO BE LIMITED, IN SUCH CASES SAFELLO’S OR ITS LICENSOR’S ENTIRE LIABILITY SHALL BE LIMITED TO SEK 1000.
12. Miscellaneous
If any provision of these Terms is held to be invalid or unenforceable, such provision shall be limited, modified or severed to the minimum extent necessary to eliminate its invalidation or unenforceability so that these Terms otherwise remain in full force and effect.
Any provision of these Terms, which inherently should endure beyond termination, shall survive termination or expiration of these Terms.
13. Governing Law
These Terms shall be governed by and construed in accordance with the laws of Sweden. Any dispute, controversy or claim arising out of or in connection with this contract, or the breach, termination or invalidity thereof, shall be finally settled by arbitration in accordance with the Rules for Expedited Arbitrations of the Arbitration Institute of the Stockholm Chamber of Commerce. The seat of arbitration shall be Stockholm, Sweden.
14. Contact Information
If You have any questions about or notices relating to these Terms, or if you want to contact the Safello for any reason, please direct all correspondence to: Safello AB, Mäster Samuelsgatan 36, 111 57 Stockholm, Sweden, , https://safello.com/, +46(0)8-559 212 06].