This Terms of Use Agreement contains rules which one must agree to abide by in order to use the GuidePal platform and GuidePal services. By entering into this Agreement, you also agree to the terms set out in our Privacy Policy, which forms an integral part of this Agreement. Our Privacy Policy explains how we collect, use and disclose information that pertains to your privacy. For full details, please refer to our Privacy Policy. This Terms of use agreement and our Privacy Policy constitutes the entire Agreement between you and GuidePal.
1.General1.
General
GuidePal
Platforms and GuidePal Services are provided by GuidePal ("GuidePal", "we",
"us" and "our") for the purpose of providing free city guides via mobile platforms. The terms
"you" and/or "user" refers to the person accessing our application and platform
(the "GuidePal Platform") and using our services ("GuidePal Services") or the
company or organisation on whose behalf a person accesses the GuidePal Platform
and uses GuidePal Services.
In this Agreement (as defined below), "GuidePal" means Guidepal AB, a Swedish company with corporate identification number 556626-3520 and with its registered address at Box 23099, 104 35 Stockholm, Sweden.
2.
Changes to the Agreement
GuidePal may, from time to time and at its
own discretion, change the terms of this Agreement. Any such change becomes
effective when posted on GuidePal's website. It is your sole responsibility to
check for changes and your continued use of GuidePal Services will constitute
your acceptance of such changes. GuidePal may revise the Privacy Policy and
Terms & Conditions for its webpage at any time and without notice, so check
them regularly. Should you not agree to a change of this Agreement, you must
cease to access the GuidePal Platforms and cease to use GuidePal Applications.
3.
The Agreement
A. By registering an account with GuidePal
(your "GuidePal Account") and/or accessing the GuidePal Platform from your
mobile handset, your computer or other hardware (your "Device"), and/or by
accepting to connect the GuidePal Platform to your Facebook or other social
media/network ("Social Network") account, and/or by at any time clicking "I
AGREE" or such other button, link or click-through that signifies your assent
to these Terms of Service, you signify your irrevocable acceptance of and
agreement to these Terms of Service and to our Privacy Policy, which collectively
form a legally binding agreement between you and GuidePal (the "Agreement").
Your right to use the GuidePal Platform and/or GuidePal Services pursuant to
the provisions of this Agreement will continue until you remove our software
from your Device or terminate your GuidePal Account, unless your usage is
otherwise terminated by GuidePal in accordance with this Agreement. We urge you
to read all provisions of this Agreement carefully before accessing the
GuidePal Platform. If you do not agree to the terms of this Agreement, you may
not download the software, access the GuidePal Platform or otherwise use
GuidePal Services.
B. By registering a GuidePal Account and
accepting the terms of this Agreement, you confirm that you are:
- At least 18 years of age or
- Between 13 and 17 years of age and using
the GuidePal Platform and GuidePal Services with the permission and consent of
your parents or legal guardian.
C. We reserve the right to refuse to register a GuidePal Account or to terminate a GuidePal Account if these criteria are not met.
D. Your use of the GuidePal Platform or GuidePal Services on or through a Device owned or controlled by a company, organisation or other person indicates your authority to access the same for and on behalf of such company or organization or other person, and you hereby represent and warrant that you have such authority, and agree to be bound by the Agreement. Any such use will evidence the irrevocable acceptance of and agreement to this Agreement by you, as well as such company, organization or other person. Additionally, any use of the GuidePal Platform or GuidePal Services by a company, organization or other person that is undertaken on your behalf, either at your direct or indirect request, direction or authorisation, will evidence the irrevocable acceptance of and agreement to this Agreement by you.
4.
The GuidePal Platform and GuidePal Services
The GuidePal
Platform functions as a digital community where people can access free city guides via mobile devices. The
GuidePal Platform and GuidePal Services are made available on our website
located at http://www.guidepal.com, on our mobile applications available for
iPhone, Android, Windows, iPad and on Social Networks with which we have partnered and via third-party application stores.
A. Registering Your Account
A.1 To be able to use GuidePal Services, you are required to register a GuidePal Account or allow us to connect your Social Network account to the GuidePal Platform. When registering for a GuidePal Account, you agree to provide only accurate and complete information.
A.2 GuidePal relies on the relevant Social Network to authorise you as a user of GuidePal Services. You are solely responsible for any and all access to your GuidePal Account and the GuidePal Platform by persons using your Social Network account. If someone other than yourself accesses your GuidePal Account or the GuidePal Platform by using your Social Network account or Social Network password, we will rely on that Social Network account and Social Network password and you agree that such access to the GuidePal Platform will constitute access made by you personally. If you become aware that your Social Network account or Social Network password is being used without authorization, please notify us immediately by sending an email to hello@guidepal.com.
A.3 Individuals and entities whose privilege to use GuidePal Services has previously been terminated by GuidePal may not register for another GuidePal Account, nor may you allow any of those individuals or entities to use your GuidePal Account on your behalf. Notwithstanding the foregoing, you agree that your use of your Social Network's website is governed by the Social Network's terms of use and its privacy policy, including, without limitation, password and account security policies.
A.4 By utilising your Social Network credentials to log into the GuidePal Platform or to use the GuidePal Services, you expressly authorise GuidePal to receive certain of your information that is available on or through your Social Network account, including, your profile information (including your profile photo), friends or follower names, privacy settings and other information that will be disclosed to you, and approved by you, during the log-in process; and you also authorise GuidePal to generate and publish on your Social Network news feed and timeline (as applicable) actions you take on the GuidePal Platform or while using the GuidePal Services, and to allow you to interact with your Social Network friends on the GuidePal Platform or while using GuidePal Services.You agree to allow each such Social Network to receive information concerning the actions you take on the GuidePal Platform or your use of GuidePal Services. In the event that you no longer what the GuidePal Platform or GuidePal Services to publish your GuidePal activity, or want to otherwise limit the ways in which the GuidePal Platform or GuidePal Services interact your Social Network account, you can disable aspects of this feature by changing your Social Network application settings.
5.
GuidePal Content
GuidePal offer you the opportunity to use
our city guides provided by GuidePal.
6.
Equipment
You are solely responsible for the
maintenance of your Device or any other equipment used to access the GuidePal
Platform and GuidePal Services. You are also required to have the most recent
version of the software for the GuidePal Platform in order to use GuidePal
Services.
7.
Limited License and Conditional Use of GuidePal Services
A. GuidePal grants you a limited,
revocable, non-exclusive, non-sublicensable and non-assignable license to
access and use the GuidePal Platform and GuidePal Services for your personal,
non-commercial use, subject to all of the terms and conditions of this
Agreement.
B. The limited license above grants you rights for personal, non-commercial use. This section further limits your rights. You should read it carefully.
B.1 You acknowledge and agree that your personal, non-commercial use means, for the avoidance of doubt, using the GuidePal Platform and/or GuidePal Services solely for their intended purpose - which is to use our city guides. You are not permitted to use the GuidePal Platform and/or GuidePal Services for any other purpose, including, without limitation, to
(i) analyse, review or obtain information regarding the functionality, features, content, materials or individual elements of the GuidePal Platform or GuidePal Services, whether for commercial purposes or otherwise,
(ii) develop any service, software or business that competes with, or is similar to, or that imitates, the GuidePal Platform or GuidePal Services, or any of the functionality, features, content, materials or individual elements thereof,
(iii) copy or imitate the business model, look and feel, or other features, functionality, content, materials or individual elements of the GuidePal Platform or GuidePal Services,
(iv) offer or explore the possibility of offering any service, software or business that solicits any of the vendors, Merchants, advertising partners, and customers of GuidePal for commercial purposes, including, without limitation, for the purpose of soliciting such parties to engage in commercial activities with your service, software or business, or
(v) obtain information regarding end users, advertisers or Merchants.
B.2 If you violate any portion of Section 7.B.1 above, you acknowledge, agree and confirm that any software, service or business (and any and all revenue therefrom) created, designed or developed by you that is based on or is a derivative work of the GuidePal Platform or GuidePal Services, or any of the functionality, features, content, materials or individual elements thereof (collectively, a "Commercial Work"), shall be held by you in constructive trust for the benefit of and on behalf of GuidePal until such time that such Commercial Work can be duly assigned to GuidePal. You expressly acknowledge and consent to such constructive trust, and expressly agree to, upon written notice from GuidePal, execute and deliver any and all documents deemed reasonably necessary or appropriate by GuidePal to evidence the due assignment to GuidePal of any such Commercial Work.
C. Additionally, you may not
(i) remove any trademarks, copyright notices or any other notice contained in any content, materials or individual elements provided on or through the GuidePal Platform or GuidePal Services,
(ii) except as expressly permitted in this Agreement, reproduce, download, modify, publish, distribute, transmit, disseminate, broadcast, transfer, license, sell, rent, lease, adapt, create derivative works of, publicly display or perform, or in any other way exploit the GuidePal Platform or GuidePal Services, or any features, functionality, content, materials or individual elements thereof,
(iii) make any commercial use or any derivative use of any of the GuidePal Platform or GuidePal Services or any of the functionality, features, content, materials or individual elements thereof, or
(iv) disassemble, decompile or reverse engineer the GuidePal Platform or GuidePal Services or any other materials made available on or through the GuidePal Platform or GuidePal Services or used to provide any of the GuidePal Platform or GuidePal Services.
D. Your permission to access the GuidePal Platform and use GuidePal Services and to use the copyrights and trademarks of GuidePal under the limited license described above is further conditioned upon your agreement that you:
(i) Will comply with all of the terms and conditions of this Agreement;
(ii) Are solely responsible for your
activities on the GuidePal Platform and that you will respect other users of
GuidePal Services in your interactions with them and that you will not submit
any content or other materials on the GuidePal Platform (including but not
limited to chat postings, your Social Network profile information, links and
pictures) that:
- may be considered libellous, fraudulent,
misleading, inaccurate, defamatory, pornographic, obscene, vulgar, indecent,
abusive, harmful, hateful, threatening, harassing, bullying, tortuous, invasive
of another's privacy, or racially, ethnically or otherwise objectionable or
unlawful, including any communication that constitutes (or encourages conduct
that would constitute) a criminal offense, gives rise to civil liability or
otherwise violates any local, state, national or international law, regulation
or standard of conduct;
- discloses private or personal matters concerning any person;
- infringe or misappropriate any patent, trademark, trade secret, copyright, privacy, publicity or other rights of any other person or entity;
- comprise any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of solicitation;
(iii) Will not use the GuidePal Platform or GuidePal Services to:
- harm minors in any way;
- impersonate any person or entity, or otherwise misrepresent your affiliation with a person or entity;
- to collect any personally identifiable information, including account names, email addresses, or other such information, for any purpose;
- intentionally or unintentionally violate any applicable local, state, national or international law, or any rule or regulation having the force of law;
- provide material support or resources (or conceal or disguise the nature, location, source, or ownership of material support or resources) to any business, entity, or other organization competing or intending to compete or exploring the manner in which to compete with the GuidePal Platform or GuidePal Services or any of the functionality, features, content, materials or individual elements thereof;
- provide material support or resources (or conceal or disguise the nature, location, source, or ownership of material support or resources) to any organisation(s) designated by the United States government as a foreign terrorist organisation; or
- stalk, bully or otherwise harass another;
(iv) Will not misuse the GuidePal Platform or GuidePal Services by knowingly introducing viruses, Trojans, worms, logic bombs or other material which is malicious or technologically harmful or designed to damage, interfere with, intercept, misappropriate, gain control over or limit the functionality of any computer, computer network, communications device, communications system, data or personal information;
(v) Will not attempt to gain unauthorized access to, interfere with or disrupt the GuidePal Platform, the servers on which it is stored, hosted or operated, or any server, computer or database connected to the GuidePal Platform;
(vi) Will not attack the GuidePal Platform via a denial-of-service attack or a distributed denial-of-service attack;
(vii) Will not attempt to harvest or collect any information about or regarding other users, including, but not limited to any personal data or information;
(viii) Will not engage in web scraping, database scraping or any other activity for the purpose of obtaining content, data or other information from the GuidePal Platform or GuidePal Services;
(ix) Will not perform any meta-search or automated queries of the GuidePal Platform or GuidePal Services or of any of the content or other materials thereon;
(x) Will grant to GuidePal and other users of GuidePal Services the right and license to use, reproduce, distribute, prepare derivative works of and display the content and materials submitted by you on the GuidePal Platform or GuidePal Services;
(xi) Will not attempt to use multiple identities, GuidePal Accounts or Social Network accounts on the GuidePal Platform;
(xii) Will not in any other way try, or allow others, to circumvent the restrictions set forth in this Section or elsewhere in this Agreement.
E. GuidePal reserves the right, in its absolute discretion, to determine if your GuidePal Account registration and your submission of content or other materials is made from a legitimate and valid Social Network account and if your conduct on the GuidePal Platform complies with the provisions of this Agreement. GuidePal reserves the right to suspend, block or terminate any GuidePal Account that GuidePal, in its sole discretion, considers to be used in violation of this Agreement, GuidePal's security policies or applicable laws. Any such action will be without limiting any of GuidePal's other rights and remedies.
8.
Non-Confidentiality, Security and Privacy
A. You agree and acknowledge that the
information that you submit to GuidePal, such as your Social Network profile
information, is submitted for the purpose of making the GuidePal Platform and
GuidePal Services available to you. Our Privacy Policy explains how we collect,
use and disclose information that pertains to your privacy. By entering into
this Agreement, you agree to the terms set out in our Privacy Policy, which
forms an integral part of this Agreement. For full details, please refer to our
Privacy Policy.
B. In order to improve our service offering to you, we may use or disclose the communication between you and GuidePal, such as emails and other correspondence. By entering into this Agreement you agree that such information is considered non-confidential and non-proprietary.
C. We have the right, but not the obligation, in our sole discretion, to edit, refuse to post or remove any inappropriate content submitted on the GuidePal Platform.
D. Though we strive to enforce these rules with all of our users you may, when using the GuidePal Platform and GuidePal Services, be exposed to content that violates our policies and which may be considered offensive. We may, but are not obligated, to terminate GuidePal Accounts and/or remove content from the GuidePal Platform if we determine or suspect that such accounts violate the terms of this Agreement or applicable laws. We take no responsibility for your exposure to content on the GuidePal Platform whether it violates our content policies or not.
9.
Third-Party Websites
The GuidePal Platform links to websites
and/or applications which are operated and owned by third parties. Such links
do not constitute an endorsement by GuidePal of those third-party websites. The
content on these websites and/or applications is provided by the relevant third
party and is not subject to the terms of this Agreement or our Privacy Policy.
Therefore, we do not assume any responsibility for the content, policies or
practices of such websites or third parties. By entering into this Agreement
you relieve us from any and all liability arising from your use of any
third-party websites and/or applications.
10. Linking to the GuidePal Platform
You may link to the GuidePal Platform, provided you do so in a way that is fair and legal and does not damage or take advantage of our reputation. You may not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists. You may not establish a link from any website that is not owned by you. We reserve the right to withdraw linking permission without prior notice.
11.
No Warranties and Limitation of Liability
This section limits our warranties,
obligations and liability to you. You
should read it carefully.
A. We provide access to the GuidePal Platform and GuidePal Services on an "as is" and "as available" basis. GuidePal gives no express, implied or statutory warranty as to the content, quality, availability, function or fitness for a specific purpose of the GuidePal Platform and GuidePal Services or non-infringement of third-party rights with respect to the GuidePal Platform and GuidePal Services. Neither does GuidePal warrant the content or quality of any third-party website and/or application to which the Wrap Platform links or the products or services provided by a third party through its website and/or application. Furthermore, we may not be held liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your Device, programs, data or other proprietary material due to your use of the GuidePal Platform.
B. Commentary and other materials posted on the GuidePal Platform are not intended to amount to advice on which reliance should be placed. We therefore disclaim all liability and responsibility arising from any reliance placed on such materials by any users of the GuidePal Platform, or by anyone who may be informed of any of its contents.
C. Your sole and exclusive remedy for any dispute with us is to discontinue your use of the GuidePal Platform and GuidePal Services. To the fullest extent permitted by applicable law, neither GuidePal accept any liability for direct, indirect, special, punitive, incidental, exemplary, consequential or other damages or losses of any kind arising from or relating to your access to the GuidePal Platform or your use or inability to use GuidePal Services, regardless of the legal theory on which any such damages may be based and whether or not GuidePal have been advised of the possibility of any such damages. GuidePal's liability under this Agreement shall be limited to USD $100.
12.
Indemnity
This section obligates you to indemnify and
protect us for activities caused by you. You
should read it carefully.
You agree to indemnify and hold GuidePal, and its affiliates, successors, assigns, officers, directors and employees, and their respective affiliates, successors, assigns, officers, directors and employees, harmless, to the extent permitted by mandatory law, from and against any and all claims, damages, obligations, losses, liabilities, judgments, settlements, costs and expenses (including reasonable attorneys' fees and costs) arising from or relating to (i) your access, use or misuse of any of the GuidePal Platform or GuidePal Services, (ii) your breach or alleged breach of this Agreement, or (iii) any violation by you of any applicable laws or of any rights of others, including, without limitation, your violation, misappropriation or infringement (or any allegation thereof) of any third party right, or any right of GuidePal, including, without limitation, any copyright, trademark, patent, trade secret, property, privacy or other intellectual property or proprietary right.
13. Intellectual Property
A. You acknowledge and agree that GuidePal
and our licensors retain all right, title, ownership and interest in and to the
GuidePal Platform and GuidePal Services, including, without limitation, all
data, information (excluding data and information that you provide), content
and materials provided on or through the GuidePal Platform and GuidePal
Services (including, without limitation, text, software, images, photographs,
videos, graphics, scripts, page headers, sounds, interactive features, the
selection and arrangement of elements displayed on or through the GuidePal
Platform and GuidePal Services, the compilation of all content and materials on
the GuidePal Platform and GuidePal Services, and the business process,
procedures, methods and techniques used in or in connection with the GuidePal
Platform and GuidePal Services) and all associated patent rights, copyright
rights, trademark rights, trade secret rights and other intellectual property
and proprietary rights recognized anywhere in the world. All use of those
rights, including those intellectual property rights, is forbidden, except for
the limited right to use the GuidePal Platform and GuidePal Services in
accordance with this Agreement.
B. GuidePal and the GuidePal logo are trademarks of GuidePal Group AB, and all other proprietary trademarks, service marks, trade names, slogans, logos, and other indicia of origin that appear on or in connection with the GuidePal Platform or GuidePal Services are the property of GuidePal Group AB. GuidePal's intellectual property, including, without limitation, its trademarks and trade dress, may not be used in any manner that is likely to cause confusion among users, or in any manner that disparages GuidePal. All rights are expressly reserved.
C. All third party trademarks, logos, photographs, images, and other intellectual property contained on or through the GuidePal Platform or GuidePal Services are the property of the respective third parties and may be protected by applicable copyright, trademark or other intellectual property laws and treaties. Each such third party expressly reserves all rights into such intellectual property. Use of third party software or services is subject to the terms and conditions of the applicable third party license agreements, and you agree to look solely to the applicable third party and not to GuidePal to enforce any of your rights in relation thereto.
D. You are solely responsible for the content you submit on the GuidePal Platform and you agree that you have the required intellectual property rights for such content. However, GuidePal reserves the right to remove any content you submit that GuidePal may suspect constitutes an infringement of any such intellectual property right.
E. When you submit content on the GuidePal Platform or send email or other information to GuidePal, you grant GuidePal a non-exclusive, sub-licensable, transferable, assignable, irrevocable, perpetual, fully paid, worldwide license to use, copy, display, modify, make derivative works of or otherwise dispose of or exploit in any form or medium any such content and information for any purpose.
F. We do not have a problem with businesses stating in their promotional material or on their websites that they have been recommended in a GuidePal app, but only if that is true. We are very strict about not letting businesses use the GuidePal name as part of their name so you can be sure that a GuidePal recommendation has absolutely nothing to do with us. We need to make sure others don't use our brand without permission to protect our legal rights and ensure you're not misled or confused by others using our name. If you see something on your travels that looks suspicious, feel free to contact us on hello@guidepal.com.
G. We respect the intellectual property of others, and we ask you to do the same. If you are a copyright owner or an owner's agent and find content or materials that infringe upon your copyrights, you may submit a notification in writing to:
Guidepal AB
Box 23099
104 35 Stockholm
or to
hello@guidepal.com
H. Use of another company's name (or similar words) in a website's domain name in order to try to misdirect people to your own site is known as 'cybersquatting' and is a kind of trademark infringement.
I.We invest a lot of effort, time, money and individual creativity in our products and that hard work is protected by copyright. Therefore, permission is needed before reproducing our content. There are times when permission to use content is not needed (for instance, fair dealing for the purposes of criticism or review, or if you are just quoting a snippet). Obviously we do not own the kind of information that anyone can dig up (like opening hours or train timetables). But we most certainly do own the choice of words we have used, our maps and images, and the outcomes of they way we compile information or data.
14. Term and Termination
A. This Agreement will become effective
between you and GuidePal from the moment you sign in by providing GuidePal with
your name and email address or agree to allow the GuidePal Platform to connect
to your Social Network account by creating a GuidePal account. Should you be
dissatisfied with GuidePal Services or the content on the GuidePal Platform, or
should you for any other reason want to terminate your GuidePal Account, you
are entitled to do so without prior notice by removing the software from your Device
or terminating your GuidePal Account. The termination of your GuidePal Account
will have immediate effect, however, some provisions will survive any such termination.
B. GuidePal reserves the right to change or discontinue the GuidePal Platform or any of the GuidePal Services at any time without prior notice. GuidePal also reserves the right to terminate your GuidePal Account at its election and for any reason, without prior notice, and/or to terminate or suspend your GuidePal Account at any time and with immediate effect, if your use of GuidePal Services is in violation of the terms of this Agreement, GuidePal's security policies or any applicable laws.
15. Customer Support
Support is provided and complaints are
handled by GuidePal. To direct any questions, complaints or suggestions to
GuidePal please email hello@guidepal.com.
You may also contact us by mail at:
Guidepal AB
Box 23099
104 35 Stockholm
16. Governing Law and Jurisdiction
Any such contract will be
interpreted, construed and enforced in all respects in accordance with the laws
of Sweden, and you and GuidePal irrevocably submit to the non-exclusive
jurisdiction of the English Courts.
We make no promise that materials on the GuidePal Platforms are appropriate or available for use in locations outside the United Kingdom, and accessing the GuidePal Platforms from territories where its contents may be illegal or unlawful is prohibited. If you choose to access this site from locations outside Sweden, you do so on your own initiative and are responsible for compliance with any local laws.
17.Questions
If you have any questions or
complaints relating to our Terms of Use or relating to our Privacy Policy,
please contact hello@guidepal.com. We will endeavour to respond to you
promptly.