1.1. “Application” means any Volvox application acquired through the Zendesk marketplace.
1.2. “Confidential Information” means any of Volvox’s information, or the information of the User which is designated as confidential, or which is of a confidential or sensitive nature, or which a reasonable person would consider confidential.
1.3. “Content” means anything that is uploaded or otherwise transmitted through the Application.
1.4. “Data Controller” means Volvox DOO otherwise referred to as Volvox.
1.5. “Data Processor” means any third party that Volvox uses to process User’s personal information.
1.6. “Intellectual Property” means all intellectual property rights (including, without limitation, all registered and unregistered copyright, designs, trade marks and patents) of any nature in any technology, trade secrets, User details (including, but not limited to, User emails, telephone numbers and addresses) and User-related information, software, program, inventions, designs, works and subject matter belonging to Volvox.
1.7. “Membership Data” means any information provided by User to us as required to access or use the Application.
1.8. “Third Party” means an entity other than Volvox, or User.
1.9. “Volvox” means Volvox DOO, company registered under the number 20870435 in Kragujevac, Serbia.
1.10. “User” means any person who purchases the Application and accesses the Application, regardless of the nature of that access whether that party is or is not identified to Volvox.
2. Use of the Application
2.1. Volvox grants User a non-exclusive, non-transferable licence to use the Application in accordance with these Terms.
2.2. The Application may contain links to other websites and may contain Content added by Third Parties. Volvox does not endorse, sponsor or approve any such user generated content or any content available on any linked website. Volvox expressly disclaims all liability for any Content transmitted through the Application, or otherwise transmitted to any User by any other means, or by any person, including User’s reliance on such Content.
2.3. User acknowledges and agrees that the Application may not operate on a continuous basis and may be unavailable from time to time (including for maintenance purposes).
2.4. User must not directly or indirectly:
(a) use the Application to create any service, software or documentation that performs substantially the same functionality as the Application;
(b) disassemble, decompile, reverse engineer or use any other means to attempt to discover any source code, algorithms or trade secrets underlying the Application; or
(c) encumber, sublicense, transfer, distribute, rent or lease the Application in favour of a third party;
(d) adapt, combine, create derivative works of or otherwise modify any Application.
3. User Conduct
3.1. User must not use the Application for any illegal, immoral or unethical purpose.
3.2. User must not knowingly directly or indirectly:
(a) interfere or attempt to interfere with the proper working of the Application or any activities conducted on the Application;
(b) bypass any privacy settings or measures Volvox may use to prevent or restrict access to the Application; or
(c) run mail list, Listserv, any form of auto-responder or “spam” on the Application.
3.3. User must not use the Application for the purpose of transmitting any Content that:
(a) is inaccurate, harmful, obscene, pornographic, defamatory, racist, sexist, threatening, violent, offensive, abusive, vulgar, profane, indecent, unlawful, harassing, or otherwise objectionable, including any Content which is likely to offend, insult or humiliate others based on race, religion, ethnicity, gender, age, sexual orientation and/or any physical or mental disability;
(b) exploits another person in any manner;
(c) includes unauthorised disclosure of personal information;
(d) advertises services for non-individuals or for any other reason which is not aligned to the purposes for which the Application is intended;
(e) violates or infringes anyone’s intellectual property rights; or
(f) contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment.
3.4. User is solely responsible for the Content and all activities that occur while using the Application.
3.5. If User misuses the Application in contravention of these Terms, Volvox may, at our sole discretion, restrict, suspend or disable User’s access to the Application.
4. User’s Content
4.1 Volvox will only use User’s Content to provide User with the use of the Application, or as may be required to comply with any applicable law, legal requirement, police investigation or request from a Government authority.
4.2. Subject to clause 3.3 and any complaint made against User, Volvox will only record and store User’s Content to provide User with and improve User’s use of the Application. For the avoidance of doubt, Volvox will not:
(a) store any of User’s data other statistics related to the usage of the Application; or
(b) write any of User’s Content to Zendesk other than as necessary to provide User with the use of the Application.
4.3. Volvox reserves the right to disclose any information as necessary to satisfy any applicable law, legal requirement, police investigation or request from a Government authority.
4.4. Volvox will promptly delete any and all copies of User’s Content following the earlier of:
(a) when it is no longer needed to provide User with the use of the Application; or
(b) upon User’s written request.
5.1. If an Application requires payment of a fee, the purchase price will be disclosed to User prior to User’s access of the Application.
5.2. All fees are quoted in US Dollars and are exclusive of tax. Volvox reserves the right to change the fees for any chargeable service or feature on the Application at any time and will provide Notice in accordance with these Terms where the price is varied.
5.3. If User purchases an Application, User will be directed to make payment of the purchase price prior to the installation of the Application.
5.4. If User’s payment for an Application is dishonoured (i.e. User’s credit card is declined or expired) User will be notified of User’s unsuccessful payment and User will be directed to make payment within seven (7) days of the notification. If User fails to make payment within seven (7) days, Volvox may take any action reasonable to recover the purchase price of the Application or disable User’s access to the Application.
6. Confidential Information
6.1. User agrees to keep the Confidential Information confidential and only use or disclose such information for the purposes as authorised by the owner of the Confidential Information.
6.2. The obligations of confidentiality in clause 6.1 will not apply to information which:
(a) is generally available in the public domain except where such availability is as a result of a breach of these Terms;
(b) was known prior to the disclosure of the information by User; or
(c) is required to be disclosed by an applicable law or court order.
7. Intellectual Property Rights
7.1. Nothing in these Terms constitutes a transfer of any Intellectual Property rights. User acknowledges and agree that, as between User and Volvox, Volvox owns all Intellectual Property rights in the Application.
7.2. User must obtain express written permission from Volvox if User wishes to reproduce any aspect of the Application or other Intellectual Property owned by Volvox.
8. Termination and Suspension
8.1. The Terms will continue in force until User withdraws User’s consent or such time that the Terms are varied or replaced, but Volvox may terminate the Terms or the Application at any time and without prior notice at our sole discretion.
8.2. Volvox may suspend or terminate any User from using the Application without notice at Volvox’s sole discretion.
8.3. Volvox reserves the right to change or discontinue any feature on the Application or the Application in whole or in part at any time at Volvox’s sole discretion.
9. Limitation of Liability
9.1. Volvox shall not be liable to User in respect of any losses suffered or incurred by User arising out of or in connection with User’s use of the Application.
9.2. User shall be liable for any loss, damage or injury to any party or parties (including to Volvox, Third Parties and other Users) resulting from User’s negligent acts or omissions through User’s use of the Application and shall indemnify and keep Volvox indemnified against any claim or claims made against Volvox.
9.3. In no event shall Volvox be liable to User or a third party for any:
(a) loss or inaccuracy of or damage to data, loss or interruption of use of the Application, or cost of procuring substitute technology, goods or services; or
(b) indirect, punitive, incidental, reliance, special, exemplary or consequential damages including, but not limited to, loss of business, revenue, profits and goodwill; These limitations are independent from all other provisions of this agreement and shall apply notwithstanding the failure of any remedy provided herein.
9.4. Without limitation to the foregoing, User agrees that Volvox’s liability, if any, arising out of any kind of legal claim or action in any way connected to User’s use of the Application will be limited to the total amount paid by User (if any) for any Application purchased by User.
10. Disclaimer of Warranties
10.1. User acknowledges that Volvox makes no representation or warranty:
(a) that User’s access to the Application (including any payment platforms on the Application) will be, timely, secure, uninterrupted and/or error-free;
(b) that any defects on the Application will be corrected;
(c) that any information disclosed on the Application will be accurate, up to date, complete or useful; or
(d) that the Application or the server which stores and transmits the Application to User is free from viruses or any other harmful components.
11. Assumption of Risk
11.1. User agrees and understands that User assumes all risks when using the Application, including without limitation any and all of the risks associated with any online or offline interactions with other Users and Third Parties and all risk for any damage to User’s computer system or loss of data.
12.1. User agrees to indemnify, and continually indemnify, Volvox in relation to all claims, actions, liabilities, costs, losses and expenses (including legal costs on a full indemnity basis) that Volvox incurs as a result of User’s use of the Application, and/or from User’s failure to comply with these Terms.
12.2. User will be responsible for and will indemnify Volvox against liability for all loss, damage or injury to persons or property caused by User, or User’s employees or agents, and the amount of all claims, damages, costs and expenses which may be paid, suffered or incurred by Volvox in respect of any such loss, damage or injury will be made good at User’s expense.
13.1. These Terms prevail in the event that anything in, or associated with the Application is inconsistent with these Terms.
13.2. If a provision of these Terms is invalid or unenforceable it is to be read down or severed to the extent necessary without affecting the validity or enforceability of the remaining provisions.
13.3. These Terms and any contract to which they apply shall be governed by the laws of Serbia, and are subject to the jurisdiction of the courts of Serbia.
13.4. Volvox is not liable whatsoever to User for any direct or indirect losses and/or expense suffered by User arising out of a breach by Volvox of these Terms, including Volvox’s negligence.
13.5. Volvox’s failure to enforce any provision of these Terms shall not be treated as a waiver of that provision, nor shall it affect Volvox’s right to subsequently enforce that provision.
13.6. Volvox may provide any notice required under these Terms by sending an email to each User (“Notice”).
13.7. Volvox may amend or vary these Terms at Volvox’s sole discretion by giving reasonable Notice, and the varied Terms are to take effect immediately upon Notice being given. User’s continued use of the Application after any variation of these Terms will be deemed to constitute User’s acceptance of the varied Terms. If User does not accept the varied Terms, please discontinue User’s use of the Application.
13.9. These Terms are effective as and from 01 June 2020.