Terms of Service
As at July 2017
This agreement (the "Agreement") is entered into by and between you and Nudigift Systems Ltd ("Nudigift") regarding your use of Nudigift.com website, mobile application or associated devices. By using Nudigift, you are entering into this Agreement with Nudigift and indicating that you agree to be bound by these terms and conditions. If you do not agree with these terms and conditions, please do not use the Service.
1. Description of Service.
Nudigift (the "Service") is a service from Nudigift Systems Ltd (the "Company") to track customer loyalty points between members, and the purchase and sale of credits. You understand and agree that the Service is provided on an AS IS and AS AVAILABLE basis. The Company disclaims all responsibility and liability for the availability, timeliness, security or reliability of the Service. The Company also reserves the right to modify, suspend or discontinue the Service with or without notice at any time and without any liability to you.
2. Binding Debts
The points and credits exchanged between members are legally binding in accordance with applicable legialation in their respective jurisdictions. As such, the remedies to resolve issues between members are limited only to those prescribed in the applicable legislation.
You affirm that the Service is not a financial institution whose accuracy and utility are determined on an individual basis by its members. You agree that the Service cannot guarantee the accuracy and validity of information entered by its members.
3. Proper Use
You agree that you will use the Service in compliance with all applicable local, state, national, and international laws, rules and regulations. You shall not, shall not agree to, and shall not authorize or encourage any third party to: (a) use the service to harass other members (b) prevent others from using the Service (c) use the Service for any fraudulent or inappropriate purpose.
Any violation of the above may result in immediate termination of this Agreement, and may subject you to state and federal penalties and other legal consequences. The Company reserves the right, but shall have no obligation, to investigate your use of the Service in order to determine whether a violation of the Agreement has occurred or to comply with any applicable law, regulation, legal process or governmental request.
4. Personal Use
The Service is made available to you for your personal use only. You must provide current, accurate identification, contact, and other information that may be required as part of the registration process and/or continued use of the Service. You are responsible for maintaining the confidentiality of your Service password and account, and are responsible for all activities that occur thereunder. You may only display the content of the Service for your own personal use (i.e., non-commercial use) and may not otherwise copy, reproduce, alter, modify, create derivative works, or publicly display any content, without the prior written permission of the Company and/or the respective owners of the intellectual property of the content within.
5. Children's Online Privacy
Due to the Children's Online Privacy Protection Act of 1998, you must be at least thirteen (13) years of age to use this Service.
6. User Representations and Warranties.
You represent and warrant that: (a) all of the information provided by you to participate in the Services is correct and current (b) you have all necessary right, power and authority to enter into this Agreement and to perform the acts required of you hereunder (c) by uploading content (including avatars) on the Service, you forego all claim and control of ownership and its use. You further assume all responsibility for content you post on the Service under your account and indemnify Nudigift from all infringements arising as a result of your actions.
7. Refusal of service, Termination or Suspension
The Company reserves the right in its sole discretion to refuse, suspend, or terminate the Service to anyone at any time without notice for any reason.
8. Bank and Credit Card fees
Some banks and credit card companies impose fees for international transactions. When purchasing credits or paying for merchant subscriptions, your bank may convert the payment amount to your local currency and charge you a conversion fee. This means the amount listed on your credit or bank card statement may be in your local currency and therefore a different figure than the figure shown on this Service. In addition, a foreign transaction fee may be assessed if the bank that issued your credit card is located outside of the United States. Purchasing credits or paying for Merchant subscriptions may be considered to be an international transaction by the bank or card company. The currency exchange rate and foreign transaction fee is determined solely by your bank on the day that they process the transaction.
Bank and credit card fees, including exchange rate variances, will be deducted from payment to Merchants cashing in credits.
If you have any questions about these fees or the exchange rate applied to your booking, please contact your or card issuer.
10. Links to Third Party sites
This Service may contain hyperlinks to websites operated by parties other than Nudigift. We do not control such websites and are not responsible for their contents or the privacy or other practices of such websites. Further, it is up to you to take precautions to ensure that whatever links you select or software you download (whether from this Website or other websites) is free of such items as viruses, worms, trojan horses, defects and other items of a destructive nature. Our inclusion of hyperlinks to such websites does not imply any endorsement of the material on such websites or any association with their operators.
The Company does not represent that the Service is reliable, accurate, complete, or otherwise valid. THE SERVICE IS PROVIDED "AS IS" WITH NO WARRANTY OF ANY KIND AND YOU USE THE SERVICE AT YOUR OWN RISK. Nudigift EXPRESSLY DISCLAIMS ANY WARRANTY, EXPRESS OR IMPLIED, REGARDING THE SERVICE, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. UNDER NO CIRCUMSTANCES WILL Nudigift BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR IN CONNECTION WITH USE OF THE SERVICE WHETHER OR NOT YOU HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. UNDER NO CIRCUMSTANCES SHALL Nudigift BE LIABLE TO YOU FOR ANY AMOUNT FOR SERVICES RENDERED PURSUANT TO THIS AGREEMENT.
You agree to hold harmless and indemnify the Company, and its employees, agents and representatives, from and against any third party claim arising from or in any way related to your use of the Service, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys' fees, of every kind and nature, arising out of or in any way connected with use of the Service..
11. Electronic Communication
When you use the Site or send emails to Nudigift, you are communicating with Nudigift electronically. You consent to receive communications from Nudigift electronically. Nudigift will communicate with you by email or by posting notices on the Site. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
To the maximum extent permitted by applicable law, you hereby release, and waive all claims against Nudigift and its employees and agents from any and all liability for claims, damages (actual and consequential), costs and expenses (including litigation costs and attorneys' fees) of every kind and nature, arising out of or in any way connected with use of the Service.
The Google® Translate tool is made available on this Service to enable you to translate content between members and Nudigift staff. The Google® Translate tool uses an automated process to translate text and this may result in inaccuracies. Your use of the Google® Translate tool is entirely at your own risk. Nudigift does not warrant or make any promises, assurances or guarantees as to the accuracy or completeness of the translations provided by Google® Translate.
15. Modifications to the Agreement
The Company shall have the right to modify the terms of this Agreement at any time. The new agreement shall be effective immediately.
Notwithstanding any other provisions of this agreement, or any general legal principles to the contrary, any provision of this agreement that imposes or contemplates continuing obligations on a party will survive the expiration or termination of this agreement.
If any of these conditions are deemed invalid, void, or for any reason unenforceable, the parties agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the unenforceable condition shall be deemed severable and shall not affect the validity and enforceability of any remaining condition. Headings are for reference purposes only and do not limit the scope or extent of such section.
This agreement and the relationship between you and Nudigift will be governed by the laws of United Kingdom without regard to its conflict of law provisions. You and Nudigift agree to submit to the personal jurisdiction of the federal and state courts located in United Kingdom with respect to any legal proceedings that may arise in connection with this agreement. The failure of Nudigift to act with respect to a breach by you or others does not waive its right to act with respect to subsequent or similar breaches. Nudigift does not guarantee it will take action against all breaches of this agreement. Except as otherwise expressly provided in this agreement, there shall be no third-party beneficiaries to this agreement. This agreement constitutes the entire agreement between you and Nudigift and governs your use of the Site, superseding any prior agreements between you and Nudigift with respect to the Site.