Kaloric Terms of Service
The following terms and conditions govern all use of Kaloric’s products and services (taken together, our “Services”). Our Services are offered subject to your acceptance without modification of all of the terms and conditions documented here. You acknowledge that we may automatically upgrade our Services, and these terms will apply to any upgrades. Your agreement is with Kaloric, Inc. (“Kaloric”).
Please read this Agreement carefully before accessing or using our mobile applications. By accessing or using any part of our services, you agree to become bound by the terms and conditions of this agreement. If you do not agree to all the terms and conditions of this agreement, then you may not access or use any of our services.
Using Our Services
You may use our Services only if you can form a binding contract with Kaloric, and only in compliance with this Agreement and all applicable laws.
Our Services are not directed to children younger than 13, and access and use of our Services is only offered to users 13 years of age or older. Any person who registers as a user or provides their personal information to our Services represents that they are 13 years of age or older.
You agree to provide us with complete and accurate information when you register for a Kaloric account. You will be solely responsible and liable for any activity that occurs under your username. You are responsible for keeping your password secure.
You are responsible for maintaining the security of your Kaloric account, and you are fully responsible for all activities that occur under the account and any other actions taken in connection with the account. You must immediately notify Kaloric of any unauthorized uses of your account, or any other breaches of security. Kaloric will not be liable for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions.
Your Content in our Services
If you upload, post or send material to or through our Services, or otherwise make (or allow any third party to make) material available (any such material, “Content”), you retain ownership of any intellectual property rights in, and are entirely responsible for, that Content.
You grant Kaloric a worldwide, non-exclusive, royalty-free, sublicensable, transferable license to use, store, reproduce, modify, create derivative works, publish, publicly perform, publicly display and distrbute the Content solely for the purposes of operating, promoting, developing, and improving our Services.
If you delete Content, Kaloric will use reasonable efforts to remove it from our Services, but you acknowledge that caching or references to the Content may not be made immediately unavailable. Without limiting any of those representations or warranties, Kaloric has the right (though not the obligation) to, in Kaloric’s sole discretion, (i) refuse or remove any content that, in Kaloric’s reasonable opinion, violates any Kaloric policy or is in any way harmful or objectionable, or (ii) terminate or deny access to and use of our Services to any individual or entity for any reason.
Responsibility of Visitors
Kaloric has not reviewed, and cannot review, all of the material, including computer software, posted to our Services, and cannot therefore be responsible for that material’s content, use or effects. By operating our Services, Kaloric does not represent or imply that it endorses the material there posted, or that it believes such material to be accurate, useful, or non-harmful. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. Our Services may contain content that is offensive, indecent, or otherwise objectionable, as well as content containing technical inaccuracies, typographical mistakes, and other errors. Our Services may also contain material that violates the privacy or publicity rights, or infringes the intellectual property and other proprietary rights, of third parties, or the downloading, copying or use of which is subject to additional terms and conditions, stated or unstated. Kaloric disclaims any responsibility for any harm resulting from the use by visitors of our Services, or from any downloading by those visitors of content there posted.
As Kaloric asks others to respect its intellectual property rights, it respects the intellectual property rights of others. If you believe that material located on our Services violates your copyright, you are encouraged to notify Kaloric according to the process set out in the U.S. Digital Millennium Copyright Act. Our designated copyright agent for notice of alleged copyright infringement appearing on our Services is:
3726 Las Vegas
Blvd S #302, Las Vegas, NV 89158
In accordance with the U.S. Digital Millennium Copyright Act, Kaloric will respond to claims of copyright infringement committed using our Services, including as required or appropriate by removing the infringing material or disabling all links to the infringing material. Kaloric will terminate a user’s access to and use of our Services if, under appropriate circumstances, the user is determined to be a repeat infringer of the copyrights or other intellectual property rights of others.
This Agreement does not transfer from Kaloric to you any Kaloric or third party intellectual property, and all right, title, and interest in and to such property will remain (as between the parties) solely with Kaloric. Kaloric and all other trademarks, service marks, graphics and logos used in connection with Kaloric or our Services, are trademarks or registered trademarks of Kaloric or Kaloric’s licensors. Other trademarks, service marks, graphics and logos used in connection with our Services may be the trademarks of other third parties. Your use of our Services grants you no right or license to reproduce or otherwise use any Kaloric or third-party trademarks.
We are constantly updating our Services, and that means sometimes we have to change the legal terms under which our Services are offered. If we make changes that are material, we will let you know by posting on one of our blogs, or by sending you an email or other communication before the changes take effect. The notice will designate a reasonable period of time after which the new terms will take effect. If you disagree with our changes, then you should stop using our Services within the designated notice period. Your continued use of our Services will be subject to the new terms. However, any dispute that arose before the changes shall be governed by the Terms (including the binding individual arbitration clause) that were in place when the dispute arose.
Kaloric may terminate your access to all or any part of our Services at any time, with or without cause, with or without notice, effective immediately. If you wish to terminate this Agreement or your Kaloric account (if you have one), you may simply discontinue using our Services. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
Disclaimer of Warranties
Our Services are provided “as is.” Kaloric and its suppliers and licensors hereby disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement. Neither Kaloric nor its suppliers and licensors, makes any warranty that our Services will be error free or that access thereto will be continuous or uninterrupted. You understand that you download from, or otherwise obtain content or services through, our Services at your own discretion and risk.
Limitation of Liability
In no event will Kaloric, or its suppliers or licensors, be liable with respect to any subject matter of this Agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement for substitute products or services; (iii) for interruption of use or loss or corruption of data; or (iv) for any amounts that exceed the fees paid by you to Kaloric under this agreement during the twelve (12) month period prior to the cause of action. Kaloric shall have no liability for any failure or delay due to matters beyond their reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.
General Representation and Warranty
You agree to indemnify and hold harmless Kaloric, its contractors, and its licensors, and their respective directors, officers, employees, and agents from and against any and all claims and expenses, including attorneys’ fees, arising out of your use of our Services, including but not limited to your violation of this Agreement.
This Agreement constitutes the entire agreement between Kaloric and you concerning the subject matter hereof, and may only be modified by a written amendment signed by an authorized executive of Kaloric, or by the posting by Kaloric of a revised version. Except to the extent applicable law, if any, provides otherwise, this Agreement, any access to or use of our Services will be governed by the laws of the state of New York, U.S.A., excluding its conflict of law provisions, and the proper venue for any disputes arising out of or relating to any of the same will be the state and federal courts located in New York City, New York, U.S.A. Except for claims for injunctive or equitable relief or claims regarding intellectual property rights (which may be brought in any competent court without the posting of a bond), any dispute arising under this Agreement shall be finally settled in accordance with the Comprehensive Arbitration Rules of the Judicial Arbitration and Mediation Service, Inc. (“JAMS”) by three arbitrators appointed in accordance with such Rules. The arbitration shall take place in New York City, New York, U.S.A., in the English language and the arbitral decision may be enforced in any court. The prevailing party in any action or proceeding to enforce this Agreement shall be entitled to costs and attorneys’ fees. If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. You may assign your rights under this Agreement to any party that consents to, and agrees to be bound by, its terms and conditions; Kaloric may assign its rights under this Agreement without condition. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.