Terms and conditions
Terms and conditions for the use of Syncflow.com and all sub–pages and alternative domain names and endings.
The term “Syncflow.com” or “us” or “we” refers to the owner of the website, Tracks & Fields GmbH, whose registered office is Swinemünder Strasse 121, 10435 Berlin, Germany. Our company registration number is HRB 113924. Additional contact information on the commercial registry data and the authorized representative can be found under the sub-page “Imprint”. The term “User”, “visitor” or “you” refers to the user or viewer of this website or our services.
Content on Syncflow.com may include both content owned or controlled by us as well as owned or controlled by third parties in form of information, text, files, images, photos, videos, sounds, musical works, works of authorship, or any other materials such as the Syncflow.com website, the trademarks, service marks and logos contained therein (hereinafter collectively the “Content”).
Users can access, print, download, and/or save these Terms and Conditions at any time by using the Terms & Conditions link on the Syncflow.com website.
§ 1 SUBJECT
- Syncflow.com is a music service that allows Users who want to licence music (in the broadest sense, hereinafter referred to as “Track(s)”) for Film, TV, Advertising and Interactive (“Requesting User”) to get in contact with Users who offer Tracks and to organise previously submitted Tracks. The Requesting User can get in contact with a User (who offers Tracks) by posting licensing requests on the platform (collectively referred to as “Requests”). Other Users (who offer Tracks) that are: (a) invited by the Requesting User or (b) Users legitimated by Syncflow.com (“Third Party User”) can submit Tracks to these Requests (collectively the “Responding User”).
- Third Party Users are Users legitimated by Syncflow.com. These Users can either submit Tracks directly or indirectly via Syncflow.com or Tracksandfields.com staff (in which case the Tracks by these Third Party Users are marked as “recommendations”).
- Syncflow.com offers the following options for Requesting Users:
- to create and use an account for a free private forum (hereinafter referred to as “Free Account(s)”) with limited functionality;
- to create and use an account for a paid private forum for setting up Requests, managing music projects and organising submitted Tracks (hereinafter referred to as “Premium Account(s)”).
- Details about the applicable fees for Premium Accounts are set forth on the Syncflow.com website and can be reviewed here. The fees listed are binding and any payments for Premium Accounts shall be due immediately upon creation of a Premium Account. We are entitled to deliver invoices and payment reminders to Users of Premium Accounts by email, in particular by adressing the email address belonging to the Premium Account of such Users. Upon written request (email sufficient) by the respective User, such invoices are available for the User to download from Syncflow.com for a period of one year from the date of invoicing. Payments can be made using various payment methods available on Syncflow.com. If we are unable to collect any fees for the usage of a Premium Account due to insufficient funds, the respective User shall bear all costs arising from the default of payment (including but not limited to bank charges, etc.) in case the User is responsible for these costs.
- The User acknowledges and accepts that Syncflow.com provides a platform to manage and organise Requests and music projects as well as submitted Tracks. For submissions of Third Party Users Syncflow.com supervises the process of finding and licensing music (and/or adjacent rights) of Responding Users to Requesting Users. In the course of doing so, Syncflow.com can (but not necessarily needs to) become a contracting party of Users. Apart from that, Syncflow.com does not take part in any communication between Users. When Users enter into agreements with each other by using Syncflow.com, but without involvement (in terms of supervision) of Syncflow.com, we shall not be a contracting party of such agreements, and the respective Users are solely responsible for the execution and performance of such agreements. In those cases we shall also in no event be held liable for Users being unable to contact each other by using Syncflow.com regarding such agreements, or any breach of contract regarding the aforementioned agreements between Users.
- When responding to a Request, the Responding User is expressing to the Requesting User that he is willing to enter into a licensing agreement based on the given terms for the given project. Responding to a Request does not automatically mean that the Responding User has already consented to the final licensing agreement. Once a Track is chosen to be licensed, the Requesting User can offer a licensing agreement that may or may not include additional terms to the Responding User. The Responding User is solely responsible (and shall be solely held liable) for making sure that all parties/third parties holding any rights to the respective Track have given their approval to and/or are entering (directly or via proxy) the licensing agreement, meaning that the execution of such agreement will in no case violate any party’s/third party’s rights to the respective Track.
- For the avoidance of any doubts, it it understood between Syncflow.com and all Users that no licensing agreement for any Track will come into effect before every rightsholder regarding the Track has agreed to the final terms of such agreement. The Responding User shall be solely held liable for any damages to any party/third party arising from him culpably entering or arranging a licensing agreement without the consent of any and all rightsholders regarding the Track.
- In case a Track is being licensed which is not taken from the Requesting User's network and has been introduced to the Requesting User by Syncflow, such license may be subject to an additional commission.
- Any use of services and Content found on Syncflow.com beyond the scope of options expressly provided by us requires our prior written consent in each instance.
§ 1a DEFINITION OF MEDIA USAGE
The following definitions for media usage as referred to in the Requests shall apply, unless otherwise stated.
- TV: The TV usage shall include all rights necessary to make the Track (as part of the production) available to an audience (limited audience or general public) by television broadcasting. It includes all methods for transmission and receipt of TV signals now known or hereinafter devised, including, but not limited to terrestrial, cable, satellite, telephone networks, electronic networks, IPTV, digital/analogue, high definition, unencrypted/encrpted signals. Broadcasting can be done via commercial or public parties/entities, for profit or non-profit purposes and irrespective of how the legal relationships between senders and receivers are structured (e.g. Pay-per-view, monthly fee, free of charge etc.). The TV usage also includes all rights necessary to record and make reproductions of such broadcasts and to archive such reproductions.
- Internet: The Internet usage shall include all rights necessary to make the Track (as part of the production) available to an audience (limited audience or general public) by internet and any other electronic communications networks by all technical means, including in particular – but not limited to – internet protocol (IP). This includes linear as well as on-demand transmission. The Internet usage shall further include all rights necessary to use the Track (as part of the production) for streaming, regardless of whether such use is gratuitous or non-gratuitous, profit or non-profit, to store the Track (as part of the production) in any kind of online databases and electronic communications networks and to exploit the Track in any kind of interactive online services and systems, including online video portals such as Youtube and social network websites such as Facebook, regardless of the actually used data transmission methods and regardless of the type of data storage of the service (e.g. interim storage, permanent storage, simultaneous performances, on-demand performances). The Internet usage shall further not be limited to any particular devices receiving such signals. However, the Internet usage does not include the right(s) to making the Track on its own (without the production) available for download.
- Theatrical: The Theatrical usage shall include all rights necessary to make the Track (as part of the production) available to an audience (for profit or non-profit) in motion picture theaters and other places of public performance where motion pictures are being shown (including the right to transfer the the Track (as part of the production) to such places/theaters for the purpose of public performance of the production). The Theatrical usage further includes all rights necessary to use the Track in-context not only within the production, but also for all trailers, promotional films, television and radio spots, clips and excerpts of said production or any version thereof.
- Videogram: The Videogram usage shall include all rights necessary to reproduce the Track (as part of the production) in/on audiovisual devices whether now known or hereinafter devised, including, but not limited to, VHS, DVD and Blue-Ray.
- Point of sale (POS): The POS usage shall include all rights necessary to make the Track (as part of the production) available (for profit or non-profit) by any technical means now known or hereinafter devised to an audience at the physical location (of any type) where the purchase transaction of the advertised product or service occurs. Physical locations can be supermarkets, outlet stores, branded promotion stands etc. Online locations shall not count as physical locations in the aforementioned sense. The POS usage shall further include the right to create copies of the Track (as part of the production) in order to make it available to an audience at the point of sale.
- Trade show/Event: The Trade Show/Event usage shall include all rights necessary to make the Track (as part of the production) available (for profit or non-profit) by any technical means now known or hereinafter devised to an audience at public exhibitions or dedicated events such as (including but not limited to) trade fairs, industry gatherings, public viewing, internal or corporate events etc.
- Radio: The Radio usage shall include all rights necessary to make the Track (as part of the production) available to an audience (limited audience or general public) by radio broadcasting. It includes all methods for transmission and receipt of radio signals now known or hereinafter devised, including, but not limited to terrestrial, cable, satellite, telephone networks, electronic networks, Internet protocol, digital/analogue, high definition, unencrypted/encrpted signals. Broadcasting can be done via commercial or public parties/entities, for profit or non-profit purposes and irrespective of how the legal relationships between senders and receivers are structured (e.g. Pay-per-view, monthly fee, free of charge, etc.). The Radio usage also includes all rights necessary to record and make reproductions of such broadcasts and to archive such reproductions.
- Digital out of home: The Digital out of home usage shall include all rights necessary to make the track (as part of the production) available (for profit or non-profit) by any technical means now known or hereinafter devised to an audience via any type of screens and billboards (outdoor or indoor) at public places, such as (including but not limited to) airports, train stations, restaurants, underpasses etc.
- All: All refers to any and all kinds of media usage now known or hereafter devised, including – but not limited to – all of the abovementioned media usage.
For the avoidance of any doubts it is understood between all Users and Syncflow.com that in order to exercise a certain type of media usage, the licensee has the right to synchronise the Track with other audiovisual works and if necessary adapt the Track to fit in with the production (e.g. shorten the Track, transcode it into a different format, normalize it, make necessary copies of it, etc.) as well as all clipping, promotion and advertising rights regarding the production that includes the licensed Track.
§ 2 REGISTRATION
- Users have to register to enjoy all functions and services of Syncflow.com. For registration on Syncflow.com a User has to submit both a valid email address and a unique username. Other obligatory information is referred to in our registration form. In addition to this obligatory information the User may submit other personal details that are not mandatory for registration. For the paid private forum further valid information related to payment (such as bank details, full address) and for Requesting Users who are an enterprise additional tax information (such as tax ID, nature of business, address) needs to be submitted.
- As part of the registration process the User has to define a password for his/her account. The User is entirely and solely responsible for maintaining the confidentiality of his/her password and agrees not to use the accounts, usernames, or passwords of other Users or to disclose his/her password to any third parties. The User agrees to notify us immediately if he/she suspects any unauthorised use of his/her account or access to his/her password. The User acknowledges and accepts that if he/she shares his/her password or any other personal information with any third parties or loses control of his/her account or password, he/she is entirely and solely responsible for all actions taken in the name of his/her account according to all of our Terms and Conditions.
- Registration on Syncflow.com is only open for Users of at least 18 years of age. Users under the age of 18 are prohibited from registering to and/or using the services of Syncflow.com unless they are expressly authorised by their parent(s) or legal guardian(s) who take complete responsibility for the (online) behaviour of such User, including all legal consequences that may result from the use of Syncflow.com or any services offered in connection with Syncflow.com by the User. We are entitled to verify the identity of Users by checking official/legal documents and reserve all rights to pursue legal action against Users who misrepresent personal information or are otherwise untruthful about their identity and, if necessary, to delete or cancel accounts registered with inaccurate or incomplete information, or for any other reason.
§ 3 RATES AND FEES
- Basic registration on Syncflow.com is free. We offer, however, a number of fee–based and paid premium subscription services, options or products. If you wish to use such premium offers you must pay the required fee associated with the corresponding Premium Account, pursuant to our policies and any other applicable agreements or terms and conditions. You are responsible for paying all fees and applicable taxes associated with the respective services or products in a timely manner with a valid payment method.
- When a track from a Third Party User is licensed by a Requesting User, fees based on the announced music budget will apply. Fees payable to the Responding User and to all other rightsholders regarding the Track are stated in the Request. This may be a fix sum or a budget range. As for submissions of Third Party Users, fees payable by the Requesting User to Syncflow.com are based on the announced music budget and depend on the level of supervision, administration, handling of contract and money, creative consulting and promotion that is provided by Syncflow.com. In no event shall fees payable to Syncflow.com be higher than the payout to all rightsholders regarding the Track. Syncflow.com shall in any case receive its commission when a Track that was requested by a Requesting User and/or offered by a Third Party User is being licensed. Subsequent to a Requesting User having received a Track by a Third Party User via Syncflow.com, or to us having been assigned (via email, telephone or similar) to clearing rights in regard to particular Tracks, the Requesting User is not allowed to license the respective Track(s) directly from the Third Party User (for the respective or following project(s)) without our involvement for a period of 6 months. In case this provision is being violated, said Requesting User and Third Party User shall pay to Syncflow.com a commission fee of 20 % of any receipts arising from the licensing of the Track.
- In addition to all of the aforementioned fees, additional fees to Performance Rights Organizations (i.e. GEMA, BMI, ASCAP, PRS–MCPS or SACEM) may become due from the usage of the Track, unless expressly stated otherwise by Syncflow.com.
- Unless otherwise stated, all fees are quoted in US Dollars ("$") and include VAT. For Users based in third party countries (i.e. all countries outside the European Community (EC) according to German VAT Law (“Umsatzsteuergesetz”)) the fees quoted are net prices.
- Syncflow.com reserves the right to charge fees for certain services, options or products, and to change or discontinue free services, options or products, taking into account the legitimate interests of Syncflow.com. Syncflow.com will notify Users in the event of a specific service becoming subject to a fee in the future.
§ 4 CONTENT / INTELLECTUAL PROPERTY RIGHTS
- This website is copyright of Tracks and Fields GmbH - © 2009 - 2015 Tracks and Fields GmbH. All rights reserved.
- Users are not allowed to remove, alter or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Syncflow.com website, or related products and services. Users shall refrain from reproducing, modifying, adapting, publishing, selling, licensing or other commercial exploitation of any such materials or other Content found on or used in connection with the Syncflow.com website without our explicit prior written consent in each instance.
- We and our respective business partners own all rights, titles and interest, including all worldwide intellectual property in the Syncflow.com website, the trademarks, service marks and logos contained therein other than those submitted by Users, or other Content owned and/or controlled by any third party. Unless expressly stated otherwise by Syncflow.com, any redistribution or reproduction of the Content to any extent and in any form is prohibited without the prior written consent of the respective rightsholder. Except with our explicit prior written consent, the User may not distribute, commercially exploit, transmit, store, or display any of such Content. We are entitled to immediately terminate any Account(s) of Users who violate third party rights.
- We do not claim any general ownership rights in Content made available by Users on Syncflow.com. By making Content available on or by using Syncflow.com, the User hereby grants to us a non–exclusive, transferable, worldwide and royalty free license to use, modify, publicly perform and display, make available to the public, reproduce, and distribute such Content in perpetuity in connection with Syncflow.com. Users represent and warrant that they own and/or control all of the aforementioned rights in the Content, and that making available such Content on or by using Syncflow.com does not violate the privacy rights, publicity rights, intellectual property rights, contract rights or any other rights of any third party. The User is solely liable and responsible for paying all royalties, fees, and any other monies payable to any third party due to him/her making Content available on or by using Syncflow.com.
- All kinds of Content from Users and other third parties can be found on the Syncflow.com website(s). Other than within the scope of these Terms and Conditions, it is strictly forbidden to copy, modify, translate, publish, transmit, distribute, presenting, display, sell or exploit such Content in any other way.
- Users accept and acknowledge that any Content stored, posted, or transmitted on or by using Syncflow.com can be viewed or otherwise accessed by other Users and third parties. In this regard we are not responsible for any actions of said other Users and third parties and you agree to apply reasonable care in communicating with any other Users and third parties and to respect their rights and privacy. Users must not upload, post, email, or otherwise transmit any Content containing viruses or any other computer code capable of interrupting, destroying or limiting the functionality of any website(s), software or interfere with the access of other Users or any host or network. We may at our sole discretion delete any Content that according to our judgment violates these Terms and Conditions or that may be otherwise offensive, illegal or may violate the rights of any person or other third party, or may be inconsistent with applicable laws and regulations.
- If you believe that particular Content on Syncflow.com infringes intellectual property rights or other rights owned or controlled by you, please send a detailed notification of such infringement to: firstname.lastname@example.org providing the following information:
- a description of the Content which in your opinion constitutes a violation of your intellectual property rights or other rights, including its location on Syncflow.com;
- a written statement that you in good faith assume that the use of the respective Content has not been approved by you and/or other rights holder(s);
- your contact details (name, address, telephone number, email address);
- a declaration under penalty of perjury that your statements according to the above letters a. – c. are true and complete, and that you are the rights owner or authorised representative of the respective (other) rights owner(s).
Upon receipt of a proper notification of alleged infringement of intellectual property rights or other rights we will promptly use all reasonable endeavour to remove - or disable access to - the allegedly infringing Content and may terminate those accounts of infringers as described herein. To the maximum extent permitted by applicable law, we do not assume any responsibility or liability for Content generated and/or made available by Users or third parties, or for any failure to or delay in removing such Content. We further reserve the right to initiate civil or criminal claims, including but not limited to damages and compensation arising from the aforementioned infringements.
§ 5 CONDUCT
- Each User is solely responsible for his/her interactions with other Users. Syncflow.com reserves the right, but is not obliged, to settle disputes between Users.
- You agree not to post, email, or otherwise make available Content:
- that is false, misinformative, misleading, deceptive, unlawful, harmful, threatening, abusive, harassing, defamatory, libellous, pornographic, invasive of other’s privacy or harmful to minors in any way;
- that degrades, intimidates or is hateful towards others on the basis of religion, gender, sexual orientation, race, ethnicity, age or disability;
- that misrepresents your or our affiliation with a third party, or includes personal or identifying information about another person without that person’s explicit consent;
- that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party, or that you do not have a right to make available under any law or under contractual or fiduciary relationships;
- that constitutes or contains unsolicited commercial advertisement (e.g. affiliate marketing, junk mail, etc.), or any form of advertising or solicitation (incl. links to commercial services or websites) in areas of Syncflow.com that are not designated for such purposes;
- that advertises any legal or illegal service or the sale of any items that are or are not prohibited or restricted by any applicable law, including without limitation items the sale of which is prohibited or regulated under German law;
- that contains software viruses or any other computer code, files or programs capable of interrupting, destroying or limiting the functionality of any software or hardware or other equipment;
- that disrupts/overloads data flow on the Syncflow.com website due to an excessive amount of data volume or otherwise negatively affects other Users’ possibilities to use Syncflow.com;
- that uses/embodies misleading email addresses or forged headers or otherwise manipulated identifiers and is therefore suitable to disguise the origin of Content on Syncflow.com.
- contact, stalk or otherwise harass anyone who has asked not to be contacted, or make unsolicited contact with anyone for commercial purposes outside the scope of the Syncflow.com website and/or these Terms and Conditions;
- collect personal or any other information about Users for commercial or unlawful purposes;
- use automated means, including spiders, robots, crawlers, etc.;
- attempt to gain unauthorised access to our computer systems or engage in any activity that disrupts or impairs the functionality of the Syncflow.com website.
In addition, you agree not to:
- Users are obliged to keep emails and other messages confidential and to only make them available to third parties with explicit prior consent of the sender. This also applies to all personal and contact information such as names, telephone and fax numbers, address, etc.
- The User accepts the inclusion of advertising, also in connection with personal user profiles and artist profiles, on Syncflow.com.
- Syncflow.com is for personal use of Users only and, with exception of the intended use of Requests, may not be used in connection with commercial purposes, excluding those purposes expressly specified on Syncflow.com or within these Terms and Conditions. The presentation of musicians, artists, producers, or other music professionals (e.g. music companies, etc.) is not affected by this limitation and explicitly approved.
- Syncflow.com has at any given time the right to contact a User who created a Request to verify such User‘s identity and the information given in the Request.
- Syncflow.com has at any given time the right to restrict a User’s ability to create a Request, and to remove any Request on Syncflow.com without stating a reason for such restriction and/or removal.
- Subject to these Terms and Conditions, the User may display a link to the Syncflow.com website as long as such display is not misleading, illegal or defamatory.
§ 6 DOWNLOADS
Users may download music files offered by other Users for personal, non–commercial use only and for the purpose of verifying the suitability of a Track in terms of the intended licensing, in any case subject to these Terms and Conditions and the polices and rules that appear on the Syncflow.com website. All such downloads are licensed to the downloading User and not sold, pursuant to a limited, non–exclusive, non–transferable and non-sub-licensable license which is limited to the aforementioned purposes. For the avoidance of any doubts, Requesting Users may in no case use downloadable music files for their project(s) without having obtained the required license from the respective rightsholder(s).
§ 7 PRIVACY
- In order to use this service, Users may provide other Users and their network with their personal and/or other sensitive data. Users may at any given time determine whether or not and how such data is accessible for other Users. Users may also terminate their membership, making such data inaccessible to other Users.
- Syncflow.com is entitled to send newsletters to all Users at irregular or regular intervals to inform Users of services, offers and products in connection with Syncflow.com. Users can unsubscribe from these newsletters.
- We recognize the importance of any information provided by Users to Syncflow.com, and we shall therefore be particularly sensitive in handling such data. We shall comply with all applicable legal provisions regarding data protection (German Data Protection Act / European Data Protection Directives or other applicable data protection legislations). In particular, we shall not provide or otherwise disclose any personal data of Users to any third party without legal authorization.
§ 8 TERMINATION OF MEMBERSHIP
- Users can terminate their Free Account at any given time without cause by sending an email to email@example.com. The termination notice shall include the User’s registered name and an email address of the User which is registered on Syncflow.com. Upon termination, the User’s personal data belonging to the respective account will be deleted. We reserve the right to terminate Free Accounts of any Users at any given time without prior notification, and to delete Free Accounts of Users who have not been logged in to the Syncflow.com website for more than 365 days or who have not activated their account within 30 days after registration.
- Premium Accounts are subject to a fixed term. Users have to choose between different time periods to define the minimum term. Upon expiration of the minimum term, the term of the Premium Account will automatically be extended by a time period equal to the minimum term unless terminated within a 30 days‘ notice by the User or Syncflow.com. Termination of a Premium Account can be done by changing the account to a Free Account (this change will come into effect upon expiration of the ongoing term or any extension thereof) or by sending an email to firstname.lastname@example.org (in which case no refund shall be due regarding any credit remaining from an already paid term or any extension thereof).
- § 8 2. shall not affect the right of both parties to terminate the Premium Account for good cause. Good cause shall be considered an event that makes it unacceptable for any of both parties to hold on to the agreement, taking into account all circumstances of the individual case and reflecting both of the parties‘ interests, e.g. if:
- the User fails to comply with any applicable legal provision or breaches any obligation set forth within these Terms and Conditions;
- the User is a member of a religious sect or a denomination that is controversial in Germany, or promotes or is a member of any association under surveillance by authorities responsible for public safety or the protection of minors;
- our reputation is substantially impaired by the membership of the User;
- the User causes harm to other Users.
- Good cause as specified in § 8 3. provided and notwithstanding our right to terminate the Account, we are entitled to delete all Content posted by the User and/or prevent the User from accessing the services of Syncflow.com.
- Users shall not be entitled to claim reimbursement of any advance payments if the Account is being terminated for good cause or if we have restricted the User’s access to the services of Syncflow.com in accordance with these Terms and Conditions, or if the User has terminated the Account, unless such termination is due to a good cause which has been culpably caused by Syncflow.com.
§ 9 CONSUMERS
With regard to Users registered at Syncflow.com as consumers according to section 13 BGB (German Civil Code), e.g. for a purpose not related to commercial or professional activity, the following provisions shall apply:
- You may declare the revocation of your contractual agreement with Syncflow.com in text form (e.g. by letter, email, or the contact form available on our website) within a period of two (2) weeks following the conclusion of your contract (conclusion in that sense meaning the successful registration to Syncflow.com by setting up an Account). The revocation does not have to specify any grounds. The revocation period commences upon receipt of these instructions, but not earlier than the execution of the contract and fulfilment of our duties as per § 312c and the following BGB in conjunction with Article 246a EGBGB.
- You may revoke the agreement by sending timely notification to Tracks and Fields GmbH, Swinemünder Strasse 121, 10435 Berlin, Email: email@example.com.
- The right of revocation does not apply for contracts regarding the supply of goods produced according to the consumer’s specifications or clearly tailored to personal needs or which, by reason of their quality, are not suitable for return or may spoil quickly or whose expiration date would be exceeded, or for the delivery of audio or video recordings or of software where the seal on the data carriers has been broken by the consumer, or for the delivery of newspapers, periodicals and magazines.
- In case of a valid revocation any services and fees provided by both parties shall be returned, and any economic advantages gained (e.g. interest) are to be repaid. If you are not able to return the services rendered fully or in part, or only in a lesser form, you must reimburse us for the value lost. Hence you may be required to fulfil the contractual payment obligations for the time until cancellation. Both parties shall also be obliged to restore any benefits already received in accordance with the legal provisions, and issue any interest. If a User is unable or partially unable to restore the benefits, or only able to restore them in poor condition, the User must reimburse us for the corresponding value. All reimbursement obligations must be fulfilled within 30 days of the declaration of revocation.
- The User’s right of revocation expires prior to the end of the revocation period specified hereinabove if the performance of the services for which the User is registered at Syncflow.com has started with the explicit consent of the User, or if the User has already initiated services on Syncflow.com for which he has registered.
- End of revocation instruction.
§ 10 DISCLAIMER
- The liability of Syncflow.com is limited to cases of intentional and grossly negligent harm, unless in cases of bodily harm or death.
- Content will not be reviewed by Syncflow.com before it is made public and does not reflect the views and policies of Syncflow.com. We make no representations or warranties of any kind, express or implied, about the completeness, accuracy, reliability, suitability or availability with respect to the website or the information, products, services, or related graphics or other Content on the website for any purpose. Any reliance on such information is therefore strictly at your own risk. In no event will we be liable for any loss or damage, including without limitation, indirect or consequential loss or damage, or any loss or damage whatsoever arising from loss of data, money, revenue or profits arising out of or in connection with the use of Syncflow.com.
- Syncflow.com enables Users to link to other websites. Such links are provided for your convenience and to provide further information. We have no control over and responsibility for the nature, content and availability of those linked sites and the inclusion of any link does not necessarily imply a recommendation or endorse the views expressed therein. There is also no guarantee for the transmission of information, files, data, software, emails and other messages. Moreover, Syncflow.com rejects any guarantee or promise for certain results from the use of the website and links.
- This website undergoes constant changing and updating. While every effort is made to keep the website up and running smoothly, we take no responsibility and will not be liable for the website being temporarily unavailable due to technical issues. In any event we shall always be entitled to terminate the operation of some or all Syncflow.com services with or without stating a reason.
- Syncflow.com is also not responsible for any Content submitted by Users. All such Content posted on or by using Syncflow.com is the sole responsibility of the respective User and we shall not be liable for any errors or omissions with regard to any Content. Syncflow.com may only be responsible for Content uploaded by us or our employees. Notwithstanding the foregoing, in no event are we responsible for any incorrect or inaccurate Content posted by Users and/or other third parties on this website or in connection with the services of Syncflow.com, regardless whether caused by Users or by any of the equipment or programming associated with or utilised for services of Syncflow.com.
- We do not assume any guarantee or liability for any loss or damage whatsoever that may be caused by data, related codes, and other information on Syncflow.com or on any external website linked to/from it. We also make no warranty or representation as to the quality, suitability or completeness of any of the Content contained on the Syncflow.com website or any offer in connection with Syncflow.com and hereby disclaim all warranties, liabilities and representations with regard to the same, including all warranties, liabilities and representations of merchantability, fitness for purpose, title and non–infringement. The entire risk arising out of the use of Syncflow.com and all services remains at all times with the User.
- Syncflow.com does not accept any responsibility for advertisements hosted on this website or within the Syncflow.com services of third parties, and/or for the goods or services included in these advertisements.
§ 11 INDEMNITY
- As a condition of access and registration to Syncflow.com, the User agrees to indemnify and hold Syncflow.com, its subsidiaries, affiliates, and their respective officers, agents, partners and employees, free and harmless from any loss, liability, claim or demand or damage of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, including reasonable attorneys’ fees, made by any third party due to or arising from the User’s use of Syncflow.com and/or services in violation or breach of these Terms and Conditions.
- The User particularly guarantees to keep Syncflow.com, its employees, partners, agents or other authorised persons acting on behalf of Syncflow.com free from any harm or of any liability and all obligations, expenses and claims which are arising from damage due to insult, libel, violation of personal rights, because of the unavailability of services for other Users, infringement of intellectual property or other rights. This also applies to the cost to prevent such claims.
- Users acknowledge and accept that we cannot be held responsible or liable for anything that occurs or results from accessing or subscribing/registration to Syncflow.com.
§ 12 JURISDICTION AND APPLICABLE LAW
- In case of any dispute arising in connection with Syncflow.com the User agrees that the dispute shall be governed by the laws of Germany, without regard to conflict of law provisions. Exclusive personal jurisdiction and venue shall be – if so permitted by law – the applicable courts of Berlin, Germany.
- These Terms and Conditions are accepted by the User of Syncflow.com and failure to exercise or enforce any right or provision of the Terms and Conditions shall not constitute a waiver of such right or provision. These Terms and Conditions operate to the fullest extent permissible by law. If any provision herein is unlawful, void or unenforceable, that specific provision is deemed severable from the rest of the Terms and Conditions, and does not affect the validity or enforceability of any of the remaining provisions.
Syncflow.com may change these Terms & Conditions at any time without stating reasons. In this case, Users will be informed about the changes via email (Information Email) at least 2 weeks before the changed Terms & Conditions come into effect. The changes are considered accepted if the User does not object to them in writing (via email) within 2 weeks after receipt of the Information Email. Syncflow.com will specify the meaning of this two weeks time limit in the Information Email separately.
THE USE OF THIS WEBSITE IS PROHIBITED IN COUNTRIES WHERE ANY PARTS OF THESE TERMS AND CONDITIONS ARE INVALID ACCORDING TO LOCAL LAW, WITHOUT LEADING TO THE ENTIRE OR PARTIAL INVALIDITY OF THE TERMS AND CONDITIONS. I HAVE READ THE TERMS AND CONDITIONS AND AGREE TO ALL OF THE PROVISIONS CONTAINED ABOVE.