Terms and Conditions
GENERAL TERMS AND CONDITIONS
Please read through the following terms and conditions carefully prior to using either the Klipr.io Site or its Services. Your use of the Site and Klipr.io Services constitutes agreement to these terms and conditions as a legally binding agreement between you and Kaizen trading as Klipr.io, as well as our third-party API providers as applicable. It should be noted that it is also binding on any direct user of the Site and Services as well as on any person or entity for whose benefit the Site and Services are used. Therefore, should an agency use our Services for the benefit of a client, both agency and client shall be bound by these terms and conditions as they relate to their usage of the Site and Services.
These Services are provided only as subject to these terms of service.
These terms and conditions, as well as any other terms listed on the Site and documents contained within said terms, provide instruction as to the basis on which the Klipr.io tool suite Services and Site are operated, and provide the material and Services available through the Site.
INFORMATION ABOUT Klipr.io, OUR SITE AND OUR SERVICES
Kaizen Search Marketing Limited (trading as Klipr.io) is a private limited company incorporated in England and Wales under company number 08754407 with our registered office at Spaces, Citypoint, 1 Ropemaker Street, London, EC2Y 9HU. Our contact details are published on the Site.
Kaizen Search Marketing Limited (of which Klipr.io is a division) is a digital marketing company. Klipr.io’s Services are primarily focused on delivering automated coverage and SEO reports. Our Services incorporate functionality delivered by our third-party API providers. We provide our Services via the Site. In the absence of any alternative contract between us, these terms and conditions shall apply. Our Services are provided on a commercial, paid-for basis. We shall be entitled to restrict and/or charge for use of our Services in manners explained on the Site.
The Klipr.io tool suite Services are under development and will be modified over time. We and our third-party API providers may choose or need to amend, update, withdraw, replace, or add to elements of our Site and Services at any time at our sole discretion. Although we shall endeavour to keep our Site and Services available 24 hours a day, we shall not be liable if for any reason our Site or Services become unavailable for any period or at any time. By using our Site and Services, you agree that temporary interruptions of the Site and Services may occur, and access may be dependent on equipment available, whether yours or third party, as well as software and communications networks – all of which are beyond our control.
The Site sets out the payment and appropriate Service structure to which you agree when entering into a subscription. By subscribing, you agree to pay the charges stated and any additional applicable terms of sale stated on the Site.
Your access to the Site and Services paid for may not commence before we receive cleared funds, and we shall be entitled to suspend or cancel any Services without further liability in the event of late payment.
Services purchased on a set subscription period
INTELLECTUAL PROPERTY AND USAGE LICENCE
All intellectual property used on and in the Site and Services are protected by copyright, trademark, patents or other intellectual property rights which shall remain with Klipr.io and/or its licensors. You shall not utilise such intellectual property except as is expressly permitted in these terms and conditions.
We allow you to retain on your computer or in print the pages of our Site where it is for your use only, or for standard purpose as laid out in your paid-for Service model. Any other adaptation, reproduction, distribution or storage is prohibited without prior written authorisation from us.
By subscribing to our Services you will be granted a limited, non-exclusive, non-transferrable, revocable, worldwide licence to use our intellectual property rights for the sole purpose of normal use of our Services in accordance with these terms and conditions until the termination of your subscription. You agree not to use any portion of our Site or Services for any other commercial purposes not laid out in the documentation provided to you.
THIRD PARTY TRADEMARKS
Where we refer to third party trademarks (for example YouTube™ or Facebook™) we do so exclusively in an editorial context and any such use shall not be construed as indicating any trade association between Klipr.io and such third parties. You shall not make any unauthorised use of third-party trademarks without their express permission.
THIRD PARTY COPYRIGHT MATERIALS
Certain functions within the Klipr.io tool suite may facilitate the aggregation, display, storage and other uses of third-party proprietary materials (including, but not limited to, APIs, data, ratings, text, images, video content and other online content).
You shall take sole responsibility for your lawful and proper usage of these third-party materials, including identifying and obtaining any requisite third-party licences at your sole cost and expense. You agree to comply with the reasonable directions of Klipr.io and/or relevant third parties regarding the usage of third-party intellectual property.
THIRD PARTY APIS
We are dependent on third-party API providers to support certain functionality within the Services. No warranties or liability is accepted for the performance of or availability of such third-party functionality.
LINKS TO THIRD PARTY SITES
Links to other sites from this Site are for the purpose of providing the Services laid out on the Site. We do not control, monitor, or verify any third-party sites or information on them, and accept no responsibility or liability in connection with your access to third-party sites linked to or referred to on this Site. Inclusion of links to other sites also does not imply any express or implied endorsement or association with the third party or their Site.
THIRD PARTY DATA
In order to provide the Service level stated, third-party data is aggregated through APIs. This is not within our control and we are unable to give warranty for the integrity or usefulness of such data. It may also be subject to third-party usage terms, including the requirement to name the third-party source or to post copyright and proprietary notices. You may not remove any such notices from third-party data without consent.
Use of any of our Services entitles us to publish the fact that you are using the Services, in accordance with honest trade practices, provided that we do not give the impression of any other association between us or imply any endorsement by you of the Site or Services. Any rights not expressly granted in these Terms and Conditions are reserved to Klipr.io.
GENERAL SITE USAGE GUIDELINES
In usage of the Site and Services provided by Klipr.io, you agree to behave lawfully and also respectfully towards Klipr.io employees and any third parties and to act in accordance with all terms, conditions, and guidelines laid out here. Your licence to use the Klipr.io Site and Services is conditional on your compliance with these guidelines, and failure to follow them may result in suspension or cancellation of your account and use of the Site and Services at any time, under our own judgment. We shall also be free to report any abuse of these terms, conditions and guidelines to any relevant third party or authority and to cooperate with any relevant investigations.
Our guidelines require that you use our Site and Services in the following manner:
- Following all applicable regulation under UK law, to which Klipr.io is accountable, and in your own location, if different
- In your own personal or business name and not under any false name or in any manner which seeks to impersonate any other person or entity
- Not to act in a way that would result in any tortious or other civil liability or otherwise be actionable at law
- Not to invade the privacy or confidentiality rights of others
- Not to infringe any third party intellectual property rights including but not limited to patents, trade marks, confidential information, copyright, passing off, or other proprietary right of any party
- Not to remove, alter or obscure any proprietary rights notices within the Services
- Not to reverse engineer, decompile, disassemble, or in any way attempt to derive the source code for Klipr.io Services, proprietary or third-party APIs, or any element of them
- Not to use the Site or Services for purposes not specified within the terms of your subscription that could be considered to be harassment, spam, or similar, or in violation of any applicable law
- Not to use or introduce software viruses or any other computer code, files, or programs that may damage or interfere with any software, hardware, or telecommunications equipment or to damage, hack or obtain unauthorised access to any third-party systems or databases
- We retain the right to suspend or stop trial accounts at our sole discretion should we feel that companies are unfairly taking advantage of our Service, for example creating new accounts at the end of the trial to avoid upgrading.
- In accordance with any other requirements we may add or change in respect of these general Site usage guidelines.
The Site and Services are provided on an “as available” and “as is” basis with no express or implied warranty. All use of the Site and Services are at your own risk and you assume sole responsibility for any results occurring as a result of using the Site and Services. Without limiting the foregoing, we provide no warranty that the Site or Services are of satisfactory quality, are fit for any specific purpose, will serve your requirements, or are error-free, accurate, secure, effective or reliable.
When agreeing to these terms and conditions you acknowledge that you have not relied on any representation, undertaking or promise given by or us or on our behalf except as expressly stated in these terms and conditions. We shall have no responsibility for any statement made, whether orally or in writing, prior to the date on which you first entered into a contract with us (unless proven to have been made fraudulently).
In addition to and without limiting your liability under these Terms and Conditions, you hereby agree to defend, indemnify and hold us harmless for all liabilities, claims, and expenses, including legal fees and costs that arise from any breach of these Terms and Conditions by you. Without limiting this indemnity, we may opt to take over conduct of our own defence of any claim or liability, in which event you will cooperate with us fully in any legal dispute or proceedings.
DURATION AND TERMINATION
These terms and conditions shall come into effect on the date on which you first visit our Site and shall continue in force for as long as you continue to visit our Site or subscribe to any of our Services, excluding where any obligations are stated to survive termination or expiry of these terms and conditions.
Your subscription to the paid plans shall expire at the end of your current stated subscription period if you have opted to cancel it, or if you have not paid to renew it. You may also terminate your subscription to any Services by requesting a deletion of your account. No refunds shall be given for any remaining time or Services in the subscription period if this termination method is selected.
We may without liability terminate or suspend your use of the Site and any Services (at the end of your current paid subscription period) with or without notice and for any reason. In the event that you are found to have breached any material provision of these Terms and Conditions, we may equally without liability terminate or suspend your access to the Site and Services with immediate effect on notice to you.
On expiry, termination or suspension for any reason your right to visit the Site and use the Services shall immediately terminate, and you acknowledge and agree that we may immediately deactivate or delete any account or subscription to the Site or Services and any of your user generated content hosted via the Site.
TRANSFER OF RIGHTS AND OBLIGATIONS
You may not assign, transfer, charge or otherwise encumber, create any trust over, or deal in any manner with these terms of service, or any right, benefit, or interest under it, nor transfer or novate without our prior written consent. Any of the foregoing without our prior written consent is void. Klipr.io may transfer, assign, charge, sub-contract or otherwise dispose of any of our rights or obligations arising under these Terms and Conditions at any time by posting a notice to this effect on the Site.
EVENTS OUTSIDE OUR CONTROL
Neither party is liable for a breach caused by an event beyond its reasonable control, including a natural disaster, disease outbreak, war, riot, terrorist action, civil commotion, malicious damage, government action, industrial action or dispute, fire, flood, storm, or failure of third party telecommunications services.
Either party’s delay or failure to enforce a term of these terms of service is not a waiver of that right and does not prevent that party from later enforcing that term or any other term.
If any term of these terms of service is found invalid, illegal or unenforceable, the rest of these terms of service remain in effect.
The words “include” and “including” are deemed to have the words “without limitation” following them. References to the singular include the plural and vice versa. References to “will” are to be construed as having the same meaning as “shall”.
These terms of service, including materials incorporated by reference, constitute the exclusive statement of agreement and understanding between the parties. These terms of service exclude all prior or contemporaneous proposals, understandings, agreements, or representations, whether oral or written about its subject matter.
You agree that no representations were made prior to entering into these terms of service and that, in entering into these terms of service, you do not rely on, and will have no remedy in respect of, any statement, representation, warranty, or understanding (whether negligently or innocently made) of any person (whether party to these terms of service or not) other than as set out in these terms of service. Nothing in these terms of service excludes or limits our liability for fraudulent misrepresentations or excludes (but these terms of service do limit) our liability for any fundamental misrepresentation.
LAW AND JURISDICTION
These terms and conditions and any non-contractual disputes arising from them are governed by English law. By using this Site and our Services, you agree that these terms and conditions and any claims or non-contractual disputes arising from them will be subject exclusively to the jurisdiction of English courts.