Effective Date: March 27, 2017
PLEASE READ THE TERMS AND CONDITIONS AGREEMENT (“AGREEMENT“) CAREFULLY. THIS AGREEMENT IS A LEGAL CONTRACT BETWEEN YOU (“USER“) AND NITRO KIDDIES (“NITRO KIDDIES,” “COMPANY,” “WE,” OR “US“). By accessing or using any website with an authorized link to this Agreement (“Website“), registering an account or accessing or using any content, information, services, features or resources available or enabled via the Website (collectively with the Website, the “Services“), clicking on a button or taking another action to signify your acceptance of this Agreement, you: (1) agree to be bound by this Agreement and any future amendments and additions to this Agreement as published through the Services; (2) represent you are of legal age in your jurisdiction of residence to form a binding contract; and (3) represent that you have the authority to enter into this Agreement personally and, if applicable, on behalf of any company, organization or other legal entity on whose behalf you use the Services. Except as otherwise provided herein, if you do not agree to be bound by this Agreement, you may not access or use the Services. Your use of the Services is also subject to any additional terms, conditions and policies that we separately post on the Services (“Supplemental Terms“) which are incorporated by reference into this Agreement. Some of the specialized features and tools accessible through our Services are provided by third-party companies pursuant to their own separate Terms of Service (“Third-Party Terms”) that differ from ours. By using such third-party features and tools, you agree that your relationships with the third-party service providers will be governed by the applicable Third-Party Terms.
Nitro Kiddies reserves the right to modify this Agreement or its policies relating to the Services at any time, effective upon posting of an updated version of this Agreement or any applicable Supplemental Terms on the applicable Services. You should regularly review this Agreement, as your continued use of the Services after any such changes constitutes your agreement to such changes.
1. Registration. When registering an account for the Services (“Account“), you agree to provide only true, accurate, current and complete information requested by the registration form (the “Registration Data“) and to promptly update the Registration Data thereafter as necessary. You represent that you are not barred from using the Services under any applicable law and that you will be responsible for all activities that occur under your Account. You agree to monitor your Account to restrict its use by minors and other unauthorized users and agree not to share your Account or password with anyone. You further agree to notify Nitro Kiddies immediately of any unauthorized use of your password or any other breach of the security of your Account and to exit from your Account at the end of each session. You agree not to create an Account using a false identity or alias or if you previously have been banned from using any of the Services. You further agree that you will not maintain more than one Account for the same Nitro Kiddies service at any given time. Nitro Kiddies reserves the right to remove or reclaim any usernames at any time and for any reason. You acknowledge and agree that you have no ownership or other property interest in your Account and that all rights in and to your Account are owned by and inure to the benefit of Nitro Kiddies.
2. Order Process (when applicable) 2.1 Order Acceptance. Each part of any order that you submit to Nitro Kiddies constitutes an offer to purchase. If you do not receive a message from Nitro Kiddies confirming receipt of your order, please contact our Customer Service department before re-entering your order. Nitro Kiddies confirmation of receipt of your order does not constitute Nitro Kiddies acceptance of your order. Nitro Kiddies is only deemed to have accepted your order once (i) the product(s) you ordered (each, a “Product“) have been shipped (if the Product is a one-time order) or (ii) the initial Product for a subscription has been delivered (if the Product is subject to a subscription for the delivery of periodicals or other tangible goods) or (iii) you are granted access to the paid content or resources of a Product consisting of a digital subscription or membership). 2.2 Order Issues. Although we strive to accept all valid orders, Nitro Kiddies reserves the right to deny any order for any reason, including if: (i) we discover an error in pricing and/or other information about the Product or receive insufficient or erroneous billing, payment, and/or shipping information, (ii) we suspect an order has been placed using stolen payment card information or otherwise appears to be connected to fraud, or (iii) the ordered Product is unavailable due to discontinuance or otherwise. We may also refuse any order that is connected with a previous payment dispute. 2.3 Order Cancellation. If any Product is discontinued or otherwise becomes unavailable, Nitro Kiddies reserves the right to (i) cancel your order and provide you a refund for the amount paid for the Product (if the Product is a one-time order), (ii) substitute the Product with a similar Product (if the Product is subject to a subscription) or (iii) issue you a pro rata refund. 2.4 Restrictions on Resale. To protect the intellectual property rights of Nitro Kiddies and its licensors and suppliers, any resale of Products for personal and/or business profit is strictly prohibited. Nitro Kiddies reserves the right to decline any order that we deem to possess characteristics of reselling.
3. Fees and Purchase Terms (when applicable) 3.1 Payment.You agree to pay all fees or charges to your Account in accordance with the fees, charges and billing terms in effect at the time a fee or charge is due and payable. You also agree to pay all applicable taxes. You must provide Nitro Kiddies with valid payment information in connection with your orders. By providing Nitro Kiddies with your payment information, you agree that (i) Nitro Kiddies is authorized to immediately invoice your Account for all fees and charges due and payable to Nitro Kiddies hereunder, (ii) Nitro Kiddies is authorized to share any payment information and instructions required to complete the payment transactions with its third-party payment service providers (e.g., credit card transaction processing, merchant settlement, and related services), and (iii) no additional notice or consent is required for the foregoing authorizations. You agree to immediately notify Nitro Kiddies of any change in your payment information. Nitro Kiddies reserves the right at any time to change its prices and billing methods. If payment cannot be charged to your payment card or your payment is returned for any reason, Nitro Kiddies reserves the right to either suspend or terminate your access to the upaid-for services. 3.2 Automatic Renewal.If your order is subject to automatic renewal, you will be notified during the order process. The automatic renewal and cancellation terms provided during the order process are hereby incorporated into this Agreement. 3.3 Refunds. Except as set forth in Section 2.3 or in any separate refund policy posted on the Services, all fees are non-refundable. 3.4 Discounts, Promo Codes and Premium Offers. We may, in our sole discretion, create discounts and promotional codes that may be redeemed for credit in your Account, or other features or benefits, subject to any additional terms that we establish on a per promotional code basis (“Promo Codes“). Promo Codes may only be used once per person. Only Promo Codes sent to you through official Nitro Kiddies communications channels are valid. You agree that Promo Codes: (i) must be used for the intended audience and purpose, and in a lawful manner; (ii) may not be duplicated, sold, or transferred in any manner, or made available to the general public (whether posted to a public forum or otherwise), unless expressly permitted by us; (iii) may be disabled by us at any time for any reason without liability to us; (iv) may only be used pursuant to the specific terms that we establish for such Promo Code; (v) are not redeemable for cash; and (vi) may expire prior to your use. From time to time, we may offer special promotions (such as free premiums with purchase), associated with some of our products or Services. All promotional offers, inlcuding premium offers, may be discontinued at any time, without prior notice, at our discretion and are only available while supplies last or for the duration noted. Unless otherwise stated in the offer, shipment of premium items may take 6-12 weeks and shipping fees may apply.
4. User Content. 4.1 Responsible Party for Content. You acknowledge that all content is the sole responsibility of the party from whom such content originated. This means that each User is entirely responsible for all content that that User makes available through the Services, or otherwise provided to Nitro Kiddies, whether online or offline and whether or not solicited by Nitro Kiddies (“User Content“). Nitro Kiddies has no obligation to pre-screen any content. You use all User Content and interact with other Users at your own risk. Without limiting the foregoing, Nitro Kiddies reserves the right in its sole discretion to pre-screen, refuse, or remove any content. Nitro Kiddies shall have the right to remove any content that violates this Agreement or is otherwise objectionable. 4.2 Ownership of Your Content. Nitro Kiddies does not claim ownership of any User Content you make available on the Services (“Your Content“). However, when you as a User post or publish Your Content on or in the Services, you represent that you have all of the necessary rights to grant Nitro Kiddies the license set forth in Section 4.3. Except with respect to Your Content, you agree that you have no right or title in or to any content that appears on or in the Services. 4.3 License to Your Content. Subject to any applicable Account settings that you select, you grant Nitro Kiddies, and anyone authorized by Nitro Kiddies, an irrevocable, nonexclusive, perpetual, worldwide, royalty-free right and license to use, copy, display, publicly perform, transmit, modify, publish, distribute, make derivative works of, sublicense, and otherwise commercially and non-commercially exploit and use Your Content (in whole or in part) in any manner or medium now existing or hereafter developed (including print and electronic storage) and for any purpose. The foregoing grant includes the right to exploit any proprietary rights in Your Content, including, but not limited to, under copyright, trademark, trade secret, patent or other intellectual property laws that exist in any relevant jurisdiction. In connection with the exercise of these rights, you grant Nitro Kiddies, and anyone authorized by Nitro Kiddies, the right to identify you as the author of Your Content by name, email address or screen name, as we deem appropriate. You will not receive any compensation of any kind for the use of Your Content. Note that other Users and Nitro Kiddies may search for, see, use, modify and reproduce any of Your Content that you submit to any “public” area of the Services. 4.4 Ratings and Reviews. Ratings and reviews posted by Users on our Services are User Content that is not endorsed by Nitro Kiddies and does not represent the views of Nitro Kiddies. Nitro Kiddies does not assume liability for ratings and reviews or for any claims for economic loss resulting from such ratings and reviews. Because we expect Users to maintain a high level of integrity with respect to ratings and reviews posted through the Services, you agree: (i) to base any rating or review you post only on your first-hand experience with the applicable business, product, or service; (ii) you will not provide a rating or review for any business, product, or service with respect to which you have a competitive, ownership or other economic interest, employment relationship or other affiliation; (iii) you will not submit a rating or review in exchange for payment or other benefits from any individual or entity; and (iv) your review will comply with the terms of this Agreement. If we determine, in our sole discretion, that any rating or review could diminish the integrity of the ratings and reviews, we may exclude such User Content without notice. 4.5 Other Restrictions on User Conduct. You agree not to use the Services for any purpose prohibited by this Agreement or by applicable law. You shall not (and shall not permit any third-party to) (a) take any action or (b) make available any content on or through the Services that: (i) infringes any patent, trademark, trade secret, copyright, right of publicity or other right of any person or entity; (ii) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, obscene, offensive, or profane; (iii) constitutes unauthorized or unsolicited advertising, junk or bulk e-mail; (iv) involves commercial activities and/or sales without Nitro Kiddies prior written consent, such as contests, sweepstakes, barter, advertising, or pyramid schemes; or (v) impersonates any person or entity, including any employee or representative of Nitro Kiddies.
5. Feedback. You agree that your submission of any ideas, suggestions, documents, and/or proposals to Nitro Kiddies (“Feedback“) is at your own risk and that Nitro Kiddies has no obligations with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to Nitro Kiddies the right to use any Feedback in any way at any time without any additional approval or compensation.
6. Ownership of and License to Use Nitro Kiddies website. 6.1 Use of the Services. Except with respect to User Content, Nitro Kiddies and its suppliers own all rights, title and interest in the Services. The Services are protected by copyright and other intellectual property laws throughout the world. Subject to this Agreement, Nitro Kiddies grants you a limited license to use the Services solely for your personal non-commercial purposes. Any future release, update or other addition to the Services shall be subject to this Agreement. Nitro Kiddies, its suppliers and service providers reserve all rights not granted in this Agreement. 6.2 Trademarks. Nitro Kiddies name and other related graphics, logos, service marks and trade names used on or in connection with the Services are the trademarks of Nitro Kiddies and may not be used without permission in connection with any third-party products or services. Other trademarks, service marks and trade names that may appear on or in the Services are the property of their respective owners. You will not remove, alter or obscure any copyright notice, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services.
7. Restrictions on Use of Services. The rights granted to you in this Agreement are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit the Services or any portion of the Services; (b) you shall not frame or use framing techniques to enclose any trademark, logo or Services (including images, text, page layout or form) of Nitro Kiddies; (c) you shall not use any metatags or other “hidden text” using Nitro Kiddies name or trademarks; (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the Services except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not use any manual or automated software, devices or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools or the like) to “scrape” or download data from the Services (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Website for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials); (f) you shall not access the Services to build a similar or competitive website, application or service; (g) except as expressly stated herein, no part of the Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; (h) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in the Services; (i) you shall not interfere with or attempt to interfere with the proper functioning of the Services or use the Services in any way not expressly permitted by this Agreement; and (j) you shall not attempt to harm our Services, including but not limited to, by violating or attempting to violate any related security features, introducing viruses, worms, or similar harmful code into the Services, or interfering or attempting to interfere with use of the Services by any other user, host or network, including by means of overloading, “flooding,” “spamming,” “mail bombing”, or “crashing” the Services. Any unauthorized use of the Services terminates the licenses granted by Nitro Kiddies pursuant to this Agreement.
8. Third-Party Links. The Services may contain links to third-party services such as third party websites, applications, or ads (“Third-Party Links“). When you click on such a link, we will not warn you that you have left the Services. Nitro Kiddies does not control and is not responsible for Third-Party Links. Nitro Kiddies provides these Third-Party Links only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to them, or any content, products or services accessible through such links. Your use of all Third-Party Links is at your own risk.
9. Indemnification. You agree to indemnify and hold Nitro Kiddies and its officers, directors, employees, agents, representatives, partners and licensors of each harmless from any damages, losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of any claims concerning: (a) Your Content; (b) your misuse of the Services; (c) your violation of this Agreement; (d) your violation of any rights of another party, including any Users; or (e) your violation of any applicable laws, rules or regulations. Nitro Kiddies reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Nitro Kiddies in asserting any available defenses. You agree that the provisions in this section will survive any termination of your Account, this Agreement or your access to the Services.
10. Disclaimer of Warranties and Conditions. YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF THE SERVICES AND ANY PRODUCTS OFFERED THROUGH THE SERVICES IS AT YOUR SOLE RISK, AND THE SERVICES AND ANY PRODUCTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NITRO KIDDIES EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT ARISING FROM USE OF THE SERVICES AND PRODUCTS. NITRO KIDDIES MAKE NO WARRANTY, REPRESENTATION OR CONDITION THAT: (1) THE SERVICES OR ANY PRODUCTS WILL MEET YOUR REQUIREMENTS OR (2) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE. IF YOU RELY ON ANY DATA OR INFORMATION OBTAINED THROUGH OUR PRODUCTS OR SERVICES, YOU DO SO AT YOUR OWN RISK. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE OR LOSS THAT RESULTS FROM YOUR USE OF SUCH DATA OR INFORMATION. OUR PRODUCTS AND SERVICES ARE PROVIDED WITH THE UNDERSTANDING THAT NITRO KIDDIES AND ITS USERS ARE NOT ENGAGED IN RENDERING LEGAL, MEDICAL, COUNSELING OR OTHER PROFESSIONAL SERVICES OR ADVICE. OUR PRODUCTS AND SERVICES ARE NO SUBSTITUTE FOR PROFESSIONAL SERVICES OR ADVICE. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE FOREGOING DISCLAIMERS, EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
11. Limitation of Liability. 11.1 Disclaimer of Certain Damages. TO THE FULLEST EXTENT PERMITTED BYAPPLICABLE LAW, NITRO KIDDIES SHALL NOT BE LIABLE FOR ANY LOSS OF PROFITS OR REVENUE OR FOR INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY, SPECIAL OR CONSEQUENTIAL DAMAGES, OR DAMAGES OR COSTS DUE TO LOSS OF DATA, PRODUCTION, OR USE, BUSINESS INTERRUPTION OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, WHETHER OR NOT NITRO KIDDIES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 11.2 Cap on Liability. UNDER NO CIRCUMSTANCES WILL THE TOTAL AGGREGATE AMOUNT THAT NITRO KIDDIES ARE LIABLE TO YOU EXCEED THE GREATER OF (A) THE TOTAL AMOUNT ACTUALLY PAID TO NITRO KIDDIES BY YOU DURING THE TWELVE-MONTH PERIOD PRIOR TO THE ACT, OMISSION OR OCCURRENCE GIVING RISE TO SUCH LIABILITY, (B) THE REMEDY OR PENALTY IMPOSED BY THE STATUTE OR REGULATION UNDER WHICH SUCH CLAIM ARISES, OR (C) FIVE THOUSAND RUPEES (INR 5000). THE FOREGOING CAP ON LIABILITY SHALL NOT APPLY TO LIABILITY OF NITRO KIDDIES AFFILIATE’S FOR (X) DEATH, TANGIBLE PROPERTY DAMAGE, OR PERSONAL INJURY CAUSED BY NITRO KIDDIES GROSS NEGLIGENCE OR FOR (Y) ANY INJURY CAUSED BY A NITRO KIDDIES’s AFFILIATE’S FRAUD OR FRAUDULENT MISREPRESENTATION. 11.3 User Content and Settings. NITRO KIDDIES ASSUME NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MIS-DELIVERY OR FAILURE TO STORE ANY CONTENT, USER COMMUNICATIONS OR PERSONALIZATION SETTINGS. 11.4 Basis of the Bargain. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN NITRO KIDDIES AND YOU.
12. Procedure for Making Claims of Copyright Infringement. If you believe content posted on the Services infringes your copyright rights, please provide our Copyright Agent with the following information: (1) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (2) a description of the copyrighted work that you claim has been infringed; (3) a description of the location on the Services of the material that you claim is infringing; (4) your address, telephone number and e-mail address; (5) a written statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and (6) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. Correspondence to our Copyright Agent regarding notice of claims of copyright infringement should be addressed to: firstname.lastname@example.org
13. Termination. At its sole discretion, Nitro Kiddies may modify or discontinue the Services, or may modify, suspend or terminate your access to the Services, for any reason, with or without notice to you and without liability to you or any third party. In addition to suspending or terminating your access to the Services, Nitro Kiddies reserves the right to take appropriate legal action, including without limitation pursuing civil, criminal or injunctive redress. Even after your right to use the Services is terminated, this Agreement will remain enforceable against you and unpaid amounts you owe to Nitro Kiddies for Products purchased will remain due.
14. International Users. The Services are controlled and offered by Nitro Kiddies from its facilities in Bangalore, India. Nitro Kiddies makes no representations that the Services are appropriate or available for use in other locations. Those who access or use the Services from other countries do so at their own volition and are responsible for compliance with local law.
15. General Provisions. 15.1 Electronic Communications. The communications between you and Nitro Kiddies use electronic means, whether you visit the Services or send Nitro Kiddies e-mails, or whether Nitro Kiddies posts notices on the Services or communicates with you via e-mail. For contractual purposes, you (1) consent to receive communications from Nitro Kiddies in an electronic form; and (2) agree that all terms and conditions, agreements, notices, disclosures, and other communications and documents that Nitro Kiddies provides to you electronically will have the same legal effect that such communications or documents would have if they were set forth in “writing.” The foregoing sentence does not affect your statutory rights. 15.2 Assignment. This Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without Nitro Kiddies prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. 15.3 Force Majeure. Nitro Kiddies shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials. 15.4 Questions, Complaints, Claims. If you have any questions, complaints or claims with respect to the Services, please contact email@example.com or using the contact information available on the Services. We will do our best to address your concerns. 15.5 Exclusive Venue. To the extent the parties are permitted under this Agreement to initiate litigation in a court, both you and Nitro Kiddies agree that all claims and disputes arising out of or relating to this Agreement will be litigated exclusively in the courts of Bangalore, India. 15.6 Governing Law. THIS AGREEMENT AND ANY ACTION RELATED THERETO WILL BE GOVERNED AND INTERPRETED BY AND UNDER THE LAWS OF INDIAN IT ACT,CONSISTENT WITH THE LAWS ENACTED BY THE GOVERNMENT OF INDIA, WITHOUT GIVING EFFECT TO ANY CONFLICT OF LAW OR OTHER PRINCIPLES THAT PROVIDE FOR THE APPLICATION OF THE LAW OF ANOTHER JURISDICTION. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS DOES NOT APPLY TO THIS AGREEMENT. 15.7 Notice. Where Nitro Kiddies requires that you provide an e-mail address, you are responsible for providing Nitro Kiddies with your most current e-mail address. In the event that the last e-mail address you provided to Nitro Kiddies is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by this Agreement, Nitro Kiddies dispatch of the e-mail containing such notice will nonetheless constitute effective notice. 15.8 Waiver. Any waiver or failure to enforce any provision of this Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion. 15.9 Entire Agreement. This Agreement is the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.