TABLE OF CONTENTS
1. Use of Complex System Solutions Materials
3. User Conduct
4. Fees and Purchase Terms
6. Disclaimer of Warranties
7. Limitation of Liability
8. Term and Termination
10. International Users
11. General Provisions
- Use of Complex System Solutions Materials
Pursuant to these Terms, Complex System Solutions grants you permission to access and use the Website and the Stock Library (as these terms are defined above) for your purposes, except as otherwise set forth herein. The information and content available on the Website apart from the Stock Files (collectively, the “Complex System Solutions Materials”) and the Stock Files are protected by copyright laws throughout the world. Unless otherwise specified by Complex System Solutions in a separate license, your right to use any Complex System Solutions Materials or Stock Files that you access or download through the Website or the Stock Library is subject to the Terms. Any use of the Stock Files will be governed by the Supplemental Terms in the Royalty Free License Agreement. (Please note: Stock Files may be used for commercial purposes through our Royalty Free License Agreement. Please read that document on the Website, where you will find the required pricing and terms.)
Updates. You understand that the Website and the Stock Library are evolving. As a result, Complex System Solutions may change the functionality of the Website and/or Stock Library at any time with or without notifying you. You acknowledge and agree that Complex System Solutions may update the Website, and/or the Stock Library with or without notifying you. Complex System Solutions may also discontinue a Website and/or Stock Library at any time with or without notifying you. You may need to update third party software from time to time in order to receive the Stock Library or use the Website.
Certain Restrictions. Except to the extent expressly permitted in any Supplemental Terms, the rights granted to you in these Terms are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host or otherwise commercially exploit the Website or any portion of the Website, including any Complex System Solutions Materials, (b) you shall not frame or utilize framing techniques to enclose any trademark, logo, or other Complex System Solutions Materials (including images, text, page layout or form) of Complex System Solutions; (c) you shall not use any metatags or other “hidden text” using Complex System Solutions’ name or trademarks (HORKAI Animal Training Center); (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the Complex System Solutions Materials 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 any web pages contained in the Website; (f) access the Complex System Solutions Materials in order to build a similar or competitive website or service; (g) except as expressly stated herein, no part of the Complex System Solutions Materials may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means; and (h) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in the Complex System Solutions Materials. Any future release, update or other addition to the Complex System Solutions Materials shall be subject to these Terms.
Complex System Solutions, its suppliers and service providers reserve all rights not granted in the Terms. Any unauthorized use of the Website or the Stock Library terminates the licenses granted by Complex System Solutions pursuant to the Terms.
Complex System Solutions Materials. You agree that Complex System Solutions owns all rights, title and interest in the Website, the Stock Library, the Stock Files and the Complex System Solutions Materials. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Website, the Stock Library, or the Complex System Solutions Materials.
Trademarks. Complex System Solutions and other related graphics, logos, service marks and trade names used on the Website, in the Complex System Solutions Materials or in connection with the Stock Library are the trademarks of Complex System Solutions 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 the Website, in the Complex System Solutions Materials or in connection with the Stock Library are the property of their respective owners.
Other Content. Except with respect to the license rights granted in the Terms, you agree that you have no right or title in or to any Content that appears on or in the Website, or the Stock Library.
- User Conduct
Commercial Activities. You agree that you will not, under any circumstances (except to the extent expressly authorized by these Terms and, by incorporation, the Royalty Free License Agreement) engage in any commercial activities through the Website or the Stock Library, including reproducing, duplicating, coping, selling, or exploiting for any commercial purpose any portion of the Website, Stock Library, Complex System Solutions Materials, or access to or use of the Website, Stock Library or Complex System Solutions Materials;
Permitted Commercial Use of Stock Files. (Please note: Stock Files may be used for commercial purposes through our Royalty Free License Agreement. Please read that document on the Website, where you will find the required pricing and terms.)
Unauthorized Use or Access. You agree that you will not, under any circumstances:
- Interfere or attempt to interfere with the proper functioning of the Website or the Stock Library or connect to or use the Website, the Stock Library or Complex System Solutions Materials in any way not expressly permitted by the Terms;
- Systematically retrieve data or other content from our Website, the Stock Library or Complex System Solutions Materials to create or compile, directly or indirectly, in single or multiple downloads, a collection, compilation, database, directory or the like, whether by manual methods, through the use of bots, crawlers, or spiders, or otherwise;
- Use, display, mirror or frame the Website, the Stock Library or Complex System Solutions Materials, or any individual element within the Website, the Stock Library or Complex System Solutions Materials, without Complex System Solutions’ express written consent;
- Intercept, examine or otherwise observe any proprietary communications protocol used by a client, a server or the Stock Library, whether through the use of a network analyzer, packet sniffer or other device; Make any automated use of the Website, the Stock Library or Complex System Solutions Materials, or take any action that imposes or may impose (in Complex System Solutions’ sole discretion) an unreasonable or disproportionately large load on the infrastructure for the Website, the Stock Library or Complex System Solutions Materials;
- Bypass any robot exclusion headers or other measures Complex System Solutions takes to restrict access to the Website, the Stock Library or Complex System Solutions Materials or use any software, technology or device to send content or messages, scrape, spider or crawl the Website, the Stock Library or Complex System Solutions Materials or harvest or manipulate date;
- Use, facilitate, create, or maintain any unauthorized connection to the Website, the Stock Library or Complex System Solutions Materials, including, but not limited to: (a) any connection to any unauthorized server that emulates, or attempts to emulate, any part of the Website, the Stock Library or Complex System Solutions Materials;
- Reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for any underlying software or other intellectual property used to provide the Website, the Stock Library or Complex System Solutions Materials, or to obtain any information from the Website, the Stock Library or Complex System Solutions.
- Fees and Purchase Terms
Payment. You agree to pay all fees or charges to your purchase in accordance with the fees, charges, and billing terms in effect at the time a fee or charge is due and payable. You must provide Complex System Solutions with valid credit card (PayPal, Visa, MasterCard, or any other issuer accepted by us) or other payment account that we accept (“Payment Provider”). Your Payment Provider agreement governs your use of the designated credit card or other payment account, and you must refer to that agreement and not this Agreement to determine your rights and liabilities. By providing Complex System Solutions with your credit card number or other payment account and associated payment information, you agree that Complex System Solutions is authorized to immediately invoice you for all fees and charges due and payable to Complex System Solutions hereunder and that no additional notice or consent is required. Complex System Solutions reserves the right at any time to change its prices and billing methods, immediately upon posting on the Website.
Taxes. Complex System Solutions’ fees are net of any applicable Sales Tax (except for Switzerland where applicable Sales Taxes are incorporated in the final purchase price). If any Services, or payments for any goods or services, under this Agreement are subject to Sales Tax in any jurisdiction other than Switzerland, you will be responsible for payment of such Sales Tax, and any related penalties or interest and will indemnify Complex System Solutions for any liability or expense Complex System Solutions may incur in connection with such Sales Taxes. For purposes of this Agreement, “Sales Tax” shall mean any sales tax, use tax, value-added tax, duty, and any other tax measured by sales proceeds, that Complex System Solutions is permitted to pass to you that is (a) the functional equivalent of a sales tax and (b) the applicable taxing jurisdiction does not otherwise impose a sales or use tax. Complex System Solutions may automatically charge and withhold such taxes for orders to be delivered to addresses within any jurisdictions that it deems is required. The country you indicate for subscription shall be considered your country of residence for tax purposes. If you reside in a jurisdiction where the responsibility to collect and assess taxes lies with the recipient of the service, you will appropriately self-assess for such taxes and meet all associated compliance responsibilities.
You agree to indemnify and hold Complex System Solutions and its parents, subsidiaries, and affiliates, and their respective officers, directors, employees, stockholders, partners, members, contractors, vendors, suppliers, licensors, licensees, agents and assigns (individually and collectively, “Complex System Solutions Parties”) harmless from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of: (a) your use of, or inability to use, the Website or the Stock Library; (b) your violation of the Terms; (c) your violation of any rights of another party, or (c) your violation of any applicable laws, rules or regulations. Complex System Solutions 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 Complex System Solutions in asserting any available defenses. This provision does not require you to indemnify any of the Complex System Solutions Parties for any unconscionable commercial practice by such party or for such party’s fraud, deception, false promise, misrepresentation or concealment, suppression or omission of any material fact in connection with the Website or the Stock Library. You agree that the provisions in this section will survive any termination of use of the Website or Stock Library.
- Disclaimer of Warranties
AS IS. YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF THE WEBSITE AND THE STOCK LIBRARY IS AT YOUR SOLE RISK, AND THE WEBSITE AND THE STOCK LIBRARY ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. COMPLEX SYSTEM SOLUTIONS PARTIES 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 AND NON-INFRINGEMENT.
THE COMPLEX SYSTEM SOLUTIONS PARTIES MAKE NO WARRANTY, REPRESENTATION OR CONDITION THAT: (1) THE WEBSITE OR THE STOCK LIBRARY WILL MEET YOUR REQUIREMENTS; (2) THE WEBSITE OR THE STOCK LIBRARY WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (3) THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE WEBSITE OR STOCK LIBRARY WILL BE ACCURATE OR RELIABLE; OR (4) ANY ERRORS IN THE WEBSITE OR THE STOCK LIBRARY WILL BE CORRECTED.
ANY CONTENT OR COMPLEX SYSTEM SOLUTIONS MATERIALS DOWNLOADED FROM OR OTHERWISE ACCESSED THROUGH THE WEBSITE OR THE STOCK LIBRARY IS ACCESSED AT YOUR OWN RISK, AND YOU SHALL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY OR PERSON, INCLUDING, BUT NOT LIMITED TO, YOUR COMPUTER SYSTEM AND ANY DEVICE YOU USE TO ACCESS THE WEBSITE OR THE STOCK LIBRARY, OR ANY OTHER LOSS THAT RESULTS FROM ACCESSING SUCH CONTENT.
THE SERVICES MAY BE SUBJECT TO DELAYS, CANCELLATIONS AND OTHER DISRUPTIONS. COMPLEX SYSTEM SOLUTIONS MAKES NO WARRANTY, REPRESENTATION OR CONDITION WITH RESPECT TO STOCK LIBRARY, INCLUDING BUT NOT LIMITED TO, THE QUALITY, EFFECTIVENESS, REPUTATION AND OTHER CHARACTERISTICS OF STOCK LIBRARY.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM COMPLEX SYSTEM SOLUTIONS OR THROUGH THE WEBSITE OR THE COMPLEX SYSTEM SOLUTIONS MATERIALS WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
NO LIABILITY FOR CONDUCT OF THIRD PARTIES. YOU ACKNOWLEDGE AND AGREE THAT THE COMPLEX SYSTEM SOLUTIONS PARTIES ARE NOT LIABLE FOR THE CONDUCT OF THIRD PARTIES ON THE WEBSITE AND FOR OPERATORS OF EXTERNAL SITES YOU MAY VISIT, AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU. COMPLEX SYSTEM SOLUTIONS MAKES NO WARRANTY THAT THE GOODS OR SERVICES PROVIDED BY THIRD PARTIES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. COMPLEX SYSTEM SOLUTIONS MAKES NO WARRANTY REGARDING THE QUALITY OF ANY SUCH GOODS OR SERVICES, OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY USER CONTENT OBTAINED THROUGH THE WEBSITE OR THE STOCK LIBRARY.
- Limitation of Liability
DISCLAIMER OF CERTAIN DAMAGES. YOU UNDERSTAND AND AGREE THAT IN NO EVENT SHALL THE COMPLEX SYSTEM SOLUTIONS PARTIES BE LIABLE FOR ANY INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE WEBSITE, THE STOCK LIBRARY OR THE SITE CONTENT, INCLUDING, WITHOUT LIMITATION, ANY DAMAGES RESULTING FROM LOSS OF USE, DATA, OR PROFITS, WHETHER OR NOT COMPLEX SYSTEM SOLUTIONS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE WEBSITE OR THE SERVICES, ON ANY THEORY OF LIABILITY, RESULTING FROM ANY MATTER RELATED TO THE WEBSITE OR THE STOCK LIBRARY, WHETHER BASED ON WARRANTY, COPYRIGHT, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY. THE FOREGOING LIMITATIONS OF LIABILITY APPLY TO THE FULLEST EXTENT ALLOWED BY LAW.
Information Verification. Complex System Solutions Parties may use various ways of verifying information that Users have provided. However, none of those ways are perfect, and you agree that Complex System Solutions and its suppliers will have no liability to you arising from any incorrectly verified information.
BASIS OF THE BARGAIN. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN COMPLEX SYSTEM SOLUTIONS AND YOU.
EXCLUSION OF DAMAGES AND WARRANTIES. CERTAIN JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, REPRESENTATIONS OR CONDITIONS, THE LIMITATION OR EXCLUSION OF IMPLIED WARRANTIES, OR LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY MAY LAST, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY IN FULL TO YOU. WHERE LEGISLATION IN A JURISDICTION IMPLIES IN THE TERMS ANY CONDITION OR WARRANTY THAT CANNOT BE EXCLUDED, COMPLEX SYSTEM SOLUTIONS’S LIABILITY FOR BREACH THEREOF SHALL BE LIMITED AT COMPLEX SYSTEM SOLUTIONS’S OPTION TO ONE OR MORE OF THE FOLLOWING: (1) WHERE THE BREACH OF THE CONDITION OR WARRANTY RELATES TO GOODS, THE REPLACEMENT OR REPAIR OF THE GOODS, THE SUPPLY OF EQUIVALENT GOODS OR PAYMENT OF THE COST OF DOING SO; AND (2) WHERE THE BREACH OF THE CONDITION OR WARRANTY RELATES TO SERVICES, THE SUPPLY OF SERVICES AGAIN, OR THE PAYMENT OF THE COST OF HAVING THEM SUPPLIED AGAIN.
- Term and Termination
Term. These Terms commence on the date when you accept them (as described in the preamble above) and remain in full force and effect while you use the Website or the Stock Library, unless terminated earlier in accordance with these Terms.
Termination of Services by Complex System Solutions. Complex System Solutions has the right to modify, suspend or terminate any Services provided to you at any time without or without reason. You agree that all terminations for cause shall be made in Complex System Solutions’ sole discretion.
Effect of Termination. Termination of the Stock Library includes removal of access to the Stock Library and barring of further use of the Stock Library. Upon termination of the Stock Library, your right to use the Stock Library will automatically terminate immediately. Complex System Solutions will not have any liability whatsoever to you for any suspension or termination. All provisions of these Terms which by their nature should survive, shall survive termination of the Stock Library, including without limitation, ownership provisions, warranty disclaimers, and limitation of liability.
Violations. If Complex System Solutions becomes aware of any possible violations by you of the Terms, Complex System Solutions reserves the right to investigate such violations. If, as a result of the investigation, Complex System Solutions believes that criminal activity has occurred, Complex System Solutions reserves the right to refer the matter to, and to cooperate with, any and all applicable legal authorities. Complex System Solutions is entitled, except to the extent prohibited by applicable law, to disclose any information or materials on the Website or in the Stock Library, in Complex System Solutions ‘s possession in connection with your use of the Website or the Stock Library, to (1) comply with applicable laws, legal process or governmental request; (2) enforce the Terms; (3) respond to your requests for customer service; or (5) protect the rights, property or personal safety of Complex System Solutions, its Users or the public, and all enforcement or other government officials, as Complex System Solutions in its sole discretion believes to be necessary or appropriate.
Breach. In the event that Complex System Solutions determines, in its sole discretion, that you have breached any portion of these Terms, or have otherwise demonstrated conduct inappropriate for the Website or the Stock Library, Complex System Solutions reserves the right to:
- Warn you via e-mail (to any e-mail address you have provided to Complex System Solutions) that you have violated these Terms;
- Notify and/or send Content to and/or fully cooperate with the proper law enforcement authorities for further action; and/or
- Pursue any other action which Complex System Solutions deems to be appropriate.
No Subsequent Registration. If your or ability to access the Website or the Stock Library is discontinued by Complex System Solutions due to your violation of any portion of these Terms or for conduct otherwise inappropriate, then you agree that you shall not attempt to access the Website, the Stock Library through use of a different member name or otherwise, and you acknowledge that you will not be entitled to receive a refund for fees related to those materials to which your access has been terminated.
- International Users
The Website can be accessed from countries around the world and may contain references to Services and Content that are not available in your country. These references do not imply that Complex System Solutions intends to announce such Services or Content in your country. The Website and the Stock Library are controlled and offered by Complex System Solutions from its facilities in Switzerland. Complex System Solutions makes no representations that the Website or the Stock Library are appropriate or available for use in other locations. Those who access or use the Website or the Stock Library from other jurisdictions do so at their own volition and are responsible for compliance with local law.
- General Provisions
Electronic Communications. The communications between you and Complex System Solutions use electronic means, whether you visit the Website or send Complex System Solutions e-mails, or whether Complex System Solutions posts notices on the Website or communicates with you via e-mail. For contractual purposes, you (1) consent to receive communications from Complex System Solutions in an electronic form; and (2) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Complex System Solutions provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect your statutory rights.
Assignment. These Terms, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Complex System Solutions ‘s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.
Force Majeure. Complex System Solutions 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.
Dispute Resolution. If you believe that Complex System Solutions has not adhered to these Terms, please contact Complex System Solutions by emailing us at firstname.lastname@example.org. We will do our best to address your concerns. If you feel that your complaint has been addressed incompletely, we invite you to let us know for further investigation.
Choice of Law and Venue. This Agreement and any action related thereto will be governed and interpreted by and under the laws of Switzerland without giving effect to any conflict of laws principles that require the application of the law of a different country. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.
Limitations Period. YOU AND COMPLEX SYSTEM SOLUTIONS AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THESE TERMS, THE WEBSITE, THE STOCK LIBRARY OR THE CONTENT MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
Choice of Language. It is the express wish of the parties that these Terms and all related documents have been drawn up in English and/or Hungarian.
Notice. Where Complex System Solutions requires that you provide an e-mail address, you are responsible for providing Complex System Solutions with your most current e-mail address. In the event that the last e-mail address you provided to Complex System Solutions is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by these Terms, Complex System Solutions ‘s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to Complex System Solutions at the following address: Complex System Solutions GmbH, 8046 Zurich, Im Hagenbrünneli 8, Switzerland. Such notice shall be deemed given when received by Complex System Solutions by letter delivered by internationally recognized delivery service or first-class postage prepaid mail at the above address.
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.
Export Control. You may not use, export, import, or transfer the Complex System Solutions Materials except as authorized by Swiss law, the laws of the jurisdiction in which you obtained the Complex System Solutions Materials, and any other applicable laws.
Entire Agreement. These Terms are 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.