Terms and Conditions of use – for Product line App
1. PURPOSE
1.1. Rupes S.p.A., with registered office in Milano (MI), viale Bianca Maria 13, VAT IT05094230157 (“RUPES”) is the sole owner of the Product line Application – RUPES (play store / apple store) and of all its contents. The access to and the use of the Mobile Application are governed by these Terms and Conditions of Use (“T&C”) and by the laws of Italy.
1.2. By using the pages of the Mobile Application, you specifically agree and accept the T&C. The acceptance of these T&C is a prerequisite condition for the use of the Mobile Application. You undertake to fully respect the terms and conditions of this legal notice and any other provisions indicated in the Mobile Application.
1.3. RUPES is the sole owner, unless otherwise mentioned, of all the content of the Mobile Application, including, but not limited to, documentation, images, photographs, designs, logos, characters, figures, music and sounds, software, methods, processes, codes, content writing, web pages, including menus and buttons.
1.4. The reproduction, modification, transmission, republication, redistribution to third parties, for any purpose and in any form, without the express prior written consent of RUPES, of any part of the Mobile Application and of its contents, as whole or in part, excluding the Content as defined below, is expressly forbidden.
2. RUPES BRANDS AND LOGOS
2.1. RUPES is the owner of numerous brands and logos, including but not limited to “RUPES®”, “Skorpio®”, “BigFoot®”, “Cyclo®”, “iBrid®”, “QMag®” (“Trademarks”), as detailed into the Corporate identity manual (“Manual”), available on this Mobile Application.
2.2. The use of RUPES Trademarks is strictly regulated by the Manual and shall be adhered to by anyone that, even incidentally, displays or makes use of said Trademarks. By accessing this Mobile Application you agree to be bound by the Manual.
2.3. The use of the Trademarks in the Content, as defined below, is allowed in accordance to these T&C without the need for previous authorization. Any other use of the Trademark is subject to the previous written authorization of RUPES.
3. USE OF THE CONTENT
3.1. Subject to the terms of these T&C, you have the right to download, print, use and display on your, social networking profile page or at your store the RUPES content on this Mobile Application that is expressly available for download, including but not limited to photos of the products, brochures, leaflets, posters, banners, videos and other advertising materials (“Content”).
3.2. An express licence is granted for the Content and subject to these T&C. You may not assign or sub-license the aforementioned license wholly or partly, to any third party.
3.3. You may not copy, re-publish, edit, manipulate, alter, add to, decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the Content, any updates, or any part thereof. RUPES shall have no obligation to provide any maintenance or support services in respect of the Content.
3.4. All title, ownership rights and intellectual property rights in and to the Content shall remain the property of RUPES at all times. You may not change any notices regarding the copyrights, trademarks or other rights that accompany any Content, nor add any statement to your site or to any material you produce that features the Content, including but not limited to any of you store or print material, which implies in any way that you own any such rights in the Content.
3.5. You may not charge visitors to your site any fee for accessing the Content, use the Content as means to secure advertising other than RUPES’s, or commercialize the Content in any other way.
3.6. You may not directly or indirectly suggest any endorsement or approval by RUPES of (i) your site or (ii) any non-RUPES entity, product or content or (iii) any views expressed within your site or on any material you produce that features the Content without RUPES prior written approval.
3.7. You may not use the Content in any way that could bring RUPES into disrepute or otherwise cause any loss or damage to RUPES. In particular, you may not use the Content in a comparative way against manufacturers of products competing with the RUPES brands, nor may you criticize RUPES in the context of the Content.
3.8. You acknowledge that RUPES has sole editorial control over the Content at all times and its reserve the right at any time to interrupt, restrict (without cause and without notice to you), change, suspend or terminate any or all Content or your access to the Content at our sole discretion and without liability whatsoever, including, but not limited to, for fraudulent or inappropriate use of the Content.
3.9. In the event that your right to the Content is suspended or RUPES withdraws your right to access and use any part of the Content, you shall, upon notification by RUPES, immediately withdraw the relevant Content from your site, and/or discontinue displaying or using any material, including but not limited to any print material or advertising material, that features the Content and prevent any continued access to the relevant Content by third parties.
3.10. You agree that the Content may contain proprietary content, information and material that is protected by applicable intellectual property and other laws, including but not limited to copyright; and that you will not use such proprietary content, information or materials in any way whatsoever except strictly in accordance with the permitted use of the Content. All copyright and other intellectual property rights in the print material, text, images, video clips, trademarks, logos and other content featured in the Content are owned by RUPES or used by RUPES with permission.
4. PROHIBITED Mobile Application
4.1. You may not use the Content on any Website and Mobile Application that RUPES determines to be inappropriate, and/or that falls into one or more of the categories below (“Excluded Mobile Application”).
4.2. You may not, in any case, use the Content on any Mobile Applications and/or in any material that: (a) contains pornography and sexually explicit content; (b) contains offensive texts or images; (c) are hate sites or are hate publications (on grounds of race, religion, gender, disability, age or sexual orientation); (d) condones or encourage unlawful acts; (e) contains gratuitous violence.
5. ACCESS TO THE CONTENT
5.1. RUPES shall not be responsible for any costs associated with you accessing the Content, downloading and/or printing it and including it on your site or in print or advertising material.
6. WARRANTIES & LIABILITY
6.1. You warrant to RUPES that: (i) your site and any material that you produce that features the Content fully complies with, and shall continue to comply fully with all applicable laws and regulations, including but not limited to, where necessary, any advertising laws; (ii) your site is not an Excluded Mobile Application; (iii) any materials that you produce featuring the Content is of sufficiently high quality as would be expected if RUPES produced such materials.
6.2. You warrant and undertake to notify RUPES immediately once you become aware of any problems associated with the Content, including but not limited to fraudulent or inappropriate use or access. In the event that you become aware of any inappropriate use or access to the Content by a third party, you will not take any actions or communicate with the third party without first notifying RUPES and you will provide us all reasonable assistance in taking any steps that are necessary against the third party.
6.3. The Content is made available by RUPES on an “as is” and “as available” basis and RUPES gives no warranty of any kind in relation to the Content, including with regards to any third-party rights, if any.
6.4. RUPES has taken all reasonable care to ensure that the Content on this Mobile Application contains no errors, viruses or defects; however, RUPES does not warrant that this is the case or that your use of the Content will be uninterrupted or error-free. You expressly acknowledge and agree that the use of the Content is at your own discretion and risk. You are advised to take all reasonable precautions to protect your site from virus infection.
7. INDEMNITY & LIMITATION OF LIABILITY
7.1. You hereby agree to indemnify, hold harmless and defend RUPES against all liability, loss, damages, costs and expenses, including but not limited to any direct, indirect or consequential losses (including but not limited to reasonable legal fees and litigation expenses), arising out of or as a result of any breach of these T&C or otherwise in connection with your use of the Content.
7.2. To the extent permitted by law in no event shall RUPES be liable for any losses whatsoever, including, without limitation, damages for loss of profits, business interruption or any other business losses, arising out of or related to your use or inability to use the Content, however caused. This clause shall not apply in case of fraud or gross negligence on RUPES part.
8. GENERAL
8.1. RUPES failure to enforce any provision of these T&C shall not be deemed a waiver of such provision nor of RUPES right to enforce such provision.
8.2. Should any part or provision of these T&C be held unlawful, void, invalid or unenforceable, that part or provision shall be deemed severable from these T&C and shall not affect the validity and enforceability of any remaining provisions.
8.3. These T&C constitute the only terms between RUPES and you governing your use of the Content, unless otherwise agreed upon in writing.
8.4. RUPES reserves the right to change these T&C at any time and without warning. By accessing the Content you expressly accept the T&C in force at that time. If you do not agree to the revised terms, your license to use Content is held to be immediately revoked and you should no longer use or display any Content previously downloaded and printed.
9. GOVERNING LAW – JURISDICTION
9.1. These T&C any dispute connected with them, with their subject or their formation (including non-contractual claims) shall be governed by and interpreted in accordance with the laws of Italy.
9.2. If the user is domiciled in the European Union, all disputes related to, or arising from, the Mobile Application or the T&C will be subject to the exclusive jurisdiction of the court in Milan (Italy). Notwithstanding the above, RUPES expressly reserves the right to take action against the user in relation to the violation of these T&C in the country of residence of the latter or in any other country.
9.3. If the user is domiciled outside of the European Union, any action or claim arising out of or relating to the use of the Mobile Application or the T&C shall be settled by arbitration under the Rules of the Milan Chamber of Arbitration (the Rules), by a sole arbitrator, appointed in accordance with the Rules. The seat of the arbitration shall be Milan, the language of the arbitration shall be English one.