Whistle It reserves the right to make changes, terminate or restrict access to the Website, the Services, and the Products at any time without notice at its sole discretion.
The headings of the clauses, section, schedules etc. herein are for reference only and
shall not affect the interpretation.
WHISTLE IT ACCOUNT
To get access to our Services, you will require to create an account on our Website. You acknowledge that you are accountable for maintaining the security of your account and you are fully responsible for all activities that occur under your account. You must immediately notify Whistle It at [email protected] of any unauthorized uses of your account or any other breaches of security. You acknowledge and agree that Whistle It shall not be held liable for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions.
You are responsible for ensuring that each of your users abides by these Terms at all times in connection with their use of our Services. You are responsible to: (a) notify your users of any relevant policies, practices and settings that you elect to enforce related to your use of the Services; (b) obtain any rights, permissions, or consents from your users that are necessary for your lawful use of our Services; and (c) reply to any resolve any disputes between you and any of your users related to or based on the Content shared by them and/or your use of their Content in connection with your use of our Services. Whistle It shall not be held responsible for your users’ compliance with your internal policies and procedures. Your account shall not be shared or used by more than one individual. You are solely responsible for any and all activities that occur under your account (including any and all activity related to your account) whether or not such use was authorized by you. You acknowledge and agree that you comprehend that you are responsible for maintaining the confidentiality of your account
You may use your account to upload data, information, material, and documents to be stored (the “Content”). Subject to these Terms, your Content may be used in any manner that has been authorized by you. You acknowledge and agree that Whistle It has no liability of any kind against any individual or user that modifies, destroys, corrupts, copies, or distributes your Content, whom you had permitted to do so.
You further agree and acknowledge that Whistle It shall always reserves the right, but not an obligation, to remove the Content that may be unlawful or may violate these Terms at any time, with or without notice.
If you submit feedback, opinions, or provide suggestions (the “Feedback”), you acknowledge and agree that: (a) we shall not be under any obligation of confidentiality, whether express or implied, regarding the Feedback; (b) we shall have the right to use or disclose the Feedback for any purpose in anyway it deems fit; (c) the Feedback once posted shall become our intellectual property without any further implication; and (d) any Feedback that you provide with regards to your use of the Services is entirely voluntary and we shall have full freedom to use the Feedback without any obligation.
YOUR USE OF OUR SERVICES
With regards to your use of our Services, you should comply and abide by the rules under these Terms which are not exhaustive. The users must not:
- scrape or access or search the Services using means other than through Whistle It supported interfaces;
- attempt to gain unauthorized access to the Services, Website, Products or associated networks or to defeat, avoid, remove, deactivate, bypass, or otherwise circumvent any safeguards or protections mechanism of the Services;
- display, send, receive, or store obscene or inappropriate content prohibited under law;
- threated, harass, stalk, defame, fraud or attempt to defraud any individual or entity;
- send deceptive or false source-identifying information, including, but not limited to, spoofing or phishing;
- attack, abuse, interfere with, intercept, disrupt, or exploit any users, systems, or services, and notwithstanding anything contrary in these Terms, including, but not limited to, Denial of Service (DoS), monitoring, crawling, spamming, using bots or scripts, or distributing malware (such as viruses, Trojan horses, worms, spyware, or adware);
- use the Services any unlawful or fraudulent activities by either impersonation of another person or entity or through misrepresentation of an affiliation with a person or entity in a manner that does or is intended to mislead, confuse or deceive others;
- use the Services for publishing or dissemination of malicious content intended to damage or disrupts another’s browser or computer;
- engage in or promote any illegal or criminal activity such as child pornography, gambling, or piracy; or authorize, permit, enable, induce, or encourage any third party to do any of the above.
If you violate any of these Terms, your access to our Website and Services may be terminated immediately and without notice. Whistle It shall further reserve the right to take any remedial action under the applicable law, including, without limitation, immediate suspension or termination of the Services to the user or admin.
Whistle it will also have responsibilities with regards to the provision of the Services. Whistle It shall:
- ensure the uninterrupted provision of the Services for the admin and users as described in these Terms;
- further ensure to maintain industry-standard administrative, physical, and technical safeguards designed to prevent unauthorized access, use, modification, deletion or disclosure of the user Content;
- ensure that it complies with all applicable legal and regulatory requirements applying to the exercise of its own rights and the fulfilment of its obligations under these Terms; and
- ensure that the Services, when used by the users, will not breach any laws, statutes or regulations under the applicable laws and will not infringe the intellectual property rights of any person in any jurisdiction and under any applicable law.
FEES AND PAYMENT
All rights and privileges provided herein under these Terms are subject to your payment of applicable fee, if any, to Whistle It. Whistle It expressly reserves the right to provide access to the Website, the Services, and the Products free of cost, provided that Whistle It solely at its own discretion may elect to provide the same or similar access for a fee.
The payment or fee for the access to the Services and the Products shall be agreed between you and Whistle It. Whistle It may offer multiple service plans with different fees and functionality features for each plan. Whistle It may provide 24/7 support services plan for a monthly subscription. In case, you opt for a free plan, the support will take five (5) days to respond to your query.
INTELLECTUAL PROPERTY RIGHTS
All rights, title and interest in and to all materials that are part of the Website or the Services rest with Whistle It, its affiliates and its licensors (if any) (the “Intellectual Property”). Unless otherwise specifically provided herein or authorized by Whistle It in writing, all rights in the Website or the Services not expressly granted herein are reserved. You agree not to copy, republish, frame, reproduce, republish, download, distribute, scrape, display, post, transmit, or sell in any form or by any means, in whole or in part, or otherwise exploit the Intellectual Property of Whistle It or create derivative works based on Whistle It’s Intellectual Property. You are only granted a limited, nonexclusive, non-perpetual, revocable license to access and make use of the Services after agreeing to these Terms, but do not acquire the Intellectual Property, such as copyrights related to the Website and the Services. You may not revise, rent, lease, resell, or redistribute the Services or any part of the Services.
With reference to these Terms, each party may disclose Confidential Information to the other party that is not generally known to the public at the time of its disclosure and is either identified as, or should reasonably be understood by the receiving party to be, proprietary or confidential (the “Confidential Information”). Confidential Information specifically includes, but is not limited to, the terms of any sales order entered into by the parties, customer content, business plans, products, technology, marketing, roadmaps, strategies, projects and analyses, the results of any audit or penetration testing related to the Services (including but not limited to any security audit), financial information and fee structures, business processes, methods and models, and technical documentation. Confidential information does not include information that: (a) is or becomes publicly available without breach of these Terms by the receiving party; (b) was known to the receiving party prior to its disclosure by the disclosing party; (c) is or was independently developed by the receiving party without the use of any Confidential Information of the disclosing party; or (d) is or was lawfully received by the receiving party from a third party under no obligation of confidentiality.
TERM AND TERMINATION
Unless otherwise set forth in these Terms, these Terms shall remain in full force and effect unless otherwise terminated or cancelled by Whistle It or you by written notice. Whistle It reserves the right to change, suspend or discontinue the Website, the Services, or the Products, or any portion thereof, or terminate these Terms with you at any time, upon notice, and without any liability to Whistle It whatsoever.
DISCLAIMER OF WARRANTIES
Except as expressly provided for herein, the Services, the Products, the Website, and all related components and information are provided on an “as is” and “as available” basis, with all faults and without any warranties of any kind, and Whistle It hereby expressly disclaims all warranties and conditions with respect to the Services and anything related thereto, either express, implied or statutory, including, but not limited to, the implied warranties and/or conditions of merchantability, of satisfactory quality, fitness for a particular purpose, accuracy, quiet enjoyment, and non-infringement of third party rights. You acknowledge that we do not warrant that the Services shall be uninterrupted, secure, or error-free.
LIMITATION OF LIABILITY
In no event, Whistle It shall be liable for any direct, indirect, consequential, punitive, special or incidental damages (including, without limitation, damages for loss of business, contract, revenue data, information or business interruption), under any theory of liability, resulting from, arising out of or in connection with the Website, the Services, and the Products, including, but not limited to, (i) the use, or inability to use the Website and the Services for any reason, without notice; (ii) the statements or actions of any third party on or through the Website or the Services, including without limitation, any defamatory, offensive or illegal conduct of other users or third parties; (iii) any unauthorized access to or alteration of your transmission or data; (iv) any failure to store data, any loss of data, loss or damage of files, and the Content available through the Website or the Services that are delayed or interrupted; and (v) any non-performance, delay, error, data loss or other loss caused by any events or conditions that are beyond the reasonable control of Whistle It. You agree that neither Whistle It nor its affiliates will be liable to you in any way for the termination, suspension, interruption, delay of any of the Website or the Services. Notwithstanding anything herein to the contrary, the aggregate liability of Whistle It for damages in connection with these Terms, whether for breach of contract or in tort will not exceed the total amount paid by customer hereunder during the twelve (12) months preceding the last cause of action. Whistle It shall have no liability for any failure or delay due to matters beyond their reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.
Whistle It reserves the right, at its sole discretion, to modify or replace any part of these Terms. It is your responsibility to check the Terms periodically for changes. Your continued use of or access to our Website following the posting of any changes to these Terms constitutes acceptance of the same. If in our sole discretion, we believe that the modifications being made are material, we will notify you via email prior to the change taking effect. By continuing to utilize our Services after effective date of any update to these Terms, you will be deemed to have accepted such update.
You agree to indemnify and hold harmless Whistle it, its affiliates, licensors, licenses, contractors, officers, directors, agents and employees, from any expense, loss, claim, damage, fine, penalty or liability, including reasonable fees for attorneys and other professionals, payable under any judgement, verdict, court order or settlement, to the extent resulting from any claim, demand, action, suit, arbitration, or other proceeding initiated by any third party, including the assessment, claim or demand by a governmental agency or entity, arising out of your breach of these Terms.
You may not assign any rights or delegate your obligations under these Terms without prior written consent. We may assign the rights and obligations under these Terms in its entirety (including all terms and conditions incorporated herein), without your consent.
You grant us the right to use your company’s name and organization as a reference for marketing or promotional purposes on our Website and in other public or private communications with our existing or potential clients.
These Terms and any document expressly referred to in them constitute the whole agreement between us and supersede any previous arrangement, understanding or agreement between us, relating to subject matter of any contract.
If any provision of these Terms is determined to be invalid or unenforceable by a court of competent jurisdiction, such determination shall not affect the validity or enforceability of any other part or section of these Terms.
No waiver of any breach of any provision of these Terms shall be construed as a further or continuing waiver of any other breach of that provision or any breach of any other provision of these Terms.
These Terms shall be governed by and construed in accordance with the laws of England and Wales without regard to the conflict of law provisions thereof. The courts in the England and Wales, shall have the exclusive jurisdiction to determine any dispute, claim or controversy arising out of or relating to these Terms. You agree to submit to the jurisdiction of the courts in the England and Wales.
In the event of a dispute as to the Terms, the English version shall prevail. The English language version of these Terms shall control in all respects and shall prevail in case of any inconsistencies with translated versions.