Terms of Service for Kumospace

Please carefully review these Terms of Service (“Terms)” before you use the Services as these Terms are legally binding on you.

These Terms constitute an agreement (together with any of our policies, including the Kumospace Privacy Policy, incorporated by reference, the “Agreement”) between you, whether personally or on behalf of an entity (“user,” “you” or “your”) and Kumospace, Inc. (“Kumospace,” “Company,” “we,” “us” or “our”), concerning your access to and use of the website located at www.kumospace.com (the “Website”) and/or the Kumospace internet-based virtual video chat platform (the “Kumospace Platform”) (together, the “Services”).

The Services may include your access to or use of the Kumospace Platform which enables event hosts (each, a “Kumospace Host”) (which may be you) to host access to virtual events or Floors (“Kumospace Floors”).

By accessing or using any of the Services, you (on behalf of yourself or the entity you represent) are accepting these Terms as well as Kumospace’s Privacy Policy. You must be at least 13 years old to access or use any of the Services. If you are between the ages of 13 and 18 years old, you and your parent or guardian must review this Agreement together. Parents and guardians are responsible for the acts of children under 18 years of age when using the Services. Kumospace recommend that parents and guardians familiarize themselves with parental controls on devices they provide their child. If you are 18 years old or older, you represent and warrant that you have all right, authority, and capacity to enter into this Agreement (on behalf of yourself or the entity that you represent).

If you do not agree with all of these Terms and Kumospace’s Privacy Policy, you are prohibited from accessing or using any of the Services.

To use the Services, you must register for an account and provide certain information. Each registration is for a single user only. By creating an account, you agree to:

provide accurate, complete and current account information,
promptly update, as necessary, your account information,
safeguard the security of your account credentials,
take responsibility for the acts or omissions of any third party who has authority to access or use the account on your behalf, and
notify us immediately if you discover or otherwise suspect any security breaches related to your account and/or the Services.

You may delete your account at any time, for any reason, by following the instructions on the Services, and Company may suspend or terminate your account in accordance with these Terms.

Subject to your compliance with these Terms, Company grants you a personal, non-exclusive, non-transferable, revocable, limited license to access and use the Services solely in accordance with these Terms. We do not guarantee that the Services will be available at all times, in all locations, or at any given time or that we will continue to offer any particular feature or functionality for any particular length of time. We do not guarantee that the Services can be accessed on all devices, by means of a specific Internet or connection provider, or in all geographic locations.

In addition to any other restrictions in these Terms, the rights granted to you in these Terms are subject to the following restrictions:

unless you receive Kumospace’s express prior written approval for any exception(s), you shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Services, in whole or in part, or any content displayed on the Services;
you shall not modify, make derivative works of (except as expressly set forth herein), disassemble, reverse compile, decompile, reverse engineer or otherwise attempt to discover the source code, object code or underlying structure, ideas, know-how or algorithms related to any part of the Services;
you shall not access the Services for any competitive purpose, including in order to build a similar or competitive website, product, or service; and
unless you receive Kumospace’s express prior written approval for any exception(s) and/or 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.

Unless otherwise indicated, your use of any future release, update, or other addition to the functionality of the Services shall also be subject to these Terms. Except as expressly set forth in these Terms or in a writing signed by you and Company, you acknowledge and agree that Company has no and will have no obligation to provide you with any support or maintenance in connection with the Services.

Company reserves the right, at any time, to modify, suspend, or discontinue the Services (in whole or in part) with or without notice to you. You agree that Company will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Services or any part thereof.

The Services and its entire contents, features, and functionality (including all information, software, text, data, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. Neither these Terms (nor your access to the Services) transfers to you or any third party any rights, title or interest in or to such intellectual property rights, except for the limited access rights expressly set forth in Access to the Services above. In addition, you expressly acknowledge and agree that any configuration, selection, customization, arrangement or design by you of any Kumospace Floor using graphics, images, objects, video, or other software or technology provided by Kumospace in connection with your use of the Services (a “Floor Design”) shall be the sole and exclusive property of Company, and Company shall own all right, title and interest in and to such Floor Designs. You hereby make all assignments necessary and shall assist the Company to accomplish the foregoing. Without limiting the foregoing, Company has no obligation to notify, compensate, recognize or credit you in any way for any Floor Design. To the extent any Floor Design by you incorporates any User Content (defined below), the User Content License described below shall govern. Company and its licensors and suppliers reserve all rights not expressly granted in these Terms, and no implied licenses are granted under these Terms.

“User Content” means any and all information and content that a user submits, provides, uploads, displays, posts, or otherwise transmits to or through the Services including text, chat posts, profiles, messages, links, emails, music, sound, graphics, pictures, code, video, images, audio, files, materials, data, logos, trademarks, service marks, trade names and other similar identifying mark, or other content. You are solely responsible for your User Content. You assume all risks associated with use of your User Content, including any reliance on its accuracy, completeness or usefulness by others, or any disclosure of your User Content that personally identifies you or any third party.

Company may disclose IP addresses, personal information, and any contents of the Services if Company believes that doing so is required or appropriate to comply with a judicial proceeding, court order, warrant, administrative order, civil investigative demand, governmental or law enforcement investigation, court order, subpoena or other valid process. Please read the Kumospace Privacy Policy at https://www.kumospace.com/privacy to understand more about our collection, use, storage and disclosure of your personal information.

You represent, warrant and covenant that:

You will use the Services in compliance with these Terms and Company’s additional terms, conditions and policies then in effect that are published or otherwise communicated to you, including the Kumospace Privacy Policy (together, the “Applicable Policies”);
You will use the Services in compliance with all applicable laws, rules, regulations or restrictions imposed by any third party;
You have all necessary rights, title and permissions to grant the User Content License (defined below in the User Content section); and
Your User Content does not violate any provisions of this Agreement, including the Prohibited Uses section below.

You shall not represent or imply to others that your User Content is in any way provided, sponsored or endorsed by Company. Because you alone are responsible for your User Content, you may expose yourself to liability if, for example, your User Content violates any of the provisions of Prohibited Uses below.

Company has no obligation to preserve or provide backup services for any User Content, and your User Content may be deleted at any time without prior notice. You are solely responsible for creating and maintaining your own backup copies of your User Content if you desire. You agree that Company will not be responsible for any loss or damage incurred as the result of any interactions in connection with User Content. If there is a dispute between you and any other user of the Services (including with any Kumospace Host), we are under no obligation to become involved.

You hereby grant to Company, its affiliates, licensors and licensees a non-exclusive, perpetual, irrevocable, transferable, royalty-free, fully paid, worldwide, sublicensable license, to use, host, reproduce, modify, distribute, publicly perform, publicly display, store, archive, prepare or create derivative works of, and otherwise use, transmit, communicate and disclose your User Content (or any portion of it), in any manner or form and in any medium or forum, whether now known or later devised, without notice, payment or attribution of any kind to you or any third party (together, the “User Content License”). For clarity, the foregoing User Content License includes any logos, trademarks, service mark, trade names and other similar identifying mark or material that you provide through the Services.

You also hereby grant to all other users who can access your User Content on the Services the right to use, copy, modify, display, perform, create derivative works from, and otherwise communicate and distribute your User Content on or through the Services without further notice, attribution or compensation to you.
The User Content License and other rights granted by you in this Section (User Content License and Grant of Rights) will survive any expiration or termination of this Agreement.

You agree not to use the Services to collect, upload, transmit, display, link to, send, store, process or distribute any User Content:

that violates or infringes any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right;
that is unlawful, harassing, bullying, embarrassing, abusive, tortious, threatening, harmful, invasive of another’s privacy, vulgar, defamatory, false, intentionally misleading, defamatory, libelous, pornographic, obscene, patently offensive, discriminatory, promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual or is otherwise objectionable;
that is harmful to minors in any way;
that is in violation of any law, regulation, or obligations or restrictions imposed by this Agreement or any third party; or
that includes credit, debit or other payment card data, other personal financial account numbers, or identifiable medical or health information.

In addition, you agree not to:

Transmit, whether intentionally or unintentionally, to the Services any computer viruses, malware, spyware, Trojan horses, worms, time bombs, corrupted files, or any other harmful software that can damage, interfere with, disrupt or alter a computer system or data;
send through the Services unsolicited or unauthorized advertising, promotional materials, spam, junk mail, pyramid schemes, chain letters, or any other form of duplicative or unsolicited messages, whether commercial or otherwise;
use the Services to harvest, collect, gather or assemble information or data regarding other users, including e-mail addresses, without their consent;
interfere with, whether intentionally or unintentionally, disrupt, or create an undue burden on servers or networks connected to the Services, or violate the regulations, policies or procedures of such networks;
attempt to bypass or break any security or rate limiting mechanism on any of the Services;
attempt to gain unauthorized access to the Services (or to other computer systems or networks connected to or used together with the Services), whether through phishing, password mining or any other means;
harass or interfere with any other user’s use and enjoyment of the Services;
impersonate another person or falsely imply that you are an employee or representative of Kumospace;
if the Services require you to create a “username” or a “persona” to represent yourself online, you shall not use a username or persona that Kumospace determines is vulgar or offensive or violates someone else’s rights;
engage in any activity that disturbs the peaceful, fair and respectful environment of the Services;
use software or automated agents or scripts to produce multiple accounts on the Services, or to generate automated searches, requests, or queries to (or to strip, scrape, copy, or mine data from) the Services; or
modify or remove any copyright or other proprietary notices or labels on the Services (or on any content displayed on the Services).

We reserve the right (but have no obligation) to review any User Content, and to investigate and take appropriate action against you in our sole discretion for any violation of these Terms or if we believe that you otherwise create actual or potential liability for us or any other person. We may, in our sole discretion, remove, edit, modify or disable, all or any part of your User Content for any reason, terminate your account in accordance with Term and Termination below, and/or report you to law enforcement authorities. We do not assume any responsibility or liability for User Content, for removing it, or not removing it. We do not pre-screen all User Content and do not endorse or approve any User Content available on the Services.

We have not reviewed all of the websites linked to the Services, third-party applications or ads accessible through the Services and are not responsible for the content of any third-party websites, applications or ads available through the Services. Nothing in the Services, including any links to other websites, should be construed as an endorsement by Kumospace of any products, services or information of any other persons or companies. Your choice to link to or click through a link to any other websites is at your own risk, and you should review and comply with all terms relating to such websites.

Company reserves the right not to link, or to remove the link, to any website or third-party application at any time without notice. Any links to third party websites are provided as a convenience to you; any such third-party websites are neither owned nor operated by Company. We have no control over and make no representations or warranties with respect to these linked websites. Your viewing and/or use of any third-party websites is in your sole discretion and at your own risk.

All subscriptions are recurring on a monthly or annual basis and will automatically renew at the end of each paid subscription period.

Kumospace paid services are billed on a subscription basis (“Subscription(s)”). You will be billed in advance at the start of each billing cycle (“Billing Cycle”) or upon the addition of seats to the subscription plan. Billing cycles are typically either monthly or annual, depending on the type of subscription plan the user selects when purchasing a Subscription.

Subscriptions are billed on a per-seat basis. These seats are referred to by Kumospace as Members and come with certain premium user features. The billed rate is in accordance with the subscription plan selected or at the negotiated per-Member rate.

Any addition of new Members to a subscription becomes effective immediately and will be billed in accordance with the Subscription monthly or annual commitment. The addition of a new Member mid-billing cycle will result in a pro-rata billing rate for their billing cycle.

The addition of new Members to a subscription becomes effective immediately and will be billed in accordance with the subscription's monthly or annual commitment at their per-Member rate. Adding a new Member mid-billing cycle will result in a pro-rata billing amount for that billing cycle.

The subtraction or removal of existing Members will take effect at the end of the current billing cycle. No pro-rata discount or credit will be applied for the removal of existing Members. These Members are billed at the full billing cycle rate. These Members are billed at the full billing cycle rate and their access to those premium features will remain unchanged until the end of the billing cycle.

Kumospace is not responsible for errors related to the subscription’s size, number of Members, or failure to cancel a subscription plan prior to the start of the next billing cycle. Kumospace has no obligation to issue refunds, especially for the following reasons:

You have not had a chance to use the product within the free trial or subscription period.
You are requesting a refund due to a financial or personal situation/goodwill.
You do not have sufficient expertise to use the product.

That being said, our knowledgeable support team is here to assist you and ensure you are satisfied. We understand that human error can happen and are happy to evaluate refund requests on a case-by-case basis.

You may submit feedback, questions, comments, suggestions, ideas, original or creative materials or other information about Company or the Services (collectively, “Feedback”) to us. Feedback is nonconfidential and will become the sole property of Company. You hereby assign to Company all rights in such Feedback and agree that Company shall be entitled to the unrestricted use and dissemination of such Feedback and related information in any manner it deems appropriate. You agree that you will not submit to Company any information or ideas that you consider to be confidential or proprietary.

To the fullest extent permitted by applicable law, you agree to indemnify, defend, and hold harmless Company, its subsidiaries, affiliates, business partners, licensors, service providers, and clients, and their respective officers, directors, employees, agents and representatives from and against any claims, liabilities, losses, costs, expenses, damages or settlements, including reasonable attorneys’ fees and paralegal fees through final appeals, arising from, relating to or in connection with your use of the Services, any User Content that you Transmit to or through the Services, any violation of these Terms by you, or any other act or omission by you, including your violation of any rights of another, arising from your use of the Services. You further agree that Company shall have control of the defense or settlement of any third-party claims. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in an enforceable written agreement between you and Company. This indemnification obligation shall survive any expiration or termination of this Agreement.

Subject to this Section (Term and Termination), these Terms will remain in full force and effect while you use the Services. We may suspend or terminate your rights to use the Services (including your account) at any time for any reason at our sole discretion, including for any use (or suspected use) of the Services in violation of these Terms.

Upon termination of your rights under these Terms, your account and right to access and use the Services will terminate immediately. You acknowledge and agree that any termination of your account may, in our sole discretion, involve deletion of your User Content associated with your account from our live databases, and Company will not have any liability whatsoever to you for any termination of your rights under these Terms, including for termination of your account or deletion of your User Content. Any termination by Kumospace does not constitute a waiver of any of Kumospace’s rights under this Agreement or under applicable law.

THE SERVICES ARE PROVIDED ON AN “AS-IS” AND “AS AVAILABLE” BASIS, AND COMPANY (AND OUR SUPPLIERS) EXPRESSLY DISCLAIM TO THE FULLEST EXTENT PROVIDED BY LAW ANY AND ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ALL WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT.

NEITHER WE NOR OUR SUPPLIERS MAKE ANY WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE.

THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL COMPANY, ITS SUBSIDIARIES, AFFIILIATES, OR THEIR LICENSORS, SERVICES PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SERVICES, ANY OTHER SERVICES LINKED TO THE SERVICES, ANY CONTENT ON THE SERVICES OR SUCH OTHER SERVICES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

All matters relating to the Services and these Terms, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of New York without giving effect to any choice or conflict of law provision or rule.

Any legal suit, action, or proceeding arising out of, or related to, these Terms or the Services shall be instituted exclusively in the federal courts of the United States or the courts of the State of New York, although we retain the right to bring any suit, action, or proceeding against you for breach of these Terms in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

The UN Convention on Contracts for the International Sale of Goods (Vienna, 1980) shall not apply to this Agreement or to any dispute arising out of or relating to this Agreement.

Subject to the Updates section below, for contractual purposes, you: (a) consent to receive communications from Company in an electronic form, including the posting of notices on the Company’s Website or within the Services or communicating via email, SMS, and push notifications; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Company provides to you electronically satisfy any legal requirement that such communications would satisfy if they were in hardcopy. The foregoing does not affect your non-waivable rights.

If any provision of these Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision. The section headings in these Terms are for convenience only and have no legal or contractual effect. The word “including” means “including without limitation.” Neither party to these Terms is an agent or partner of the other. These Terms, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Company’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. Company may freely assign these Terms, and in such case, these Terms shall be binding upon assignees.

All sections of these Terms which by their nature should survive termination will survive termination, including Ownership of the Services, User Content, Legal Requirements; Privacy Statement, You Alone Are Responsible for User Content, User Content License and Grant of Rights, Feedback, Indemnification, Term and Termination, Disclaimers, Limitation of Liability, Governing Law and Jurisdiction, Time Limit to File Claims, U.S. Export Control Laws, Electronic Communications, Notice, Entire Agreement, Misc. and Marks.

Kumospace respects the intellectual property rights of others and expects its users to do the same. In accordance with the Digital Millennium Copyright Act (“DMCA”), if you believe that any content or materials on the Services unlawfully infringes the copyrights in a work that you own or control and wish to have the allegedly infringing material removed, the following information in the form of a written notification must be provided to our designated agent at dmca@kumospace.com (the “Designated Agent”):

your physical or electronic signature;
identification of the copyrighted work(s) that you claim to have been infringed;
identification of the material on our Services that you claim is infringing and that you request us to remove;
sufficient information to permit us to locate such material;
your address, telephone number, and e-mail address;
a statement that you have a good faith belief that use of the objectionable material is not authorized by the copyright owner, its agent, or under the law; and
a statement that the information in the notification is accurate, and under penalty of perjury, that you are either the owner of the copyright that has allegedly been infringed or that you are authorized to act on behalf of the copyright owner.

If you believe that your content should not have been removed for alleged copyright infringement, the following information in the form of a written notification must be provided to our Designated Agent:

your physical or electronic signature;
identification of the copyrighted material that was removed or disabled;
sufficient information to permit us to locate such material;
your address, telephone number, and e-mail address; and
a statement from you under penalty of perjury, that you have a good faith belief that the content was removed or disabled as a result of a mistake or misidentification.

Please note that, pursuant to 17 U.S.C. § 512(f), any misrepresentation of material fact (falsities) in a written notification automatically subjects the complaining party to liability for any damages, costs and attorney’s fees incurred by us in connection with the written notification and allegation of copyright infringement.

These Terms may be revised at any time for any reason without notice to you. We, in our sole discretion, may provide you notice of these changes by any reasonable means, including by posting the revised version of the Terms on our Website or otherwise. You can determine when we last updated these Terms by referring to the “Last Updated” legend at the end of these Terms. By accessing, browsing, or using the Services following the posting of changes to these Terms, you have accepted such changes. Please visit this page of the website from time to time to review these Terms and any updates.

Last updated: 4/6/2022

Terms of Service

Acceptance of Terms of Service

Registration and Accounts

Access to the Services

Ownership of the Services

User Content

Legal Requirements; Privacy Statement

Representations and Warranties

You Alone Are Responsible for User Content

User Content License and Grant of Rights

Prohibited Uses

Linked Websites and Third-Party Applications

Recording

Kumospace Subscriptions

Changes to Existing Subscription

Refunds

Subscription Plans Questions

Feedback

Indemnification

Term and Termination

DISCLAIMERS

LIMITATION OF LIABILITY

Governing Law and Jurisdiction

Time Limit to File Claims

U.S. Export Control Laws

Electronic Communications

Notice

Entire Agreement

Miscellaneous

Marks

DMCA Policy

Updates