Effective as of 23rd of January, 2020
Podbase´s Terms of Service explains the terms and conditions under which Users and Merchants are able to use the Podbase Platform and other services provided by Podbase. Please read carefully this Terms of Service document and keep a copy of it for your reference.
BY REGISTERING ON THE PODBASE WEBSITE OR INTERACTING WITH OUR SERVICES USERS AND MERCHANTS AGREE TO BE LEGALLY BOUND BY THE TERMS AND CONDITIONS STATED IN THIS DOCUMENT. USERS AND MERCHANTS ARE ADVISED TO READ THESE TERMS CAREFULLY BEFORE USING OUR SERVICES AS THESE TERMS REPRESENT A BINDING CONTRACT WITH HAUTICA, UAB, MOSĖDŽIO G. 32, DAUKŠIŲ K., LT-98289 SKUODO R., LITHUANIA. IF YOU DO NOT AGREE WITH (OR CANNOT COMPLY WITH) THE TERMS AND CONDITIONS SET FORTH BELOW, DO NOT USE OR ACCESS OUR SERVICES.
These Terms do not interfere with any obligation or authorization provided in any other agreement between Users and Merchants and Podbase. Provisions of any individual Agreement between Users and Merchants and Podbase supersede provisions from these Terms.
1.1 The following definitions explain some of the terminology and abbreviations used throughout our Terms of Service:
2.1 By using our Services, you confirm that you:
If you are accessing our Services on behalf of a legal entity, you further confirm that:
2.2 We may not control who uses the Platform, so it is upon Users to assess whether using the Platform is in compliance with any local laws and regulations. Whenever Users are using our Platform they will need to comply with the terms of this Agreement and any applicable laws, regulations and policies. If any part of the Platform is not in compliance with your local laws, you may not use the Site and the Services. Any such Service will be considered as ‘not available in your region’.
2.3 Podbase offers a system for ordering, manufacturing and delivering customized printed Products with custom User Generated Content. Access to these Services is available upon registration and payment of the Service fee which is done through proper forms on the Site.
2.4 We reserve the right, with or without notice, to cancel or reduce the quantity of any order to be filled or Products to be provided that may result in a violation of these Terms, as determined by us in our sole discretion.
2.5 Podbase cannot guarantee or warrant that the Services will meet the User’s requirements or be available on an uninterrupted, secure, or error-free basis. We will undertake and implement all reasonable measures to maintain the security and integrity of the Information provided by Users. Podbase cannot and does not guarantee 100% uptime for its Services. Services may be down for:
The Platform may be modified, updated, interrupted, suspended or discontinued at any time without notice or liability.
2.6 Merchants understand and agree that Podbase does not make any warranties about the Products that Merchants sell or make available through Podbase and that Merchants are solely liable toward their customers. In the event of any dispute between Merchants and their customers Merchants agree not to involve or include Podbase in any respect. Merchants will indemnify and hold Podbase harmless for any damage, cost, expense, including attorney fees that may arise from the relationship between Merchants and their customers.
2.8 Users understand that it is their responsibility to keep their log in information confidential. Users are responsible for all activity under their account. If Users ever find out or suspect that someone has accessed their account without authorization, Users are advised to inform us immediately.
2.10 If Users provide us with their e-mail address, we may contact them using such contact information, for any matters relating to the Services (Service e-mails). These e-mails do not constitute “unsolicited commercial e-mail advertisements” and Users are not able to opt-out of receiving them. Users may opt-in to receive e-mails about news, promotions, special offers and or other topics of interest related to Podbase and our affiliates (Promotional e-mails). Users may choose to stop receiving these promotional e-mails at any time by following the instructions contained in Promotional e-mails.
2.11 For any question or suggestion please contact us at firstname.lastname@example.org.
3.1 All intellectual property rights connected to the Site, Services, Content, software or technology used with the Platform are the sole property of Podbase or are used under appropriate licenses or permissions. Nothing in this Agreement shall be understood or intended for transfer of such intellectual property rights to User or any other third party.
3.2 Subject to User’s compliance with these Terms, we grant them a limited, non-exclusive, non-transferable, non-sub licensable license to access and use the Platform. Except as expressly permitted in these Terms, Users may not: copy, modify or create derivative works based on the Services; distribute, transfer, sublicence, lease, lend or rent the Services to any third party; or reverse engineer, decompile or disassemble the Services.
3.3 During the term of this Agreement, Users may be required to provide or volunteer to provide certain Confidential Information to Podbase and Podbase may disclose certain Confidential Information to the Users. Regarding such information both parties hereby agree
3.5 If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide the following information to the Site’s Copyright Agent:
3.6 Our copyright agent can be reached as follows:
3.7 If Users provide content through the Platform, they grant us a non-exclusive, royalty-free, perpetual, irrevocable right to use, reproduce, modify, adapt, publish, distribute, and display such User Generated Content on the Platform, and on any other Product or material we may create. Whenever Users upload User Generated Content, they warrant that they have the right to do so and to grant Podbase the necessary licenses as described herein. Users remain the owners of any Intellectual Property Rights that they have on the User Generated Content that they provide. Podbase does not have interest in becoming the owner of such Unser Generated Content and Podbase will only use such User Generated Content for complying with the Merchants requests for Products.
3.8 We do not monitor User Generated Content. Users agree to inform us immediately if they come across any illegal activity, activity that is in breach of these Terms, or activity they suspect might be in violation of these Terms or applicable laws or might otherwise be objectionable. Although we expressly prohibit posting of any User Generated Content which is illegal, hateful, obscene, threatening, incites violence, insulting, defamatory, infringing of intellectual property rights, invasive of privacy, or contains graphic or gratuitous violence or is otherwise objectionable to Third-Parties, we do not pre-screen the content, so Users hereby agree that they use the Platform and the Services at their own risk. We reserve the right to remove any content which we find to constitute a breach of these Terms or relevant laws, without notifying the Users or providing reasons for such action. Users recognize and agree that Podbase bears no obligation regarding the risk, harm, damage, or loss that might occur from content submitted to or distributed on the Platform. Users further understand that by providing their content online, other people will have access to such content, and they will be able to copy, share or otherwise interact with such content. If Users do not want their content to be used as described the only remedy is to not share such content.
4.1 All prices for listed Services are available on the Site. We reserve the right to change and update our prices periodically at any time and without notification. All changes become effective from the day of publishing. All prices are shown exclusive of VAT (wherever possible) and any additional costs and duties. Users understand and agree that it is their responsibility to pay applicable taxes for their use of the Services. If the Service is listed at an incorrect price due to typographical error or systems error, we retain the right to refuse or cancel any order placed for Services listed at the incorrect price. If the payment of the incorrect price has already been made, we will return the same amount of money upon cancellation.
4.2 Before sending the Product to the recipient, Users are advised to familiarize themselves with import or customs laws and taxes of the recipient’s country. Any cost, fee, duty, tax or other expense caused by delivery of the Product shall be borne by either User or the intended recipient.
4.3 If Users are paying by credit card, they must provide valid and current information necessary to process the payment. Users agree and authorize us to charge their credit card for all fees payable during the purchase process.
4.4 Users may cancel the order that they have placed up until the point the Product they ordered has been submitted for print. If Users cancel their order before the Product has been sent for printing, we may at our sole discretion provide them with the refund in the amount that they paid to Podbase minus our processing fee. We may cancel a placed order for any reason and will use commercially reasonable efforts to provide Users with notice that the order has been cancelled. In the event that the order has been cancelled by us we will issue full refund to the payment method used for payment or, if for any reason such payment is not possible, Users will be issued store credit in the amount that they paid to us. Users hereby release us of any liability for our cancelling of their order. If there are any unexpected delays in delivery for printing, we will use reasonable efforts to notify Users on the delay.
4.5 We are unable to deliver Products to Private Bag or Post Office Box addresses. If the User’s order has been accepted by us, the User will receive a confirmation email. If Users do not receive a confirmation email within two working days counting from the day of placing the order, they need to contact us at email@example.com. Only when Users receive the confirmation email will their order be considered as accepted.
4.6 We will use reasonable efforts to deliver the Product as quickly as possible within a reasonable time, but we are not responsible for any delays in delivery which are beyond our control. We do not make any promise or warranty as to the delivery date for the Product. We may display on the Site the approximate time of delivery. We make this non-binding estimate based on our knowledge and experience at that time. Make sure to place the order in advance of the intended delivery date. Podbase does not accept any liability and Users hereby release us from any liability for any damage caused by the early or late delivery of the Product, failure to deliver the Product, or User’s reliance on the estimated date of delivery.
4.7 The risk of damage or loss of goods shall be passed to the User upon our delivery or attempted delivery of the Product to the shipping company or carrier. In the case of non-conformity of the Products with the order, Merchants are entitled to have the Products restored to conformity with the order free of charge, choosing either repair or replacement, or, failing this, to have the price reduced or the order rescinded. Our warranty on the quality of the Product does not extend to the colors, color schemes, and product sizes. Due to the differences in the display screens, Product properties and manual measurements colors and sizes might differ from those that are displayed.
4.8 We may provide Users with the option to obtain vouchers or gift cards for use of our Services. If provided, all vouchers and gift cards are non-refundable and may not be exchanged for money. If vouchers or gift cards have an expiration date, they are only valid until such date and will be forfeited without refund if not redeemed before the expiration date.
5.1 The Services may be made available or accessed through Third-Party services and content (including advertising) that Podbase does not control. Users acknowledge that different Terms of Service and privacy policies may apply to Users’ use of such Third-Party services and content. Podbase does not endorse such Third-Party services and content and in no event shall Podbase be responsible or liable for any products or services of such Third-Party providers.
5.2 Costs of using Third-Party services fall solely on the User. Some countries have specific import regulation on custom printed materials. Please make sure to comply with these rules prior to requesting Services from Podbase.
6.1 Users will indemnify and hold harmless Podbase, and its employees and affiliates, from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way connected with their access to or use of the Site and our Services, content which Users provide, or Users’ violation of these Terms.
7.1 USERS AGREE THAT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, THEIR SOLE AND EXCLUSIVE REMEDY FOR ANY PROBLEMS OR DISSATISFACTION WITH THE PODBASE SERVICE IS TO STOP USING THE PODBASE SERVICES.
7.2 WARRANTY DISCLAIMER AND LIMITATION OF LIABILITY: TO THE FULLEST EXTENT PROVIDED BY LAW, THE PLATFORM AND THE CONTENT ARE PROVIDED "AS IS," WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF ACCURACY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND/OR NON-INFRINGEMENT. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW PODBASE, ITS EMPLOYEES, OFFICERS, SHAREHOLDERS, DIRECTORS, AGENTS, SUBSIDIARIES, AFFILIATES, SUCCESSORS, SUPPLIERS, ASSIGNS OR LICENSORS SHALL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOOD-WILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF YOUR ACCESS OR USE OR INABILITY TO ACCESS OR USE THE PODBASE SERVICES, THIRD PARTY APPLICATIONS OR THIRD PARTY APPLICATION CONTENT, REGARDLESS OF LEGAL THEORY, EVEN IF PODBASE HAS BEEN ADVISED OF THE POSSIBILITY OF THOSE DAMAGES AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE. IN NO EVENT SHALL PODBASE’S AGGREGTATED LIABILTY EXCEED THE AMOUNT THE USER PAID PODBASE, IF ANY, WITHIN THE PAST ONE MONTH FOR THE SERVICES GIVING RISE TO THE CLAIM, TO THE EXTENT PERMITTED BY APPLICABLE LAW.
7.3 Podbase, its employees, agents, and its directors do not accept any liability and Users hereby agree to release us of any liability arising (whether directly or indirectly) out of the information provided through the Services, or any errors, in or omissions from such information. Podbase is not liable for loss (whether directly or indirectly) caused by Users’ actions or decisions based on their reliance on the information provided to Users through the Services, nor caused by the delay, malfunction of the operation or the availability of the Services.
8.1 PODBASE MAY MAKE CHANGES OR REPLACE OUR TERMS OF SERVICE AT ANY TIME. WE WILL POST SUCH CHANGES, REPLACEMENTS AND UPDATES ON THE SITE AND SUCH CHANGE, REPLACEMENT AND UPDATE TO OUR TERMS OF SERVICE WILL TAKE EFFECT IMMEDIATELY UPON POSTING. USERS ARE CONSENTING TO KEEP THEMSLEVES UP TO DATE WITH THE LATEST POSTED TERMS OF SERVICE AND THEY ACCEPT AND ARE BOUND BY SUCH CHANGE, REPLACEMENT AND UPDATE IF THEY ACCESS OR USE OUR SERVICE AFTER WE HAVE POSTED IT ON OUR SITE. THE TERMS OF SERVICE APPLY REGARDLESS FROM WHICH DEVICE OR OPERATING SYSTEM USERS ACCESS OUR SERVICES.
9.1 This Agreement shall be governed by and construed under the laws of Lithuania, without regard to its conflict of law provisions. Users agree that if they have any dispute with Podbase they will contact us in order to settle through negotiations and mutual understanding. If the solution can not be reached in negotiations Users agree and hereby submit to the non-exclusive jurisdiction of the courts in the city of Vilnius, Lithuania.
10.1 If any part of these Terms is found to be invalid, illegal or unenforceable in any respect, it will not affect the validity or enforceability of the remainder of the Terms.
10.2 The section titles in the Terms are for convenience only and have no legal or contractual effect.
10.3 Any failure to exercise or enforce any right or the provision of this agreement shall not constitute a waiver of such right or provision.
10.4 Neither Party may assign or transfer any right or obligation under this Agreement to a third-party without obtaining prior written consent, except to the successors in the event of merger, sale, or liquidation of Podbase.