1. General Provisions1.1. "Intelligent Seastems Monaco" LLC (hereinafter - "Company") offers Internet users (hereinafter - the "User") the opportunity to use its services on the terms and conditions of this User Agreement (hereinafter - the "Agreement", "User Agreement"). This Agreement shall take effect upon the User's express agreement with its terms according to Clause 1.4 hereof.
1.2. Company offers Users access to a wide range of information on yachts and related matters, such as a service of search through sales and charter listings, informative articles, tools for posting and storing information and materials (content), etc. All currently available services and tools as well as their development and/or addition of new services and tools shall be the subject of this Agreement.
1.4. By starting the use of any services/certain functions or going through the registration procedure, the User shall be deemed to have accepted the terms of this Agreement in full without any limitations or exceptions. If the User does not agree to any provisions of this Agreement, the User must not use Company's services. If Company makes any amendments to this Agreement as prescribed by Clause 1.3 hereof to which the User does not agree, the User shall cease to use any Company's services.
2. User Registration. User Account.s2.1. To use certain Company's specific functions of services, the User shall complete registration to create a unique account.
2.2. Upon registration the User shall provide valid and complete information requested in the registration form.
2.4. Means of access to the User's account.
2.5. Upon registration the User shall choose a login (a unique account name of the User) and password to access the account. Company may prohibit the use of certain logins and impose other requirements on the login and password (length, permissible symbols, etc.).
2.6. The User shall be responsible for security of the chosen password access to his/her account and for confidentiality of such password. The User shall be responsible for any actions (and their consequences) in and with Company services through the User's account including voluntary transfer by the User of information required to access the User account to third parties on any conditions (including by contracts or agreements). Any actions in or with Company's services performed through the User's account shall be considered done by the User, except for the cases when the User notifies Company via e-mail of unauthorized access to Company's services through the User's account.
2.7. The User may not reproduce, duplicate or copy, sell, resell or use for any commercial purposes any parts of Company services (including content available to the User through services, if otherwise is not clearly stated).
2.8. Account termination. Company may block or delete the User's account as well as prohibit access through any account to certain services and delete any content without giving reasons including in case the User violates the terms of this Agreement and terms of any documents listed in Clause 1.3.
2.9. The User may at any time delete its account at all Company's services by contacting administration via e-mail email@example.com.
3. General Usage and Storing Provisions3.1. Company may impose restrictions on the use of services for all Users or certain categories of Users (depending on the User's location, language of the service, etc.) including: availability/unavailability of certain service functions. Company may prohibit automatic requests to its servers as well as terminate acceptance of any automatically generated information (for instance, electronic spam).
3.2. Company may send information messages to its users.
4. User Content4.1. The User shall be responsible for compliance of any content posted by the User with applicable legal requirements including responsibility to third parties in case posting by the User of any content or its subject matter infringes on rights and legitimate interests of third parties including personal non-property rights of authors, any other intellectual property rights of third parties and/or encroaches on other intangible assets.
4.2. The User acknowledges and agrees that Company is not under obligation to review any content posted and/or distributed by the User through Company's services and that Company has the right (but shall not be obliged to) at its discretion to prohibit the User from posting and/or distributing content or may remove any content available through Company's services. The User acknowledges and agrees that the User shall independently assess any risks related to using content including its reliability, validity or usefulness.
4.3. The User acknowledges and agrees that technologies of service operation may require reproduction (replication) of User content by Company.
4.4. The User agrees that Company will comply with relevant regulation in regard of complain to User's content, such as procedures under the applicable laws of the Principality of Monaco or other international legislations.
5. Terms of Company's Service Use5.1. The User shall be responsible to third parties for any actions related to the use of Service including any actions resulting in violation of rights and legitimate interests of third parties as well as compliance with laws upon using the Service.
5.2. Upon using Company's Services, the User shall not:
5.2.1. download, send, transmit or in any other way post and/or distribute any content that is illegal, harmful, slanderous, unethical or violates intellectual property rights, promotes hatred and/or racial, ethnic, sexual, religious or social discrimination or is insulting to any persons and/or organizations;
5.2.2. violate third party rights including underage people and/or cause harm in any way;
5.2.3. impersonate any other person or representative of an organization and/or community without being authorized to do so;
5.2.4. download, send, transmit or otherwise post and/or distribute content if not authorized to do so by law or contract;
5.2.5. interfere with regular operation of Company's websites and services;
5.2.6. assist any actions to violate any restrictions and prohibitions imposed by this Agreement;
5.2.7. otherwise violate legal standards including international law.
6. Exclusive Rights to Services and Content6.1. Any objects available through Company's services including design elements, text, graphics, illustrations, video, software, databases, music, soundtracks and other objects (hereinafter - service content) as well as any content posted at Company's services are exclusive property of Company, Users and other right holders.
6.2. Any content and service elements may be used only within functions offered by a particular service. No elements of Company's service content as well as any content posted at Company's services may be used in any other way without the right holder's prior consent. The term "use" shall include reproduction, duplication, processing and distribution on any basis, representation on frame, etc. The exception shall be any cases prescribed by Monegasque laws.
The personal non-commercial use by the User of service content elements and any content is authorized upon preservation of all marks of copyright, associated rights, trademarks, other notices of copyright, preservation of the name (pseudonym) of the author/right holder's name unchanged and preservation of corresponding object unchanged. The exception shall be cases directly stated by Monegasque laws.
7. Third Party Websites and Content7.1. Company's services may content links to other websites (third party websites). Such third parties and their content are not verified by Company for compliance with any requirements (validity, completeness, accuracy, etc.). Company shall not be responsible for any information or materials posted at third party websites that the User may access through the services including any opinions or statements at third party websites, advertising, etc. as well as availability of such websites or content and consequences of their use by the User.
7.2. A link (in any format) to any website, product, service, any commercial or non-commercial information published on the Website shall not be considered as approval or recommendation of such products (services, activities) by Company, unless directly stated at Company's resources.
8. Advertising at Company's Services8.1. Company may post advertisings at its services.
8.2. Company shall be responsible for its advertising at Company's services to the extent prescribed by Monegasque laws.
9. No Guarantees, Limitation of Liability9.1. The User uses Company's services at his own risk. Services are provided as is. Company accepts not responsibility including for compliance of services with the User's goals;
9.2. Company does not guarantee that services comply/will comply with User's requirements; that services will be provided without interruptions, promptly, sustainably and without errors; that results received with the use of services are accurate and reliable and may be used for any purposes or in any capacity (for instance, for identification and/or verification of any facts); that the quality of any product, service, information, etc. received through the services will meet the User's expectations;
9.3. Company shall not be liable for any losses resulting from the User using Company's services or separate parts/ functions of services;
10. Other Provisions10.1. This Agreement is an agreement between the User and Company regarding the procedure of using services and shall replace all previous agreements between the User and Company.
10.2. This Agreement shall be regulated and interpreted according to laws of the Principality of Monaco. Any issues not regulated hereby shall be settled according to Monegasque law. Any disputes arising out of relations regulated by this Agreement shall be settled as prescribed by applicable Monegasque laws according to Monegasque legal standards. In any part of this Agreement, unless otherwise stated, the term "law" shall mean laws of the Principality of Monaco as well as laws of the country of the User's location.
10.3. Due to the fact that services under this Agreement are provided free of charge, standards on consumer rights' protection under Monegasque laws shall not apply to relations between the User and Company.
10.4. Nothing in this Agreement shall be interpreted as agency, partnership, mutual activities, employment or any other relations not directly stated in this Agreement.
10.5. If for any reasons one or several provisions of this Agreement are declared invalid or unenforceable, it shall not affect the validity or enforceability of the remaining provisions hereof.
Timeline Subscription Agreement and Terms of SaleThe Subscription Agreement and Terms of Sale (hereafter, the "Agreement") governs your use of yacht harbour products and services more fully described below ("Products"), and creates a legally binding agreement between you and Intelligent Seastems Monaco ("we," "us," "our," or "yacht harbour"). By checking the box marked “I accept Yacht Harbour Terms and Conditions” at the bottom of the registration page, you accept and agree to be bound by this Agreement.
Any changes to this Agreement will be effective upon posting of the revisions to our website. If we change this Agreement, we shall post a revised version of this Agreement here, which shall automatically replace the terms of this Agreement. You are responsible for reviewing our website and any applicable changes. Changes to this Agreement may be posted on our website without notice to you. Your continued use of our products and services following our posting of a revised Agreement will constitute your acceptance of the revised Agreement. If you do not agree with the terms of this Agreement, or any revised version of this Agreement, do not continue to use yacht harbour products.
1. Definition of products and servicesYacht harbour offers a variety of products and services. Below is a definition of all products and services available on the yacht harbour Site, and which are included in the term "Products." Pricing and other details about a Product are set forth on the product page for the applicable Product on our website; and such pricing and other details are expressly incorporated by reference into the terms of this Agreement.
2. Timeline databaseThe Timeline database is an online database containing all of the major information available in the public domain gathered by yacht harbour on the yachts in its database, available to view to subscribers as individual timelines for the yachts in the yacht harbour database. There are two types of subscription that can be purchased for the Timeline database:
1. Monthly subscription, allowing to access all of the functionalities of the Timeline database outlined in the description here above and charged on a monthly basis.
2. Yearly subscription, allowing to access all of the functionalities of the Timeline database outlined in the description here above and charged on a yearly basis.
3. Prices and termsAll Product prices are listed on each product page describing the subscriptions and in the registration page and cart. You agree to pay the price for the Product indicated in the pricing schedule set forth on these pages. At the time of account creation or purchase, you need to provide accurate information regarding your account, including a valid credit card, and you must certify that you are over 18 years of age and legally able to enter into a valid and binding agreement with yacht harbour.
If you have purchased an annual subscription online, such as the Timeline database your credit card indicated in the registration process (or on your My Account page if the subscription is an addition to a previously purchased product) will be fully charged upon sign up. You agree that you will pay the full price for the whole year upfront. All annual subscriptions renew automatically until canceled by the user. If the renewal charge fails, the subscription will expire.
Monthly recurring paymentsIf you have purchased a subscription with a monthly recurring payment, such as the Timeline database your credit card indicated in the registration process (or on your My Account page if the subscription is an addition to a previously purchased product) will be initially charged upon sign-up. All monthly subscriptions renew automatically until canceled by the user. You are responsible for keeping your credit card information correct and up to date.
4. TaxesYou are responsible for paying all applicable sales, use, transfer, value-added, or other taxes and all duties, whether international, national, state, or local, however designated, which result from the purchase of our Products. When yacht harbour is required to collect such taxes from you, yacht harbour may charge applicable taxes at the time of sale. You agree to pay all charges, including applicable taxes, in accordance with the billing terms in effect at the time the price or charge becomes payable. If an error has been made in the amount of taxes collected by yacht harbour with respect to your purchase, we reserve the right to process an additional charge in order to meet our obligations to collect such taxes in the correct amount as required by applicable law.
5. Modification of Pricing and Billing TermsWe reserve the right at any time to institute new prices, and to change the amount of or the basis for determining any prices or charges with respect to the Products, or charge taxes applicable to the sale of our Products. You agree to pay all charges, including applicable taxes, in accordance with the billing terms in effect at the time the price or charge becomes payable.
We reserve the right to modify the prices and charges at any time. For monthly and annual subscriptions, which are automatically renewed, such changes will become effective with your next billing cycle, following our written notification to you of such changes, unless you cancel your subscription within the allotted time frame. For non-renewable subscriptions, such changes will only apply to new subscription terms.
6. No refundsExcept if otherwise expressly stated, yacht harbour will not refund any subscriptions that have been purchased. When you request a service from us, you agree that we may begin to provide the service immediately, and that you will not be entitled to a cancelation period, except if applicable law requires a cooling-off period despite your waiver and even when a service starts right away. You can, however, cancel your subscription as described in the "Termination" section of this Agreement.
7. TerminationYou may terminate any subscription under this Agreement by clicking on the "Cancel" icon located on the My Account page of the yacht harbour Site. The effective date of such termination will be the end of the current billing period indicated on the My Account page. In the event you initiate a reactivation of any subscription for any auto-renewing Product under this Agreement after a request for termination, the termination shall be null effective as of the date of such reactivation, and this Agreement will continue to be in effect. In the event of the termination of your subscription for any Product, you shall be responsible for payment of all charges through the rest of the subscription term for this Product and payment for any additional searches over the prescribed search limit for your subscription for such Product or other overages. You shall not be entitled to any refund as a result of the termination of your subscription to any Product under this Agreement.
We may terminate your right to use and/or access any Product (including, but not limited to, any subscription which you may have for any Product) at any time in our sole discretion, with or without prior notice. We may also suspend your use of the Products by disabling your username and/or password for any reason, including, but not limited to, cases in which we believe you have violated the terms of this Agreement or you are using the information provided through the Products in a manner inconsistent with the spirit of this Agreement or the general Terms and Conditions of our website (see above). If we terminate your right to use and/or access any Product (including but not limited to any subscription which you may have for any Product), without cause, we agree to refund to you the pro-rata portion of any payments made by you to us for such terminated Products. Any determination of the amount to be returned to you in the event of any such termination shall be made by yacht harbour in its reasonable discretion, and shall be conclusive and binding.
8. Use of products and servicesIn consideration of the payments made by you, and subject to you, observing the obligations under this Agreement, we grant you access to the Products purchased via our website under the following conditions:
1. Unless otherwise agreed upon by us, each Product is limited solely to you, is not transferable, and does not extend to any other person, employer, subsidiary, parent organizations, or any other related or affiliated organizations. You may not assign, sub-license, transfer, change, or otherwise dispose of your rights under this Agreement without the prior written consent of yacht harbour.
2. You may not duplicate or distribute data found in the yacht harbour Timeline database without the prior written consent of yacht harbour.
3. We shall grant a username and password or IP restriction to you. You are responsible not to disclose the username, password, or IP address to any other person, and to monitor your account for any usage that is not your own. In the event that you cannot recall your username or password, or you become aware that another person is using your username, password, or IP restriction, you must immediately contact the yacht harbour customer support team. You agree to cooperate with us to stop further abuse should it occur.
4. We reserve the right to issue replacement usernames and/or passwords at any time.
5. You do not own any information you have purchased or printed from our Product pages or website. You shall use your best efforts to safeguard the intellectual property, confidential information, and proprietary rights of yacht harbour.
6. You are responsible for the provision of and payment for the computer equipment and telecommunication services necessary to access the purchased Products. We shall not issue credits or refunds against charges incurred by you in relation to such telecommunication services or those incurred contacting our customer support team. You accept that we have no control over such telecommunication services and that we shall have no liability to you for the acts or omissions of telecommunication service providers, or for faults in or failures of their apparatus.
7. Usage Restrictions You agree that you will not: (a) Sell, distribute, license, rent, or otherwise exploit any Product provided, or any element of it, for any commercial purpose (b) Make any Product, or any element of it, available to other persons (c) Make any Product, or any element of it, available on, or by, electronic bulletin boards, news groups, websites, blogs, FTP, or any other means of posting or transmitting material on the Internet, an online service, local, or wide area network (d) Remove or obscure any copyright notice(s) from materials including hard-copy print-outs (e) Use any Product, or any element of it, to create any derivative work, product or service, or merge any Product with any other product, database, or service (f) Alter, amend, modify, translate, or change any Product, or any element of it (g) Undertake any activity which may have a damaging effect on our or any of our third-party licensors' ability to achieve revenue through selling and marketing the Products (h) Otherwise use any Product, or any element of it, supplied in accordance with this Agreement in a manner that would infringe the copyright or other proprietary rights contained within it (i) Permit any third party to obtain remote access to any Product, or any element of it, through your computer network (j) Download or permit any third party to download any digital information to any storage media, including, but not limited to, system servers, USB sticks, hard disks, diskettes, CD-ROMs, and back-up tapes (k) Disclose the username or password assigned by us to any person, firm, or company
9. Disclaimer of WarrantyYacht harbour, its affiliates, and any third-party providers, as well as their officers, directors, shareholders, employees, and agents, do not guaranty and make no representations or warranties with respect to the accuracy, completeness, timeliness, or availability of the Products or any information contained within the Products. The products are provided “as is.” Neither we nor anyone else makes any warranties of any kind, either expressed or implied, including, but not limited to, warranties of merchantability, quality, accuracy, or fitness for a particular purpose. To the fullest extent permitted by applicable law, all implied warranties, conditions, and other terms of any kind are hereby excluded. No oral or written information or advice given by any representative of us, or by anyone else, shall create any warranties.
10. Limitation of LiabilityWe shall not be liable to you for any loss or damage whatsoever resulting from omissions or inaccuracies in the Products regardless of how it was caused, including, but not limited to, the omission of any transactions from our databases, reports, and indices. We do not warrant that access to the Products will be free from errors or faults. In the event of a fault, you shall notify the yacht harbour customer support team by telephone, email, or letter, and we shall use reasonable efforts to correct those faults or errors reported by you.
We shall not be liable for any claim or loss arising from:
(a) Any failure or malfunction resulting wholly, or to any extent, from your negligence, operator error, or any other misuse or abuse of any Product
(b) Any failure by you to take steps recommended by us to resolve a fault in any Product
(c) Any modification of any Product, its merger with any other program, or any maintenance, repair, adjustment, alteration, or enhancement of any Product by any person other than us
(d) Your inability to use any Product due to website downtime
To the fullest extent permitted by applicable law, yacht harbour does not accept liability for any loss or damage of any kind incurred as a result of your use of the Products, or relying on any information contained in the Products, including, but not limited to, the making of any purchase, sale, or other investment decision, or the giving of any advice in reliance on, or on the basis of, any Products or conclusions drawn from such Products.
Yacht Harbour encourages its customers to consult with yacht experts and investment professionals before making any buying or selling decisions. Past performance is not an indication of future results.
To the fullest extent permitted by applicable law, our liability in respect to any and all claims and/or actions (whether in contract, in tort (including negligence) or otherwise) arising out of or in connection with this agreement, or any product supplied hereunder, is limited to the amount of charges actually paid by you under this Agreement. No action, regardless of form, arising out of this Agreement, or any Product supplied hereunder, may be brought by you more than one year after you know of the occurrence which gives rise to the cause of such action.
Notwithstanding anything else contained in this agreement, and except where prohibited by applicable law, in no event shall we be liable to you or anyone else for loss of profits, business, revenue, goodwill, anticipated savings, or any indirect, incidental, special, punitive, consequential, or similar loss or damage of any kind or nature, even if we have been advised of the possibility of such losses or damages in advance.
You shall indemnify and hold us harmless against any and all claims, actions, demands, legal proceedings, losses, damages, liabilities, and costs and expenses, including, but not limited to, legal charges, arising from any misuse of any Product under this Agreement, whether or not authorized by you, which are brought against us by third parties, and shall reimburse us for any costs and expenses, including, but not limited to, legal charges, resulting from any claims by us against you.
11. Force MajeureOur failure to perform any term or condition of this Agreement as a result of conditions beyond our control including, but not limited to, wars, strikes, floods, governmental restrictions, power failures, and damages or destruction of any network facilities or services, shall not be deemed a breach of this Agreement.
12. Governing LawThis Agreement, and the rights and liabilities of the parties with respect to this Agreement and the subject matter thereto, shall be governed by and construed according to the laws of the Principality of Monaco. You consent to the jurisdiction of the courts of the Principality of Monaco to settle any dispute arising out of or relating to this Agreement or its subject matter not settled by the parties.
Date of publication: 20.04.2016
Previous version of the document available on request.