Welcome to Pefoma. This page (together with the documents referred to in it) tell you the terms (the “Terms”) which apply when you subscribe to use all associated features and functionalities, websites and user interfaces, as well as all content and software applications associated with our services (the “Services”) from our mobile Application (the “App”) and website (the “Site”).
Please read these Terms carefully before setting up an Artist Account with Pefoma. If you have any questions relating to these Terms please contact firstname.lastname@example.org before using the App. Your legal rights are not affected by these Terms, which apply in addition to them and do not replace them. By signing up or otherwise using any of these Pefoma services or accessing any music, videos, live streams or other content or material that is made available through the Service (the “Content”), you confirm that you accept these Terms.
Pefoma is operated by Rise Innovations Limited (“Rise Innovations”), a company incorporated and registered in England and Wales, 12581684 whose registered office is at International House, 64 Nile Street, London, N1 7SR United Kingdom.
Pefoma provides services with social and interactive features for live streaming. Fans are able to listen to live streams and exclusive content by Verified Artists with a Pay-Per-View feature enabled for up to four hours. Artists set their own fees to charge Fans, of which Pefoma take a fixed fee of 175 coins. . They can also view photos and videos uploaded by Artists.
Before you can upload content or host live streams using our App, you need to open a Pefoma Fan Account (“Fan Account”) using your email address. Users confirm they are over 13 to be eligible to use Pefoma. When you open a Fan Account you will need to create a password. You must keep any password you create confidential and prevent others from accessing your User Account, or mobile phone. If another person uses these methods to access your User Account, you will be responsible for payment. We are not responsible for any losses you suffer, unless the person using your password obtained it because we did not keep it secure.
In your Profile, choose the option “Switch to Artist Profile”. Connect your Spotify for Artists account or provide your Instagram URL in order for Pefoma to verify your identity. You will be notified within 5 business days if you have become a Verified Artist and have a green tick next to your profile picture.
You may close your Artist Account at any time by contacting us at email@example.com. If we believe that your Artist Account has been used by someone else, we may suspend your access to your Artist Account, or close it permanently. We may also close your Artist Account if in our opinion you are abusing our Service (for example, by applying for refunds or credit to which we do not consider you are entitled, making repeated unreasonable complaints, mistreating our staff, or any other good reason).
Occasionally we may make changes to this Agreement for valid reasons, such as improving the existing functions or features or adding new functions or features to the Service, implementing advancements and reasonable technical adjustments to the Service, ensuring the operability or the security of the Service, and for legal or regulatory reasons. When we make material changes to the Agreements, we’ll provide you with notice as appropriate under the circumstances, e.g., by displaying a prominent notice or seeking your agreement within the Service or by sending you an email. In some cases, we will notify you in advance, and your continued use of the Service after the changes have been made will constitute your acceptance of the changes. Please therefore make sure you read any such notice carefully. If you do not wish to continue using the Service under the new version of the Agreements, you may terminate your Artist Account by contacting us.
You represent, warrant and covenant to us that: (a) you are an authorised representative of the entity on whose behalf you are entering into the Pefoma Terms (including, but not limited to, your distributed record labels) with the authority to bind the entity to the Pefoma Terms, regardless of whether you remain an authorised representative of that entity after agreeing to be bound by the Pefoma Terms; (b) the entity agrees to be bound by the Pefoma Terms; and (c) you agree to be bound by the Pefoma Terms on behalf of the Subscribing Entity. You also represent, warrant and covenant to us that any registration information that you submit to us for use in connection with the Pefoma Terms is true, accurate, and complete, and you agree to keep it that way at all times until the Pefoma Terms are terminated by either you or Pefoma. You can correct any erroneous registration information by accessing your settings page upon login via your Artist Account (as defined below).
If there is a dispute between you and any third party as to the ownership or authorised use of an Artist Account, then Pefoma may suspend all access to such Artist Account at any time and without any liability to you and/or any other person or entity. Pefoma may resolve disputes among Fans or it may leave the resolution of disputes up to the parties involved, who may seek relief from a court of competent jurisdiction. If Pefoma resolves any dispute, then you agree that Pefoma’s decision is final and binding upon you, although you may have recourse against any third parties as provided under applicable law. Pefoma will also abide by any lawful order from a court of competent jurisdiction.
As always, your password protects your Artist Account, and you are solely responsible for keeping your password confidential and secure. If a User name or password is lost or stolen, or if you believe there has been unauthorised access to an Artist Account by third parties, please notify us immediately and change the password as soon as possible.
We may change the Pefoma Terms at any time in our sole discretion by prominently posting a revised version of the Pefoma Terms on the Site. If the changes are not material, the changes will become effective immediately. If the changes are material, they will only become effective as of the date that is thirty (30) days after the date of such posting or the effective date of such Notice. If you continue to use Pefoma after the effective date of any such changes in any way, including by acceptance of any benefits under the Pefoma Terms such continued use will constitute your agreement to be bound by the changed Pefoma Terms. However, such material changes will not apply to any dispute between you and us that arose prior to the effective date of such changes. If you do not wish to continue using Pefoma under the terms of any changed Pefoma Terms, you may terminate the Pefoma Terms pursuant the terms in this Agreement. You acknowledge that it is your responsibility to regularly monitor Pefoma and regularly read any updates we may send relating to changes to the Pefoma Terms.
In accordance with this Agreement Pefoma Artists may post, upload, and/or contribute Artist Content to the Service via the Artist Portal which may include, for example, live-streams, pictures, videos, text, messages, information, and/or other types of content. Live streams can be scheduled up to thirty (30) days in advance and must stream for at least forty five (45) minutes. You can learn more about Pefoma by visiting our website. You acknowledge that we provide Pefoma to you for free in exchange for your use of the Service and agreement to the Agreements.
In addition to the then-current features of Pefoma, we may from time-to-time add new features with opportunities for rights holders.
Artists must link a verified PayPal account to their profile in order to withdraw funds from their wallet. 30% of the value of coins is taken at the point of purchase by the relevant App Store. The remainder is split: 20% coins to Pefoma and 80% to Artists. Artists may withdraw wallet payments withdraw once a calendar month once wallet balance is over £100.
We reserve the right to manage the risks associated with providing you Payments, by placing restrictions on your access to your funds when deemed necessary, as described in further detail below. You agree that we may place holds on your funds or instruct a payment service provider to hold your funds, prior to successful completion of a Live Stream. We also may cancel or freeze the settlement of your proceeds as necessary for fraud, risk management, or compliance purposes. Such cancellations may apply for live streams which are less than 45 minutes or are obscene in the opinion of Pefoma. Refunds may be subject to a maximum 20% processing charge of the total payment. In these situations, we will notify you of our decisions and allow Artists the opportunity to respond.
Pefoma is the property of Pefoma. We hereby grant you a limited, non-exclusive, revocable license to make use of Pefoma (the “License”). This License will remain in effect until and unless the Pefoma Terms are terminated by you or Pefoma. Neither you or an agent on your behalf may sell, transfer or sublicense your Artist Account or individual credentials.
The data (including Insights), media, websites, and software applications that are included in Pefoma are licensed, not sold, to you, and at all times Pefoma will retain ownership of such data and information, even after installation of Pefoma (or portions thereof) on your personal computers, servers, mobile handsets, tablets, and/or other relevant devices (each a “Device”).
All Pefoma trademarks, trade names, domain names, and any other features of the Pefoma brand (“Pefoma Brand Features”) are the sole property of Pefoma. The Pefoma Terms do not grant you any rights to use any Pefoma Brand Features whether for commercial or non-commercial use, and all goodwill generated from the use of any Pefoma Brand Features will inure solely to Pefoma.
You agree to abide by our Artist Guidelines below and to not use Pefoma, the Content, or any part thereof in any manner not expressly permitted by the Agreements. Except for the rights expressly granted to you in the Pefoma Terms, Pefoma grants no right, title, or interest to you in Pefoma, by implication, estoppel or otherwise. All rights not expressly granted to you are expressly reserved by Pefoma.
Third-party software (for example, open source software libraries) included in Pefoma are licensed to you either under the Pefoma Terms or under the relevant third-party software library’s license terms as published in the About, Help or Settings section of our desktop and mobile clients and/or on our website (“Third Party Software Licenses”).
Pefoma is integrated with third party applications, websites, and services (“Third Party Applications”) to make content, products, and/or services available to you. These Third Party Applications may have their own terms and conditions of use and privacy policies and your use of these Third Party Applications will be governed by and subject to such terms and conditions and privacy policies. You understand and agree that Pefoma does not endorse and is not responsible or liable for the behaviour, features, or content of any Third Party Application or for any transaction you may enter into with the provider of any such Third Party Applications.
Pefoma Artists may post, upload, and/or contribute Artist Content to the Service (which may include, for example, live-streams, pictures, videos, text, messages, information, links to YouTube content and/or other types of content.
Pefoma does not claim any ownership rights in the Artist Content you post to the Service. After posting Artist Content to the Service, as between you and Pefoma, you will continue to retain any rights you may have in your Artist Content, including any intellectual property rights or other proprietary rights associated with your Artist Content, subject to the license you grant to Pefoma.
By posting Artist Content to the Service, you grant Pefoma a non-exclusive, transferable, sub-licensable, royalty-free, fully paid, worldwide license to use, reproduce, make available to the public (e.g., perform or display), publish and distribute the Artist Content on and in connection with the Service, Pefoma’s business, the promotion and marketing of the Service and the promotion and marketing of Pefoma’s business, in any and all formats and through any and all media channels now known or hereafter developed. If you do not want Pefoma to use your Artist Content for these purposes, you should not post Artist Content to the Service. To the extent you provide Artist Content that contains your name, likeness or photograph, you further grant us the non-exclusive, fully paid, worldwide right to use such name, likeness, and photograph on the Service and in our marketing communications to advertise, market and promote the availability of your Artist Content on the Service.
You represent and warrant, and covenant on a present and continuing basis, that, with respect to any Artist Content you post to the Service: (a) you have and shall have the right to post such Artist Content, and to grant Pefoma the rights to such Artist Content as set forth in the Agreements (including the license granted in the preceding paragraph of this Section 6), free of any and all claims, (b) such Artist Content, and its use by Pefoma as contemplated by the Agreements (including the license granted in the preceding paragraph of this Section), does not and shall not violate the Agreements, applicable law, the regulations and rules of any guilds, unions or collectives, and does not and shall not violate or infringe the rights of any third party, including any intellectual property (including without limitation, copyright), publicity, privacy, personality, contract or other rights of others, (c) such Artist Content, and its use by Pefoma as contemplated by the Agreements (including the license granted in the preceding paragraph of this Section), does not and shall not imply any affiliation with or endorsement of you or your Artist Content or any third party entity or individual by Pefoma or any rights holders or any artists or any third party entity or individual without express written consent from the applicable such entity or individual, (d) you have and shall have acquired, retained and properly administered any third-party rights, licenses, authorisations, consents, permissions and approvals relating to the Artist Content you post to the Service, and the exercise by Pefoma of the license granted in this Section, (e) you shall be solely responsible for complying with the terms and conditions set forth in each of the third-party licenses, authorisations, consents, permissions and approvals referenced in clause (d) of this paragraph, and shall you shall be solely responsible for making any and all payments of royalties, fees and any other monies (however characterised) to any and all third parties as and when required under such third-party licenses, authorisations, consents, permissions and approvals, (f) no royalties, fees or other monies (however characterised) are or shall be payable by or on behalf of Pefoma to or on behalf of any person or entity in connection with or arising out of the Artist Content you post to the Service or the exercise by Pefoma of the license granted in the preceding paragraph of this Section 6, (g) all Artist Content you post to the Service is and shall be correct, accurate, and compliant with the Artist Guidelines, and (h) you have and shall comply with all applicable laws, regulations and industry standards when posting Artist Content to the Service.
Pefoma may, but has no obligation to, monitor, review, or edit Artist Content. Because there is a risk to hosting uploaded content, including Artist Content, Pefoma reserves the right, in all cases, to remove or disable access to any Artist Content for any or no reason, including, but not limited to, Artist Content that, in Pefoma’s sole discretion, violates the Agreements, the rights of any third party, poses a reputational risk to Pefoma or any other person. Pefoma may take these actions without prior notification to you or any third party and without any liability to you for such removal. However, Pefoma does not obligate itself to remove any Artist Content except as required by law.
You are solely responsible for all content, including Artist Content, that you post, so please be careful about what you post. Don’t defame people on the Service or post any content that may be deemed to be objectional to the Artist Guidelines. As you would expect, Pefoma is not responsible for Artist Content nor does it endorse any opinion contained in any Artist Content. You acknowledge and agree that if anyone brings a claim against Pefoma related to Artist Content that you post, then to the extent permissible by law, you will indemnify and hold Pefoma harmless against any and all damages, losses, liabilities, expenses and/or costs arising out of such claim.
In consideration in part for the rights granted and benefits accorded to you under the Pefoma Terms, you grant us the right to allow Pefoma to use the processor, bandwidth, and storage hardware on your Devices in order to facilitate the operation of Pefoma.
If you provide feedback, ideas, or suggestions to Pefoma in connection with Pefoma (“Feedback”), then regardless of what your accompanying communication may say, you acknowledge that the Feedback is not confidential. You hereby grant Pefoma a non-exclusive, perpetual, transferable, sub-licensable, royalty-free, irrevocable, fully paid, worldwide license to use, reproduce, make available to the public (e.g., perform or display), publish, translate, modify, create derivative works from, and distribute any of your Feedback through any medium in any way, for any purpose, and through any medium or technology now known or hereafter created, whether in whole or in part, and whether as modified or unmodified, whether alone or in combination with other content or materials, in any manner and by any means, method, or technology, whether now known or hereafter created, to present and make available your Feedback to Fans of Pefoma, and in any and all marketing and promotional materials including but not limited to digital and print media, social media platforms, presentations, submissions, or any industry or commercial advertising purposes.
Aside from the rights specifically granted in the Pefoma Terms, you retain ownership of all rights, including intellectual property rights, in any Feedback that you provide, and you have only granted us a license as set forth in the Pefoma Terms. Where applicable and permitted under applicable law, you also agree to waive any “moral rights” (or the equivalent under applicable law), such as your right to be identified as the author of such Feedback, and your right to object to derogatory treatment of the same. If such moral rights are not waivable, then you hereby agree not to sue us for failure to identify you as the author of such Feedback or for any use of such Feedback on or in connection with Pefoma.
Pefoma respects intellectual property rights and expects you to do the same to ensure Pefoma stays enjoyable for everyone. The following is not permitted for any reason whatsoever:
Please respect Pefoma, the owners of the Content, and other Users of Pefoma for Artists. Don’t engage in any activity, post any Artist Content, or register and/or use a User name, which is or includes material that:
You acknowledge and agree that posting any Artist Content that violates these Artist Guidelines (or that Pefoma reasonably believes violates these Artist Guidelines) may result in immediate termination or suspension of your Artist Account. You also agree that Pefoma may reclaim your User name where it is reasonable for us to do so, including if you have violated the Agreements.
Please be thoughtful about how you use the Pefoma Service and what you share. The Pefoma Service includes social and interactive features, including the ability to post Artist Content, share content, and make certain information about you public. Remember that shared or publicly available information may be used and re-shared by other Users on Pefoma or across the web, so please use Pefoma carefully. Pefoma has no responsibility for your choices to post material on the Service.
Your password protects your Artist Account, and you are solely responsible for keeping your password confidential and secure. You understand that you are responsible for all use (including any unauthorised use) of your User name and password on the Service. If your User name or password is lost or stolen, or if you believe there has been unauthorised access to your Artist Account by a third party, you must notify us immediately and change your password as soon as possible.
Pefoma respects the rights of intellectual property owners. If you believe that any Content infringes your intellectual property rights or other rights, see Pefoma’s copyright policy, available at http://4xx.250.myftpupload.com/copyright-policy/. If Pefoma is notified by an intellectual property owner or their agent that any Content infringes a protected legal right, then Pefoma may, in its absolute discretion, take actions without prior notification to the provider of that Content. If the provider believes that the content is not infringing, the provider may submit a counter-notification to Pefoma with a request to restore the removed content. If you believe that any Content does not comply with the Artist Guidelines, please contact us at firstname.lastname@example.org.
Pefoma will make reasonable efforts to keep Pefoma operational. However, Pefoma makes no assurances that Pefoma will be available continuously. Certain technical difficulties or maintenance may result in temporary interruptions. Pefoma reserves the right, periodically and at any time, to modify or discontinue, temporarily or permanently, functions and features or the entirety of Pefoma, with or without notice, all without liability to you or your Subscribing Entity, except where prohibited by law, for any interruption, modification, or discontinuation of Pefoma or any function or feature thereof. You understand, agree, and accept that Pefoma has no obligation to maintain, support, upgrade, or update Pefoma, or to provide all or any specific content through Pefoma. Pefoma and/or the owners of any Insights may, from time to time, remove any such Insights without notice to the extent permitted by applicable law and/or the Pefoma Terms. Pefoma, including Insights and Beta Features, are provided to you “As Is.” You use Pefoma and all Insights and Beta Features at your sole risk and discretion. This Section 12 will be enforced to the extent permissible by applicable law.
For support with Artist Account-related questions (“Artist Support Queries”), please contact us at email@example.com. We will use reasonable endeavours to respond to all Artist Support Queries within a reasonable time frame but we make no guarantees or warranties of any kind that any Customer Support Queries will be responded to within any particular time frame and/or that we will be able to satisfactorily answer any such queries.
The Pefoma Terms will apply as of the Effective Date, as applicable, and will continue to apply until terminated by either you or Pefoma under this Section. Either party may terminate the Pefoma Terms upon Notice to the other party provided that such termination shall apply with prospective effect only as of the date that is the later of the date that is thirty (30) days of the effective date of such Notice and Pefoma’s closure of your Artist Account for Pefoma. In addition, Pefoma may terminate the Pefoma Terms upon Notice to you in the event of any material breach of the Pefoma Terms, including in the event of your actual or suspected unauthorized use of Pefoma and/or content , or non-compliance with the Pefoma Terms, that is not remedied by you within thirty (30) days of the effective date of Notice to you from Pefoma of such breach pursuant to Section 23 below, provided such termination shall apply with prospective effect only as of the expiration of such thirty (30) day period. This Section will be enforced to the extent permissible by applicable law.
As of the effective date of any termination of the Pefoma Terms under this Section, you will: (a) have no further right to use your Artist Account for Pefoma; (b) have no further right to accept of any benefits under the Pefoma Terms (including access to Insights, participate in Programs or enjoy any other services under particular Opt-In Pefoma Terms); and (c) immediately destroy, or if instructed by Pefoma, return to Pefoma, all data, information and content delivered to furnished to you in connection with Pefoma through the effective date of termination. If you or Pefoma terminate the Agreements, or if Pefoma suspends your access to the Pefoma Service, you agree that Pefoma shall have no liability or responsibility to you and Pefoma will not refund any amounts that you have already paid, to the fullest extent permitted under applicable law.
You acknowledge and agree that, consistent with Section 7, the perpetual license granted by you in relation to Feedback, respectively, are irrevocable and will therefore continue after expiration or termination of any of the Pefoma Terms. This Section 15 will be enforced to the extent permissible by applicable law.
THE FOLLOWING WARRANTY DISCLAIMER APPLIES TO THE FULLEST EXTENT PERMITTED BY LAW:
WE ENDEAVOUR TO PROVIDE THE BEST SERVICE WE CAN, BUT YOU UNDERSTAND AND AGREE THAT PEFOMA IS PROVIDED “AS IS” AND “AS AVAILABLE”, WITHOUT EXPRESS OR IMPLIED WARRANTY OR CONDITION OF ANY KIND. YOU USE PEFOMA AT YOUR OWN RISK. PEFOMA AND ALL OWNERS OF THE DATA AND INFORMATION USED IN CONNECTION WITH PEFOMA, INCLUDING INSIGHTS, MAKE NO REPRESENTATIONS AND DISCLAIM ANY WARRANTIES OR CONDITIONS OF SATISFACTORY QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. NEITHER PEFOMA NOR ANY OWNER OF DATA AND INFORMATION USED IN CONNECTION WITH PEFOMA, INCLUDING INSIGHTS, WARRANTS THAT PEFOMA IS OR WILL BE FREE OF MALWARE OR OTHER HARMFUL COMPONENTS. IN ADDITION, PEFOMA MAKES NO REPRESENTATION NOR DOES IT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY THIRD-PARTY APPLICATIONS (OR THE CONTENTS THEREOF), OR ANY OTHER PRODUCT OR SERVICE OFFERED BY A THIRD PARTY ON, THROUGH, OR FROM PEFOMA OR ANY HYPERLINKED WEBSITE OR OTHER ELECTRONIC PROPERTY. AS WITH ANY PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE. NO ADVICE OR INFORMATION WHETHER ORAL OR IN WRITING OBTAINED BY YOU FROM PEFOMA SHALL CREATE ANY WARRANTY ON BEHALF OF PEFOMA IN THIS REGARD.
This does not affect your statutory rights as a consumer, to the extent such rights apply.
YOU AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY LAW, YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY PROBLEMS OR DISSATISFACTION WITH PEFOMA IS TO UNINSTALL ANY SOFTWARE PROVIDED, FURNISHED OR SELECTED IN CONNECTION WITH PEFOMA AND TO STOP USING PEFOMA. WHILE PEFOMA ACCEPTS NO RESPONSIBILITY FOR THIRD-PARTY APPLICATIONS OR THE CONTENTS THEREOF, AND WHILE YOUR RELATIONSHIP WITH SUCH THIRD-PARTY APPLICATIONS MAY BE GOVERNED BY SEPARATE AGREEMENTS WITH SUCH THIRD PARTIES UNDER THIRD PARTY SOFTWARE LICENSES, TO THE FULLEST EXTENT PERMITTED BY LAW, YOUR SOLE AND EXCLUSIVE REMEDY, AS BETWEEN YOU AND PEFOMA, FOR ANY PROBLEMS OR DISSATISFACTION WITH THIRD-PARTY APPLICATIONS OR THE CONTENTS THEREOF, IS TO UNINSTALL AND/OR STOP USING ANY SUCH THIRD-PARTY APPLICATIONS.
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL PEFOMA, ITS OFFICERS, SHAREHOLDERS, EMPLOYEES, AGENTS, DIRECTORS, SUBSIDIARIES, AFFILIATES, SUCCESSORS, ASSIGNS, SUPPLIERS, OR LICENSORS BE LIABLE FOR: (A) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES; OR, (B) ANY LOSS OF USE, DATA, BUSINESS, OR PROFITS (WHETHER DIRECT OR INDIRECT), IN ALL CASES ARISING OUT OF THE USE OR INABILITY TO USE PEFOMA, THIRD-PARTY APPLICATIONS, OR THIRD-PARTY APPLICATION CONTENT, REGARDLESS OF LEGAL THEORY, WITHOUT REGARD TO WHETHER PEFOMA HAS BEEN WARNED OF THE POSSIBILITY OF THOSE DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO CASE WILL PEFOMA’S AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO PEFOMA, THIRD-PARTY APPLICATIONS, OR THIRD-PARTY APPLICATION CONTENT EXCEED THE AMOUNTS PAID BY YOU TO PEFOMA DURING THE PRIOR 12 MONTHS.
Nothing in the Pefoma Terms removes or limits Pefoma’s liability for fraud, fraudulent misrepresentation, death or personal injury caused by its negligence, and, if required by law, gross negligence. Some aspects of this Section may not apply in some jurisdictions if prohibited by law.
You acknowledge and agree that the owners of the Content and certain distributors (such as app store providers) are intended beneficiaries of the Agreements and have the right to enforce the Agreements directly against you. Other than as set out in this section, the Agreements are not intended to grant rights to anyone except you and Pefoma, and in no event shall the Agreements create any third party beneficiary rights. Furthermore, the rights to terminate, rescind, or agree to any variation, waiver, or settlement of the Agreements are not subject to the consent of any other person.
If you have downloaded the App from Apple or Google Play (the “Stores”), you acknowledge that you have read, understood, and agree to the following notice regarding Stores. This Agreement is between you and Pefoma only, not with the Stores, and the Stores are not responsible for the Service and the content thereof. The Stores have no obligation whatsoever to furnish any maintenance and support services with respect to the Service. In the event of any failure of the Service to conform to any applicable warranty, then you may notify the Stores and the Stores will refund any applicable purchase price for the App to you; and, to the maximum extent permitted by applicable law, the Stores have no other warranty obligation whatsoever with respect to the Service. The Stores are not responsible for addressing any claims by you or any third party relating to the Service or your possession and/or use of the Service, including, but not limited to: (1) product liability claims; (2) any claim that the Service fails to conform to any applicable legal or regulatory requirement; and (3) claims arising under consumer protection or similar legislation. Stores is not responsible for the investigation, defence, settlement and discharge of any third party claim that the Service and/or your possession and use of the App infringe that third party’s intellectual property rights. You agree to comply with any applicable third party terms, when using the Service. The Stores, and the Stores’s subsidiaries, are third party beneficiaries of this Agreement, and upon your acceptance of this Agreement, the Stores will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary of this Agreement.
To the fullest extent permitted by law, you agree to indemnify and hold Pefoma harmless from and against all damages, liabilities, losses, costs and expenses of any kind (including reasonable attorneys’ fees and costs) arising out of: (a) your breach or alleged breach of the Agreements; (b) any activity or omission in which you engage on or through Pefoma; (c) your violation or alleged violation of any law or the rights of any third party, including any actual or alleged infringement or other violation of a third party’s intellectual property rights; (d) your use of Pefoma, including as a result of a mistake, error, or glitch in Pefoma; (e) your breach or alleged breach of any Third Party Software Licenses; and/or (f) your exercise of any of your rights under the License.
“Confidential Information” means any information regarding the terms of the Pefoma Terms (other than the fact of its existence or the name and address of each party), and any information, in whatever form, regarding the business or operations of Pefoma or your use of Pefoma, including, but not limited to, confidential or proprietary information about a third party; provided that Confidential Information shall not include information which: (a) at or prior to the time of disclosure by the disclosing party was known to the receiving party through lawful means; (b) at or after the time of disclosure by the disclosing party becomes generally available to the public through no act or omission on the receiving party’s part; (c) is developed by the receiving party independent of any Confidential Information it receives from the disclosing party; (d) the receiving party receives from a third person free to make such disclosure without breach of any legal obligation; or (e) any information disclosed under Pefoma’s exercise of its rights under Section 21 of the Pefoma Terms.
The receiving party acknowledges the confidential nature of the disclosing party’s Confidential Information and agrees that it shall not disclose the disclosing party’s Confidential Information to any other person, or use any Confidential Information for any purpose other than as contemplated hereby, without the prior written consent of the disclosing party. Each party hereto agrees to take reasonable precautions (no less rigorous than the receiving party takes with respect to its own comparable Confidential Information) to prevent unauthorized or inadvertent disclosure of the other party’s Confidential Information. Notwithstanding the foregoing, a receiving party may disclose Confidential Information of a disclosing party pursuant to any statute, regulation, order, subpoena or document discovery request, and provided that prior written notice of such disclosure is furnished to the disclosing party as soon as practicable in order to afford the disclosing party an opportunity to seek, at its own expense, a protective order (it being agreed that if the disclosing party is unable to obtain or does not seek a protective order and the receiving party is legally compelled to disclose such information, disclosure of such information may be made without liability). In addition, Pefoma may disclose Confidential Information solely to the limited extent required to comply with applicable laws, regulations and stock exchange rules, or the regulations of any other recognized marketplace, including rules from governmental and non-governmental securities commissions and regulatory agencies, and including in connection with a financing or capital-raising activity undertaken voluntarily by Pefoma.
Other than as stated in this section or as explicitly agreed upon in writing between you and Pefoma, the Agreements constitute all the terms and conditions agreed upon between you and Pefoma and supersede any prior agreements in relation to the subject matter of these Agreements, whether written or oral.
Unless as otherwise stated in the Agreements, should any provision of the Agreements be held invalid or unenforceable for any reason or to any extent, such invalidity or enforceability shall not in any manner affect or render invalid or unenforceable the remaining provisions of the Agreements, and the application of that provision shall be enforced to the extent permitted by law.
Pefoma may assign the Pefoma Terms or any part of them, and Pefoma may delegate any of its obligations under the Pefoma Terms. You may not assign the Pefoma Terms or any part of them, nor transfer or sub-license your rights under the Pefoma Terms, to any third party.
This agreement and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law of England and Wales.
Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this agreement or its subject matter or formation.