Terms of Service

Effective as of 2019-06-01                          

1. Parties

  1. These terms of service (hereinafter «Agreement») regulate the legal relationship between the service provider, Edicy LLC, a private limited company established under Estonian law, Estonian commercial register code 12176224, location Raekoja plats 1, Tartu, 51003, Estonia (hereinafter «Voog») and the user of the service, i.e. you (hereinafter «Client») which arise as a result of provision of service to Client by Voog.

2. Definitions

  1. The Client — a legal entity or a natural person who has entered into this Agreement and to whom Voog grants, under this Agreement, the license to use the Service under the Agreement.

  2. The Service(s) — a web service accessible at www.voog.com which enables creating a website and thereafter administering a website based on own domain.

  3. The Client's Account -an account that will be activated for the Client for using the Service after accepting the Agreement by the Client.

  4. The Content — any information made available by or via the Service (e.g. photographs, written text, data files, computer software, music or other audio files, videos, etc).

  5. Voog's Content — Content made available to the Client via the Service by Voog.

  6. The Client's Content — Content created or made available via the Service by the Client.

  7. Cyber Incident — event which endangers or impairs the security or performance of the Service.

3. Representations and acknowledgements of the Client

The Client, and in case the Client is a legal entity, its representative represents and warrants that:

  1. the Client has active legal capacity (and/or right or representation) to enter into the Agreement, and the Agreement therefore forms a binding Agreement between Voog and the Client.

  2. Any registration information the Client has given to Voog in order to use the Service is accurate, correct and up to date.

  3. The Client acknowledges and agrees that the form and nature of the Service may change from time to time due to the fact that Voog is constantly innovating and improving the Service. Also, the Client acknowledges and agrees that Voog may stop (permanently or temporarily) providing the Service (or any features within the Service) to the Client at Voog's sole discretion, with two (2) weeks prior notice to the Client. Prior notice is not required if stopping provision of the Service (or any features within the Service) takes place due to the Client's breach of the Agreement. Voog has no obligation to provide prior notice to the Client in case of changing of minor functions of the Service or if such updates or corrections are made to the Service that do not limit using of the Service by the Client.

  4. The Client acknowledges and agrees that in case of existence of any ground for termination of the Agreement as stipulated in clause 11.3 or if the Client breaches any other terms of the Agreement, Voog may prevent the Client from accessing the Service, respective account details or any files or other content which is contained in the Client's Account.

  5. The Client acknowledges and agrees that Voog may set or change limits on the number of transmissions the Client may send or receive through the Service, or on the amount of storage space used by the Client at the time of using the Service. Such limits may be set or changed by Voog at any time, without prior notice to the Client if Cyber Incident occurs or if the stable performance of the Service is endangered due to another reason.

  6. The Client acknowledges and agrees that Voog may have subsidiaries and affiliated or partner legal entities around the world in order to offer the Service or a part thereof to the Client instead of Voog.

  7. The Client acknowledges and agrees that the Service may contain information which is designated confidential by Voog and that the Client undertakes not to disclose such information.

  8. The Client acknowledges and agrees that Voog owns all intellectual property rights to the Service, notwithstanding of whether those rights are registered or not.

  9. The Client agrees to the use electronic communication in order to enter into the Agreement and to other contracts with Voog.

  10. The Client agrees that Voog may, without prior notice, immediately stop or terminate the Client's Account and/or provision of the Service to the Client if the Client breaches the Agreement.

4. Obligations of the Client

  1. The Client undertakes to use the Service in accordance with the applicable law and not use the Service for any unauthorized or illegal purpose.

  2. The Client undertakes to maintain full confidentiality over the Client's passwords related to the Client's Account. If the Client becomes aware of any unauthorized use of its password or of the Client's Account, the Client must notify Voog immediately at support@voog.com or in other reasonable way that ensures exchange of information as fast as possible.

  3. The Client undertakes not to be engaged in any activity that interferes with or disrupts the Service (or the servers and networks which are connected to the Service).

  4. The Client undertakes not to harass, threaten, abuse or harm Voog, its employees, other users of the Service or third parties in any way.

  5. By purchasing of a domain name via the Service and becoming an owner of a domain name, the Client agrees to act in accordance with the applicable law and accept all liability related to administration of such domain name.

  6. Use of the paid Service:

    1. If the Client upgrades to a paying account, he will be billed immediately for the selected term.

    2. Client is billed in advance and the advance payments are non-refundable. There are no refunds or credits for using up only part of the pre-paid period. In order to treat everyone equally, no exceptions are made.

    3. Value added tax shall be added to all fees related to the Service.

    4. Upon depletion of the advance payment, account will be downgraded into a free account and will lose the privileges of a paying account. Client can always prolong the period of a paying account by making additional advance payment.

    5. Downgrading paying account may cause the loss of data, features, or storage capacity of the Client's account. Voog does not accept any liability for such loss.

5. Content and Right of Ownership

  1. The Client ensures and is solely responsible that Client's Content is legal, the Client has all necessary right to the Client's Content and that the use of the Client's Content does not violate any third-party rights. Voog does not acquire rights to the Clients's Content.

  2. Voog uses the Client's Content only for providing the Service and the Client agrees that for this purpose it may be necessary for Voog to access Client's Content via Client's Account, to upload and/or copy the Client's Content, to change user account settings, make copies for backups and presentation and to implement any other technical measures which are necessary for using the Service according to Voog's discretion.

  3. If the Client creates, transmits, displays or makes otherwise available any content, the Client must have for that purpose all intellectual property rights. The Client undertakes to fulfill and respect the intellectual property rights of other persons.

  4. The Client undertakes not to use any trademark, service mark, trade name, logo, etc. that is not owned by the Client or licensed to the Client in the way that is likely or intended to cause confusion with the owner or authorised user of such marks, names or logos.

  5. The Client undertakes not to create, transmit, display or make otherwise available any content that is unlawful, hateful or in other way malicious (incl. viruses, worms and any other destructive codes).

  6. Voog has the right to pre-screen, review, flag, filter, modify, refuse from or remove the Client's Content or any part thereof, or to delete the Client's Account, if the Client has not fulfilled the Agreement, or if the Client's Content or a part thereof is seen as inappropriate by Voog or if Voog becomes aware that the Client's Content is illegal.

  7. Voog enables the Client to link to Content hosted on a third-party website. The Client accepts that the Service Provider has no responsibility for this imported Content (incl. if this imported Content becomes unavailable or is removed from the third-party service).

  8. All intellectual property rights to Voog's Content, including all materials protected by copyright or any other content in respect of which there are or can be applied intellectual property rights, including works of art, graphics, pictures, website templates and plugins, literary work, source code and object code, applications, audio, music, video and other media, designs, animations, interfaces, documentation, Voog's Services, methods, products, algorithms, data, interactive functions and objects, advertising tools and methods, inventions, business secrets, logos, domains, trademarks, business names and other intellectual property rights, irrespective if these are registered and/or registrable and all their derivative works belong to Voog and/or licensee based on a license agreement. The Client may not copy, distribute, modify, rent, lease, loan, sell, create derivative works, or reverse engineer, decompile or otherwise attempt to extract the source code of the Service or any part thereof without the copyright owner's respective license.

6. License for the Service

  1. Voog hereby grants the Client a personal non-assignable non-exclusive license to use the Service (the License).

  2. The Client must not assign its rights and obligations under the Agreement to third parties.

  3. The sole purpose of granting the License to the Client is to enable the Client to use the Service in accordance with the Agreement.

7. License for the Client's Content

  1. The Client retains copyright and any other rights the Client already holds in respect of the Client's Content.

  2. The Client represents and warrants that the Client has all the rights, power and authority with respect to the Client's Content so that Voog can use the Client's Content (incl. publication, distribution etc) in a manner described in the Agreement. Voog has the right to use the Client's Content that the Client has itself previously published. The Client acknowledges that such use does not breach nor damage any third-party rights, including copyright, trademarks, rights to personal data, advertising rights, contractual rights, business secrets or other intellectual property rights.

  3. Voog follows the Copyright Act and removes any content which breaches copyright.

8. Indemnification

  1. The Client acknowledges and agrees the Client is solely and fully responsible for any activities that occur on the Client's Account, and for Client's Content. The Client also acknowledges and agrees the Client is solely and fully responsible for any breach of the Agreement.

  2. The Client must indemnify Voog and any third parties for any and all claims, liabilities, losses, expenses, damages and costs, including attorney's fees, resulting from the breach of the Agreement, and from the activities on the Client's Account.

9. Payments

  1. Voog provides the Service to the Client for a periodic fee.

  2. When the Client is using Voog's online store features, Voog additionally collects transaction fees based on the Client's sales volume. The above is specified in price lists and pricing models can differ based on the packages

  3. Voog's pricing info can be found on the Pricing section of Voog's website. Voog reserves the right to change the fees at any time. Voog will notify about it in advance in the same Pricing section.

  4. The fees will appear on the invoices that Voog provides via its Service. Some of the Service features are paid features (Paid Service).

10. Online store

  1. Voog's online store tools allow the Client to sell products or collect donations from end users. The Client is responsible for how it conducts these activities.

  2. Voog is not a party to, and not liable for, the Client's online store. The Client is solely responsible for its online store, and compliance with any laws or regulations related thereto, including without limitation the taxes, fees and legal compliance associated with the Client's activities; fulfillment and delivery of the goods and services to its end users; claims, warranties and customer service related to the goods and services.

  3. In order to accept payments from its end users, the Client may integrate its account with a third-party payment processor. The Client's relationship with them is governed by the terms and policies of those third parties, Voog does not regulate such relationship. Voog is not part of any relationship between the Client and such third parties.

  4. The Client may not offer or sell any goods or services that may be deemed stolen, fraudulent, offensive or hazardous or otherwise fail to comply with any applicable laws.

  5. In case of breach of the Agreement by the Client, Voog may in its sole discretion and at any time suspend the Client's account without any liability to the Client or the Client's end users.

11. Term and termination of the Agreement

  1. The Agreement is concluded for indefinite term.

  2. The Client may terminate the Agreement with immediate effect at any time by a notice to Voog in a format which can be reproduced in writing by email.

  3. Voog may at any time, terminate the Agreement with immediate effect if:

    1. the Client has breached the Agreement (or have acted in manner which clearly shows that the Client does not intend to, or is unable to comply with the Agreement); or
    2. Voog is required to do so by applicable law (e.g. if provision of the Service is or becomes in conflict with law or a court decision); or
    3. the partner with whom Voog offered the Service has terminated its relationship with Voog; or
    4. Voog is no longer providing the Service to users in the country in which the Client is resident or from which the Client uses the Service; or
    5. the provision of the Service by Voog is, in Voog's opinion, no longer commercially viable.

  4. Upon termination of the Agreement the License under the Agreement shall immediately terminate.

12. Disclaimer

  1. The Service is provided "as is" and Voog grants to the Client no warranties in respect of the Service.

  2. Voog uses its best efforts to avoid the following situations, but does not represent and warrant to the Client that:

    1. the Client's use of the Service will meet the Client's requirements;
    2. the Client's use of the Service will be uninterrupted, timely, secure or free from errors;
    3. any information obtained by the Client as a result of the Client's use of the Service will be accurate, correct, reliable and up to date;
    4. defects in the operation or functionality of the Service will be corrected.

  3. No warranties (incl. for satisfactory quality, fitness for purpose or conformance with description) apply to the Service except to the extent expressly stipulated in the Agreement.

  4. Voog is not liable for any direct, indirect or consequential damage (incl. loss of profit, loss of data, loss of goodwill or business reputation) of the Client which may be incurred to the Client in relation with the Service, including:

    1. damage resulting from any changes which Voog may make to the Service;
    2. damage resulting from any permanent or temporary interruption in the provision of the Service;
    3. damage resulting from deletion of, corruption of, or failure to store, any Client's Content that is caused by the Client or a third party, or caused by weather conditions or as a result of electricity or telecommunication interruption;
    4. damage resulting from the Client's failure to provide Voog with accurate account information about the Client's Account;
    5. damage resulting from the Client's failure to keep the Client's password or the details of the Client's Account secure and confidential.

  5. Nothing in the Agreement shall exclude or limit Voog's liability for damage which may not be lawfully excluded or limited.

13. Amendments to the Agreement

  1. Voog has the right to amend the Agreement at any time due to the fact that Voog continuously renews and improves the Service or due to relevant statutory or practice changes. New version of the Agreement is made available by Voog on the web-page of the Service and notification of the fact that the Agreement has been amended will be e-mailed to the Client two (2) weeks prior to entry into force of the amendment. The Client agrees to monitor the website of the Service in order ensure that the Client has familiarised itself with the latest amendments to the Agreement.

  2. The Client and Voog agree and the Client understands and agrees that if the Client uses the Service after the amendment of the Agreement has entered into force , the Client will be deemed to have accepted the new version of the Agreement. If the amended Agreement is not acceptable to the Client, the Client must immediately stop using the Service.

14. Other provisions

  1. The Service may include hyperlinks to other websites or Content or resources. Voog is not responsible for websites, Content or resources which are provided by companies or persons other than Voog. The Client acknowledges and agrees that Voog is not responsible for the availability, reliance, accuracy and completeness of any external sites or resources.

  2. As a part of using the Service the Client may use a service or download a piece of software which is provided by another person or company. The use of those services and software may be subject to separate terms between the Client and the company or person concerned. If so, the Agreement does not affect the Client's relationship with these other companies or persons.

  3. The Client agrees that Voog may provide the Client with notices, including those regarding changes to the Agreement, by email or postings on the Service.

  4. If Voog does not exercise its legal right or remedies under the Agreement or applicable law, this is not seen as a waiver of Voog's rights and those rights or remedies are still be available to Voog.

  5. If any provision of this Agreement is deemed as invalid by court, this provision is deemed as removed from the Agreement without affecting the rest of the Agreement. The remaining provisions of the Agreement will continue to be valid.

15. Miscellaneous

  1. The Agreement constitutes the whole legal agreement between the Client and Voog for using the Service, and completely replaces any prior agreements between the Client and Voog in relation to the Service.

  2. The Agreement is governed by Estonian law.

  3. In case the Agreement has been translated into some other language than English and there are contradictions between the English version and the translation, then the English version shall prevail over the translation.

  4. Any disputes related to the Agreement are to be solved by means of negotiations. If the dispute cannot be solved by means of negotiations, the dispute shall be solved in Tartu County Court, Estonia.

Earlier versions can be found here.

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