Knit it Now - Terms Of Service
Welcome to the Knit it now Terms and Conditions of Use Agreement. This document describes terms and conditions applicable to your use of the services made available by The Company ("The Company", "we" or "us") at the website www.knititnow.com (the "Site").
This Terms and Conditions of Use Agreement (hereafter this "Agreement") sets forth the general terms and conditions which apply to the use by you of the Site, including the features and services offered by us from time to time at or through the Site (collectively with the Site, the "Services"). Upon your acceptance, this Agreement is a legally binding instrument between you and The Company, and describes your responsibilities in connection with your use of the Services and, among other things, limits the liability of The Company. Before submitting any account registration form and/or using any of the Services, please read all of this Agreement carefully. By accessing or using any Services, you agree to be legally bound and to abide by this Agreement. If you do not agree with any part of this Agreement, YOU MUST NOT ACCESS OR USE THE SERVICES. Please note that persons under 18 years of age or persons who are otherwise deemed incapable of forming legally binding contracts by applicable law are not authorized to access the Site or use the Services. If you have any questions regarding this Agreement, please write to us at firstname.lastname@example.org.
- "Buyer" means you if you are are using the Site to buy a license to a pattern
- "Contributor" means you if you are using the Site to list patterns for sale
- "Contributor" means your are an approved designer to list patterns for sale on the site(a person may be both a Buyer and Contributor)
- "Pattern Details" mean the unique stitch gauge, row gauge, and selected size
- "Credits" means prepaid units that will be used in the purchasing of patterns or received as payments for referrals and promotions
We reserve the right, exercisable in our sole discretion, to change, modify, add to, subtract from, or otherwise amend the terms and conditions of this Agreement at any time. Such changes, modifications, or other amendments shall be effective upon notice to you thereof, which may be given by means including, but not limited to, posting on the Site, or by electronic or conventional mail, or by any other means by which you obtain notice thereof. Except as may be otherwise expressly stated in any notice given to you by us, all such amendments of this Agreement shall automatically become effective upon the date which is 30 days following the date upon which each such amendment of this Agreement is first posted on the Site. This Agreement may not otherwise be amended. Your continued use of the Services constitutes your binding acceptance of this Agreement, including any changes or modifications made by us as permitted above. You agree to review the terms and conditions of this Agreement periodically to become aware of such revisions. If at any time the terms and conditions of this Agreement are no longer acceptable to you, you must immediately cease all use of the Services. The right to access and use the Services is personal to you and is not transferable to any other person or entity. This Terms and Conditions of Use Agreement was last revised and posted on the Site on September 1, 2009 to have effect from and after September 1, 2009.
2. Your Account(s).
You are responsible for maintaining the confidentiality of your registered account(s) with us and any password(s) we may issue to you in connection with your access and use of the Services. If you are a registered user of the Site, you agree to promptly update your account registration information in order to keep it current, complete and accurate. You are responsible for all uses of your account, whether or not actually or expressly authorized by you. If you believe that your account and/or password(s) have been misused or compromised in any manner, please contact us immediately at email@example.com.. You shall be solely responsible for obtaining and maintaining all telephone, computer hardware and other equipment needed for access to and use of the Services and all charges of any description arising from or relating thereto.
3. Your Information.
(a) The term "Your Information" means collectively the following: (i) any information or materials you provide to us in connection with our registration process, your use of any Services, or in email correspondence with us, (ii) any information or materials you provide to other users of the Site in any public message board or chat room area or in connection with your use of any Services, and (iii) any information or materials you provide to The Company or other third parties having a business affiliation with The Company in connection with your use of any Services. Please note that the information and materials included in Your Information may include without limitation textual information, graphic images, photographs, and audio-visual materials.
(b) You represent, warrant and agree that Your Information does not and shall not (i) violate any applicable law (including, without limitation those relating to import and export control, consumer protection, and false advertising), (ii) infringe the intellectual property rights of any third party, including without limitation any copyright, patent, trademark, trade secret or other proprietary rights, (iii) infringe the right to privacy or publicity of any third party, (iv) defame any third party or contain libelous material, (v) contain obscene or pornographic material, (vi) contain any virus or other computer programming that may damage, intrusively monitor, compromise the security of, or otherwise interfere with the operation of the Site or the Services, or data provided by other participants on such Site, or (vii) damage the reputation, business or goodwill of The Company. In addition to any other lawful remedies, if we believe that any of Your Information posted on the Site does not conform to the foregoing requirements or otherwise may expose you or The Company or any of its subsidiaries and affiliates to potential liability or the threat of litigation, then The Company may, in its sole discretion, delete such information. You agree that you shall be solely liable for any claims or damages resulting from any infringement of copyrights, proprietary rights, or other legal rights or any other harm resulting from the submission of Your Information.
(c) To enable us to use Your Information, so that we are not violating any rights you might have in Your Information, you agree to grant us, and hereby do grant us, a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sub-licensable (through multiple tiers) license to exercise all of the copyright and publicity rights you have in Your Information, and to make derivative works based on Your Information and exercise all of the copyright and publicity rights in such derivative works, in each case in any media now known or hereafter existing. If you submit material included in Your Information to any public area of the Site, you also agree to permit any other user of the Services to access, view, store or reproduce such material for that user's personal use.
4. Copyright, Trademarks and Limitations on Use.
(a) You acknowledge that the Services contain information, text, software, photographs, music, audio and video clips, graphics, links and other material (collectively, the "Content") that are protected by copyright, trademark or other intellectual property rights of The Company or its licensors. As between you and us, you agree that all Content used or made available at the Site or through the Services is copyrighted as a collective work of The Company pursuant to applicable copyright law, that The Company owns a copyright in the selection, coordination, arrangement and enhancement of such Content, as well as in the Content original to The Company. You agree to comply with any additional copyright notices, information, or restrictions contained in any Content available on or accessed through the Services.
(b) Subject to your compliance with the terms and conditions of this Agreement, you are granted a limited, non-exclusive, non-transferable, non-sub-licensable and revocable license, during the period this Agreement is in effect, to access and use the Services and to download, copy and/or print the Content for your own personal non-commercial use only. You agree to maintain and reproduce all copyright and other proprietary notices contained in such Content. You may not modify, publish, transmit, transfer or sell, reproduce, create derivative works from, distribute, perform, display, or in any way exploit any of the Content, in whole or in part, except as expressly permitted in this Agreement. Except as may be otherwise expressly provided in an additional separate agreement between you and The Company, you are prohibited from engaging in any resale or commercial use of the Content and Services, the collection and use of e-mail addresses of other users of the Site or other user account information, listings, or any form of data extraction or data-mining whatsoever. You may not post any Content from this Site to newsgroups, mail lists or electronic bulletin boards without the prior written consent of The Company and/or its licensors.
(c) KNIT IT NOW and the dynamic pattern engine, are trademarks and/or service marks of The Company in the United States. The Company's trademarks and service marks may not be used in connection with any product or service which is not The Company's, in any manner likely to cause confusion among customers or in any way that disparages or discredits The Company. Other trademarks that appear on this web site are the property of their respective owners.
5. Interactive Features and Public Forums.
(a) The Site provides interactive features such as a forum. You are solely responsible for the content of any information that you may post at the Site using such interactive features. Although The Company assumes no obligation to monitor, edit or screen information posted by users in these forums, it does reserve the right to remove any postings it deems inappropriate for any reason and in its sole discretion. The Company may also terminate a user's privileges to post information, at any time, without notice.
(b) The Company does not guarantee or warrant that any information posted by the users of the Site is truthful, accurate or not misleading. The Company does not endorse any of the opinions that may be posted by the users of the Site. Reliance on any information posted on this web site is at the user's own risk.
(c) The Company reserves the right, exercisable in its sole discretion, to restrict, suspend or terminate your access to all or any part of the Services, or to terminate this Agreement in its entirety, at any time or for any reason without prior notice or liability. The Company may change, suspend or discontinue all or any aspect of the Site or the Services at any time, including the availability of any interactive feature, database, or Content without prior notice or liability.
6. Site Access; Interference with Services; Monitoring; Compliance with Laws.
(a) We do not guarantee continuous, uninterrupted, error-free or secure access to the Services, and operation of the Site may be interfered with by numerous factors outside of our control.
(b) You agree that The Company has the right, but not the obligation, to monitor any form of user activity associated with the Site and the Services. We may investigate any reported violation of our Site-related agreements and policies, and any user or other third party complaints relating thereto. We may take any action that we deem appropriate in connection with any such investigation (including without limitation issuing warnings, suspending or terminating Services, denying Site access and/or removing any materials posted on the Site). We may also investigate, in our sole discretion, the use of any credit card by a user in connection with the Services, and take such action as we deem necessary or appropriate, including without limitation contacting the owner or user of such card or canceling purchase orders placed by such owner or user.
(c) The Services may be used only for lawful purposes and in a lawful manner. You agree to comply with all applicable laws, statutes and regulations regarding use of the Services and any transactions that may be facilitated, directly or indirectly, by means of the Services.
(d) You agree that you will not use any robot, spider, other automatic device, or manual process to monitor or copy our web pages or the content contained herein without our prior expressed written permission. You agree that you will not use any device, software or routine to interfere or attempt to interfere with the proper working of, or compromise the security of the Site or the Services. You agree that you will not take any action that imposes an unreasonable or disproportionately large load on the server infrastructure of the Site.
(e) You may not register to use any Services under a false name, or use an invalid or unauthorized credit card in connection with any Services. You may not make offers to purchase any goods or services under a false name while using the Services. You may not impersonate any other user of the Services, or make use of another user's password(s). Such fraudulent conduct is a violation of federal and state laws. Fraudulent conduct may be reported by us to law enforcement authorities, and we will cooperate with such authorities to ensure that violators are prosecuted to the fullest extent of the law.
7. External Sites; Linking.
(b) Other websites may link to this Site only through a plain-text link. Permission must be granted by us for any other type of link to this Site. To seek our permission, please write to us at firstname.lastname@example.org.
8. Disclaimers; Limitations of Liability.
(a) THE SITE AND THE SERVICES ARE PROVIDED BY THE COMPANY EXCLUSIVELY ON AN "AS IS" BASIS ONLY. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NONINFRINGEMENT, FREEDOM FROM COMPUTER VIRUS, AND IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE. THE COMPANY MAKES NO WARRANTY AS TO THE ACCURACY OR COMPLETENESS OF ANY INFORMATION AVAILABLE AT THE SITE OR VIA THE SERVICES, WHETHER SUPPLIED BY THE COMPANY, ITS AFFILIATES, LICENSORS OR ANY OTHER SOURCES. THE COMPANY MAKES NO WARRANTY THAT USE OF THE SITE OR SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT USE OF THE SITE OR SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE. YOU EXPRESSLY AGREE THAT THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SERVICES AND THE ACCURACY OR COMPLETENESS OF THE CONTENT IS ASSUMED SOLELY BY YOU. Some jurisdictions may not allow the exclusion of implied warranties, and such exclusions may therefore not apply to you.
(b) NO ORAL ADVICE OR WRITTEN INFORMATION GIVEN BY THE COMPANY OR ITS AFFILIATES OR ANY OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS SHALL CREATE A WARRANTY NOR SHALL A USER RELY ON SUCH ADVICE OR INFORMATION. NO ORAL ADVICE OR WRITTEN INFORMATION GIVEN BY CLIENTS OF THE COMPANY SHALL CREATE A WARRANTY NOR SHALL A USER RELY ON SUCH ADVICE OR INFORMATION.
(c) UNDER NO CIRCUMSTANCES WILL THE COMPANY BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY YOUR RELIANCE ON INFORMATION OBTAINED THROUGH EITHER THE SITE OR THE SERVICES. IT IS YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS OR USEFULNESS OF ANY INFORMATION, OPINION, ADVICE OR OTHER CONTENT AVAILABLE THROUGH THE SERVICE. PLEASE SEEK THE ADVICE OF YOUR OWN ADVISORS OR OTHER PROFESSIONALS, AS APPROPRIATE, REGARDING THE EVALUATION OF INFORMATION RELATING TO ANY PRODUCTS OR OTHER SPECIFIC INFORMATION, OPINION, ADVICE OR OTHER CONTENT MADE AVAILABLE AT THE SITE OR VIA THE SERVICES.
(d) NEITHER THE COMPANY, ITS AFFILIATES, SUPPLIERS OR THEIR SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES ARISING OUT OF THE USE, MISUSE, OR INABILITY TO USE THE SITE OR THE SERVICES, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES (HOWEVER ARISING, INCLUDING NEGLIGENCE). TO THE FULLEST EXTENT PERMISSIBLE BY LAW, OUR LIABILITY, AND THE LIABILITY OF OUR SUPPLIERS, AFFILIATES AND AGENTS TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE SHALL BE LIMITED TO THE GREATER OF (A)THE AMOUNT OF FEES (IF ANY) YOU PAY TO US IN THE ONE (1) MONTHS PRIOR TO THE ACTION GIVING RISE TO LIABILITY, AND (B) ONE HUNDRED DOLLARS ($100).
You agree to indemnify, defend and hold harmless The Company, its affiliates, and their respective officers, directors, owners, agents, information providers and licensors (collectively, the "Knit It Now Parties") from and against any and all claims, liability, losses, costs and expenses (including attorney fees, accountant fees, expert fees and related costs of investigation) incurred by any Knit it Now Party in connection with (a) your breach of any representation or warrantee or other provision of this Agreement or any additional agreement entered into by you and us, and (b) any use, misuse or alleged use of the Services under your password by any person, whether or not authorized by you. The Company reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with The Company's defense of such claim.
Except as explicitly provided otherwise, any notices shall be given by postal mail to Knit it Now,
6772 W. Bell Rd
Surprise, AZ 85374-9702
Attn: Legal Compliance Officer (in the case of us) or to the email address you provide to The Company during the registration process (in your case). Notice shall be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid. Alternatively, we may give you notice by certified mail, postage prepaid and return receipt requested, to the address provided to The Company during the registration process. In such case, notice shall be deemed given 3 days after the date of mailing.
This Agreement shall be governed in all respects by the laws of the Commonwealth of Massachusetts as such laws are applied to agreements entered into and to be performed entirely within Massachusetts between Massachusetts residents and without giving effect to any principles of conflicts of laws. If any provision of this Agreement is held to be invalid or unenforceable by a court of competent jurisdiction, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent permissible by applicable law. In the event that this Agreement is terminated for any reason, the rights and obligations of the parties under Sections 3, 4, 6, 7, 8, 9, and 10 shall survive the termination of this Agreement without limitation. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. Our failure to act with respect to a breach of this Agreement by you or others does not waive our right to act with respect to such breach or any subsequent or similar breaches. Any waiver of rights by us must be made in a signed written instrument. The Site and the Services are arranged, sponsored, or managed by Knit it Now in the Commonwealth of Massachusetts, USA. You agree that any action at law or in equity arising out of or relating to these terms and conditions shall be filed only in state or federal court located in Boston, Massachusetts, and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts over any suit, action or proceeding arising out of these terms and conditions. Any cause of action you may have with respect to the Site, the Services or this Agreement must be commenced within one (1) year after the claim or cause of action arose, or shall be barred.
12. Cost and Fees
Following are the cost, fees and payments that shall be applicable to the Services.
(a) A fee for each pattern created shall be credited from your account when you have selected a pattern and entered your specific "pattern details". The Company shall automatically deduct this fee from the available credits in your account, and your pattern will be available for download in your library in a PDF format.
(b) No interest is credited to the customer on credit held by the company.
13. Referral Payments
The company offers a referral program to increase the sites user base
Knit it now will debt your account 5 credits for every new user that you are responsible for referring to our service. New users must fund their initial accounts for the referral payment to be applied and have entered your email address or used on of the integrated site referral tools to indicate the person who had referred them to the site.
Referral payment credits can be converted to US dollars at the rate of ($0.50) fifty cents per one (1) credit.
Users can not referrer themselves.
14. Ownership of Patterns
The Company grants the buyer a limited usage rights to the pattern for personal uses only. The buyers many NOT share, disseminate, resell, copy, dismantle or re-engineer the pattern. Buyers many save and print the patterns for personal use only.
All patterns are watermark, encrypted, digitally tagged and signed to protect The Company's and Contributor's ownership rights.
15. Pattern Contributors
As a Contributor, by listing a pattern on our Site, you grant to The Company a non-exclusive, transferable, sub-licenseable, worldwide license to use the patterns and grant licenses to Buyers for the use of the patterns provided that such Buyers pay the listed price for said license. The consideration provided by us to you (the Contributor) for the aforementioned licenses is the access granted to you by us for listing your pattern.
As a Contributor, you further grant to The Company a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub-licenseable license to use the pattern and its associated information, including photographs, images, and image files, to list, show and advertise the pattern on our Site or in any other media for the purposes of promoting the pattern, our Site, or The Company Inc. The consideration provided by us to you for the aforementioned licenses is the access granted to you by us for listing your pattern.
As a Contributor, you represent and warrant to us and any Buyer that you are the rightful owner of the copyright and all other intellectual rights to the pattern(s) that you list, that you have the right to grant the licenses referenced in this document, and that no consent is required from, or payment required to any third party in relation to the licenses referenced herein.
The Company, its subsidiaries, officers, directors, employees etc. provide no warranties with respect to any pattern. Access to patterns is provided "as is" without any representation, warranty or condition, except for the warranties of the Contributor.
In no event shall The Company, its subsidiaries, officers, director, employees or suppliers be liable for lost profits or any damages arising out of or in connection with any pattern or this Agreement for any reason, including negligence. Our liability, and the liability of our subsidiaries, officers, directors, employees, and suppliers, is limited to the price the Buyer paid for the license to a pattern.
As a Contributor, you indemnify and hold harmless, and shall defend The Company and the Buyer from and against any and all damages, losses and expenses which The Company or the Buyer may incur as a result of, or in connection with, any claim asserted against The Company or the buyer to the extent such claim is based upon a contention that the use or licensing of a pattern in the form supplied by you infringes any patent, copyright, trade secret or trademark. On request, you will provide all reasonable assistance in defending or settling such claims. If an injunction is obtained against the ability of The Company to license or sell the pattern or the buyer to use the patterns in accordance with the licenses granted in this Agreement in whole or in part, as a result of a claim, you, as Contributor, shall at the request of The Company.: (a) procure for the Buyer the right to continue to use the patterns, and (b) replace or modify the pattern so that the Buyer's use is not subject to any such injunction.
16. Listing and Selling patterns
A Contributor must be legally able to sell the patterns he or she provides to the Site.
The Company reserves the right to modify, delete or re categorize your pattern and to provide feedback from Buyers in relation to your pattern(s). If we remove your pattens(s), we will generally attempt to give you notice prior to such actions; however, if we consider the pattern or any material contained in your listing to be inappropriate, we may remove your pattern without notice.
Any source materials provided by you to The Company for scanning, processing, and posting to the site, shall be deemed to belong to The Company.
We reserve the right to change, add, delete, and reorganize pattern categories, and to re-categorize all patterns listed on our Site.
We may suspend or terminate your account at any time with The Company if you are found or suspected to have engaged in fraudulent activity in connection with our Site.
17. Royalty Payments
Royalty payments for Contributors patterns that have been sold will be paid via bank check delivered via US Mail. Payments are to be made quarterly and paid in US dollars.
If you are a Contributor, you must maintain an acceptable payment address for the company to process your payment to you of royalties (net of fees) resulting from sales of your Patterns. If you do not maintain an acceptable address such that we cannot pay you, we will send you a notice to that effect. We will hold your payment for a period of two years and one day following the date of that notice. If, during that time, you set up an acceptable payment address, we will pay what is owing, but failing that, after the holding period is over, you will be charged an administrative fee equal to the balance of the net royalty, and we will no longer have any obligation to pay you.
As a Contributor, you are responsible for all taxes applicable on the royalties paid to you by The Company
Royalty payments will be 30% of the gross sale price of pattern. For calculation purpose (1) one credit is equal to (1) one US Dollar.
Higher royalty payment percentages can be negotiated on a case by case bases.
The Company will refund the credits uses to purchase a pattern to users account on a case by case bases. The company will not refund any currency paid for the Knit it Now credits to fund an account.
19. Age Requirements
Buyers and Contributors must be at least 18 years of age.
20. Sharing Images and Information
When sharing any image or information, you grant to The Company a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub-licensable license to use the image and its associated information, to list, show and advertise on our Site or in any other media.
21. Privacy Statement
Full privacy statement can be view at www.knititnow.com/elements/privacystatement.cfm