Terms of service.
Effective January 1st, 2020
These Terms of Services (these “Terms”) apply to our website (our “Site”), our newsletter, and such other subscriptions and services that may be provided by us from time to time (collectively, the “Services”). In addition to these Terms, your access to and use of the Services are governed by Josef Koudelka Foundation, nadační fond Privacy Policy, which can be found at www.josefkoudelka.org/privacy (the “Privacy Policy”), and which is incorporated into these Terms by reference. Please read these Terms and the Privacy Policy carefully. These Terms govern your use of the Services and constitute a binding agreement between you and Josef Koudelka Foundation, nadační fond (“Josef Koudelka Foundation”, “we” or “our” or “us”), and are deemed accepted by you and the Josef Koudelka Foundation. Your access to or use of the Services indicates your acceptance to these Terms. By using the Services, you hereby warrant and represent that (i) you have read, understand and agree to these Terms, and (ii) if you are acting on behalf of your employer or an entity, you have the authority to accept and agree to this Privacy Policy. PLEASE DO NOT ACCESS OR USE THE SERVICES IF YOU DO NOT AGREE TO THESE TERMS. The Josef Koudelka Foundation reserves the right to revise these Terms at any time, at its sole discretion, by posting an updated version to the Site. You should visit this page periodically to review the most current Terms, because they are binding on you. By continuing to access or use the Services after updated terms have been posted, you agree to be bound by the updated Terms.
What We Own
All material and services available on the Site, and all material and services provided by or through The Josef Koudelka Foundation, its affiliates, subsidiaries, employees, agents, licensors or other commercial partners including, but not limited to, all informational text, design of and "look and feel," layout, photographs, graphics, audio, video, newsletters, functions, files, documents, images, or other materials, whether publicly posted or privately transmitted as well as all derivative works thereof (collectively, the "Materials"), are owned by us or other parties that have licensed their material or provided services to us, and are protected by copyright, trademark, trade secret and other intellectual property laws. All Josef Koudelka Foundation trademarks and service marks, logos, slogans and taglines are the property of The Josef Koudelka Foundation. All other trademarks, service marks, logos, slogans and taglines are the property of their respective owners. Except as otherwise specifically provided herein, nothing should be construed as granting any license or right to use any trademarks, service marks, logos, slogans or taglines displayed on our Site without our express written permission, or the express written permission of such third-party that may own the trademark, service mark, logo, slogan or tagline.
Rights to Use What We Own
Subject to these Terms, The Josef Koudelka Foundation hereby grants you a limited, revocable, non-transferable and non-exclusive license to use the Materials to the extent, and only to the extent, necessary to access and use the Services in accordance with the terms of these Terms. This license does not permit you, and you agree not to: store, copy, reproduce, republish, modify, upload, post, translate, scrape, rent, lease, loan, sell, distribute, transfer, transmit, display, decompile, reverse engineer, reverse assemble, decipher or otherwise attempt to discover any programming code or any source code used in or with the Materials or otherwise distribute in any way the Materials other than as specifically permitted in these Terms. You may not sell, assign, sublicense, grant a security interest in or otherwise attempt to transfer any right in the Materials, create derivative works based on or in any manner commercially exploit the Materials, in whole or in part, other than as expressly permitted in these Terms. Any use of the Materials for any purpose other than as specifically permitted herein or without our prior consent or the prior written consent of our licensors, as applicable, is expressly prohibited. We reserve all rights not expressly granted in these Terms.
Content You Provide to Us
The Josef Koudelka Foundation may offer community features, such as forums and the ability to submit comments on the Site as part of the Services. You must be over the age of 13 to participate in any such community features. In addition, The Josef Koudelka Foundation may allow you to submit information to The Josef Koudelka Foundation through e-mail and other manners in connection with obtaining user support from The Josef Koudelka Foundation. You may post and provide reviews, comments, photos, images, logos, descriptions and other content and submit suggestions, ideas, comments, questions, opinions and feedback (collectively, the “User Content”). If you do post or provide User Content, you grant The Josef Koudelka Foundation a nonexclusive, royalty-free, perpetual, irrevocable and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute and display such User Content throughout the world in any media for any purpose in The Josef Koudelka Foundation’s sole discretion, without payment or compensation to you of any kind. You grant The Josef Koudelka Foundation the right to use the name that you submit in connection with such User Content, if we choose to use it. You represent and warrant that (i) you own or otherwise control all of the rights to the User Content that you post or provide, (ii) that the User Content you post or provide is accurate, (iii) that use of the User Content you supply does not violate these Terms or applicable laws, rules or regulations and will not cause injury to any person or entity, and (iv) that you will indemnify The Josef Koudelka Foundation for all claims resulting from the User Content you supply. Any User Content posted or provided will be considered public, and The Josef Koudelka Foundation will not be responsible for the actions of users with regards to any public information.
Monitoring What You Provide Us
The Josef Koudelka Foundation may, but has no obligation to, monitor User Content on the Site. The Josef Koudelka Foundation, in its sole discretion, may refuse to post, remove, or require you to remove, any User Content, in whole or in part, at any time. We further reserve the right to withhold and or discard any User Content, with or without notice, if deemed by us to be contrary to these Terms. For avoidance of doubt, The Josef Koudelka Foundation has no obligation to store, maintain or provide you a copy of any User Content that you or other users provide when using the Services. The Josef Koudelka Foundation takes no responsibility and assumes no liability for any User Content.
Third-Party Websites; Third-Party Services; No Implied Endorsement
The Site may contain links to other websites owned by third parties ("Third-Party Sites"). Please note that when you click on any of these links, you are entering another website for which we have no responsibility or control. The Josef Koudelka Foundation is not responsible for any activity occurring within Third-Party Sites. You agree that we shall not be responsible for any loss or damage of any sort incurred as a result of your use of any Third-Party Sites, whether or not you were linked to or directed to a Third-Party Site through the Site. You acknowledge that Third-Party Sites may be subject to the applicable third-party provider’s terms of service, and you are solely responsible for reviewing and complying with any such terms of service. In no event shall any reference on the Site to any third party, third-party website or third-party product or service be construed as an approval or endorsement by us of that third party, third-party website or of any product or service provided by a third party.
DISCLAIMER OF WARRANTY
THE SITE, SERVICES AND MATERIALS ARE PROVIDED “AS IS,” “AS AVAILABLE,” “WITH ALL FAULTS” AND WITHOUT ANY WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, THE JOSEF KOUDELKA FOUNDATION AND ITS LICENSORS DISCLAIM ALL WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF TITLE, MERCHANTIBILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, NEITHER THE JOSEF KOUDELKA FOUNDATION NOR ITS LICENSORS WARRANT THAT ACCESS TO THE SITE, THE MATERIALS AND/OR THE SERVICES AVAILABLE ON OR THROUGH THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS, IF ANY, WILL BE CORRECTED; NOR DOES THE JOSEF KOUDELKA FOUNDATION OR ITS LICENSORS MAKE ANY REPRESENTATIONS ABOUT THE ACCURACY, RELIABILITY, CURRENTNESS, QUALITY, COMPLETENESS, USEFULNESS, PERFORMANCE, SECURITY, LEGALITY OR SUITABILITY OF THE SERVICES, THE MATERIALS OR THE SITE. YOU EXPRESSLY AGREE THAT YOUR USE OF THE SITE AND YOUR RELIANCE UPON THE SERVICES AND/OR THE MATERIALS IS AT YOUR SOLE RISK. FURTHER, THE JOSEF KOUDELKA FOUNDATION AND ITS LICENSORS MAKE NO REPRESENTATION OR WARRANTIES THAT THE SERVICES, THE MATERIALS OR THE SITE ARE APPROPRIATE OR AVAILABLE FOR USE IN ALL GEOGRAPHIC LOCATIONS. IF YOU USE THE SITE, THE SERVICES OR THE MATERIALS OUTSIDE THE UNITED STATES OF AMERICA, YOU ARE SOLELY RESPONSIBLE FOR COMPLIANCE WITH ALL APPLICABLE LAWS OF ALL APPLICABLE JURISDICTIONS. NEITHER THE JOSEF KOUDELKA FOUNDATION NOR ANY THIRD-PARTY PROVIDERS, PARTNERS OR AFFILIATES WARRANT THAT THE SITE, ITS SERVERS, THE MATERIALS OR THE SERVICES OR ANY E-MAIL SENT FROM ANY THIRD-PARTY PROVIDERS, PARTNERS OR AFFILIATES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
LIMITATION OF LIABILITY
WE ARE NOT LIABLE TO YOU OR ANY OTHER PERSON FOR DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION ANY PUNITIVE, EXEMPLARY, CONSEQUENTIAL, INCIDENTAL, INDIRECT OR SPECIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, ANY PERSONAL INJURY, LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA ON YOUR COMPUTER OR OTHERWISE) ARISING FROM OR IN CONNECTION WITH USE OF THE SITE, THE SERVICES, THE MATERIALS OR ANY USER CONTENT AVAILABLE ON OR THROUGH THE SITE, WHETHER UNDER A THEORY OF BREACH OF CONTRACT, NEGLIGENCE, STRICT LIABILITY, MALPRACTICE OR OTHERWISE, EVEN IF THE JOSEF KOUDELKA FOUNDATION HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU HEREBY RELEASE THE JOSEF KOUDELKA FOUNDATION AND HOLD THE JOSEF KOUDELKA FOUNDATION AND ITS PARENTS, SUBSIDIARIES, AFFILIATES, LICENSORS, AND THEIR OFFICERS, DIRECTORS, TRUSTEES, AFFILIATES, SUBCONTRACTORS, AGENTS AND EMPLOYEES, HARMLESS FROM ANY AND ALL CLAIMS, DEMANDS, AND DAMAGES OF EVERY KIND AND NATURE (INCLUDING, WITHOUT LIMITATION, ACTUAL, SPECIAL, INCIDENTAL AND CONSEQUENTIAL), KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE SERVICES, MATERIALS, SITE OR ANY USER CONTENT AVAILABLE ON OR THROUGH THE SITE. YOU HEREBY WAIVE THE PROVISIONS OF ANY STATE OR LOCAL LAW LIMITING OR PROHIBITING A GENERAL RELEASE.
EXCLUSIVE REMEDY
IN THE EVENT OF ANY PROBLEM WITH THE SITE, THE SERVICES OR THE MATERIALS, YOU AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY IS TO CEASE USING THE SITE, THE SERVICES AND THE MATERIALS. Certain states and/or jurisdictions do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, so the exclusions set forth above may not apply to you.
Termination/Exclusion
We may modify, replace, refuse access to, suspend or discontinue the Services, partially or entirely, for all or some of our users, for any reason, at any time and in our sole discretion. All of these changes shall be effective upon their posting on the Site or by direct communication to you unless otherwise noted.
Indemnification
You agree to indemnify, hold harmless, and defend The Josef Koudelka Foundation and its licensors, suppliers, officers, directors, employees, agents, affiliates, subsidiaries, successors and assigns (collectively "Indemnified Parties") from and against any and all liability, loss, claim, damages, expense, or costs (including but not limited to attorneys' fees), incurred by or made against the Indemnified Parties in connection with any claim arising from or related to (i) your use of the Services, the Site or the Materials, or (ii) your User Content. This includes, but is not limited to, any breach or violation of these Terms by you. You agree to fully cooperate at your expense as reasonably required by an Indemnified Party. Each Indemnified Party may, at its election, assume the defense and control of any matter for which it is indemnified hereunder. You shall not settle any matter involving an Indemnified Party without the consent of the applicable Indemnified Party.
Amendments
We reserve the right, in our sole discretion, to modify or replace any part of these Terms at any time, effective upon the date of the change. In the event of any such change, we will post a notice on the Site that we have changed these Terms. We encourage you to visit this page periodically to monitor any changes. Your continued use of or access to the Services following the posting of any changes to these Terms constitutes acceptance of those changes. We may also, in the future, offer new services and/or features through the Site. For the avoidance of doubt, such new features and/or services shall be subject to the terms and conditions of these Terms.
Disputes
The formation, interpretation and performance of these Terms and any disputes arising out of it shall be governed by the substantive and procedural laws of the Czech Republic without regard to its rules on conflicts or choice of law and, to the extent applicable, the laws of the Czech Republic. The exclusive jurisdiction and venue for actions related to the subject matter hereof shall be the state and federal courts located in Prague, Czech Republic, and you hereby submit to the personal jurisdiction of such courts. You hereby waive any right to a jury trial in any proceeding arising out of or related to these Terms. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.
Privacy
We encourage you to read the Privacy Policy, and to use the information it contains to help you make informed decisions.
Other
You acknowledge that a violation or attempted violation of any of these Terms will cause such damage to The Josef Koudelka Foundation as will be irreparable, the exact amount of which would be impossible to ascertain and for which there will be no adequate remedy at law. Accordingly, you agree that The Josef Koudelka Foundation shall be entitled as a matter of right to an injunction issued by any court of competent jurisdiction, restraining such violation or attempted violation of these terms and conditions by you, or your affiliates, partners, or agents, as well as to recover from you any and all costs and expenses sustained or incurred by The Josef Koudelka Foundation in obtaining such an injunction, including, without limitation, attorney's fees. You agree that no bond or other security shall be required in connection with such injunction. In no event shall you be entitled to rescission, injunctive or other equitable relief, or to enjoin or restrain the operation of The Josef Koudelka Foundation, the exploitation of any advertising or other materials issued in connection therewith, or the exploitation of the Site or any content used or displayed through the Site.
Third-Party Beneficiary
Squarespace, Inc., through which our Site is hosted, is deemed a third-party beneficiary of these Terms and our Privacy Policy.
Miscellaneous
If any portion of these Terms is found to be unenforceable, the remaining portion will remain in full force and effect. If we fail to enforce any of these Terms, it will not be considered a waiver. Any amendment to or waiver of these Terms must be made in writing and signed by us. You will not transfer any of your rights or obligations under these Terms to anyone else without our prior written consent. All of our rights and obligations under these Terms are freely assignable by us in connection with a merger, acquisition, or sale of assets, or by operation of law or otherwise. Other than with respect to Squarespace as provided above, these Terms does not confer any third-party beneficiary rights.