10. ECOMMERCE DEFINITIONS
Welcome to the Merakitribe.art website, being the website “www.merakitribe.art” and any other web page containing that domain name (the “Website”), which is operated by Meraki Tribe Events (a company registered in Mauritius company registration number I21001735
1 USERS, YOUR AGREEMENT AND PRIORITY
the Contract Form
the Terms and Conditions; and
1.1.3 If you are an Ecommerce User, the Ecommerce Terms (as defined and set out in Section 11 of this Agreement) form part of your agreement with us which comprises, in the following order of priority in the event of a conflict:
the Ecommerce Terms; and
1.2 Use of or access to the Website is subject to and constitutes your acceptance of the Agreement which take effect on the earlier of: (a) the date which you first access the Website, or, (b) if you are a Contract User or an Ecommerce User, when you sign a Contract Form or when you submit payment of a Fee on the Website in respect of a request for Ecommerce Services, respectively.
1.3 When you access or use our Website you conclude a legally binding agreement, comprising the Agreement.
1.6 We may terminate your registration and/or deny you access to the Website or any part of it (including any services, products or information available on or through the Website) at any time in our absolute discretion.
1.7 This Agreement constitutes the whole agreement between us and you and supersedes and terminates any previous arrangement, understanding or agreement between us and you relating to the Website and any of our Website Services including our Products. You acknowledge that you do not rely on any statement, representation, assurance or warranty of any person (whether a party to this agreement or not) other than as expressly set out in your Agreement with us.
2 CHANGES TO THE WEBSITE AND WEBSITE CONTENT
2.1 We may update our Website from time to time, and may change any information or material (including designs, text, graphics, logos, images and related content), presentation, layout or functionality of the Website whether written, published, shared or otherwise appearing on the Website in respect of any of the Website Services, and for the avoidance of doubt this shall include any and all information or material contained in any advertisements, Artist’s profile or User Content appearing on the Website, (the “Content”) at any time. However, please note that any of the Content on our Website may be out of date at any given time, and we are under no obligation to update it. We do not guarantee that our Website, or any Content on it, will be free from errors or omissions.
2.2 We make services available to users on the Website from time to time, including the ability to create, publish and manage written advertisements for artist’s portfolio with us to appear on the Website, contact other users of the Website in response to demand or services published on the Website, search the Website for advertisements, and create and/or respond to profiles of artist (both user and non-user) other information relating to any Artist (including an Artist’s booking process, salaries, organisation, business, performance, competitiveness, and artist satisfaction) including the collation of User Content for data analysis, quality control, and to provide better search results for both artists and visitors (the “Website Services”). For the purpose of performing the Website Services, the Company may cooperate with media partners and host the Website, or parts thereof, at further websites and/or on third party hardware.
2.3 The names, images and logos identifying the Company or third parties and their products and services are proprietary marks of the Company and/or third parties, and may only be used by users when using the Website in the ordinary course. We may use Artists-user names, logos and marks for the purpose of the provision of the Website Services to you and in connection with the management, use and provision of the Content, including the User Content.
2.4 We have no obligation to monitor or moderate any user’s activity or use of our Website and/or the Website Services, however we retain the right at all times to monitor, retain and disclose any information as necessary to satisfy any Applicable Laws.
2.5 Without any admission of liability, we may from time to time assess any possible risks for users from third parties when they use the Website and/or Website Services and we will decide in each case whether it is appropriate to use moderation (including what kind of moderation to use) in the light of those risks. We may appoint certain users of the Website or third parties to act as moderators.
2.6 For the purpose of performing the Website Services, the Company may cooperate with media partners and host the Website, data relating to the users and Website Services or parts thereof, at further websites and/or on third party hardware.
3 OTHER WEBSITES AND RESOURCES
3.1 We may provide links and pointers to websites or other resources maintained by third parties from our Website. Such websites are not under our control and we are not responsible for the contents (including the accuracy, legality or decency) of any such website or any link contained in such a website. We are providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by us of the linked website. We are not responsible for the copyright compliance of any linked website. We will not be liable for any damages or loss arising in any way out of or in connection with or incidental to any information or third party service provided by any third party and you acknowledge that the use of any third party website or resource is governed by the terms and conditions of use applicable to such website or resource.
4 YOUR USE OF THE WEBSITE AND YOUR LIABILITY
4.1 YOUR ACCOUNT AND PASSWORD
4.1.1 If any of the Website Services require you to register with us, you must complete the registration process by providing us with current, complete and accurate information as prompted by the applicable registration form. You are entirely responsible for maintaining the confidentiality of your password and account and you are entirely responsible for any and all activities that occur under your account. You agree to notify us immediately of any unauthorized use of your account or any other breach of security.
4.1.2 You may not use anyone else’s account at any time, without the permission of the account holder.
Any links provided on the Website are provided for your interest or convenience only and do not represent or imply any endorsement by us of such linked websites and we cannot be held liable for any loss or damage which may arise from use of such third party websites or contracts entered into resulting from the use of such third party websites.
You acknowledge that the use of such third party websites is governed by the terms and conditions of use applicable to such websites.
4.2 PRIVACY AND INFORMATION PROVIDED BY YOU INCLUDING USER CONTENT
4.3 CREATING AND POSTING USER CONTENT
4.3.1 You may only create and publish User Content for purposes that are consistent with the Agreement and that are not illegal or otherwise breach Applicable Laws. You may not create any User Content that contains confidential or proprietary information, intellectual property, personal data relating to third parties (including an individual’s name or other information which identifies a living individual) or trade secrets.
4.4 LICENCE OF USER CONTENT
4.4.1 By submitting User Content you hereby grant to us and our licensees a worldwide, unrestricted, irrevocable, perpetual, non-exclusive, transferable and royalty-free licence to use, copy, make, reproduce, display, perform, distribute, sub-licence, sell, delete, edit, prepare derivative works from, analyse and otherwise exploit the User Content for the purposes of managing our Website, providing the Website Services and operation of our businesses (including by compiling it together with other User Content and anonymising it to perform statistical analysis for comparison or benchmarking purposes) to the extent permitted by applicable laws.
4.4.2 You acknowledge that we are owner of the intellectual property rights in the Content (whether jointly or solely) and that our prior written permission is required for any such use or removal of the Content. Your use of the Content does not give you any proprietary rights in the Content.
4.5 LIABILITY FOR USER CONTENT
4.5.1 By submitting User Content to this Website you acknowledge that any use, display, copying or reproduction that you make of a company trade mark or logo or inclusion of Employer or third party text or other content (including by hyperlink text) constitutes use of third party intellectual property rights and you agree that you are wholly responsible for ensuring that your User Content is permitted.
4.5.2 If you have a clarification, feedback or a complaint regarding the accuracy of specific User Content, you may tell us about it by using the Report functionality beside the specific User Content on the Website.
4.6 UNLAWFUL & PROHIBITED USE
4.6.1 You may only use the Website and/or the Website Services for lawful purposes when creaking an online portfolio or help with your career. You must not under any circumstances seek to undermine the security of the Website or any information submitted to or available through it. In particular, but without limitation, you must not seek to access, alter or delete any information on the Website to which you do not have authorised access, seek to overload the Website system via spamming or flooding, take any action or use any device, routine or software to crash, delay, damage or otherwise interfere with the operation of the Website or attempt to decipher, disassemble or modify any of the software, coding or information comprised in the Website. You are also responsible for ensuring that all information, data and files are free of viruses or other routines or engines that may damage or interfere with any system or data prior to being submitted to the Website.
4.6.2 You are prohibited from using the Website and/or Website Services in any manner deemed to be in competition with our business activities (as determined by us at our sole discretion).
4.6.3 You are prohibited from using or removing any Content from the Website by any means for any purposes deemed to be in competition with our business activities (as determined by us at our sole discretion).
4.7.4 We reserve the right to remove any information including any Content supplied by you from the Website at our sole discretion, at any time and for any reason without notice or any explanation.
5 OUR LIABILITY
5.1 We do not warrant that the Website will be available on an uninterrupted basis, and we accept no liability in respect of losses or damages arising out of any unavailability of the Website.
5.2 We will not be liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge. However, you could be held liable for losses incurred by us or another party due to someone else using your account or password as a result of your negligence or breach of this Agreement.
5.3 In no event will the Company be liable for any losses or damages including indirect or consequential damages, or any damages whatsoever arising from use or loss of use, data, or profits, whether in action of contract or negligence, arising out of or in connection with the use of the Website, including arising out of changes made to the Content of the Website by any third party. Your access to and use of the Website and Content is at your own risk.
5.4 You acknowledge that by accessing the Website, you may come into contact with Content that you find harmful, offensive, threatening, indecent or objectionable and you acknowledge that the Company shall have no liability to you for any User Content including explicit language and other potentially offensive material.
5.6 In accessing this Website you acknowledge that the Company is not liable for the misuse, alleged or otherwise, of third party intellectual property rights by users of this Website who create User Content.
6 JURISDICTION AND INVALIDITY
6.1 This Agreement, and any issue connected with it, are governed by and construed in accordance with Mauritian law. The courts of Mauritius have exclusive jurisdiction to settle any dispute arising out of or in connection with the use of the Website or this Agreement.
6.2 If any provision of the Agreement is held to be invalid by a court of competent jurisdiction, such invalidity shall not affect the validity of the remaining provisions, which shall remain in full force and effect.
7 ENSURING QUALITY OF CONTENT
7.1 The following rules are in place to protect the quality of the Content on the Website. The maintenance of quality Content seeks to ensure that the democracy policy of the company is respected by both artist and user
7.2 These rules are intended to make the Website easier to use, thus attracting more artist to join the community
7.3 By enforcing these rules, we provide a level playing field for all Contract Users and Ecommerce Users using the Website Services while at the same time increasing the long term benefits you will reap from your subscription with us. Failure to adhere to these rules may result in action being taken by the Company, up to and including termination of our Agreement with you.
7.3.1 ARTIST PROFILE AND CONTENT
By creating an artist profile or a user profile on the website, you agree to give only relevant information
8.1 HTML Mailer
A “HTML Mailer” refers to a one-page email document which can be sent to a targeted group of recipients, only where criteria on which the demographic of that group is based have first been agreed with the Company. All content within a HTML Mailer is subject to prior approval by the Company and is subject to availability of this product, to be determined by the Company.
has the meaning given in section 1.2;
all applicable laws, statutes, regulations, codes and requirements from time to time in force;
has the meaning given in section 2.1;
has the meaning given in section 2.1;
any person or entity who signs a Contract Form with the Company;
has the meaning given in the Ecommerce Terms;
has the meaning given in section 2.2;
“user”, “you” and “your”
has the meaning given in section 2.2.
has the meaning given in section 2.2; and
Terms and Conditions
means the terms and conditions attached to the Contract Form, and which are defined therein as the Terms and Conditions.
9 ECOMMERCE TERMS AND CONDITIONS
9.2 Ecommerce Users (as defined below) are business customers that purchase exclusively online from the Company, Ecommerce Services comprising Products that last for the Ecommerce Term.
9.4 PAYMENT OF FEE
10.4.1 Where an Ecommerce User submits payment of a Fee on the Website in respect of a request for Ecommerce Services, that User enters a binding Agreement with the Company, for the duration of the Ecommerce Term.
9.4.1 The Fee shall be paid by the Ecommerce User using an accepted payments card through the online portal for Ecommerce Services available on the Website. The Fee must be paid in full and in advance of the commencement of the Ecommerce Services.
9.5 ECOMMERCE SERVICES
9.5.1 The Ecommerce User undertakes to provide complete and accurate information in any request for Ecommerce Services, including in relation to any Ecommerce User requirements and any artist profile Specification. The Ecommerce User shall be responsible for any information placed on the Website pursuant to Ecommerce Services provided by the Company to that Ecommerce User. The Ecommerce User shall indemnify the Company during the Ecommerce Term and at any time thereafter for any loss, expense or damage incurred by the Company as a result of the Ecommerce User’s actions or omissions in connection with its use of the Website, information placed by the Ecommerce User on the Website, the use that it makes of Content provided through the Website or otherwise in connection with this Agreement.
9.5.2 The Ecommerce User shall supervise and control the use of the Website by the Ecommerce User’s artists and any authorised third parties in accordance with the terms of this Agreement.
9.5.3 Where the Ecommerce User deems an artist to be suitable based on the Ecommerce User’s requirements, the Ecommerce User may contact that Meraki Tribe Events to progress their online portfolio.
9.5.4 The Company will be entitled to refuse delivery of the Ecommerce Services to an Ecommerce User at its discretion, notwithstanding its receipt of the Fee. In the event the Company elects not to deliver the Ecommerce Services to an Ecommerce User, then, subject to Applicable Law, the Company will refund the Fee made by that Ecommerce User in respect of those Ecommerce Services, within 28 working days. Payments made by Ecommerce User are otherwise non-refundable.
9.5.5 The Ecommerce User shall notify the Company promptly if the Ecommerce User becomes aware of any unauthorised access to, use of or copying of any part of the Website, including any Content.
9.5.6 The Company may review the information which the Ecommerce User intends to place or has placed on the Website and reserves the right to refuse to place or may remove, amend or discontinue displaying any information which is in breach of this Agreement, of any Applicable Laws or which it considers in its sole discretion to be contrary to the best interests of the Company. Any Fee paid for Ecommerce Services that relate to such information is non-refundable.
9.6.1 The Ecommerce User will comply with all Applicable Laws, including the Disability Act 2005, the Equality Act 2004 (including all 9 grounds: the gender ground, the marital status ground, the family status ground, the sexual orientation ground, the religion ground, the age ground, the disability ground, the race ground, the traveller community ground) and the Data Protection Acts 1988 to 2003.
9.6.2 If the Ecommerce User breaches any of its obligations in this Agreement, including if the Ecommerce User provides false or misleading information on the Website, or breaches any Applicable Laws, the Company may cease the Ecommerce Services immediately without prejudice to the Company’s right to claim damages and other relief. Without prejudice to the indemnity provided in section 10.6.1, the Ecommerce User shall take all reasonable steps to ensure the reliability and trustworthiness of any artists or other of its authorised representatives who have access to personal data of any person that submits information to the Ecommerce User via the Website, or any registered user of the Website.
9.6.3 The Company provides the Ecommerce Services to enable the Artist to have an online portfolio / professional profile. The Company does not guarantee suitability or availability of potential booking and hereby excludes to the greatest extent permitted by law, and except as expressly set forth in this Agreement, all warranties, conditions, representations, statements, terms and provisions express or implied by statute, common law or otherwise are excluded to the greatest extent permitted by law, in relation to the Ecommerce Services.
9.6.4 Nothing in this Contract will be construed as creating a partnership, joint venture or relationship of employment between the parties for any purpose whatsoever.
10 ECOMMERCE DEFINITIONS
In these Ecommerce Terms, the following terms have the following meaning:
any person or entity who submits a request for any of the Ecommerce Services on the Website;
the agreed once off payment made in advance by the Ecommerce User to the Company on the Website for the Ecommerce Services;
the period of time for which the Company provides the Ecommerce Services to the Ecommerce User, being 28 days;
in addition to the Website Services, the service provided by the Company to advertise the Ecommerce User’s details on the Website in accordance with the Content provided by the Ecommerce User.