1. Introduction
1.1 These terms and conditions govern your access to and use of the Into Gardens website www.into-gardens.com (the “Site”) and the Into Gardens applications for mobile, tablet and other devices (the “Applications”) published by Into All Things Limited (“the Company”) registered in England and Wales with the registered number 7513566 and with registered office at 21 Arlington Street, London SW1A 1RN. The Site and the Applications are hereinafter collectively referred to as “Publication(s)”. Persons accessing, downloading or otherwise using Publications are hereinafter referred to as “User(s)”.
1.2 These Terms and Conditions should be read in conjunction with the Into Gardens Privacy Policy. Together, the Into Gardens Terms and Conditions and the Privacy Policy constitute the User Agreement, which sets out the legally binding terms and conditions that apply to your use of the Publications and the services available therein. By accessing, downloading or using a Publication, you are deemed to have read, understood and accepted the User Agreement and are bound by the terms contained therein. If you do not agree to the User Agreement in its entirety, please do not use, download or access a Publication.
1.3 We reserve the right to change any term or condition of the User Agreement at any time. Changes will take effect when posted on any Site or within an Application. Whilst we will endeavour (but do not undertake) to inform Users of any substantive changes, you should check the User Agreement regularly for any any changes and accessing or using any Publication after such changes have taken effect will constitute deemed acceptance by you of the amended User Agreement.
2. Accessing our Publications
2.1 Your use and enjoyment of the Publications will at all times comply with these Terms and all applicable local, state, national, and international laws, rules and regulations.
2.2 If you create a User name and/or account and/or provide registration/ login details when using any of our Publications], or purchase any goods or services on external sites accessed via our Publications (“Affiliate(s)”) you must provide us accurate information, including if required your real name and any necessary personal information.
2.3 From time to time, we may restrict access to our Publications or some parts thereof, to Users who have registered with us. [If you choose, or you are provided with, a User identification code, password or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any third party. We have the right to disable any User identification code or password, whether chosen by you or allocated by us, at any time, if in our opinion you have failed to comply with any of the provisions of these terms of use.]
2.4 You are responsible for safeguarding any password and/or personal information that you use in conjunction with any accounts, services, activities or actions within the Publications. We encourage you to use “strong” passwords that use a combination of upper and lower case letters, numbers and symbols. We will not be liable for any loss or damage arising from your failure to comply with this instruction.
2.5 We reserve the right to improve, amend, or suspend the Publications and any services provided within the Publications at any time without notice.
2.6 You are solely responsible for paying all expenses you may incur when you access or use the Publications including without limitation your internet or data service provider charges and any excess charges to that provider if you have a limit on the amount of data you can download together with all costs of the equipment and facilities you need to connect to and use the Publications. We are not responsible if your own equipment or software is not compatible with any of the Publications.
2.7 The Into Gardens Applications are available to Users via individual download or subscription on various platforms such as the App Store and Google Play (the “Platforms”). We endeavour to ensure where appropriate that the price of the various download/ subscription options for the Applications is listed on the Platforms and that Users will have the opportunity to view and confirm applicable fees and subscriptions before committing to payment. All transactions to purchase the Applications are strictly between the User and the relevant Platform and are subject to the terms and conditions published on the relevant Platform at the time of purchase. We cannot accept any liability whatsoever in relation to such transactions including without limitation for any error or omission on the part of the Platform or for any failure on the part of the Platform to publish information relating to the Applications clearly.
2.8 Where our Publications contain links to other sites and resources provided by third parties, these links are provided for your information only. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them.
2.9 You may be able to purchase goods or services by linking from Publications to external sites run by our Affiliates. Contracts for the supply of goods or services formed between you and each Affiliate as a result of visits made by you to Affiliate sites are governed by the individual terms and conditions of sale on such Affiliate sites. The Company accepts no liability whatsoever in relation to such transactions or their fulfilment, including without limitation for any error or omission on the part of the Affiliate or its suppliers and whilst we shall at all times endeavour to ensure that links to Affiliate sites featured in our Publications function properly, we cannot guarantee such functionality, nor do we give any warranty in relation to the goods or services offered by our Affiliates or the accuracy or reliability of information contained on Affiliate sites.
3. Liability
3.1 The material displayed in our Publications is provided without any guarantees, conditions or warranties as to its accuracy. Commentary and other materials in our Publications are not intended to amount to advice on which reliance should be placed. We therefore disclaim all liability and responsibility arising from any reliance placed on such materials by any User, or by anyone who may be informed of any of its contents.
3.2 To the extent permitted by law, we hereby expressly exclude:
3.2.1 All conditions, warranties and other terms which might otherwise be implied by statute, common law or the law of equity.
3.2.2 Any liability for any direct, indirect or consequential loss or damage incurred by any User in connection with our Publications or in connection with the use, inability to use, or results of the use of our Publications, any linked websites or other applications and any materials contained therein, including, without limitation any liability for:
- loss of income or revenue;
- loss of business;
- loss of profits or contracts;
- loss of anticipated savings;
- loss of data;
- loss of goodwill;
- wasted management or office time.
3.2.3 Any other loss or damage of any kind, however arising and whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable.
3.3 The above exclusion does not affect our liability for death or personal injury arising from our negligence, nor our liability for fraudulent misrepresentation or misrepresentation as to a fundamental matter, nor any other liability which cannot be excluded or limited under applicable law
3.4 You hereby agree to indemnify and hold us and our officers, directors, agents, and employees, harmless from any claim or demand, including reasonable legal fees, made by any third party due to or arising out of your breach of this User Agreement, breach of copyright or any other intellectual property right or confidence or failure to comply with your User Responsibilities hereunder or your violation of any law, code or regulations including without limitation data protection legislation or the rights of a third party.
4. Copyright
4.1 All copyright, trademarks and other intellectual property rights in the Publications and are vested in the Company or its licensees. You may not copy, reproduce, modify in any way or transmit, distribute or make available to the public any of the Publications as a whole or, unless permitted by us, in accordance with the terms of the User Agreement, any of the material included therein (“the Content”) and in particular where such content is explicitly marked as not being for reproduction. Any use of Content which is not explicitly permitted by the User Agreement requires the prior written consent of The Company
4.2 Subject to the foregoing, the Company permits and hereby grants you a worldwide, royalty-free, non-assignable and non-exclusive license to re-post, tweet or otherwise disseminate any of the Content published on the Site anywhere on the rest of the web provided that such Content has not explicitly been marked as not for reproduction, and provided that you: (a) do not modify, adapt or edit the Content in any way so as to change its meaning; (b) credit Into Gardens by name in readable text and with a human and machine-followable link (an HTML anchor tag) linking back to the page displaying the original source of the content on into-gardens.com on every page that contains Content; (c) upon request, either by us or a User who contributed the Content, remove such credits and/or links and the author’s name from Content; (d) upon request, either by or by a User who contributed to the Content, make a reasonable effort to update a particular piece of Content to the latest version on the Site; and (e) upon request, either by us or a User who contributed to the Content, make a delete Content that has subsequently been deleted from the Site or marked as not for reproduction; (f) do not re-post content which might reasonably be considered to be libelous, defamatory, abusive, threatening, harassing, hateful, offensive or otherwise violates any law, intellectual property or other rights of any third party; (g) any re-posting or dissemination of the Content is strictly for non-commercial purposes and that you do not seek to make a profit either for yourself or for any third party from any such activities.
4.3 In exercising these rights, you may not implicitly or explicitly assert or imply any connection with, sponsorship or endorsement by the Company, Into Gardens or other Users of you or your use of the work, without the separate, express prior written permission of the Company. Additionally, you may not without our express prior written permission, reproduce, use or trade off the Content or any logos, branding, domain names or trade marks belonging to the Company.
4.4 You may link to our Site, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists. You must not establish a link from any website that is not owned by you. Our Site must not be framed on any other site. We reserve the right to withdraw linking permission without notice.
4.5 [If you operate a search engine or robot, or you republish a significant fraction of Content (as we may determine in our reasonable discretion), you must additionally follow these rules:
- You must use a descriptive user agent header.
- You must follow robots.txt at all times.
- You must make it clear how to contact you, either in your user agent string, or on your website if you have one.]
4.6 Except as set out hereunder, nothing set out in these terms and conditions shall be construed as granting any licence of any copyright, trade marks or other intellectual property owned by the Company to you or any third party.
5. Your Content
5.1 If you submit, upload, post or display Content (“User Content”) on our Site, you grant us a perpetual worldwide, non-exclusive, royalty-free license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, publish, transmit, display and distribute such User Content in any and all media or distribution methods now known or later developed. You understand and acknowledge that your User Content will therefore be viewable by Users and potentially through third party services and websites. You should only provide User Content that you are comfortable sharing with others under these Terms.
5.2 You agree that this license includes the right for other Users to modify your User Content, and for the Company to make your User Content available to others for the publication, distribution, syndication, or broadcast of such User Content on other media and services. Such additional uses by the Company or others may be made with no compensation paid to you with respect to the User Content that you submit, post, transmit or otherwise make available through the Service. We may modify or adapt your User Content in order to transmit, display or distribute it over computer networks and in various media and/or make changes to your User Content as are necessary to conform and adapt that User Content to any requirements or limitations of any networks, devices, services or media.
5.3 By uploading, submitting or posting User Content, you warrant, represent and agree that you have the right to grant the Company the license described above. You also represent, warrant and agree that you have not and will not contribute any User Content that (a) infringes, violates or otherwise interferes with any copyright or trademark of another party, (b) reveals any trade secret, unless the trade secret belongs to you or you have the owner’s permission to disclose it, (c) infringes any intellectual property right of another or the privacy or publicity rights of another, (d) is libelous, defamatory, abusive, threatening, harassing, hateful, offensive or otherwise violates any law or right of any third party, (e) creates an impression that you know is incorrect, misleading, or deceptive, including by impersonating others or otherwise misrepresenting your affiliation with a person or entity; (f) contains other people’s private or personally identifiable information without their express authorization and permission, and/or (g) contains or links to a virus, trojan horse, worm, time bomb or other computer programming routine or engine that is intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or information.
5.4 All User Content, whether publicly posted or privately transmitted, is the sole responsibility of the person who originated such User Content. We may not monitor or control the User Content posted on the Site. Any use of or reliance on any Content or materials posted via the Service or obtained by you through the Service is at your own risk. We do not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any User Content or communications posted via the Publications or endorse any opinions expressed via the User Content.
5.5 The Publications may include advertisements, which may be targeted to your User Content, queries made through the Site, or other information. The types and extent of advertising in the Publications are subject to change. In consideration for our granting you access to the Publications, you agree that we, our Affiliates and third party providers and partners may place such advertising in the Publications and in connection with the display of your User Content whether submitted by you or others.
5.6 You understand that by using the Service, you may be exposed to Content that might be offensive, harmful, inaccurate or otherwise inappropriate. Under no circumstances will the Company be liable in any way for any User Content, including, but not limited to, any errors or omissions in any User Content, or any loss or damage of any kind incurred as a result of the publication or use of any User Content made available via the Site or published elsewhere.
5.7 We reserve the right at all times (but will not have an obligation) right in our discretion to remove any Content including User Content from the Site, suspend or terminate your account at any time, reclaim usernames or pursue any other remedy or relief available under equity or law. We also reserve the right to 5.8 access, read, preserve, and disclose any information as we reasonably believe is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request including without limitation in relation to privacy (ii) enforce the terms of the User Agreement, including without limitation investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of the Company, Users and the public.
6. User Responsibilities
6.1 You are responsible for your use of the Site and Applications, for any User Content you provide, and for any consequences thereof, including the use of your User Content by other users and third party partners. You understand that your User Content may be republished and if you do not have the right to submit User Content on the terms contained hereunder, it may subject you to liability.
6.2 Whilst using or accessing the Publications, you must not in any way:-
(i) cause any Publication (or access thereto) to be interrupted, damaged or impaired;
(ii) use any Publication for any fraudulent purposes, or in connection with a criminal offence or other unlawful or immoral activity;
(iii) send or disseminate data, material or content which consists of or contains software viruses, macro viruses, trojan horses, worms, “spam” or anything else designed to interfere with, interrupt or disrupt the normal operating procedures of the Publications or to surreptitiously intercept, access without authority or expropriate any part of the Publications or any system, or data contained therein;
(iv) for the purposes of political campaigning, commercial solicitation, chain letters or mass mailings;
(v) disrupt the Into Gardens community or cause problems for other Users or which may be detrimental to the business of The Company and which in the sole and unfettered opinion of the Company is in breach of or inconsistent with the terms of the User Agreement.
(vi) cause the Company to violate any law, code or regulation.
(vii) charge other Users for access to your User Content or other personal information;
(viii) access or tamper with non-public areas of the Publications or the computer or the technical delivery systems of the Company or its providers.
(ix) access or attempt to access any Publications by any means (automated or otherwise) other than through the currently available, published interfaces that are provided by the Company, or its Platforms/ providers.
6.3 You hereby warrant that you are entitled to upload, publish and exhibit your User Content on the Site and that no fees or royalties of any kind are payable by the Company or any third party in respect thereof. You are solely responsible for obtaining any clearances, permissions or otherwise in respect of third party copyright works, trade marks, designs or other intellectual property and other relevant rights such as the rights of publicity and likeness. Into Gardens accepts no liability for failure on the part of the User to do this.
6.4 You warrant that you shall only use information on the Site including without limitation User Information in accordance with data protection, privacy and all other applicable laws, codes and regulations. You further warrant that you will comply in all respects with the terms of the intoGardens Privacy Policy.
7. Privacy
We process all User information in accordance with the IntoGardens Privacy Policy. By using any of the Publications, you consent to such processing and acknowledge your own obligations with regard to processing data in accordance with the Into Gardens Privacy Policy. You agree that we may disclose the information you provide if required to do so by law or where we believe that such disclosure is necessary to respond to queries or to claims of an infringement of rights, for legal reasons or to enforce the terms of this Agreement. You agree that it is your responsibility to put in place appropriate measures to protect your own personal information and that you will take all due care and attention in that respect. The Company accepts no liability for breach by you or any third party of the Into Gardens Privacy Policy, the violation by you or any third party of data protection legislation or the failure or omission by you or any third party with regard to data processing when using the Publications.
8. Complaints
All complaints or disputes between you and the Company regarding the Publications must be reported to Into Gardens at info@into-gardens.com. Into Gardens seeks to resolve disputes with its Users fairly and within a reasonable time frame, but will have no liability if a resolution is not reached. However, Into Gardens is not responsible for dealing with disputes between Users, which must be resolved between the Users concerned. In the event that you have any right, claim or action against any other User arising from that User’s use of the Site, you agree to pursue such right, claim or action independently of and without recourse to us, and you release the Company (and our directors, agents and employees) from all claims, liability, damages, losses, costs and expenses, including legal fees, known and unknown, arising from or in any way connected with such right, claim or action.
9. Confidentiality
You will not without our prior written consent disclose, publish or discuss with any third party any information which may come to your attention relating to the business of the Company, its trade secrets, technical or financial data or any other confidential or proprietary information, documentation or material used or owned by the Company or relating to the Publications or the operations or processes of the Company other than where such information is already in the public domain, is required to be disclosed by a court of law or is disseminated in accordance with this User Agreement.
10. Miscellaneous
10.1 We will not be held responsible for any delay or failure to comply with our obligations under these conditions if the delay or failure arises from any cause that is beyond our reasonable control, including without limitation fire, casualty, accident, riot, act of terrorism or war, act of God, strike, lock-out, labour conditions, judicial order or enactment or incapacity, illness or death of any officer of the Company.
10.2 This User Agreement (and any related dispute, controversy, proceedings or claim of whatever nature) shall be governed and interpreted in accordance with English law and the English courts shall have exclusive jurisdiction in relation thereto.
10.3 If any part of the terms of this User Agreement is unenforceable (including any provision in which we exclude our liability to you) the enforceability of any other part of these conditions will not be affected.
10.4 This User Agreement contains the entire agreement between us relating to the subject matter covered and supersedes any previous agreements, arrangements, undertakings or proposals, written or oral, between us in relation to such matters or any statements made to you by any person, including (without limitation) any of our employees or agents. Save for fraud or fraudulent misrepresentation, we shall have no liability for any such representation being untrue or misleading. All other terms and conditions expressly or impliedly applicable by statute or otherwise are excluded to the fullest extent permitted by law.
10.5 Headings and clause numbering in this User Agreement are for convenience only and do not affect its interpretation.
10.6 We shall be entitled to assign, transfer or sub-contract or in any way make over the benefit or burden of this User Agreement to a third party. This User Agreement is personal to each User and Users shall not be entitled to assign this User Agreement or any of the rights, benefits or entitlements hereunder.
10.7 In the event of a sale, transfer, reorganization or other disposal of Into Gardens, in whole or in part, your details may form part of the transferred business assets and as such may be shared with our advisors and any prospective purchasers and their advisors.
10.8 A waiver by us of any terms of this User Agreement in a particular instance shall not be deemed or construed to be a waiver of such term or condition for the future or affect our rights in respect of any subsequent breach of the terms of this User Agreement. All rights and remedies contained in this User Agreement shall be distinct, separate and cumulative and no action or inaction by us shall operate to exclude or deprive us of any other rights allowed by law.
10.9 No third party shall be deemed under the User Agreement to have enforceable rights by virtue of the Contracts (Rights of Third Parties Act) 1999.
10.10 This User Agreement shall not constitute a partnership, agency or joint venture between The Company and any User.
