Terms and Conditions
Through the MixBloom service, 14113853 Canada Ltd (“MixBloom”) provides other companies social media content creation services and access to its social media management software platform (the “Services”). The following Terms and Conditions govern all use of the Services and all content, services and products available at or through the MixBloom website (taken together, the Website).
By posting updated versions of the Agreement on the Website, or otherwise providing notice to you, MixBloom may modify the terms of this Agreement and may discontinue or revise any or all other aspects of the Services at its sole discretion. All such changes shall become effective upon posting of the revised Agreement on the MixBloom website. Your continued use of the Services will constitute your acceptance of the variation to the Agreement. MixBloom will use reasonable efforts to make you aware of any changes to the terms of this Agreement. Please read this Agreement carefully before accessing or using the Website.
By accessing or using any part of the website, you agree to become bound by the Terms and Conditions of this Agreement. If you do not agree to all the Terms and Conditions of this Agreement, then you may not access the Website or use any Services. If these Terms and conditions are considered an offer by MixBloom, acceptance is expressly limited to these terms. The Website is available only to individuals who are at least 18 years old.
Your MixBloom Account.
If you create an account on the Website, you are responsible for maintaining the security of your account and linked social media accounts, and you are fully responsible for all activities that occur under the account and any other actions taken in connection with your social media accounts.
You must immediately notify MixBloom of any unauthorized uses of your account or any other breaches of security. MixBloom will not be liable for any acts or omissions by You, including any damages of any kind incurred as a result of such acts or omissions.
If you operate a MixBloom account, post material to your social media accounts or otherwise make (or allow any third party to make) material available by means of the Services (any such material, “Content”), You are entirely responsible for the content of, and any harm resulting from, that Content.
That is the case regardless of whether the Content in question constitutes text, graphics, an audio file, or computer software. By making Content available, you represent and warrant that:
- the downloading, copying and use of the Content will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark or trade secret rights, of any third party;
- if your employer has rights to intellectual property you create, you have either (i) received permission from your employer to post or make available the Content, including but not limited to any software, or (ii) secured from your employer a waiver as to all rights in or to the Content;
- you have fully complied with any third-party licenses relating to the Content, and have done all things necessary to successfully pass through to end users any required terms;
- the Content does not contain or install any viruses, worms, malware, Trojan horses or other harmful or destructive content;
- the Content is not spam and does not contain unethical or unwanted commercial content or to further unlawful acts (such as phishing) or mislead recipients as to the source of the material (such as spoofing);
- the Content is not pornographic, does not contain threats or incite violence towards individuals or entities, and does not violate the privacy or publicity rights of any third party;
By submitting Content or graphic materials to MixBloom to make use of its Services, you grant MixBloom a world-wide, royalty-free, and non-exclusive license to reproduce, modify, adapt and publish the content and materials solely for the purpose of displaying, distributing and promoting your Content on your own social media accounts.
Without limiting any of those representations or warranties, MixBloom has the right (though not the obligation) to, in MixBloom’s sole discretion (i) refuse or remove any account that, in MixBloom’s reasonable opinion, violates any MixBloom policy or is in any way harmful or objectionable, or (ii) terminate or deny access to and use of the Website to any individual or entity for any reason, in MixBloom’s sole discretion. MixBloom will have no obligation to provide a refund of any amounts previously paid.
You acknowledge that you may disclose to MixBloom certain confidential and proprietary information and materials, including but not limited to business and financial information, in connection with the Services. MixBloom agrees to use such confidential information solely for the purpose of providing the Services, and to hold such confidential information in strictest confidence. MixBloom shall not disclose any such confidential information to any third party, except as required by law or as authorized in writing by you. MixBloom agrees to return or destroy all confidential information and materials provided by you upon termination of this agreement or at your request. The provisions of this section shall survive the termination of this agreement.
During the term of this agreement and for a period of two (2) years following the termination of this agreement, MixBloom agrees not to directly solicit, pursue, or accept any business from any of your clients whoose information was obtained through your use of the Services. This non-solicitation obligation shall not apply to business that is solicited by MixBloom through general advertising or marketing efforts not targeted towards your clients.
Payment and Renewal.
Free trial. During a 7 day trial we create sample content for you to assess the quality of the service offered. If you decide to use the content created and to work with MixBloom, you'll sign up for one of our pricing plans.
General Terms. By signing up for one of our plans you agree to pay MixBloom the monthly or annual fees indicated for that plan. Payments will be charged on a pre-pay basis on the day you sign up for the plan and will cover the use of that service for a monthly or annual subscription period as indicated.
Cancellation and refunds. Plans can be canceled by you at any time on 30 days’ written notice to MixBloom. Any period for which content has already been created will be charged for. Any one-off, service, customisation, monthly or yearly fees paid are not refundable. Exclusively for services where a “7 days guarantee” is explicitly offered, fees are refundable only within 7 days from your first payment to MixBloom. MixBloom reserves the right to change the payment terms and fees upon 30 days prior written notice to you.
Automatic Renewal. Unless you notify MixBloom before the end of the applicable subscription period that you want to cancel the service, your subscription will automatically renew and you authorize us to collect the then-applicable annual or monthly subscription fee for the service (as well as any taxes) using any credit card or other payment mechanism we have on record for you.
Support and client meetings. The MixBloom service includes access to email support and service. “Email support” means the ability to make requests and obtain assistance by email at any time (with reasonable efforts by MixBloom to respond within one business day) concerning the Services. We occasionally offer phone meetings to assist clients with onboarding, our platform, strategy for new brands and clients and other elements of the Services.
License. MixBloom hereby grants you a worldwide non-exclusive, personal, non-assignable license to use the Services and the MixBloom platform for the duration of this Agreement, exclusively in the conditions hereunder.
Responsibility of MixBloom Customers
MixBloom cannot review all of the material, including computer software, posted to its customers’ social media accounts, and cannot therefore be responsible for that material’s content, use or effects. MixBloom disclaims any responsibility for any harm resulting from the use by users of our services or your linked social media accounts, or from any downloading by those users of content there posted. You are still responsible for all content posted to your social media accounts.
As MixBloom asks others to respect its intellectual property rights, it respects the intellectual property rights of others. If you believe that material located on or linked to by MixBloom in a social media post violates your copyright, you are encouraged to notify MixBloom. MixBloom will respond to all such notices, including as required or appropriate by removing the infringing material or disabling all links to the infringing material. MixBloom will terminate a customer’s access to and use of the Website if, under appropriate circumstances, the customer is determined to be a repeat infringer of the copyrights or other intellectual property rights of MixBloom or others. In the case of such termination, MixBloom will have no obligation to provide a refund of any amounts previously paid to MixBloom.
This Agreement does not transfer from MixBloom to you any MixBloom or third party intellectual property, and all right, title and interest in and to such property will remain (as between the parties) solely with MixBloom. MixBloom, MixBloom Ltd, the MixBloom logo, and all other trademarks, service marks, graphics and logos used in connection with MixBloom, or the Website are trademarks or registered trademarks of MixBloom or MixBloom’s licensors. Other trademarks, service marks, graphics and logos used in connection with the Website may be the trademarks of other third parties. Your use of the Website grants you no right or license to reproduce or otherwise use any MixBloom or third-party trademarks.
MixBloom retains all right, title and interest in and to the Site, Services, and any derivatives thereof, including any Intellectual Property Rights contained and/or made available therein or in connection thereto (collectively, “MixBloom IP”). As used herein, “Intellectual Property Rights” means inventions and patents of any type, design rights, utility models or other similar invention rights, copyrights, trademarks, service marks, trade names, trade dress, logos, trade secrets or confidentiality rights, and any other intangible property rights including applications for any of the foregoing, in any country, arising under statutory or common law or by contract and whether or not perfected, now existing or hereafter filed, issued, or acquired.
All use of the MixBloom IP shall inure to the benefit of MixBloom, and you shall not: (i) contest, or assist others to contest, our rights or interests in and to the MixBloom IP or the validity of our rights in and to the MixBloom IP and all applications, registrations or other legally recognized interests therein, or (ii) seek to register, record, obtain or attempt to pursue any Intellectual Property Rights or other proprietary rights or protections in or to said MixBloom IP. All rights in the MixBloom IP which are not expressly granted herein are reserved by MixBloom. You hereby agree to assign and do assign to MixBloom any modifications or derivative works of any Services made by you in contravention of the foregoing limitation.
Reselling the Services.
The following conditions also apply:
- Access to, and use of, the Services by a third party granted access by you (“Your Customer”): (a) does not in any way diminish your strict obligation to ensure compliance with the terms of this Agreement; and (b) does not in any way diminish MixBloom’s right to enforce the terms of this Agreement, without liability to you or the Customer, including suspension or termination of access to the Service, whether or not it may have an adverse impact on Your Customer or the ability of Your Customer to use the Services.
- You must: enter into a binding contractual relationship with Your Customer on terms no less onerous than this Agreement; provide all customer relationship management, including first level support services in relation to the Services, to Your Customer.
- You hereby agree to indemnify and hold harmless, on an actual indemnity basis, MixBloom, from and against all costs, expenses, losses and liabilities arising in any way (including under statute, the law of tort, equity or any other theory of law whatsoever) from or in relation to use of the Services by Your Customer and all other acts and omissions of Your Customers otherwise taking place on or in relation to the Services.
If you wish to terminate this Agreement or your MixBloom account (if you have one), you may simply contact MixBloom and request a cancellation of your account. Notwithstanding the foregoing, if you have purchased an account, your account can only be terminated by MixBloom if you materially breach this Agreement and fail to cure such breach within thirty (30) days from MixBloom’s notice to you thereof; provided that, MixBloom can terminate the Website immediately as part of a general shut down of our service. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
Disclaimer of Warranties.
The Website is provided “as is”. MixBloom and its suppliers and licensors hereby disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement. Neither MixBloom nor its suppliers and licensors, makes any warranty that the Website will be error free or that access thereto will be continuous or uninterrupted. You understand that you download from, or otherwise obtain content or services through, the Website at your own discretion and risk.
Limitation of Liability.
In no event will MixBloom, or its suppliers or licensors, be liable with respect to any subject matter of this Agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement for substitute products or services; (iii) for interruption of use or loss or corruption of data; or (iv) for any amounts that exceed the fees paid by you to MixBloom under this Agreement during the twelve (12) month period prior to the cause of action. MixBloom shall have no liability for any failure or delay due to matters beyond their reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.
General Representation and Warranty.
You agree to indemnify and hold harmless MixBloom, its contractors, and its licensors, and their respective directors, officers, employees and agents from and against any and all claims and expenses, including attorneys’ fees, arising out of your use of the Website, including but not limited to your violation of this Agreement.
This Agreement constitutes the entire Agreement between MixBloom and you concerning the subject matter hereof, and they may only be modified by a written amendment signed by an authorized executive of MixBloom, or by the posting by MixBloom of a revised version. The Agreement shall be governed by, interpreted and construed in accordance with English law. The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims) save that MixBloom has the express right (at its sole discretion) to bring an action against you in a court or courts where you are resident, have your principal place of business or central administration. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. You may assign your rights under this Agreement to any party that consents to, and agrees to be bound by, its terms and conditions; MixBloom may assign its rights under this Agreement without condition. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.
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