TERMS OF USE FOR THE CLIENT

Publication date: April 24, 2022

Your use (“Client”, “you”) of Platform Kwikwins (https://app.kwikwins.io/), products, software, services, the Website (https://kwikwins.io/) and the technologies integrated therein, the mobile application, and any related applications (“Kwikwins”) as a general user and except for any services provided to you by the Company on the basis of a separate written agreement or on the basis of Kwikwins's terms of use applicable to users shall be conducted in accordance with this document (“Terms”). By acting on behalf of the company you provide, you warrant that you have all necessary authority to act on behalf of the Client company.

“Company” means Kwikwins Ltd, a company incorporated under the laws of the United Kingdom, registered at: 71-75 Shelton Street, Covent Garden, London, United Kingdom, WC2H 9JQ.

The Company offers platform Kwikwins, which is software that allows you to connect as a Client with the Kwikers for provision of services, whereas the Bundles are composed by the Company depending on their area of expertise, time zone, language skills.

If you plan to use Kwikwins as a person providing the services to the Client as a member of the Bundle (“Kwiker”) through the Website, these Terms do not apply to you. You shall read and accept the terms located at the link.

By clicking/checking the “I agree” button/checkbox, accessing the Website or using Kwikwins, you agree to be bound by these Terms. If you do not agree or accept all of the terms of these Terms, please stop accessing and using the Website and Kwikwins immediately.

If you are under the minimum age of majority to consent or enter into a contract in your jurisdiction, you may not use or access Kwikwins.

USING KWIKWINS
1. General Terms and Conditions
1.1. “Bundle” is a group of Kwikers composed by the Company.
“Client” is a person or a legal entity requesting services of different nature at Kwikwins.
“Kwiker” is a person providing the services to the Client as a member of the Bundle.
“Project” is a specific task for completion of which the Client contracts with the Kwikers of the Bundle through Kwikwins. The Project and the payment for the Project can be divided into Stages.
“Stages” is a time period equal to one (1) week.
“User” is a Client, a Kwiker or any individual and/or company visiting and/or using Kwikwins with or without registration on the Website.
1.2. Kwikwins allows you to get your Project done by a group of specialists registered at the Website. Kwikwins is a software that technically facilitates introductions between the Kwikers and the Clients and allows them to communicate regarding the Project at Kwikwins. The Company composes Bundles ranging specialists by their areas of expertise, language skills, time zones and other factors. Company also facilitates the payment process for the Project. All payments between Kwikers and the Client must be processed through Kwikwins.
1.3. The Company hereby grants you a non-exclusive non-transferable non-sublicensable and revocable license to access Kwikwins for personal use and solely in accordance with the information set in these Terms describing the features, functions, operation and use of Kwikwins.
1.4. The Company operates the online and offline features of Kwikwins and is the administrator of the Website.
1.5. Kwikwins does not:
– Make any kind of representation or warranties, either express or implied, as to the suitability, reliability, capability, or qualifications of the Kwikers for a particular Project. We do not endorse or make specific recommendations about the Kwikers or the Clients. We merely facilitate the availability of information about them;
– Make any decisions on Kwiker’s compatibility with the needs of your Project without your prior approval;
– Provide services as one of the Kwikers working on the Project. We are not a party to nor do we have any liability with respect to any agreement between the Client and the Kwikers. We have no control over the Clients or the Kwikers, nor the work promised or rendered;
– Act as your agent for tax, migration purposes;
– Act on your behalf concealing information about you and your company when communicating with the Kwikers – they always know who you are;
– Make any warranties or representations about you or any of your information, either to you or other users, Kwikers, third parties;
– Make any warranties or representations regarding the proper delivery of the results of the Services by Kwiker. The Company will do its best to ensure that the Kwiker delivers the results of the Services to you properly, but shall not be liable if the Kwiker delivers the results of the Services incorrectly, including reflecting incorrect or incomplete information.

2. Account
2.1. When you register for an account, you may be required to provide us with some information about yourself, such as your name, name and details of your company, email address, country of residence, or other contact information. You agree that the information you provide to us is accurate and that you will always keep it correct and up-to-date. When you sign up, you will be prompted to enter your password. Kwikwins reserves the right to validate your identity, eligibility and account information at any time. Failure to provide us with evidence to verify your account within a timeframe requested by Kwikwins may result in the suspension or cancellation of your account. By creating an account, you agree to receive notifications from the Company at the e-mail address specified by you.
2.2. If you have not received a confirmation email about the registration of your account to the email address you specified, please contact us: support@kwikwins.io.
2.3. You will be able to book a Bundle after Company managers approve your account and data submitted.
2.4. To create an account or otherwise use Kwikwins you must be at least thirteen (13) years old or the appropriate age of majority in your jurisdiction, whichever is greater. Hereby you warrant and represent that you are over the minimum age of majority and have the capacity to enter into contractual relations.
2.5. By registering and using Kwikwins, you also warrant, represent and confirm:
– That you are not in a country that is subject to the United Kingdom government embargo or that has been designated by the United Kingdom government as a country “supporting terrorists”;
– That are not listed on any United Kingdom government's list of banned or restricted parties;
– You are capable of forming legally binding contracts in the jurisdiction where you are using Kwikwins and receive services;
– You are not prohibited to use Kwikwins and request services by any contract (such as employment, confidentiality, service, or non-disclosure agreements), articles of association, shareholders agreement or any similar obligations.
2.6. You are responsible for all activities that occur under and in your account, including unauthorized activities (without your consent). You shall ensure that your account credentials are confidential. If you become aware of unauthorized access to your account, you shall change the password and notify us immediately.
2.7. By registering an account, you consent to us displaying your company’s details at Kwikwins. You also consent to us displaying your company’s name, logo and other relevant information. The fact that your company is using Kwikwins is not confidential information and you consent to it being disclosed free of charge to other users, Kwikers of the Bundle, in promotional materials advertising Kwikwins and the Website, including the use of your company name and logo for these purposes. Kwikwins shall not require additional consent to use your company name and logo for the purposes specified above.

3. Payment for using Kwikwins
3.1. Using Kwikwins can be free of charge or chargeable for you. Before you pay any fees, you will have the opportunity to review and accept the fees charged to you.
Fees for using Kwikwins do not constitute fees for services which you receive from the Kwiker.
Fees for the services provided through Kwikwins are received by the Kwikers from the Company acting as your agent on your behalf. The Company collects these payments for services from you for the subsequent distribution among the Kwikers on your behalf.
3.2. You agree that the Company may charge your credit card or other payment mechanism selected by you and approved by the Company all amounts due for the use of Kwikwins, including taxes and fees, setup fees, subscription fees or any other fee associated with the account. For example, Kwikwins may accept payments through Stripe or other tools, which you will be informed about. Before paying, we recommend you to review the terms and conditions of the payment provider that you are using to understand your rights and responsibilities with that payment provider. In all cases, you will be redirected to the payment service provider's website to authorize the payment.
3.3. The Company may change the prices, the procedure for determining them at any time, including the transition from free provision of certain functions to paid; however, subject to prior notice by the Company and the ability to opt out of your use of Kwikwins paid features.
3.4. Prices for Kwikwins are displayed either without or without indication of any applicable fees, taxes and charges, depending on the section you are viewing. If the fees you pay do not include federal, state, local and foreign taxes, duties, tariffs, fees, charges, deductions and similar charges, then you agree to be responsible for the payment of all such additional fees.
3.5. You remain responsible for any uncollected amounts. If a payment is not successfully cleared, due to expiration of credit card, insufficient funds in bank accounts, or otherwise, and you do not cancel your account, we may suspend your access to Kwikwins until we have successfully charged a payment. For some payment methods, we may charge you certain fees, such as foreign transaction fees or other fees relating to the processing of your payment method.
3.6. If you use Kwikwins on the basis of a monthly paid subscription, you can cancel the subscription at any time, and you will continue to have access to the service through the end of your billing period. To the extent permitted by the applicable law, payments are non-refundable and we do not provide refunds or credits for any partial subscription periods.

4. Payment for Kwikers’ services
4.1. Once the Bundle is chosen by the Client, the Client shall pay monthly Bundle price in advance for the following thirty (30) calendar days (subscription fee). If the term of the services provided by the Kwikers from the chosen Bundle is longer than thirty (30) calendar days, the next payment shall be charged automatically on a subscription basis.
4.2. Provision of Services begins only after the Client pays the subscription fee.
4.3. The Company will distribute the funds among the Kwikers according to the information you have submitted about the Project after the Kwiker submits the result of the Services. If the Project consists of several stages, the Company shall distribute the payment at the end of every stage.
4.4. The funds are transferred to each Kwiker by Kwikwins Ltd upon completion of each stage of the Project and assignment of intellectual property rights or services result transfer by stage. Duration of the stage is one (1) week. The Сompany is not a customer for Kwiker and does not pay for Kwiker's services on its own behalf. The Company acts solely as an intermediary for the payment of the Kwiker's services as well. Fees for the use of payment services may be deducted from the funds paid by the Client.

5. Kwikwins agency services payment
5.1. The Client shall pay the agency fee for agency services provided by the Company.
5.2. The agent's fee is ten (10) US dollars.

6. Subscription
6.1. Subscriptions may grant the right to use Kwikwins, provide services by Kwikers as part of a single Bundle, or provide agency services by the Company. If payment by subscription is applicable, the terms set forth in this section shall apply as well.
6.2. 1 Bandle = 1 subscription. If the Client needs different Bundles for different services, the Client must purchase several separate subscriptions. Also, if the Client needs to expand the scope of the Services provided within the previously purchased Bundle, a subscription to an additional Bundle is required.
6.3. In order to process the subscription and the further possibility to pay for the subscription, the Client indicates the bank card and/or electronic means of payment in its personal account on Kwikwins (“Confirmed means of payment”). The Company shall have the right to debit the amount of the subscription fee from any of the Confirmed means of payment.
6.4. There is a test subscription period. If the Сlient has paid a subscription for the first month of the Services, but canceled the subscription before the expiration of seven calendar days of the first calendar month of the subscription, the Сlient shallt pay a proportional fee for the period of services (25% of the monthly subscription fee), the rest of the subscription fee will be refunded to the Client by the Company. This option is valid for the first month of the Client's use of the Platform. The Client guarantees that he/she will not register several separate personal accounts on the Platform using different phone numbers or email addresses.
6.5. The volume of tasks is fixed using the functionality of the Platform.
6.6. When subscribing, the Client agrees that the Company may charge the Company the subscription fee as of the date of payment in advance until the Client refuses to renew the subscription for the next subscription period.
6.7. The Client understands and agrees that the subscription is not time-limited and is activated from the moment of payment for the first subscription period without any deadline. The Client who has purchased the subscription may refuse to renew the subscription for the next subscription period in its personal account on Kwikwins. In this case, the subscription shall be terminated as of the day following the last day of the paid subscription period.
6.8. If there are insufficient funds in the Confirmed means of payment for the renewal of the subscription, the Company has the right to suspend access to the Kwikwins, the provision of agency services, the Kwiker has the right to suspend the provision of the Services. Lack of sufficient funds in the Confirmed means of payment for an extended period of time, the Company shall be entitled to consider the Client's refusal to renew the subscription from the start date of the unpaid subscription period.
6.9. By accepting the Terms, the Client agrees to automatic periodic debiting of funds from its account for the subscription, and acknowledges that the orders to debit funds from its account sent under this clause are the Client's orders, and the actions of the processing center and the acquiring bank to debit funds under this Terms are performed with the consent of the Client.
Debiting of funds in accordance with this Terms shall start to take place on an automatic basis if the following conditions are met:
– The Client enters all necessary details of the Confirmed means of payment;
– Activation of the service for automatic funds withdrawal with the chosen payment methods as follows: automatically when the first payment is made;
– Pressing the button “Make a subscription” or other button of similar functionality.

7. Acceptable Use Policy
7.1. Kwikwins allows you to connect with a group of Kwikers.
7.2. You agree that you request your services at Kwikwins and pay for your services through the Company. Hereby you authorize the Company to act as your agent in order to receive payment from you and distribute the payment among the Kwikers. You also confirm that the Company is authorized to accept funds from you to pay for the services with the involvement of payment services, or other participants in settlements. The Company displays in your account at Kwikwins the information about the Projects and payment for the services, both paid and due.
7.3. You acknowledge that the terms of use for the Kwiker, posted at and accepted by the Kwiker, these terms of use for you acting as the Client, the Services Contract concluded between you and Kwiker, posted at and the Project Task for the specific Project constitute a full contract between you and the Kwiker.
7.4. In case of any discrepancies, contradictions, collisions and/or misinterpretations, the documents indicated in cl. 7.3 shall have the priority in the following order:
– Services Contract
– Terms of use for the Client
– Terms of use for the Kwiker
– Project Task

7.5. You acknowledge and agree that:
– The Company provides access only to technology, relationships and payment processing;
– By accepting these Terms, you appoint the Company to act on your behalf, in your interest, at your expense to enter into, amend, terminate agreement(s) with each Kwiker of the Bundle you have chosen, including but not limited to services agreements, IP assignment agreements, etc, pay the remuneration for the service provided by each Kwiker and required within the Project under these Terms;
– You cannot act on behalf of the Company;
– The Company is not your employer, and you are not Company’s employee. Neither you, employees, agents or anyone else at your company shall be entitled to participate in or receive any compensation or benefits from Kwikwins, including, without limitation, worker’s compensation insurance, health insurance or benefits, holiday pay, sick pay, bonuses, salary or any other similar compensation or benefit;
– The Kwiker is not your employee or agent/principal, and you are not Kwiker’s employer or agent/principal;
– The Company is not requesting Kwiker’s services and is not the end-user of the services requested by you;
– The Company is not making any decisions regarding the Projects on your behalf without your prior approval and will not take any action other than as expressly set forth herein unless you expressly authorize the Company to do so;
– The Company may compose Bundles upon its sole discretion;
– The Company is not responsible for the quality of the services provided by the Kwikers;
– The Company is not responsible the Kwiker, Kwiker’s skill set, actions, wrongdoing, has no control over any Kwiker and does not guarantee that the Kwiker will provide the services;
– You cannot register for more than one (1) account without prior express written permission from the Company;
– You are solely responsible for the information you submit about your Project, your requirements, deadlines and other information relevant for the Kwikers to provide services to you;
– The Kwikwins is a place where you and the Kwikers can communicate, connect and facilitate the payment for the Project.
7.6. Kwikwins may allow you to view the list of the Projects you have launched and the information about them.
7.7. The Kwikers from the Bundle can start provision of the services only if you submit the information about your Project.
7.8. You and each Kwiker will be bound by the Services Contract, posted at, which we will enter into on your behalf. Please make sure to understand the provisions of the Services Contract before you accept these Terms.
7.9. You shall submit the information about the Project carefully. You also may amend requirements for the Project within the agreed scope of the Project, which will not affect the quantity or quality of the Bundle before the Project is completed by the Bundle and accepted by you or before the specific stage of the Project is completed and you have accepted the result. You understand that the more accurate and detailed the information about the Project submitted by you in the Project Task is, the more effective your cooperation with the Kwikers will be. If you do not provide sufficient information about the Project, later you may find out that the Kwiker does not have the required expertise for your Project. Thus, you shall be specific about the Project and your expectations of the result so Kwikwins finds the most suitable specialists for the Bundle.
7.10. If you knowingly hire and/or contract for services with the Kwiker not through Kwikwins, we may suspend or delete your account.
7.11. Kwikwins may also allow you to upload, broadcast live, send or publish content such as videos, recordings, images, and text (“Client Data”). Kwikwins may also allow you to view other users' content and participate in activities.
7.12. The Company may (but is not obligated to) monitor your account, your Client Data and behavior, regardless of your privacy settings. The Company may remove or restrict your access to or availability to any data or account that it believes violates these Terms upon its sole discretion.
7.13. You are also aware that the Company does not control, track, moderate users using Kwikwins. Consequently, the Company is not responsible for user's activities, including, without limitation, legal capacity or the ability to complete the transaction and pay the associated costs.

8. Client Data
8.1. The Company reserves the right to remove, block or correct content uploaded by you that violates these Terms upon its sole discretion and without prior notice, restrict you to access to Kwikwins.
8.2. You represent and warrant to the Company that the Client Data provided by you: (i) belongs to you, or you otherwise have the right to grant the license set forth herein; (ii) does not infringe the rights of any third party, including any intellectual property rights, rights of confidentiality or rights of privacy; (iii) does not imply any affiliation, endorsement, approval or cooperation on the part of the Company or any artist, group, label, entity or person without the express written consent of such person or entity; and (iv) comply with all applicable laws and these Terms. You agree to pay all royalties, fees and any other monies due to any person or entity in relation to any Client Data provided by you at or through Kwikwins.
8.3. You agree not to transmit via Kwikwins any Client Data that, in the reasonable opinion of the Company:
– Is objectively offensive and promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
– Investigates or promotes the persecution of another person;
– Exploits people in a sexual or violent manner;
– Contains nude, overly violent or offensive or contains a link to an adult website;
– Constitutes information that creates or poses a threat to the privacy or security of any person;
– Promotes information that you know is false or misleading, or promotes illegal activity or conduct that is offensive, threatening, obscene, defamatory or libelous;
– Promotes an illegal or unauthorized copy of another person's copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent the manufacturer's anti-copy protection devices, or provides pirated music or links to pirated music files;
– Promotes any criminal activity or enterprise, or provides for instructional information about illegal activities, including, but not limited to, the manufacture or purchase of illegal weapons, the violation of someone's privacy, or the provision or creation of computer viruses;
– Asks for passwords or personally identifiable information for commercial or illegal purposes from other users;
– Includes any form of user tracking, commercial activity and/or sales without the prior written consent of the Company, such as contests, sweepstakes, barter, advertising or pyramid schemes;
– Violates the rights of privacy, publicity, copyright, trademark rights, contractual rights or any other rights of any person.
8.4. You grant the Company a non-exclusive fully paid-up and free license to process Client Data solely for the operation and maintenance of Kwikwins in accordance with the Terms and for organization of the services provision process.
8.5. If you stop using Kwikwins, you acknowledge that the Company has the right to continue to use the Client Data and may continue to display the username along with the Client Data in accordance with the rights granted above.
8.6. If you request the deletion of personal information, (i) the Client Data will be anonymized by replacing the username with generic data, and (ii) the Company has the right to continue to use this anonymous content and data in accordance with the rights granted above.
8.7. When using Kwikwins, you may view Third-Party Content. “Third-Party Content” means content provided by third parties, users, including, but not limited to, links to the web pages of such parties that may be submitted through Kwikwins. We do not control, endorse or accept (unless otherwise expressly stated by us) any Third-Party Content and are not responsible for Third-Party Content, including, without limitation, the content that may be misleading, incomplete, erroneous, offensive, obscene or otherwise objectionable. In addition, your business relationship or correspondence with such third parties is conducted solely between you and the third parties. We shall not be liable for any loss or damage of any kind incurred as a result of any such transactions, and we understand that your use of Third-Party Content and your interactions with third parties are at your own risk.

9. Limited license
9.1. Unless determined otherwise, the Company hereby grants you a non-exclusive non-transferable non-sublicensable and revocable license to access Kwikwins for personal use and solely in accordance with the information set in these Terms describing the features, functions, operation and use of Kwikwins.
9.2. You may not use Kwikwins for commercial purposes, broadcast, provide on a fee basis or otherwise publicly reproduce without the express prior permission of the Company.
9.3. The license is governed by the Terms and does not include or permit: (a) to make Kwikwins available, distribute, sell or sublicense Kwikwins to a third party, (b) use Kwikwins on behalf of or make any product or service available to any third party, (c) use Kwikwins to develop a similar or competing product or service, (d) clean, mine, reverse engineer, decompile, disassemble or seek to access the source code from Kwikwins, except as expressly permitted by applicable law (and then only with prior written notice to the Company), (e) modify or create derivative works of Kwikwins or copy any Kwikwins element (other than authorized copies of the software), (f) remove or obscure any notices of ownership of Kwikwins (g ) interfere with Kwikwins's work, circumvent its access restrictions or conduct any security or vulnerability tests of Kwikwins, (h)transmit any viruses or other harmful material to Kwikwins, (i) engage in any fraudulent, misleading, illegal or unethical activities related to Kwikwins, or (j) use Kwikwins to store or transmit material that contains offensive, violent, pornographic, adult, obscene, unlawful, defamatory, discriminatory, derogatory, inappropriate or racially or morally offensive topics or content.
9.4. Unless stated otherwise, all materials, including, but not limited to, logos, trade names, images, designs, photographs, video clips, and written and other materials that appear as part of Kwikwins, are copyrights, trademarks, service marks and/or other intellectual property, whether registered or unregistered, owned, controlled or licensed by the Company. Nothing at Kwikwins shall not be construed as granting, by any implied or express license or right to use any intellectual property displayed or used on our Kwikwins without the prior written consent of the Company.
9.5. The Company does not grant any rights or licenses not expressly set forth in these Terms. Except for the rights of use in these Terms, the Company and its licensors retain all intellectual property rights and other rights at Kwikwins, the Website and related technologies, templates, formats and information panels of the Company, including any changes or improvements to these elements made by the Company. Except as expressly provided in these Terms, Kwikwins may not be copied, modified, reproduced, republished, posted, displayed, transmitted, sold, offered, distributed or disclosed in any way, and the User may not create any derivative works on Kwikwins without our prior written consent.
9.6. We may provide links to other websites or resources. As we do not control such websites and resources, you acknowledge and agree that the Company is not responsible for the availability of such external websites or resources, and does not endorse and is not responsible for any content, advertising, products or other materials available on such websites or resources. You also acknowledge and agree that we shall not be liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such third-party website or resource.


10. Third-Party Services
10.1. Kwikwins uses third-party software products which are provided to you free of charge by the third-party software under a license obtained by the Company or for an additional fee.
10.2. If a third-party software product is provided for an additional fee, you will be notified first. The right to use the third-party software product will be granted to you after payment of the cost of use.
10.3. Additional third-party terms and conditions may apply to your use of certain features or software products, so read them carefully.

11. Disclaimer
11.1. Kwikwins and our Website are operated by us on an “AS IS”, “as available” basis, without any representations or warranties of any kind. Kwikwins may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, or for other reasons beyond our control. Kwikwins, confidential information and all other information and materials are provided “AS IS'' and without warranty of any kind. The Company and its licensors expressly disclaim all warranties, express, implied, statutory or otherwise, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose, title and non-infringement with respect to Kwikwins, Client Content, Kwiker Data, security of information transmission. The Company does not warrant that Kwikwins will meet the requirements and that the operation of Kwikwins will be uninterrupted or error-free, or that defects in Kwikwins will be corrected. In addition, the Company does not warrant or make any representations regarding the use or results of the use of Kwikwins or related documentation as to their correctness, accuracy, reliability, timeliness or otherwise. No oral or written statements made by the Company or its agent create a warranty or in any way increase the scope of that warranty.
11.2. As some jurisdictions do not allow the exclusion or limitation of implied warranties, some or all of the above limitations may not apply to you. To the extent that we are unable, under applicable law, to waive any implied warranty, the scope and duration of such warranty will be the minimum permitted under such applicable law.
11.3. USE OF THE WEBSITE, KWIKWINS IS ENTIRELY AT YOUR OWN RISK. UNDER NO CIRCUMSTANCES SHALL THE COMPANY BE LIABLE FOR ANY DAMAGE CAUSED BY YOUR ACTIONS OR OMISSIONS. THE COMPANY SHALL NOT BE LIABLE FOR ANY KWIKER DATA DISTRIBUTED BY YOU THROUGH KWIKWINS FOR THE SERVICES PROVIDED BY KWIKERS. FOR THE AVOIDANCE OF DOUBT, THE COMPANY WILL NOT BE LIABLE TO THE USER OR ANY THIRD PARTY FOR ANY CONTENT, DATA OR INFORMATION UPLOADED TO OR THROUGH KWIKWINS, OR IF CONTENT, DATA OR INFORMATION IS LOST, DAMAGED OR EXPOSED TO UNINTENTIONAL THIRD PARTIES.
The content published on Kwikwins does not reflect our opinion or view on any issue. We are not responsible for the opinions or views expressed by other users of Kwikwins and third parties.
11.4. You agree to indemnify and hold harmless the Company, its officers, directors, employees, agents, licensors, licensees, suppliers and its affiliates from and against any and all claims, actions or demands, liabilities, costs and settlements, including, without limitation, legal and accounting fees, arising out of or alleged to arise out of related to:
– Your use of Kwikwins;
– Your Client Data and other content or information;
– Your breach of the Terms;
– Your breach of any representations and warranties given to the Company, the Kwiker(s), and related to the use of Kwikwins and any content, products or services obtained on or through the Website;
– Any work, services which you requested using Kwikwins or any matter relating to a Project you have launched at Kwikwins.
If you have launched a Project, you agree to indemnify and hold harmless the Company, its officers, directors, employees, agents, licensors, licensees, suppliers and its affiliates in relation to all claims, liabilities, losses, settlements, costs, taxes, levies, charges and expenses (including, but not limited to, reasonable attorneys’ fees and all related costs and expenses) arising from or relating to payments made (or owed) between Kwikers and you. For the avoidance of doubt, such obligations are a matter for you, not Kwikwins, and Kwikwins only distributes among the Kwikers the amounts received from you.
You shall cooperate to the extent reasonably required to protect the Company from any such claim. The Company reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification on your part, in no event will any matter be resolved without the prior written consent of the Company. You agree to reimburse the Company for any costs or fees associated with enforcing these Terms, including, without limitation, expert and attorney fees regularly charged by experts and legal advisors selected by the Company. As some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to you.
11.5. By accepting the Terms, you fully and unconditionally release the Company, our officers, directors, employees and agents from any claims, demands and damages (actual or indirect, direct or indirect), known or unknown at the present time, of any kind and nature relating to, arising out of or in any way connected with:
– Dispute between any users, between the Client and Kwiker(s) or any other natural or legal person;
– The services of Kwikers, including, without limitation, any allegations that such services infringe any intellectual property rights, copyrights;
– The users' obligations on Kwikwins, including, but not limited to, the legal capacity of users, the ability to complete a transaction or pay related costs.
11.6. The Company does not warrant that any materials on Kwikwins are accurate, complete or current. The Company may make changes to the materials contained on Kwikwins at any time without notice. However, the Company assumes no obligation to update the materials.
11.7. The overall liability of the Company, its suppliers and distributors for any claims under these Terms, including for any implied warranties, is limited to the amount you have paid us for the use of Kwikwins.

12. Electronic notifications
12.1. You confirm and agree to receive electronically all Communications from the Company. You agree that the Company may provide these Communications to you by posting them on Kwikwins. “Messages” means any and all communication, agreement, document, receipt, notice and disclosure that may be addressed to the Client by the Company from time to time.
12.2. By registering with Kwikwins, you agree to receive any information materials that the Company may wish to communicate with you. Information materials mean advertising, marketing, information and any other type of electronic mailing or other distribution that may be addressed to the Kwiker by the Company from time to time.
12.3. You may withdraw your consent to receive electronic information materials by sending a notice to the Company.
12.4. You are responsible for ensuring that your email address is up-to-date so that the Company can communicate with you electronically. You understand and agree that if the Company sends an email to you but you do not receive it because the email address you have indicated is incorrect, outdated, blocked by your service provider, or you are otherwise unable to receive emails, the Company will be deemed to have provided you with the Message.

13. Governing law
13.1. We control and operate Kwikwins from our headquarters in the United Kingdom. If you use Kwikwins outside of the United Kingdom, you are solely responsible for compliance with applicable local laws.
13.2. If you are not happy with Kwikwins for any reason, please contact us first so that we can try to resolve your concerns without the need of any outside help.
13.3. These Terms and any disputes arising out of or relating therein shall be governed by the laws of England and Wales, without regard to its conflict of law provisions, and each party consents to the personal jurisdiction and jurisdiction of the state or federal courts located in London.

14. Term and termination
14.1. These Terms shall be effective from the moment the Client starts to use Kwikwins or until otherwise terminated as set forth herein.

15. Changes to the Terms
15.1. The Company reserves the right at any time to change, suspend or discontinue the provision of Kwikwins or any part thereof, or to change prices for all or part of Kwikwins in its sole discretion with or without notice. However, the Company will use commercially reasonable efforts to notify you of the modification, suspension or discontinuance of Kwikwins or price changes, or by sending an email to the email address provided upon registration. If you object to any such changes, your only option will be to discontinue your use of Kwikwins. Continued use of Kwikwins upon notification of any such changes will mean your acceptance of such changes. You agree that the Company will not be liable to the user or any other party for any termination of access to Kwikwins.
15.2. From time to time, the Company may release new releases, changes or enhancements to Kwikwins available to you free of charge or for a fee.

16. General
16.1. These Terms contain the entire agreement and supersede all prior and related understandings between the parties with respect to Kwikwins.
16.2. In the event of any conflict between these Terms and any other agreement you may have with the Company, the terms of that other agreement will prevail only if these Terms are specifically identified and declared superdefinable by such other agreement.
16.3. Our failure or delay in exercising any rights, powers or privileges under these Terms shall not constitute a waiver therein. The invalidity or unenforceability of any of these Terms shall not affect the validity or enforceability of any other of these Terms, all of which shall remain in full force and effect.
16.4. You and the Company are each other's independent contractors; neither party is an agent or a partner or a participant in a joint venture. This Terms bind the parties and their successors, personal representatives and permitted successors and assigns.

17. Contact us
If you have any questions or concerns about Kwikwins, please click the Contact us link on the Website or send us an email at support@kwikwins.io.