1. Your relationship with doubleTwist

1.1 Your use of doubleTwist's products, software, services and web sites (referred to collectively as the “Services” in this document and excluding any services provided to you by doubleTwist under a separate written agreement) is subject to this “Terms of Service” between you and doubleTwist. “doubleTwist” means the SpiceFlow Corporation, a company incorporated under the laws of Cayman Islands, having its registered office at PO Box 309GT, M&C Corporate Services Limited, Ugland House, South Church St, George Town, Grand Cayman, Cayman Islands, and any SpiceFlow Corporation subsidiaries or affiliated companies.

By using doubleTwist Services, you are agreeing to be bound by the Terms of Service.

1.2 Your agreement with doubleTwist may also include further terms that are applicable to individual services. These “Additional Terms” will be accessible for you to read either within, or through your use of, those individual services.

1.3 doubleTwist Policy for Young People: We realize and understand that a lot of young people enjoy participating in social networks and will enjoy the ability to sync content to and from their electronic devices and will therefore want to visit and/or download doubleTwist, but we REQUIRE all persons under 13 years of age to consult with their parents before submitting any information to doubleTwist. Persons under the age of 13 CAN register, but registration needs to be approved by a participating Parent.

1.4 doubleTwist PRO: (This provision only applicable to subscribers of doubleTwist PRO.) Please note subscriptions to doubleTwist PRO are non-refundable, and non-transferable. Subscriptions to doubleTwist PRO automatically renew at the end of the subscription period, unless You use our web form to request cancellation of your doubleTwist PRO subscription.

2. Accepting the Terms of Service

2.1 In order to use the Services, you must first agree to the Terms of Service. You may not use the Services if you do not accept the Terms of Service.

2.2 You can accept the Terms of Service by:

(A) clicking to accept or agree to the Terms of Service, where this option is made available to you by doubleTwist in the user interface for any Service; or

(B) by actually using the Services. In this case, you understand and agree that doubleTwist will treat your use of the Services as acceptance of the Terms of Service from that point onwards.

2.3 You may not use the Services and may not accept the Terms of Service if (a) you are not of legal age to form a binding contract with doubleTwist, or (b) you are a person barred from receiving the Services under the laws of the United States or other countries including the country in which you are resident or from which you use the Services.

2.4 Before you continue, you should print off or save a local copy of this Terms of Service for your records.

3. Language of the Terms of Service

3.1 Where doubleTwist has provided you with a translation of the English language version of the Terms of Service, then you agree that the translation is provided for your convenience only and that the English language versions of the Terms of Service will govern your relationship with doubleTwist.

3.2 If there is any contradiction between what the English language version of the Terms of Service says and what a translation says, then the English language version shall take precedence.

4. Provision of the Services by doubleTwist

doubleTwist, in its sole discretion, reserves the right to add additional features or functions, or to provide programming fixes, updates and upgrades, to the doubleTwist Services. You acknowledge and agree that doubleTwist has no obligation to make available to You any subsequent versions of the doubleTwist Software, nor any obligation to continue to support prior versions. You acknowledge and agree that doubleTwist, in its sole discretion, may modify or discontinue or suspend Your ability to use any version of the doubleTwist Software, and/or disable any doubleTwist Software You may already have accessed or installed without any notice to You, for the repair, improvement, and/or upgrade of the underlying technology or for any other justifiable reason, including but not limited to, circumstances where You, in doubleTwist's opinion, are considered to be in breach of this Agreement, creating problems, possible legal liabilities, acting inconsistently with the letter or spirit of our policies, which can be found at www.doubletwist.com/dt/Legal/Etiquette.dt, or engaging in fraudulent, immoral or illegal activities, or for other similar reasons. doubleTwist will not accept any liability in relation to the direct or indirect damages caused by (1) the release and/or the absence of release of new versions of the doubleTwist Software and (2) by the suspension or termination of the license or this Agreement by doubleTwist and/or by You. You acknowledge and agree that if doubleTwist disables access to your account, you may be prevented from accessing the Services, your account details or any files or other content which is contained in your account. You acknowledge and agree that while doubleTwist may not currently have set a fixed upper limit on the number of transmissions you may send through the Services or on the amount of storage space used for the provision of any Service, such fixed upper limits may be set by doubleTwist at any time, at doubleTwist's discretion. doubleTwist may also modify the current limits for downloading and receiving files at any time, at doubleTwist's discretion.

5. Use of the Services by you

5.1 In order to access certain Services, you may be required to provide information about yourself (such as identification or contact details) as part of the registration process for the Service, or as part of your continued use of the Services. You agree that any registration information you give to doubleTwist will always be accurate, correct and up to date.

5.2 You agree to use the Services only for purposes that are permitted by (a) the Terms of Service and (b) any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions (including any laws regarding the export of data or software to and from the United States or other relevant countries).

5.3 You agree not to access (or attempt to access) any of the Services by any means other than through the interface that is provided by doubleTwist, unless you have been specifically allowed to do so in a separate agreement with doubleTwist.

5.4 You agree that you will not engage in any activity that interferes with or disrupts the Services (or the servers and networks which are connected to the Services).

5.5 Unless you have been specifically permitted to do so in a separate agreement with doubleTwist, you agree that you will not reproduce, duplicate, copy, sell, trade or resell the Services for any purpose.

5.6 You agree that you are solely responsible for (and that doubleTwist has no responsibility to you or to any third party for) any breach of your obligations under the Terms of Service and for the consequences (including any loss or damage which doubleTwist may suffer) of any such breach.

6. Your passwords and account security

You agree and understand that you are responsible for maintaining the confidentiality of passwords associated with any account you use to access the Services. Accordingly, you agree that you will be solely responsible to doubleTwist for all activities that occur under your account. If you become aware of any unauthorized use of your password or of your account, you agree to notify doubleTwist immediately.

7. Privacy and your personal information

7.1 For information about doubleTwist's data protection practices, please read doubleTwist's privacy policy. This policy explains how doubleTwist treats your personal information, and protects your privacy, when you use the Services.

7.2 You agree to the use of your data in accordance with doubleTwist's privacy policies.

8. Content in the Services

8.1 You understand that all information (such as data files, written text, computer software, music, audio files or other sounds, photographs, videos or other images) which you may have access to as part of, or through your use of, the Services are the sole responsibility of the person from which such content originated. All such information is referred to below as the “Communications Content”.

8.2 You may use the doubleTwist Services for your information and personal use as intended through the normal functionality of the doubleTwist Service.

8.3 You agree to not engage in the use, copying, or distribution of any copyrighted Communications Content beyond allowable fair use including any use, copying, or distribution of Communications Content obtained through the doubleTwist Services for any commercial purposes.

8.4 You agree not to circumvent, disable or otherwise interfere with security-related features of the doubleTwist Services or features that prevent or restrict use or copying of any Content or enforce limitations on use of the doubleTwist Services, and the Communications Content made available by use of the Website and/or Services.

8.5 You understand that when using the doubleTwist Services, you will be exposed to Communications Content from a variety of sources, and that doubleTwist is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such Communications Content. You further understand and acknowledge that, despite the terms of our End User License Agreement and Terms of Service, you may be exposed to Communications Content that is inaccurate, offensive, indecent, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against doubleTwist with respect thereto, and agree to indemnify and hold doubleTwist, its Owners/Operators, affiliates, and/or licensors, harmless to the fullest extent allowed by law regarding all matters related to your use of the site and services.

8.6 You acknowledge that doubleTwist has the right to pre-screen Communications Content, but no obligation to do so. doubleTwist and its designees shall have the right (but not the obligation) in their sole discretion to refuse or remove any Communications Content that is available via the Services that violates the Terms of Service or is otherwise objectionable, including but not limited to being unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or violating any party's intellectual property.

8.7 You understand that the Services involve technical processing and transmission and that any Communications Content may be transferred without encryption and thus could be eavesdropped upon or otherwise accessed by unauthorized parties. You acknowledge that the processing and transmission of Communications Content may involve various networks as well as changes that may be needed to conform and adapt to the technical requirements of connecting networks or devices.

9. Proprietary rights

9.1 You acknowledge and agree that doubleTwist (or doubleTwist's licensors) own all legal right, title and interest in and to the Services, including any intellectual property rights which subsist in the Services (whether those rights happen to be registered or not, and wherever in the world those rights may exist). You further acknowledge that the Services may contain information which is designated confidential by doubleTwist and that you shall not disclose such information without doubleTwist's prior written consent.

9.2 Unless you have agreed otherwise in writing with doubleTwist, nothing in the Terms of Service gives you a right to use any of doubleTwist's trade names, trade marks, service marks, logos, domain names, and other distinctive brand features.

9.3 You agree that you shall not remove, obscure, or alter any proprietary rights notices (including copyright and trade mark notices) which may be affixed to or contained within the Services.

10. Software updates

10.1 doubleTwist software may automatically download and install updates from time to time from doubleTwist. These updates are designed to improve, enhance and further develop the doubleTwist services and may take the form of bug fixes, enhanced functions, new software modules and/or completely new versions. You agree to receive such updates (and permit doubleTwist to deliver these to you) as part of your use of the Services.

11. Termination of this Agreement

11.1 The Terms of Service will continue to apply until terminated by either you or doubleTwist as set out below.

11.2 doubleTwist may at any time, terminate its legal agreement with you if:

(A) you have breached any provision of the Terms of Service (or have acted in manner which clearly shows that you do not intend to, or are unable to comply with the provisions of the Terms of Service); or

(B) doubleTwist is required to do so by law (for example, where the provision of the Services to you is, or becomes, unlawful); or

(C) the partner with whom doubleTwist offered the Services to you has terminated its relationship with doubleTwist or ceased to offer the Services to you; or

(D) doubleTwist is transitioning to no longer providing the Services to users in the country in which you are resident or from which you use the service; or

(E) the provision of the Services to you by doubleTwist is, in doubleTwist's opinion, no longer commercially viable.

11.3 Nothing in this Section shall affect doubleTwist's rights regarding provision of Services under Section 4 of the Terms of Service.

11.4 When these Terms of Service come to an end, all of the legal rights, obligations and liabilities that you and doubleTwist have benefited from, been subject to (or which have accrued over time whilst the Terms of Service have been in force) or which are expressed to continue indefinitely, shall be unaffected by this cessation, and the provisions of paragraph 20.7 shall continue to apply to such rights, obligations and liabilities indefinitely.

12. EXCLUSION OF WARRANTIES

12.1 NOTHING IN THESE TERMS, INCLUDING SECTIONS 12 AND 13, SHALL EXCLUDE OR LIMIT DOUBLETWIST'S WARRANTY OR LIABILITY FOR LOSSES WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR LOSS OR DAMAGE CAUSED BY NEGLIGENCE, BREACH OF CONTRACT OR BREACH OF IMPLIED TERMS, OR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, ONLY THE LIMITATIONS WHICH ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU AND OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

12.2 YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK AND THAT THE SERVICES ARE PROVIDED "AS IS" AND “AS AVAILABLE.”

12.3 IN PARTICULAR, DOUBLETWIST, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS DO NOT REPRESENT OR WARRANT TO YOU THAT:

(A) YOUR USE OF THE SERVICES WILL MEET YOUR REQUIREMENTS,

(B) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR,

(C) ANY INFORMATION OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, AND

(D) THAT DEFECTS IN THE OPERATION OR FUNCTIONALITY OF ANY SOFTWARE PROVIDED TO YOU AS PART OF THE SERVICES WILL BE CORRECTED.

(E) THAT DOUBLETWIST SERVICES WILL FUNCTION CORRECTLY ON ANY PARTICULAR TECHNOLOGY, OR NETWORK

12.4 ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.

12.5 NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM DOUBLETWIST OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS OF SERVICE.

12.6 DOUBLETWIST FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

15. LIMITATION OF LIABILITY

15.1 SUBJECT TO OVERALL PROVISION IN PARAGRAPH 12.1 ABOVE, YOU EXPRESSLY UNDERSTAND AND AGREE THAT DOUBLETWIST, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU FOR:

(A) ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL OR EXEMPLARY DAMAGES WHICH MAY BE INCURRED BY YOU, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY. THIS SHALL INCLUDE, BUT NOT BE LIMITED TO, ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSS;

(B) ANY LOSS OR DAMAGE WHICH MAY BE INCURRED BY YOU, INCLUDING BUT NOT LIMITED TO LOSS OR DAMAGE AS A RESULT OF:

(I) ANY RELIANCE PLACED BY YOU ON THE COMPLETENESS, ACCURACY OR EXISTENCE OF ANY ADVERTISING, OR AS A RESULT OF ANY RELATIONSHIP OR TRANSACTION BETWEEN YOU AND ANY ADVERTISER OR SPONSOR WHOSE ADVERTISING APPEARS ON THE SERVICES;

(II) ANY CHANGES WHICH DOUBLETWIST MAY MAKE TO THE SERVICES, OR FOR ANY PERMANENT OR TEMPORARY CESSATION IN THE PROVISION OF THE SERVICES (OR ANY FEATURES WITHIN THE SERVICES);

(III) THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE, ANY CONTENT AND OTHER COMMUNICATIONS DATA MAINTAINED OR TRANSMITTED BY OR THROUGH YOUR USE OF THE SERVICES;

(III) YOUR FAILURE TO PROVIDE DOUBLETWIST WITH ACCURATE ACCOUNT INFORMATION;

(IV) YOUR FAILURE TO KEEP YOUR PASSWORD OR ACCOUNT DETAILS SECURE AND CONFIDENTIAL;

15.2 THE LIMITATIONS ON DOUBLETWIST'S LIABILITY TO YOU IN PARAGRAPH 15.1 ABOVE SHALL APPLY WHETHER OR NOT DOUBLETWIST HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.

16. Copyright Infringement Notification

Should you wish to file a copyright infringement notification with us, you will need to send a written communication that includes substantially the following (please consult your legal counsel or see Section 512(c)(3) of the Copyright Act to confirm these requirements):

i. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

ii. Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site.

iii. Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the service provider to locate the material.

iv. Information reasonably sufficient to permit the service provider to contact the complaining party, such as an address, telephone number, user ID, and, if available, an electronic mail address at which the complaining party may be contacted.

v. A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.

vi. A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Such written notice should be sent to our designated agent as follows:

DMCA Complaints
Copyright Agent
doubleTwist
1086 Howard St
San Francisco, CA 94103
USA

Please also note that under Section 512(f) any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.

17. Advertisements

17.1 Some of the Services may be supported by advertising revenue and may display advertisements and promotions. These advertisements may be targeted to the content of information stored on the Services, queries made through the Services or other information.

17.2 In consideration for doubleTwist granting you access to and use of the Services, you agree that doubleTwist may place such advertising on the Services.

18. Other content

18.1 The Services may include hyperlinks to other web sites or content or resources. doubleTwist should be considered to have no control over any web sites or resources which are provided by companies or persons other than doubleTwist.

18.2 You acknowledge and agree that doubleTwist is not responsible for the availability of any such external sites or resources, and does not endorse any advertising, products or other materials on or available from such web sites or resources.

18.3 You acknowledge and agree that doubleTwist is not liable for any loss or damage which may be incurred by you as a result of the availability of those external sites or resources, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, such web sites or resources.

19. Changes to the Terms of Service

19.1 doubleTwist may make changes to the Terms of Service or Additional Terms from time to time. When these changes are made, doubleTwist will make a new copy of the Terms of Service available at www.doubletwist.com/dt/Legal/Terms.dt and any new Additional Terms will be made available to you from within, or through, the affected Services.

19.2 You understand and agree that if you use the Services after the date on which the Terms of Service or Additional Terms have changed, doubleTwist will treat your use as acceptance of the updated Terms of Service or Additional Terms.

20. General legal terms

20.1 Sometimes when you use the Services, you may (as a result of, or through your use of the Services) use a service or download a piece of software, or purchase goods, which are provided by another person or company. Your use of these other services, software or goods may be subject to separate terms between you and the company or person concerned. If so, the Terms of Service do not affect your legal relationship with these other companies or individuals.

20.2 The Terms of Service constitute the whole legal agreement between you and doubleTwist and govern your use of the Services (but excluding any services which doubleTwist may provide to you under a separate written agreement), and completely replace any prior agreements between you and doubleTwist in relation to the Services.

20.3 You agree that doubleTwist may provide you with notices, including those regarding changes to the Terms of Service, by email, regular mail, or postings on the Services.

20.4 You agree that if doubleTwist does not exercise or enforce any legal right or remedy which is contained in the Terms of Service (or which doubleTwist has the benefit of under any applicable law), this will not be taken to be a formal waiver of doubleTwist's rights and that those rights or remedies will still be available to doubleTwist.

20.5 If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these Terms of Service is invalid, then that provision will be removed from the Terms of Service without affecting the rest of the Terms of Service. The remaining provisions of the Terms of Service will continue to be valid and enforceable.

20.6 You acknowledge and agree that each member of the group of companies of which doubleTwist is the parent shall be third party beneficiaries to the Terms of Service and that such other companies shall be entitled to directly enforce, and rely upon, any provision of the Terms of Service which confers a benefit on (or rights in favor of) them. Other than this, no other person or company shall be third party beneficiaries to the Terms of Service.

20.7 The Terms of Service, and your relationship with doubleTwist under the Terms of Service, shall be governed by the laws of the State of California without regard to its conflict of laws provisions. You and doubleTwist agree to submit to the exclusive jurisdiction of the courts located within the State of California to resolve any legal matter arising from the Terms of Service. Notwithstanding this, you agree that doubleTwist shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.

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