Maki Terms of Service

Introduction

Welcome to Maki, a new, simple app that provides an easy way to get your design mock-ups and final website to match up. The Maki site and service ("Service" or "Maki") is owned and operated by Bearded Studio, LLC, a Pennsylvania limited liability company, referred to throughout these Terms of Service ("TOS") as "Bearded", "we", "us", or "our".

Please read this document carefully. YOU ARE ABOUT TO ENTER INTO A LEGALLY BINDING CONTRACT. Any references to "you" or "your" refer to both you and any person on whose behalf you act, if any. Your use of the Service is subject at all times to these TOS, our Privacy Policy, and any other applicable documents that you agree to. You represent that you have read and understood these TOS.

Each time you use or access our web site and service at http://www.makiapp.com ("Site"), you agree to be bound by these TOS. You may not access the Site unless you agree to the terms contained herein. If you do not agree to, or cannot comply with, these TOS, then you are not authorized to use or access our Site.

ACCESS TO THE SITE IS INTENDED ONLY FOR PERSONS WHO CAN FORM LEGALLY BINDING CONTRACTS UNDER APPLICABLE LAW. BY ACCESSING THE SITE, YOU REPRESENT THAT YOU ARE AN ADULT AND THAT YOU AGREE TO BE BOUND BY ALL THE TERMS AND CONDITIONS CONTAINED IN THESE TOS AND PRIVACY POLICY.

BEARDED CAN REVISE THESE TERMS AND/OR OUR PRIVACY POLICY AT ANY TIME WITH OR WITHOUT NOTICE BY UPDATING THIS POSTING. BY ACCESSING OR OTHERWISE USING THE SITE, YOU AGREE TO BE BOUND BY THE TERMS OF THE THEN-CURRENT TOS AND/OR PRIVACY POLICY, AS APPLICABLE.

Rules and Conduct

As a condition of use, you promise not to use the Service for any purpose that is prohibited by these TOS. The Service (including, without limitation, any Content (as defined below)) is provided only for your own personal, non-commercial use. You are responsible for all of your activity in connection with the Service. For purposes of the TOS, the term "Content" includes, without limitation, any videos, audio clips, written comments, information, data, text, photographs, software, scripts, graphics and interactive features generated, provided, or otherwise made accessible by Bearded or its partners on or through the Service.

Additionally, you shall not: (i) take any action that imposes or may impose (as determined by Bearded in its sole discretion) an unreasonable or disproportionately large load on the Site's (or its third party providers') infrastructure; (ii) interfere or attempt to interfere with the proper working of the Service or any activities conducted on the Service; (iii) bypass any measures Bearded may use to prevent or restrict access to the Service (or computer systems or networks connected to the Service); or (iv) use manual or automated software, devices, or other processes to "crawl" or "spider" any page of the Site. 

Bearded does not guarantee that any Content will be made available on the Site or through the Service. Bearded has no obligation to monitor the Site, Service or Content. However, Maki reserves the right to remove, edit or modify any Content in its sole discretion from the Site or Service at any time, without notice to you and for any reason (including, but not limited to, if Bearded is concerned that you may have violated the TOS).

Beta Test

Maki is a new Service and you will be among its first users. By agreeing to these TOS and gaining access to Maki, you agree to participate in the testing of the Site and certain Service features ("Beta Test"). Your participation as a Beta Tester is subject to the following terms:

As a Beta Tester, you are invited to use our Site for the sole purpose of evaluating the Content and identifying errors. Nothing in these TOS or through the Site shall be construed as granting you any rights or privileges of any kind with respect to the Beta Test or Content that you find here. The Beta Test is provided for testing on an "as is" and "as available" basis and we make no warranty to you of any kind, express or implied.

By using the Service during the Beta Period, you agree that: (i) testing our Service is at your own risk and that you know the Service may include known or unknown bugs, (ii) Bearded has no obligation to make any Content available for use without charge for any period of time, nor to make them available at all, (iii) Content or certain features may be available by subscription or other fees once the testing process is complete or at any time in the future; (iv) these TOS applies to your use of the Content during the testing phase.

If you accept our TOS as a Beta Tester, it is understood and agreed that your participation in the Beta Test is voluntary and that your relationship with Bearded will be that of an independent tester and nothing in these TOS shall be construed to create a partnership, joint venture, or employer-employee relationship (even if you are an employee of Bearded or Affiliates for other purposes). You agree that you will use your own equipment and participate in the Beta Test at your own premises.

Intellectual Property, Licenses, and Representations

Unless otherwise indicated, all Content on our Site is owned or controlled by Bearded, which retains ownership of all right, title, and interest in and to the Content, including without limitation the copyrights, trademarks, service marks and all intellectual property rights. You only receive a license to access our Content, and retain no ownership rights.

The Service and the Content are protected by copyright and trademark laws of both the United States and other countries, international conventions and other applicable laws. In no event shall you use the Content in any commercial or public manner, including without limitation any public exhibition, and you shall not download, reproduce, transmit, distribute or circulate the Service or the Content or any portion thereof without the prior written permission of Bearded.

You further agree not to interrupt, or attempt to interrupt, the operation of the Service in any way, nor shall you take any actions that disable, damage or impair the Service's control or security systems, including without limitation by hacking, de-compiling, disassembling or reverse-engineering the Service or the Content.

You may not reverse engineer, disassemble, decompile or attempt to reverse engineer or derive source code from, all or any portion of our Site or Service, or permit any third party to do so except to the extent that this restriction is expressly prohibited by applicable law. In no event will such reverse engineering be considered "Fair Use" under federal Copyright law, and you hereby agree to waive any claims of "Fair Use" as a defense for any reverse engineering, including any claims that such reverse engineering is being done for "interoperability purposes" under the Digital Millennium Copyright Act. Any such attempt shall exceed the "authorized access" you have to the Site as that term is defined under 18 U.S.C. Sec. 1030.

You agree not to use any trademarks, service marks, names, logos, or other identifiers of Bearded, its employees, licensors, independent contractors, providers, vendors, and affiliates (collectively, "Affiliates") without the prior written permission of Bearded or its relevant Affiliate.

Copyright Policy and Complaints

Maki respects the intellectual property of others. If you believe that any material on the Site or any use of the Site infringes upon any copyright that you own or control, please send us a notification of such infringement containing the following information:

Send the notification to us as follows:

Bearded Studio, LLC
Liberty Building
6101 Penn Avenue
Suite 302
Pittsburgh, PA 15206
Email: mailto:info@beardedstudio.com

Disclaimers and Liability

We cannot guarantee and we do not promise any specific results from the use of our Site and Service.

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE” AND IS WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. BEARDED CANNOT AND DOES NOT WARRANT THAT THE OPERATION OF THE SERVICE OR YOUR ACCESS TO THE SERVICE, THE SITE, OR THE CONTENT WILL BE UNINTERRUPTED OR ERROR-FREE. BEARDED MAKES NO REPRESENTATION OR WARRANTY WITH RESPECT TO THE ACCURACY OR COMPLETENESS OF THE INFORMATION OR CONTENT PRODUCED OR DISPLAYED IN CONNECTION WITH THE SERVICE. BEARDED MAKES NO WARRANTY AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE INFORMATION PROVIDED HEREUNDER, OR AGAINST INFRINGEMENT. NO WARRANTY, REPRESENTATION, COVENANT, EXPRESS OR IMPLIED, WRITTEN OR ORAL, STATUTORY OR OTHERWISE, AS TO THE CONDITION, QUALITY, AVAILABILITY, DURABILITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE OR USE OF THE SERVICE IS GIVEN OR ASSUMED BY BEARDED; ALL SUCH WARRANTIES, REPRESENTATIONS, COVENANTS, UNDERTAKINGS AND TERMS ARE HEREBY EXCLUDED TO THE FULLEST EXTENT PERMITTED BY LAW.

THE SERVICE AND ALL INFORMATION AND CONTENT ACCESSIBLE THROUGH OUR SITE IS PROVIDED WITH ALL FAULTS, AND THE ENTIRE RISK AS TO COMPATIBILITY WITH YOUR COMPUTER SYSTEMS, SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND EFFORT IS WITH YOU.

We will make reasonable commercial efforts to keep Service downtime to a minimum, but we can't promise that the Service or any data stored or transmitted in connection with the Service will be uninterrupted, secure or error-free or will achieve particular results. We reserve the right to suspend operation of some or all aspects of the Service at any time without notice for repairs, maintenance, improvements or for any other reason.

Our Site may be incomplete, or otherwise contain bugs, defects and errors. We make no promise that the Service will operate either fully or in part on any specific computer or that it is free from viruses or anything else which may have a harmful effect on any technology. We are not responsible or liable for any damage, whether temporary or permanent, occurring to either equipment or software that might occur while using the Service.

YOU ACKNOWLEDGE AND AGREE THAT IN NO EVENT SHALL BEARDED BE LIABLE TO YOU OR ANY THIRD PARTY FOR:

ANY DAMAGES OF ANY TYPE CAUSED TO ANY COMPUTER SYSTEM OR OTHER PERSONAL PROPERTY, OR FOR PERSONAL INJURY RESULTING FROM ACCESS TO, OR USE OF, THE SITE OR SERVICE OR DOWNLOAD OF INFORMATION OR MATERIALS CONNECTED WITH THE SITE OR SERVICE, OR

ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL, RELIANCE, OR OTHER DAMAGES OR PENALTIES, INCLUDING WITHOUT LIMITATION, PERSONAL INJURY, LOSS OF PROFITS, OR LOST SAVINGS, INCOME, REVENUE, DATA OR USE, WHETHER IN AN ACTION IN CONTRACT OR TORT, INCLUDING WITHOUT LIMITATION NEGLIGENCE, OR OTHERWISE, ARISING OUT OF THIS AGREEMENT OR YOUR USE, MISUSE OF OR ACCESS TO THE SITE OR SERVICE, OR CONTENT RELATING TO IT, OR THE EXCHANGE OF INFORMATION WITH THE SITE OR SERVICE, EVEN IF ANY THOSE PARTIES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU ASSUME ANY AND ALL RISK ASSOCIATED WITH THE ACCESS AND USE OF, OR EXCHANGE OF INFORMATION OR DATA WITH, THE SITE OR SERVICE.

IN NO EVENT SHALL BEARDED'S CUMULATIVE LIABILITY FOR ANY DAMAGES, PENALTIES, OR LOSS, REGARDLESS OF THE FORM OF THE ACTION OR CLAIM UNDER THIS AGREEMENT, EXCEED ONE HUNDRED DOLLARS ($100.00). IN THE EVENT ANY OF THE FOREGOING DISCLAIMERS OR LIMITATIONS ON LIABILITY ARE DECLARED TO BE VOID OR UNENFORCEABLE, THEN BEARDED'S LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMISSIBLE UNDER APPLICABLE LAW.

You hereby understand, and acknowledge, that there is no guarantee that Bearded shall continue offering access to its Service on a going-forward basis.

Indemnification

You hereby agree to indemnify, defend, and hold us, our agents, service providers, representatives and other authorized users, and each of the foregoing entities' respective agents, service providers, representatives and all of the foregoing entities' respective officers, directors, owners, employees, agents, representatives and assigns (collectively, the "Indemnified Parties") harmless from and against any and all losses, damages, liabilities and costs (including settlement costs and any legal or other fees and expenses for investigating or defending any actions or threatened actions) incurred by the Indemnified Parties in connection with any claim arising out of any breach by you of these TOS or claims arising from your use of the Site and/or the Service. You shall use your best efforts to cooperate with us in the defense of any claim.

You represent and warrant that your participation in our Service is in compliance with all applicable laws and regulations of your jurisdiction and with the terms and conditions of these TOS, and that all information provided to Bearded or its designee by you in connection with this TOS is true, correct and accurate. You must promptly provide Bearded with an update if any of your information changes.

Your use of the Site and Service constitutes your agreement to defend, indemnify and hold harmless Bearded and its affiliated companies, employees, contractors, officers and directors from any claims, demands, damages and expenses, including reasonable attorney fees, incurred directly or indirectly by Bearded, arising out of or relating to your use or misuse of the Service, your access to the Site or any actual or alleged breach or non-performance by you of your representations, warranties or obligations hereunder. Bearded shall have the right to retain counsel of its choice to defend any action or suit subject to your indemnification obligations hereunder, at your expense.

Disclosure of Personally-Identifiable Information

We cannot ensure that your personally identifiable information given to us will not be disclosed to third parties. For example, we may be forced to disclose information to the government or third parties under certain circumstances, or third parties may unlawfully intercept or access transmissions or private communications. Additionally, we can (and you hereby expressly authorize us to) disclose any information about you to private entities, law enforcement or other government officials, as we, in our sole discretion, believe necessary or appropriate to investigate or resolve possible crimes, especially those that may involve personal injury.

You agree that we may communicate with you via email and any similar technology for any purpose relating to the Site, Service and Content and any services or software which may in the future be provided by us or on our behalf. You are encouraged to read our Privacy Policy which governs the collection and use of personally identifiable information.

Term/Termination

The terms of these TOS shall commence upon the date that you accept these TOS or you otherwise begin participating in the Service and shall continue until the date that you stop using Maki.

If you materially breach these TOS, or makes any unauthorized use of the Site or Service, or infringe the intellectual property rights of Bearded or any third party, or if we are unable to verify or authenticate any information you provide to us, or we become aware of any activity which is, in our reasonable discretion, inappropriate and/or in violation of these TOS, then Bearded may terminate this agreement with you and cancel all rights granted to you under these TOS. Such termination shall be effective upon notice delivered via electronic mail or any other means reasonably calculated to reach you. Termination by Bearded shall be without prejudice to or waiver of any and all other rights or remedies which Bearded may have, all of which are expressly reserved, shall survive termination, and shall be cumulative.

Bearded may terminate these TOS, end or prevent access to the Site or Service, in whole or in part, for any reason in its sole discretion.

Governing Law

This Site is operated and controlled from our offices in Pittsburgh, Pennsylvania. It can be accessed from various countries of the world. The laws of the Commonwealth of Pennsylvania, without regard to conflicts of law principles of Pennsylvania or any other state, will apply to all matters arising out of or in connection with the Site and your connection to and use of the Site and/or Service.

THESE TOS, AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HERETO, SHALL BE GOVERNED IN ALL RESPECTS BY THE INTERNAL LAWS OF THE COMMONWEALTH OF PENNSYLVANIA AS SUCH LAWS ARE APPLIED TO AGREEMENTS ENTERED INTO AND TO BE PERFORMED ENTIRELY WITHIN PENNSYLVANIA BETWEEN PENNSYLVANIA RESIDENTS, BUT WITHOUT REGARD TO THE CONFLICTS OF LAWS PRINCIPLES OF PENNSYLANIA LAW OR THE LAWS OF ANY OTHER STATE. THE UN CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS EXPRESSLY DISCLAIMED. BY ACCESSING OR USING THE SITE AND/OR SERVICE, YOU SUBMIT AND CONSENT TO THE EXCLUSIVE JURISDICTION OF STATE AND FEDERAL COURTS IN PITTSBURGH, PENNSYLVANIA WITH RESPECT TO ANY DISPUTE OR CAUSE OF ACTION ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF SERVICE AND/OR YOUR USE OF THE SITE OR SERVICE.

Void Where Prohibited

We make no representation or warranty that any material on the Site, Service or any Content is lawful in every jurisdiction from which such content can be accessed, or is available for use in all jurisdictions. If you access or use the Site or the Service from a jurisdiction outside the Commonwealth of Pennsylvania you are responsible for compliance with all applicable local laws.

Miscellaneous

If any provision of these TOS is held to be invalid or unenforceable, that provision will be deemed to be restated to reflect as nearly as possible the original intention in accordance with applicable law, and the remainder of these TOS will remain in full force and effect. These TOS constitute the entire agreement between the parties with respect to the subject matter hereof and supersedes and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter. Any waiver of any provision of these TOS will be effective only if in writing and signed by us. The failure of a party to assert any right under these TOS shall not be considered a waiver of that party's right and will remain in full force and effect. In addition, these TOS and the Privacy Policy, including our enforcement of those policies, are not intended to confer, and do not confer, any rights or remedies upon any person. These TOS and all related documents are written and shall be interpreted in the English language.

You acknowledge and agree that any breach or threatened breach by you of this TOS may result in immediate and irreparable damage to Bearded or its licensors or designees for which there is no adequate remedy at law, and in such event Bearded, its designee or its licensors, as applicable, shall be entitled to appropriate equitable relief, including, without limitation, injunctive relief, without the necessity of posting bond or other security.

Amendment

These TOS may be amended or modified from time to time. We will post changes to this TOS on the Maki homepage, and other places we deem appropriate. Bearded has the right to modify, suspend or discontinue the Service or any portion of the Service at any time. Bearded may also impose limits on certain features and services or restrict your access to parts or all of the Service without any notice or liability to you.

The Terms of Service posted on this Site was updated on or about July 28, 2010.

Contact Us

If you have any questions, complaints, or comments regarding these TOS, or have other questions or suggestions about our Site, please contact us via email at mailto:info@beardedstudio.com .