TERMS OF SERVICE

TERMS OF SERVICE

Welcome to Coconuts, which includes the websites, mobile applications (including, without limitation Mobile Software as defined herein), digital content offerings and other digital services (collectively, the “Service” or “Services”) of Coconuts Media Limited (“Coconuts,” “we,” or “us”). These Terms of Use (this “Agreement”) explain the terms by which you may use the Services. Please read this Agreement carefully before using the Coconuts Service. By accessing or using the Services, you agree that you have read, understood, and agree to be bound by this Agreement, and to the collection and use of your information as set forth in the Coconuts Privacy Policy, whether or not you are a registered user of the Services. This Agreement applies to all visitors, users, and others who access the Services (“Users”).

1. HOW WE UPDATE THESE TERMS OF USE

Coconuts reserves the right, in its sole discretion, to modify or replace this Agreement from time to time, and so you should review this page periodically. When we change the Agreement in a material way, we will update the ‘last updated’ date at the bottom of this page. Your continued use of the Services after any such change constitutes your acceptance of the new terms. If you do not agree to any of these terms or any future terms, do not use or access (or continue to access) the Services.

2. USE OF OUR SERVICE

a. Eligibility. Because we respect the rights of children and parents, you may use the Coconuts Service only if you can form a binding contract with Coconuts, and only in compliance with this Agreement and all applicable local and international laws, rules and regulations. The Service is provided for your personal, noncommercial use only. You may not use the Service for any commercial purposes.

b. Coconuts Accounts. You can browse Coconuts and enjoy the Service without registering for a Coconuts account. In order to post any User Content or access certain features of the Service, however, you must register for an account with Coconuts (which may include connecting to Coconuts through a third-party service) and select a password and screen name (“Coconuts User ID”). You may not select or use as a Coconuts User ID any name that we determine to be offensive, vulgar or obscene. Coconuts reserves the right to refuse registration of, or cancel a Coconuts User ID or a User account in its sole discretion. When creating your account, you must provide accurate and complete information. We reserve the right to reclaim Coconuts User IDs on behalf of businesses or individuals that hold legal claim or trademark on those usernames. You are responsible for maintaining the confidentiality of your Coconuts password. By connecting to Coconuts with a third-party service like Facebook, you give us permission to access and use your information from that service as permitted by that service, and to store your log-in credentials for that service. For more information on the types of information we collect from these third-party services, please read our Privacy Policy.

c. Your responsibility for your account: You are solely responsible for the activity that occurs on or through your account, and you must keep your account password secure. You must notify Coconuts immediately of any breach of security or unauthorized use of your account. Coconuts will not be liable for your losses caused by any unauthorized use of your account, and you shall be solely liable for the losses of Coconuts or others due to such unauthorized use.

d. How to control your account. You may control your User profile and how you interact with the Service by changing the settings on your profile page. For more information on how you can control the types of information we collect, please read our Privacy Policy.

e. Your interaction with other Users. You are solely responsible for your interactions with other Users. We reserve the right, but have no obligation, to monitor disputes between you and other Users. Coconuts will have no liability for your interactions with other Users, or for any User’s action or inaction. Please be good to one another.

f. Changes to the Service. Coconuts may, without prior notice, change the Service; stop providing the Service or features of the Service, to you or to Users generally; or create usage limits for the Service. We may permanently or temporarily terminate or suspend your access to the Service without notice and liability for any reason, including if in our sole determination you violate any provision of this Agreement, or for no reason. Upon termination for any reason or no reason, you continue to be bound by this Agreement.

3. ACCEPTABLE USE POLICY
To keep Coconuts running smoothly for all of our Users, you agree that you will use the Service only in a manner consistent with the Coconuts Acceptable Use Policy below. This Acceptable Use Policy is a part of the Coconuts Terms of Service.

As a condition of use, you hereby agree not to use the Service for any purpose that is unlawful or prohibited by this Agreement or applicable law, or any other purpose not reasonably intended by Coconuts. By way of example, and not as a limitation, you agree not to use the Service:
a. To abuse, harass, threaten, impersonate, or intimidate other Coconuts Users;
b. To contribute any User Content that is infringing, libelous, defamatory, obscene, pornographic, abusive, or offensive; that you know to be false, misleading, or untrue; or that otherwise violates any law or right of any third party;
c. For any illegal or unauthorized purpose. If you are an international User, you agree to comply with all local laws in your use of the Service;
d. To post or transmit, or cause to be posted or transmitted, any communication or solicitation designed or intended to obtain password, account, or private information from any Coconuts User;
e. To create or submit unwanted email or text messages (“Spam”) to any other Coconuts Users or third parties;
f. To violate any laws in your jurisdiction (including but not limited to copyright laws);
g. To submit stories or comments linking to affiliate programs, multi-level marketing schemes, sites/blogs repurposing existing stories (source hops), or off-topic content;
h. With the exception of accessing RSS feeds, you will not use any robot, spider, scraper or other automated means to access the Service for any purpose without our express written permission. Additionally, you agree that you will not: (i) take any action that imposes, or may impose in our sole discretion an unreasonable or disproportionately large load on our infrastructure; (ii) interfere or attempt to interfere with the proper working of the Service or any activities conducted on the Service; or (iii) bypass any measures we may use to prevent or restrict access to the Service;

4. SHARING YOUR CONTENT

a. Your content. Coconuts allows you to post content on the Service, including comments, photos, messages, URLs, and other materials. Any content a User submits, posts, displays, or otherwise makes available on the Service, including all Intellectual Property Rights (defined below) therein, is referred to as “User Content.”

b. How Coconuts and other Users can use your content. Unless you have entered into a separate assignment agreement with Coconuts, you own all of the User Content that you post or publish (“post”) on the Service. Subject to your profile and application settings, you grant us a non-exclusive, perpetual, irrevocable, royalty-free, transferable, sublicensable, worldwide license to use, reproduce, sell, offer to sell, translate, modify, publicly perform, publicly display, distribute, and make derivative works of your User Content on the Service and in all forms and media now or hereafter known for the purposes of operating and providing the Service to you and our Users. Nothing in this Agreement shall restrict Coconuts’ rights under any separate content assignment agreements and/or license agreements.

c. Your responsibility for your content. By uploading, posting, submitting or otherwise disclosing or distributing User Content, you represent and warrant that you own all rights in your User Content and that any User Content you post does not and will not violate third-party rights of any kind, including without limitation any Intellectual Property Rights (defined below) or rights of publicity or privacy. Coconuts reserves the right, but is not obligated, to reject and/or remove any User Content that we believe, in our sole discretion, violates these provisions. Coconuts takes no responsibility and assumes no liability for any User Content that you or any other Users or third parties post or send over the Service. You understand and agree that any loss or damage of any kind that occurs as a result of the use of any User Content that you send, upload, download, stream, post, transmit, display, or otherwise make available or access through your use of the Service, is solely your responsibility, and you agree that we are only acting as a passive conduit for your online distribution and publication of your User Content. Coconuts is not responsible for any public display or misuse of your User Content. You understand and acknowledge that you may be exposed to User Content that is inaccurate, offensive, indecent, or objectionable, and you agree that Coconuts shall not be liable for any damages you allege to incur as a result of such User Content.

d. Definition of Intellectual Property Rights. For the purposes of this Agreement, “Intellectual Property Rights” means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction.

5. OUR CONTENT

a. Coconuts Content. Except for User Content, the Service, and all Intellectual Property Rights therein and related thereto, are the exclusive property of Coconuts and its licensors (“Coconuts Content”). Except as explicitly provided herein, nothing in this Agreement shall be deemed to create a license to the Coconuts Content, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from the Coconuts Content, including without limitation any materials or content accessible on the Service. “Coconuts” and other Coconuts graphics, logos, designs, page headers, button icons, scripts, and service names are trademarks, trademarks or trade dress of Coconuts protected by the laws of Hong Kong and other jurisdictions. Coconuts’ trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion. Use of the Coconuts Content or materials on the Service for any purpose not expressly permitted by this Agreement is strictly prohibited.

b. Our license to you. Subject to the terms and conditions of this Agreement, Coconuts provides you with a license to use the Service for your personal, noncommercial use only and as expressly permitted by the features of the Service. Coconuts may terminate this license at any time for any reason or no reason.

c. Feedback you provide. We value input from our Users, and are always interested in learning of ways we can make Coconuts better. You may choose to or we may invite you to submit comments, ideas or feedback about the Service, including without limitation about how to improve the Service or our products (“Feedback”). By submitting any Feedback, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place Coconuts under any fiduciary or other obligation, and that we are free to use the Feedback without any additional compensation to you, and/or to disclose the Feedback on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, Coconuts does not waive any rights to use similar or related Feedback previously known to Coconuts, or developed by its employees, or obtained from sources other than you.

6. COCONUTS’S COPYRIGHT POLICY
Coconuts requires that Users of the Service respect the copyright and other intellectual property rights of all third parties. Coconuts will terminate, where warranted as determined in Coconuts’ sole discretion, Users whom Coconuts believes are intentional and/or repeat infringers.

If you believe that your copyright in any material has been infringed on the Service, please send an email to info@coconuts.co.

7. PRIVACY
We care about the privacy of our Users. You understand that by using the Service you consent to the collection, use and disclosure of your personally identifiable information and other information as set forth in our Privacy Policy, and to have such information collected, used, transferred and processed Coconuts cannot guarantee that unauthorized third parties will never be able to defeat our security measures. You acknowledge that you provide your information at your own risk.

8. MOBILE SOFTWARE

a. Our Mobile Software (mobile apps). We make available mobile applications and other software for mobile devices (“Mobile Software”) to access the Service via a mobile device. To use the Mobile Software you must have a mobile device that is compatible with the Mobile Software. Coconuts does not warrant that the Mobile Software will be compatible with your mobile device. Coconuts hereby grants you a non-exclusive, non-transferable, revocable license to use a compiled code copy of the Mobile Software for one Coconuts account on one or more mobile device owned or leased solely by you, for your personal use. You may not: (i) modify, disassemble, decompile or reverse engineer the Mobile Software, except to the extent that such restriction is expressly prohibited by law; (ii) rent, lease, loan, resell, sublicense, distribute or otherwise transfer the Mobile Software to any third party or use the Mobile Software to provide time sharing or similar services for any third party; (iii) make any copies of the Mobile Software; (iv) remove, circumvent, disable, damage or otherwise interfere with security-related features of the Mobile Software, features that prevent or restrict use or copying of any content accessible through the Mobile Software, or features that enforce limitations on use of the Mobile Software; or (v) delete the copyright and other proprietary rights notices on the Mobile Software. You acknowledge that Coconuts may from time to time issue upgraded versions of the Mobile Software, and may automatically electronically upgrade the version of the Mobile Software that you are using on your mobile device. You consent to such automatic upgrading on your mobile device, and agree that the terms and conditions of this Agreement will apply to all such upgrades. Any third-party code that may be incorporated in the Mobile Software is covered by the applicable open source or third-party license EULA, if any, authorizing use of such code. The foregoing license grant is not a sale of the Mobile Software or any copy thereof, and Coconuts or its third party partners or suppliers retain all right, title, and interest in the Mobile Software (and any copy thereof). Any attempt by you to transfer any of the rights, duties or obligations hereunder, except as expressly provided for in this Agreement, is void. Coconuts reserves all rights not expressly granted under this Agreement. If the Mobile Software is being acquired on behalf of the United States Government, then the following provision applies: Use, duplication, or disclosure of the Mobile Software by the U.S. Government is subject to restrictions set forth in this Agreement and as provided in DFARS 227.7202-1(a) and 227.7202-3(a) (1995), DFARS 252.227-7013(c)(1)(ii) (OCT 1988), FAR 12.212(a) (1995), FAR 52.227-19, or FAR 52.227-14 (ALT III), as applicable. The Mobile Software originates in the United States, and is subject to United States export laws and regulations. The Mobile Software may not be exported or re-exported to certain countries or those persons or entities prohibited from receiving exports from the United States. In addition, the Mobile Software may be subject to the import and export laws of other countries. You agree to comply with all United States and foreign laws related to use of the Mobile Software and the Service. Standard carrier data charges may apply to your use of our Mobile Software.

b. Mobile Software from iTunes. The following applies to any Mobile Software you acquire from the iTunes Store (“iTunes-Sourced Software”): You acknowledge and agree that this Agreement is solely between you and Coconuts, not Apple, and that Apple has no responsibility for the iTunes-Sourced Software or content thereof. Your use of the iTunes-Sourced Software must comply with the App Store Terms of Use. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the iTunes-Sourced Software. In the event of any failure of the iTunes-Sourced Software to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the iTunes-Sourced Software to you; to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the iTunes-Sourced Software, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be solely governed by this Agreement and any law applicable to Coconuts as provider of the software. You acknowledge that Apple is not responsible for addressing any claims of you or any third party relating to the iTunes-Sourced Software or your possession and/or use of the iTunes-Sourced Software, including, but not limited to: (i) product liability claims; (ii) any claim that the iTunes-Sourced Software fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation; and all such claims are governed solely by this Agreement and any law applicable to Coconuts as provider of the software. You acknowledge that, in the event of any third party claim that the iTunes-Sourced Software or your possession and use of that iTunes-Sourced Software infringes that third party’s intellectual property rights, Coconuts, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by this Agreement. You and Coconuts acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement as relates to your license of the iTunes-Sourced Software, and that, upon your acceptance of the terms and conditions of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement as relates to your license of the iTunes-Sourced Software against you as a third party beneficiary thereof.

9. INDEMNITY
You agree to defend, indemnify and hold harmless Coconuts, its parents, subsidiaries, agents, affiliates, customers, vendors, officers and employees from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including reasonable attorneys fees and cost) arising from: (i) your use of and access to the Service; (ii) your violation of any term of this Agreement; (iii) your violation of any third-party right, including without limitation any right of privacy or Intellectual Property Rights; (iv) your violation of any applicable law, rule, or regulation; (v) any claim or damages that arise as a result of any of your User Content or any that is submitted via your account or Coconuts User ID.

10. NO WARRANTY
THE SERVICE, INCLUDING ALL CONTENT, IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. USE OF THE SERVICE IS AT YOUR OWN RISK. THE SERVICE IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, COCONUTS, ITS PARENT, AFFILIATES, AND ITS LICENSORS DO NOT WARRANT THAT THE CONTENT ON THE SERVICE IS ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICE WILL MEET YOUR REQUIREMENTS; THAT THE SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA, INCLUDING USER CONTENT, THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE SERVICE.
COCONUTS DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE COCONUTS SERVICE OR ANY HYPERLINKED WEBSITE OR SERVICE, OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND COCONUTS WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.

11. THIRD-PARTY LINKS, SITES AND SERVICES
The Service may contain links to other websites, advertisers, services, special offers, or other events or activities that are not owned or controlled by Coconuts. Because Coconuts has no control over such sites and resources, you acknowledge and agree that Coconuts is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products or other materials on or available from such sites or resources. You further acknowledge and agree that Coconuts shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource. You understand that these Terms of Use and our Privacy Policy do not apply to your use of such sites. We encourage you to be aware of when you leave the Service, and to read the terms and conditions and privacy policy of any third-party website or service that you visit.

12. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL COCONUTS, ITS PARENT, AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS OR ITS LICENSORS BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR OTHER LEGAL THEORY (I) WITH RESPECT TO THE SERVICE OR ANY CONTENT THEREON FOR ANY LOST PROFITS OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, SUBSTITUTE GOODS OR SERVICES (HOWEVER ARISING), OR (II) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) OF ONE HUNDRED US DOLLARS (US$100), EVEN IF COCONUTS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. UNDER NO CIRCUMSTANCES WILL COCONUTS BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

13. TERMINATION OF YOUR ACCOUNT AND THE SERVICE
Coconuts may terminate or suspend the Service in whole or in part and/or your Coconuts account immediately, without prior notice or liability, for any reason or for no reason, including without limitation, if you breach any of the terms or conditions of this Agreement. Upon termination of your account, your right to use the Service will immediately cease.

If you wish to terminate your Coconuts account, you may discontinue using the Service by sending an email message to info@coconuts.co with the words “Terminate account” in the subject field.

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.

14. GOVERNING LAW AND ARBITRATION
a. Governing Law. You agree that: (i) the Service shall be deemed solely based in Hong Kong; and (ii) the Service shall be deemed a passive one that does not give rise to personal jurisdiction over Coconuts, either specific or general, in jurisdictions other than Hong Kong. This Agreement shall be governed by the internal substantive laws of the Hong Kong judiciary, without respect to its conflict of laws principles. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. You agree to submit to the personal jurisdiction of a court, for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of our copyrights, trademarks, trade secrets, patents, or other intellectual property or proprietary rights, as further set forth in the Arbitration provision below.

b. Arbitration. For any dispute with Coconuts, you agree to first contact us at info@coconuts.co and attempt to resolve the dispute with us informally. In the unlikely event that Coconuts has not been able to resolve a dispute with you after attempting to do so informally, we each agree to resolve any claim, dispute, or controversy (excluding any Coconuts claims for injunctive or other equitable relief) arising out of or in connection with or relating to this Agreement, or the breach or alleged breach thereof (collectively, “Claims”), by binding arbitration by the Hong Kong International Arbitration Center (HKIAC). Each party will be responsible for paying any HKIAC filing, administrative and arbitrator fees in accordance with KHIAC rules. The award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall prevent either party from seeking injunctive or other equitable relief from the courts as necessary to prevent the actual or threatened infringement, misappropriation, or violation of that party’s data security, Intellectual Property Rights, or other proprietary rights. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND COCONUTS ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

15. MISCELLANEOUS TERMS

a. No Agency; Waiver. No agency, partnership, joint venture, or employment is created as a result of this Agreement and you do not have any authority of any kind to bind Coconuts in any respect whatsoever. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.

b. Notification. Coconuts may provide notifications, whether such notifications are required by law or are for other business purposes, to you via email notice, “push” notification on your mobile device, written or hard copy notice, or through posting of such notice on the Service, as determined by Coconuts in our sole discretion. Coconuts reserves the right to determine the form and means of providing notifications to Users, provided that you may opt out of certain means of notification as described in this Agreement. Coconuts is not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us.

c. Entire Agreement/Severability. This Agreement, together with any amendments and any additional agreements you may enter into with Coconuts in connection with the Service, shall constitute the entire agreement between you and Coconuts concerning the Service. If any provision of this Agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that the Agreement shall otherwise remain in full force and effect and enforceable.

d. Assignment. This Agreement is not assignable, transferable or sublicensable by you except with Coconuts’s prior written consent. Coconuts may transfer, assign or delegate this Agreement and its rights and obligations without consent.

e. Contact. Please contact us at info@coconuts.co with any questions regarding this Agreement.

This Agreement was last updated on: January 9, 2017.