IcooFeed - More Content for Less Money

TERMS AND CONDITIONS
By completing the form and clicking 'Order' you agree that you (hereinafter “The Lessee”) have read and understood all the information below.

All of the following terms and conditions must be adhered to and are legally binding immediately upon agreement with us (“The Company”).

The Company reserves the right to terminate this agreement upon their discretion. Failure to comply with any of the terms below in Company's opinion could result in the termination of your account and ban from our services.

The Company agrees to lease, on a month-to-month basis, specific video and photographic materials (hereinafter “Feeds”) to “lessee” as detailed in the on-line order form for consideration as presented in the pricing section of this website.

The Lessee understands and agrees that as a new customer the Lessee will be required to remit the required Feeds set up payment as presented in the pricing section of this website before access to any feed service shall be granted. This includes any additional fee required for individualization of the Feeds as also contemplated in the pricing section of this website.

The Company shall commence charge for the Feeds provide to the Lessee as and from the notification to the Lessee that the Feeds are ready and available from specific website URL's as defined by the Lessee.

The "Lessee" understands and agrees that ongoing payments for the Feeds provided from "The Company" shall be required on a monthly cycle, in arrears or use of the Feeds, on the issue by email of an appropriate invoice by "The Company". Such invoice will include the standard fee and overage charge as contemplated in the pricing section of this website.

The Company reserves the right at any time to revoke, rescind or otherwise remove any collateral agreement with the Lessee as to have the effect of reducing the full effect of the full fees and charges as contemplated by the pricing section of this website, and shall certainly invoke such reserved right should any invoice not be paid within the prescribed period or as agreed to the satisfaction of the Company.

At the sole discretion of the Company, the Company may amend such invoice in favor of the Lessee to ensure that the Lessee is paying the most economical price for the Feeds provided by the Company.

At the sole discretion of the Company, the Company may waive any and/or all such fees associated with the set up and use of the Feeds by the Lessee.

On the Company sending invoices to the Lessee, the Lessee is required to make full payment within seven (7) days of issue of any invoice, or the Company may forthwith deactivate the Feeds provided to the Lessee.

Should the Feed account of any Lessee be de-activated due to non-payment, it will be immediately reactivated once payment in full and any penalty payment required by the Company has been received.

The Lessee acknowledges that if the Lessee account for Feeds provided by the Company remains delinquent for over twenty-one (21) days from issue of invoice, the Company may issue public notice of debt outstanding at the sole discretion of the company.

Additionally, if your account has been delinquent for over 45 days both “lessee” and “lessee’s company” will be forwarded onto a collection agency or attorney for remittance.

Should the Lessee know of any circumstance, happenstance or reason that MAY result in the Lessee being unable to pay in full any amount on any invoice issued, it remains the sole responsibility of the Lessee to contact the Company and make any such subsequent agreement to the satisfaction of the Company for payment terms for any amounts outstanding.

The Lessee understands that any reference in this Agreement to the Company will be a reference also to all parent, subsidiary and affiliated entities, all benefit plans, the benefit plans sponsors, fiduciaries, administrators, and all successors and assigns of any of them.

Any Lessee of our “Feeds” will only have the right to link to the Company’s servers, where the images and video feeds are hosted, from the links that are provided after signup. The Lessee can only use the Company’s Feeds on websites that are owned by the Lessee and can be verified through an independent agency, such as Internic. or managed and/or licenced to the Lessee's control and proven by way of copy of such written authority as held by the Lessee.

Any attempt to circumvent the Company’s security protocols, intentionally or unintentionally, will constitute a willful breach of this contract and the Company will have the right to deactivate your account without refund and any recover damages incurred.

Under no circumstances may Lessee gain compensation by reselling or leasing our Feeds to any other company or individual without the written agreement of the Company and then only with the full and complete responsibility for payment of Feed accounts being borne by the Lessee. Additionally, by leasing said Feeds, the Lessee is granted a license to use our Feeds from the linking URLS provided to Lessee by the Company on a month-to month basis.

The Lessee may use promotional materials, from the Company’s website, but the Lessee is not permitted to remove, copy, alter or download, in any way, images (photographic and/or video) from our Feeds without written permission from an officer of the Company.

The Lessee agrees to give a written notice, at minimum thirty (30) days prior, of any intended termination. The Lessee understands that by giving such notice the Lessee will still be held responsible and expected to pay any outstanding balances due on the Lessee’s account up to the day of said termination. Any and all costs incurred by the Company to collect unpaid balances, including but not limited to attorney’s fees, court costs, collection agency fees, shall be borne by Lessee.

Written notice to the Company or its officers, directors, employees or agents, shall be sent by email to: office@icoosoft.com. The written notice shall identify and describe the nature of all requests upon which such termination is based.

This offer letter terminates and supersedes any and all prior agreements and understandings between you the Lessee and The Company (written, oral or otherwise) with respect to lease of Feeds compensation by the Company. You acknowledge that no other representations, oral or written, have been made regarding the subject matter hereof, other than those explicitly provided herein. You further acknowledge that you have not relied on any oral or written representations not explicitly contained herein in executing this offer.

This Agreement shall be governed in all respects, whether as to validity, construction, capacity, performance, or otherwise, by the laws of Cyprus , excluding only its conflicts of laws principles. The parties irrevocably submit to the jurisdiction of the Courts in Cyprus over any suit, action or proceeding arising out of or related to this Agreement.

This Agreement may be modified only in writing executed The Company. The Company. also reserves the right in its sole and absolute discretion to make changes at any time to the other documents or programs referenced in this Agreement.

In the event that any portion of this offer letter is in violation of any statute or public policy, then only the portions of this offer letter which violate such statute or public policy shall be stricken and all other portions of this offer letter shall continue in full force and effect.

Neither of the parties hereto shall without the consent of the other, assign or transfer this Agreement or any rights or obligations hereunder; provided that, in the event of a merger or consolidation of the Company with any other entity, this Agreement shall, subject to the provisions hereof, be binding upon and inure to the benefit of such successor and such successor shall discharge and perform all the promises, covenants, duties and obligations of the Company hereunder. In addition, the Company will require any purchaser of all, or substantially all, of its assets to assume and agree to perform this Agreement in the same manner and to the same extent that the Company would be required to perform it if no sale of its assets had taken place.

You, the Lessee, acknowledge that you have read this Agreement in its entirety, including all the exhibits hereto, and fully understand the terms of the Agreement and its exhibits and are signing the Agreement voluntarily and with full knowledge of its significance. You further acknowledge that you have had the opportunity to consult with an attorney, if you so chose, prior to executing this Agreement.

A waiver by either party of any term or condition of this agreement in any instance shall not be deemed or construed to be a waiver of such term or condition for the future, or any subsequent breach thereof.

YOU ACKNOWLEDGE THAT I HAVE CAREFULLY READ THIS AGREEMENT, THAT YOU UNDERSTAND ITS TERMS, THAT ALL UNDERSTANDINGS AND AGREEMENTS BETWEEN THE COMPANY AND YOURSELF AND THE RELATION TO THE SUBJECTS COVERED IN THE AGREEMENT ARE CONTAINED IN IT, AND THAT YOU HAVE ENTERED INTO THE AGREEMENT VOLUNTARILY AND NOT IN RELIANCE ON ANY PROMISES OR REPRESENTATION BY THE COMPANY OTHER THAN THOSE CONTAINED IN THIS AGREEMENT ITSELF. I FURTHER ACKNOWLEDGE THAT I HAVE BEEN GIVEN THE OPPORTUNITY TO DISCUSS THIS AGREEMENT WITH YOUR PRIVATE LEGAL COUNSEL AND HAVE AVAILED YOURSELF OF THAT OPPORTUNITY TO THE EXTENT I WISH TO DO SO.

This offer letter terminates and supersedes any and all prior agreements and understandings between you the Lessee and the Company (written, oral or otherwise) with respect to lease of Feeds and compensation to the Company. You acknowledge that no other representations, oral or written, have been made regarding the subject matter hereof, other than those explicitly provided herein. You further acknowledge that you have not relied on any oral or written representations not explicitly contained herein in executing this offer.