TERMS & CONDITIONS

Important, please read carefully.

Your use of and access to the “Website” (www.Krowdkast.com) products, services and associated software (collectively, the "Services") of Krowdkast Ltd, 7 Bournemouth Road, Chandler's Ford, Eastleigh, Hampshire, SO53 3DA, UK, Company number 11621337 ("Krowdkast") is conditioned upon Your compliance with and acceptance of these Terms and Conditions (the “Terms”), please review thoroughly before accepting.

By clicking/checking the "I agree" button/box, accessing the Krowdkast Website or by utilizing the Krowdkast Services You agree to be bound by these Terms and all incorporated policies (collectively the “Agreement”).

1. DEFINITIONS. 

The following definitions will apply in this Agreement, and any reference to the singular includes a reference to the plural and vice versa.

“Affiliate” means, any entity that directly or indirectly controls, is controlled by or is under common control with that party. For purposes of this Agreement, “control” means an economic or voting interest of at least fifty percent (50%) or, in the absence of such economic or voting interest, the power to direct or cause the direction of the management and set the policies of such entity.

“Essential Subscription” as defined in Clause 3.

“Casting Call” a casting session accessible online via the Website.

“Casting Forms” a casting form issued by the Host listing the requirements for the Casting Call for the Participants.

“Casting Suite” an online casting suite for the Casting Call accessible online via the Website.

“Content” as defined in Clause 5. 

“Dashboard” is the dashboard to your profile page you obtain once you have signed up via the Order Form.

“Data Protection Legislation” means all legislation and regulatory requirements in force from time to time relating to the use of personal data and the privacy of electronic communications, including, without limitation (i) any data protection legislation from time to time in force in the UK including the Data Protection Act 2018 or any successor legislation, as well as (ii) the General Data Protection Regulation ((EU) 2016/679) and any other directly applicable European Union regulation relating to data protection and privacy (for so long as and to the extent that the law of the European Union has legal effect in the UK).

“End User” means a Host or Participant who uses the Services.

“Host” a host who hosts the meeting and uses the Services.

“Laws” the laws of England and Wales.

“Order Form” as defined in Clause 3.

“Professional Subscription” the paid subscription as defined in Clause 3.

“Participant(s)” a participant(s) of the meeting who uses the Services.

“Personal Data” as defined in the Data Protection Legislation.

"Renewal Term" means the renewal Subscription Term for a Service commencing after the Subscription Term or another Renewal Term as specified in an Order Form.

“Resellers” as defined in Clause 16.

"Service Effective Date" means the date the Subscription Term begins as specified in an Order Form.

“Subscription Term” means the Subscription Term commencing on the Service Effective Date for a minimum of thirty (30) days.

“Talent” the model or actor/actress or influencer who enters the Casting Suite.

“Term” a thirty (30) day period commencing on the beginning of the Subscription Term or the Renewal Term (where applicable).

“You/ Your” means you, the user of the Services.

“Your Account” as defined in Clause 10.

“Virtual Casting Waiting Room” an online casting waiting room before the Participant is seen in the Casting Call by the Host.

2. SYSTEM REQUIREMENTS.

Use of the Services requires one or more compatible devices such as mobile phone, tablet device or laptop with high quality video camera, microphone and speaker, Internet access (fees may apply), and certain software (fees may apply), and may require obtaining updates or upgrades from time to time. Because use of the Services involves hardware, software, and Internet access, Your ability to access and use the Services may be affected by the performance of these factors. High speed Internet access is recommended. You acknowledge and agree that such system requirements, which may be changed from time to time and are Your sole responsibility. You are solely responsible for any fees that may apply in accessing this Service.

3. SERVICES

The Website is designed for agents, managers, agencies, brands, actors, models and influencers. It allows agents, managers, agencies, to advertise their actors, models and influencers to advertise their services and to connect with brands. It also allows agents, managers, agencies, brands to post services required and to interact using the Casting Suite.

Krowdkast will provide the Services, and You may access and use the Services, in accordance with this Agreement. Krowdkast may provide any of the Services hereunder through any of its Affiliates. In order to access the Services, You have to fill in an on-line registration page through the Website (an “Order Form”), the Order Form may contain additional terms and conditions and information regarding the Services You are ordering whether it is Essential Subscription or Professional Subscription. Unless otherwise expressly set forth in any such additional terms and conditions applicable to the specific Service which You choose to use, those additional terms are hereby incorporated into this Agreement in relation to Your use of the Service.

Via the Website, the Services currently provided are:

(a)“Essential Subscription”.

This is the “Essential” free service that gives You currently access to the Services below;

  • Access to the Casting Suite, video-call platform;

 

  • Agents/Managers automatically notified of their Talents’ arrival to casting/audition in the Casting Suite;

 

  • Create custom Casting Forms for Talent to complete upon arrival to the casting/audition in the Casting Suite;

 

  • Provide Your invited Talent with access to the bespoke Virtual Casting Waiting Room;

 

  • Image Capture: Capture three (3) images of each Talent during the casting. Ideal for taking casting shots or Polaroids;

 

  • Video Capture: Record up to ten (10) seconds of casting tape footage, per Talent;

 

  • Host a maximum of four (4) Casting Call sessions, per Term;

 

  • Casting Call sessions limited to forty (40) minutes, per casting;

 

  • Invite colleagues, clients, casting professionals into the Casting Suite to view the casting and make notes on each Talent; and

 

  • Download casting notes, reports and footage post Casting Call.

 

But does not give You Professional Subscription Service as listed below.

 

(b)“Professional Subscription”.

This is the “Professional” paid service that requires You to sign up to and pay for the Subscription Term that gives You full access to the Services as the Host including but not limited to;

  • Access to the Casting Suite, video-call platform;

 

  • Agents/Managers automatically notified of their Talents’ arrival to casting/audition in the Casting Suite;

 

  • Create custom Casting Forms for Talent to complete upon arrival to the casting/audition in the Casting Suite;

 

  • Provide Your invited Talent with access to our bespoke Virtual Casting Waiting Room;

 

  • Image Capture: Capture as many still images as You require during the casting session. Ideal for taking casting shots or Polaroids for review post casting;

 

  • Video Capture: Record each Talent’s full casting session, or take a casting video with no time limitations. Downloadable post casting;

 

  • Place Autocue/Scripts within each casting session in the Casting Suite;

 

  • Unlimited number of castings in the Casting Suite, per Term;

 

  • No time limit per casting;

 

  • Invite colleagues, clients, casting professionals to view the casting and make notes on each attendee;

 

  • Download casting notes, reports and footage post Casting Call; and

 

  • Multiple Casting Hosts. As a Professional Subscription Host, You may include additional Host’s to Your Casting Call however, the additional Host’s cannot interact with the attendees of the Casting Call.

Use of Services and Your responsibilities. 

You affirm that You are at least 18 years of age and are otherwise fully able and competent to enter into this Agreement and all conditions, obligations, affirmations, representations, and warranties set forth in this Agreement, and to abide by and comply with this Agreement.  Your access may be terminated without warning if Krowdkast believe that You are under the age of 18 or are otherwise ineligible. The Krowdkast Services are not available to persons who are not legally eligible to be bound by this Agreement

 

Intended use.

The Services are intended for professional business use only.

The Krowdkast Website is directed to people residing in the United Kingdom. Krowdkast do not represent that content available on or through our Website is appropriate for use or available in other territories. Any use of the Service outside of the United Kingdom is entire at Your risk.

You may only use the Services pursuant to the Terms of this Agreement. You are solely responsible and liable for Your use of the Services and shall abide by, and ensure compliance with, all Laws in connection with Your use of the Services, including but not limited to; Laws related to recording, intellectual property, privacy and export control. Use of the Services is void where prohibited. The Services allows businesses and persons to connect. Any offer of employment or contract for services between two parties must be made outside of the use of these Services. The Website and Krowdkast are not an employment agency and should not be intended as one.

Restriction on use by children.

Krowdkast is not intended for use by individuals under the age of 18 or those that do not have the mental capacity to legally contract. Krowdkast do not knowingly contract our Services to minors.

4. REGISTRATION INFORMATION. 

You may be required to provide Personal Data about Yourself in order to register for and/or use certain Services as governed by our Privacy Policy (see Clause 21). You agree that any such Personal Data shall be accurate. You may also be asked to choose a user name and password. You are entirely responsible for maintaining the security of Your user name and password and agree not to disclose such to any third party.

Krowdkast have the right to disable any user name and password and deny access to the Services, whether the user name and password was chosen by You or allocated by Krowdkast, at any time, if in Krowdkast’s reasonable opinion You have failed to comply with any of the provisions of these Terms.

If You know or suspect that anyone other than You knows Your user name and password, You must notify Krowdkast immediately at subscriptions@krowdkast.com.

 

5. YOUR CONTENT. 

You agree that You are solely responsible for the content ("Content") sent or transmitted by You or displayed or uploaded by You in using the Services and for compliance with all Laws pertaining to the Content, including, but not limited to, Laws requiring You to obtain the consent of a third party to use the Content and to provide appropriate notices of third party rights. You represent, warrant and indemnify Krowdkast that You have the right to upload the Content to Krowdkast for use in the Services and that such use does not violate or infringe any rights of any third party throughout the world. Under no circumstances will Krowdkast be liable in any way for any:

(a) Content that is transmitted or viewed while using the Services;

(b) errors or omissions in the Content; or

(c) any loss or damage of any kind incurred as a result of the use of, access to, or denial of access to Content.

Although Krowdkast is not liable or responsible for any Content, Krowdkast may delete any Content, at any time without notice to You, if Krowdkast becomes aware that it violates any provision of this Agreement, or any law. You retain copyright and any other rights You already own in Content which You submit, post or display on or through, the Services.

 

6. RECORDINGS AND IMAGES. 

You are liable for compliance of all recording and image laws including but not limited to; all intellectual property including copyright. The Host can choose to record Krowdkast meetings and take images but all recordings and image are deleted from Your Dashboard within thirty (30) days of the original recording and cannot be retrieved. You may download casting notes, reports and footage (recordings or images) post casting. However, You must seek explicit permission from the Participant before taking any recording or images of the Participant. You will be liable for any breach of privacy or data or Personal Data of the misuse of the recordings and images taken from any Krowdkast meetings and use of the Krowdkast website.

You warrant and indemnify to Krowdkast that any recordings or images taken in the Krowdkast meetings are used solely for the Casting Call. No other use may be made including, but not limited to; use of recordings or images for sponsorship or endorsements. Save for the use of the Casting Call the Participants reserve their moral rights and image rights in all recordings and images.

By using the Services, You are giving Krowdkast consent to store recordings and/or images for any or all Krowdkast meetings that You join on Krowdkast’s systems. You will receive a notification (visual or otherwise) when recording is enabled. If You do not consent to being recorded, You can choose to leave the meeting and not use the Services. Please also see Krowdkast’s privacy policy defined in Clause 21.

7. PROHIBITED USE. 

You agree warrant and indemnify Krowdkast that You will not use, and will not permit any End User to use, the Services to:

a. modify, disassemble, decompile, prepare derivative works of, reverse engineer or otherwise attempt to gain access to the source code of the Services;

b. knowingly or negligently use the Services in a way that abuses, interferes with, or disrupts Krowdkast’s networks, systems, Your accounts, the account of another, or the Services;

c. engage in activity that is illegal, fraudulent, false, defamatory or misleading;

d. transmit through the Services any material that may infringe the intellectual property or other rights of third parties;

e. benchmark or build a competitive product or service, or copy any features, functions, logos or graphics of the Services; 

f. use the Services to communicate any message or material that is harassing, libellous, threatening, bullying, obscene, indecent, would violate the intellectual property rights of any party or is otherwise unlawful, that would give rise to civil liability, or that constitutes or encourages conduct that could constitute a civil or criminal offense, under any applicable law or regulation;

g. engage in any activity or use the Services in any manner that could damage, disable, overburden, impair or otherwise interfere with or disrupt the Services, or any servers or system or networks connected to the Services or Krowdkast's security systems;

h. upload or transmit any software, Content or code that does or is intended to harm, disable, destroy or adversely affect performance of the Services in any way or which does or is intended to harm or extract information or data from other hardware, software, system or networks of Krowdkast or other users of the Services, including but not limited to; malware, trojan horse, worm, scrape, spam or spyware; or

i. use the Services in violation of any Krowdkast policy or in a manner that violates applicable law, including but not limited to; anti-spam, export control, privacy, anti-terrorism laws and regulations and laws requiring the consent of Personal Data including photographs, audio and video recordings of Participants.

You agree that You are solely liable and responsible for compliance with all such laws, obligations and regulations. Any breach of this Clause 7 may be prosecuted to the greatest extent possible in law.

Limitations on Use. 

You may not reproduce, resell, license, assign or distribute the Services or any reports or data or Content generated by the Services for any purpose unless You have been specifically permitted to do so under a separate agreement with Krowdkast. You may not offer or enable any third parties to use the Services purchased by You, display on any website or otherwise publish the Services or any Content obtained from a Service (other than Content created by You) or otherwise generate income from the Services or use the Services for the development, production or marketing of a service or product substantially similar to the Services.

8. RESPONSIBILITY FOR END USERS.

You are responsible for the activities of all End Users who access or use the Services through Your account and You agree to ensure that any such End User will comply with the Terms of this Agreement and any Krowdkast policies. Krowdkast assumes no responsibility or liability for violations. If You become aware of any violation of this Agreement in connection with use of the Services by any person or entity, please contact Krowdkast immediately via email at legal@krowdkast.com. Krowdkast may investigate any complaints and violations that come to its attention and may take any (or no) action that it believes is appropriate, including, but not limited to; issuing warnings, removing the Content, terminating accounts and/or End User profiles and seeking criminal or civil action against such persons or entities. Under no circumstances will Krowdkast be liable in any way for any data or other content viewed while using the Services, including, but not limited to; any errors or omissions in any such data or content, or any loss or damage of any kind incurred as a result of the use of, access to, or denial of access to any data or Content, or loss or corruption of any data or Content.

 

 

9. KROWDKAST OBLIGATIONS FOR CONTENT. 

Krowdkast will maintain reasonable physical and technical safeguards to prevent unauthorized disclosure of or access to Content, in accordance with industry standards. Krowdkast will notify You if it becomes aware of unauthorized access to Content. Krowdkast will not access, view or process Content except:

(a)     as provided for and required to perform its obligations under this Agreement and in Krowdkast’s Privacy Policy;

(b)     as authorized or instructed by You; or

(c)     as required by Law.

Krowdkast has no other obligations or liability with respect to Content.

10. CHARGES AND CANCELLATION. 

The Professional Subscription fee is currently £15 GBP per month. Within the Order Form Krowdkast will take Your debit/credit card information via Krowdkast’s payment provider www.stripe.com/gb  Whose collection of data is governed under their privacy policy www.stripe.com/gb/privacy. If you do not agree with Stripe’s privacy policy do not use Krowdkast’s Services.  Krowdkast takes the following payments via Stripe Payment Terms | Stripe including Visa, Mastercard, Apple Pay, Google Pay. You agree that Krowdkast may charge to Your debit/credit card or other payment mechanism selected by You and approved by Krowdkast (“Your Account”) all amounts due and owing for the Services, including taxes and Service fees, set up fees, subscription fees, or any other fee or charge associated with Your Account. Krowdkast may change prices at any time, including changing from a free Service to a paid Service and charging for Services that were previously offered free of charge; provided, however, that Krowdkast will provide You with prior notice and an opportunity to terminate Your Account if Krowdkast changes the price of a Service to which You are subscribed and will not charge You for a previously free Service unless You have been notified of the applicable fees and agreed to pay such fees.

You agree that in the event Krowdkast is unable to collect the fees owed to Krowdkast for the Services through Your Account, Krowdkast may take any other steps it deems necessary to collect such fees from You and that You will be responsible for all costs and expenses incurred by Krowdkast in connection with such collection activity, including collection fees, court costs and legal fees. You further agree that Krowdkast may collect interest at 8% plus the base rate of the Bank of England (as amended from time to time) per annum on all unpaid fees plus the cost of collecting those fees.

Please note that under Consumer Contracts Regulations 2013 Your right to cancel the Services expires the moment the digital Services are provided to You. If You cancel before the Services are provided to You, You may receive a refund of the monies You have paid for the Service. If You have already received the Service then You may terminate Your Subscription Term as defined in Clause 11 below.

11. TERMINATION. 

Termination by You.

If You have purchased the Service, such termination will be effective on the last day of the then current Term. Your Order Form may provide that a Renewal Term will begin automatically unless You provide email notice to Krowdkast of termination at least seven (7) days prior to the commencement of the next Term. You must notify Krowdkast via email at subscriptions@krowdkast.com and put “termination” in the email title, within the seven (7) day notice period otherwise payment will be taken and the new Term will commence.

If You terminate your Term, You will not receive a refund for any Service already paid for. Upon any termination of this Agreement, You must cease any further use of the Services. If at any time You are not happy with the Services, Your sole remedy is to cease using the Services and follow this termination process.

Termination by Krowdkast.

If You fail to comply with any provision of this Agreement, Krowdkast may terminate this Agreement immediately and retain any fees previously paid by You. Clause 1 and Clause 3 through to 22 inclusive, shall survive any termination of this Agreement.

12. PROPRIETARY RIGHTS.

Krowdkast, its Affiliates and/or its suppliers and licencees, as applicable, retain ownership of all intellectual and proprietary rights in the Services, including but not limited to; in all trade names, trademarks, service marks, copyright, source code, designs, design rights, logos, and domain names ("Krowdkast Marks") associated or displayed with the Services. You may not frame or utilize framing techniques to enclose any Krowdkast Marks, or other proprietary information (including images, text, page layout, or form) of Krowdkast, without Krowdkast’s express written consent. You may not use any meta tags, or scrape or use any other "hidden text" utilizing Krowdkast Marks without Krowdkast's express written consent. Breach of the Krowdkast Marks will be prosecuted in civil and criminal courts.

13. COPYRIGHT. 

You may not copy, scrap, modify, distribute, post or reproduce in any way copyrighted material, trademarks, Krowdkast Marks, rights of publicity, Personal Data or other intellectual and proprietary rights without obtaining the prior written consent of the owner of such intellectual and proprietary rights. Krowdkast may deny access to the Services to any End User who is alleged to infringe another party's intellectual and proprietary rights and inform the appropriate authorities to prosecute in civil and/or criminal courts. Without limiting the foregoing, if You believe that Your copyright has been infringed, please notify Krowdkast immediately, via email here legal@krowdkast.com.

14. EXPORT RESTRICTIONS. 

The Krowdkast Website is designed for use in the UK only. You and Your End Users may not access, use, export, re-export, divert, transfer or disclose any portion of the Services or any related technical information or materials, directly or indirectly, in violation of export control and/or sanctions laws. You represent and warrant that You and Your End Users; (a) are not citizens of, or located within, a country or territory that is subject trade sanctions or other significant trade restrictions and that You and Your End Users will not access or use the Services, or export, re-export, divert, or transfer the Services, in or to such countries or territories; (b) are not persons, or owned 50% or more, individually or in the aggregate by persons, identified on the  Sanctions Lists as compiled by the UK government; (c) no Content created or submitted by You or Your End Users is subject to any restriction on disclosure, transfer, download, export or re-export under the export control and/or sanctions laws; and (d) You and Your End Users will not take any action that would constitute a violation of, or be penalized under UK or international law. You are solely liable and responsible for complying with the export control and/or sanctions laws and monitoring them for any modifications.

 

 

15. NO HIGH RISK USE.

The Services are for civilian business use only. The Services are not designed or licensed for use in dangerous or hazardous environments, including without limitation; operation of military, nuclear facilities, underwater/ aircraft navigation/ communication systems, air traffic control, medical, life support, emergency services or weapons systems. You and Your End Users warrant and indemnity Krowdkast that the Services shall not be used for or in any high risk, dangerous or hazardous environment.

16. INJUNCTIVE RELIEF. 

You acknowledge that any use of the Services contrary to this Agreement, or any transfer, assignment, sublicensing, copying or disclosure of technical information or materials related to the Services, may cause irreparable injury to Krowdkast, its Affiliates, suppliers, licencees and any other party authorized by Krowdkast to resell, distribute, licence, or promote the Services ("Resellers"), and under such circumstances Krowdkast, its Affiliates, suppliers and Resellers will be entitled to seek injunctive or other equitable relief to prevent a breach of this Agreement by You and Your End Users. Resort to such equitable relief shall not be construed as a waiver of any other rights or remedies which Krowdkast, its Affiliates, suppliers and Resellers may have for damages or otherwise.

17. NO WARRANTIES.

You understand and agree that the Services are provided "as is" and Krowdkast, its Affiliates, suppliers and Resellers expressly disclaim all warranties of any kind, express or implied, including without limitation; any warranty of merchantability, fitness for a particular purpose or non-infringement. Krowdkast, its Affiliates, suppliers and Resellers make no warranty or representation regarding the results that may be obtained from the use of the Services, regarding the accuracy or reliability of any information obtained through the Services or that the Services will meet any End User's requirements, or be uninterrupted, timely, secure or error free. Use of the Services is at Your sole risk. Any material and/or data downloaded or otherwise obtained through the use of the Services is at Your, own discretion, liability and risk. You will be solely responsible and liable for any damage to You or Your End Users resulting from the use of the Services by You or Your End Users. The entire risk and liability arising out of use or performance of the Services remains with You. Krowdkast does not assume any responsibility or liability for retention of any End User information or communications between End users. Krowdkast cannot guarantee and does not promise any specific results from use of the Services. Use of the Services is entirely at Your own risk.

18. INDEMNIFICATION.

You agree to indemnify, defend and hold harmless Krowdkast, its Affiliates, officers, directors, employees, consultants, agents, suppliers and Resellers from any and all third party claims, liability, damages and/or costs (including, but not limited to, reasonable legal fees) arising from Your use of the Services, Your violation of this Agreement or the infringement or violation by You or Your End Users or any other user of Your account, of any intellectual property or other right of any person or entity or applicable law.

19. LIMITATION OF LIABILITY.

To the maximum extent permitted by applicable law, in no event will Krowdkast or its Affiliates, suppliers or Resellers be liable for any injury, loss, claim including but not limited to any direct, special, punitive, incidental, indirect, exemplary or consequential damages whatsoever (including, without limitation; damages for loss of business profits, business interruption, loss of business information, lost profits, lost revenue, lost savings, loss of data, replacement costs or any other pecuniary loss or damage) arising out of the use of or inability to use the Services or the provision of or failure to provide technical or other support services, whether arising in tort (including negligence) contract, strict liability or any other legal theory, even if Krowdkast, its Affiliates, suppliers or Resellers have been advised of the possibility of such damages. In any case, Krowdkast's, its Affiliates', suppliers' and Resellers' maximum cumulative liability and Your exclusive remedy for any claims arising out of or related to this Agreement will be limited to the amount actually paid by You for the Services (if any) in the twelve (12) months preceding the event or circumstances giving rise to such claims. Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, Krowdkast's liability shall be limited to the maximum extent permitted by law. 

In addition, Krowdkast shall have no liability to You or Your End Users for any breach of this Agreement including but not limited to inability to provide the Services or cancellation of a Services caused by any event or circumstance beyond Krowdkast's reasonable control including, but not limited to; strikes, lock-outs or other industrial disputes; breakdown of systems or network access; local or national lockdown, pandemic, epidemic flood, fire, explosion or accident, civil unrest or war.

20. AGREEMENT TO ARBITRATE; WAIVER OF CLASS ACTION.

The Krowdkast Website is directed to people residing in the United Kingdom. Krowdkast do not represent that content available on or through our Website is appropriate for use or available in other territories.  You agree to resolve any disputes only on an individual basis, through arbitration as set out in Clause 22 below, in all circumstances, before any court action is brought. The parties expressly waive any right to bring any action, lawsuit, or proceeding as a class or collective action, private attorney general action, or any other proceeding in which any party acts or proposes to act in a representative capacity.

21. PRIVACY AND OTHER POLICIES. 

Use of the Services is also subject to Krowdkast's Privacy Policy which covers data protection and is governed under Data Protection Legislation, here https://www.krowdkast.com/privacy-policy or a link which can be found by selecting “Privacy Policy” in the footer of Krowdkast’s Website. The Privacy Policy, and all policies are incorporated into this Agreement by this reference. Additionally, You understand and agree that Krowdkast may contact You via e-mail or otherwise with information relevant to Your use of the Services, regardless of whether You have opted out of receiving marketing communications or notices as governed by Krowdkast's Privacy Policy.

22.  MISCELLANEOUS. 

Disputes.

A dispute is any controversy between You and Krowdkast concerning the Services, any software related to the Services, the price of the Services, Your account, Krowdkast’s advertising, marketing, or communications, Your purchase transaction or billing, or any term of this Agreement, under any legal theory including contract, warranty, tort, statute, or regulation. As part of the best efforts process to resolve disputes, and prior to initiating arbitration, each party agrees to provide notice of the dispute to the other party, including a description of the dispute, what efforts have been made to resolve it, and what the disputing party is requesting as resolution.

Arbitration Procedure. 

Disputes not resolved in the first instance shall be resolved through arbitration. The London Court of International Arbitration (“LCIA”) will conduct any arbitration under the LCIA Rules. For more information, see LCIA Arbitration Rules. Arbitration hearings will take place in London, England. The LCIA will appoint an arbitrator. The arbitrator may award damages, declaratory or injunctive relief, and costs (including reasonable legal fees). Any arbitration award may be enforced (such as through a judgment) in any court with jurisdiction. Under LCIA Rules, the arbitrator rules on his or her own jurisdiction, including the arbitrability of any claim; however, a court has exclusive authority to enforce the prohibition on arbitration on a class-wide basis or in a representative capacity.

Conflict with LCIA Rules.

This Agreement governs if there is a conflict with the LCIA Rules.

Small Claims Court Available.

If, arbitration fails to resolve the dispute, You may initiate an action in the Small Claims Court if You meet the court’s requirements.

Requirement to File Within One Year.

Notwithstanding any other statute of limitations, a claim or dispute under this Agreement must be filed in Small Claims Court or noticed for arbitration within one (1) year of when it could first be filed, or such claim will be permanently barred.

Class Action Severability.

If the class action waiver is found to be illegal or unenforceable as to all or some parts of a dispute, then those parts will not be arbitrated but will be resolved in court, with the balance resolved through arbitration.

Governing Law.

This Agreement shall be governed by and construed under the laws of England and Wales. Subject to arbitration exclusively within England, all disputes (including any non-contractual matters) shall be submitted to the exclusive jurisdiction of the courts of England and Wales. 

Waiver. 

Failure by either Party to exercise any of its rights under, or to enforce any provision of, this Agreement will not be deemed a waiver or forfeiture of such rights or ability to enforce such provision.

Severability.

In the event that any provision of this Agreement is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from this Agreement, such determination shall not affect the validity and enforceability of any other remaining provisions of this Agreement.

Assignment.

Krowdkast may transfer, assign, subcontract, delegate, licence, mortgage Krowdkast’s rights and obligations under this Agreement to another legal entity or organisation. You may only transfer Your rights or Your obligations under this Agreement.

Third Parties.

Unless it expressly states otherwise, this Agreement do not give rise to any third-party rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Agreement.

Agency.

Nothing in this Agreement and no action taken by the parties pursuant to this Agreement shall constitute, or be deemed to constitute, the Parties as a partnership, association, joint venture, contract of employment, the agents of each other or any other co-operative entity.

Entire Agreement. 

This Agreement has been prepared in the English Language and such version shall be controlling in all respects and any non-English version of this Agreement is solely for accommodation purposes.

This Agreement and any policies or operating rules posted by Krowdkast on Krowdkast’s Website including but not limited to; Krowdkast’s Privacy Policy in respect to the Services constitutes the entire agreement and understanding between You and Krowdkast and govern Your use and Your End Users of the Services, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between You and Krowdkast (including, but not limited to, any prior versions of those documents). 

Krowdkast may elect to change or supplement the Terms of this Agreement from time to time at its sole discretion. Krowdkast will exercise commercially reasonable business efforts to provide notice to You of any material changes to this Agreement. Within seven (7) business days of posting changes to this Agreement (or seven (7) business days from the date of notice, if such is provided), they will be binding on You. If You do not agree with the changes, You should discontinue using the Services. If You continue using the Services after such seven (7) business day period, You will be deemed to have accepted the changes to the Terms of this Agreement. In order to participate in certain Services, You may be notified that You are required to download software and/or agree to additional terms and conditions. Unless expressly set forth in such additional terms and conditions, those additional terms are hereby incorporated into this Agreement.