Terms of Use

v.5.0 November 2020

 

In these Terms of Use, the following capitalized terms shall have the following meanings:

 

  • “Business Partner”: a legal entity that has entered into an agreement with IP Metro for the resale or redistribution of IP Metro’s Systems and/or Services;
  • “Content” means any and all text, files, images, photos, video, sounds, musical works, works of authorship, or any other information, data, and other content contained in and derived, or available to be derived from, the Systems and / or Services however and by whomever it is posted or made accessible thereon;
  • “Customer” means the individual or legal entity that has entered into an agreement with IP Metro or a Business Partner for the use of the Systems and / or Services;
  • “Data Protection Laws” means any and all applicable data protection laws, which is – in relation to IP Metro – Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation);
  • “IP Metro”, “We”, “Us” and “Our” all refer to IP Metro BV, a Belgian limited liability company with offices at Kerselaarstraat 28, 9820 Merelbeke (Belgium) with VAT and corporate registration number 508.780;
  • “Non-IP Metro Applications” means online applications and offline software products provided by entities or individuals other than IP Metro and are clearly identified as such, and that interoperate with the
  • “Personal Data”, has the meaning ascribed thereto in applicable Data Protection Laws, as also referenced in Our general Privacy Policy;
  • “Privacy Policy”: means the policy available at com;
  • “Registered User” means a person who has been accepted and registered as a user of any of the Systems and its Services in accordance with these Terms of Use;
  • “Services” means the provision and retrieval of data through one or more of IP Metro’s Systems, including any other services provided by or on behalf of IP Metro, as agreed with You in writing;
  • “Support Services” means technical support in relation to the use of and the identification and resolution of

errors in the IP Metro’s Systems;

  • “Systems” means IP Metro’s “software-as-a-service” solutions that are directly or indirectly made available to the Customer under the com domain name, its respective subdomains and/or a (sub-)domain operated by Business Partner;
  • “Third Party”: means any legal entity or individual other than IP Metro, Business Partner, Customer or User;
  • “You” and “Your” refer to the individual authorized to use the specific Services and Systems that are made available by IP

 

  1. Scope: These Terms of Use set out the terms and conditions that apply with respect to Your use of the Systems and Our policy for acceptable use thereof; You expressly agree to be bound by the most recently published version of the Terms of Use each time You use the Systems and/or the Services. If You do not agree to abide by the details set out herein You should discontinue the use of the Systems and the Services immediately and inform IP Metro thereof. We reserve the right to amend the Services, the Systems and these Terms of Use from time to time at Our sole discretion and, as such, amendments to these Terms of Use shall be effective and legally binding upon posting by IP Metro on IP Metro’s website, available at ipmetro.com. You will be advised by email of any amendments. It is recommended that these Terms of Use are reviewed regularly to ensure that You are up to date with all changes. A copy of these Terms of Use is made available on IP Metro’s website and can also be obtained by emailing Us at: info@ipmetro.com, with the subject line: Terms of Use. Your use of the IP Metro Systems or any of the Services is acknowledgment of Your acceptance of these terms and is further affirmed by You becoming a Registered User. These Terms of Use constitute the entire Terms of Use between You and IP Metro regarding the use of the Systems and Services.

 

  1. Object, Systems and Services: IP Metro provides technical solutions aimed at (i) monitoring internet resources in general for intellectual property uses and infringement, and (ii) technologies that assist users to enforce intellectual property rights online. As such, IP Metro’s Systems and Services imply that certain information, including public information and Personal Data (whether or not publicly available) are collected, analysed, and/or processed, which data may or may not be associated to with information in which the Customer and/or Registered User may or may not have any rights or legitimate interests. It is entirely up to the Registered User, acting on behalf of the Customer or Business Partner, to determine whether or not it is appropriate and/or allowed to use the Systems and/or the Services for its intended

 

  1. Eligibility and Entitlement: By using Our System and / or Services, You represent and warrant that all registration information You maintain with IP Metro, and in particular Your email address, is complete, correct, working and up- to-date. Each Customer represents and warrants that its Registered User(s) shall be entitled to use the Systems and the Services on behalf of Customer; each Business Partner represents and warrants that its Registered User(s) shall be entitled to use the Systems and the Services on behalf of Business Partner and in the name and on behalf of Customers. IP Metro is at all time entitled to attribute (and consider attributed) any acts, actions, and/or omissions by or of a Registered User to any such Business Partner and/or

 

  1. Availability: The Services and IP Metro’s Systems shall be made available by IP Metro subject to (i) any unavailability caused by circumstances beyond IP Metro’s reasonable control, including any force majeure events and any computer, communications, Internet Service or hosting facility failures or delays involving hardware, software, power or other systems not with IP Metro’s possession or reasonable control, and denial of service attacks, (ii) third party sources monitored and analysed being publicly available, and (ii) any (emergency) downtime planned or caused by IP Metro. In relation to the latter, the Services or access to the Systems may be temporarily or permanently limited, interrupted or curtailed due to maintenance, repair, updates, upgrades, relocation, adaptation to and/or conformation with any Third-Party decision to (no longer) make certain Content publicly You acknowledge and accept that the provision of the Services and the functionalities of the IP Metro System are subject to changes, improvements, modifications, inactions or actions by IP Metro and in particular following Third Party decisions.

 

  1. Non-IP Metro Products and Services: IP Metro may from time to time make available to You Third-Party products or services, including but not limited to Non-IP Metro Applications, consulting and/or legal services, which may contain features designed to interoperate with the Systems and/or Services. To use such features, You may be required to obtain access to Non-IP Metro Applications. Unless agreed upon otherwise in writing (i) any acquisition of such non-IP Metro products or services, and any exchange of data between You and any such non-IP Metro provider shall be on terms to be agreed between You and the applicable non-IP Metro provider, and (ii) IP Metro does not warrant or support non-IP Metro products or services, whether or not they are designated by IP Metro as “certified” or In particular, if the provider of any such Non-IP Metro Application ceases to make the Non- IP Metro Application available for interoperation with the corresponding Service features on reasonable terms, IP Metro may cease providing such Service features without You being entitled to any refund or other compensation.

 

  1. Representations and Warranties; Exclusions: Without prejudice to the provisions of the Terms of Use and without prejudice to a significant deterioration of the Services and/or IP Metro’s Systems following a Third-Party decision, action or inaction, IP Metro shall take all reasonable efforts to maintain and improve where necessary the current standard of the Services and Systems. IP Metro warrants that its Systems do not infringe any intellectual property right and/or contractual right of any Third Party, and shall hold harmless and defend You against any claim lodged against on the basis of any infringement or alleged infringement of any intellectual property and/or contractual right of a Third Party. This article is subject to the conditions that You (i) promptly notify IP Metro of any such claims, (ii) permit IP Metro to control the defence and settlement of such claims, and (iii) assist IP Metro in defending or settling such claims. IP Metro shall not be liable for any settlement arrangements and/or amounts entered into by You without IP Metro’s prior written approval. IP Metro shall have no liability for a claim of infringement or misappropriation to the extent caused by (i) the combination of Services with any other service, software, data or products not provided by IP Metro, which claim would have been avoided if the Services had not been so combined;

 

or (ii) the use of any material provided by Business Partner, Customers or Registered User; or (iii) any breach by Business Partner Customers or Registered User of Terms of Use and/or procedures. Data Provisioning, as part of a functionality of any of the Systems: You accept and acknowledge that IP Metro is in no way responsible for third party content, and cannot guarantee the availability, accuracy, completeness, appropriateness, fitness for the Customer’s particular use of public data sources, third party data sources, recent or real-time changes that affects the data provided. You acknowledge and accept that IP Metro’s processing and provisioning of sources, information and content may include sources, information and content of an offensive, infringing, abusive, and/or adult-oriented nature. Bearing in mind the purpose of the Services and Systems, You accept that IP Metro’s processing of such explicit sources, information and content form an intrinsic and inherent part of IP Metro’s Services and Systems, and expressly discharges IP Metro from pre-screening such sources, content or information. Data Classification (including assessments): You accept and acknowledge that (i) IP Metro uses pre-defined criteria which may or may not be useful, appropriate or relevant for You or the Customer; and (ii) in so far the geolocation of Our Systems and Services do not allow IP Metro’s uses geolocation based results which may or may not be useful, appropriate or relevant for the case at hand. You accept and acknowledge that: (i) human quality assurance is essential for the provision of document generation services, which assessment shall be made by You or by a third party appointed by You; and (ii) the person responsible for such quality assurance shall have the appropriate knowledge or qualifications on the matter.

 

  1. Obligations of Registered Users: You shall at Your own responsibility (i) use reasonable security measures to prevent unauthorized access to or use of the Services and shall notify IP Metro promptly of any such unauthorized access or use; and (ii) comply with all applicable local, state, provincial, federal and foreign law and the Terms of Use in respect to the Services and Systems, in particular data protection

 

  1. Restrictions imposed upon Registered Users: You shall not and shall not authorize any Third Party to: (a) reverse engineer, decompile or modify the IP Metro’s Systems; (b) circumvent any User limits or other timing, use or functionality restrictions built into the Services; (c) remove any proprietary notices, labels or marks from the Services (except to the extent You are so permitted for the purpose of re-branding the Services); (d) frame or mirror any content forming part of the Services; or (e) access the Services in order to (i) to build a competitive product or services, or (ii) copy any ideas, features, functions or graphics of the You expressly acknowledge and accept not having any right to access the software code (including object code, intermediate code and source code) of the IP Metro’s Systems.

 

  1. Fees: The use of the Services and the Systems are subject to IP Metro’s receipt of timely and full payment of any fees due, either directly or by or through a Business Partner. Any changes in fee structures affecting Customers will be notified by email in advance of the change. Your continued use of the Services after the proposed fee changes have been posted on the website for at least one month will be considered as Your acceptance of the proposed change. In the event of Your use being terminating due to a breach of these Terms of Use, there will be no entitlement to a refund of any unused portion of fees paid for using the Systems and

 

  1. Password Creation: You will be required to create a password when accessing the Systems and using the Services for the first time or upon submitting a request for resetting such password. You are entirely responsible for maintaining the confidentiality of Your password. You agree not to use the account, username or password of another user at any time or to disclose their password to any Third In the event that You suspect unauthorised use of their account, You agree to notify Us immediately. You are solely responsible for any and all use that is made of Your account.

 

  1. Non-commercial Use: Our Systems may not be used in connection with any commercial activities except those which are endorsed by Us. The illegal use of Our Services or Systems, including the collection of usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, is prohibited. Any and all commercial advertisements, affiliate links, and other forms of solicitation will be removed from user profiles without notice and may result in termination of user

 

  1. Proprietary Rights to Content: You shall entitle IP Metro to use and display all data (including but not limited to Content that You submit to IP Metro to or give access to by using the Systems and Services. IP Metro’s Systems and deliverables as output of the Services are protected by copyright, trademark, patent, trade secret and other laws; You acknowledge and accept that IP Metro and its licensees own and retain all rights in relation thereto. IP Metro hereby grants You a limited, revocable, non-sublicensable licence to reproduce and display any information and data generated by IP Metro following Your use of IP Metro’s Systems and Services (excluding any and all software code) solely for Your personal use. Commercial Rights to Content: By posting Content, uploading files, inputting data, enabling access to data or Content, or engaging in any other form of communication through IP Metro’s Systems, You grant IP Metro a royalty-free, perpetual, non-exclusive, unrestricted, worldwide license to: (1) use, copy, sublicense, adapt, transmit, publicly perform, or display any such communication or Content; and (2) sublicense to third parties the unrestricted right to exercise any of the foregoing rights granted, in so far and to the extent this would be necessary or recommended in the performance of the The foregoing grants shall include the right to exploit any proprietary rights in such communication, including but not limited to rights under copyright, trademark, service mark, or patent laws under any relevant jurisdiction. Using IP Metro’s Services or Systems does not give You ownership of any intellectual property rights on the Content or data used in the Systems or Services, neither does it give You the right to use, copy, sublicense, adapt, transmit, publicly perform, sublicense, or display any such content or data. Representations and Warranties relating to Content. You represent and warrant that You

(i) are entitled to legitimately use any Content provided to or by the Systems; (ii) shall not provide, upload or otherwise make available to Us any Content that contains a virus, worms, trojans, or any other kind of malicious code or links thereto. IP Metro represents and warrants that it shall undertake reasonable efforts to equip its Systems with anti-virus and anti-malware technology, and bring same up-to-date if and when updates thereof are made available by their respective developers / vendors.

 

  1. Privacy Policy and User Data: In addition to any other rights and obligations that apply in the context of Our general Privacy Policy, You acknowledge and accept that IP Metro’s Systems enable You to collect and process any types of publicly available data, including – as the case may be – “personal data” as defined in applicable data protection laws. Therefore, it is important that – by using IP Metro’s Systems and Services – You and Your Company abide by these data protection You agree that (i) the entity that has entered into a contractual relationship with IP Metro in relation to Your use of IP Metro’s Systems and Services shall at all times be considered as “data controller”, who individually or jointly determine the purposes and means of the processing of any personal data, and (ii) IP Metro shall at all times be considered as “data processor” acting on behalf of You or the entity that has entered into an agreement with IP Metro in relation to Your use of IP Metro’s Systems and Services (Customer and/or Business Partner). Secondly, Your collection, storage and/or transmission of any personal data shall be in compliance with any and all applicable rules, regulations and laws, in particular in relation to the objectives and purposes of such processing. IP Metro assumes, and You represent and warrant, that Your use of the Systems and the Services, and Your subsequent processing of such personal data shall be for specified, explicit and legitimate purposes, being the monitoring of online use by third parties of intellectual property rights held by You or a company that has directly or indirectly entered into an agreement with IP Metro. You must contact IP Metro promptly if a third party, including a data protection authority, is of the opinion that the use You are making of IP Metro’s Services and/or Systems is in violation of the foregoing representation. IP Metro shall 1) take reasonable steps to ensure the reliability of any of its employees, agent or contractor who may have access to Your Personal Data, ensuring in each case that access is strictly limited to those individuals who need to know / access the relevant User Data, as strictly necessary for the purposes of the Services, and to comply with Applicable Laws in the context of that individual’s duties to the Contracted Processor, ensuring that all such individuals are subject to confidentiality undertakings or professional or statutory obligations of confidentiality. 2) maintain commercially reasonable administrative, physical and technical safeguards for the protection of the security, confidentiality and integrity of User Data. IP Metro shall not a) modify User Data except to the extent required to provide the Services or use of the Systems, b) disclose User Data except as compelled by law or as expressly permitted in writing by User or c) access User Data except to provide the Services and prevent or address service or technical problems, or at User’s request in connection with User’s support matters. IP Metro shall have the right to use Customer Data and Business Partner Data to provide the Services in accordance

 

with this Agreement and Business Partner shall obtain such rights from its Customers for IP Metro. Subject to the limited rights granted to IP Metro pursuant to this Agreement, IP Metro acquires no right, titles or interest from Business Partner or any Customers under this Agreement in or to Customer Data and Business Partner Data, including any intellectual property rights therein. IP Metro may use cookies to store User preferences and to record session information, for purposes including ensuring that Users are repeatedly offered the same options if they have already expressed their preferences. The information that is stored in cookies is not linked to any personally identifiable information of Registered Users. You can change Your cookie preferences within Your browser settings to configure Your browser to accept or reject all or some cookies, or notify You when a cookie is set, however, disabling cookies with IP Metro may limit Your use of the Services.

 

  1. Liability Disclaimer: Except as specifically set forth in 6 hereof, the Systems and Services are provided “as is” and without any representations, warranties and/or conditions of any kind. IP Metro and its licensors and/or suppliers make no representations and give no other warranties or interruptions conditions, express, implied, statutory, or otherwise regarding the Systems and Services except as provided under this Terms of Use and IP Metro specifically disclaims any and all implied representations, warranties and/or conditions of merchantability, merchantable quality, non-infringement, durability, title and fitness for a particular purpose. Additionally, acknowledge that IP Metro does not represent or warrant or provide any conditions that the IP Metro’s Systems or Services will be error-free or work without interruptions. IP Metro cannot guarantee and does not promise any specific results from use of the Services or system. The exclusion of warranties does not affect Your right of withdrawal. If You integrate or connect IP Metro’s Systems in Your own systems or any Third-Party systems, IP Metro shall not be responsible for any negative outcome, result or activity unless IP Metro has approved such integration or connection in writing. IP Metro is not responsible for any incorrect or inaccurate content or data provided through the System or in connection with the Services, whether caused by any user or by any of the equipment or programming associated with or utilised with Our Services. The System and Services may contain links to other websites. IP Metro is not responsible for the content, accuracy or opinions expressed on such websites, and such IP Metro does not review or fact-check any content or data, nor do We confirm the accuracy or validity of information provided on the internet. IP Metro is not responsible for the conduct, whether online or offline, of any user of the Services. In addition, IP Metro assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communication failure, theft or destruction or unauthorised access to, or alteration of any Content or communication provided by or to Business Partner, Customer or user. IP Metro is not responsible for any problems or technical malfunction of any communication networks or lines, computer online systems, servers or providers, computer equipment, software, failure of any email due to technical problems or traffic congestion on the internet or on any of the Systems or Services or any combination thereof.

 

  1. Misuse: You agree not to use or seek to use any part of the Services for any unlawful activity or so as to tend to lead to any act or omission which may be actionable in the civil or criminal courts of any jurisdiction. You agree to indemnify and hold IP Metro, its subsidiaries, and affiliates, and its and their respective officers, agents, partners and employees, harmless on demand from any loss, liability, claim, or demand, including reasonable legal fees, made by any third party due to or arising out of Your use of the Services in violation of these Terms of Use and/or arising from a breach of these Terms of Use which causes IP Metro to be liable to any other

 

  1. Miscellaneous: The failure of IP Metro to exercise or enforce any right or provision of these Terms of Use shall not operate as a waiver of such right or provision. The section titles in these Terms of Use are for convenience only and have no legal or contractual effect. These Terms of Use operate to the fullest extent permissible by law. If any provision of these Terms of Use is unlawful, void or unenforceable, that provision is deemed severable from these Terms of Use and does not affect the validity and enforceability of any remaining provisions. Please contact Us at: info@ipmetro.com with any questions regarding these Terms of

 

  1. Applicable Law; Dispute Resolution: The laws of Belgium apply to these Terms of Use, however excluding provisions of private international The courts of Ghent (Belgium) shall have exclusive jurisdiction over any dispute, controversy or claim.