Ad Cloud Company Limited (Ad Cloud) provides a mobile Platform Excio™ (Platform) and website to a community of registered users (Users or You) to upload, display and view visual content (Visual Content), share comments, opinions and ideas, and promote Visual Content collections.
The following are the terms (Terms) for using the Platform and the website.
ACCEPTANCE OF TERMS
2. Disclosure and Use of Information
You understand and agree that submitted images and content shall be treated by Ad Cloud as non-confidential.
To use the Platform, You are required to become a member and open an account (Account) and select a password and username, and to provide registration information. You are responsible for maintaining the confidentiality of the password and for all activities conducted through the Account.
4. Representations and Warranties
You, warrant that you are at least 14 years of age, and have the full power and authority to accept these Terms and perform your obligations hereunder.
You warrant that you are the owner of all rights, including all copyright in and to all Visual Content You provide to Ad Cloud or upload to the Platform.
You warrant that you have the full and complete authority and right to accept these Terms and to grant to Ad Cloud the rights in the Visual Content herein granted, and that no further permissions are required from, nor payments required to be made to any other person in connection with the use by Ad Cloud of the Visual Content as contemplated herein.
You further warrant that any of the Visual Content that You upload, post or transmit to Ad Cloud or the Platform does not defame any person and does not infringe upon the copyright rights, moral rights, publicity rights, privacy rights or any other right of any person, or violate any law or judicial or governmental order.
You further warrant that you will not post or transmit, or cause to be posted or transmitted, any Visual Content that is malicious, illegal, defamatory, obscene, pornographic, discriminatory (on grounds of gender, race, religion, nationality, disability, sexual orientation or age), violent, intimidating, abusive, offensive, profane, or that infringes any copyright or other right of any person.
5. Content Submitted for Display on the Platform
You are granting Ad Cloud a worldwide, non-exclusive license to use the Visual Content submitted by You directly to Ad Cloud or uploaded to the Platform and/or Website and are representing and warranting to Ad Cloud that Ad Cloud is free to publish, display, modify and use the Visual Content as provided in these Terms without obtaining permission, consent or any license from any third party.
The license granted to Ad Cloud includes the right to use Visual Content fully or partially for promotional and marketing reasons including, but not limited to, demo presentations of the Platform to third parties both in New Zealand and other territories and printed materials and to distribute Visual Content through its channels including websites and applications, provided such Visual Content is attributed in accordance with the credits (i.e. username, collection name, profile picture, photo title, descriptions, tags or other accompanying information) if any and as appropriate, as submitted by You to Ad Cloud.
Ad Cloud has the right to modify, alter and amend photo titles, descriptions, tags, and other accompanying information for any Visual Content, if required.
Ad Cloud uses industry recognized software and measures to restrict the ability of Users of the Platform to make or download high-resolution copies of Visual Content displayed via the Platform. Notwithstanding this, Ad Cloud makes no representation and warranty that Visual Content displayed via the Platform will not be unlawfully copied without your consent. Ad Cloud does not restrict the ability of Users of the Platform to make a low resolution or ‘thumbnail’ copies of Visual Content displayed via the Platform. You hereby expressly authorise Ad Cloud to permit Users to make such low-resolution copies of the Visual Content.
Subject to the terms of the foregoing license, ownership or other rights in the Visual Content including any intellectual property rights or other proprietary rights associated with the Visual Content are retained by You.
Ad Cloud shall not be liable for any loss or damage to selected images or material submitted to Ad Cloud and You should maintain your own backup files for any selected images submitted to Ad Cloud.
You acknowledge that Ad Cloud will not be responsible for the misuse of the selected images by third parties.
In addition to the general terms and conditions provided for by these Terms, the following terms and conditions apply specifically to individual members:
Services available to individual members are described on the “Membership” page
The fees for the membership are charged monthly or annually in advance and your billing cycle commences at the time your payment is processed.
If You decide to cancel or change your plan before the end of your billing cycle, You will be responsible for any remaining fees for your current membership and any new fees for the new membership (if any) you choose. To change or cancel your plan, contact us at
Ad Cloud may modify, suspend or discontinue Services provided to members at any time at its sole discretion and without prior notice.
Enterprise account holders are not allowed to use Individual Membership accounts and must contact the representatives of Ad Cloud for further information on available plans and pricing options.
7. Copyright complaints
Ad Cloud respects the intellectual property rights of others. It is our policy to respond promptly to any claim that Visual Content posted on the Platform infringes the copyright or other intellectual property infringement (“Infringement”) of any person. Ad Cloud will use reasonable efforts to investigate notices of alleged Infringement and will take appropriate action under applicable intellectual property law and these Terms where it believes an Infringement has taken place, including removing or disabling access to the Visual Content claimed to be infringing and/or terminating accounts and access to the Site.
8. Links and Resources
The Platform may provide, You or third parties may provide, links to other World Wide Web sites or resources (including, but not limited to, audio files, text descriptions etc). Because Ad Cloud has no control over such links, sites, and resources, You acknowledge and agree that Ad Cloud 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 Ad Cloud 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 the use of or reliance on any such content, goods or services available on or through any such link, site or resource.
9. Credit Card and Website Security
We work diligently to protect the security of your information, including credit and debit card information. We take care to make the Platform safe for You to use. Card payments are not processed through pages controlled by us. We use one or more online payment service providers who will encrypt your card or bank account details in a secure environment.
Ad Cloud does not store your payment details on its systems. These details will be fully encrypted by one or more online payment service providers and used to process your payments or other transactions which you have initiated with us. Payment platform used by Ad Cloud may charge fees in different currencies that will be converted to NZ Dollars at the time of payment.
10. Fees, Taxes and Commission
We reserve the right to change the fees charged for any of our membership plans at any time.
If you are a New Zealand resident, then all fees are inclusive of GST and in New Zealand dollars unless otherwise stated. If you are not a New Zealand resident, then all fees are, unless otherwise stated, in New Zealand dollars and do not include GST.
You will be responsible for paying any taxes, duties, custom or market entry fees. Please note that if you are joining Excio from outside of New Zealand, then foreign exchange fluctuations may affect the total fees incurred by you.
11. Indemnification of Ad Cloud
You, agree to defend, indemnify and hold Ad Cloud, its affiliates and its sponsors, partners, other co-branders and the respective directors, officers and employees of each harmless from and against any and all claims, losses, damages, liabilities and costs (including, without limitation, reasonable attorneys' fees and court costs) arising out of or relating to:
your breach of any of these Terms or use by You or any third party of the Platform; or
the infringement or alleged infringement of any third party intellectual property rights, including trademark or copyright infringement arising from your website or resources hosted on the Platform or linked to the Platform.
12. WARRANTY DISCLAIMER
YOU USE THE WEBSITE AND THE PLATFORM AT YOUR OWN RISK. THE WEBSITE AND THE PLATFORM ARE PROVIDED ON AN “AS IS, AS AVAILABLE” BASIS. AD CLOUD EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING THE WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. AD CLOUD DISCLAIMS ALL RESPONSIBILITY FOR ANY LOSS, INJURY, CLAIM, LIABILITY, OR DAMAGE OF ANY KIND RESULTING FROM, ARISING OUT OF OR IN ANY WAY RELATED TO (A) ANY ERRORS IN OR OMISSIONS FROM THIS WEBSITE AND THE PLATFORM, INCLUDING, BUT NOT LIMITED TO, TECHNICAL INACCURACIES AND TYPOGRAPHICAL ERRORS, (B) THIRD PARTY COMMUNICATIONS, (C) ANY THIRD PARTY WEBSITES OR CONTENT DIRECTLY OR INDIRECTLY ACCESSED THROUGH LINKS IN THE PLATFORM OR THE WEBSITE, INCLUDING BUT NOT LIMITED TO ANY ERRORS OR OMISSIONS, (D) THE UNAVAILABILITY OF ALL OR ANY PART OF THE WEBSITE OR THE PLATFORM, (E) YOUR USE OF THE WEBSITE OR THE PLATFORM, OR (F) YOUR USE OF ANY EQUIPMENT OR SOFTWARE IN CONNECTION WITH THE WEBSITE OR THE PLATFORM.
Ad Cloud may terminate or suspend any and all and/or your Excio account immediately, without prior notice or liability, for any reason whatsoever, including without limitation if You breach the Terms. Upon termination of your account, your right to use the Platform will immediately cease. If you wish to terminate your Excio account, you may simply discontinue using the Platform. All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
It is your responsibility to remove all Visual Content from your account prior to termination. Upon termination of your Excio account, Ad Cloud will automatically remove all Visual Content posted to your account after 180 days of inactivity.
14. RESERVATION OF RIGHTS
Ad Cloud reserves all its rights to update these Terms from time to time with or without notice to You.
15. GOVERNING LAW
The validity, construction, and performance of these Terms shall be governed by the laws of New Zealand