This agreement sets out the terms and conditions on which Brand Cloudlines Limited (“we”, “us”, “our”, “ours”, “Brand Cloudlines”) grants you access to and use of its brand management software platform (“Cloudlines”) as an end user. We reserve all rights in Cloudlines.

By accessing and/or registering to use Cloudlines, you agree to the terms and conditions of this agreement which bind you. If you do not agree to the terms of this agreement, please refrain from using Cloudlines. Please check these terms and conditions to ensure you understand the most up-to-date version which will apply at that time, and can be found here.

1. Eligibility

   1. To be eligible as an authorised end user to access and use Cloudlines, you must have received an invitation from Cloudlines directly from a client or brand who has contracted with us (either directly or via an authorised agency) ("Client") to use Cloudlines (unless the relevant Client has made their instance of Cloudlines public, in which case your access will be limited solely to viewing mode).
   2. The Client shall be responsible for granting or revoking access rights to its instance of Cloudlines and for setting end user permissions.

2. Access and Use

   Subject to your compliance with the terms and conditions of this agreement, authorised end users shall have a limited right to access and use Cloudlines, solely for use as part of the Client's business operations and in accordance with the permissions provided by the Client.

3. Brand Cloudlines restrictions

   1. Except as expressly set out in this agreement or as permitted by law, you agree:

      1. to use commercially reasonable efforts to prevent any unauthorised access to or use of Cloudlines and, in the event of any such unauthorised access or use, promptly notify us;

      2. not to, and not to attempt to:

         1. copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of Cloudlines in any form or media or by any means; or
         2. reverse compile, disassemble, reverse engineer or otherwise reduce to human perceivable form all or any part of Cloudlines;

      3. not to access all or any part of Cloudlines in order to build a product or service which competes with Cloudlines;

      4. not to license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make Cloudlines available to any third party;

      5. to include our copyright notice on all entire and partial copies you make of Cloudlines on any medium;

      6. not to remove, delete, alter or obscure any trademarks or any copyright, trademark, patent or other intellectual property rights notices from Cloudlines, including any copy thereof;

      7. not to provide or otherwise make available Cloudlines in whole or in part (including object and source code), in any form to any person without prior written consent from us; and

      8. to comply with all technology control or export laws and regulations that apply to the technology used or supported by Cloudlines.

4. Acceptable use restrictions

   1. You must:

      1. not use Cloudlines in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with this agreement, or act fraudulently or maliciously, for example, by hacking into or inserting malicious code, including viruses, or harmful data, into Cloudlines or any operating system;
      2. not infringe our intellectual property rights or those of any third party in relation to your use of Cloudlines;
      3. not use Cloudlines to transmit any material that is defamatory, offensive or otherwise objectionable to either us or the Client or any third party in relation to your use of Cloudlines;
      4. not use Cloudlines in a way that could damage, disable, overburden, impair or compromise our systems or security or interfere with other users; and
      5. not collect or harvest any information or data from any platform or our systems or attempt to decipher any transmissions to or from the servers running Cloudlines.

5. Intellectual property rights

   Except for any materials belonging to our Client which are uploaded to Cloudlines, which are and shall remain the exclusive property of our Client, we are the owner or the licensor of all intellectual property rights in Cloudlines, and in the material published on it. All such rights are reserved. You acknowledge that you have no rights in or to Cloudlines other than the limited access right to Cloudlines permitted by the Client. Any use of the content by you contained on Cloudlines will be subject to obtaining all necessary rights from the Client (or any third party licensors, as applicable).

6. Governing law and jurisdiction

   1. This agreement and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law of England and Wales.
   2. Each party irrevocably agrees that the courts of England and Wales shall have non-exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this agreement or its subject matter or formation.