COGNIDA TERMS OF SERVICE
This Agreement applies to all Users of the Service. If you do not agree with any part of this Agreement, you must not use the Service. Your continued use of the Service will constitute your acceptance of this Agreement. Any new features or tools which are added to the current Service shall also be subject to this Agreement. You can review the most recent version of this Agreement at any time here. We reserve the right to update, change, or replace any part of this Agreement by posting updates and/or changes. It is your responsibility to check the Service periodically for changes. Your continued use of the Service following the posting of any changes constitutes acceptance of those changes.
Throughout this Agreement, we may use certain words or phrases, and it is important that you understand the meaning of them. The list is not all-encompassing, and no definition should be considered binding to the point that it renders this Agreement nonsensical:
- “Agreement” means these Terms of Service.
- “Service” refers to the services that we provide through our Site and any component of the Site, including the Site itself.
- “Site” refers to our website, https://cognida.network.
- “User” refers to all visitors of the Service, including but not limited to Providers, Clients, browsers, advertisers, and/or contributors of content, on our Service.
- “Windmill”, “we”, “us”, or “our” refers to our company; our Site; our Service; or a combination of all or some of the preceding definitions, depending on the context of the word.
- “You” refers to you, the person who is entering into this Agreement with Windmill.
In order to use our Service, you must meet a number of conditions, including but not limited to:
- You must not be in violation of any embargoes, export controls, or other laws of the United States or other countries having jurisdiction over this Agreement, us, and you. For example, if the Office of Foreign Assets Control prohibits conducting financial transactions with nationals, residents, or banks of your country, you must not use our Service.
- You must be the minimum age required to enter into a contract in the area in which you reside, and, in any event, must not be less than 18 years of age.
- You must not sign up or use the Services on behalf of a natural person or entity other than yourself.
- You must provide us with personal information, payment information, and other information that we deem necessary to provide you with our Service.
- Rules of Use
All of the content in the Service is made available only for your personal, lawful use. Use of the Service by a competitor company or other non-consumer third party is prohibited.
You may not use our Service for any unlawful purpose and agree that it is solely your responsibility to ensure that the use of the Service is lawful in the jurisdiction in which you are located. In addition to other prohibitions as set forth in the Agreement, you must not:
- Use the Service to solicit others to perform or participate in any unlawful acts.
- Use the Service to violate any international, federal, provincial, or state regulations, rules, laws, or local ordinances.
- Use the Service to infringe upon or violate our intellectual property rights or the intellectual property rights of others.
- Use the Service to harass, abuse, insult, harm, defame, slander, disparage, intimidate, bully, or discriminate, or threaten any of the above, based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; or to use hateful speech against any other person or User for any reason.
- Use the Service to submit false or misleading information.
- Use the Service to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet.
- Use the Service to collect, track, and/or publish the personal information of others.
- Use the Service to spam, phish, pharm, pretext, spider, crawl, or scrape.
- Use the Service for any obscene or immoral purpose.
- Use the Service to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet.
We reserve the right to terminate your use of the Service or any related website for violating any of the prohibited uses.
We reserve the right to limit functionality of your account (temporarily or permanently) due to technical, security, legal, or other reasons, including, but not limited to:
- ability to log into your account;
- ability to edit existing content.
- Modifications to the Services
We reserve the right at any time to modify or discontinue the Service (or any part or content thereof) in its entirety as well as with regard to any individual User without notice at any time. We the right to reclaim and repurpose any username or URL on the Service.
We shall not be liable to you or to any third-party for any modification, suspension, or discontinuance of the Service.
- Your Personal Information
- License Restrictions
You agree that by using our Service, you are receiving a license to access, download, and use the Service in compliance with this Agreement, applicable laws, and any additional terms located within our Service which are hereby incorporated into this Agreement by reference. This license may be used by you only, and you are solely responsible and liable, and agree to indemnify us to the fullest extent, including attorneys’ fees and court costs, for any legal action or dispute that arises from the use of your license by someone other than you. You must not attempt to reverse engineer, redistribute, resell, or otherwise copy or manipulate our Service.
We may revoke our license to you at any time for any reason without notice or explanation, and we shall not, in any event, be liable to you for any losses suffered as a result of any unanticipated cancellation of our Service. We will generally attempt to notify you prior to cancelling your access to our Service unless you have breached this Agreement or any applicable law, though we are not obligated to do so.
- Third-Party Services
At times, the Service may allow you to connect to or communicate with other apps, websites, or services owned, operated, or controlled by third-parties, including those linked to by other Users (“Third-Party Services”). Links to Third-Party Services are offered strictly for informational and convenience purposes and should not be construed as referrals or endorsements by us of the Third-Party Services. The Third-Party Services are developed and maintained by the respective third parties and are governed by their own terms of service and privacy policies. You should read the privacy policies and terms of service agreements of all Third-Party Services. We are not responsible for the content of Third-Party Services, nor do we make any warranties or representations with regard to the content, accuracy, opinions, warranties, products or services, privacy or security, intellectual property compliance, or links of such Third-Party Services.
- Errors and Inaccuracies
We make every effort to provide complete, accurate, and up-to-date information on our Service. Unfortunately, it is not possible to ensure that any service is completely free of human or technological errors. Occasionally, our Services may contain typographical mistakes, inaccuracies, or omissions, some of which may relate to pricing and availability, and some information may not be complete or current. We reserve the right to correct any errors, inaccuracies, or omissions at any time and to change or update information at any time without prior notice.
We assume no obligation to update, amend, or clarify information in the Service or any Third-Party Service (as defined below), including without limitation, pricing information, except as required by law. No specified update or refresh date applied in the Service or on any Third-Party Service, should be taken to indicate that all information in the Service or on any Third-Party Service has been modified or updated.
- Server Downtime
Our Service may become unavailable from time to time due to security reasons, legal reasons, technical updates, or other reasons. You agree that we are not obligated to inform you of such downtime—even if we are aware that it may occur—or to provide a reason for it, and that you release us from all liability relating to the unavailability of our Service.
- Our Copyright
We rely on the uniqueness of its Service and content to distinguish itself from third party competitors. You agree not to copy, distribute, display, disseminate, or otherwise reproduce any of the information on the Service, including content licensed to us by third parties, without receiving our prior written permission.
Cognida, Windmill, Windmill Enterprise, windmillenterprise.com, and cognida.network are trademarks used by us to uniquely identify our Service and business. You agree not to use these phrases anywhere without our prior written consent. Additionally, you agree not to use our trade dress, or copy the look and feel of our Service or its design, without our prior written consent. You agree that this paragraph goes beyond the governing law on intellectual property law, and includes prohibitions on any competition that violates the provisions of this paragraph, including starting your own service, whether or not it competes directly or indirectly with us or our Service.
- Revocation of Consent
We may revoke our consent for your use of our intellectual property, or any other permission granted to you under this Agreement, at any time. You agree that if we so request, you must take immediate action to remove any usage of our intellectual property that you may have engaged in, even if it would cause a loss to you.
- Copyright & Trademark Infringement
We take copyright infringement very seriously, and we have registered a Copyright Agent with the United States Copyright Office, which limits our liability under the Digital Millennium Copyright Act. If you believe that your copyright has been infringed, please send us a message which contains:
- Your name.
- The name of the party whose copyright has been infringed, if different from your name.
- The name and description of the work that is being infringed.
- The location on our App of the infringing copy.
- A statement that you have a good faith belief that use of the copyrighted work described above is not authorized by the copyright owner (or by a third party who is legally entitled to do so on behalf of the copyright owner) and is not otherwise permitted by law.
- A statement that you swear, under penalty of perjury, that the information contained in this notification is accurate and that you are the copyright owner or have an exclusive right in law to bring infringement proceedings with respect to its use.
You must sign this notification electronically and send it to our Copyright Agent at firstname.lastname@example.org.
Letters containing the foregoing may be mailed to:
Windmill Enterprise, Inc.
Although U.S. law does not provide for a similar procedure for trademark infringement, we recommend that you send us similar information to that above in regard to any allegation of trademark infringement, and we will address it as soon as practicable.
- Communications Decency Act and Constitutional Protection
Similar to the DMCA provisions above, United States law include Section 230 of the Communications Decency Act and the First Amendment to the Constitution of the United States, create a defense for us for the actions of third parties in regard to any defamatory content posted on our Service. Although we are not liable for defamatory words posted on our Service by our Users even if given notice, we do prohibit defamation under this Agreement and we may, if we believe the situation warrants it, take action against the offending User. Please notify us at email@example.com if any of our Users have posted anything that you believe is defamatory. Note that administrators and management should, ideally, be the first party you contact in response to any defamation by another User.
- Representations & Warranties
WE MAKE NO REPRESENTATIONS OR WARRANTIES AS TO THE MERCHANTABILITY OF OUR SERVICE OR FITNESS FOR ANY PARTICULAR PURPOSE. YOU AGREE THAT YOU ARE RELEASING US FROM ANY LIABILITY THAT WE MAY OTHERWISE HAVE TO YOU IN RELATION TO OR ARISING FROM THIS AGREEMENT OR OUR SERVICES, FOR REASONS INCLUDING, BUT NOT LIMITED TO, FAILURE OF OUR SERVICE, NEGLIGENCE, OR ANY OTHER TORT. TO THE EXTENT THAT APPLICABLE LAW RESTRICTS THIS RELEASE OF LIABILITY, YOU AGREE THAT WE ARE ONLY LIABLE TO YOU FOR THE MINIMUM AMOUNT OF DAMAGES THAT THE LAW RESTRICTS OUR LIABILITY TO, IF SUCH A MINIMUM EXISTS.
YOU AGREE THAT WE ARE NOT RESPONSIBLE IN ANY WAY FOR DAMAGES CAUSED BY THIRD PARTIES WHO MAY USE OUR SERVICES, INCLUDING BUT NOT LIMITED TO PEOPLE WHO COMMIT INTELLECTUAL PROPERTY INFRINGEMENT, DEFAMATION, TORTIOUS INTERFERENCE WITH ECONOMIC RELATIONS, OR ANY OTHER ACTIONABLE CONDUCT TOWARDS YOU.
WE ARE NOT RESPONSIBLE FOR ANY ACTIONS BY AN ADMINISTRATOR, MANAGER, EMPLOYEE, OR OTHER USER WHICH MAY CAUSE HARM TO YOU, EVEN IF WE BECOME AWARE IN ADVANCE THAT SUCH ACTIONS MAY OR WILL OCCUR AND DO NOT NOTIFY YOU.
WE ARE NOT RESPONSIBLE FOR ANY ERRORS IN INFORMATION PROVIDED THROUGH OUR SERVICE OR ANY OTHER DAMAGE THAT MAY ARISE FROM SUCH CONTENT.
WE ARE NOT LIABLE FOR ANY FAILURE OF THE SERVICES PROVIDED BY OUR SERVICE OR A THIRD PARTY, INCLUDING ANY FAILURES OR DISRUPTIONS WHICH PREVENT ACCESS TO OUR SERVICE TEMPORARILY OR PERMANENTLY.
THE PROVISION OF OUR SERVICE TO YOU IS CONTINGENT ON YOUR AGREEMENT WITH THIS AND ALL OTHER SECTIONS OF THIS AGREEMENT. NOTHING IN THE PROVISIONS OF THIS “REPRESENTATIONS & WARRANTIES” SECTION SHALL BE CONSTRUED TO LIMIT THE GENERALITY OF THE FIRST PARAGRAPH OF THIS SECTION.
For Jurisdictions that do not allow us to limit our liability: Notwithstanding any provision of these Terms, if your jurisdiction has provisions specific to waiver or liability that conflict with the above then our liability is limited to the smallest extent possible by law. Specifically, in those jurisdictions not allowed, we do not disclaim liability for: (a) death or personal injury caused by its negligence or that of any of its officers, employees or agents; or (b) fraudulent misrepresentation; or (c) any liability which it is not lawful to exclude either now or in the future.
IF YOU ARE A RESIDENT OF A JURISDICTION THAT REQUIRES A SPECIFIC STATEMENT REGARDING RELEASE THEN THE FOLLOWING APPLIES. FOR EXAMPLE, CALIFORNIA RESIDENTS MUST, AS A CONDITION OF THIS AGREEMENT, WAIVE THE APPLICABILITY OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES, “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” YOU HEREBY WAIVE THIS SECTION OF THE CALIFORNIA CIVIL CODE. YOU HEREBY WAIVE ANY SIMILAR PROVISION IN LAW, REGULATION, OR CODE THAT HAS THE SAME INTENT OR EFFECT AS THE AFOREMENTIONED RELEASE.
Those who access or use the Service from other jurisdictions not in the United States do so at their own volition and are entirely responsible for compliance with all applicable United States, foreign, and local laws and regulations, including but not limited to export and import regulations. Your promise and agree to use the Service in strict compliance with any local, domestic, national, and/or territorial laws, rules, and regulation that are or may be applicable.
You agree to indemnify and hold harmless us and any of our affiliates, employees, officers, directors, agents, successors, and assigns for any claims by you or any third party which may arise from or relate to this Agreement or the provision of our Service to you, including any damages caused by your use of our Service, or the permitted use by others of your license and User Account. You also agree that you have a duty to defend us against such claims and we may require you to pay for an attorney(s) of our choice in such cases. You agree that this indemnity extends to requiring you to pay for our reasonable attorneys’ fees, court costs, and disbursements. In the event of a claim such as one described in this paragraph, we may elect to settle with the party/parties making the claim, and you shall be liable for the damages as though we had proceeded with a trial.
- Choice of Law
This Agreement shall be governed by the laws in force in the State of Michigan. The offer and acceptance of this contract are deemed to have occurred in the State of Michigan.
- Forum of Dispute
If a dispute claims multiple claims and one or more of those claims would be eligible to be heard by the Small Claims Court, you agree not to bring the other claims against us and to instead proceed within the Small Claims Court.
If you would be entitled in a dispute to an amount exceeding the monetary jurisdiction of the Small Claims Court, you agree to waive your right to collect any damages in excess of the monetary jurisdiction and instead still bring your claim within the Small Claims Court. At the time of drafting this Agreement, the monetary jurisdiction of the Small Claims Court is $6,000.
You agree that if a dispute is eligible to be heard in Small Claims Court but you would be entitled to an additional or alternative remedy in a higher court, such as injunctive relief, you will waive your right to that remedy and still bring the dispute within the Small Claims Court.
If you bring a dispute in a manner other than in accordance with this section, you agree that we may move to have it dismissed, and that you will be responsible for our reasonable attorneys’ fees, court costs, and disbursements in doing so.
You agree that any Dispute that, for whatever reason, is deemed not subject to the jurisdiction requirements set forth above shall be subject to exclusive jurisdiction in the state or federal courts in the Western District of Michigan.
- Force Majeure
You agree that we are not responsible to you for anything that we may otherwise be responsible for, if it is the result of events beyond our control, including, but not limited to, acts of God, war, insurrection, riots, terrorism, crime, labor shortages (including lawful and unlawful strikes), embargoes, postal disruption, communication disruption, unavailability of payment processors, failure or shortage of infrastructure, shortage of materials, or any other event beyond our control.
In the event that a provision of this Agreement is found to be unlawful, conflicting with another provision of the Agreement, or otherwise unenforceable, the Agreement will remain in force as though it had been entered into without that unenforceable provision being included in it.
If two or more provisions of this Agreement are deemed to conflict with each other’s operation, we shall have the sole right to elect which provision remains in force.
We reserve all rights afforded to us under this Agreement as well as under the provisions of any applicable law. Our non-enforcement of any particular provision or provisions of this Agreement or any applicable law should not be construed as our waiver of the right to enforce that same provision under the same or different circumstances at any time in the future.
- Termination & Cancellation
We may terminate your access to our Service at our discretion without explanation, though we will strive to provide a timely explanation in most cases. Under no circumstances, including termination or cancellation of our Service to you, will we be liable for any losses related to actions of other Users.
- Assignment of Rights
You may not assign your rights and/or obligations under this Agreement to any other party without our prior written consent. We may assign our rights and/or obligations under this Agreement to any other party at our discretion.
- Corporate Information
Windmill Enterprise, Inc. is a corporation formed lawfully in the State of Delaware.
- California Users and Residents
Pursuant to California Civil Code Section 1789.3, any questions about pricing, complaints, or inquiries about the Company must be addressed to our agent for notice and sent via certified mail to that agent. For our agent’s most current contact information, please send a request to firstname.lastname@example.org.
Lastly, California Users are also entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.
Last Updated June 7, 2018