TERMS OF USE

TERMS OF USE

LAST UPDATED: 2019/12/20

Thank you for your interest in KEYi Technology Co., Ltd. and its affiliated companies ("KEYi TECH" "we", "our" or "us"). This is a binding contract between you and KEYi Technology Co., Ltd. and describes the rules and restrictions that apply to our websites, products, and services, including the ClicBot and its associated applications (each, a “Product” or “Service” and, collectively, the “Products and Services”, or “KEYi TECH Products and Services”). Please read these Terms carefully. These Terms include information about future changes to these Terms, limitations of liability, a class action waiver, and resolution of disputes by arbitration instead of by litigation in court.

By using KEYi TECH Products and Services, you acknowledge that you have read, understood, and agree to be bound by these terms, the KEYi TECH Privacy Policy, as well as other rules, policies, and other terms available through Products and Services (collectively, "Terms"). If you do not accept the Terms, then you do not have right to use KEYi TECH Products and Services, and you may return the products or stop using the services if allowed under the applicable return policy.

  1. Changes. We may introduce new features, change or limit features (including by automatic update), update or remove Content, or restrict access to parts or all of KEYi TECH Products and Services. If we make material changes to the Terms, we will attempt to provide you reasonable notice before such changes become effective. We reserve the right to change the Terms by displaying the updated Terms at www.keyirobot.com or within KEYi TECH Products and Services. By using KEYi TECH Products and Services after a change to the Terms, you agree to all of the changes. If you do not agree to be bound by the modified Terms, you must immediately cease your access to or use of our Products or Services. Disputes arising under these Terms will be resolved in accordance with the version of these Terms that was in effect at the time the dispute arose. This agreement, and any disclosures we make to you through KEYi TECH Products and Services or via your registered email or other communications, are considered for legal purposes to be in writing.
  1. Privacy. The current KEYi TECH Privacy Policy at http://www.keyirobot.com /privacy describes our collection and use of data. If you have questions about privacy, please contact us at support@keyirobot.com.
  1. Using of the Products and Services. Some of the Products and Services may require you to sign up for an account. You promise to provide us with accurate and complete registration information and keep your account and password secure. You're responsible for activity including any orders associated with your account. You represent and warrant that you are of legal age to form a binding contract (or if not, you've received your parent's or guardian's permission to use the Products and Services and gotten your parent or guardian to agree to these Terms on your behalf). You will use KEYi TECH Products and Services only for your own internal, personal, non-commercial use, in a manner that complies with all laws that apply to you. If applicable law and regulations prohibits your use of KEYi TECH Products and Services, then you aren't authorized to use them. We are not responsible for your using KEYi TECH Products and Services in a way that breaks the law.
  1. Our License to You. Subject to your compliance with these and other terms that may apply to KEYi TECH Products and Services, including the Restrictions below, we grant you a personal, non-transferable, non-exclusive, non-assignable, non-sublicensable, and nonexclusive license to use Products and Services. This license applies to the software we provide you as part of the Products or Services (including, for example, software in our products or that makes up our mobile applications). We reserve all rights not granted to you here. You may not resell, lease, rent, distribute, or otherwise exploit our Services, including the Content, for commercial gain unless we give express permission in writing. If you violate these Terms, the license in this section shall terminate.
  1. Restrictions. You may not use or interact with KEYi TECH Products and Services to: (a) infringe or violate the intellectual property or other rights of anyone else (including KEYi TECH); (b) violate any law or regulation, including as to export control; (c) harm, defraud, harass, threaten, or deceive others, or make contributions that are obscene or otherwise objectionable; (d) jeopardize or violate the security of KEYi TECH, our Products and Services, or anyone else’s; (e) attempt to obtain the password, account, or other security information from any other user; (f) run any form of auto-responder or "spam" on KEYi TECH Products and Services, or any processes that otherwise interfere with the proper working of KEYi TECH Products and Services; (g) scrape or spider any page, data, or portion of our Products, Services or Content (manually or by automated means); (h) copy or store any significant portion of the Content; or (i) decompile, reverse engineer, tamper with, or otherwise attempt to obtain the source code or underlying ideas or information of or relating to Products and Services or use Products and Services to develop competing products.
  1. Copyright, Trademark & DMCA. The materials displayed or performed or available on or through KEYi TECH Products and Services, including text, graphics, data, software, photos, images, illustrations, logos, trademarks (collectively, the "Content"), and aspects of Products or Services themselves, are protected by copyright, patent, trademark and/or other intellectual property laws and regulations in People’s Republic of China, United States and in other countries or regions. You promise to abide by all copyright notices, trademark rules, information, and restrictions contained in any Content you access through the Products or Services, and that you won't use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell or otherwise exploit for any purpose any Content not owned by you, (i) without the prior consent of the owner of that Content (which may be KEYi TECH or our licensors) or (ii) in a way that violates someone else's (including KEYi TECH's) rights.

You understand that KEYi TECH exclusively owns the Content, Products and  Services and intellectual property in them (except that you own your User Submissions and physical hardware devices you have purchased, but not software or other materials we may license to you under these Terms even if such materials reside on your devices). You won't modify, publish, transmit, participate in the transfer or sale of, reproduce, create derivative works based on, or otherwise misuse any of the Products and Services. We reserve the right to delete or disable Content alleged to be infringing.

  1. Content You Provide. Anything you post, upload, share, store, or otherwise provide to us and/or our sites through KEYi TECH Products and Services, including through our Applications, is your "User Submission." You are responsible for all Content you contribute, in any manner, to KEYi TECH Products and Services, and you represent and warrant you have all rights necessary to do so. Some User Submissions are viewable by other users. We do not regularly review User Submissions but reserve the right to remove or edit content you submit, including to enforce these Terms. For all User Submissions, you hereby grant KEYi TECH a license to translate, modify (for technical purposes, for example making sure your content is viewable on a mobile device), reproduce, and otherwise act with respect to such User Submissions, in each case to enable us to operate and improve your experience with Products and the Services. This is a license only – your ownership in User Submissions is not affected. The licenses you grant to us (and by extension to our users) through these Terms are royalty-free, perpetual, sublicensable, irrevocable, and worldwide, unless the Products or Services indicate otherwise.
  1. Feedback & Public Posting; Unsolicited Ideas. If you share a User Submission in a manner that more than just you can view, then you grant KEYi TECH the license above, as well as a license to display, perform, and distribute the Content you submitted for the purpose of making it accessible to all KEYi TECH users and providing Products and Services necessary to do so. We do not consider unsolicited feedback, proposals, or ideas for products, services, or technology improvements. If you send us such feedback anyway through Products and Services and/or directly to us, you grant us all the licenses in this section, and agree that your idea is not confidential and that your submitting such feedback does not create an obligation on us to you.
  1. Third Parties. Any information or content publicly posted or privately transmitted through the KEYi TECH Products and Services is the sole responsibility of the person that originated it, and you access all such information and content at your own risk, and we aren't liable for any damages or loss you might suffer in connection with it. We cannot control and have no duty to take any action regarding how you may interpret and use the Content or what actions you may take as a result of having been exposed to the Content, and you hereby release us from all liability for you having acquired or not acquired Content through the KEYi TECH Products and Services. The KEYi TECH Products and Services may also contain links or connections to third party websites or services not owned or controlled by KEYi TECH, and using the KEYi TECH Products and Services may require you to transact with third parties, such as for your internet connection. KEYi TECH is not responsible for these third-party services or individuals that you may interact with through the KEYi TECH Products and Services.

If there is a dispute between you and other users of Product and Services, or between you and any third party, KEYi TECH is under no obligation to become involved. In the event that you have a dispute with one or more other users or third parties, you release KEYi TECH, its officers, employees, agents, and successors from claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and/or KEYi TECH Products and Services. You hereby acknowledge that you have been advised of and fully understand the provisions of California Civil Code Section 1542 (“Section 1542”), which says: "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." and waives any rights under Section 1542, as well as under any other statute or principle in any jurisdiction with a similar effect. 

  1. Online Orders. We reserve the right to cancel or modify orders for any reason. For example, we may refuse to ship to known freight forwarders or if we suspect fraud or abuse or any violation of these Terms. We also may change our prices (but we won’t change the price once your order has been confirmed), the availability of products, or make other updates.
  1. Products Warranty. For warranty information regarding KEYi TECH-branded hardware product and accessories, please visit www.keyirobot.com. The warranty does not apply to software. We may not support warranty service outside of countries and regions in which we sell and there may be different policies in your country or region.
  1. Warranty Disclaimer. Neither KEYi TECH nor its licensors or suppliers makes any representations or warranties concerning any content contained in or accessed through KEYi TECH Products and Services, and we will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of material contained in or accessed through the Products and Services. Use of KEYI TECH Products and Services is at your own risk. EXCEPT AS OTHERWISE PROVIDED IN THE PRODUCTS WARRANTY SECTION ABOVE, THE PRODUCTS, SERVICES AND CONTENT ARE PROVIDED BY KEYI TECH (AND ITS LICENSORS AND SUPPLIERS) ON AN "AS-IS" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, PERFORMANCE, RELIABILITY NONINFRINGEMENT, OR THAT USE OF THE PRODUCTS AND/OR SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. SOME COUNTRY OR REGION DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
  1. Limitation of Liability. TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL KEYI TECH (OR ITS LICENSORS OR SUPPLIERS) BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, WORK STOPPAGE, ACCURACY OF DATA OR RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, (B) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE PRODUCTS, SERVICES OR THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE PRODUCTS AND SERVICES, OR (C) ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF THE GREATER OF (I) $100.00 US DOLLARS OR (II) THE AMOUNTS PAID BY YOU TO KEYI TECH IN CONNECTION WITH THE PRODUCTS AND SERVICES IN THE SIX (6) MONTH PERIOD PRECEDING THIS APPLICABLE CLAIM, OR (D) ANY MATTER BEYOND OUR REASONABLE CONTROL.
  1. Indemnity. You agree to indemnify and hold KEYi TECH, its affiliates, officers, agents, employees, and partners harmless from and against any and all claims, liabilities, damages (actual and consequential), losses and expenses (including attorneys' fees) arising from or in any way related to any third-party claims relating to (a) your use of KEYi TECH Products and Services (including any actions taken by a third party using your account), and (b) your violation of these Terms.
  1. Assignment. You may not assign, delegate or transfer these Terms or your rights or obligations hereunder, or your Products account or Services account, in any way (by operation of law or otherwise) without KEYi TECH's prior written consent. We may transfer, assign, or delegate these Terms and our rights and obligations without consent.
  1. Choice of Law. These Terms are governed by and will be construed under the laws of People’s Republic of China, without regard to the conflicts of laws provisions thereof.
  1. Arbitration. PLEASE READ THE FOLLOWING SECTION CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH KEYI TECH AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.

Any dispute, controversy, difference or claim arising out of or relating to this contract, including the existence, validity, interpretation, performance, breach or termination thereof or any dispute regarding non-contractual obligations arising out of or relating to it shall be referred to and finally resolved by arbitration administered by the China International Economic and Trade Arbitration Commission (CIETAC)  under the CIETAC  Arbitration Rules in force when the Notice of Arbitration is submitted. The seat of arbitration shall be Beijing. The number of arbitrators shall be three. The arbitration proceedings shall be conducted in English.

Any arbitration under these Terms will take place on an individual basis: class arbitrations and class actions are not permitted. YOU ACKNOWLEDGE AND AGREE THAT BY ENTERING INTO THESE TERMS, YOU AND KEYI TECH ARE EACH WAIVING THE RIGHT TO TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW.

Both you and KEYi TECH acknowledge and agree that for the purposes of any dispute arising out of or relating to the subject matter of these Terms, KEYi TECH's officers, directors, employees and independent contractors ("Personnel") are third party beneficiaries of these Terms, and that upon your acceptance of these Terms, Personnel will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as the third-party beneficiary hereof.

  1. Miscellaneous. The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder. If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that these Terms shall otherwise remain in full force and effect and enforceable. You and KEYi TECH agree that these Terms are the complete and exclusive statement of the mutual understanding between you and KEYi TECH, and that it supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms. You hereby acknowledge and agree that you are not an employee, agent, partner, or joint venture of KEYi TECH, and you do not have any authority of any kind to bind KEYi TECH in any respect whatsoever. Except as expressly set forth in the section regarding Apple, you and KEYi TECH agree there are no third-party beneficiaries intended under these Terms.
  1. Termination. You're free to terminate your account at any time, by contacting us at www.keyirobot.com. We are free to terminate (or suspend access to) your use of some functions of the Products, Services or your account, for any reason in our discretion, including your breach of these Terms. KEYi TECH has the sole right to decide whether you are in violation of any of the restrictions set forth in these Terms. Account termination may result in destruction of any Content associated with your account, so keep that in mind before you decide to terminate your account. Provisions that, by their nature, should survive termination of these Terms shall survive termination. By way of example, all of the following will survive termination: any obligation you have to pay us or indemnify us, any limitations on our liability, any terms regarding ownership or intellectual property rights, and terms regarding disputes between us.
  1. Contact. You may reach us by mail at: Beijing KEYi TECH Technology Co., Ltd.2th Floor, Building A,Zhizao Avenue, Haidian District, Beijing, China., or through our email: support@keyirobot.com, or our online contact form available at www. keyirobot.com/support.