TERMS & CONDITIONS

 

A)      INTRODUCTION

ORB’ is a personalisable and customisable portal to a platform for accessing, organising and interacting with online content on different device types for the purpose of helping individuals, and organisations of all types, to get jobs done online (patents pending).

These terms and conditions (‘Terms’) cover all the services we provide to you, and everything that is required from you for us to provide the services to you.  Some Terms include a brief initial description in bold text (‘Headings‘).  The Headings are to help you understand the Term, but the Headings shall not affect the interpretation of the Terms. 

In order to operate and provide the services, we collect, protect, store and use certain information about you as described in our Privacy Policy.  Your use of the services is subject to this policy which includes the use of cookies.  Our Privacy Policy can be accessed on our website.

You will be asked to accept the Privacy Policy and agree to the Terms before you may receive the services. 

We may change our Privacy Policy and these Terms from time to time.  If the changes are material or affect your rights, we will notify you in order to provide you with the opportunity to review the changes before they become effective.  Your continued use of the services after we notify you about the changes means that you are consenting to the updated Privacy Policy and Terms.

 

GENERAL TERMS

B) ABOUT US

Here is how you can communicate with us

Any reference to “we”, “our”, “us” and “Company” are references to Orb Universe Ltd, a limited company registered in England and Wales as company number 11131965.

If you need to provide notice to us, the registered office is City House, 3 Cranwood Street, London, United Kingdom, EC1V 9PE.  For anything else, for example comments, complaints, problems or questions, please contact us at contact@orbuniverse.com.

 

C) OUR PRODUCT AND YOU

You are either a user or an end user – in addition to these general terms there are some specific terms for users and end users which are set out below in these terms

Our product is software for accessing, organising and interacting with online content, including, but not limited to, text, images, video and forms, in a specific way through our ORB apps, website (www.orbuniverse.com) or other platform (‘App’).

When you use the App you are either:

  • a ‘User’ - an individual who or organisation that wants an ORB to be seen and accessed by others and will therefore have an account with us; or an
  • an ‘End User’ - an individual creating an ORB or accessing a User’s ORB wholly or mainly either for your, or for and on behalf of a child or young person below 16 or an individual who lacks the capacity to do so themselves for their, personal use and not in connection with any business, craft, profession or trade.

An End User who selects any path on a User’s ORB in any calendar month period becomes an ‘Active User’ of that User for that calendar month.  If the path links to another User’s ORB the End User is also an Active User of that other User for that calendar month.

In the App, Active Users’ behaviour and feelings are anonymously presented for use by a User to manage their ORB and engage with Active Users and End Users.  Once an End User selects any digital service included in an ORB they are subject to any consents and requirements that are in place for that service.

You must be at least 16 years of age to access the App.  By entering into this contract and accessing the App, you warrant that:

  • you are at least 16 years of age; or
  • if acting and accessing the App on behalf of a child under 16 or your ward, that you have authority to enter into this contract on behalf of the child or your ward; or
  • if acting and accessing the App for a person who lacks capacity, that you have the authority and power to enter into this contract on behalf of such person; and
  • you have not been prohibited from accessing the App under any account. 

 

D) OUR SERVICES

You use the App in order for us to provide the capability for i) a User to create and publish an ORB and gain insights into its adoption, use and utility, ii) an End User to access an ORB and/or create their own ORB digital resource environment, and iii) both parties to interact in various ways e.g. communication, feedback, search, suggestion (the ‘Services’). 

Some Services are free to Users (e.g. User ORB Zero Services) and End Users (e.g. End User ORB Services).  Some Services are available to Users on a chargeable basis per Active User (e.g. User ORB One Services).  The available Services and bundles of Services will be set out in the App and may be changed from time to time.  Additional services and bundles of services may be made available from time to time to Users on a chargeable basis per Active User or to End Users on a chargeable basis.

As a User:

  • All our Services for Users are available on account to adults and organisations.  Services available on a chargeable basis require valid payment details
  • A young person aged 16 or 17 may open their own account with us, however an adult must make payment for Services available on a chargeable basis
  • A child under 16 may have an account opened for him/her by a parent or legal guardian who will be responsible for the child’s use of our Services at all times and for payment for Services available on a chargeable basis
  • A person lacking capacity may have an account opened for him/her by a legal guardian or a ward who will be responsible for the person’s use of our Services at all times and for payment for Services available on a chargeable basis.

We may suspend or terminate the provision of our Services if we reasonably suspect that they are being used in breach of any Terms.

We have no access to or control over individual services presented by a User on their ORB or any content added by an End User to an ORB.  We do not review services or content provided by others.  You agree that we are not responsible for others’ services or content.  You may encounter services or content that are delayed, illegal, inaccurate, incomplete, misleading, offensive or otherwise harmful.  We cannot prevent this misuse of our Services, and you agree that we are not responsible for any such misuse.

When you use our Services to create or access an ORB, we assign a unique anonymous reference to it.  This enables us to initiate communication with you in writing via in-App messaging to your ORB in order to facilitate provision of our Services to you.  We may send you information regarding our Services, such as: (a) notices about your use of our Services, including notices of violations of use; (b) updates to our Services and any new features; and (c) promotional information and materials regarding our Services including any new Services.  Notices will be considered given and received when sent.  If you don't consent to receive information (other than promotional information and materials), you must stop using the Services.

Our Services may contain links to independent third party apps and websites.  Such apps and websites are not under our control, and we are not responsible for and do not endorse their content.  You will need to make your own independent judgement regarding your interaction with any such apps and websites, including the purchase and use of any products or services accessible through them.

We do not provide any storage service.  You agree that we have no obligation to keep showing, maintain, store or provide you with a copy of any content, feedback or information that you or others receive, send, store, submit, or upload, except to the extent required by applicable law and as noted in our Privacy Policy.

 

E) SERVICE CHANGES

We may change, suspend or discontinue our Services at any time.  If these changes might affect your use of our Services we will make contact to explain their impact.

Sometimes you will not be able to receive services – this section explains why 

From time to time, we may issue updates to or modify the App and our Services, e.g. to address a security threat, to make improvements or to modify our charges at our discretion.  Depending on the update, the change may be automatic or you may not be able to use any new or altered Services until you have accessed the latest version of the App or accepted any new Terms.

We may have to suspend the provision of any or all of our Services to deal with maintenance or technical issues, make improvements or reflect changes in relevant laws and regulatory requirements.  We will attempt to limit the frequency and duration of any such suspensions.  Where such a suspension is planned, we will contact you in advance to inform you.  We may not be able to provide our Services if they are affected by events outside our control, but we will notify you as soon as we can and take the steps that we reasonably can to minimise the interruption.  If there is a break of more than two weeks in the provision of any or all of our Services, we may cancel your contract with us.

We may suspend the supply of any or all of our Services to investigate any breach of these Terms. 

We may discontinue any of our Services in which case we will notify you in advance.

 

F) LIMITS ON OUR SERVICES

Our services are not intended for any specific use

The App has been designed to provide the same functionality to every User or End User.  It has not been designed to meet any specific individual requirements.  Therefore, we have no responsibility to ensure that the capability the App provides and/or its functionality meet your requirements.

Those of our Services that enable interaction, including any form of communication or transmission of data or information, between End Users, Users or a User and an End User have not been designed for any other use or purpose.  We have no responsibility for any such use you make, or reliance you place on the availability and/or accuracy, of our Services.

 

G) REGULATION OF OUR SERVICES

In some jurisdictions it may be unlawful to use our services

We provide our Services only in compliance with UK law and regulation.  If you seek to access our Services from outside the UK, you should check whether it is lawful to do so in the territory where you are.

Some content is illegal or prohibited on our services

You agree that you will not receive, send, store, submit, or upload through our Services any services or content that:

  • you do not have the right to share;
  • violates the law or anyone’s rights including intellectual property rights;
  • is patently offensive to the online community, such that it promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
  • could be harmful to minors;
  • harasses or advocates harassment of another person;
  • promotes information that you know is false, misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libellous;
  • promotes an illegal or unauthorised copy of another person's copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacture-installed copy-protect devices, or providing pirated music or links to pirated music files;
  • displays pornographic or sexually explicit material of any kind;
  • provides material that exploits people under the age of 18 in a sexual or violent manner, or solicits personal information from anyone under 18;
  • provides instructional information about illegal activities such as making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses; and
  • solicits passwords or personal identifying information for commercial or unlawful purposes from other users.

You agree that you will comply with all applicable laws, including, without limitation, privacy laws, intellectual property laws, anti-spam laws, data protection laws, export control laws, tax laws, and regulatory requirements.

You agree that we may, at our discretion or if required by any regulation or law, remove any services or content which you have received, sent, stored, submitted, or uploaded through our Services.

 

H) TECHNICAL REQUIREMENTS FOR USING THE APP

The app works on most devices

The App requires an Internet-enabled device and an adequate and sufficient connection to the Internet.

On mobile devices, the App operates on Apple iPhones and iPads and on Android-enabled phones and tablets with sufficient screen resolution and running the latest or recent preceding Apple and Android operating systems.  The App works best with a consistent 4G or faster data connection and may not operate reliably on 3G, GPRS or EDGE connections.  You are responsible for any Internet connection and data usage costs you incur in accessing and using the App.

If you are using a wireless network to access third party services on the App which use personally-identifiable information, we suggest using a personal wi-fi connection with the wireless network secured with WPA-2 security.  We recommend that the device from which you access the App is password protected, set to lock after a short period of inactivity, and protected with suitable anti-virus and anti-malware software.

The amount of memory which the App takes on your device may vary from the information given.  The number of End Users may impact the resources required to operate the App.  You are responsible for ensuring that your system or device can run the App.  We are not responsible or liable in any way for any damage or loss caused if the App conflicts with any other software on your device.

You may not interfere with the App or try to access our Services using a method other than the App interface and any instructions we provide in addition to the above guidance.

 

I) ACCESSING THE APP

We both must safeguard the app

The App and our Services are provided on an ‘as is’ basis without a warranty of any kind being provided by us.

We make the App available using data networks, the Internet and equipment which can access the networks and the Internet (‘Infrastructure’) to devices which can access the Internet and operate the App.  We are not responsible for Infrastructure ourselves.  We will use our best endeavours to ensure that our Services will be uninterrupted and that transmissions will be error-free.  However, due to the nature of the Internet, this cannot be guaranteed.

We operate anti-virus and malicious software prevention measures on the App, but we cannot guarantee that our Services will always be free from viruses and/or malicious software.  You should ensure that all devices you use to access the App are protected against viruses and malicious software. You must not expose the App to virus or malicious software contamination.  You must not use the App or our Services to copy, store, host, transmit, send, use, publish or distribute any material which consists of (or is linked to) any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software.

You must not attempt to gain unauthorised access to the App or our Services or access or attempt to access or penetrate or attempt to penetrate our security measures.  You must not install the App on a device that has had its operating system compromised by the process of jailbreaking (Apple iOS) or rooting (Android).

You must not copy, modify, distribute, sell, or lease any part of the App or our Services, or reverse engineer or attempt to extract the source code of the App, unless laws prohibit these restrictions or you have our prior written authorisation.

You must not alter or modify any part of the App or use the same in any way which is unlawful, illegal, fraudulent or harmful, or in connection with any unlawful, illegal, fraudulent or harmful purpose or activity.

You must not conduct any systematic or automated data collection activities (including without limitation scraping, data mining, data extraction and data harvesting) on or in relation to any user of the App or our Services.

You must not attack the App or our Services via a denial-of-service attack or a distributed denial-of service attack.

If you breach some of these restrictions, you would commit a criminal offence under the Computer Misuse Act 1990.  We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities to the extent possible.  In the event of such a breach, your right to use the App and our Services will cease immediately.

 

J) LICENCES

App licence 

We hereby give you a limited, personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the App in order for us to provide our Services.  This license is for the sole purpose of enabling you to use and enjoy the benefit of our Services, in the manner permitted by these Terms.  This licence does not include any resale or commercial use of the App, or any derivative use of the App.  You must obtain our prior written authorisation in order to make commercial offers of the App of any kind, whether by advertising, marketing, solicitations, links, or any other form of communication.  We will investigate and terminate the licence granted to and take appropriate legal and other action against anyone who breaches this restriction, including without limitation removing the offending communication from the App and barring anyone who breaches this restriction from future use of the App and our Services.  We reserve the right to block access to the App with respect to any person who is known or reasonably believed to be (or is associated with any person who is known or reasonably believed to be) acting unlawfully, or breaching these Terms, or infringing our rights.

If any software licensed under any form of open-source licence meeting the Open Source Initiative's Open Source Definition (set out at www.opensource.org) or any libraries or code licensed from time to time under the General Public Licence (as described by the Free Software Foundation and set out at www.gnu.org), or anything similar, included or used in, or in the development of, the App, or with which the App software is compiled or to which it is linked, is included in the App, the terms of an open-source licence may override some of the Terms of this licence.

Content licence

When you receive, send, store, submit, or upload through our Services any content, you grant us (and those we work with) a worldwide license to host, modify, store, reproduce, use, create derivative works (such as those resulting from analysis, translations, adaptations or other changes we make so that your content works better with our Services), communicate, publish, publicly perform, publicly display and distribute such content.  This license continues even if you stop using our Services.  Some of our Services may offer you ways to access and remove content that has been provided to that Service.  Also, in some of our Services, there may be terms or settings that narrow the scope of our use of the content submitted in those Services.  Make sure you have the necessary rights to grant us this license for any content that you submit to our Services.

By submitting suggestions or other feedback regarding our Services to us, you agree that we can use and share (but we are not obliged to) such suggestions or other feedback for any purpose without compensation to you.

You agree that we may access, store and use any information that you provide in accordance with the Privacy Policy and your choices including in your settings in the App.

 

K) OUR BRAND AND CREATIVE MATERIAL

The basis on which you use our copyright and intellectual property rights 

We own copyright and other intellectual property rights in the App and our Services (“ORB IPR”).  Your use of the App and our Services does not give you any ownership of, or any claim to, any part of the ORB IPR.

You are permitted to use ORB IPR (in accordance with the licence granted in part “J” above) in order to receive our Services.  You may not sell, license, rent, distribute or otherwise exploit ORB IPR for any business purpose without our prior written authorisation.  You must not remove or obscure any notices regarding ORB IPR.  You agree that we may, at our discretion or if required by any regulation or law, request that you remove any content or material which you have published, sent, stored, submitted, or uploaded in relation to ORB.

The ORB mark, logo, and other marks indicated in the App are trademarks of the Company or its affiliates in the United Kingdom and other countries.  Other graphics, logos, page headers, button icons, scripts, and service names are trademarks of other businesses or our affiliates or partners.  You may not use any logo or other proprietary graphic or trademark of ours, our affiliates or partners without our prior written authorisation.

You may not deep link, frame, make any derivative works of, modify, post, publish or reverse engineer any part of or parts of the App, including but not limited to any ORB IPR, in any medium without our prior written authorisation.

You may not access ORB IPR through any technology or means other than the App itself or such other means as we may explicitly designate for this purpose.

You may not (or attempt to) circumvent, disable or otherwise interfere with any security-related features of the App or our Services or features that (i) prevent or restrict use or copying of ORB IPR; or (ii) enforce limitations on the use of the App or our Services or ORB IPR accessible via the App.

 

L)  OUR LIABILITY TO YOU

We will not be liable to you, whether in contract, tort, breach of statutory duty, or otherwise, for (i) losses that were not caused by any breach on our part, or (ii) any business loss (including loss of profits, revenue, contracts, anticipated savings, data, goodwill or wasted expenditure), or (iii) any incidental, indirect, special or consequential losses that were not foreseeable to both you and us when you commenced using our Services.

We will not be liable for any loss or damage resulting from defective digital content where you have failed to follow our guidance in these Terms or any usage instructions.

We design the App and our Services to keep your personally-identifiable information secure and it is important that you follow the guidance in these Terms and any usage instructions in order to keep your data safe.  We will not be liable for loss of or unauthorised access to your data where it results from you not following the guidance and instructions. 

We have no responsibility to compensate you relating to any period during which our Services are suspended or interrupted.

We will not be held responsible for any delay or failure to comply with our obligations under these Terms if the delay or failure arises from any cause which is beyond our reasonable control.

We do not exclude or limit in any way our liability to you where it would be unlawful to do so

Nothing in these Terms shall limit or exclude our liability for:

  • death or personal injury caused by our negligence, or the negligence of our employees, agents or subcontractors as applicable;
  • fraud or fraudulent misrepresentation;
  • breach of the Terms implied by section 2 of the Supply of Goods and Services Act 1982 (save for which all Terms implied by sections 3 to 5 are excluded to the extent lawfully possible and not set out in this provision); or
  • any matter in respect of which it would be unlawful for us to exclude or restrict liability.

You will hold harmless and indemnify us and our affiliates, officers, agents, and employees from any claim, suit or action arising from or related to the use of the App and our Services or violation of these Terms, including any liability or expense arising from claims, losses, damages and fees.

 

M) OTHER TERMS

We may transfer this contract to someone else

We may transfer our rights and obligations under these Terms to another organisation.  We will always tell you in writing if this happens and we will ensure that the transfer will not affect your rights under the contract.

You may not transfer your rights to someone else

You may not transfer your rights or your obligations under these Terms to another person or organisation.

Nobody else has any rights under this contract

This contract is between you and us.  No other person shall have any rights to enforce any of its Terms although a parent or guardian may enforce this contract on behalf of a person under 18 whose use of our Services is allowed under these Terms.  Neither of us will need to get the agreement of any other person in order to end the contract and we do not need your agreement to make any changes to these Terms.

If a court finds part of this contract illegal, the rest will continue in force

Each of the paragraphs of these Terms operates separately.  If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.

Even if we delay in enforcing this contract, we can still enforce it later

If we do not insist immediately that you do anything you are required to do under these Terms, or if we delay in taking steps against you in respect of your breaking this contract, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date.  For example, if you miss a payment and we do not chase you but we continue to provide our Services, we can still require you to make the payment at a later date.

Disagreement handling

If any disagreement between you and us arises in connection with these Terms, both parties should use reasonable endeavours to attempt to resolve the disagreement. 

The laws that apply to this contract and where you may bring legal proceedings

Any dispute or claim arising out of or in connection with a contract between you and us or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of England and Wales and the courts of England and Wales shall have exclusive jurisdiction to settle any such dispute or claim.

 

 

N) ADDITIONAL TERMS FOR AN END USER

Our brand

For the avoidance of doubt, you are permitted to store ORB IPR on your device for your personal use of our Services.

Licence between end users and users

If you post content, feedback and information, to the extent that it does not belong to the User, you grant the User (a) a non-exclusive, royalty-free licence to use, reproduce, publish, make available, translate and modify such content, feedback and information throughout the world (including the right to sublicense these rights to third parties) and (b) the right to use any name that you submit in connection with such content, feedback and information.  No moral rights are transferred hereby.

Liability of users

We do not assume any responsibility or liability for the actions, product, service and content of any or all Users.  Save for these Terms or unless specified, any contract or agreement formed on the App shall be between you and the User.  We are not party to any such contracts or agreements and we do not assume any responsibility arising out of or in connection with such contracts or agreements between you and the User.  You should carefully review the User’s privacy statements and other terms and conditions of use.

Updates by users

From time to time, Users may make updates to their ORBs.  Depending on the update, you may not be able to use any new or altered destinations until you have downloaded the latest version of their ORB and accepted any new Terms.  The number and type of destinations you access may impact the performance of your device.

Cancellation

You can cancel this contract at any time by deleting the App and no longer accessing it or using our Services.