Terms of Use

These Terms of Use are effective as of 01 January 2018

By accessing or using the swardu© website, any swardu© service or services, or any applications (including, but not limited to, mobile applications) made available by swardu© (collectively the "swardu Service(s)" or the “Service(s)”), however accessed, you lawfully agree to be bound by these terms of use (the "Terms of Use" and/or the "Terms"). The swardu Service is owned and/or controlled by swardu Ltd., ("swardu"). These Terms of Use affect your legal rights, duties and obligations. If you do not agree to be bound by all of these Terms of Use, do not access, use or otherwise engage in the swardu Services.

Specific other terms and conditions may apply from time to time or from application to application, and shall be communicated to you separately as seen useful and necessary. In any such instances, we shall address the relation of these Terms of Use and any potential conflicting other terms set out to be applicable

ARBITRATION NOTICE: EXCEPT IF YOU OPT-OUT EXPRESSLY IN WRITING, AND EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN THE ARBITRATION SECTION BELOW, YOU AGREE THAT DISPUTES BETWEEN YOU AND SWARDU SHALL BE EXCLUSIVELY RESOLVED AND/OR SETTLED BY BINDING, INDIVIDUAL ARBITRATION FOR WHICH YOU IRREVOCABLY WAIVE ANY RIGHT OR ENTITLEMENT TO CLASS ACTION LAWSUITS OR CLASS-WIDE ARBITRATION.

Basic Terms

  1. You must be at least 13 years of age to use the swardu Services.
  2. You shall at all times refrain from posting or otherwise distributing unethical, violent, discriminatory, racist, unlawful, infringing, hateful, pornographic or otherwise sexually suggestive photos or content via the swardu Services.
  3. You shall be responsible for any activity that occurs through your account, and you agree not to sell, transfer, license, assign or provide access to your account, followers, username, or any account rights to or of another party. With the exception of individuals, businesses or entities, which are expressly authorized to register and create accounts on behalf of their employees or clients, swardu prohibits the creation of, and you agree that you will not create, an account for anyone other than yourself. You also represent that all information you provide or provided to swardu upon registration, and at all other times, will be true, accurate, current and complete, and you agree to update your information and details as necessary to maintain its permanent truth and accuracy throughout your registration with swardu.
  4. You agree that you will not solicit, nor collect or otherwise use the login credentials of other swardu users.
  5. You are responsible for keeping your password safe, secret and secure during the entire period of which you are a registered user of swardu.
  6. You will refrain from and will not defame, stalk, bully, abuse, harass, threaten, impersonate, intimidate or act in any similar adverse or unethical manner towards any individuals or entities, and you must not post private or confidential information via the swardu Service, including, without limitation, your or any other person's credit card or banking information, social security or alternate national identity numbers, non-public phone numbers or non-public email addresses.
  7. You may not use the swardu Service for any illegal, unauthorized or unethical purpose. You agree to comply with all laws, rules and regulations (e.g. national, federal, state, local and others) applicable to your use of the swardu Service and your Content, as defined in more detail below, including, but not limited to, copyright and intellectual property laws.
  8. You are solely responsible for your conduct and any data, text, files, information, usernames, images, graphics, photos, profiles, audio and video clips, sounds, musical works, works of authorship, applications, links and other content or materials (collectively the "Content") that you submit, post or display on, via or by means of use of the swardu Service, including, but not limited to, any up- and download material from the swardu Service or the internet.
  9. You are not entitled and shall not change, modify, adapt or alter the swardu Service, or change, modify or alter another website to falsely imply that it is associated with the swardu Service.
  10. You may not access swardu's private API (Application Programming Interface) by means other than those permitted by swardu.
  11. You may not create or submit unwanted emails, comments, likes or other forms of commercial, soliciting or harassing communications (i.e. "spam" or the likes) to any swardu users.
  12. You may not use domain names or web URL’s in your username without the prior written consent of swardu.
  13. You may not interfere, disrupt or tamper with the swardu Service, servers or networks connected to the Service, including, without limitation, by transmitting or infecting any worms, viruses, spyware, malware or any other mean of a destructive or disruptive nature. You may not inject content or code or otherwise alter or interfere with the structure or fashion any swardu page is rendered or displayed, whether in a user's browser, device or otherwise.
  14. You may not create accounts with the swardu Service through any unauthorized or unethical means, including but not limited to, by using or applying an automated device, script, bot, spider, crawler, scraper or by applying any similar means.
  15. You shall refrain from any attempt to restrict other users from accessing, using and enjoying to the fullest extent permissible the swardu Service and/or any swardu applications, as the case may be, and you shall refrain from and shall not encourage or in any way facilitate violations, or any attempts thereof, of the Terms of Use or of any other swardu terms and conditions in effect.
  16. Any violations of the Terms of Use may, by exercising swardu's sole discretion, result in termination or cancellation of your swardu registration and account. Access and use of the swardu Service is at all times at user’s own personal risk, cost and responsibility, for which you hereby expressly and irrevocably discharge and release swardu from any responsibility and/or liability relating thereto; always including, without limitation, the Content posted by means of accessing and using the swardu Service.

General Conditions

  1. We reserve the right to modify, alter or terminate the swardu Service or your access thereto for any reason, without notice, at any time, and without liability to you. You may deactivate your swardu account at any time by logging into the swardu Service by following the de-activation process. If we terminate your access to the swardu Service, or you use the process detailed above to de-activate your account, your photos, comments, likes, friendships, and all other data will no longer be accessible through your account (e.g., users will not be able to navigate to your username and view your photos, posts and other Content), but those materials and data may persist and appear within the Service (e.g., if your Content has been shared with others). You also understand, acknowledge and irrevocably consent to the fact that no reimbursements or compensations may be granted for amounts paid to, or charged by, swardu for any of the swardu Services ordered or used prior to the de-activation of your account.
  2. Upon termination, all licenses and other rights granted to you under the Terms of Use will immediately cease.
  3. We reserve the right, in our sole discretion, to alter or modify the Terms of Use ("Updated Terms") from time to time as we see practical and appropriate. Unless we make a change for legal or administrative reasons, we will provide reasonable advance notice before the Updated Terms become effective. You agree that we may notify you of the Updated Terms by posting them on the swardu Service, and that your use of the Service after the effective date of the Updated Terms (or engaging in such other conduct as we may reasonably specify) constitutes your consent and acknowledgment to the Updated Terms. Therefore, you should review these Terms of Use and any Updated Terms before using the swardu Service. The Updated Terms will be effective as of the time of posting, or such later date as may be specified in the Updated Terms, and will apply to your use of the Service from that point forward. These Terms of Use will govern any disputes arising before the effective date of the Updated Terms.
  4. We reserve the right to refuse access to the Service to anyone for any reason at any time.
  5. We reserve the right to force forfeiture of any username for any reason.
  6. We may, but have no obligation to, remove, edit, block, delete and/or monitor Content or accounts containing Content that we deem or determine, in our sole discretion, being a violation of our Terms of Use.
  7. You are solely responsible for your interaction with other users of the Service, whether online or offline. You agree that swardu is not responsible or liable for the conduct of any user. swardu reserves the right, but has no obligation, to monitor or become involved in disputes between you and other users. Exercise common sense and your best judgment when interacting with others, including when you submit or post Content or any personal or other information. Also note that information and data submitted and posted with the Service is neither confidential nor proprietary to you, and that swardu assumes no obligations, responsibilities nor liabilities whatsoever, including any adverse effects resulting therefrom, for keeping or maintaining your content confidential or proprietary.
  8. There may be links from the Service, or from communications, you receive from the Service, to third-party web sites or features. There may also be links to third-party web sites or features in images or comments within the Service. The Service also includes third-party content that we do not control, maintain or endorse. Functionality of the Service may also permit interactions between the Service and a third-party web site or feature, including applications that connect the Service or your profile on the Service with a third-party web site or feature. For example, the Service may include a feature that enables you to share Content from the Service or your Content with a third party, which may be publicly posted on that third party's service or application. Using this functionality typically requires you to login to your account on the third-party service and you do so at your own personal risk. swardu does not control and has no means to influence any of these third-party web services or any of their content. You expressly acknowledge and agree that swardu is in no way responsible or liable for any such third-party services or features. YOUR CORRESPONDENCE AND ANY DEALINGS, WHETHER PRIVATE OR COMMERCIAL, WITH THIRD PARTIES FOUND THROUGH THE SERVICE ARE SOLELY BETWEEN YOU AND THE THIRD PARTY OR PARTIES. You may choose, at your sole and absolute discretion and risk, to use applications that connect the swardu Service or your profile to the Service with a third-party service (each, an "Application") and such Application may interact with, connect to or gather and/or pull information from and to your swardu Service profile. By using such Applications, you acknowledge and agree to the following: (i) if you use an Application to share information, you are consenting to information about your profile on the Service being shared; (ii) your use of an Application may cause personally identifying information to be publicly disclosed and/or associated with you; and (iii) your use of an Application is at your own option and sole risk, and you will hold the swardu Parties (as defined below) harmless for activity related to the Application.
  9. You agree that you are responsible and shall assume all liability for any and all data charges you incur through the use of the swardu Service.
  10. We prohibit crawling, scraping, caching or otherwise accessing any content on the Service via automated means, including but not limited to, user profiles and photos (except as may be the result of standard search engine protocols or technologies used by a search engine with swardu's express consent).
  11. Every assigned swardu tag must be used properly in the format of: "swardu / tag identification code". swardu reserves all rights, at its reasonable discretion, to delete or erase any and all tags improperly used, published, advertised or otherwise applied.

Rights

  1. swardu does not claim ownership of any Content that you submit or post on or through the Service. You may choose who can view your Content and your activities, including your photos, videos and other submitted or posted content, as described in the Privacy Policy.
  2. Some of the Service may be supported by advertising and may display advertisements and/or promotions, and you hereby irrevocably agree that swardu may place such advertising and promotions on the Service or on, about, or in conjunction with any Content. The manner, mode and extent of such advertising and promotions are subject to swardu's sole discretion and may change without specific notice to you.
  3. You acknowledge that swardu has no obligation to identify paid services, sponsored content and/or commercial communications as such.
  4. You represent and warrant that: (i) you own the Content submitted or posted by you on or through the Service in accordance with the Terms of Use; (ii) the submission, posting and use of your Content on or through the Service does not violate, misappropriate or infringe on the rights of swardu or of any third party, including, without limitation, privacy-, publicity- or copyrights, trademark and/or other intellectual property rights; (iii) you agree to pay for all royalties, fees, and any other monies, if any, owed by reason of the Content you submit or post on or through the Service; and (iv) you have the legal right, authority and/or capacity to enter into these Terms of Use in your jurisdiction.
  5. The Service contains content owned or licensed by swardu ("swardu Content"). swardu Content is, or may be, protected by copyright, trademark, patent, trade secret and other laws, and swardu owns and retains all rights in the swardu Content and the Service. You will not remove, alter or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated in, or associated with, the swardu Content, and you will not reproduce, modify, adapt, perform, display, publish, distribute, transmit, broadcast, sell, license, prepare derivative works or otherwise exploit the swardu Content.
  6. The swardu name and logo are trademarks of swardu, and may not be copied, imitated or used, in whole or in part, without the prior written permission of swardu. In addition, all page headers, custom graphics, button icons and scripts are service marks, trademarks and/or trade dress of swardu, and may not be copied, imitated or used, in whole or in part, without prior written permission from swardu.
  7. Although it is swardu's intention for the Service to be available as much as possible, there will be occasions when the Service may be interrupted, including, without limitation, for scheduled maintenance or upgrades, for emergency repairs, or due to failure of telecommunications links and/or equipment. Also, swardu reserves the right to remove any Content from the Service for any reason, without prior notice. Content removed from the Service may continue to be stored by swardu, including, without limitation, in order to comply with certain imposed legal obligations, but may not be retrievable without a valid court order. Consequently, swardu encourages you to maintain your own backup or storage of your Content. swardu is not a storage or backup facility or service, and you agree that you will not rely on the Service for any purposes of Content backup, storage or the like. swardu will not be responsible nor liable to you for any modification, suspension, or discontinuation of the Services, or the loss of any Content. You also acknowledge that the Internet may be subject to breaches and failures of security and that the submission of Content or other information may not be sufficiently secure.
  8. You agree that swardu is not responsible for, and does not endorse, any Content posted within the Service. swardu does not have any responsibility or obligation to pre-screen, monitor, edit, analyse, evaluate or remove any Content. If your Content violates the Terms of Use, you may bear legal responsibility for that Content, and swardu shall have the unrestricted right and authority to immediately remove the Content from the Service and cancel your registration without prior notice.
  9. Any Content submitted or posted with the Service will be non-confidential and non-proprietary, and swardu shall not be responsible nor liable for any use or disclosure of Content. You acknowledge and irrevocably agree that your relationship and engagement with swardu is not in nature confidential, fiduciary, nominee, agent or other type of special relation, and that your decision to submit or post any Content does not place swardu in a position that is any different from the position held by members of the general public, including and not limited to your Content. None of your Content will be subject to any obligation of confidentiality on the part of swardu, and swardu will not be responsible nor liable for any use, abuse or disclosure of any Content you provide.
  10. It is swardu's policy not to accept or consider content, information, ideas, suggestions or other materials other than those, which we have specifically requested and to which certain specific terms, conditions and requirements may apply. This is to avoid any misunderstandings if your ideas are similar to those we have developed or are developing independently. Accordingly, swardu does not accept unsolicited materials or ideas, and takes no responsibility for any materials or ideas so transmitted. If, despite our policy, you choose to send us content, information, ideas, suggestions, or other materials, you further agree that you do this at your own risk and that swardu shall be free to use any such content, information, ideas, suggestions or other materials, for any purposes whatsoever, including, without limitation, developing and marketing products and services, without any liability or payment of any kind to you.

Reporting Copyright and Other IP Violations

  1. We respect other parties’ and people's rights, and expect that you to do the same.
  2. We provide you with options to help you protect your intellectual property rights. To report claims of copyright and/or other intellectual property infringement contact us at:
    info@swardu.com
  3. If you infringe or repeatedly violate other parties’ or people's copyrights and/or other intellectual property rights, we shall be entitled to and will disable your account when appropriate and at our sole discretion.

Disclaimer of Warranties

THE SERVICE, INCLUDING, WITHOUT LIMITATION, SWARDU CONTENT, IS PROVIDED ON AN "AS IS", "AS AVAILABLE" AND "WITH ALL FAULTS" BASIS. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, NEITHER SWARDU, NOR ITS SHAREHOLDERS, EMPLOYEES, MANAGERS, OFFICERS OR AGENTS (COLLECTIVELY THE "SWARDU PARTIES") MAKE ANY REPRESENTATIONS, WARRANTIES OR ENDORSEMENTS OF ANY KIND AND NATURE, WHATSOEVER, EXPRESS OR IMPLIED, AS TO: (A) THE SWARDU SERVICE; (B) THE SWARDU CONTENT; (C) ANY USER CONTENT; OR (D) THE LEVEL OF SECURITY ASSOCIATED WITH THE TRANSMISSION OF INFORMATION TO AND FROM SWARDU OR VIA THE SWARDU SERVICE. IN ADDITION, THE SWARDU PARTIES HEREBY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE (WHETHER PRIVATE, COMMERCIAL OR OTHERWISE), NON-INFRINGEMENT, TITLE, CUSTOM, TRADE, UNDISTURBED OR UNINTERRUPTED ENJOYMENT, SYSTEM INTEGRATION AND ANY ABSENCE FROM COMPUTER VIRUSES AND SIMILAR ADVERSE EFFECTS.

THE SWARDU PARTIES DO NOT REPRESENT OR WARRANT THAT THE SWARDU SERVICE WILL BE ERROR-FREE, UNINTERRUPTED OR UNDISTURBED; THAT DEFECTS WILL BE CORRECTED; OR THAT THE SWARDU SERVICE OR THE SERVER THAT PROVIDES THE SWARDU SERVICE IS FREE FROM ANY HARMFUL COMPONENTS, INCLUDING, WITHOUT LIMITATION, VIRUSES AND THE LIKES. THE SWARDU PARTIES DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES TO ANY EXTENT THAT THE INFORMATION (INCLUDING ANY INSTRUCTIONS) POSTED ON THE SWARDU SERVICE IS ACCURATE, COMPLETE OR USEFUL. YOU ACKNOWLEDGE THAT YOUR USE OF THE SWARDU SERVICE IS AT YOUR SOLE RISK, AND YOU FULLY UNDERSTAND THAT THE SWARDU PARTIES ARE NOT IN A POSITION, AND THUS REFRAIN, TO WARRANT THAT YOUR USE OF THE SERVICE IS LAWFUL IN ANY PARTICULAR JURISDICTION. THE SWARDU PARTIES SPECIFICALLY DISCLAIM ANY SUCH WARRANTIES. SOME JURISDICTIONS LIMIT OR DO NOT ALLOW A DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT APPLY TO YOU TO THE EXTENT SUCH JURISDICTION'S LAW IS APPLICABLE TO YOU AND THESE TERMS OF USE.

BY ACCESSING OR USING THE SWARDU SERVICE, YOU REPRESENT AND YOU WARRANT THAT YOUR ACTIVITIES ARE LAWFUL AND ETHICAL IN ANY JURISDICTION IN WHICH YOU ACCESS OR USE THE SWARDU SERVICE.

THE SWARDU PARTIES DO NOT ENDORSE CONTENT AND SPECIFICALLY DISCLAIM ANY RESPONSIBILITY OR LIABILITY TO ANY PERSON OR ENTITY FOR ANY LOSS, DAMAGE (WHETHER ACTUAL, CONSEQUENTIAL, PUNITIVE OR OTHERWISE), INJURY, CLAIM, LIABILITY OR OTHER CAUSE OF ANY KIND OR CHARACTER BASED UPON, ASSOCIATED WITH OR RESULTING FROM ANY CONTENT OR CONSEQUENTIAL DAMAGE.

Limitation of Liability; Waiver

UNDER NO CIRCUMSTANCES WILL THE SWARDU PARTIES BE LIABLE TO YOU FOR ANY LOSS OR DAMAGES OF ANY KIND (INCLUDING, WITHOUT LIMITATION, FOR ANY DIRECT, INDIRECT, ECONOMIC, EXEMPLARY, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL LOSSES OR DAMAGES) THAT ARE DIRECTLY OR INDIRECTLY RELATED TO: (A) THE SWARDU SERVICE; (B) THE CONTENT; (C) THE USER CONTENT; (D) YOUR USE OF, INABILITY TO USE, OR THE PERFORMANCE OF THE SERVICE; (E) ANY ACTION TAKEN IN CONNECTION WITH AN INVESTIGATION BY THE SWARDU PARTIES OR LAW ENFORCEMENT AUTHORITIES REGARDING YOUR OR ANY OTHER PARTY'S USE OF THE SWARDU SERVICE; (F) ANY ACTION TAKEN IN CONNECTION WITH COPYRIGHT AND/OR OTHER INTELLECTUAL PROPERTY INFRINGEMENTS OR VIOLATIONS; (G) ANY ERRORS, FAILURES OR OMISSIONS IN THE SERVICE'S OPERATION; OR (H) ANY DAMAGE TO ANY USER'S COMPUTER, MOBILE DEVICE, OR OTHER EQUIPMENT AND/OR TECHNOLOGY INCLUDING, WITHOUT LIMITATION, DAMAGE FROM ANY SECURITY BREACH OR FROM ANY VIRUS, BUGS, TAMPERING, FRAUD, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER LINE OR NETWORK FAILURE OR ANY OTHER TECHNICAL OR OTHER MALFUNCTION, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF GOODWILL, LOSS OF DATA, WORK STOPPAGE, ACCURACY OF RESULTS, OR COMPUTER FAILURE OR MALFUNCTION, EVEN IF FORESEEABLE OR EVEN IF THE SWARDU PARTIES HAVE BEEN ADVISED OF, OR SHOULD HAVE KNOWN, THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, STRICT LIABILITY OR TORT (INCLUDING, WITHOUT LIMITATION, WHETHER CAUSED IN WHOLE OR IN PART BY NEGLIGENCE, FORCE MAJEURE, TELECOMMUNICATIONS FAILURE, THEFT OR DESTRUCTION OF THE SWARDU SERVICE). IN NO EVENT WILL THE SWARDU PARTIES BE LIABLE TO YOU OR ANYONE ELSE FOR LOSS, DAMAGE OR INJURY, INCLUDING, WITHOUT LIMITATION, DEATH OR PERSONAL INJURY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY IN SUCH INSTANCES. IN NO EVENT WILL THE SWARDU PARTIES’ TOTAL LIABILITY TO YOU FOR ANY AND ALL DAMAGES, LOSSES, CAUSES OR ACTION EXCEED THE MAXIMUM AMOUNT OF ONE HUNDRED SWISS FRANCS (CHF100.00).

YOU AGREE THAT IN THE EVENT YOU INCUR ANY DAMAGES, LOSSES OR INJURIES THAT ARISE OUT OF SWARDU’S ACTS OR OMISSIONS, THE DAMAGES, IF ANY, CAUSED TO YOU ARE NOT IRREPARABLE, IRREVERSIBLE OR SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION PREVENTING ANY EXPLOITATION OF ANY WEB SITE, SERVICE, PROPERTY, PRODUCT OR OTHER CONTENT OWNED OR CONTROLLED BY THE SWARDU PARTIES, AND YOU WILL HAVE NO RIGHTS TO ENJOIN OR OTHERWISE RESTRAIN ANY DEVELOPMENT, PRODUCTION, DISTRIBUTION, ADVERTISING, EXHIBITION OR EXPLOITATION OF ANY WEB SITE, OR ANY PROPERTY, PRODUCT, SERVICE, CONTENT OR OTHERWISE OWNED OR CONTROLLED BY THE SWARDU PARTIES.

BY ACCESSING THE SWARDU SERVICE, YOU UNDERSTAND THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT, AT THIS TIME, ARE UNKNOWN OR UNSUSPECTED, AND IN ACCORDANCE WITH SUCH WAIVER, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTOOD, AND HEREBY EXPRESSLY WAIVE, THE BENEFITS, IF ANY, OF ANY LAW OR STATUTE OF ANY STATE, TERRITORY OR JURISDICTION, WHICH MAY PROVIDE, INTER ALIA, THE FOLLOWING: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR."

SWARDU IS NOT IN ANY WAY RESPONSIBLE FOR ACTIONS, CONTENT, INFORMATION, OR DATA OF THIRD PARTIES, AND YOU HEREBY IRREVOCABLY RELEASE THE SWARDU PARTIES, THEIR DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS, FROM ANY RESPONSIBILITIES, CLAIMS AND DAMAGES, KNOWN OR UNKNOWN, ARISING OUT OF, OR IN ANY CONNECTION OR ASSOCIATION WITH, ANY CLAIM YOU MAY HAVE AGAINST ANY SUCH THIRD PARTIES.

Indemnification

You (and also any third party for whom you govern, operate or manage an account or activity on the Service) agree to defend (at swardu's first request), indemnify and hold the swardu Parties harmless from and against any claims, liabilities, damages, losses, and expenses, including without limitation, reasonable attorney's and other advisors, consultants or affiliated fees and costs, arising out of or in any way connected or otherwise associated with any of the following (including as a result of your direct activities on the Service or those conducted on your behalf): (i) your Content or your access to, or use of, the Service; (ii) your breach or alleged breach of these Terms of Use; (iii) your violation of any third-party right, including without limitation, any intellectual property right, publicity, confidentiality, property, privacy or copy right; (iv) your violation of any laws, rules, regulations, codes, statutes, ordinances or orders of any governmental and quasi-governmental authorities, including, without limitation, all regulatory, administrative and legislative authorities; or (v) any misrepresentation caused or made by you or by your respective conduct. You will cooperate and engage as fully required by swardu in the defense and indemnification of any such claim, liability, damage, loss, expense or the like. swardu reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you, and you will not in any event settle or compromise on any claim, liability or the like without the prior written and express consent of swardu.

Arbitration

Except if you opt-out, or for specific other disputes relating to: (1) your or swardu's intellectual property (such as trademarks, trade dress, domain names, trade secrets, copyrights, know how and/or patents etc.); (2) violations of the API Terms; or (3) violations of provisions 13 or 15 of the Basic Terms, above ("Excluded Disputes"), you agree that all disputes, controversies or claims between you and swardu (whether or not such dispute involves a third party) with regard to your engagement and relationship with swardu and arising out of or in connection with these Terms of Use, your use of the Service, and/or rights of privacy and/or publicity, will be resolved by binding, individual arbitration under the Swiss Rules of International Arbitration, and you and swardu hereby expressly waive trial by another court or jury. As an alternative, you may bring your dispute or claim in your local "small claims" court, if permitted by that small claims court's rules. You may bring claims only on your own behalf. Neither you nor swardu will participate in a class action or class-wide arbitration for any disputes or claims covered by these Terms of Use. You also agree not to participate in disputes or claims brought in a private attorney general or representative capacity, or consolidated claims involving another person's account, if swardu is a party to the proceeding. This dispute resolution provision will be governed by the Swiss Rules of International Arbitration of the Swiss Chambers of Commerce in force on the date when the Notice of Arbitration is submitted in accordance with these Rules. The number of arbitrators shall be three. The seat of the arbitration shall be Zug, Switzerland, and the arbitral proceedings shall be conducted in English. The cost of such arbitration process shall be assumed by the "losing" party. The parties shall be free to agree on any kind of cost-split they deem appropriate. The award so rendered by the arbitrators may be entered in any court having competent jurisdiction. Any provision of applicable law notwithstanding, the arbitrators will not have authority to award damages, remedies or other means of compensation and remuneration, which are in conflict with these Terms of Use.

You may opt out of this agreement to arbitrate. If you do so, neither you nor swardu may require the other party to participate in an arbitration proceeding. To opt out, you must notify swardu in writing not later than 30 days of the date that you first became subject to this arbitration provision. You must use this address to opt out:

swardu LTD, Attention: Arbitration Opt-out, General-Guisan-Strasse 8, CH 6300 ZUG

You must include your name and registered residence address, the email address you use for your swardu account, and an express statement that you intend to opt out of this arbitration agreement.

The arbitration agreement will survive the termination of your relationship and engagement with swardu.

Time Limitation on Claims

You agree that any claim you may have arising out of, or related to, your relationship with swardu must be filed within twelve (12) months after such claim initially arose; otherwise and failing such timely filing, your claim is permanently barred and deemed irrevocably void.

Governing Law & Venue

These Terms of Use are governed by and construed in accordance with the laws of the Confederation of Switzerland, without giving effect to any principles of conflicts of law AND WILL SPECIFICALLY NOT BE GOVERNED BY THE UNITED NATIONS CONVENTIONS ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS. For any action at law or in equity relating to the arbitration provision of these Terms of Use, the Excluded Disputes or if you opt out of the agreement to arbitrate, you agree to resolve any dispute you have with swardu exclusively in a court located in the City of Zug, Switzerland, and to submit to the personal jurisdiction of the competent courts of the Canton of Zug, Switzerland, for the purpose of litigating all such disputes.

If any provision of these Terms of Use is held to be unlawful, void, or for any reason unenforceable during arbitration or by a court of competent jurisdiction, then that provision will be deemed severable from these Terms of Use and will not affect the validity and enforceability of any remaining provisions. swardu's failure to insist upon or enforce strict performance of any provision of these Terms will not be construed as a waiver of any provision or right. No waiver of any of these Terms will be deemed a further or continuing waiver of such term or condition or any other term or condition. swardu reserves the right to change this dispute resolution provision, but any such changes will not apply to disputes arising before the effective date of the amendment. This dispute resolution provision will survive the termination of any or all of your transactions with swardu.

Entire Agreement

If you are using the Service on behalf of a legal entity, you represent that you are authorized to enter into an agreement on behalf of that legal entity. These Terms of Use constitute the entire agreement between you and swardu and governs your use of the Service, superseding any prior agreements between you and swardu. You will not assign the Terms of Use or assign any rights or delegate any obligations hereunder, in whole or in part, whether voluntarily or by operation of law, without the prior written consent of swardu. Any purported assignment or delegation by you without the appropriate prior written consent of swardu will be null and void. swardu may assign these Terms of Use or any rights hereunder without your consent. If any provision of these Terms of Use is found by a court of competent jurisdiction to be invalid or otherwise unenforceable, the parties nevertheless agree that such portion will be deemed severable from these Terms of Use and will not affect the validity and enforceability of the remaining provisions, and the remaining provisions of the Terms of Use remain in full force and effect. Neither the course of conduct between the parties nor trade practice will act to modify the Terms of Use. These Terms of Use do not confer any third-party beneficiary rights.

Territorial Restrictions

The information provided within the Service is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject swardu to any registration requirement within such jurisdiction or country. We reserve the right to limit the availability of the Service or any portion of the Service, to any person, geographic area, or jurisdiction, at any time and in our sole discretion, and to limit the quantities of any content, program, product, service or other feature that swardu provides or may provide in future.

Software related to, or made available by, the Service may be subject to export controls. Thus, no software from the Service may be downloaded, exported or re-exported: (a) into (or to a national or resident of) any country to which Switzerland or any other country having jurisdiction has embargoed goods; or (b) with regard and in respect of US Persons (whether by origin, naturalization, residence or other), to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Deny Orders. By downloading any software related to the Service, you represent and warrant that you are not located in, under the control of, or a national or resident of, any such country or on any such list.

The effective date of these Terms of Use is January 01, 2018. These Terms of Use are drafted in English language. To the extent any translated version of these Terms of Use conflicts with the English version, the English version shall prevail.