Kawo Customer Terms of Service
www.kawo.com is owned and managed by Kawo Technology LLC (“KAWO,” “we,” “us” or “our”) with the purpose to provide sports teams, education facilities, travel bodies and brands (the “Customer”) with a single platform to manage the distribution of their social networking Content (defined below) in The People’s Republic of China, including mainland China, Taiwan, Hong Kong and Macau (the “Territory”), by translating, localizing, customizing and optimizing the Content for presentation in the existing affiliated Chinese social media networks (“Chinese Social Media Networks”), and by providing Customer with helpful analytics to measure their presence among the large Chinese demographic. As used in this Agreement “you” and “your” includes the Customer, any representatives of the Customer who are authorized to engage with us, and the authorized person who is entering into this Agreement on behalf of the Customer.
KAWO includes all original and third party content and functionality available through www.kawo.com, any affiliates of KAWO to which KAWO syndicates its offering, any locations where the content and functionality may be embedded, and any associated mobile applications (the “KAWO Site and Apps”). You may already have provided KAWO with certain information about yourself and the social media networks that you use through the “KAWO Profile Page.” The services KAWO provides to you may include but are not limited to: the collection of text, photos, images, music, audio, videos and any other content that you post to social media networks or make available directly to KAWO (your “Content”); the translation of your Content into the Chinese language, including any local dialects and local expressions although nothing contained herein shall require KAWO to translate your Content and KAWO may, at its election, post your Content in English only; the repurposing of your Content so as to tailor it for the different needs and requirements of the Chinese Social Media Networks; the aggregation of your Content and the Chinese social media network feeds within the KAWO Site and Apps; and the aggregation of data and information into analytics that are presented to you in your account (collectively, the “KAWO Services”).
1 Your Account
1.1 Creating an Account. When you join KAWO and complete the KAWO Profile Page, you will also be asked to set up an account. Your username and password are personal to you and you should never allow others to use your username and/or password. We are not liable for any harm caused or related to the theft or misappropriation of your username and/or password, disclosure of your username and/or password, or your authorization of anyone else to use your username and/or password. You agree to notify KAWO immediately of any unauthorized use of your account or any other need to deactivate your username and/or password due to security concerns. For the avoidance of doubt, you shall be solely responsible for maintaining your account, including, without limitation, re-hooking up the account and paying fees on time for the account.
1.2 Account Termination. You agree that KAWO has the right to suspend and/or terminate your account and refuse any and all current or further use of the KAWO Services if KAWO determines, in its sole discretion, that any information you provided in your account is untrue, inaccurate, not current and/or incomplete. You will not provide us with access to any other person’s account nor will you impersonate another person and you acknowledge that such activities may result in termination of your account. Due to the significant amount of time, effort and resources required to set-up your account, if you choose to terminate your account after your subscription and payment, irrespective of payment of monthly membership fee or prepayment of annual membership fee, KAWO is not obligated to refund any membership fee paid or prepaid. KAWO shall have the right to terminate this agreement at any time. In addition, if you fail to comply with these Customer Terms, KAWO may, in its sole discretion, determine to terminate this Agreement, without notice, and the membership fee paid or prepaid will not be refunded to you. Upon any termination of this Agreement, (i) KAWO will cease providing the KAWO Services; (ii) you will no longer have access to your account; (iii) all of your historical analytics will no longer be available to you; and (iv) KAWO will, within five (5) business days upon the cancellation of the account, return any and all login details that KAWO has obtained from you, such as login name and password. You acknowledge and agree, however, that Content that you previously submitted will not be able to be removed from the Chinese Social Media Networks and you further agree that although KAWO may retain your Content and your account information for archival and legal purposes, on a prospective basis KAWO will not use your Content for public commercial purposes.
1.3 Free Account. If you are willing to allow us to freely post our promotional content in your account and/or Chinese Social Media Networks, either in Chinese or in English, which cannot be removed or edited by you manually, we will waive any membership fee for your account. For the avoidance of doubt, our promotional content shall include, without limitation, (i) KAWO promotions, including pictures and related marketing messages; (ii) promotions of other accounts that KAWO is managing; (iii) interesting news or pictures; and (iv) any other marketing materials. With respect to such promotional content posted by KAWO, KAWO shall take full responsibilities and hold you harmless.
2 Authorization for KAWO to Use Your Content
2.1 Posting Content. You hereby authorize us to access on your behalf certain third party social media networks that contain Content posted by you, with which you have active accounts and which you have designated on the KAWO Profile Page as available to KAWO. You agree to assist KAWO with any permission that it requires to access your social media network account, as authorized under this Agreement, by providing KAWO, upon request, with user IDs or passwords or other authorization that may be required.
2.2 No Obligation to Display the Content. While KAWO has the right, it does not have an obligation to post and/or translate your submitted Content and KAWO may determine in its sole discretion to reject or remove any Content for any reason or no reason at all; and to edit, monitor or remove Content, which KAWO, in its sole discretion, determines to be: (i) harmful, (ii) offensive, (iii) unsuitable, (iv) in violation of any Chinese laws, rules and/or standards, (v) related to culturally sensitive topics such as political events and issues including, without limitation, Tiananmen Square, Fa Lun Gong, Mao Zedong and corruption, (vi) related to other sensitive regions like Tibet, XinJiang and Taiwan, (vii) contain inappropriate content or profanity, or (viii) otherwise violate of these Customer Terms or KAWO’s operating policies for the KAWO Services and the KAWO Site and Apps. KAWO further reserves the right to determine, in its sole discretion, the timing for the posting of your Content on the KAWO Services and the KAWO Site and Apps and/or on and through the Chinese Social Media Networks, if at all.
2.3 Rights and Permissions in the Content. As between you and us, we do not claim any ownership in or to the Content or your social media accounts. You hereby represent that, at the time of posting of your Content through your social media account, and while such Content remains posted on your social media network accounts, you either owned or had all necessary rights, licenses, consents, releases and permissions necessary to post the Content and grant these rights (including but not limited to rights in any musical compositions, sports footage, name and likeness rights from any persons appearing in any video or photographic images, and rights to any other components of intellectual property that is part of or incorporated within the Content). If you become aware that Content that you previously posted is no longer authorized, it is your responsibility to inform us promptly so that we can promptly act to remove your Content from the KAWO Services and the KAWO Site and Apps.
2.4 Rights to Translate and Modify the Content for the KAWO Services. By submitting Content to KAWO in connection with the KAWO Services, you hereby grant to KAWO, to the extent of your rights, a non-exclusive, fully paid, royalty-free, worldwide license during the period your Content is submitted to the KAWO Services, to transmit, publicly perform, use, reproduce, translate, edit, reformat, store, display and distribute the Content on the KAWO Site and Apps and on and through the Chinese Social Media Networks, including, without limitation, via any applications, widgets, website, mobile, or other services which are available through the KAWO Site and Apps and the Chinese Social Media Networks. For the avoidance of doubt, in case that we choose to post the Content and/or the translation/modification of the Content, you agree that any Content posted through KAWO Services onto Chinese Social Media Networks shall be marked with “From KAWO” or languages with similar effect, provided however, that nothing herein shall cause KAWO to bear any responsibility for the Content posted. Notwithstanding anything to the contrary contained herein, KAWO shall not be obligated to translate your Content and may elect to post your Content in English. While we make reasonable effort to translate posted Contents in a timely manner (usually within a couple of hours upon receipt of the Content), we do not give any explicit or implied guarantee on when it will be posted. In addition, we reserve the right to allow priority translation to other Customers, at our sole discretion.
2.5 Other Representations in the Content. You further represent that you will not use the KAWO Services to, and that the Content will not: (a) infringe on the intellectual property rights of any third party or any rights of privacy or publicity; (b) defame, threaten or abuse, use profanity, malicious or any hate speech or other inciting language, or promote any illegal service or activity; (c) violate any law, statute, ordinance or regulation; (d) produce “spam,” or cause the KAWO Services or the KAWO Site and Apps to be used for unintended commercial or business purposes, including, without limitation, advertising, marketing, or offering goods or services, whether or not for financial or any other form of compensation or through linking with any other website or web pages; (e) introduce any malicious code, such as viruses, timebombs, cancelbots, worms, Trojan horse, spyware, or other potentially harmful programs or other material or information; (f) reverse engineer, compromise or create derivative works of any aspect of the KAWO Technology (as defined below), or circumvent, disable or otherwise interfere with security-related features of the KAWO Site or Apps. You further represent that you have the right to authorize and grant the permissions given herein.
2.6 Responsibility for the Content. You are solely responsible for any and all Content posted by you either through offshore websites, such as Facebook, Twitter, or posted directly on KAWO, or the Chinese translation posted on the Chinese Social Media Networks. We are not legally responsible for any posted Content, and you agree to indemnify and hold us and our affiliates and partners harmless against any claims, damages and costs, including reasonable attorney’s fees, arising from or relating to the Content and your uncured material breach of any of your representations or obligations under this Agreement. Notwithstanding anything to the contrary contained herein, KAWO shall not be liable for any damage arising from or relating to the posting the Chinese translation of your Content, unless and only to the extent that you have actually incurred damages resulted from the wrongful Chinese translation of your Content posted by KAWO, in which case, KAWO shall refund you the monthly membership fee for the immediate preceding month.
3 Payments and Statements.
3.1 Depending on your subscribed KAWO Services, you shall pay a membership fee to our designated bank account on or prior to the th day of each month. From time to time, we may, in our sole discretion, determine to offer our “package” or “plan” subscribers a 30-day free trial period. If during the free trial period, such subscriber determines, for any reason, not to use KAWO Services, no membership fee shall be charged against the subscriber as long as the cancellation notice has been provided to us within the trial period.
3.2 Optional Services. The Customer may choose to subscribe our optional services for a premium fee, where KAWO shall assign staff to double check and moderate your Content to minimize the potential risk associated with the posting of your Content; however, your subscription of this optional services shall not relieve you of any obligations herein, while KAWO shall, under no circumstance, be liable for indemnification other than the refund of your monthly membership fee as set forth in Section 2.7 above.
3.3 If the Customer fails to pay the membership fee within  days after due date, KAWO has the right to terminate its account without prior warning.
4 The KAWO Services and Technology
4.1 KAWO Proprietary Rights. Except for the Content submitted pursuant to these Customer Terms, KAWO expressly reserves all right, title and interest in and to the KAWO Services, any KAWO text, photos, images, music, audio, videos and any other content (“KAWO Content”) on the KAWO Site and Apps. KAWO further reserves all right, title and interest in all processing, analytics, code and other software and technology used by KAWO in the provision of the KAWO Services (the "KAWO Technology"), including, without limitation, any derivatives, improvements, enhancements or extensions of the KAWO Technology conceived, reduced to practice or otherwise developed on or on behalf of KAWO, all of which are valuable assets of KAWO, and any copyright, patent or trademark or other intellectual property right, or federal or state right, pertaining the KAWO Technology. All KAWO Content on the KAWO Site and Apps is the exclusive property of KAWO and is protected by applicable copyright laws. The compilation (meaning the collection, arrangement, and assembly) of all KAWO Content on the KAWO Site and Apps is the exclusive property of KAWO and is also protected by applicable copyright laws. The KAWO Content on the KAWO Site and Apps may be used as a resource. Any other use, including the reproduction, modification, distribution, transmission, republication, display, or performance of the KAWO Content on the KAWO Site and Apps is strictly prohibited. Furthermore, you will not, nor will you allow or direct any third party (whether or not for your benefit), to reproduce, modify, create derivative works from, display, perform, publish, distribute, disseminate, broadcast, circulate or use any KAWO Content on the KAWO Site and Apps without the express prior written consent of KAWO. Any unauthorized or prohibited use of the KAWO Content on the KAWO Site and Apps may subject you to civil liability, criminal prosecution, or both, under applicable federal, state, and local laws.
4.3 No Guarantee of Impact. We make no representation or guarantee as to the number of viewers or followers your Content will have on the Chinese Social Media Networks or on the KAWO Site and Apps. You acknowledge and agree that we have no control over and will not be responsible for the results of your use of the KAWO Services and you are not relying upon any information, descriptions, projections, promises, representations, warranties, advice or recommendations made to you by us, either orally or in writing, except as specifically set forth in these Customer Terms.
5 Legal Responsibilities
5.1 Third Party Content Disclaimer. You understand that when using the KAWO Site and Apps, you will be exposed to third party content from a variety of sources, and that KAWO is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such other third party content. You further understand and acknowledge that you may be exposed to third party content that may be offensive, indecent, inaccurate, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against KAWO with respect thereto. You or we may provide links from the KAWO Site and Apps to third party websites and applications. You are responsible for viewing and abiding by any privacy statements and terms of service posted in connection with these links.
5.2 Indemnification. You agree to indemnify, hold harmless and defend KAWO, at your expense, against any and all third party claims, demands, actions, damages (actual or consequential), proceedings, and suits of any kind or nature whatsoever brought against KAWO or any of its subsidiaries, officers, directors, employees, agents or affiliates, and all related liabilities, damages, settlements, penalties, fines, costs or expenses (including, without limitation, reasonable attorneys' fees) incurred by KAWO or any of its officers, directors, employees, agents or affiliates, arising out of or relating to (i) your uncured material breach of any term or condition of this Agreement, (ii) your use of the KAWO Services, (iii) the Content submitted by you (including but not limited to the underlying sound records, musical compositions, sports footage, and any other intellectual property incorporated within), or (iv) your unauthorized use of the KAWO Technology. In such a case, KAWO will provide you with written notice of such claim, suit or action. You shall cooperate as fully as reasonably required in the defense of any claim. KAWO reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you.
5.3 Waiver and Release. You agree that neither KAWO, nor its officers, directors, employees, agents, licensors or suppliers shall have any liability to you under any theory of liability or indemnity in connection with your use of the KAWO site and apps, the KAWO services, the content, or any KAWO technology. you specifically acknowledge that KAWO shall not be liable for third party content or the defamatory, offensive, or illegal conduct of any third party and that the risk of harm or damage from the foregoing rests entirely with you. you hereby release and forever waive any and all claims you may have against KAWO, its officers, directors, employees, agents, licensors or suppliers (including but not limited to claims based upon the negligence of KAWO, its officers, directors, employees, agents, licensors or suppliers) for losses or damages you sustain in connection with your use of the KAWO site and apps and the KAWO services.
5.4 Disclaimers. KAWO makes no represenation or warranty and fully disclaims any and all responsibility for every aspect of the chinese social media networks’ functioning, accessiblity, reliability and existence and/or the inclusion or continued access to your content on the chinese social media networks. KAWO does not represent or warrant that (a) the KAWO Services will be error-free or accessible at all times, (b) the KAWO Services will be suitable for any particular purpose, (c) the KAWO Services will not be subject to fraud or manipulation by third party users beyond the control of KAWO, (d) defects will be corrected, (e) the KAWO Services or the server that makes it available, are free of viruses or other harmful component, or (f) the data gathered as a result of the KAWO Services will be correct, accurate, timely, or otherwise reliable. KAWO does not guarantee, and shall have no liability for, any KAWO Site and Apps down time (i) caused by outages to any public Internet backbones, networks or servers, (ii) caused by any failures of your equipment, systems or local access services, (iii) for previously scheduled maintenance, or (iv) relating to events beyond KAWO’s control such as, but not limited to, strikes, riots, insurrection, national tragedy, fires, floods, explosions, war, governmental action, labor conditions, earthquakes, natural disasters, or interruptions in Internet services. The KAWO site and apps, the KAWO services and the KAWO technology, including, without limitation, all underlying and included services, content, functions and materials, are provided "as is," "as available," without warranty of any kind, either express or implied, including but not limited to the warranties of fitness for a particular purpose, non-infringement, course of dealing, performance and trade usage. we and our affiliates assume no responsibility, and shall not be liable for, any damages to, or viruses that may infect your equipment, devices or internet access on account of your access to, or use of, the KAWO site and apps or the KAWO services. if you are dissatisfied with KAWO, your sole remedy is to discontinue using KAWO. you acknowledge and agree that your submission of any content or information to us is at your sole risk. you acknowledge and agree that if a third party accesses your content or information and distributes it or otherwise makes it available to others, KAWO is under no obligation to delete such content or information, or ask such third party, other website users or a linked service to delete your content or information, even after you remove your content or information from the KAWO services. KAWO does not assume any liability to you with regard to any loss or liability relating to such content or information in any way.
5.5 Liability Limitation. You agree that neither KAWO nor any of its subsidiaries, officers, directors, employees, agents or affiliates will be liable to you or any third party for any indirect, general, special, punitive, exemplary, incidental or consequential damages (including, without limitation, damages for lost profits, lost data, lost content, lost business information, business interruption, corruption of files or any other pecuniary loss), whether based on a claim or action of contract, warranty, negligence, strict liability, or other tort, breach of any statutory duty, indemnity or contribution, or otherwise, even if KAWO has been advised of the possibility of such damages. the exclusion contained in this paragraph shall apply regardless of the failure of the exclusive remedy provided in the following paragraph. some states do not allow the limitation or exclusion of liability for incidental or consequential damages, so the limitations or exclusions in this and the foregoing paragraph may not apply to you.
5.6 Copyright Policy. KAWO respects the intellectual property rights of creators. If you believe that your work has been copied, posted or included within the KAWO Site and Apps in a way that constitutes copyright infringement, please provide our copyright agent at [email protected] with the following information: (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (ii) a description of the copyrighted work that you claim has been infringed; (iii) a description of where the material that you claim is infringing is located on the Services; (iv) your address, telephone number, and e-mail address; (v) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; (vi) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. We reserve the right to remove Content alleged to be infringing in our sole discretion and without notice. It is our policy to terminate the account of anyone who repeatedly is found to infringe copyrights.
5.7 Legal Disclosure. We reserve the right at all times to disclose any information based on your account and your Content as necessary to satisfy any law, regulation or governmental request, or subpoena or court order, provided we promptly notify you of such disclosure request and reasonably assist you in obtaining any protective order from such disclosure, if available.
6 General Terms
6.1 General Notices. All notices to you shall be directed to the e-mail address listed in your account.
This policy was last modified on Thursday 14th November 2013.