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Terms & Conditions

Terms of Content Submission

Thank you for submitting your content to Knocknarea Techology Services Limited T/A “MEMFIES” & “www.memfies.com” (“MEMFIES”, “us” or “we”). These terms (“Terms”) govern your irrevocable grant to MEMFIES, its successors, affiliates, licensees and assigns of the Licensed Rights (as defined below) with respect to all or any part of the audiovisual work(s) submitted by you to us, including without limitation all intellectual property, images, identifiable characters and/or individuals, music, sounds, signage, statements, or other content, trademarks and logos, and all other rights depicted or contained therein (the “Content”). By submitting your Content to us you indicate that you agree to these Terms.

  1. Rights granted to us: You grant to MEMFIES the exclusive, unlimited right to use, refrain from using, edit, transform, modify, add to, subtract from and rearrange the Content and to exhibit, distribute, broadcast, reproduce, advertise, promote, publish, license others to do any of those and otherwise exploit the Content by any and all methods or means, whether now known or hereafter devised, in any manner and in any and all media throughout the world, in perpetuity, for any purpose whatsoever as MEMFIES in its sole discretion may determine (the “Licensed Rights”), including for the purpose of marketing, advertising, and promotion.
  2. You represent and warrant to us that:

(a) the Content, and all rights in it:

  • is owned by you and only you;
  • is your own original work, not co-created and not copied wholly or substantially from any other source;
  • does not infringe or interfere with any rights of third parties, including but not limited to copyrights, moral rights, performers’ rights, publicity or personality rights, data protection or privacy rights, trade marks and goodwill;
  • is not defamatory and do not misuse any private or confidential information of any person or entity;
  • comply and will continue to comply with all of the YouTube and/or other applicable third party terms and conditions in effect, from time to time; and
  • will not render you or us in breach of any criminal or civil law or applicable regulation, including (but not limited to) improper obtaining, processing or disclosure of data, obscenity, incitement of violence or racial or religious hatred, contempt of court, surveillance, harassment or trespass.

(b) that you will comply with all applicable laws, statutes, regulations, and codes, including but not limited to those relating to relating to anti-bribery and anti-corruption, data privacy, taxation, advertising and intellectual property rights; and

(c) where the Content contains material (e.g. music, lyrics, sound recordings, words, film, clips, images or performances) which you do not own the rights to, that you have obtained sufficient permissions, licences and consents to enable you to grant the rights you are granting to us in this agreement and that we are able to carry out the acts we are licensed by you to carry out and which are anticipated by this agreement. If the Content features any identifiable persons you represent and warrant that you have obtained each applicable permission to enable you to grant the rights you are granting to us in this agreement and that you shall provide all reasonable assistance in securing written proof of any of these permissions.

  1. Termination: You may request the termination of your agreement to these Terms and we shall not unreasonably withhold our consent to such termination. No termination shall impact any prior license of the Content by MEMFIES prior to termination, which shall continue in full effect under these Terms.
  2. Indemnity. YOU AGREE TO INDEMNIFY US IN FULL FOR ALL LOSSES, COMPENSATION, COSTS, EXPENSES AND FINANCIAL PAYOUTS INCURRED OR SUFFERED BY US AS A RESULT OF YOUR BREACH OF THESE CONFIRMATIONS AND WARRANTIES AND/OR ANY OF THE TERMS OF THIS AGREEMENT.
  3. Publicity/Confidentiality. You understand and acknowledge that MEMFIES may make information available to you and all such information and communication shall be deemed to be “Confidential Information”. For the purposes of these Terms “Confidential Information” includes, but is not limited to: all information about our organisation, affairs, plans, technology, proposals, the Licensed Rights, any communication to you in relation to these Terms, the Licensed Rights or monetisation of your Content, any fees or commissions, any information about sales of your Content or any other information which either you or we ought reasonably regard as confidential or which is marked confidential. You understand that by submitting your Content to us, you indicate creates a relationship of confidence and trust between you and MEMFIES with respect to Confidential Information.
  4. General. You acknowledge and warrant that your agreement to these Terms has not been induced by any representation or assurance not contained herein, and that you have read and agree to our Website and App Terms of Use and Privacy Policy, which are incorporated by reference and are available here:

 

Terms of Use

Privacy Policy

You may be required to agree to additional terms and conditions displayed on the MEMFIES website at www.memfies.com or other MEMFIES-owned websites and apps, which will be incorporated herein by reference and subject to change.

 

TERMS OF USE

PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THIS WEBSITE and APP. Access to and use of this website and app is provided by Knocknarea Technology Services  Limited (“MEMFIES”) subject to the following terms (“Terms of Use”):

 

Your Acceptance of Terms

By visiting and using this website or app you accept and agree to be bound by these Terms of Use, including any future modifications, and to abide by all applicable laws, rules and regulations. If you do not agree with any of these Terms of Use, please do not use this website/app.

These Terms of Use may be changed without notice at any time by updating this posting. You should visit this page regularly to review the current Terms of Use. Your continued use of this website/app will be deemed acceptance of any changes.

 

Privacy

Your privacy is important to us. We provide a notice explaining our online information practices and about the way your information is collected and used at this website/app. You may access our Privacy Policy via this website. The Privacy Policy forms a part of these Terms of Use.

 

Intellectual Property

This website/app and the content and materials contained on this website/app (collectively, “Content”) are protected by copyrights, patents, trade secrets or other intellectual property and proprietary rights under the laws of Ireland and other countries.

 

Content

This website has been prepared solely for the purpose of providing information about MEMFIES and the services and products it offers. This website/app has been compiled in good faith by MEMFIES. However, no representation is made as to the completeness or accuracy of the information on this website/app.

 

Your Use of Content

Your right to make use of this website/app and any Content appearing on it is subject to your compliance with these Terms of Use. This website/app and any Content appearing on it may be used only for your personal and non-commercial use. You agree not to copy, reproduce, modify, display, perform, publish, create derivative works from, or store any content or materials appearing on this website, without the express prior written consent of MEMFIES. Use or modification of the Content on this website/app for any purpose not permitted by these Terms of Use is prohibited.

 

Submissions

You may submit inquiries or feedback to MEMFIES through the email addresses listed on this website. MEMFIES is not required to review any submission you may make. To the extent you submit any ideas or feedback to MEMFIES, you grant MEMFIES a perpetual, worldwide, fully paid-up, royalty-free right and license to use the same for any purpose.

 

Website Service

MEMFIES reserves the right to add, modify, delete or discontinue, temporarily or permanently, all or any part of this website/app and/or any Content, software, functions, and services on this website/app, with or without notice, and/or to establish general guidelines and limitations on their use.

 

Disclaimer of Warranties

YOUR USE OF THIS WEBSITE/APP IS AT YOUR OWN RISK. THIS WEBSITE/APP AND ALL CONTENT, INFORMATION, SOFTWARE AND OTHER MATERIALS CONTAINED OR USED IN THE OPERATION OF THIS WEBSITE/APP, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, OR ANY GUARANTEE OR ASSURANCE THE WEBSITE/APP OR ANY CONTENT, INFORMATION, SOFTWARE AND OTHER MATERIALS WILL BE AVAILABLE, UNINTERRUPTED OR ERROR FREE. IF APPLICABLE LAW DOES NOT ALLOW THE EXCLUSION OF SOME OR ALL OF THE ABOVE IMPLIED WARRANTIES TO APPLY TO YOU, THE ABOVE EXCLUSIONS WILL APPLY TO YOU ONLY TO THE EXTENT PERMITTED BY APPLICABLE LAW. Without limiting the foregoing, MEMFIES is not responsible or liable for any malicious code, delays, inaccuracies, errors, or omissions arising out of your use of this website. You understand, acknowledge and agree that you are assuming the entire risk as to the quality, accuracy, performance, timeliness, adequacy, completeness, correctness, authenticity, security and validity of the Content and any and all features and functions of this website/app.

 

Limitation of Liability

MEMFIES DISCLAIMS ALL LIABILITY WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, AND DOES NOT ACCEPT ANY LIABILITY FOR ANY LOSS OR DAMAGE (DIRECT, INDIRECT, PUNITIVE, ACTUAL, CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY OR OTHERWISE) RESULTING FROM ANY USE OF, OR INABILITY TO USE, THIS WEBSITE/APP OR ANY CONTENT, INFORMATION, SOFTWARE AND OTHER MATERIALS, REGARDLESS OF THE BASIS UPON WHICH LIABILITY IS CLAIMED AND EVEN IF MEMFIES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. IF APPLICABLE LAW DOES NOT ALLOW ALL OR ANY PART OF THE ABOVE LIMITATION OF LIABILITY TO APPLY TO YOU, THE LIMITATIONS WILL APPLY TO YOU ONLY TO THE EXTENT PERMITTED BY APPLICABLE LAW.

 

Indemnity

You agree to indemnify, defend and hold MEMFIES, Company Affiliates (where “Company Affiliate” refers to any other members of the group in addition to MEMFIES) and all other affiliates thereof, and their respective successors and assigns, directors, officers, employees, representatives, agents, licensors, suppliers and service providers harmless from any and all claims, liabilities, damages, losses, costs and expenses (including reasonable attorneys’ fees), arising in any way out of or in connection with (a) your use of this website/app, or (b) your breach or violation of these Terms of Use. MEMFIES reserves the right to assume the exclusive defence and control of any matter subject to indemnification by you and all negotiations for its settlement or compromise, and you agree to fully cooperate with us upon our request.

 

Notice and Procedure for Making Claims of Copyright Infringement

MEMFIES respects the intellectual property of others and asks users of this website to do the same. MEMFIES has a policy of terminating repeat infringers’ access to its website/app and services in appropriate circumstances. If you are a copyright owner or an agent thereof and believe that any content on this website/app infringes upon your copyrights, you may submit a notification with the following information in writing:

  • A physical or electronic signature of a person authorised to act on behalf of the owner of an exclusive right that is allegedly infringed;
  • Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on this website are covered by a single notification, a representative list of such works on this website;
  • Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
  • Information reasonably sufficient to permit us to contact you, such as an address, telephone number, and, if applicable, e-mail address;
  • A statement that you have a good faith belief that use of the material in the manner complained of is not authorised by the copyright owner, its agent or the law; and
  • A statement that the information in the notification is accurate and that you are authorised to act on behalf of the owner of an exclusive right that is allegedly infringed.

Written notification of claimed infringement must be submitted to the following address:

Knocknarea Technology Services Limited
Kevinsfort House
Strandhill Road
Sligo
Ireland

 

Miscellaneous

These Terms of Use contain the complete and entire understanding and agreement between you and MEMFIES concerning this website/app and supersedes any and all prior or contemporaneous understandings relating to the website/app and your use thereof. If any provision of these Terms of Use is held to be unlawful, invalid or unenforceable, this shall not affect any other provisions and these Terms of Use shall be deemed amended to the extent necessary to make it legal, valid and enforceable. The failure of MEMFIES to exercise or enforce any right or provision of these Terms of Use will not operate as a waiver of such right or provision.

MEMFIES is based in Ireland. MEMFIES makes no representation or warranty that this website/app or that the Content contained on this website/app is appropriate or available for use in any or all locations. Those who choose to access this website/app from other locations do so at their own risk and are responsible for compliance with any and all local laws, rules and regulations, if and to the extent local laws, rules and regulations are applicable. No software made available in connection with this website/app may be downloaded, exported or re-exported into (or to a national or resident of) any countries that are subject to U.S. export restrictions. These Terms of Use shall be governed by, construed and enforced in accordance with the laws of Ireland, and, for the purposes of any and all legal or equitable actions, you specifically agree and submit to the exclusive jurisdiction and venue of the courts of Ireland and agree you shall not object to such jurisdiction or venue on the grounds of lack of personal jurisdiction, forum non conveniens or otherwise. IN ANY ACTION OR PROCEEDING COMMENCED TO ENFORCE ANY RIGHT OR OBLIGATION OF THE PARTIES UNDER THESE TERMS OF USE, YOUR USE OF THIS WEBSITE/APP OR WITH RESPECT TO THE SUBJECT MATTER HEREOF, YOU HEREBY WAIVE ANY RIGHT TO A TRIAL BY JURY.

PRIVACY POLICY

Your privacy is critically important to us. At MEMFIES, we take our obligations in relation to privacy very seriously. We comply with the following privacy principles:

  • Obtain and process information fairly.
  • Keep it only for one or more specified, explicit and lawful purposes.
  • Use and disclose it only in ways compatible with these purposes.
  • Keep it safe and secure.
  • Keep it accurate, complete and up-to-date.
  • Ensure that it is adequate, relevant and not excessive.
  • Retain it for no longer than is necessary for the purpose or purposes.
  • Give a copy of his/her personal data to that individual, on request.

Below is our privacy policy which incorporates these principles.

  1. Introduction

This is the privacy statement (the “Statement”) for memfies.com including the mobile site, platform, applications and widgets associated with it and our associated services (respectively, the Site and the Services). The Site is operated by KNOCKNAREA TECHNOLOGY SERVICES Limited (“MEMFIES”, “we”, “us” and “our”). For the purposes of the Irish Data Protection Acts 1988 and 2003, as amended, we are the data controller. We are committed to protecting your privacy online. In this Statement we explain how we collect information, what we do with it and what controls you have. By using the Site/App, or by engaging with us in relation to our Services (including content creators who provide information in relation to sourcing content and influencers who engage with us in relation to a brand), you consent to the collection and use of your Personal Data in accordance with this Statement. Your “Personal Data” means any information relating to you in identified or identifiable form.

We reserve the right to change this Statement from time to time by changing it on the Site. This Statement was last updated on the date set out at the beginning of it.

The Statement describes the types of Personal Data we obtain about uploaders, partners and any visitors to our Site or otherwise in connection with our Services, how we use the Personal Data and with whom we share it. We also describe the measures we take to protect the security of Personal Data and how you can contact us about our privacy practices. The Services we provide are for a general audience, are not targeted to children, and we do not knowingly collect Personal Data from children under 13 years of age.

 

  1. Information we may collect from you

We collect Personal Data to offer Services that you have requested or where we legitimately believe there is an interest on your part in such Services, to manage the relationship we have with our customers and partners and to perform activities based on your consent. We may collect and process the following information, including Personal Data, about you:

  • information (such as your name, email address, social media details, postal address and telephone number) that you provide by completing forms on the Site or otherwise in connection with the Services including if you register as a subscriber or contributor to any service, upload or submit any material via the Site, request any information, or enter into any competition or promotion we may sponsor;
  • in connection with an account sign-in facility, your log-in and password details;
  • details of any transactions made by you through the Services;
  • communications you send to us, for example to report a problem or to submit queries, concerns or comments regarding the Site, its content or the Services; and
  • information from surveys that we may, from time to time, run on the Site or as part of the Services for research purposes, if you choose to respond to, or participate in, them. You are under no obligation to provide any such information. However, if you should choose to withhold requested information, we may not be able to provide you with certain services.

Your decision to use this Site and/or our Services in providing your Personal Data is voluntary. We indicate on our online forms, where applicable, what types of Personal Data are required, before you register to our Services and submit any Personal Data to us.

 

  1. Information you provide about third parties

Where information you provide, including content you submit to us, contains Personal Data of others, we may ask you to provide us with the details of your relationship with those individuals. We will only use those details to provide a description of your content, for verification purposes, or otherwise pursuant to terms agreed with you. By providing this information to us, you agree to our use of such information for these purposes. When you upload content to our Site, you warrant that you have permission from those individuals to appear in that content and for us to use their Personal Data in accordance with our agreement with you. You must not provide us with the details of anyone from whom you do not have such permission. We reserve the right to identify you as the person who has guaranteed that such individuals have given this permission.

 

  1. Information Obtained by Automated Means Through Our Services

When you visit the Site or as part of our Services we may automatically collect additional information about you, such as the type of Internet browser you use, any website from which you have come to the Site and your IP address (the unique address which identifies your computer on the Internet) which is automatically recognised by our web server. This information is only used to assist us in providing an effective service on the Site and to collect broad demographic information for aggregate use.

 

  1. Cookies

MEMFIES makes use of a number of cookies in the provision of Our Services. For more information, please refer to our Cookie Notice.

 

  1. Uses made of your information

We will use the information you provide to:

  • deliver you the Services and information offered through the Site/App or via the Services and which you request, including monitoring your use of the Site to assess your use preferences and/or to otherwise improve your user experience;
  • administer your account with us;
  • audit the downloading of data from the Site;
  • improve the layout and/or content of the pages of the Site and customize them for users;
  • identify visitors to the Site;
  • carry out research on our users’ demographics and tracking of sales data;
  • de-identify Personal Data to provide third parties with aggregated data reports showing de-identified information;
  • supplement your personal information collected from you with additional information from publicly and commercially available sources, and/or information from Company affiliates and our business partners;
  • perform data analytics;
  • allow us and our partners to contact you directly to carry out verification or other checks (for example, regarding future uses) with respect to the content you provide to us; and
  • comply with and enforce applicable legal requirements, including without limitation court orders and regulations, relevant industry standards, contractual obligations and our policies.

Where required by applicable law, we obtain your consent to use your Personal Data. You have the right to withdraw your consent at any time. We may also use your Personal Data in other ways for which we provide specific notice at the time of collection and obtain your consent if required by applicable law.

You can tell us not to contact you with information regarding our products and Services, either at the point such information is collected on the Site (by checking or un-checking (as directed) the relevant box), by discontinuing a particular Service or, where you do not wish us to continue to use your information in this way, by following the unsubscribe instructions on any communications sent to you. You can also exercise the right at any time by contacting us using the Contacting us details at the end of this Statement.

 

  1. Information sharing

We may disclose aggregate statistics about visitors to the Site, those who engage with our Services, customers and sales in order to describe our Services to prospective partners, advertisers, sponsors and other reputable third parties and for other lawful purposes, but these statistics will include no Personal Data.

If you upload, grant clearance in respect of, sell, licence or otherwise provide content, including video and image content to MEMFIES, when we distribute that content to our partners, or where you otherwise engage with our Services, we may disclose your Personal Data to our partners in order for them to independently verify the content you have submitted to us. This disclosure may include your name, Facebook, Twitter or other social media profile information and location and may also include other information you have provided to us, such as your email address and phone number and location of where the content was filmed. At the point at which you submit your content to us, you are required to acknowledge that this disclosure will be made and by continuing to upload your details you continue to agree to such disclosure.

Payment details you provide will be encrypted using secure sockets layer (SSL) technology before they are submitted to us over the Internet. Payments made on the Site are made through our payment gateway provider, Stripe. You will be providing credit or debit card information directly to Stripe which operates a secure server to process payment details, encrypting your credit/debit card information and authorising payment. For more information on Braintree’s privacy and security practices, please visit Braintree’s privacy policy and terms and conditions.

We may also disclose your Personal Data to any of our affiliates, or to our agents or contractors who assist us in providing the Services we offer including those provided through the Site, processing transactions, fulfilling requests for information, receiving and sending communications, updating marketing lists, analysing data, providing support services or in other tasks, from time to time. Our agents and contractors will only use your information to the extent necessary to perform services on our behalf or to comply with legal requirements.

We require our service providers to protect the confidentiality and security of Personal Data, and to ensure that Personal Data is processed only for the provision of services on our behalf and in compliance with applicable law.  Service providers are not authorized to use or disclose Personal Data, except as necessary to perform services on our behalf or to comply with legal requirements.

We may further disclose information about you (1) if we are required to do so by law or legal process, (2) to law enforcement authorities or other government officials, and (3) when we believe disclosure is necessary or appropriate to prevent physical harm or financial loss, or in connection with an investigation of suspected or actual fraudulent or illegal activity. We also reserve the right to transfer Personal Data we have about you in the event of a proposed or completed sale or transfer of all or a portion of our business or assets (including in the event of a reorganization, dissolution or liquidation).

We will provide links to third-party websites as part of the Services we provide on this Site. MEMFIES is not responsible for the content of external websites, or for their privacy policies.

 

  1. Child safety

Protecting the safety of children when they use the Internet is very important to us. We do not knowingly collect information from minors without seeking parental or guardian consent. We recommend that children receive permission from their parent or guardian before gaining access to our Services or sending Personal Data to us or anyone else online. Where we become aware that content may have been uploaded by a minor, we will contact the uploader to seek further permissions before using the content further. If content provided by you contains children, you must seek parental or guardian consent to share the media with us. When you submit the media, you declare that you have such permissions.

 

  1. External links

The Site/App may, from time to time, contain links to external sites. We are not responsible for the privacy policies or the content of such sites.

 

  1. Security and Retention of Personal Data

We place great importance on the security of the Personal Data associated with our users. We maintain administrative, technical and physical safeguards designed to protect the Personal Data we have about you against accidental, unlawful or unauthorized destruction, loss, alteration, access, disclosure or use.  We make reasonable efforts to ensure a level of security appropriate to the risk of the processing, taking into account the costs of implementation and nature of the processing of Personal Data.

You should bear in mind that submission of information over the Internet is never entirely secure. We cannot guarantee the security of information you submit via the Site or Services whilst it is in transit over the Internet and any such submission is at your own risk. It is advisable to close your browser when you have finished your user session to help ensure others do not access your Personal Data if you use a shared computer or a computer in a public place.

We retain Personal Data for the period needed to fulfil the purposes for which Personal Data was collected and as otherwise required or permitted by applicable law, such as in relation to our record retention obligations.

 

  1. Transfer and Storage of your information

Information that you submit via the Site/App and/or the Services is sent to and stored on secure servers located in the United States and in the EEA. Information submitted by you may also be transferred by us to our other offices and/or to the third parties mentioned in the circumstances described above (see Information sharing), which may be situated outside the European Economic Area (EEA) and/or the United States and may be processed by staff operating outside the EEA and/or the United States. The countries concerned may not have similar data protection laws to the EEA or the United States. Where we transfer your information we will take all reasonable steps to ensure that your privacy rights continue to be protected. This may include data transfer agreements, a copy of which you can obtain by contacting us as indicated in the “Contacting us” section below.

When you give us information about another person, you confirm that they have appointed you to act for them and agreed to the transfer of their information abroad.

 

  1. Your rights and choices

We offer you certain choices in connection with the Personal Data we obtain about you, such as how we communicate with you.

To update your preferences, ask us to remove your information from our mailing lists or submit a request, please contact us as outlined below in the “Contacting Us” section.

Accessing, Reviewing, Updating and Modifying Personal Data

You may request to access, rectify or erase your Personal Data.  As provided under the Irish Data Protection Act 1988, as amended by the Data Protection (Amendment) Act 2003, on request, we will provide you with a copy of this information subject to a fee not exceeding the permitted statutory maximum.  You also have a right to correct any errors in that information. You have the right to object to the processing of your Personal Data, restrict the processing of your Personal Data and exercise your right to data portability. Where you have given us your consent for our use of your Personal Data, you have the right to withdraw your consent at any time and we will apply your preferences for the future.  As mentioned above, you have a right to prevent the use of your Personal Data for direct marketing purposes. We will respond to your questions or complaints relating to the processing of your Personal Data. If you are not satisfied with our responses, you have the right to lodge a complaint with a supervisory authority, including the Office of the Irish Data Protection Commissioner.

 

  1. Contacting us

The entity responsible for the collection and processing of Personal Data in connection with the Site and Services is KNOCKNAREA TECHNOLOGY SERVICES Limited, Kevinsfort House, Sligo Ireland.

Please submit any questions, concerns or comments you have about this privacy Statement or any requests concerning your personal data by email to eoin@memfies.com or write to us at:

Directors,

Eoin McGloughlin,
Colin Marry

Kevinsfort House,
Sligo,
Ireland.