Terms & Conditions

Uken Tools UK Ltd Terms and Conditions

Uken Tools, UK Ltd. ("Uken") offers and provides the web pages available at this world wide web site at http://www.ukentools.com/  (the "Website") to Uken Partners and the general public.

PLEASE READ THESE TERMS AND CONDITIONS OF USE CAREFULLY WHEN ACCESSING THE WEBSITE. BY ACCESSING THE WEBSITE, YOU SIGNIFY YOUR AGREEMENT TO THESE TERMS AND CONDITIONS. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, PLEASE DO NOT USE OR ACCESS THIS WEBSITE. IN ADDITION, IF YOU REGISTER AS A MEMBER OF THE WEBSITE OR ANY PORTION THEREOF, YOU ARE EXPRESSLY AGREEING TO THESE TERMS AND CONDITIONS IN THE REGISTRATION PROCESS.

The Internet and this Website are constantly evolving. Uken reserves the right to at any time change or modify these Terms and Conditions of Use or to impose new conditions with respect to your use of this Website. Uken shall also have the right at any time to change or discontinue any aspect of or feature of this Website, including but not limited to content, functionality, and means of access or use. Such changes, modifications, or additions shall be effective immediately upon notice to you, which may be given by means including but not limited to posting on these Terms and Conditions of Use or elsewhere on the Website, electronic mail, or any means by which you obtain actual knowledge.

Registration: Access to portions of the Website is limited to partners who have been issued a user identification and password by Uken. If you have been issued such a user identification and password, you represent and warrant that all information you have provided to Uken in connection therewith (such information being the "Registration Data") is true, accurate, current and complete. You also agree to maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you have provided or provide any Registration Data that is untrue, inaccurate, not current or incomplete or otherwise fail to comply with any of these Terms and Conditions of Use, or Uken has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete or that you have otherwise failed to comply with any of these Terms and Conditions of Use, Uken has the right, without prior notice to you, to suspend or terminate your account and refuse any and all current or future use of any portion of the Website.

User Conduct: You understand that all information, data, text, software, music, sound, photographs, graphics, video, messages or other materials ("Content"), whether publicly posted or privately transmitted (including e-mail), are the responsibility of the person from which such Content originated. You acknowledge and agree that you, and not Uken, are entirely responsible for all Content that you upload, post, e-mail or otherwise transmit via the to the Website. You hereby grant Uken an irrevocable, perpetual, royalty-free, worldwide non-exclusive license to use, reproduce, distribute and crate derivative works from any Content which you post or otherwise submit to Uken via the Website. You agree to abide by all applicable local, state, national and international laws and regulations and are solely responsible for all acts or omissions that occur under your account or password, including the Content posted to the Website. By way of example, and not as a limitation, you agree not to take the following actions, or allow another person to use your account, to take the following actions:

a.     post or otherwise transmit any Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable or determine by Uken (in its sole discretion) to be inappropriate for the Website;

b.     defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others;

c.      impersonate any person or entity, including, but not limited to, a representative of Uken  or any of Uken's service providers, or falsely state or otherwise misrepresent your affiliation with a person or entity;

d.     post or otherwise transmit any Content that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);

e.     post or otherwise transmit any Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party;

f.      post or otherwise transmit any material that contains software viruses, trojan horses, worms, time bombs, cancelbots or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; or

g.     interfere with or disrupt the operation of the Website or servers or networks hosting or connected to the Website.

Notice and Procedure for Making Claims of Copyright Infringement: If you believe that your work has been copied in a way that constitutes copyright infringement or that your intellectual property rights have been otherwise violated, please provide Uken's copyright agent the written information specified below.

·       An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;

·       A description of the copyrighted work or other intellectual property that you claim has been infringed upon;

·       A description of where the material that you claim is infringing is located on the Website, with enough detail that we may find it on the web site;

·       Your address, telephone number, and e-mail address;

·       A statement by you that you have a good-faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law;

·       A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.

Indemnity: You agree to indemnify and hold Uken and the Association of Subcontractors and Affiliates, and their respective members, affiliates, directors, officers, agents, subcontractors, service providers, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of (i) Content submitted, posted to or transmitted through the Website by an Account User, (ii) any violation of these Terms and Conditions of Use by an Account User, or (iii) any violation of any rights of a third party caused by an Account User. An "Account User" means you or any person or entity using your account (x) with your permission, (y) as a result of your failure to adequately protect your account password, or (z) as a result of your failure to immediately notify Uken of any unauthorized use of your password or account or any other breach of security.

Copyright Ownership, License and Restrictions on Use: All right, title and interest (including all copyrights, trademarks, patent rights and other intellectual property rights) on the Website and all information contained therein is and shall remain the sole property of Uken and its licensors, as applicable. You are authorized to view and use information retrieved from the Website solely for your personal or internal business purposes. Except with prior written authorization from Uken, no material available on the Website may be copied, reproduced, downloaded, uploaded, displayed, sold, posted, distributed, incorporated into another work, used to create a derivative work, or otherwise exploited in any way, except that limited reproduction is permitted for your personal use. In no event may you remove any copyright or other proprietary notices or legends appearing on this site.

Trademarks: Uken^® and the Uken logo, Pantone 350C Green color and Pantone 7409C Yellow Color & Process Black C Black color combination are the registered trademarks of Uken. The other trademarks, service marks and logos displayed in the Website are registered and unregistered trademarks of Uken and others. Nothing contained on this Uken site should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any trademark displayed on this site without the written permission of Uken or such third party that owns the trademark.

Links: This Website contains hypertext links to web sites of other third parties. Uken does not control these web sites and is not responsible for their content. The existence of such links does not indicate any approval, endorsement or authentication of any material appearing on such linked sites. The existence of such links does not indicate any association between Uken and the owners or operators except as specifically set forth on this Website or in other Uken materials. You assume sole responsibility for use of third party links.

Disclaimers: You acknowledge that Uken does not own, operate or manage the Internet; the Internet is a separate network of computers, independent of and not subject to the control of Uken; communications on the Internet may not be secure and may be subject to interception or loss; certain Content available on the Internet is copyrighted and may have been distributed in violation of copyright laws. You further acknowledge that Uken has no obligation to review the Content posted on the Website.

Under no circumstances will Uken be liable in any way for any Content, including, but not limited to, for any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, e-mailed or otherwise transmitted via the Website. Accordingly, you agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. Uken does not guarantee continuous, uninterrupted or secure access to the Website, and operation of the Website may be interfered with by numerous factors outside of our control.

IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE WEBSITE, OR WITH ANY OF THESE TERMS AND CONDITIONS OF USE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THIS WEBSITE.

THE WEBSITE IS PROVIDED ON AN "AS IS" BASIS AND Uken EXPRESSLY DISCLAIMS ALL EXPRESS AND IMPLIED WARRANTIES, INCLUDING THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL UKEN OR ANY OF ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS BE LIABLE (WHETHER IN AN ACTION ARISING FROM CONTRACT OR TORT) FOR (i) INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF UKEN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM ANY OTHER MATTER RELATING TO THIS WEBSITE, OR (ii) ANY DISCLOSURE OF INFORMATION PROVIDED TO UKEN (EVEN IF SUCH DISCLOSURE IS CAUSED BY THE NEGLIGENCE OF UKEN), EXCEPT TO THE EXTENT THAT SUCH IMPROPER DISCLOSURE IS DIRECTLY CAUSED BY THE INTENTIONAL MISCONDUCT OR GROSS NEGLIGENCE OF Uken.