1.1 “TCU”: The present Terms and Conditions of Use.
1.2 “Site”: Website located at the URL www.scup.com.br.
1.3 “SCUP” or “Software”: Online platform/software, available at the Site, used for the management of social media, through monitoring, insertion, relationship, and data statistics.
1.4 “SPRINKLR”: SPRINKLR (BRASIL) Ltda. with head office in the city of São Paulo, State of São Paulo, at Avenida das Nações Unidas, nº 8.501, 24th floor, CEP 05425-070, registered under corporate taxpayer’s ID (CNPJ/MF) nº 11.040.096/0001-38, owner of the Site.
1.5 “Service(s)”: Social media management services, through monitoring, insertion, relationship, and data statistics, offered by SPRINKLR at the Site, through the SCUP.
1.6 “User(s)”: Any natural person or legal entity that fills in the Registration Form located in the Site.
1.7 “Registration”: It is the filling in of the User’s Personal Data requested at the Site and the consequent hiring of the Service by the User, obtaining a non-exclusive, non-transferable, and not definitive SCUP license.
1.8 “Personal Data”: Data supplied by the User in the Registration Form.
2.1 The present TCU’s object is to regulate the Service provision by SPRINKLR and the Service utilization by the Users.
3.1 Users will be responsible for their Registration with the Site, in order to hire the Service, committing to provide only truthful and accurate Personal Data, and SPRINKLR shall not be held responsible in any way in case false or mistaken information is registered.
3.2 The truthfulness, accurateness, update, and authenticity of all Personal Data provided in the Registration are the sole responsibility of the Users, and are ensured by them.
3.3 By filling in and submitting the Registration Form, the User will be expressly and automatically authorizing SPRINKLR to forward e-mails to the User with information on the Services, such as alerts, warnings of new functionalities, etc.
3.4 Filling in and submitting the Registration Form constitute express and full acceptance of all terms of these TCU by the User, effective at the moment the User hires the Service.
3.6 The Registration of Users can be cancelled at any moment, with no previous notice and definitively, at the discretion of SPRINKLR, in case of evidence of: (i) use of inappropriate terms and words, cuss words, illegal or pornographic content; (ii) political or religious connotation; (iii) incitement to violence; (iv) violation of the rights of third parties; (v) any act or conduct that violates any laws or regulations enforced in the country, or (vi) any act or conduct that disrespects these TCU, especially the obligations of the User described below.
3.7 Registration cancellation immediately prohibits the User to continue using the Service.
3.8 By filling in the Registration Form, with the correct Personal Data with no irregularities, and hiring the SPRINKLR' SERVICE, the User will be licensed to use the Software and the Services and will receive his/her username for login and his/her password (hereinafter and together, referred to as “Access Passwords”).
3.9 The User is the sole responsible for maintaining the confidentiality of his/her Access Passwords and commits to using them diligently, as well as to immediately notify SPRINKLR in case of loss, theft, or any other unauthorized use of them.
4. SERVICE AND USE
4.1 After the Registration, using his/her Access Passwords in the Site, the User starts to have access to SCUP and to the Services, being able to monitor and manage social media, following-up, inserting content, managing relationships, and managing data statistics.
4.2 The User shall be the sole and exclusive responsible for his/her use of the Services and SPRINKLR shall be exempt of any liability for the use of the Services for illicit ends.
4.3 The User is forbidden to use the Services for any illicit ends including, but not limited to (i) the publication, access or research of content contrary to the morals and proper conduct; (ii) publication, access or research of pornographic content of any sort or which incite pornography, pedophilia, or any other illicit conduct; (iii) publication, access or research of content which was not authorized by the holder of its rights, as well as images, videos, or any other material that contains the image of people, which have not been authorized by such people; (iv) publication, access or research of content that incites violence of any kind, discrimination whether based on race, religion, gender, nationality, sexual orientation, or any other kind; and (v) publication, access or research of content that promotes illegal or legally questionable activities.
4.4 Considering the high volatility of the Internet and the fact that SPRINKLR does not have control over it, the availability and continuity of the Service are not guaranteed by SPRINKLR, which is exempt of all liability related to eventual damages and losses of any nature that might be caused due to unavailability of lack of continuity of the Service, whether it is due to technical issues or lack of interest from SPRINKLR to maintain the Service.
4.5 SPRINKLR, in order to preserve the quality and functionality of the Services, reserves the right to unilaterally modify, at any moment and with no previous notice, the presentation and set up of the Service, as well as the conditions now required to use it, leaving the User free to request the cancelling of his/her Registration.
5. OBLIGATIONS OF THE USER
5.1 Without prejudice to the abovementioned provisions, the User commits to always use the Service in accordance with the law, the morals, the proper conduct, and the public order.
5.2 The User is also obliged to use the Service in a diligent and prudent manner, abstaining from using it as a medium for the practice of illicit acts or acts which are not in accordance with these TCU, or which are harmful to the rights and interests of others, or that can damage or overload, in any way, the Service, the information technology equipment of other Users or other Internet users (hardware and software) as well as the documents, files, and all kinds of contents stored in their information technology equipment (hacking), or prevent the normal use or privilege of the referred Service, information technology equipment and documents, files and contents by other Users and other Internet users.
5.3. The User acknowledges that he/she is the sole responsible for the use of the service, which is provided in exclusive accordance with these TCU, with no other guarantees, in accordance with the legally allowed limits.
5.4. The User declares, acknowledges, and agrees that the research base used in the service provision is the Internet, thus, considering that SPRINKLR does not have any control over the Internet, SPRINKLR does not offer any guarantees as far as obtaining any results from the provisioning of the services. In the hypothesis of presenting results from the provisioning of the services, regarding such information SPRINKLR does not offer any guarantees as far as the information obtained including, but not limited to, the fact that this information is (i) correct; (ii) true; (iii) proper to any specific purpose; and (iv) about the identity of the author, source, or origin. SPRINKLR is and shall be exempt of all liability regarding the content of the information obtained by the User as a consequence of the use of the services, as well as for damages caused by such content or in consequence of the use of such content by the User.
5.5. The User is obliged: (a) not to use the Service with the purpose to broadcast/disclose illegal or defamatory material, which violates the privacy or property of third parties, or which is abusive, threatening, obscene, harmful, vulgarly obscene, injurious, or in any other way reprehensible, (b) not to practice any acts that violate or incite the violation of the law or municipal, state, federal or international regulations; (c) not to broadcast/disclose information that is false, ambiguous, inaccurate, exaggerated, or extemporaneous, in such a way that can be misleading about its object or the intentions or purposes of the communicator; and (d) not to use the Service to disclose products or services, always respecting the non-commercial nature of the Service.
5.6. The User commits not to use the Service with the purpose to store, distribute, broadcast, spread or make available to third parties, any class of content and, in general, any class of material that by itself or through its broadcast (a) contravenes, undermines, or attempts against the fundamental rights and public and individual liberties recognized in the constitution, in international treaties, and in the legal framework in general; (b) induces, incites, or promotes wrongful, defamatory, accusatory, or violent behavior, or which is in general against the law, contrary to the accepted morals and proper conduct or to the public order; (c) induces, incites, or promotes discriminatory behavior, attitudes, or ideas, whether based on gender, race, religion, beliefs, age, social condition, or any other thing; (d) embodies wrongful, violent, degrading messages, or which are in general against the law, the accepted moral and proper conduct or to the public order; (e) induces or may induce to an unacceptable state of anxiety or fear or which constitutes threat or blackmail to third parties; (f) induces or incites to get involved in dangerous or risky practices, or which is harmful to the health and psychological balance; (g) is false, ambiguous, inaccurate, exaggerated, or extemporaneous, in such a way that can be misleading about its object or the intentions or purposes of the communicator; (h) is protected by any industrial or intellectual property rights belonging to third parties, and which the User did not previously obtain the necessary authorization from its holders for the use being performed or intended by the User; (i) violates the business secrecy of third parties; (j) is contrary to the right, honor, personal and family intimacy, or the very own image of people; (k) infringes the regulation on communication secrecy; (l) constitutes, if that is the case, illicit, misleading, or disloyal publicity and, in general, constitutes disloyal competition; (m) causes, due to its characteristics (such as format, extension, etc.), difficulties to the normal working of the Service; (n) contributes, facilitates or encourages, in any way, the practice of any form of infringement of intellectual property of any content made available on the Internet. This prohibition includes all of the following forms of software piracy: (i) making available software serial numbers that can be used to validate or register the Software illegally; (ii) making available tools with the purpose to have illegal access to the Software (not including tools which are legitimately useful for software developers, systems administrators, among others); (iii) making available any software files over which the Users do not have copyrights or the right to make it available; (o) facilitating the spreading of material that contains virus, corrupted data, or any other harmful or malicious element.
5.6.1. Furthermore, the User shall not use the Service (i) for “remote loading,” (ii) “mirroring” or as a door or signpost to another “Home Page,” (iii) to make available executable programs or emulators for “download” through the “Home Page,” (iv) to send files to the SCUP directory with different extension name from the original file extension; (v) to expose “hyperlinks” of content not allowed by SPRINKLR; (vi) to obtain personal identification information for illegal use or purposes; (vii) to disclose material or links or any raffle, contest, or game that requires payment of a participation fee, or similar system.
5.7. The User’s connection, whether transmitting or, in any other way, linked with the sending of any kind of “spam” or unsolicited electronic mail sent in large quantities, gives SPRINKLR the right to cancel the Registration of such User. Moreover, if and only if the actual losses and damages cannot be reasonably calculated, due to the inherent difficulty to perform calculations of such nature, the User agrees to pay to SPRINKLR the amount of R$ 100.00 (one hundred reais), to cover losses and damages, for each “spam” or unsolicited electronic mail sent in large quantities, which were transmitted from the User’s account or in any other way linked to it. Otherwise, the User agrees to pay to SPRINKLR the actual losses and damages, as they can be reasonably calculated.
5.8 SPRINKLR will cooperate with public authorities to locate individuals who have, in any way, offered or made reference to illegal material, and it can also, at SPRINKLR sole discretion, notify the competent authorities about the existence of such facts, supplying copies with no need to obtain previous consent from the User.
6. USE BY THIRD PARTIES
6.1 Due to the nature of the Service, the User states to be aware that third parties will have access to the Site, and will be able to download its content and use the referred material for any purposes that may not be authorized by the present TCU, and SPRINKLR is exempt of any liability derived from such acts.
7. DISCLAIMER OF WARRANTIES AND LIABILITY
7.1 SPRINKLR does not guarantee the availability or the continuity of the Service operations, being exempt of any liability for the losses and damages of any nature that might be caused due to unavailability or lack of continuity of the Service.
7.2 SPRINKLR does not guarantee (i) the security and privacy of Users during the use of the Service; and (ii) that unauthorized third parties will not have access to and, eventually, intercept and handle the content made available through the Service or communications of any class that Users transmit or make available through the Service.
7.3 SPRINKLR is exempt of any liability related to losses and damages of any nature that might be caused due to access, interception, elimination, change, modification, or handling, by non-authorized third parties, of the files and communications stored, transmitted or made available to third parties through the Service.
7.4 SPRINKLR will not monitor Users or the communications performed during the use of the Service. The User acknowledges and agrees that SPRINKLR does not endorse the content of any communication from Users, the content disclosed by them and any other content from Users during the Services. Furthermore, in accordance with the abovementioned provision, SPRINKLR is not responsible for any illegal or defamatory material that violates privacy rights or that is abusive, threatening, obscene, insulting, or reprehensible in any way or that infringes or may infringe property or intellectual rights or any other rights of third parties.
7.5 SPRINKLR is exempt of any direct or indirect liability for losses and damages of any nature that might be caused due to the use of the service, the content made available, and the messages and communications that might be transmitted through the SCUP.
7.6 The responsibility for the truthfulness, origin, effectiveness and/or authenticity of the information disclosed or made available by the Users to other users about themselves is the sole responsibility of the User, as well as losses and damages of any nature that might be caused due the simulation of the personality of a third party performed by a User in any class of communication performed through the service, and SPRINKLR, as of this moment, is exempt of any liability derived from such acts.
7.7 By using the Site or other sites or services from SPRINKLR, the USER agrees that, within the limits of the effective legislation, the liability of SPRINKLR is limited to direct material damages proven to be caused by SPRINKLR. Under any circumstances, the indemnification eventually owned by SPRINKLR is limited to the amount equivalent to a monthly fee of the plan paid by the User to use the Service, if applicable.
7.8. The availability and continuity of the Service are not guaranteed by SPRINKLR, which is exempt of all liability related to eventual damages and losses of any nature that might be caused due to unavailability of lack of continuity of the Service, whether it is due to technical issues or lack of interest from SCUP to maintain the Service.
8.1 SPRINKLR provides the User with a personal, non-exclusive, non-transferable and not definitive license to use the SCUP, and the Services, in accordance with these TCU. The license guaranteed herein does not allow the User, or the User to allow third parties to copy, modify, create derived work, perform reverse engineering or software disassembly or any act to discover its source code, as well as to sell, consign, sublicense, grant in warranty or by any other means transfer any right related to the abovementioned applications.
8.2 In addition to the abovementioned license, SPRINKLR does not grant any other use permission of no other class over its industrial and intellectual property rights or over any other property or right, related or not, with the Service.
9.1 If any User or any third party notices any infringements to these Terms and Conditions, we kindly request this to be reported to SPRINKLR, through the e-mail address email@example.com.
9.2 In case a User or third party notices the existence of facts or circumstances that might constitute improper use of the Service, whether it is because they are not abiding by these TCU, or not abiding by the law, SPRINKLR requests that a notification be sent, containing: (a) personal data: name, address, telephone number and electronic mail address of the claimant; (b) description of the supposed illicit activity that took place in the Site and, in particular, when it is about a supposed violation of copyrights, a thorough and precise indication of the work protected and supposedly infringed; (c) description of the location in the site where we can find the material the User or third parties allege is infringing the copyrights; (d) a User or third parties’ declaration, mentioning they believe in good faith that the use being questioned has not been authorized by the holder of the copyrights, its representative or by the law (e) a User or third parties’ declaration indicating, under penalties of the law, that the information contained in the notification of infringement is true and that the User is the holder of the copyrights or is authorized to act in defense of such rights.
9.3 Any news related to the violation of intellectual property will be promptly assessed by SPRINKLR, and the measures which are considered adequate in the terms of the applicable legislation must be taken. If SPRINKLR sees fit, it can immediately remove or prevent the access to the violating material, in addition to preventing those who have committed the infringement to have access to it.
9.4 If under any circumstances SPRINKLR becomes aware of the presence, in its server, of material that violates the rights of third parties, SPRINKLR reserves the right to cancel it, at any moment and with no previous notice.
9.5 If the Service use by the User causes complaints or results in expenses, including eventual legal fees, the User agrees to indemnify SPRINKLR and all other suppliers involved.
9.6 The indemnification at hand includes, but it is not limited to: (i) the responsibility of the User for any violations or infringements resulting from the violation of copyrights, brand or intellectual rights, (ii) the responsibility of the User for any obligation resulting from illegal material made available by the User, (iii) other conducts that result in breach of these TCU.
10. COMMERCIAL CONDITIONS
10.1 The Services can be tested by the Users for 7 (seven) days, free of charge, provided the User registers in the respective field available in the Site, observing all the provisions in this present TCU.
10.2. If the User chooses to hire the Services, the respective values to be paid by the User and the payment form shall be those described in the tab “Plan” in the Site, according to each plan hired by the User, or which, through the signature of a valid document, end up being agreed upon between SPRINKLR and the User.
11. ENTIRE AGREEMENT
11.1 These TCU, including all warnings, instruction, rules or policies published in the Site or forwarded to the User’s e-mail address, constitutes the entire agreement between the User and SPRINKLR on the use of the Services, replacing any kind of previous agreement between the Parties.
12. INDEPENDENT CLAUSES
12.1 If any provision under these TCU is considered illegal, void or impossible to be met for any reason, this provision will be considered an independent clause of the remainder of these TCU and shall not affect the validity or the applicability of the obligation to abide by the remaining terms of the TCU herein.
13. TOLERANCE TO FAILURE TO COMPLY WITH THE TCU
13.1 SPRINKLR’ tolerance regarding the User’s failure to comply with any clause, condition, or obligation foreseen herein will be considered mere tolerance, and it shall not imply in novation to the terms of the instrument herein, or waiver from SPRINKLR to demand compliance of obligation from the User, which can do it at any time, under the penalties foreseen herein or in the relevant legislation.
14. APPLICABLE LAW AND COMPETENT COURT
14.1 The TCU shall be ruled by the laws of the Federative Republic of Brazil. The User and SPRINKLR agree to submit eventual controversies originated from the instrument herein or from the use of the Service to the User’s court of residence, indicated in the Registration Form.