Terms of Use

Effective Date: May 24, 2025

Last Updated: May 24, 2025

1. AGREEMENT TO TERMS

These Terms of Use constitute a legally binding agreement between you (whether personally or on behalf of an entity) and MakeNoise ("we," "us," or "our"), concerning your access to and use of the makenoise.dev website and our strategic development services (collectively, the "Site"). We are registered in the United Kingdom under company number 16547577.
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By accessing the Site, you agree to be bound by these Terms of Use. IF YOU DO NOT AGREE WITH ALL OF THESE TERMS, YOU ARE PROHIBITED FROM USING THE SITE AND MUST DISCONTINUE USE IMMEDIATELY.

2. INTELLECTUAL PROPERTY RIGHTS

Unless otherwise indicated, the Site and all content, including source code, databases, functionality, software, website designs, text, photographs, and graphics (collectively, the "Content") and trademarks, service marks, and logos (the "Marks") are owned by us and protected by copyright and trademark laws.

The Content and Marks are provided "AS IS" for your information and personal use only. You may not copy, reproduce, republish, upload, post, publicly display, transmit, distribute, sell, license, or otherwise exploit any Content for commercial purposes without our express written permission.

You are granted a limited license to access and use the Site for personal, non-commercial use only.

3. USER REPRESENTATIONS

By using the Site, you represent and warrant that:

• All registration information you submit is true, accurate, current, and complete
• You will maintain the accuracy of such information
• You have legal capacity and agree to comply with these Terms
• You are not a minor, or if a minor, you have received parental permission
• You will not access the Site through automated means
• You will not use the Site for illegal or unauthorized purposes
• Your use will not violate any applicable law or regulation

If you provide false, inaccurate, or incomplete information, we may suspend or terminate your account.

4. PROHIBITED ACTIVITIES

You may not access or use the Site except as expressly permitted. As a user, you agree not to:

• Systematically retrieve data from the Site without written permission
• Trick, defraud, or mislead us and other users
• Circumvent or interfere with security-related features
• Disparage, tarnish, or harm us or the Site
• Use information from the Site to harass, abuse, or harm others
• Make improper use of our support services
• Use the Site inconsistently with applicable laws
• Upload or transmit viruses, malware, or harmful material
• Engage in automated use of the system
• Delete copyright or proprietary rights notices
• Attempt to impersonate another user
• Interfere with or disrupt the Site or connected networks
• Harass our employees or agents
• Attempt to bypass access restrictions
• Copy or adapt the Site's software
• Reverse engineer any software comprising the Site
• Use unauthorized automated systems or scripts
• Make unauthorized use of the Site for commercial purposes

5. USER GENERATED CONTRIBUTIONS

The Site may allow you to contribute content including text, comments, suggestions, or other material ("Contributions"). Any Contributions you transmit may be treated as non-confidential and non-proprietary.

When you create Contributions, you warrant that:

• Your Contributions do not infringe third-party rights
• You own or have necessary licenses for your Contributions
• Your Contributions are not false, inaccurate, or misleading
• Your Contributions are not spam or unauthorized advertising
• Your Contributions are not obscene, violent, harassing, or objectionable
• Your Contributions do not violate any applicable law

Violations may result in termination of your Site access.

6. CONTRIBUTION LICENSE

By posting Contributions, you grant us an unrestricted, unlimited, irrevocable, perpetual, non-exclusive, transferable, royalty-free, worldwide right and license to host, use, copy, reproduce, publish, distribute, and prepare derivative works of such Contributions for any purpose, commercial or otherwise.

You retain full ownership of your Contributions. We have the right to edit, remove, or delete any Contributions at any time without notice.

7. THIRD-PARTY WEBSITES AND CONTENT

The Site may contain links to other websites ("Third-Party Websites") and third-party content. We are not responsible for Third-Party Websites or content, including their accuracy, appropriateness, or completeness.

If you access Third-Party Websites, you do so at your own risk. You should review their applicable terms and privacy policies. Any purchases through Third-Party Websites are exclusively between you and the applicable third party.

8. SITE MANAGEMENT

We reserve the right to:

• Monitor the Site for violations of these Terms
• Take appropriate legal action against violators
• Refuse, restrict access to, or disable any Contributions
• Remove excessive or burdensome files and content
• Otherwise manage the Site to protect our rights and facilitate proper functioning

9. PRIVACY POLICY

We care about data privacy and security. Please review our Privacy Policy, which is incorporated into these Terms. By using the Site, you agree to be bound by our Privacy Policy.

10. COPYRIGHT INFRINGEMENTS

We respect intellectual property rights. If you believe any material on the Site infringes your copyright, please notify us immediately using the contact information below. You may be held liable for damages if you make material misrepresentations in a copyright notice.

11. TERM AND TERMINATION

These Terms remain in effect while you use the Site. We reserve the right to deny access to the Site to any person for any reason, including breach of these Terms or applicable law.

We may terminate your use or delete your account at any time without warning. If terminated, you are prohibited from creating new accounts under any name.

12. MODIFICATIONS AND INTERRUPTIONS

We reserve the right to change, modify, or remove Site contents at any time without notice. We also reserve the right to modify or discontinue the Site without notice.

We cannot guarantee the Site will be available at all times. We may experience technical problems or need to perform maintenance. You agree we have no liability for any loss, damage, or inconvenience caused by Site downtime.

13. GOVERNING LAW

These Terms are governed by the laws of England and Wales. You irrevocably consent that the courts of England and Wales have exclusive jurisdiction to resolve any disputes.

14. DISPUTE RESOLUTION

Informal Negotiations: Before formal proceedings, parties agree to attempt informal negotiations for at least thirty (30) days.

Binding Arbitration: Disputes shall be resolved through binding arbitration under English arbitration law. The seat of arbitration shall be London, England. The language shall be English.

Restrictions: Arbitration is limited to disputes between parties individually. No class-action arbitration is permitted.

Exceptions: Disputes concerning intellectual property rights, theft, privacy violations, or claims for injunctive relief are not subject to arbitration.

15. CORRECTIONS

The Site may contain errors, inaccuracies, or omissions. We reserve the right to correct any errors and update information at any time without notice.

16. DISCLAIMER

THE SITE IS PROVIDED "AS-IS" AND "AS-AVAILABLE." TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

WE MAKE NO WARRANTIES ABOUT THE ACCURACY OR COMPLETENESS OF THE SITE'S CONTENT AND ASSUME NO LIABILITY FOR:

• Errors, mistakes, or inaccuracies of content
• Personal injury or property damage from Site use
• Unauthorized access to secure servers
• Site interruption or cessation
• Bugs, viruses, or harmful code
• Errors or omissions in content

17. LIMITATIONS OF LIABILITY

IN NO EVENT WILL WE BE LIABLE FOR DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, OR LOSS OF DATA ARISING FROM SITE USE.

OUR LIABILITY FOR ANY CAUSE WHATSOEVER IS LIMITED TO £100.00 GBP. Some jurisdictions do not allow limitations on warranties or damages, so some limitations may not apply to you.

18. INDEMNIFICATION

You agree to defend, indemnify, and hold us harmless from any loss, damage, liability, claim, or demand, including reasonable attorneys' fees, arising from:

• Your Contributions
• Site use
• Breach of these Terms
• Breach of your representations and warranties
• Violation of third-party rights
• Harmful acts toward other Site users

19. USER DATA

We maintain certain data you transmit to the Site for performance management and usage analysis. Although we perform regular backups, you are solely responsible for all data you transmit. We have no liability for any loss or corruption of such data.

20. ELECTRONIC COMMUNICATIONS

Visiting the Site and sending emails constitute electronic communications. You consent to receive electronic communications and agree that electronic delivery satisfies any legal requirement for written communication.

You agree to electronic signatures, contracts, and records, and waive any rights requiring original signatures or non-electronic records.

21. MISCELLANEOUS

These Terms constitute the entire agreement between you and us. Our failure to enforce any right or provision does not constitute a waiver. If any provision is unlawful or unenforceable, it is severable and does not affect other provisions.

No joint venture, partnership, employment, or agency relationship is created by these Terms or Site use.

22. CONTACT US

To resolve complaints or receive further information, contact us at:

MakeNoise
Email: hello@makenoise.dev