Last Updated: 14 September 2023
This agreement “User Agreement” and the following terms “Terms” govern your use of the website “Cool-out.com” (the “Website”), provided by Deep Roots Entertainment Ltd d/b/a “Cool Out” (“we,” “us,” or “our”). By accessing or using our website and applications you agree to be bound to this User Agreement, our Purchase Policy and Privacy Policy and all other policies applicable to the use of our site (collectively, the “Additional Policies”) are incorporated by reference into this User Agreement. If you do not agree with these Terms, please do not use the Website.
- User Acceptance
You must be at least 18 years old or the legal age in your jurisdiction to use this Website. By using the Website, you represent and warrant that you meet this requirement.
- Website Content
All content on Cool-out.com, including but not limited to text, images, videos, and other materials, is for informational purposes only. We do not guarantee the accuracy, completeness, or reliability of any content on the Website.
We reserve the right to change, modify, or remove any content on the Website without notice.
- User Accounts
To access certain features of the Website, you may be required to create a user account. By creating an account on our website you agree to provide true, accurate, current, and complete information. You agree not to create an account using a false identity or providing false information or if you have previously been removed or banned from our website.
We reserve all rights provided by law to pursue any and all remedies to the full extent provided by law for any false declarations made by you.
You are responsible for maintaining the confidentiality of your account information, including your username and password. You are responsible for all activities that occur on or in connection with your account and you agree to notify us immediately of any unauthorized access or use of your account. You acknowledge and agree that we are not responsible or liable for any damages, losses, costs, expenses, or liabilities related to any unauthorized access to or use of your account.
- Termination and Reservation of Rights
You may cancel your account at any time by contacting a member of the Cool Out team at via the link provided on the website. We reserve the right to terminate access to our website to any person, including you, at any time, for any reason, in our sole discretion. If you violate any of these Terms, your permission to use our website automatically terminates.
- Indemnification
You agree to indemnify, defend, and hold harmless Cool Out and its parents, subsidiaries, affiliates, officers, employees, directors, shareholders, agents, partners, vendors, and licensors (each, a “Cool Out Party,” and collectively, “Cool Out Parties”) from and against any and all claims, costs, proceedings, demands, losses, damages, and expenses (including reasonable attorneys’ fees and costs) of any kind or nature arising from, out of, in connection with, or relating to: (a) these Terms; or (b) use of our website. Cool Out may select counsel for and control the defense of any claim that you are indemnifying. You will reasonably cooperate with us in connection with any claim.
- Privacy
Our Privacy Policy governs the collection, use, and disclosure of your personal information. By using the Website, you consent to the practices described in our Privacy Policy.
- Acceptable Use Policy.
You are responsible for your use of thewebsite. Our goal is to create a positive, useful, and safe user experience for all. To promote this goal, we prohibit certain kinds of conduct that may be harmful.
- You represent and warrant that:
- you will not use a false identity or provide any false or misleading information;
- you will not create an account if you (or any account that you created or controlled) have previously been removed or banned from our website;
- you will not:
- violate any law, regulation, or court order;violate, infringe, or misappropriate the intellectual property, privacy, publicity, moral or “droit moral,” or other legal rights of any third party;
- take any action (even if requested by another) that is, or submit, post, share, or communicate anything that is, or that incites or encourages, action that is, explicitly or implicitly: illegal, abusive, harassing, threatening, hateful, racist, derogatory, harmful to any reputation, pornographic, indecent, profane, obscene, or otherwise objectionable (including nudity);
- send advertising or commercial communications, including spam, or any other unsolicited or unauthorized communications;
- engage in spidering or harvesting, or participate in the use of software, including spyware, designed to collect data from our website, including from any user of our website;
- transmit any virus, other computer instruction, or technological means intended to, or that may, disrupt, damage, or interfere with the use of computers or related systems;
- stalk, harass, threaten, or harm any third party;
- impersonate any third party;
- participate in any fraudulent or illegal activity, including phishing, money laundering, or fraud;
- use any means to scrape or crawl any part of our website;
- attempt to circumvent any technological measure implemented by us, any of our providers, or any other third party (including another user) to protect us, our website, users, recipients, or any other third party;
- access our website to obtain information to build a similar or competitive website, application, or service;
- attempt to decipher, decompile, disassemble, or reverse engineer any of the software or other underlying code used to provide our website; or
- advocate, encourage, or assist any third party in doing any of the foregoing.
- Investigations:
- You acknowledge and agree that we are not obligated to monitor access to or use of our website by you or third parties, but we have the right to do so to operate our website; enforce this policy or our terms; or comply with applicable law, regulation, court order, or other legal, administrative, or regulatory request or process; or otherwise.
- Intellectual Property
All content on Cool-out.com, including text, graphics, logos, and trademarks, is protected by intellectual property laws and belongs to us or our licensors.
You may not use, reproduce, distribute, or modify any content from the Website without our prior written consent.
- Third-Party Content and Interactions
Our website may contain features and functionalities that link to or provide you with access to third-party content, that is completely independent of Cool Out, including websites, platforms, directories, servers, networks, systems, information, databases, applications, software, programs, products or services, and the Internet in general. Cool Out is not responsible for the content of the interactions you may have with third parties. You should make whatever investigation you feel necessary appropriate before proceeding with any contact or interaction, in connection with our website or otherwise. You acknowledge and agree that we are not responsible or liable for any damages, losses, costs, expenses, or liabilities of any kind or nature incurred as the result of any such interaction. You hereby release Cool Out from claims, demands, and damages (actual and consequential) of every kind or nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes or our website.
- Links
Our website may contain links to social media platforms or third-party websites. You acknowledge and agree that: (a) the link does not mean that we endorse or are affiliated with the platform or website; and (b) we are not responsible or liable for any damages, losses, costs, expenses, or liabilities related to your use of the platform or website. You should always read the terms and conditions and privacy policy of a platform or website before using it.
- Disclaimer
You acknowledge and agree that your use of our Website is at your own risk and that our Website is provided on an “as is” and “as available” basis. To the extent permitted by applicable law, the Cool Out Parties disclaim all warranties, conditions, and representations of any kind, whether express, implied, statutory, or otherwise, including those related to merchantability, fitness for a particular purpose, non-infringement, and arising out of course of dealing or usage of trade.
In particular, the Cool Out Parties make no representations or warranties about the accuracy or completeness of content available on or through our Website or the content of any social media platform or third-party website linked to or integrated with our Website. You acknowledge and agree that the Cool Out Parties will have no liability for any: (i) errors, mistakes, or inaccuracies of content; (ii) personal injury, property damage, or other harm resulting from your access to or use of our Website; (iii) any unauthorized access to or use of our servers, any personal information, or user data; (iv) any interruption of transmission to or from our Website; (v) any bugs, viruses, trojan horses, or the like that may be transmitted on or through our Website; or (vi) any damages, losses, costs, expenses, or liabilities of any kind incurred as a result of any content posted or shared through our Website.
You acknowledge and agree that any material or information obtained through our Website, including any User Collaboration, is done at your own risk and that you will be solely responsible for any damages, losses, costs, expenses, or liabilities arising from or in connection with doing so. No advice or information, whether oral or written, obtained by you from us or through our Website, including through a User Collaboration, will create any warranty not expressly made by us.
You acknowledge and agree that when using our Website, you will be exposed to content from a variety of sources, and that Cool Out is not responsible for the accuracy, usefulness, safety, legality, or intellectual property rights of or relating to any such content. You further understand and acknowledge that you may be exposed to content that is inaccurate, offensive, indecent, objectionable, or harassing, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against any Cool Out Party with respect thereto.
To the fullest extent permitted by applicable law, you acknowledge and agree that in no event will any Cool Out Party be liable to you or to any third party for any indirect, special, incidental, punitive, or consequential damages (including for loss of profits, revenue, or data) or for the cost of obtaining substitute products, arising out of or in connection with these Terms, however caused, whether such liability arises from any claim based upon contract, warranty, tort (including negligence), strict liability, or otherwise, and whether or not Cool Out has been advised of the possibility of such damages.
To the maximum extent permitted by applicable law, our total cumulative liability to you or any third party under these Terms, including from all causes of action and all theories of liability, will be limited to and will not exceed the fees actually received by Cool Out from you during the 12 months preceding the claim giving rise to such liability.
Certain jurisdictions do not allow the exclusion or limitation of certain damages. If those laws apply to you, some or all of the above exclusions or limitations may not apply to you, and you might have additional rights.
You agree that the limitations of damages set forth above are fundamental elements of the basis of the bargain between Cool Out and you.
- Mediation Agreement and Waiver of Certain Rights
Mediation: You and Cool Out agree to resolve any disputes between you and Cool Out through binding and final arbitration instead of through court proceedings. You and Cool Out each hereby waive any right to a jury trial of any controversy, claim, counterclaim, or other dispute arising between you and Cool Out relating to these Terms or our App (each a “Claim,” and collectively, “Claims”).
Costs and Fees: If you demonstrate that the costs of mediation will be prohibitive as compared to the costs of litigation, Cool Out will pay as much of the administrative costs and mediator’s fees required for the mediation as the mediator deems necessary to prevent the cost of the mediation from being prohibitive.
No Preclusions: You and Cool Out each have the right to bring any qualifying Claim in court. In addition, you and Cool Out each retain the right to apply to any court of competent jurisdiction for provisional relief, including pre-mediation attachments or preliminary injunctions, and any such request will not be deemed to be either incompatible with these Terms or a waiver of the right to have disputes submitted to mediation as provided in these Terms.
Severability/No Waiver/Survival: If any provision of this agreement is found to be invalid or unenforceable, that provision will be deemed appropriately modified to give effect to the intent of the provision or, if modification is not possible, will be severed and the remainder of this agreement will continue in full force and effect. No waiver of any provision will be effective or enforceable unless recorded in a writing signed by the party waiving such a right or requirement. Such a waiver will not waive or affect any other provision of these Terms. This will survive the termination of your relationship with Cool Out.
- Termination
We reserve the right to terminate or suspend your access to the Website, without notice, for any reason.
- Other Provisions
Force Majeure: Under no circumstances will any Cool Out Party be liable for any delay or failure in performance due in whole or in part to any acts of God (such as earthquakes, storms, floods, etc.), epidemics, natural disasters, unavoidable accidents, internet and communication service interruptions, laws, rules, regulations or orders of government authorities, acts of war (declared or not), terrorism, hostilities, blockades, civil disturbances, embargoes, strikes, or any other event or cause beyond the reasonable control of any Cool Out Party.
Severability: If any provision of these Terms is found to be invalid or unenforceable, that provision will be deemed appropriately modified to give effect to the intent of the provision or, if modification is not possible, will be severed from these Terms and will not affect the enforceability of any other provision.
No Waiver or Amendment: The failure by Cool Out to enforce any right or provision of these Terms will not prevent Cool Out from enforcing such right or provision in the future and will not be deemed to modify these Terms.
Assignment: Cool Out may, at any time, assign its rights and obligations under these Terms, including to an affiliated entity or in connection with a sale of assets, merger, acquisition, reorganization, bankruptcy, other transaction, or by operation of law.
Miscellaneous: The term “including” in these Terms will be interpreted broadly and will mean “including, without limitation.” Titles are for convenience only and will not be considered when interpreting these Terms.
- Governing Law
These Terms are governed by and construed in accordance with the laws of the Cayman Islands.
- Contact Information
If you have any questions or concerns about these Terms, please contact us at info@cool-out.com