Terms — Rebrand

These Website Terms of Service (“Terms”) govern the use of https://rebrand.gallery (the “Website”) and any related Rebrand software (the “Software”) or services (collectively, the “Services”) provided by Sahkyo SARL and its subsidiaries, representatives and affiliates (collectively, “Rebrand”, “we”, “us” or “our”) regardless of whether you, the customer or user, is a paid user or a non-paying visitor. These Terms, and any other terms and policies referred to in these Terms, form an Agreement between Rebrand and the user (referred to as “Customer” or “you”), collectively referred to as the Parties or each a Party. These Terms govern your use and access to our Services, including our Website and/or Software, our notifications and any materials or content appearing therein.

Please also read Rebrand’s Privacy Policy. These Terms are relevant for those wishing to use Rebrand’s Website and/or create an account and utilise the Services provided by Rebrand.

1. About Us and our Services

We are Sahkyo SARL a company registered in France, trading as Rebrand. Our Unique Entity Number is 920817087 and our registered office is at 60 rue François 1er, 75008 Paris.
Rebrand is a curated gallery of visual identites from the best-in-class brands. It helps brand designers find relevant design inspiration and references with significantly less time and effort. The materials available on and/or made available to the Customer on Rebrand’s Website and/or Software are curated from various sources from time to time to ensure that they are up to date as reasonably as possible.

2. Acceptance

Rebrand owns, or holds the relevant rights to the Website and/or Software and will grant a non-exclusive license to the Customer, per the terms of this Agreement, and allow the use of the Website and/or Software.
This Agreement sets out the terms upon which Rebrand has agreed to grant a license to the Customer to use the Website and Software. This Agreement is binding on any use of the Website and Software and applies to the Customer from the time that Rebrand provides the Customer with an account (“Customer’s account”) to access and use the Website and/or Software (“Effective Date”).
By accessing and/or using the Website and/or Software you:
1. warrant to us that you have reviewed this Agreement, including our Website Terms of Use (available on the Site) and our Privacy Policy (available on the Site), with your parent or legal guardian (if you are under 18 years of age), and you understand it;
2. warrant to us that you have the legal capacity to enter into a legally binding agreement with us or (if you are under 18 years of age) you have your parent’s or legal guardian’s permission to access and use the Site and they have agreed to the Terms on your behalf; and
3. agree to use the Services in accordance with this Agreement.
You must not create a Customer’s account unless you are at least 18 years of age. If you are a parent or legal guardian permitting a person who is at least 13 years of age but under 18 years of age (a Minor) create a Customer account and/or use the Site, you agree to: (i) supervise the Minor’s use of the Website and their account; (ii) assume all risks associated with, and liabilities resulting from, the Minor’s use of the Website and their Customer account; (iii) ensure that the content on the Website is suitable for the Minor; (iv) ensure all information submitted to us by the Minor is accurate; and (v) provide the consents, representations and warranties contained in the Terms on the Minor’s behalf.
By using and subscribing to our Services, you acknowledge that you have read, understood, and accepted this Agreement and you have the authority to act on behalf of any person or entity for whom you are using the Services, and you are deemed to have agreed to this Agreement on behalf of any entity for whom you use the Services.

3. Limitations of Use

Please read the following limitations and restrictions carefully. Any breach of the limitations and/or restrictions set out in these Terms may result, at Rebrand’s sole discretion, in the termination of your access to the Website and/or Software, and you may be exposed to civil and/or criminal liability.
By using the Website and/or Software, you warrant on behalf of yourself, your users, and other parties you represent that you will not:
1. modify, copy, prepare derivative works of, decompile, or reverse engineer any materials and software contained on this Website and/or Software;
2. introduce any code or device intended to interfere with or having the effect of interfering adversely with, the operation of any hardware or software, including any bugs, worms, logic bombs, trojan horses, viruses or any other self-propagating or other such program that may infect or cause damage to the Service or Rebrand’s systems or otherwise;
3. remove any copyright or other proprietary notations from any materials and software on this Website;
4. transfer the materials to another person or “mirror” the materials on any other server without Rebrand’s prior express written consent;
5. knowingly or negligently use this Website or any of its associated services in a way that abuses or disrupts our networks or any other service Rebrand provides;
6. use this Website or its associated services to transmit or publish any harassing, indecent, obscene, fraudulent, or unlawful material;
7. use this Website or its associated services in violation of any applicable laws or regulations;
8. use this Website in conjunction with sending unauthorised advertising or spam;
9. harvest, collect, or gather user data without consent;
10. sell, license, or exploit for any commercial purposes any use of or access to the content of the Service and/or the Website;
11. use this Website or its associated services in such a way that may infringe the privacy, intellectual property rights, or other rights of third parties;
12. unauthorised use of any scraper, robot, bot, spider, crawler or any other automated device or means to access, acquire, copy or monitor any portion of the Website and/or Software or any data or content found or accessed through the Website; and
13. create, store, access, transfer to any third party or otherwise distribute any material which:
  - is unlawful;
  - is or contains material which is harmful, obscene, defamatory, infringes any third party’s rights including any third party’s intellectual property rights;
  - is or contains material which is of a harassing or offensive nature;
  - contains sexually explicit or other offensive material;
  - promotes the use of unlawful violence against a person or property; or
  - is or contains material which is discriminatory based on race, origin, belief, sexual orientation, physical or mental disability, age or any other illegal category; or
  - infringes or violates any of these Terms.
If you operate a search engine, web crawler, bot, scraping tool, data mining tool, bulk downloading tool, wget utility, or similar data gathering or extraction tool, you may use the Website and/or Software, subject to the following conditions:
1. you must use a descriptive user agent header;
2. you must follow robots.txt at all times;
3. your access must not adversely affect any aspect of the Website and/or Software function; and
4. you must make it clear how to contact you, either in your user agent string, or on your website if you have one. You represent and warrant that you will not use any automated tools such as artificial intelligence or machine learning to (i) create derivative works of any materials and software contained on this Website and/or Software; (ii) to create any service competitive to Rebrand’s Services or (iii) for other commercial purposes except as expressly permitted by these Terms of Service or the written consent of Rebrand.

4. Accounts and Subscriptions

4.1. Your Account

By registering for an account with us, you must provide truthful and accurate information about yourself. You must safeguard your password (if any is in use) to the Software and keep your account information current. You are advised to use a strong password, i.e., a password that uses a combination of upper- and lower-case letters, numbers and symbols.
Do not share your account details or give others access to your account. Please note that any form of account sharing (i.e. one account used by multiple users) is strictly prohibited. If, as, and when we detect or have any reasonable cause to suspect any case of account sharing, it shall be deemed as a serious breach of the Terms, and we shall have the right to suspend or terminate your account upon confirmation.

4.2. Membership Plans

Rebrand offers different categories of membership plans (the “Plan(s)”). The Plans are Free and Pro. Depending on the Plan that you are subscribed to, you acknowledge and agree that you are fully aware of the Plan features and the dos and don’ts to the Services.
In additional to Clause 6.1, if you are a Personal Plan subscriber, you are not allowed to transfer your Plan to any other individual.
More details about our Plans may be found on our Website.

5. Payment Terms

When you purchase Rebrand’s Plan, you expressly authorise us or our third-party payment processor to charge you for such Plan. You represent and warrant that you have the legal right to use all payment methods that you provide to us. In the event that you fail to pay the full amount owed to us, we may limit your access to the Services, in addition to any other rights or remedies we may have.

6. Authorisation for Recurring Payments

All pricing plans involve recurring fees (each, along with any applicable taxes and other charges are a “Subscription Fee”). Depending on which options you choose, those fees may recur monthly, quarterly or yearly thereafter, at the then-current rate. Please note that our fees are subject to change, although we will notify you before we effect any change.
By agreeing to these Terms and purchasing a Plan, you acknowledge that your Plan has recurring payment features and you accept responsibility for all recurring payment obligations prior to cancellation of your Plan by you or Rebrand. We (or our third-party payment processor) will automatically charge you in accordance with the term of your Plan (e.g., every quarter or year), on the calendar day corresponding to the commencement of your Plan using the payment information you have provided.
In the event your Plan begins on a day not contained in a later month, your payment method will be charged on such other day as we deem appropriate. For example, if you started a yearly Plan on January 31st 2022, your next payment date is likely to be January 30th 2023, and your payment method would be billed on that date. We may also periodically authorise your payment method in anticipation of applicable fees or related charges.
Your Plan continues until cancelled by you or we terminate your access to or use of the Services or the Plan in accordance with these Terms.

7. Taxes

Subscription Fees do not include taxes, and you agree to pay all sales/use, gross receipts, value-added, GST, personal property, or other tax (including any interest and penalties) with respect to the transactions and payments under these Terms.

8. Refund policy

Strictly no refunds will be offered unless required by the law or at Rebrand’s sole discretion, if any.

9. Cancellation policy

You may cancel your Plan any time but please note that such cancellation will only be effective at the end of the then-current Plan period. Unless required by law, you will not receive a refund of any portion of the subscription fee paid for the then-current subscription period at the time of cancellation.

10. Intellectual Property Rights

Given that the Company deals with complex software engineering and creations, we are very cautious with our intellectual property rights (“IPRs”). Please read the following carefully.

10.1. Rebrand’s Rights

The intellectual property in the materials contained in this Website and/or Software are owned by or licensed to Rebrand and are protected by applicable copyright and trade marks and other intellectual property rights. The title to, rights and interest in the intellectual property of Rebrand shall remain vested in Rebrand or Rebrand’s third party licensors (where relevant).
For all derivative works produced with the use of the Services available on our Website and/or Software made available to you belongs to Rebrand. You shall comply to these Terms and respect Rebrand’s IPRs. Without derogating from Rebrand’s rights under these Terms or under any applicable law, you are advised that any attempted actual infringement of the intellectual property of Rebrand will result in the termination of all your rights under these Terms. Failure to comply with these Terms may result in us taking the necessary actions that we reasonably deem appropriate.

10.2. Your Rights

Rebrand grants its Customers who have subscribed to Personal, Team or Enterprise Plan permission to download one (1) copy of the Software for personal, non-commercial transitory use. For the avoidance of doubt, this constitutes the grant of a license, not a transfer of title. This license shall automatically terminate if the Customer violates any of these restrictions or the Terms and may be terminated by Rebrand at any time. You are prohibited to use any Software that you have downloaded (in any form) for any other purposes that are not ordinarily incidental to our Services, including but not limited to recreating and replicating part of or whole of our Services. It shall be deemed as a serious breach of the Terms and Rebrand shall have the right to pursue any legal liabilities in relation to this.

10.3. Copyright Holders’ Rights

Our Website contains media of third parties’ visual identity and design (the “Media”). The Media may contain images and artwork that are both copyright and trademark protected by their respective owners (“Copyright Holders”). Rebrand does not claim to have ownership of any features within these Media, and we solely captured and used the Media purely for the purposes of providing our Service. Citations, images, and paraphrasing may only be published elsewhere in limited extent, and only if crediting the Copyright Holders.
Copyright Holders may reach out to us to request for the Media to be removed at: Sahkyo SARL, 60 rue François 1er, 75008 Paris. or via email to hej@sahkyo.com.

10.4. Fair Use

You may make use of all the materials available on and/or made available to you on our Website as is consistent with the French Intellectual Property Code, Article L122-5 and any relevant provision(s) under international law. Nothing in these Terms is intended to limit in any way whatsoever your rights under the French Intellectual Property Code or international law to use those materials.
Rebrand disclaims its obligations and liabilities that arises from your violation of the French Intellectual Property Code or otherwise. You are to bear sole responsibility for the use of any materials outside of the Website and the Service.

10.5. User-Generated Content

You retain your intellectual property ownership rights over content you submit to us for publication on our Website. We do not and will never claim ownership of your content, except in cases that we obtain a license from you.
When you use our Website or its associated services to post, upload, share, or otherwise transmit content covered by IPRs, you grant to us a non-exclusive, royalty-free, transferable, sub-licensable, worldwide license to use, distribute, modify, run, copy, publicly display, translate, or otherwise create derivative works of your content in a manner that is consistent with your privacy preferences and our Privacy Policy.
The license you grant us can be terminated at any time by deleting your content or account. However, to the extent that we (or our partners) have used your content in connection with commercial or sponsored content, the license will continue until the relevant commercial or post has been discontinued by us.
You agree to give us permission to use your username and other identifying information associated with your account in a manner that is consistent with your privacy preferences, and our Privacy Policy.

11. Disclaimer of liability

Our Website and the materials on our Website and/or Software are provided on an ‘as is’ basis and it is solely for reference only. To the extent permitted by law, Rebrand makes no warranties, expressed or implied, and hereby disclaims and negates all other warranties including, without limitation, implied warranties or conditions of merchantability, fitness for a particular purpose, or non-infringement of intellectual property, or other violation of rights.
In no event shall Rebrand or its suppliers be liable for any consequential loss suffered or incurred by you or any third party arising from the use or inability to use this Website or the materials on this Website, even if Rebrand or an authorized representative has been notified, orally or in writing, of the possibility of such damage.
For the purpose of these Terms, “consequential loss” includes any consequential loss, indirect loss, real or anticipated loss of profit, loss of benefit, loss of revenue, loss of business, loss of goodwill, loss of opportunity, loss of savings, loss of reputation, loss of use and/or loss or corruption of data, whether under statute, contract, equity, tort (including negligence), indemnity, or otherwise.
Since some jurisdictions do not allow limitations on implied warranties, or limitations of liability for consequential or incidental damages, these limitations may not apply to you.

12. Indemnification

You agree to indemnify Rebrand and hold harmless Rebrand and its employees, officers, directors and agents, as well as all third-party Copyright Holders of the Screenshots from and against all claims, damages, costs, expenses, losses and liabilities (including but not limited to legal costs and expenses on a full indemnity basis) that arise directly or indirectly as a result from:
1. your access to and use of the materials on our Website and/or Software;
2. any claim by any third party that its intellectual property rights have been infringed as a result from your use of the materials on our Website and/or Software;
3. any claim by any third party that any provision of the Copyright Act 2021 has been contravened in respect to copyright resulting from your use of use of the materials on our Website and/or Software; and
4. any violation of these Terms by you.
You also acknowledge you will be a responsible user and that Rebrand will not be responsible for dispute between you and any third party in relation to your use of the materials on our Website and/or Software.

13. Accuracy of Materials

The materials appearing on our Website are not comprehensive and are for general reference purposes only. Rebrand does not warrant or make any representations concerning the accuracy, likely results, or reliability of the use of the materials on this Website, or otherwise relating to such materials or on any resources linked to this website.

14. Links to External Websites

In the case where you are linked to any external website from our Website, Rebrand has not reviewed any of such external websites and shall not be responsible for the contents of any such linked sites. The inclusion of any link does not imply endorsement, approval, or control by Rebrand. Use of any such linked site is at your own risk and we strongly advise you to do your own investigations with respect to the suitability of those sites.

15. Modifications of Terms

Rebrand reserves the right to review and amend any of these Terms at our sole discretion from time to time. Upon doing so, we will update our Website and provide you with reasonable notice of such changes, such as to the email address which you have provided to us. Unless otherwise stated, any changes to these Terms will take effect immediately once actual or constructive notice is given to you, which includes publication on our Website. Your continued use of the Website and/or Software after Rebrand provides such notice will confirm your acceptance of the changes. If you do not agree to the amended Terms, you must stop accessing and using the Website and/or Software.
We recommend that you review the Terms periodically for updates and for the avoidance of doubt, we do not assume any responsibility for ensuring your attention and/or understanding to these Terms.

16. Modifications to the Services and Software

Rebrand may at its own discretion and without providing prior notice, modify, adapt or change the Software and/or the Service’s features, the user interface and design, the extent and availability of the material in the Services and any other aspect related to the Services. You shall have no claim, complaint, or demand against Rebrand for effecting such changes or for failures incidental to such changes.

17. Right to Terminate

We may at our sole discretion suspend or terminate your access to our Website and terminate these Terms immediately upon written notice to you for any breach of these Terms of Service.

18. Severance

Any term of these Terms which is wholly or partially void or unenforceable is severed to the extent that it is void or unenforceable. The validity of the remainder of these Terms is not affected.

19. Governing Law and Jurisdiction

These Terms are governed by and construed in accordance with the laws of France. You irrevocably submit to the exclusive jurisdiction of the courts in France. The courts of France shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these terms.

20. Termination

These terms will continue to apply until terminated by either you or us as follows.
1. You may stop using our Services any time by deactivating your account.
2. We reserve the right to suspend or terminate your access to our Website and/or Software, if we reasonably believe:
  - you are in serious or repeated breach of these terms (including a prolonged failure to settle any payment);
  - you are using the Website and/or Software in a manner that would cause a real risk of harm or loss to us, other users, or the public;
  - we are requested to do so by government or regulatory authorities or as required under applicable laws, regulations or legal processes; or
  - our provision of the Website and/or Software to you is no longer possible or commercially viable.
In any of the above cases, we will notify you by the email address associated with your account or at the next time you attempt to access your account, unless we are prohibited from notifying you by law.
Upon termination of your access, these Terms will also terminate.

21. Contact

For any questions or problems relating to our Services and/or Website and/or our Software, or these Terms, you can contact us via email at hej@sahkyo.com or via post at Sahkyo SARL, 60 rue François 1er, 75008 Paris.