Conditions of use
1. By accessing this site (the “Site”) you agree to the following terms. By proceeding beyond this page or continuing to use the Site you agree and acknowledge that you do so upon these terms. These conditions of use form an agreement between you and us at Konferge Online Shopping Limited, AMMA House, Plot 432, Yakubu J. Pam Street, CBD, Abuja, Nigeria, trading as konferge (“konferge”). We may alter these conditions of use from time to time in our absolute discretion without prior notice to you.
2. We reserve the right in our absolute discretion to terminate any account, registration or any other relationship you may have with us without notice in the event of a breach of these conditions of use.
3. These conditions of use are governed by the law of the Federal Republic of Nigeria and any disputes arising out of your use of the Site will be determined in the Nigerian courts only.
Intellectual Property Rights
4. The Site is owned and operated by konferge and the information and materials appearing on the Site are made available to you solely for your own personal and non-commercial use unless otherwise agreed in writing by konferge.
5. All intellectual property rights in, to and in respect of the content, information, data and materials appearing on the Site (including without limitation any copyright in the konferge Image Library, text, illustrations and photographs and trade marks, trade names and logos) are and remain the property either of konferge or of other third parties who have Licenced such intellectual property to konferge. Konferge may use such intellectual property to market its services.
6. We grant to individual users of the Site a non-exclusive personal licence to view and copy details from the Site for their personal and non-commercial use only unless otherwise agreed in writing by konferge. We may revoke this Licence at any time without prior notice.
7. Except as provided in condition 6, none of the information or materials appearing on the Site may be downloaded, copied, reproduced, republished, posted, transmitted, stored, sold or distributed in any form or by any means without our prior written permission. Requests to republish the whole of or any extracts from any of the information or materials appearing on the Site should be sent to us at firstname.lastname@example.org.
8. You agree that you will not arrange for any third party web site to be connected to any part of the Site by way of a hyperlink where the content of such third party web site is profane, obscene, racist, sexist, promotes or is engaged in any illegal activity of any kind or where such third party web site purports that the content of the Site is the content of that third party web site. We reserve the right to remove, for any reason whatsoever, any hyperlink to the Site.
9. Modification of any of the information or materials appearing on the Site or use of any of the same for any purpose other than as set out in these conditions of use (including without limitation on any other website or computer network) is prohibited.
10. You may not use the site to publish, post, distribute or disseminate any material which is or may be defamatory, obscene, indecent, menacing, or racially motivated, or any other unlawful material or information.
Disclaimer Of Liability
11. The information and materials appearing on the Site are provided for your information purposes only and are not intended to address your particular requirements. You should not rely upon any information or ideas contained on the Site when making any decision or taking any action (or when refraining from doing so).
12. We endeavour to keep the information and materials appearing on the Site as up to date as possible, but we in no way guarantee that the information on the Site is accurate at all times and we reserve the right to amend the information at any time without prior notice to you. No information on the Site constitutes an offer to you by us or any third party of any nature.
13. You agree that you use the Site entirely at your own risk and we accept no responsibility whatsoever, and hereby exclude to the full extent permissible by the applicable law, any liability for any loss or damage (including any direct, indirect, incidental or consequential loss, loss of profits or other economic loss of any kind) which may be caused to you, your computer equipment or to any third party by using the Site, save to the extent that any person suffers death or personal injury as a result of our negligence. We are not responsible for any loss or damage caused by the temporary interruption of the Site due to faults or circumstances outside our control.
14. The Site may contain links to third party websites and it is possible that third party websites also link to the Site. A link from the Site to a third party website does not mean that we endorse or accept any responsibility for the content or use of that third party website.
15. Part of the Site may contain advertising. We are not responsible for and do not endorse the content of advertisements that are contained on the Site. We are not responsible for any error or inaccuracy in such advertising material. 16. konferge is a trading name of MMCC GROUP Limited, a company registered with the Corporate Affairs Commission (CAC) RC no. 717815. The Company is a full member of the Advertising Practitioners Council of Nigeria (APCON).
The following terms and conditions (the “Agreement”) set out the rights and obligations of you (the “Associate”) and us MMCC GROUP Limited, trading as konferge, of AMMA House, Plot 432, Yakubu J. Pam Street, CBD, Abuja, (“konferge”).
1. Definitions and Interpretation
- In this Agreement, unless the context otherwise requires, the following words and expressions shall have the following meanings:-
- “Effective Date” means the date on which konferge registers you as anAssociate;
- “konferge Image Library” or “image database” means the database of Images administered by konferge which may be viewed by visiting the Web Site;
- “Image” means any photograph, image, drawing or other pictorial representation submitted to konferge by the Associate for entry into the konferge Image Library;
- “Intellectual Property Rights” means all patents, unpatented inventions, design rights, copyrights, moral rights, rights in databases, topography rights, trade marks, service marks, trade names, rights in trade secrets, know-how and all other intellectual property rights of any nature whatsoever, and all rights of a similar nature or having similar effect throughout the world whether registered or unregistered and including all applications and rights to apply for any of the same;
- “Service” means the inclusion of the Image or Images by konferge in the konferge Image Library with a view to arranging a Licence or Licences of that Image or those Images on behalf of the Associate for a fee;
- “Commitment Fee” means the sum of N10,000 for Pre-Event Registration (or such other sum as may be determined by konferge in accordance with this Agreement) per event payable by the Associate or event organiser to konferge in the manner set out in Clause 6; and
- “Web Site” means the konferge web site located at URL http://www.konferge.com.
- In this Agreement:-
- Headings are included for convenience only and shall not affect the construction of this Agreement;
- The expressions ” konferge ” and “Associate” shall include (where appropriate) their successors in title and permitted assigns; and
- References to “Clauses” are, unless otherwise expressly stated, references to the clauses of this Agreement and references to the “parties” or a “party” are references to a party or the parties to this Agreement.
The Associate hereby grants to konferge and konferge hereby accepts a non-exclusive right to display the Image or Images on the Web Site anywhere in the world and to use the Image or Images in promoting the Web Site and the right to agree the terms of and conclude with third parties on behalf of the Associate Licence(s) of the Associate’s Image or Images.
3. Associate’s Undertakings
The Associate hereby undertakes and agrees as follows:- 3.1 not, without the express prior written consent of konferge, to disclose the Associate login details, nor make them available in any way to any third party and to take all reasonable precautions to prevent any unauthorised disclosure of them; 3.2 that the Associate is responsible for all Images submitted to konferge made using the Associate username and password(s) whether or not use is made by the Associate or someone else using such usernames and passwords; 3.3 that it will not:-
- Use the konferge Image Library for any immoral or unlawful purpose; or
- In any way interfere with or interrupt the normal operation of the konferge Image Library or the Web Site.
- Refer or link by means of captions keywords or credits to other websites or URLs (with the exception of konferge websites) and contact information such as email address telephone number or postal address without the prior written consent of konferge.
That all information which may be input into the caption and keywords boxes associated with an Image shall be true, be a description of and accurately describe the Image with which the caption and keyword boxes are associated and contain nothing which is defamatory, obscene, threatening, racist, pornographic, immoral, unlawful or misleading.
konferge warrants that it has all requisite power and authority to execute, deliver and perform its obligations under this Agreement.
Notwithstanding anything contained in this Clause 4 konferge does not warrant that the Service will meet the Associate’s requirements nor that the operation of the konferge Image Library or the Web Site will be error free or uninterrupted or that all defects will be corrected.
The Associate warrants that:-
- It has all requisite power and authority to execute, deliver and perform its obligations under this Agreement;
- The Images do not contain anything which is defamatory, obscene, threatening, racist, pornographic, immoral, unlawful, false or misleading and do not contain any data which contains viruses or is corrupted and do not infringe the Intellectual Property Rights of any person or render konferge liable for any proceedings whatsoever;
- Each Image complies with the requirements of all relevant legislations (including subordinate legislation and the rules of statutorily recognised regulatory authorities) for the time being in force or applicable in Nigeria or in any other territory where the Image is to be shown and directed to the residents of that territory; and
- Each Image offered for sale as a Rights Managed image through konferge has not and will not be offered as a Royalty Free image through another agency.
Konferge shall in no way be liable for any breach by the Associate of the warranties set out in Clause 4.3 and the Associate hereby indemnifies konferge from and against any and all claims, liabilities, damages, actions, proceedings (including reasonable legal fees and expenses) that may be suffered or incurred by konferge which arise out of or in connection with such a breach.
5. konferge right to reject Images
Konferge may, without prejudice to the Associate warranties contained in Clause 4, refuse to include any Image in the konferge Image Library so as:
- To comply with any legal or moral obligations placed on konferge or the Associate; and/or
- To avoid infringing any third party’s rights (including without limitation Intellectual Property Rights).
Konferge has the right at its absolute discretion to decline to publish, to omit, suspend or cancel any image or to remove any image from the konferge Image Library.
The Associate acknowledges that konferge has not made any guarantees with respect to usage statistics for the Image.
6. Payment by the Associate or and event organizer, agent or privy.
The Associate or and event organizer, agent or privy will pay to konferge the Commitment Fee for the coverage of event in advance from the Effective Date. (not applicable to those registered for the Basic Service only)
Konferge reserves the right to change the level of the Commitment Fee whenever this Agreement is renewed, in accordance with Clause 11.1, any such change shall be notified to you via i) a note on the Pre-Event Registration or Associate’s Page on the site or ii) email
Unless otherwise agreed in writing by the parties this Agreement will automatically terminate in the event that konferge has not received the first Commitment Fee in cleared funds 48 hours to the Event Date. The Event organizer or Associateor agent or a representative shall make payments to konferge via the Web Site by credit card or debit card or any other means by way of e-payment or electronic, internet transfer or by a specially agreed Standing Order arranged with the Associate’s bank. This clause is not applicable to Basic Membership.
In the event that any payment is not made by the due date konferge will have no obligation for the coverage of the Event.
7. Reviews, Comments, Communications, And Other Content
Visitors may send e-mail and other communications and submit suggestions, ideas, comments, questions, or other information, so long as the content is not illegal, obscene, indecent, threatening, abusive, harassing, defamatory, invasive of privacy, infringing of intellectual property rights, or otherwise injurious to third parties or objectionable and does not consist of or contain software viruses, political campaigning, commercial solicitation, chain letters, mass mailings, or any form of “spam.” You may not use a false e-mail address, impersonate any person or entity, or otherwise mislead as to the origin of a card or other content. Konferge reserves the right (but not the obligation) to remove or edit such content, but does not regularly review posted content.
You represent and warrant that you own or otherwise control all of the rights to the content that you post; that the content is accurate; that use of the content you supply does not violate this policy and will not cause injury to any person or entity; and that you will indemnify Konferge for all claims resulting from content you supply. Konferge has the right but not the obligation to monitor and edit or remove any activity or content. Konferge takes no responsibility and assumes no liability for any content posted by you or any third party.
8. Risk Of Loss
All purchases from Konferge are made pursuant to a shipment contract. This means that the risk of loss and title for such items pass to you upon our delivery to the carrier.
9. Returns, Refunds, And Title
Konferge does not take title to returned items until the item arrives at our fulfillment center. At our discretion, a refund may be issued without requiring a return. In this situation, Konferge does not take title to the refunded item. For more information about our returns and refunds, please see our Refund Policy below.
10. Refund Policy
Our goal is 100% satisfaction. If you are unhappy with your printed pictures, please contact our Customer Service Department and we will be happy to work with you toward a resolution. If you simply want a refund, return your photos and/or products with a note stating that you do not want them and we will be glad to give you a full refund for the original purchase price. Please note that our digital products are non-refundable. Digital products include CDs and our digital download options.
11. Product Descriptions
Konferge attempts to be as accurate as possible. However, Konferge does not warrant that product descriptions or other content of any Konferge website is accurate, complete, reliable, current, or error-free. If a product offered by Konferge itself is not as described, your sole remedy is to return it in unused condition.
Except where noted otherwise, the price displayed for products on any Konferge website represents the full retail price listed on the product itself, estimated in accordance with standard industry practice, or the estimated retail value for a comparably featured item offered elsewhere.
13. Applicable Law
By using any Konferge website, you agree that the applicable federal law will govern these Conditions of Use and any dispute of any sort that might arise between you and Konferge.
14. Site Policies, Modification, And Severability
15. Provision of Image
The Associate will provide all Images (and required metadata) in accordance with any instructions, technical requirements and other specifications of konferge from time to time, including (without limitation) the manner of transmission to konferge. konferge will not be required to publish any Image that has not been received in accordance with any such instructions, requirements and specifications and konferge will not be liable for the loss or corruption of any materials provided by the Associate, which the Associate warrants that it has retained in sufficient quality and quantity for whatever purpose.
The Associate agrees promptly and fully to indemnify konferge and its employees, officers, agents, and directors and hold them harmless from and against any and all expenses, damages, liabilities, claims, costs and losses of any kind (including reasonable legal fees and costs) suffered or incurred by konferge or any of its employees, officers, agents and directors in connection with any claims, proceedings, demands or actions (actual or threatened), of any kind (including, without limitation, any claim of trade mark or copyright infringement, libel, defamation, breach of confidentiality, breach of any statutory or regulatory duty, arising from any Image and/or any material of the Associate or arising as a result of any breach or non-performance of any of its representations, warranties, obligations or other terms contained in this Agreement or implied by law.
17. Limitation of Liability
Save in respect of liability for death or personal injury arising as a result of konferge’s negligence, konferge’s total aggregate liability howsoever arising under or in connection with this Agreement whether in respect of a single occurrence or a series of occurrences, shall not exceed the total of the amounts paid and payable by the Associate under this Agreement.
In no event will konferge be liable for any costs, claims, demands, expenses and/or damages arising out of or in connection with the content of the Images.
In no event will konferge be responsible for any indirect, incidental, consequential, special or economic loss of any kind including without limitation loss of profits, business, contracts, revenues, goodwill, production or anticipated savings arising out of or in connection with this Agreement or as a result of konferge’s negligence or otherwise, even if such loss was reasonably foreseeable or konferge had been advised to the possibility of the Associate incurring the same, and such liability is hereby excluded to the fullest extent permitted by law.
The Associate acknowledges that the Web Site and the konferge Image Library operates in an Internet based and continually developing environment. Owing to the nature of the Internet and its interconnected systems, problems such as, but not limited to, outages, link failures, power difficulties, telephone outages, network overload etc, may have an adverse effect on the operation of the Web Site. While konferge will generally strive to mitigate, if possible, the negative effect of such problems, konferge will in no way be held liable in any manner for loss(es) suffered as a result of any such problems.
The Associate agrees that all the limitations and exclusions of liability in favour of konferge in this Agreement are reasonable in the circumstances under which the Service is provided. 17.6 The Associate confirms that neither konferge nor any of its representatives has made any claims or representations of guaranteed or anticipated profits that may result from the use of the service and konferge expressly disclaims liability for any profit projections, which may have been provided to the Associate.
The term of this Agreement is three months from the Effective Date and thereafter this Agreement shall automatically renew for successive three months term. Either party may terminate this Agreement at any time on giving to the other not less than 30 days written notice before the next renewal date. No refund will be made.
Either party may, by written notice to the other, terminate this Agreement with immediate effect if the other party commits a material breach of this Agreement and, in the case of a remediable breach, fails to remedy the same within five days of receipt of a notice from the non-breaching party requiring remedy of such breach.
On termination of this Agreement by konferge the images uploaded by the Associate will be removed from view and will be held by konferge for 120 days before final deletion in order to fulfil any orders that may be outstanding.
On termination of this Agreement by the Associate it is the Associate’s responsibility to remove the images from the Collection on konferge unless otherwise agreed in writing. If the images are not removed and usage rights in one or more of the images are subsequently sold the Associate will receive 25% of the net sales receipts. Images removed from view by the Associate will be held by konferge for 120 days before final deletion in order to fulfil any orders that may be outstanding.
19. No Assignment
The Associate may not resell, assign, transfer, encumber or otherwise dispose of or subcontract or otherwise deal with any of its rights or obligations hereunder without the express prior written consent of konferge and any attempt to do so will entitle konferge to terminate this Agreement without prejudice to konferge’s other rights and remedies.
20. No Partnership
Nothing in this Agreement shall or shall be deemed to create any partnership or joint venture between the parties hereto. konferge is authorised to act as the agent for the Associate in accordance with the terms and conditions of this Agreement. Nothing in this Agreement shall be deemed or construed to constitute the Associate or any of its officers or employees the agent or legal representative of konferge for any reason whatsoever and the Associate is in no way hereby granted any right or authority to act for, or to incur, assume or create any obligation, responsibility or liability, express or implied, in the name of or on behalf of konferge or to bind konferge in any manner whatsoever.
All notices shall be made in writing and sent by prepaid first class post, by facsimile, e-mail or delivered by hand to the address of the recipient party set out in this Agreement (or to such other address as each party may from time to time notify in writing to the other party). Any notice served by facsimile or e-mail shall be deemed served at the time of transmission provided that a confirmatory receipt of transmission has been made and provided that if any such notice would otherwise be deemed to be served outside working hours on the next business day. Any notice served by post shall be deemed to be served two business days after the date of posting and any notice delivered by hand, upon delivery.
No waiver (whether express or implied) by either of the parties hereto of any of the provisions of this Agreement or of any breach of or default by the other party in performing any of those provisions shall constitute a continuing waiver and no such waiver shall prevent the waiving party from enforcing any of the provisions of this Agreement or from acting upon any subsequent breach of or default by the other party under any of the provisions of this Agreement.
If any one or more of the provisions contained in this Agreement shall be deemed by any Court or other competent authority to be invalid, illegal or unenforceable in any respect the validity, legality and enforceability of the remaining provisions of this Agreement shall not in any way be affected or impaired thereby.
24. Further Assurance
The Associate agrees to execute and deliver to konferge as appropriate all such other documents, assurances and acts as may be reasonably necessary to fulfil the provisions of this Agreement or to carry into effect the intentions of the parties as expressed herein.
25. Force Majeure
Neither party shall be liable to the other party for any breach or non-performance of its obligations under this Agreement arising from any event beyond its reasonable control (an “Event of Force Majeure”) including, but not limited to, Act of God, governmental act, war, fire, drought, failure of power supply, lock out, strike, explosion, accident, civil commotion, refusal of any Licence by any telecommunications body, impossibility or delay in obtaining materials or telephone lines. Each party agrees to notify the other party immediately upon becoming aware of an Event of Force Majeure and to use all reasonable endeavours to overcome the circumstances affecting its performance and fulfil all outstanding obligations as soon as practicable.
26. Entire Agreement
This Agreement sets out the entire agreement and understanding between the parties and supersedes all previous agreements, arrangements, understandings and commitments and the Associate confirms that it is not accepting the terms and conditions of this Agreement or any of the arrangements contemplated hereby in reliance upon any representation or warranty not expressly set out in this Agreement (save that no liability for fraudulent misrepresentation is excluded by this provision).
27. Third Party Rights
No person who is not a party to this Agreement shall have any rights under the Contracts to enforce any term of this Agreement.
28. Proper law and jurisdiction
This Agreement is governed by and shall be construed in accordance with law of the Federal Republic of Nigeria and the parties hereby irrevocably submit to the non-exclusive jurisdiction of the Nigerian Courts.