Effective Date: 2025-04-1
Welcome to Semaphore UI (“Semaphore UI,” “we,” “us,” or “our”). These Terms of Use (“Terms”) govern your access to and use of our websites, applications, and any related services (collectively, the “Service”). By accessing or using the Service in any manner, you agree to be bound by these Terms. If you do not agree, you may not access or use the Service.
1. Acceptance of Terms
- Binding Agreement: Your use of Semaphore UI constitutes your acceptance of and agreement to these Terms, including any policies referenced herein, such as our Privacy Policy and Subscription Agreement (if applicable).
- Modifications: We may update these Terms from time to time. When we do, we will post the revised Terms on our website and update the “Effective Date.” Your continued use of the Service after the revised Terms go into effect indicates your acceptance of the changes.
2. Eligibility
- Age Requirement: You must be at least [13/16/18]* years of age (depending on your jurisdiction) to use the Service. By using the Service, you represent that you meet the minimum age requirement.
- Compliance: You agree to comply with all local, state, national, and international laws, rules, and regulations.
*Adjust the age threshold to comply with relevant local/regional regulations.
3. User Accounts
- Account Creation: To access certain features of the Service, you may be required to create an account. You agree to provide accurate and current information during registration and to update such information as necessary.
- Account Responsibility: You are responsible for safeguarding the credentials (username, password) used to access your account. You agree not to disclose your password to any third party. You must immediately notify us of any unauthorized use of your account or any other security breach.
- Account Security: Semaphore UI will not be liable for any losses arising from unauthorized use of your account. You may be liable for any losses incurred by Semaphore UI or others due to such unauthorized use.
4. Subscription, Fees, and Payment
- Subscription: Some features of the Service may require a paid subscription. If you choose to subscribe, you agree to the terms outlined in our Subscription Agreement.
- Billing: By subscribing, you authorize us to charge your payment method on a recurring basis for the applicable subscription fee, including any applicable taxes and other charges.
- Refunds: Our Refund Policy outlines the circumstances under which refunds may be provided.
5. License and Access
- Limited License: Subject to your compliance with these Terms and any other applicable policies, Semaphore UI grants you a limited, non-exclusive, non-transferable license to access and use the Service for your personal or internal business purposes.
- Prohibited Use: You may not resell or otherwise exploit the Service for any unauthorized commercial purpose without express written permission from Semaphore UI.
6. Prohibited Activities
When using the Service, you agree not to:
- Violate Laws: Use the Service in any manner that violates any local, state, national, or international law or regulation.
- Infringe Rights: Infringe upon or misappropriate the intellectual property rights or privacy rights of others.
- Disrupt the Service: Upload or transmit viruses, malware, or any other destructive code. Engage in any activity that disrupts or interferes with the Service or servers/networks connected to the Service.
- Impersonation: Impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity.
- Unauthorized Scraping: Use any automated means (e.g., robots, spiders) to access, collect, or otherwise gather information from the Service without our express written permission.
7. Intellectual Property
- Semaphore UI Content: All content, trademarks, service marks, and other materials available on the Service (excluding User Content) are the property of Semaphore UI or its licensors. You may not use such materials without our prior written permission.
- User Content: By posting or uploading any content to the Service, you grant Semaphore UI a worldwide, non-exclusive, royalty-free license to use, reproduce, modify, adapt, publish, and display such content for the operation and promotion of the Service. You represent that you own or have the necessary rights to grant this license.
8. Privacy
Your use of the Service is also subject to our Privacy Policy, which explains how we collect, use, and disclose your personal information. By using the Service, you consent to our collection and use of your information as outlined in the Privacy Policy.
9. Third-Party Services and Links
The Service may include links to third-party websites or services that are not owned or controlled by Semaphore UI. We do not endorse or assume responsibility for any third-party sites, information, materials, or services. If you access a third-party website or service, you do so at your own risk.
10. Disclaimers
- No Warranty: The Service is provided on an “AS IS” and “AS AVAILABLE” basis. Semaphore UI disclaims all warranties, whether express or implied, including without limitation warranties of merchantability, fitness for a particular purpose, and non-infringement.
- No Guarantee: Semaphore UI does not guarantee that the Service will be uninterrupted, secure, or error-free, or that any defects will be corrected.
11. Limitation of Liability
- Indirect Damages: To the fullest extent permitted by law, Semaphore UI shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data, use, goodwill, or other intangible losses.
- Aggregate Liability: To the fullest extent permitted by law, Semaphore UI’s total liability for any claim arising out of or relating to these Terms shall not exceed the amount you paid, if any, to Semaphore UI in the 12 months preceding the event giving rise to the liability.
12. Indemnification
You agree to defend, indemnify, and hold harmless Semaphore UI and its affiliates, directors, officers, employees, and agents from any and all claims, liabilities, damages, losses, and expenses (including reasonable attorney’s fees) arising out of or in any way connected with:
- Your access to or use of the Service,
- Your violation of these Terms,
- Your infringement of any third-party right, including without limitation intellectual property, or
- Any claim that your User Content caused damage to a third party.
13. Termination
- Termination by You: You may terminate your account at any time by contacting us or using the termination feature in your account settings (if available).
- Termination by Semaphore UI: We may suspend or terminate your access to the Service at any time for any reason, including if you breach these Terms.
- Effect of Termination: Upon termination, your right to use the Service will immediately cease. Provisions of these Terms that by their nature should survive termination will survive, including intellectual property, warranty disclaimers, indemnity, and limitations of liability.
14. Governing Law and Dispute Resolution
- Governing Law: These Terms shall be governed by and construed in accordance with the laws of [Applicable Jurisdiction], without regard to its conflict of law principles.
- Dispute Resolution: Any dispute arising out of or related to these Terms or the Service shall be resolved exclusively through binding arbitration in [City, State/Province/Country], except that Semaphore UI may seek injunctive or equitable relief in any court of competent jurisdiction.
15. Miscellaneous
- Entire Agreement: These Terms, along with the Subscription Agreement (if applicable), Privacy Policy, and any other agreements incorporated by reference, constitute the entire agreement between you and Semaphore UI regarding your use of the Service.
- Waiver and Severability: Any failure by Semaphore UI to enforce a right or provision in these Terms does not constitute a waiver of future enforcement. If any part of these Terms is held invalid or unenforceable, the remaining provisions will remain in full force and effect.
- Assignment: You may not assign or transfer these Terms or your rights under them, in whole or in part, without our written consent. We may freely assign or transfer these Terms.
- Contact Us: If you have any questions or concerns about these Terms, please reach out to us at [email protected].