Welcome to Funnel Free web search, each owned and
operated by Funnel (Pty)Ltd. By using the Funnel Free service, you accept and agree to be bound by the
following terms and conditions. Nothing in the Terms
of Use should be construed to confer any rights to third party beneficiaries.
1. Service.
1.1 Description of Service. Funnel
Free web search assists You in providing Web search services on the Site
(defined below) by utilizing the Funnel search engine to crawl and index pages
from the South African internet. For purposes of the Terms of Use,
shall mean the Web site or sites (and not any Client Application,
as defined below) on which You place JavaScript or similar programming
("Code") which renders the Funnel search box (or other means used by
users of the Site ("End Users") to enter a search query ("Query"))
on the Site ("Search Box"). If you would like to access Funnel Free
through any means other than the Site, including but not limited to through an
application such as a toolbar, plug-in, helper, component or other executable
code that runs a user’s computer (examples include applications that provide
instant messaging, chat, email, data, file viewing, media playing, file sharing,
games, internet navigation, search and other services) ("Client
Application"), then you must first obtain Funnel’s prior written consent by
submitting an email request to info@funnel.co.za. Funnel will
receive Queries from You at Funnel’s network interface, process the Queries
using Funnel’s search engine and display search results ("Results") on a
Results Page. For purposes of the Terms of Use, "Results Page" is defined
as the Funnel hosted or controlled Web page that contains and displays to an End
User the Results from the Service. Funnel shall have sole and complete control
over the content and format of the Results Pages.
Funnel Free web search includes all of the
services described above for Funnel Free web search.
Unless explicitly stated otherwise, the Service
may be modified or terminated at any time by Funnel for any reason, and without
notice, without liability to You, any End User or any third party. Any new
features that augment or enhance the current Service shall be subject to the
Terms of Use.
1.2 Modifications. Funnel may modify the Terms of
Use at any time with or without notice, and you can review the most current
version of the Terms of Use online at any time at Terms of Use.
If a modification is unacceptable to You, You may cancel the Service on the Site
and terminate the Terms of Use by removing the Code and the Search Box from Your
Site. If You continue to use the Code and/or the Search Box on any Site, You
will be deemed to have accepted the modifications .
1.3 Your Obligations. You shall receive a Query from
the End User and shall forward that Query to Funnel. You may not in any way
frame or cache the Results produced by Funnel. Funnel will not be responsible
for receiving Queries from End Users or for transmission of data between You and
Funnel’s network interface. You shall be
responsible for providing all hardware and software required to perform Your
obligations under the Terms of Use, including but not limited to the following:
(a) implementing and maintaining the Site, (b) implementing and maintaining the
interface between the Site and the Service, and (c) receiving a Query from an
End User and transmitting the Query to Funnel.
1.4 Appropriate Conduct. You shall not, and shall
not allow any third party to: (a) edit, modify, truncate, filter or change the
order of the information contained in any Results (either individually or
collectively), including, without limitation, by way of commingling Results with
non-Funnel provided search results or advertising; (b) frame any Results or
Results Page; (c) display any Results in pop-up, pop-under, exit windows,
expanding buttons, or animation; (d) display any Results to any third parties
other than End Users; (e) minimize, remove or otherwise inhibit the full and
complete display of any Results Page (including any Results); (f) directly or
indirectly access, launch and/or activate the Service through or from, or
otherwise incorporate the Service in, any Client Application, Web site or other
means other than the Site, and then only to the extent expressly permitted
herein; (g) transfer, sell, lease, syndicate, sub-syndicate, lend, or use for
co-branding, timesharing, service bureau or other unauthorized purposes any
Service or access thereto (including, but not limited to Results, or any part,
copy or derivative thereof); (h) enter into any arrangement or agreement under
which any third party pays You fees, You pay any third party fees, or either
shares in any revenue payments and/or royalties for any Results; (i) directly or
indirectly generate queries, or impressions of or clicks on Results, through any
automated, deceptive, fraudulent or other invalid means (including, but not
limited to, click spam, robots, macro programs, and Internet agents); (j)
modify, adapt, translate, prepare derivative works from, decompile, reverse
engineer, disassemble or otherwise attempt to derive source code from any
Service or any other Funnel technology, content, data, routines, algorithms,
methods, ideas design, user interface techniques, software, materials, and
documentation; (k) remove, deface, obscure, or alter Funnel's copyright notice
or other proprietary rights notices affixed to or provided as a part
of any Service or any other Funnel technology, software, materials and
documentation; (l) "crawl", "spider", index or in any non-transitory manner
store or cache information obtained from the Service (including, but not limited
to, Results, or any part, copy or derivative thereof); (m) create or attempt to
create a substitute or similar service or product through use of or access to
any of the Service or proprietary information related thereto; and/or (n) engage
in any action or practice that reflects poorly on Funnel or otherwise disparages
or devalues Funnel’s reputation or goodwill. Further, the Site shall not contain
any pornographic, hate-related or violent content or contain any other material,
products or services that violate or encourage conduct that would violate any
criminal laws, any other applicable laws, or any third party rights.
1.5 Exclusivity. You agree that, during the Term,
Funnel will be the exclusive provider of Internet search services on the Site.
You further understand that Funnel will provide the Service on a nonexclusive
basis, and that Funnel will continue to customize and provide its services to
other parties for use in connection with a variety of applications, including
search engine applications.
1.6 Advertising. Funnel shall have the exclusive
right to serve advertisements on any Web pages that contain the Results provided
by Funnel. You shall not in any way or for any purpose (including for purposes
of advertising) frame any Results or Results Page provided by Funnel.
2. Proprietary Rights.
2.1 Funnel Rights. For purposes of the Terms of Use,
"Intellectual Property Rights" shall mean any and all rights existing
from time to time under patent law, copyright law, semiconductor chip protection
law, moral rights law, trade secret law, trademark law, unfair competition law,
publicity rights law, privacy rights law, and any and all other proprietary
rights, and any and all applications, renewals, extensions and restorations
thereof, now or hereafter in force and effect worldwide. As between You and
Funnel, You acknowledge that Funnel owns all right, title and interest,
including without limitation all Intellectual Property Rights, in and to the
Service (including Funnel's search engine technology and Funnel Brand Features,
and excluding items licensed by Funnel from third parties), and that You shall
not acquire any right, title, or interest in or to the Service (including
Funnel's search engine technology and Funnel Brand Features), except as
expressly set forth in the Terms of Use. Search Adverts, Funnel, the "Funnel"
logo, and other marks that incorporate the word Funnel and PAGERANK, are
trademarks of Funnel.
2.2 Brand Feature License. For purposes of the Terms
of Use, "Brand Features" shall be defined as the trade names, trademarks,
service marks, logos, domain names, and other distinctive brand features of each
party, respectively, as secured by such party from time to time. Funnel hereby
grants to You a nontransferable, nonsublicenseable, nonexclusive license during
the Term to display Funnel's Brand Features for the purpose of promoting or
advertising that You use the Service and for the purpose of fulfilling Your
obligations under Section 2.3 below. You hereby grant to Funnel a
nontransferable, nonexclusive license during the Term to use Your Brand Features
to advertise that You are using the Service.
Funnel may modify the Funnel Brand Features or the Funnel Brand Features
Guidelines from time to time and Funnel will post such notice on the Funnel Web
site. You agree that Your respective products and/or services that are
associated with Funnel's Brand Features shall meet the same general level of
quality as is provided by Funnel in connection with Funnel's own Brand Features.
Except as set forth in this Section 2.2, nothing in the Terms of Use shall grant
or shall be deemed to grant to one party any right, title or interest in or to
the other party's Brand Features. All use by You of Funnel's Brand Features
(including any goodwill associated therewith) shall inure to the benefit of
Funnel. At no time during or after the Term shall You challenge or assist others
to challenge the Brand Features of Funnel (except to the extent such restriction
is prohibited by law) or the registration thereof by Funnel, nor shall You
attempt to register any Brand Features (including domain names) that are
confusingly similar in any way (including but not limited to, sound, appearance
and spelling) to those of Funnel.
2.3 Attribution. The Search Box shall conspicuously
display a graphic that indicates that the Service is provided by Funnel. The graphic shall link to
the Funnel site located at http://www.funnel.co.za/ or such other address
as Funnel may designate from time to time during the Term.
3. Privacy Policy. Funnel’s collection and use of personal information
is governed by Funnel’s Privacy Policy, available at Privacy Policy.
You understand and agree that Funnel may access, preserve, and disclose Your
personal information and the contents of Your account if required to do so by
law or in a good faith belief that such access preservation or disclosure is
reasonably necessary to comply with legal process or protect the rights,
property and/or safety of Funnel, its affiliates or the public. Personal
information collected by Funnel may be stored and processed in the South Africa
or any other country in which Funnel or its agents maintain facilities. By using
the Service, you consent to any such transfer of information outside of your
country.
4. Warranties and Disclaimer.
4.1 Funnel Disclaimer of Warranties. Funnel MAKES NO
EXPRESS OR IMPLIED WARRANTIES OF ANY KIND INCLUDING, WITHOUT LIMITATION,
WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A
PARTICULAR PURPOSE, WITH RESPECT TO THE SERVICE AND BRAND FEATURES. THE SERVICE
AND BRAND FEATURES ARE DISTRIBUTED AND PROVIDED ON AN "AS IS, AS AVAILABLE"
BASIS. Funnel DOES NOT WARRANT THAT THE Funnel SERVICE AND BRAND FEATURES WILL
MEET YOUR REQUIREMENTS OR THAT PERFORMANCE OF THE SERVICE WILL BE UNINTERRUPTED
OR ERROR-FREE INCLUDING ANY ERRORS OR OMISSIONS IN THE SEARCH RESULTS OBTAINED
THROUGH USE OF THE SERVICE. Funnel MAKES NO WARRANTY THAT Funnel FREE WEBSEARCH
WILL INCLUDE ALL PAGES WITHIN A DOMAIN.
4.2 Your Warranties. You warrant that: (1) all
information provided by You to Funnel in connection with the Service is true and
accurate; (2) You have read and agree to Funnel's terms and conditions
agreement, available at Terms of Use;
(3) You have full power and authority to enter into the Terms of Use; (4) Your
Brand Features, Content (defined as all editorial, text, graphic, audiovisual,
and other content that is served to End Users of the Site and that is not
provided by Funnel, including without limitation the Template, if applicable),
or Site do not (a) infringe any Intellectual Property Rights of any third party,
(b) constitute defamation, libel or obscenity, (c) result in any consumer fraud,
product liability, breach of contract to which You are a party or cause injury
to any third party, (d) promote violence or contain hate speech, (e) violate any
applicable law, statute, ordinance, or regulations, or (f) contain adult content
or promote illegal activities, gambling, or the sale of tobacco or alcohol to
persons under twenty-one (21) years of age; (5) You will seek all necessary
governmental approvals required to effectuate the Terms of Use; and (6) You
shall perform all of Your obligations under the Terms of Use in accordance with
applicable laws.
5. Indemnification. You will
indemnify, defend, and hold Funnel harmless from any third party lawsuit or
proceeding brought against Funnel based upon a claim that would constitute a
breach of any warranty, representation or covenant made by You under the Terms
of Use, including but not limited to any third party lawsuit or proceeding
brought against Funnel based upon a claim that the Content, Site, or Your Brand
Features infringe any copyright, trade secret or trademark of the third party.
Your indemnification will include (1) all attorneys’ fees and costs associated
with the defense of such a claim, (2) all damages and costs finally awarded, and
(3) the full cost of any settlement entered into by You. Funnel shall (1) notify
You of any such claim, (2) provide You with reasonable information, assistance
and cooperation in defending the lawsuit or proceeding (to the extent requested
by You), and (3) give You full control and sole authority over the defense and
settlement of such claim. You will not enter into any settlement or compromise
of any such claim without Funnel's prior consent, which shall not be
unreasonably withheld.
6. Limitation of Liability. Funnel SHALL NOT BE LIABLE
WITH RESPECT TO ANY SUBJECT MATTER OF THE TERMS OF USE OR TERMS AND CONDITIONS
RELATED THERETO UNDER ANY THEORY OF LIABILITY INCLUDING BUT NOT LIMITED TO
CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE FOR ANY DIRECT, INDIRECT,
INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY OR OTHER DAMAGES ARISING
OUT OF THIS AGREEMENT OR THE USE OF OR INABILITY TO USE THE Funnel SERVICE,
INCLUDING, BUT NOT LIMITED TO, LOSS OF REVENUES, LOSS OF PROFITS, LOSS OR
INACCURACY OR CORRUPTION OF DATA OR COST OF PROCUREMENT OF SUBSTITUTE GOODS,
SERVICE OR TECHNOLOGY. THIS LIMITATION SHALL APPLY EVEN IF Funnel WAS OR SHOULD
HAVE BEEN AWARE OR ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND
NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY STATED
HEREIN. THE SERVICE ARE PROVIDED WITHOUT CHARGE AND THE PARTIES AGREE THAT THE
FOREGOING LIMITATIONS REPRESENT A REASONABLE ALLOCATION OF RISK UNDER THE TERMS
OF USE. SOME STATES DO NOT ALLOW EXCLUSION OF IMPLIED WARRANTIES OR LIMITATION
OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS
OR EXCLUSIONS MAY NOT APPLY TO YOU.
7. Term and Termination.
7.1 Term. The term of the Terms of Use
(the "Term") shall commence on the date upon which You add Code to Your
Site and shall continue in force thereafter, unless terminated as provided
herein.
7.2 Termination. Funnel may change,
suspend or discontinue all or any aspect of the Service, including their
availability, at any time, and may terminate Your use of the Service at any
time. In addition, either party may terminate the Terms of Use at any time, for
any reason, or for no reason including, but not limited to, if You engage in any
action that reflects poorly on Funnel or otherwise disparages or devalues the
Funnel Brand Features or Funnel's reputation or goodwill. If You desire to
terminate the Terms of Use, You must remove the Code and the Search Box from
Your Site.
7.3 Rejection of Application. Funnel
shall have the right, in its sole discretion, to reject any request to use the
Service at any time and for any reason, and such rejection shall render null and
void the Terms of Use between You and Funnel. Funnel shall not be liable to You
for damages of any sort resulting from its decision to reject such a request.
7.4 Effect of Termination. Upon the
termination of the Terms of Use for any reason (i) all license rights granted
herein shall terminate and (ii) You shall immediately delete any and all Funnel
Brand Features, Code and Search Box from the Site.
7.5 Survival. In the event of any
termination or expiration of the Terms of Use for any reason, Sections 2.1, 4,
5, 6, 7.4, 7.5, 7.6, and 8 shall survive termination. Neither party shall be
liable to the other party for damages of any sort resulting solely from
terminating the Terms of Use in accordance with its terms.
7.6 Remedies. You acknowledge that
Your breach of service/license restrictions contained herein may cause
irreparable harm to Funnel, the extent of which would be difficult to ascertain.
Accordingly, You agree that, in addition to any other remedies to which Funnel
may be legally entitled, Funnel shall have the right to seek immediate
injunctive relief in the event of a breach of such sections by You or any of
Your officers, employees, consultants or other agents.
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