Terms and Conditions for use

Kaskado and the Licensee are hereinafter referred to individually as a "Party" and collectively as the "Parties".

Whereas Kaskado is offering a marketplace where consumers (the "Consumer" or "the Consumers") via the Kaskado website/mobile application (the "Site") can access third party promotions, such as discount coupons, whereby the promotions (the "Promotion" or the "Promotions") are redeemed via the user mobile phone, (hereinafter the "Service" or the "Services");

Whereas Kaskado wishes to make available its infrastructure for Promotions by the Licensee and Licensee wishes to do Promotions by using the Kaskado infrastructure;

Therefore the Parties agree as follows:

§ 1 Kaskado Deals

Kaskado Deals is a mobile promotion service launched by Kaskado. The service enables consumers to receive opt-in advertising promotions at no cost while giving retailers (ie licensees) the opportunity to target and reach a large consumer base through mobile phones. The service is presented for the Consumer through the mobile internet. The consumer simply subscribes to the service, which then allows access to all the availably deals on the service .The service is then to be “refreshed” via the network on a regular basis to get access to new offers and promotions.

Kaskado Deals is a mobile marketing communication channel. The retailer is able on its own to register, enter a promotion and track live statistic data (non-identifiable) about the promotion during usage.

To create an account the Licensee completes the required account setup information displayed on the home page, this will then provide the Licensee with their own account and login details for Kaskado, which will give the Licensee possibility to create Promotions.

The Licensee having created an account (as described above) can by clicking on the “advertise” tab create a promotion.

The Kaskado Deals platform allows businesses world wide to create and manage digital promotions through a web based interface and can be used on a standard computer. The promotions are distributed on the world wide web (“The Internet”) and are accessible for consumers via web browers on Desktop computers, Mobile and Handheld devices, thanks to web standard compliant presentation layers. The Kaskado platform offers a complete cycle for promotions as in creating, managing, distributing and redemption, The Kaskado platform is based on open source software and standard protocols which makes promotions cost effective, light weight and accessible for any device with a web browser that is connected to the internet.

§ 2 Licence Grant

Subject to the full and timely payment of the License Fee, Kaskado grants to Licensee during the Term of the Agreement a non-exclusive, non-transferable, non-assignable license to use the Kaskado Platform within the European Union territory for its own Promotions.

§ 2 The Kaskado and the Licensee Marks

2.1

Kaskado acknowledges and agrees that all property and right in the Licensee logos and trademarks, whether registered or unregistered (hereinafter the “Licensee Marks”) shall remain the sole and exclusive property of the Licensee.

2.2

Licensee acknowledges and agrees that all property and right in the Kaskado logos and trademarks, whether registered or unregistered (hereinafter the “Kaskado Marks”) shall remain the sole and exclusive property of Kaskado.

2.3

Both Parties warrant that it has full right, title and authority to enter into this Agreement and warrants that so far it is aware its Marks shall not infringe the rights of any third parties.

§ 3 Publicity

During the term of the Agreement, the Parties are entitled to refer to the other Party and the co-operation under this Agreement in such a manner that the Parties shall jointly agree upon, however that all use of the other Party’s Marks shall be in the form and style in which the Party may direct from time to time

§ 4 The Promotions

The Licensee is solely responsible towards the Consumer for the validity of the Promotions and for the content of the Promotions, including but not limited to that the Promotions are compliant with all relevant marketing and advertising legislation.

§ 5 Warranty disclaimer

IN NO EVENT SHALL KASKADO, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SITE, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR WEBSITE, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SITE BY ANY THIRD PARTY, AND/OR (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE KASKADO SITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES (VI) OR THAT THE USE OF THE PLATFORM WILL NOT INFRINGE ANY THIRD PARTY PATENTS, TRADEMARKS, COPYRIGHTS OR OTHER RIGHTS. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

YOU SPECIFICALLY ACKNOWLEDGE THAT KASKADO SHALL NOT BE LIABLE FOR USER SUBMISSIONS OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.

The Site is controlled and offered by Kaskado from its facilities within Sweden. Kaskado makes no representations that the Kaskado Site is appropriate or available for use in other locations. Those who access or use the Kaskado Site from other jurisdictions do so at their own volition and are responsible for compliance with local law.

6 § Limitation of liability

Neither party shall be liable to the other Party for any indirect, incidental or consequential damages whether or not the defaulting Party could have foreseen the possibility of such damages. For the purpose of this Clause, loss of production, loss of goodwill, loss of business, loss of data and loss of revenue or profit shall be considered to be indirect, incidental or consequential damages.

Nothing in this Agreement shall limit or exclude either party’s liability for: (i) willful default or fraud; (ii) death or personal injury caused by its negligence; (iii) any liability which cannot be excluded by law; or (iv) breaches of the confidentiality provisions set out in Clause 9.

§ 7 Payment Terms

If you make a payment on Facebook or use Facebook Credits, you agree to our Payments Terms.

§ 8 Data Protection

Both Parties agree in relation to personal data held by it that it will comply with the European Union Data Protection Directive and the Swedish Personal Data Act (Personuppgiftslagen 1998:204) or its successor or equivalent, whether or not applicable in the relevant territory in relation to any personal data (as defined in such legislation) received by or originating from the other Party. It will comply with such requirements whether or not they apply in the local territory where the data is being processed or where the Party is based or incorporated.

§ 9 Intellectual Property Rights

No title or ownership with regard to any intellectual rights shall be transferred to the other Party as a result of the performance of this Agreement and consequently the Parties retain title to all their respective intellectual property rights.

Both Parties agree and undertake to advise the other Party in writing with undue delay upon knowledge of any infringements of the other Party’s trademark, patents or any other intellectual property rights and to assist, as reasonably requested by the other Party, in safeguarding such rights, provided that the other Party compensates such Party for its expenses for such assistance.

§ 10 Confidentiality

Either Party undertakes to keep confidential all such information received under this Agreement as is designated by means of a name or appropriate text to be of a proprietary or confidential nature or obviously otherwise is of a proprietary or confidential nature. Such information is for exclusive use by the Parties in connection with their obligations hereunder and may not be disclosed to any third party without the written consent of both Parties.

Such undertaking shall not apply to information which is in the public domain at the time it is received or comes into the public domain without breach of this Agreement, nor if such information is known at the time it is received, nor if such information is independently developed without use of the information received hereunder or is at any time rightfully obtained from a source other than the other Party without restrictions in respect of disclosure or use.

The Parties confidentiality undertakings specified in this Clause 9, shall survive termination or expiration of this Agreement for a period of five (5) years.

§ 11 Assignment

A party shall not without the prior written consent of the other party assign its rights or obligations hereunder, such consent not to be unreasonably withheld.

§ 12 Relationship of parties

The relationship of the Licensee and Kaskado established by this Agreement is that of independent contractors, and nothing contained in this Agreement shall be construed to create a partnership, joint venture, employment or other agency relationship between the Licensee and Kaskado. Under no circumstance shall any of the employees of one party be deemed to be employees of the other party for any purpose.

§ 13 Term and Termination

13.1

This Agreement shall come into effect upon activation shall remain in effect until the earlier of the de-activation of the account.

13.2

Either Party may terminate this Agreement with immediate effect and without compensation to the other party;

-if the other Party has committed a material breach of this Agreement, including but not limited to breach of provisions with regard to intellectual property rights and non-disclosure.

-if a trustee in bankruptcy, liquidator, receiver or manager on behalf of a creditor shall be appointed.

13.3

Upon termination in accordance with this Clause 12, each Party shall cease the use of marketing and trademarks and other Confidential Information forthwith and return to the other Party all such marketing and trademarks material and Confidential Information which is in tangible form and destroy and certify such destruction to the other Party all such material programmed in any computer or any computer storage.

§ 14 Applicable law and Disputes

This Agreement shall be governed and construed in accordance with the laws of Sweden

Any dispute, controversy or claim arising out of or in connection with this contract, or the breach, termination or invalidity thereof, shall be finally settled by arbitration administered by the Arbitration Institute of the Stockholm Chamber of Commerce (the SCC Institute). The Rules for Expedited Arbitrations of the Arbitration Institute of the Stockholm Chamber of Commerce shall apply, unless the SCC Institute, taking into account the complexity of the case, the amount in dispute and other circumstances, determines, in its discretion, that the Rules of the Arbitration Institute of the Stockholm Chamber of Commerce shall apply. In the latter case, the SCC Institute shall also decide whether the arbitral tribunal shall be composed of one or three arbitrators. The proceedings shall be conducted in the English [ or in Swedish if the counterparty domiciled in Sweden] language.

Notwithstanding the foregoing, nothing in this Clause 14 shall prevent the Parties from seeking any injunctive or equitable relief by a court of competent jurisdiction.