GENERAL TERMS AND CONDITIONS
Updated as of June 01, 2024
PLEASE READ CAREFULLY. BY CREATING A USER ACCOUNT, LOGGING INTO, ACCESSING OR USING Kore PROPRIETARY WEBSITE, Kore INTERNET-BASED PLATFORM, KOREID, AND RELATED SERVICES, WHETHER FREE OR UPON PAYMENT OF RELEVANT FEES (collectively, the "System", as further defined below), YOU ACKNOWLEDGE AND AGREE TO COMPLY WITH THESE TERMS AND CONDITIONS, Kore’S PRIVACY POLICY, AND ANY OTHER ADDITIONAL TERMS AND CONDITIONS SPECIFIC TO THE SERVICES (collectively, the “Agreement”). THIS AGREEMENT WILL APPLY TO EACH USER (“YOU”), WHETHER YOU ARE ACCESSING THE SYSTEM THROUGH THE MAIN DOMAIN(S), KOREID MOBILE APP, MOBILE APPLICATION(S), OR THROUGH PRIVATE-LABEL SUBDOMAIN(S), ON BEHALF OF YOUR COMPANY OR AS AN INDIVIDUAL USER, WITH RESPECT TO YOUR USE AND/OR ACCESS TO THE SYSTEM AND/OR DATA (AS SUCH TERMS ARE DEFINED BELOW). IF YOU DO NOT AGREE TO THIS AGREEMENT, DO NOT ACCESS OR USE OUR SYSTEM.
This Agreement may change from time to time and you accept responsibility to check for any such changes, which will be available on the System. Your use and/or access of the System and/or Data after such notice will constitute your agreement to the amended Agreement. Notwithstanding the fact that you may be employed with or contracted to a company or other entity, you confirm by checking “I accept the terms in the Terms and Conditions” that you are personally bound by this Agreement.
For the use of the KoreID or other functionalities of the System, including, but not limited to, to access the Kore Platform, you must register and create a User account. Registration as a User is only allowed if you are at least the age of majority in the jurisdiction in which you reside. You can set up only one (1) User account. You must provide correct and complete information in order to register for the KoreID. The Account Information is intended solely for personal use by you and therefore always to be kept secret and safe.
(2) You agree that your Account will be entirely “self-directed,” by which we mean you are solely responsible for all purchases, orders, investment decisions and instructions placed in or through your Account.
You are granted a limited, personal, revocable and non-exclusive license and permission to access the System, and to access the Data subject to the provisions of this Agreement. Access to the System is a privilege and not a right and the license and permission granted by Kore may be terminated at any time without notice by Kore in its sole discretion with no liability to you whatsoever. Any use of the System not expressly permitted in this Agreement or otherwise by Kore is prohibited and will be unlawful.
(a) Kore HAS A RIGHT TO AND DOES MONITOR USE OF THE SYSTEM IN ORDER TO CARRY OUT ITS BUSINESS ACTIVITIES, ANALYZE USER ACTIVITY AND ENSURE COMPLIANCE WITH THIS AGREEMENT, ITS AGREEMENT WITH COMPANY, AND ANY OTHER APPLICABLE POLICIES AND PROCEDURES AND APPLICABLE LAWS, AS WELL AS TO MAINTAIN ADEQUATE SECURITY, DETECT AND PREVENT BREACHES OF SECURITY, IMPROPER OPERATION OF THE SYSTEM, INTRUSIONS OR MALICIOUS SOFTWARE, AND TO ANALYZE AND UNDERSTAND PATTERNS OF USE IN ORDER TO IMPROVE OPERATION OF THE SYSTEM. MONITORING MAY INCLUDE READING OF COMMUNICATIONS AND ACTIVITIES, REVIEW OF UPLOADING ACTIVITIES AND REVIEW OF ALL AVAILABLE LOGS AND RECORDS OF ALL USER ACTIVITIES RELATED TO USE OF THE SYSTEM. INFORMATION OBTAINED IN SUCH ACTIVITIES MAY BE USED FOR RESPONDING TO INQUIRIES, PROCESSING ORDERS, KEEPING YOU INFORMED ABOUT YOUR ORDER STATUS, FOR STATISTICAL PURPOSES, FOR IMPROVING OUR WEBSITE AND ITS PERFORMANCE, FOR DEVELOPING BETTER PRODUCTS AND SERVICES AND OTHER PURPOSES RELATED TO OUR BUSINESS AND ENSURING COMPLIANCE WITH THIS AGREEMENT. ALL SUCH INFORMATION OBTAINED WILL BE SUBJECT TO Kore’S PRIVACY POLICY (AS AMENDED FROM TIME TO TIME).
(b) You warrant and represent that you will not use the System to upload, send or receive personal information about any individual, including any personal information of another User, other than as permitted by applicable privacy laws and that you will adhere to all the terms and conditions of this Agreement.
You agree and undertake to always conduct yourself in a reasonable, courteous and professional manner in accessing and/or using the System, having regard to the focused and limited commercial purposes of the System and the purposes for access thereto being granted to you. Without restricting the generality of the foregoing, you expressly agree as follows with respect to your use of the System:
You agree to receive messages from the system via email, sms, mobile, telephone, or regular mail.
Subject to the Privacy Policy, if you send to Kore either directly or through the System any information, ideas, inventions, concepts, techniques, improvements, or know-how (“Suggestions”), with respect to the System, you acknowledge that Kore can use the Suggestions without acknowledgment or compensation to you, and you hereby waive any claim of ownership or compensation or other rights you may have in relation to the Suggestions.
To enhance your use of the System, Kore offers you the option to place orders for certain additional services, such additional services may be subject to additional terms and conditions. Kore accepts the following methods of payment on the website: PayPal, Interac Online, ACH, EFT, Stable Coin, Visa and MasterCard. Any payments made by any credit card are subject to the approval of the financial institution that has issued the credit card.
The System includes Third Party Service providers that are not affiliated with Kore (“Third Party Services”). Third Party Services may include services that include but not limited to issuance platform, portfolio, personal dashboard, KoreID, KorePixel, KoreIssuance, KoreConX, KoreChain, KoreTransfer, identity verification, anti-money laundering, investor verification, background check, company verification, OFAC, due diligence report, 409a report, 820 report, rating report, research report, currency exchange rates, and Point of Sale (POS) systems. The Third Party Services may be available through the System or a mobile application.
While our third party providers endeavors to offer timely and accurate data, there may be occasional delays or interruptions in the data updates due to circumstances beyond our control, including but not limited to technical issues within the third party providers’ systems or network disruptions. Currency exchange rates are refreshed approximately every hour by the service provider. Kore does not guarantee the accuracy, timeliness, reliability, or completeness of the currency exchange data provided. The user acknowledges and agrees that the user is using the currency exchange data at their own risk. Kore shall not be liable for any decisions, actions, or inactions taken by the user based on the currency exchange data provided. Kore reserves the right to change the third-party service provider of external data at any time without prior notice to users. Under no circumstances shall Kore be liable for any direct, indirect, incidental, special, or consequential damages that result from the use of, or the inability to use, the currency exchange data, even if Kore has been advised of the possibility of such damages. By using the Kore System, the user agrees to the terms set forth in this disclaimer and acknowledges that the user’s use of the external data is governed by these terms.
In addition to, and not in substitution for any warranties or representations contained in this Agreement or any other agreement between you and Kore, you represent and warrant to Kore as follows:
Kore and/or its licensors are and shall remain the owner of the System. You do not own the System.
You acknowledge and agree that the System is proprietary, unique and valuable to Kore, and that the infrastructure platform, portal, arrangement, architecture, workflows, selection, design, improvements, modifications and enhancements related to the System and its features are protected by United States and international intellectual property rights, industrial property rights and treaties, including without limitation, copyright, trade-marks and other proprietary rights.
Kore acknowledges and agrees that the Company or you, as the case may be, will remain the owner of the Data. Subject to the Privacy Policy, Kore will be collecting and using certain Data, insights, profiles, use history, trends or other information resulting or learned from Kore’s analysis of the Data (“Reports”). You acknowledge and agree that Kore shall own such Reports.
BY ACCEPTING OR ENTERING INTO THIS AGREEMENT, AND/OR BY USING OR ATTEMPTING TO ACCESS AND/OR USE THE SYSTEM, YOU EXPRESSLY ACKNOWLEDGE AND AGREE TO THE FOLLOWING:
WITHOUT DEROGATING FROM ANY OTHER LIMITATION OF LIABILITY CONTAINED IN THIS AGREEMENT, YOU AGREE THAT THE AGGREGATE OF ALL LIABILITY ON THE PART OF Kore FOR BREACH OF ANY WARRANTY, GUARANTEE, TERM OR CONDITION CONTAINED IN THIS AGREEMENT, WHETHER EXPRESS OR IMPLIED HEREIN, OR OF ANY OTHER PROVISION OF THIS AGREEMENT OR OF ANY AGREEMENT CONTEMPLATED BY THIS AGREEMENT OR ANY OTHER BREACH GIVING RISE TO LIABILITY, INCLUDING A BREACH OF A CONDITION OR FUNDAMENTAL TERM OR FUNDAMENTAL BREACH OR BREACHES OR IN ANY OTHER WAY ARISING OUT OF OR RELATED TO THIS AGREEMENT OR ANY AGREEMENT CONTEMPLATED BY THIS AGREEMENT, FOR ANY AND ALL CAUSES OF ACTION WHATSOEVER AND, REGARDLESS OF THE FORM OF ACTION (INCLUDING BREACH OF CONTRACT, BREACH OF DUTY, STRICT LIABILITY OR TORT, INCLUDING BUT NOT LIMITED TO NEGLIGENCE, OR ANY OTHER LEGAL OR EQUITABLE THEORY), SHALL BE LIMITED TO A MAXIMUM SUM OF ONE HUNDRED DOLLARS ($100.00) IN UNITED STATES CURRENCY. THE FOREGOING PROVISIONS SHALL ALL APPLY NOTWITHSTANDING THE FAILURE OF THE ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
You acknowledge and agree that a breach of this Agreement may cause Kore irreparable harm for which no adequate remedy exists at law, and for which damages will not be an adequate remedy, and that upon any such breach or threatened breach Kore shall be entitled to injunctive relief without prejudice to any other right in law or equity and without the necessity of prior demand or proof of damage, and without the necessity of providing an undertaking as to damages or posting a bond or surety.
You will be liable to and shall indemnify and save harmless Kore, its affiliates, third party providers and their respective officers, directors, shareholders, employees, agents, representatives, successors, and assigns from and against any and all claims, actions, suits, proceedings, costs, expenses, damage and/or liabilities (including reasonable legal fees) whatsoever arising out of, connected with, or resulting from: (a) your access to and use of the System and/or the Data; (b) any breach by you of this Agreement, or any breach by you of any warranty given by you; and (c) your actions and omissions in connection with your use of the System and/or the Data.
The rights of Kore under this Agreement shall be cumulative, and the election by Kore to pursue any remedy, whether legal or equitable, shall not be deemed to be a waiver of the rights of Kore to other remedies.
This Agreement shall be governed by the federal laws of United States of America applicable therein. Subject to the rights of Kore to seek equitable relief in any court of competent jurisdiction for a breach of its rights as provided in this Agreement, you irrevocably submit and attorn to the jurisdiction of the courts of the State of New York. Any litigation arising out of this Agreement shall be commenced and all proceedings, including examinations for discovery, and the trial shall be held in New York, NY, USA.
Dispute Resolution: In the event of any claim, controversy or alleged dispute between you and Kore or its affiliates (“Dispute”), you hereby agree to attempt in good faith to amicably resolve any Dispute at least 30 days before instituting any legal proceeding. Each party agrees to submit any Dispute for resolution by final binding arbitration after serving written notice, which notice shall set forth in detail the controversy, question, claim or alleged breach along with your attempt to resolve such Dispute. Upon such notice and attempt to resolve, the party may then commence an arbitration proceeding pursuant to the rules of FINRA Dispute Resolution. Any proceedings will be held in New York, NY.
The decision(s) of the arbitrator(s) shall be final and binding and may not be appealed to any court of competent jurisdiction, or otherwise, except on very limited legal grounds. The implementation of arbitration decision(s) shall in no way be delayed or otherwise impaired pending the outcome of any appeal. Judgment upon the award rendered in an arbitration may be entered by any court having jurisdiction thereof. You agree that all disputes will be limited between you, individually, and Kore. To the full extent allowable by law, you agree that no arbitration proceeding or other dispute resolution proceeding shall be joined with any other party or decided on a class-action basis.
Notwithstanding the foregoing, you agree that the following matters shall not, at the election of Kore, be subject to binding arbitration: (1) any dispute related to, or arising from allegations of criminal activity; (2) any dispute concerning Kore’s intellectual property rights; and (3) any claim for injunctive relief. Any court action commenced by you or Kore in accordance with these Terms of Conditions shall be brought in the United States District Court of New York, and you and we hereby submit and consent to the personal jurisdiction of, and the service of process by, that Court.
If any provision of this Agreement shall be determined to be void by any court of competent jurisdiction, then such determination shall not affect any other provision of this agreement, and all such other provisions shall remain in full force and effect, and it is the intention of the parties hereto that if any provision of this agreement is capable of two constructions, one of which would render the provision void and the other of which would render the provision valid, then the provision shall have the meaning that renders it valid.
No waiver of any right or of any breach of any provision of this Agreement by either party shall constitute a waiver of any other right or breach of any other provision, nor shall it be deemed to be a general waiver of such provision by such party or to sanction any subsequent breach thereof by the other party.
This Agreement is meant by the parties to not only apply to initial access to or use of the System and/or the Data, but also on an ongoing and continuous basis to any and all access to or use of the System and/or the Data.
This Agreement and everything herein contained shall enure to the benefit of and be binding upon the parties together with their personal representatives, heirs, successors and permitted assigns but, being personal to you, this Agreement shall not be assigned by you, by operation of law or otherwise, without the prior written consent of Kore, in its sole discretion, which consent may be unreasonably withheld. Kore may freely assign this Agreement.
This Agreement shall be governed by the laws of the State of New York, USA, and the federal laws of USA applicable therein. Any legal suit, action or proceeding arising out of or relating to this Agreement may be instituted in the federal or State courts of New York, in the State of New York.
In this section, the following terms have the following meanings: