Terms of Service For Polly
Effective: February 14th, 2016
Terms and Conditions For Polly
The following terms and conditions (“Terms of Service”) govern your use of the Polly website (the “Site”) and mobile application collectively the “Service” operated by SpadeWorx Software Services. (“SpadeWorx”). By accessing and using the Service and/or any information, content or materials made available on the Service, including by downloading any mobile app or site plug-in, you irrevocably agree that such use is subject to these Terms of Service. If you do not agree to these Terms of Service, you may not use the Service.
You should check these Terms of Service and Polly’s site periodically for modifications. Polly may modify the Terms of Service from time to time without notice to you. If Polly makes material changes to the Terms of Service we will post the revised Terms of Service and the revised effective date on Site. Any continued use by you of the Service after the posting of such modified Terms of Service shall be deemed to indicate your irrevocable agreement to such modified Terms of Service. Accordingly, if at any time you do not agree to be subject to any modified Terms of Service, you may no longer use the Service.
1. USE OF THE SERVICE
(a) Registered Users: In order to gain access to some parts of the Service, you are required to register for an account that is accessed by a username and password (“Account”). In registering for your Account, you agree (i) that the information you provide to Polly in connection with your registration will be current, complete and accurate, (ii) not to choose a user name that violates any law or the intellectual property rights of others, or is offensive; provided that Polly reserves the right to reject the use of any user name for any reason or no reason, (iii) not to transfer, sell, convey or assign the right to use your Account to any third party without the prior written consent of Polly and (iv) not to permit any third party to use your user name and password to access your Account or the Service. You further agree that you are responsible for the conduct of any party that uses your Account, whether or not authorized by you, and for any breach of the security of the Service related to the use of your user name and/or password.
(b) Grant of Rights: Upon registration and subject to the payment of any applicable fees, Polly grants you the limited, revocable, non-transferable, non-exclusive right to access and use the Service, under the condition that such activity is solely for your internal purposes, except as may expressly agreed to in writing by Polly.
(e) Use of Presenter Name: Presenter agrees that Polly may use Presenter’s name and logo for the purpose of providing and operating the Branded Site, and on Polly’s website to identify Presenter as a customer of Polly, and as a part of a general list of Polly customers.
(f) Proprietary Rights. The Site and Service, including all of the contents, such as text, images, audio, and the HTML used to generate the pages (collectively, “Content”), are the property of Polly or that of our suppliers or licensors and are protected by patent, trademark and/or copyright under United States, India, United Kingdom and/or foreign laws. Notwithstanding the foregoing, you retain ownership of any information or content that you upload to the Site and/or the Service, and may use in perpetuity any reports or other materials provided to you as part of the Service. Except as otherwise provided herein, you may not use, download, upload, copy, print, display, perform, reproduce, publish, modify, prepare derivative works from, delete, add to, license, post, transmit, or distribute any Content from this Site in whole or in part, for any public or commercial purpose without the specific written permission of Polly. Except as otherwise provided herein, use of the Site or Service does not grant you a license to any Content, features or materials you may access on the Site or through the Service. As between you and Polly, (or other company whose marks appear on the Site), Polly (or the respective company) is the owner and/or authorized user of any trademark, registered trademark and/or service mark appearing on the Site, and is the copyright owner or licensee of the Content and/or information on the Site, unless otherwise indicated. In particular, the Polly logos and service names are trademarks of Polly. Nothing on the Site or in the Service should be construed to grant any license or right to use any content without the prior written consent of Polly. Content may be registered internationally.
(g) Prohibited Conduct: Polly specifically prohibits any use of the Site or Service, for: (i) posting any (1) information which is incomplete, false, inaccurate or not your own, (2) trade secrets or material that is copyrighted or otherwise owned by a third party unless you have a valid license from the owner which permits you to post it or (3) material that infringes on any other intellectual property, privacy or publicity right of another; (ii) impersonating another person; (iii) engaging in or encouraging conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any city, state, national or international law or regulation, or which fails to comply with accepted Internet protocol; or (iv) transmitting or transferring (by any means) information or software derived from the Site to foreign countries or certain foreign nations in violation of US export control laws. In addition, you are prohibited from violating or attempting to violate the security of the Site, Service or Polly’s system or network security, including, without limitation, the following: (w) accessing data not intended for users of the Site or Services, or gaining unauthorized access to an account, server or any other computer system; (x) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures; (y) attempting to interfere with the function of the Site, Service, host or network, including, without limitation, via means of submitting a virus to the Site, overloading, “flooding”, “mailbombing”, “crashing”, or sending unsolicited e-mail, including promotions and/or advertising of products or services; or (z) forging any TCP/IP packet header or any part of the header information in any e-mail or newsgroup posting. You may not deploy to the Site or Service any robot, spider, site search/retrieval application, or other application designed to retrieve, index or “data mine,” information from the Site or Service. You agree at all times to use the Site and the Service in compliance with applicable law and these Terms and Conditions.
(h) Prohibited Use: Presenter represents and warrants that neither Presenter and nor any Authorized User shall use the Services (including without limitation by asking for such information in a poll created using the Services) to collect from Poll Participants any of the following information: (i) social security number; (ii) driver’s license number, State identification card number or passport number; (iii) financial account number; (iv) credit, debit or other payment card number; (v)security code or password; (vi) medical information; or (vii) health insurance information. If presenter collects such information, presenter does so at its own risk, and in no event shall Polly be liable for any loss, damages, claims or otherwise arising out of related to Subscriber’s collection of such information, whether arising in tort (including negligence), contract or any other legal theory, including without limitation, any such information in the care, custody or control of Polly.
(i) Indemnification: You hereby irrevocably agree to indemnify, defend and hold Polly, its affiliates, directors, officers, employees and agents harmless from and against any and all losses, costs, damages, liabilities and expenses (including attorneys’ fees) arising out of or related to your use of the Service.
(j) Reselling the Service: You may “resell” the Service, by offering a service to third parties that incorporates the Service, provided that (i) your service includes substantial additional value beyond the Service, such that your customers do not purchase your service primarily to gain access to the features and functions of the Service, (ii) you agree to be responsible for the acts and omissions of your customers’ use of the Service, to the extent it is part of your service and (iii) you: (1) must purchase separate Accounts for each client, project, or other use; or (2) must subscribe to the Platinum Plan if you want to do multi-tenancy in which a single Account or login is to be used with multiple, separate third parties (see plans and pricing for more details). For the avoidance of doubt, you may not use a single Account or login for multiple, separate third party entities if you have not subscribed to the Platinum Plan, and any attempt to do so may result in additional charges to your Account and/or termination of your Account, at the discretion of Polly.
(k) Termination: You may terminate your Account at any time. Polly, in its sole discretion, has the right to suspend or terminate your Account and your access to the Service, for any reason at any time. Any termination of your Account will result in the deletion of your Account and the content in it, and the termination of your access to Service. Polly reserves the right to refuse service to anyone for any reason at any time.
2. CHANGES TO THE SERVICE; SUSPENSION OR TERMINATION OF USE RIGHTS
(a) Changes to the Service: Polly reserves the right to make changes to the Service, at any time, with or without providing notice to you. In the event that you do not agree with any changes to the Service, your only remedy shall be to cease using the Service.
(b) Suspension or Termination of Use Rights: Polly may suspend or terminate your right to use the Service for any reason or no reason upon notice to you. Polly shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service. Such termination of the Service will result in the deactivation or deletion of your Account, and the forfeiture and relinquishment of all information in your Account. Polly reserves the right to refuse service to anyone for any reason at any time.
3. DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY
(a) Warranty Disclaimer: THE SITE, SERVICE AND CONTENT ARE PROVIDED STRICTLY ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND POLLY MAKES NO WARRANTY THAT THE SITE, SERVICE OR CONENT ARE COMPLETE, SUITABLE FOR YOUR PURPOSE, OR ACCURATE. ON BEHALF OF ITSELF AND ITS LICENSORS, POLLY HEREBY EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED, STATUTORY OR OTHER WARRANTIES WITH RESPECT TO THE SITE, SERVICE AND CONTENT, OR THE AVAILABILITY OF THE SITE, SERVICE OR CONTENT, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFIRNGEMENT. THE ENTIRE RISK AS TO RESULTS OBTAINED THROUGH USE OF THE SITE AND SERVICE RESTS WITH YOU AND POLLY MAKES NO REPRESENTATION OR WARRANTY THAT THE SERVICE AVAILABILITY WILL BE UNINTERRUPTED, OR THE SITE, SERVICE AND/OR THE CONTENT WILL BE ERROR FREE.
(b) Limitation of Liability: TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT POLLY SHALL NOT BE LIABILE TO YOU FOR ANY DAMAGES ARISING OUT OF OR CONNECTED TO YOUR USE OF, OR INABILITY TO USE, THE SITE OR THE SERVICE, INCLUDING, WITHOUT LIMITATION, ANY AND ALL DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, SPECIAL, EXEMPLARY OR STATUTORY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF BUSINESS, LOSS OR PROFITS, LOSS OF REVENUE, LOSS OF DATA., LOSS OF GOODWILL OR FOR ANY COST OF COVER OR COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES), EVEN IF POLLY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF THE LEGAL THEORY UNDER WHICH DAMAGES ARE SOUGHT, WHETHER IN BREACH OF CONTRACT OR IN TORT, INCLUDING NEGLIGENCE.
These Terms of Service constitute the entire agreement and understanding between the parties concerning the subject matter hereof, notwithstanding any different or additional terms that may be contained in the form of purchase order or other document used by you to place orders or otherwise effect transactions hereunder, which such terms are hereby rejected. These Terms of Service supersede all prior or contemporaneous discussions, proposals and agreements between you and Polly relating to the subject matter hereof. No amendment, modification or waiver of any provision of these Terms of Service will be effective unless in writing and signed by an officer of Polly. If any provision of these Terms of Service is held to be invalid or unenforceable, the remaining portions will remain in full force and effect and such provision will be enforced to the maximum extent possible so as to effect the intent of the parties and will be reformed to the extent necessary to make such provision valid and enforceable. No waiver of rights by Polly may be implied from any actions or failures to enforce rights under these Terms of Service. These Terms of Service are intended to be and are solely for the benefit of Polly and you and do not create any right in favor of any third party. These Terms of Service will be governed by and construed in accordance with the laws of the United States and the State of California, without reference to its conflict of laws principles. All disputes arising out of or relating to these Terms of Service will be submitted to the exclusive jurisdiction of a federal court of competent jurisdiction located in the Northern District of California, or a state court located in San Francisco, California, and each party irrevocably consents to such personal jurisdiction and waives all objections to this venue. All notices must be in writing and will be effective three (3) days after the date sent.