Terms of Service
Effective Date: November 1, 2018
Site covered: tapdesk.io and all subdomains
Please read these Terms and Conditions ("Terms", "Terms and Conditions") carefully before using the https://www.tapdesk.io website or any of its subdomain (the "Service") operated by Ayulla Inc. ("us", "we", or "our").
The agreement
The use of this website and services on this website provided by Ayulla Inc. (hereinafter referred to as "Company") are subject to the following Terms and Conditions (hereinafter the "Agreement"), all parts and sub-parts of which are specifically incorporated by reference here. This Agreement shall govern the use of all pages on this website (hereinafter collectively referred to as "Website") and any services provided by or on this Website ("Services").
1.
Definitions
The parties referred to in this Agreement shall be defined as follows:
a
Company, Us, We: The Company, as the creator, operator, and publisher of the Website, makes the Website, and certain Services on it, available to users. Ayulla Inc., Company, Us, We, Our, Ours and other first-person pronouns will refer to the Company, as well as all employees and affiliates of the Company.
b
You, the User, the Client: You, as the user of the Website, will be referred to throughout this Agreement with second-person pronouns such as You, Your, Yours, or as User or Client.
c
Parties: Collectively, the parties to this Agreement (the Company and You) will be referred to as Parties.
2.
Assent & acceptance
By using the Website, You warrant that You have read and reviewed this Agreement and that You agree to be bound by it. Your access to and use of the
Service is conditioned upon your acceptance of and compliance with this Agreement. This Agreement apply to all visitors, users and others who wish to
access or use the Service.
If You do not agree to be bound by this Agreement, please leave the Website immediately. The Company only agrees to provide use of this Website and Services
to You if You assent to this Agreement.
3.
Age restriction
You must be at least 18 (eighteen) years of age to use this Website or any Services contained herein. By using this Website, You represent and warrant that You are at least 18 years of age and may legally agree to this Agreement. The Company assumes no responsibility or liability for any misrepresentation of Your age.
4.
License to use website
The Company may provide You with certain information as a result of Your use of the Website or Services. Such information may include, but is not limited to, documentation, data, or information developed by the Company, and other materials which may assist in Your use of the Website or Services ("Company Materials"). Subject to this Agreement, the Company grants You a non-exclusive, limited, non-transferable and revocable license to use the Company Materials solely in connection with Your use of the Website and Services. The Company Materials may not be used for any other purpose, and this license terminates upon Your cessation of use of the Website or Services or at the termination of this Agreement.
5.
Intellectual property
You agree that the Website and all Services provided by the Company are the property of the Company, including all copyrights, trademarks, trade secrets, patents, and other intellectual property ("Company IP"). You agree that the Company owns all right, title and interest in and to the Company IP and that You will not use the Company IP for any unlawful or infringing purpose. You agree not to reproduce or distribute the Company IP in any way, including electronically or via registration of any new trademarks, trade names, service marks or Uniform Resource Locators (URLs), without express written permission from the Company.
a
In order to make the Website and Services available to You, You hereby grant the Company a royalty-free, non-exclusive, worldwide license to copy, display, use, broadcast, transmit and make derivative works of any content You publish, upload, or otherwise make available to the Website ("Your Content"). The Company claims no further proprietary rights in Your Content.
b
If You feel that any of Your intellectual property rights have been infringed or otherwise violated by the posting of information or media by another of Our users, please contact Us and let Us know.
6.
User obligations
As a user of the Website or Services, You may be asked to register with Us. When You do so, You will choose a user identifier, which may be Your email address or another term, as well as a password. You may also provide personal information, including, but not limited to, Your name. You are responsible for ensuring the accuracy of this information. This identifying information will enable You to use the Website and Services. You must not share such identifying information with any third party, and if You discover that Your identifying information has been compromised, You agree to notify Us immediately in writing. Email notification will suffice. You are responsible for maintaining the safety and security of Your identifying information as well as keeping Us apprised of any changes to Your identifying information. Providing false or inaccurate information, or using the Website or Services to further fraud or unlawful activity is grounds for immediate termination of this Agreement.
7.
Communications
By creating an Account on our Website or Service, you agree to subscribe to newsletters, marketing or promotional materials and other information we may send. However, you may opt out of receiving any, or all, of these communications from us by following the unsubscribe link or instructions provided in any email we send.
8.
Acceptable use
You agree not to use the Website or Services for any unlawful purpose or any purpose prohibited under this clause. You agree not to use the Website or Services
in any way that could damage the Website, Services, or general business of the Company.
You further agree not to use the Website or Services:
a
To harass, abuse, or threaten others or otherwise violate any person's legal rights;
b
To violate any intellectual property rights of the Company or any third party;
c
To upload or otherwise disseminate any computer viruses or other software that may damage the property of another;
d
To perpetrate any fraud;
e
To engage in or create any unlawful gambling, sweepstakes, or pyramid scheme;
f
To publish or distribute any obscene or defamatory material;
g
To publish or distribute any material that incites violence, hate, or discrimination towards any group;
h
To unlawfully gather information about others.
9.
Subscriptions
Some parts of the Service are billed on a subscription basis ("Subscription(s)"). You will be billed in
advance on a recurring and periodic basis ("Billing Cycle"). Billing cycles are set either on a monthly or annual basis, depending on the type of subscription
plan you select when purchasing a Subscription. At the end of each Billing Cycle, your Subscription will automatically renew under the exact same conditions
unless you cancel it or we cancel it. You may cancel your Subscription renewal either through your online account management page or by contacting our customer
support team.
A valid payment method, including credit card or PayPal, is required to process the payment for your Subscription. You shall provide us with accurate and complete
billing information including full name, address, state, zip code, telephone number, and a valid payment method information. By submitting such payment information,
you automatically authorize us to charge all Subscription fees incurred through your account to any such payment instruments. Should automatic billing fail to
occur for any reason, we will issue an electronic invoice indicating that you must proceed manually, within a certain deadline date, with the full payment
corresponding to the billing period as indicated on the invoice.
You are not responsible for any payments if you are part of team, group, or company who is subscribed to our Service of which you are inclusive. You will be
required to pay for any other services You use that are not inclusive in such subscriptions.
10.
Free trials
The company may, at its sole discretion, offer a Subscription with a free trial for a limited period of
time ("Free Trial") not exceeding 14 days. You may be required to enter your billing information in order to sign up for the Free Trial. If you do enter your
billing information when signing up for the Free Trial, you will not be charged by the Company until the Free Trial has expired. On the last day of the Free Trial
period, unless you cancelled your Subscription, you will be automatically charged the applicable Subscription fees for the type of Subscription you have selected.
At any time and without notice, we reserves the right to
a
modify the terms and conditions of the Free Trial offer, or
b
cancel such Free Trial offer.
11.
Fee changes
The Company, in its sole discretion and at any time, may modify the Subscription fees for the Subscriptions. Any Subscription fee change will become effective at the end of the then-current Billing Cycle. The Company will provide you with a reasonable prior notice of any change in Subscription fees to give you an opportunity to terminate your Subscription before such change becomes effective. Your continued use of the Service after the Subscription fee change comes into effect constitutes your agreement to pay the modified Subscription fee amount.
12.
Cancellation and refunds
You may cancel your Tapdesk Account Subscription at any time from the billing section of Admin Tools. You will not receive any refunds unless required by law. Your account will be available under the cancelled subscription until the end of the month the cancellation occurred. Certain refund requests for Subscriptions may be considered by the Company on a case-by-case basis and granted in sole discretion of the Company.
13.
Content
Our Service allows you to post, link, store, share and otherwise make available certain information, text, graphics, videos, or other material ("Content").
You are responsible for the Content that you post on or through the Service, including its legality, reliability, and appropriateness.
By posting Content on or through the Service, You represent and warrant that: (i) the Content is yours (you own it) and/or you have the right to use it and
the right to grant us the rights and license as provided in these Terms, and (ii) that the posting of your Content on or through the Service does not violate
the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person or entity. We reserve the right to terminate the account of
anyone found to be infringing on a copyright.
You retain any and all of your rights to any Content you submit, post or display on or through the Service and you are responsible for protecting those rights.
We take no responsibility and assume no liability for Content you or any third party posts on or through the Service. However, by posting Content using the Service
you grant us the right and license to use, modify, perform, display, reproduce, and distribute such Content on and through the Service. The Company has the right
but not the obligation to monitor and edit all Content provided by users.
In addition, Content found on or through this Service are the property of the Company or used with permission. You may not distribute, modify, transmit,
reuse, download, repost, copy, or use said Content, whether in whole or in part, for commercial purposes or for personal gain, without express advance written
permission from us.
14.
Accounts
When you create an account with us, you guarantee that you are above the age of 18, and that the information you provide us is accurate, complete, and current
at all times. Inaccurate, incomplete, or obsolete information may result in the immediate termination of your account on the Service.
You are responsible for maintaining the confidentiality of your account and password, including but not limited to the restriction of access to your computer
and/or account. You agree to accept responsibility for any and all activities or actions that occur under your account and/or password, whether your password
is with our Service or a third-party service. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account.
You may not use as a username the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any rights of
another person or entity other than you, without appropriate authorization. You may not use as a username any name that is offensive, vulgar or obscene.
15.
Privacy
Our Privacy Policy (https://legal.tapdesk.io/privacy-policy) explains the way we handle and
protect your personal data and privacy in relation to your use of the Service and Website. By agreeing to the present Terms and Conditions
and to be able to use the Service, you also agree to our Privacy Policy.
To the extent that Tapdesk processes any personal data that is subject to the EU General Data Protection Regulation (GDPR), on the user’s behalf, in the provision
of the Service, the terms of the Tapdesk Data Processing Agreement
(https://legal.tapdesk.io/data-processing-agreement), which are hereby incorporated by reference, shall apply.
16.
Privacy information
Through Your Use of the Website and Services, You may provide Us with certain information. By using the Website or the Services, You authorize the Company to use Your information in the United States and any other country where We may operate.
a
Information We May Collect or Receive: When You register for an account, You provide Us with a valid email address and may provide Us with additional information, such as Your name or billing information. Depending on how You use Our Website or Services, We may also receive information from external applications that You use to access Our Website, or We may receive information through various web technologies, such as cookies, log files, clear gifs, web beacons or others.
b
How We Use Information: We use the information gathered from You to ensure Your continued good experience on Our website, including through email communication. We may also track certain aspects of the passive information received to improve Our marketing and analytics, and for this, We may work with third-party providers.
c
How You Can Protect Your Information: If You would like to disable Our access to any passive information We receive from the use of various technologies, You may choose to disable cookies in Your web browser. Please be aware that the Company will still receive information about You that You have provided, such as Your email address. If You choose to terminate Your account, the Company will store information about You for the following number of days: 10. After that time, it will be deleted.
17.
Third party services
The Company may allow third parties to provide services on the Website. The Website allows integration with third party applications that you may need for
better experiences. Some of these applications include, but not limited to, GSuite, LinkedIn, Dropbox, CloudApp, Stripe, Square, and Paypal. The Company undertakes
to be as accurate as possible with all information regarding the services, including product descriptions and images. However, the Company does not guarantee the
accuracy or reliability of any product information, and You acknowledge and agree that You purchase and integrate such products at Your own risk.
A full list of all third party apps and services are published at
https://www.tapdesk.io/apps
18.
Reverse engineering & security
You agree not to undertake any of the following actions:
a
Reverse engineer, or attempt to reverse engineer or disassemble any code or software from or on the Website or Services;
b
Violate the security of the Website or Services through any unauthorized access, circumvention of encryption or other security tools, data mining or interference to any host, user or network.
19.
Data loss
The Company does not accept responsibility for the security of Your account or content. You agree that Your use of the Website or Services is at Your own risk.
20.
Indemnification
You agree to defend and indemnify the Company and any of its affiliates (if applicable) and hold Us harmless against any and all legal claims and demands, including reasonable attorney's fees, which may arise from or relate to Your use or misuse of the Website or Services, Your breach of this Agreement, or Your conduct or actions. You agree that the Company shall be able to select its own legal counsel and may participate in its own defense, if the Company wishes.
21.
Spam policy
You are strictly prohibited from using the Website or any of the Company's Services for illegal spam activities, including gathering email addresses and personal information from others or sending any mass commercial emails.
22.
Third party links & content
Our Service may contain links to third party web sites or services that are not owned or controlled by us. The company has no control over, and assumes no
responsibility for the content, privacy policies, or practices of any third-party web sites or services. We do not warrant the offerings of any of these
entities/individuals or their websites.
You acknowledge and agree that the Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused
by or in connection with use of or reliance on any such content, goods or services available on or through any such third-party web sites or services.
We strongly advise you to read the terms and conditions and privacy policies of any third-party web sites or services that you visit.
23.
Modification & variation
The Company may, from time to time and at any time without notice to You, modify this Agreement. You agree that the Company has the right to modify this Agreement or revise anything contained herein. You further agree that all modifications to this Agreement are in full force and effect immediately upon posting on the Website and that modifications or variations will replace any prior version of this Agreement, unless prior versions are specifically referred to or incorporated into the latest modification or variation of this Agreement.
a
To the extent any part or sub-part of this Agreement is held ineffective or invalid by any court of law, You agree that the prior, effective version of this Agreement shall be considered enforceable and valid to the fullest extent.
b
You agree to routinely monitor this Agreement and refer to the Effective Date posted at the top of this Agreement to note modifications or variations. You further agree to clear Your cache when doing so to avoid accessing a prior version of this Agreement. You agree that Your continued use of the Website after any modifications to this Agreement is a manifestation of Your continued assent to this Agreement.
c
In the event that You fail to monitor any modifications to or variations of this Agreement, You agree that such failure shall be considered an affirmative waiver of Your right to review the modified Agreement.
24.
Entire agreement
This Agreement constitutes the entire understanding between the Parties with respect to any and all use of this Website. This Agreement supersedes and replaces all prior or contemporaneous agreements or understandings, written or oral, regarding the use of this Website.
25.
Service interruptions
The Company may need to interrupt Your access to the Website to perform maintenance or emergency services on a scheduled or unscheduled basis. You agree that Your access to the Website may be affected by unanticipated or unscheduled downtime, for any reason, but that the Company shall have no liability for any damage or loss caused as a result of such downtime.
26.
Terms, termination & suspension
The Company may terminate this Agreement with You at any time for any reason, with or without cause. The Company specifically reserves the right to terminate this Agreement if You violate any of the terms outlined herein, including, but not limited to, violating the intellectual property rights of the Company or a third party, failing to comply with applicable laws or other legal obligations, and/or publishing or distributing illegal material. If You have registered for an account with Us, You may also terminate this Agreement at any time by contacting Us and requesting termination. At the termination of this Agreement, any provisions that would be expected to survive termination by their nature shall remain in full force and effect.
27.
No warranties
You agree that Your use of the Website and Services is at Your sole and exclusive risk and that any Services provided by Us are on an "As Is" basis. The Company hereby expressly disclaims any and all express or implied warranties of any kind, including, but not limited to the implied warranty of fitness for a particular purpose and the implied warranty of merchantability. The Company makes no warranties that the Website or Services will meet Your needs or that the Website or Services will be uninterrupted, error-free, or secure. The Company also makes no warranties as to the reliability or accuracy of any information on the Website or obtained through the Services. You agree that any damage that may occur to You, through Your computer system, or as a result of loss of Your data from Your use of the Website or Services is Your sole responsibility and that the Company is not liable for any such damage or loss.
28.
Limitation on liability
The Company is not liable for any damages that may occur to You as a result of Your use of the Website or Services, to the fullest extent permitted by law. The maximum liability of the Company arising from or relating to this Agreement is limited to the lesser of one hundred ($100) US Dollars or the amount You paid to the Company in the last six (6) months. This section applies to any and all claims by You, including, but not limited to, lost profits or revenues, consequential or punitive damages, negligence, strict liability, fraud, or torts of any kind.
29.
General provisions
a
Language: All communications made or notices given pursuant to this Agreement shall be in the English language.
b
Jurisdiction, venue & choice of law: Through Your use of the Website or Services, You agree that the laws of the State of Delaware shall govern any matter or dispute relating to or arising out of this Agreement, as well as any dispute of any kind that may arise between You and the Company, with the exception of its conflict of law provisions. In case any litigation specifically permitted under this Agreement is initiated, the Parties agree to submit to the personal jurisdiction of the state and federal courts in the State of Delaware. The Parties agree that this choice of law, venue, and jurisdiction provision is not permissive, but rather mandatory in nature. You hereby waive the right to any objection of venue, including assertion of the doctrine of forum non conveniens or similar doctrine.
c
Arbitration: In case of a dispute between the Parties relating to or arising out of this Agreement, the Parties shall first attempt to resolve the dispute personally and in good faith. If these personal resolution attempts fail, the Parties shall then submit the dispute to binding arbitration. The arbitration shall be conducted in the State of Delaware. The arbitration shall be conducted by a single arbitrator, and such arbitrator shall have no authority to add Parties, vary the provisions of this Agreement, award punitive damages, or certify a class. The arbitrator shall be bound by applicable and governing Federal law as well as the law of the following state: Delaware. Each Party shall pay their own costs and fees. Claims necessitating arbitration under this section include, but are not limited to: contract claims, tort claims, claims based on Federal and state law, and claims based on local laws, ordinances, statutes or regulations. Intellectual property claims by the Company will not be subject to arbitration and may, as an exception to this sub-part, be litigated. The Parties, in agreement with this sub-part of this Agreement, waive any rights they may have to a jury trial in regard to arbitral claims.
d
Assignment: This Agreement, or the rights granted hereunder, may not be assigned, sold, leased or otherwise transferred in whole or part by You. Should this Agreement, or the rights granted hereunder, by assigned, sold, leased or otherwise transferred by the Company, the rights and liabilities of the Company will bind and inure to any assignees, administrators, successors, and executors.
e
Severability: If any part or sub-part of this Agreement is held invalid or unenforceable by a court of law or competent arbitrator, the remaining parts and sub-parts will be enforced to the maximum extent possible. In such condition, the remainder of this Agreement shall continue in full force.
f
No waiver: In the event that We fail to enforce any provision of this Agreement, this shall not constitute a waiver of any future enforcement of that provision or of any other provision. Waiver of any part or sub-part of this Agreement will not constitute a waiver of any other part or sub-part.
g
Headings for convenience only: Headings of parts and sub-parts under this Agreement are for convenience and organization, only. Headings shall not affect the meaning of any provisions of this Agreement.
h
No agency, partnership, or joint venture: No agency, partnership, or joint venture has been created between the Parties as a result of this Agreement. No Party has any authority to bind the other to third parties.
i
Force majeure: The Company is not liable for any failure to perform due to causes beyond its reasonable control including, but not limited to, acts of God, acts of civil authorities, acts of military authorities, riots, embargoes, acts of nature and natural disasters, and other acts which may be due to unforeseen circumstances.
j
Electronic communications permitted: Electronic communications are permitted to both Parties under this Agreement, including e-mail or fax.
30.
Contact us
For any questions or concerns, please email Us at the following address: legal@tapdesk.io. You can also contact us by visiting our support page at https://support.tapdesk.io.