Acceptance of Terms
CollectiveSoft LLC provides a collection of services, including online collaboration, project management, process automation, and information-sharing tools (referred to hereafter as "Services"), subject to the following Terms of Service ("Terms"). By using the Services in any way, you are agreeing to comply with these Terms. In addition, when using particular CollectiveSoft Services, you agree to abide by any applicable posted guidelines for all CollectiveSoft Services, which may change from time to time. Any new features that augment or enhance the current Services, including the release of new tools and resources, shall also be subject to the Terms of Service. Continued use of the Services after any such changes shall constitute your consent to such changes. Should you object to any term or condition of these Terms, any guidelines, or any subsequent modifications thereto or become dissatisfied with CollectiveSoft in any way, your only recourse is to immediately discontinue use of the CollectiveSoft Services.
Changes in Terms and Conditions of Service
We may modify our Services from time to time, for any reason, and without notice, including the right to terminate with or without notice, without liability to you, any other user, or any third party. We reserve the right to modify these Terms of Service from time to time without notice. Please review these Terms of Service from time to time so that you will be apprised of any changes.
You understand that CollectiveSoft occasionally may need to notify all users of our Services of important announcements regarding the operation of the Services and that you may receive such communications from us even if you have opted out of receiving non-critical communications.
You understand that the technical processing and transmission of our Services, including your Content, may involve (a) unencrypted transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
You must be thirteen years of age or older to register as a member of CollectiveSoft or to use its Services. Membership in the Services is void where prohibited. Accounts registered by automated methods are not permitted. You must provide your full legal name, a valid email address, and any other information requested in order to complete the signup process. By using the Services, you represent and warrant that you agree to and to abide by all of the terms and conditions of the Terms of Service.
License Grant and Restrictions
CollectiveSoft hereby grants you a non-exclusive, non-transferable, worldwide right to use its Services, solely for your own internal purposes, subject to the terms and conditions of this Terms of Service. All rights not expressly granted to you are reserved by CollectiveSoft.
You shall not (a) license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Services or the Content in any way; (b) modify or make derivative works based upon the Services or the Content; (c) "frame" or "mirror" any Content on any other server or wireless or Internet-based device; or (d) reverse engineer or access the Services in order to (i) build a competitive product or service, (ii) build a product using similar ideas, features, functions or graphics of the Services, or (iii) copy any ideas, features, functions or graphics of the Services.
You may use the Services only for your internal purposes and shall not: (a) send spam or otherwise duplicative or unsolicited messages in violation of applicable laws; (a) send or store infringing, obscene, threatening, libelous, or otherwise unlawful or tortious material, including material harmful to children or violative of third party privacy rights; (c) send or store material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs; (d) interfere with or disrupt the integrity or performance of the Services or the data contained therein; or (e) attempt to gain unauthorized access to the Services or its related systems or networks.
You are responsible for all activity occurring under your user accounts and shall abide by all applicable local, state, national and foreign laws, treaties and regulations in connection with your use of the Services, including those related to data privacy, international communications and the transmission of technical or personal data. You shall: (a) notify CollectiveSoft immediately of any unauthorized use of any password or account or any other known or suspected breach of security; (b) report to CollectiveSoft immediately and use reasonable efforts to stop immediately any copying or distribution of Content that is known or suspected by you or your users; and (c) not impersonate another CollectiveSoft user or provide false identity information to gain access to or use the Services.
CollectiveSoft claims no intellectual property rights over the materials you provide to the Services. You understand that all postings, messages, text, files, images, photos, video, sounds, or other materials ("Content") posted on, transmitted through, or linked from the Services, are the sole responsibility of the person from whom such Content originated. More specifically, you are entirely responsible for all Content that you post, email or otherwise make available via the Services. You understand that CollectiveSoft does not control, and is not responsible for Content made available through the Services, and that by using the Services, you may be exposed to Content that is offensive, indecent, inaccurate, misleading, or otherwise objectionable. Furthermore, the Content available through the Services may contain links to other websites, which are completely independent of CollectiveSoft. CollectiveSoft makes no representation or warranty as to the accuracy, completeness or authenticity of the information contained in any such site. Your linking to any other webites is at your own risk. You agree that you must evaluate, and bear all risks associated with, the use of any Content, that you may not rely on said Content, and that under no circumstances will CollectiveSoft be liable in any way for any Content or for any loss or damage of any kind incurred as a result of the use of any Content posted, emailed or otherwise made available via the Services. You acknowledge that CollectiveSoft does not pre-screen or approve Content, but that CollectiveSoft shall have the right (but not the obligation) in its sole discretion to refuse, delete or move any Content that is available via the Services, for violating the letter or spirit of the Terms of Service or for any other reason.
Intellectual Property Rights
You acknowledge that CollectiveSoft owns all right, title and interest in and to the CollectiveSoft Services, including without limitation all intellectual property rights (the "CollectiveSoft Rights"), and such CollectiveSoft Rights are protected by U.S. and international intellectual property laws. The CollectiveSoft Rights include rights to: (a) the CollectiveSoft Services developed and provided by CollectiveSoft and all trademarks and other intellectual property associated therewith; (b) all software associated with the CollectiveSoft Services; and (c) any suggestions, ideas, enhancement request, feedback, recommendations or other information provided by you or any third party relating to the Services. You agree that you will not copy, reproduce, alter, modify, or create derivative works from the CollectiveSoft Services or any Content placed on the CollectiveSoft Services by CollectiveSoft or any third party. The CollectiveSoft name and the product names associated with the Services are trademarks of CollectiveSoft, and no right or license is granted to use them.
Payment, Refunds, and Changes to Membership Plans
CollectiveSoft charges and collects in advance for use of its paid Services. A valid credit card is required for all pay plans. Users on the Free Plan are not required to provide a credit card number. CollectiveSoft grants all new users a free 30-day trial on the Small Group Plan. If you would like to continue on the Small Group after your trial ends, you will need to enter your billing information before your trial ends; otherwise, you will be downgraded to the Free Plan at the end of your trial. The plans are billed in advance on a monthly basis. If you are not completely satisfied with any CollectiveSoft Service for any reason within 30 days, you can get a full refund by contacting us at firstname.lastname@example.org. All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties, excluding only United States (federal or state) taxes.
You can upgrade or downgrade your plan at any time from the User Profile page. Any upgrade or downgrade in plan level is immediate. For an upgrade in plan level, you will be immediately billed for your first month at the new rate and any remaining days left under your old plan will be converted to the new plan using a conversion rate proportional to the rate differences between the two plans. For a downgrade in plan level, your credit card that you provided will be automatically charged the new rate on your next billing cycle (unless you have downgraded to the Free Plan, in which case you will not be charged again). Downgrading your plan may cause the loss of Content, features, or capacity of your Account. CollectiveSoft does not accept any liability for such loss. Users on the Free Plan who have not signed in for more than a year may have their data deleted to make room for other users. CollectiveSoft reserves the right to modify its fees and charges and to introduce new charges at any time, upon at least 30 days prior notice to you, which notice may be provided by e-mail.
If you would like to permanently delete your account and you are currently on a paying account, you must first downgrade to the Free Plan. Once you are on the Free Plan, you can terminate your account by clicking the "Delete account" button at the bottom of the user profile page. Be aware that terminating your account will result in the immediate deletion of all your Content from the CollectiveSoft Services and that this information cannot be recovered once your account is terminated.
Termination for Cause
Any violation of the Terms of Service will result in the termination of your account. In addition, CollectiveSoft, in its sole discretion, may terminate an account for any reason at any time. In the event of a termination, your account will be disabled and you may not be granted access to your account or any files of other Content contained in your account. You agree and acknowledge that CollectiveSoft has no obligation to retain your data, and may delete such data, if you have materially breached the Terms of Service and your account has been terminated.
You agree and understand that some parts of the CollectiveSoft Services may display ads and other information adjacent to and related to the Content. Any such ads or other information is served using a completely automated process. No human will read your Content in order to target such advertisements or other information without your consent, and no email content, addresses, or other personally identifiable information will be provided to advertisers as part of the CollectiveSoft Services. Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the CollectiveSoft Services, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. You agree that CollectiveSoft shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the CollectiveSoft Services.
Disclaimer of Warranties
CollectiveSoft disclaims any and all responsibility or liability for the accuracy, content, completeness, legality, reliability, or operability or availability of information or material displayed in the CollectiveSoft Services. CollectiveSoft disclaims any responsibility for the deletion, failure to store, misdelivery, or untimely delivery of any information or material. CollectiveSoft disclaims any responsibility for any harm resulting from downloading or accessing any information or material through the CollectiveSoft Services.
YOU AGREE THAT USE OF THE COLLECTIVESOFT SERVICES IS ENTIRELY AT YOUR OWN RISK. THE COLLECTIVESOFT SERVICES ARE PROVIDED ON AN "AS IS" OR "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND. ALL EXPRESS AND IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS ARE EXPRESSLY DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW. TO THE FULLEST EXTENT PERMITTED BY LAW, COLLECTIVESOFT DISCLAIMS ANY WARRANTIES FOR THE SECURITY, RELIABILITY, TIMELINESS, ACCURACY, AND PERFORMANCE OF THE COLLECTIVESOFT SERVICES. TO THE FULLEST EXTENT PERMITTED BY LAW, COLLECTIVESOFT DISCLAIMS ANY WARRANTIES FOR OTHER SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE COLLECTIVESOFT SERVICES, OR ACCESSED THROUGH ANY LINKS ON THE COLLECTIVESOFT SERVICES. TO THE FULLEST EXTENT PERMITTED BY LAW, COLLECTIVESOFT DISCLAIMS ANY WARRANTIES FOR VIRUSES OR OTHER HARMFUL COMPONENTS IN CONNECTION WITH THE COLLECTIVESOFT SERVICES.
SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE AND JURISDICTION TO JURISDICTION.
Limitations of Liability
UNDER NO CIRCUMSTANCES SHALL COLLECTIVESOFT BE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR OTHER DAMAGES OF ANY KIND (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE, OR OTHER ECONOMIC ADVANTAGE) RESULTING FROM ANY ASPECT OF YOUR USE OF THE COLLECTIVESOFT SERVICES, WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF THE COLLECTIVESOFT SERVICES, FROM ANY CONTENT OBTAINED FROM OR THROUGH THE SERVICES, FROM INABILITY TO USE THE COLLECTIVESOFT SITES AND SERVICES, OR THE INACCURACY, ERROR, OMISSION, INTERRUPTION, SUSPENSION, MODIFICATION, ALTERATION, OR TERMINATION OF THE COLLECTIVESOFT SERVICES (EVEN IF COLLECTIVESOFT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). THESE LIMITATIONS SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW.
SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.
You agree to indemnify and hold CollectiveSoft, its officers, subsidiaries, affiliates, successors, assigns, directors, officers, agents, service providers, suppliers and employees, harmless from any claim or demand, including reasonable attorney fees and court costs, made by any third party due to or arising out of Content you submit, post or make available through the Services, your use of the Services, your violation of the Terms, your breach of any of the representations and warranties herein, or your violation of any rights of another.
These Terms of Service will be governed by and construed in accordance with the laws of the United States and state of California, without giving effect to its conflict of laws provisions or your actual state or country of residence. You agree to submit to the personal and exclusive jurisdiction of the courts located within the county of San Francisco, California USA. If for any reason a court of competent jurisdiction finds any provision or portion of the Terms of Service to be unenforceable, the remainder of the Terms of Service will continue in full force and effect.
These Terms of Service constitute the entire agreement between you and CollectiveSoft with respect to the subject matter hereof and supersedes and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter (including, but not limited to, any prior versions of the Terms of Service). The failure of CollectiveSoft to enforce any right or provision in this agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by CollectiveSoft in writing.
Questions about the Terms of Service should be sent to email@example.com.
Updated October 28, 2011