1. Introduction
1.1 These terms and conditions shall govern your use of our platform.
1.2 By using our platform, you accept these terms and conditions in full; accordingly, if you disagree with these terms and conditions or any part of these terms and conditions, you must not use our platform.
1.3 If you register or contract with our platform, we will ask you to expressly agree to these terms and conditions.
1.4 You must be at least 18 years of age to use our platform; by using our platform or agreeing to these terms and conditions, you warrant and represent to us that you are at least 18 years of age.
1.5 Our platform uses cookies; by using our platform or agreeing to these terms and conditions, you consent to our use of cookies in accordance with the terms of our cookies policy.
2. Copyright notice
2.1 Copyright (c) 2018 Signal Vine, Inc.
2.2 Subject to the express provisions of these terms and conditions:
(a) we, together with our licensors, own and control all the copyright and other intellectual property rights in our platform; and
(b) all the copyright and other intellectual property rights in our platform are reserved.
3. License to use platform
3.1 You may:
(a) view pages from our platform in a web browser;
(b) download pages from our platform for caching in a web browser;
(c) print pages from our platform;
(d) use our platform services by means of a web browser,
subject to the other provisions of these terms and conditions.
3.2 Except as expressly permitted by Section 3.1 or the other provisions of these terms and conditions, you must not download any material from our platform or save any such material to your computer.
3.3 You may only use our platform for your own personal and business purposes, and you must not use our platform for any other purposes.
3.4 Unless you own or control the relevant rights in the material, you must not:
(a) republish material from our platform (including republication on another platform);
(b) sell, rent or sub-license material from our platform;
(c) exploit material from our platform for a commercial purpose; or
(d) redistribute material from our platform.
3.5 We reserve the right to restrict access to areas of our platform, or indeed our whole platform, at our discretion; you must not circumvent or bypass, or attempt to circumvent or bypass, any access restriction measures on our platform.
4. Acceptable use
4.1 You must not:
(a) use our platform in any way or take any action that causes, or may cause, damage to the platform or impairment of the performance, availability or accessibility of the platform;
(b) use our platform in any way that is unlawful, illegal, fraudulent or harmful, or in connection with any unlawful, illegal, fraudulent or harmful purpose or activity;
(c) use our platform to copy, store, host, transmit, send, use, publish or distribute any material which consists of (or is linked to) any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software;
(d) access or otherwise interact with our platform using any robot, spider or other automated means, except by means of the provided API;
4.2 You must ensure that all the information you supply to us through our platform, or in relation to our platform is true, accurate, current and complete to the best of your knowledge, and is non-misleading.
5. Use on behalf of organization
5.1 If you use our platform or expressly agree to these terms and conditions in the course of a business or other organizational project, then by so doing you bind both:
(a) yourself; and
(b) the person, company or other legal entity that operates that business or organizational project, to these terms and conditions, and in these circumstances references to “you” in these terms and conditions are to both the individual user and the relevant person, company or legal entity.
6. Registration and accounts
6.1 You must not allow any other person to use your account to access the platform unless pre-authorized by Signal Vine staff.
6.2 You must notify us in writing immediately if you become aware of any unauthorized use of your account.
6.3 You must not use any other person’s account to access the platform unless you have that person’s express permission to do so.
7. User login details
7.1 When you are invited to our platform, your email address will be your username and you will receive an email with a link that will guide you in selecting a password.
7.2 You must not use your account or user ID for or in connection with the impersonation of any person.
7.3 You must keep your password confidential.
7.4 You are responsible for any activity on our platform-arising out of any failure to keep your password confidential and may be held liable for any losses arising out of such a failure.
8. Cancellation and suspension of account
8.1 We may:
(a) suspend your user account;
(b) cancel your user account; and/or
(c) edit your user account details, at any time in our sole discretion without notice or explanation, contingent on the requirements of the contract between Signal Vine and your organization.
8.2 You may remove your user account on our platform by contacting the appropriate account admin within your organization.
9. Your content: license
9.1 In these terms and conditions, “your content” means all works and materials (including without limitation text, graphics, images, audio material, video material, audio-visual material, scripts, data, software and files) that you submit to us or our platform for storage or publication on, processing by, or transmission via, our platform.
9.2 You grant to us a worldwide, irrevocable, non-exclusive, royalty-free license to reproduce, store and, with your specific consent, publish your content on and in relation to this platform.
9.3 You grant to us the right to bring an action for infringement of the rights licensed under Section 9.2.
9.4 You may edit your content to the extent permitted using the editing functionality made available on our platform.
9.5 Without prejudice to our other rights under these terms and conditions, if you breach any provision of these terms and conditions in any way, or if we reasonably suspect that you have breached these terms and conditions in any way, we may remove any or all of your content from our platform.
10. Your content: rules
10.1 You warrant and represent that your content will comply with these terms and conditions.
10.2 Your content must not be illegal or unlawful, must not infringe any person’s legal rights, and must not be capable of giving rise to legal action against any person (in each case in any jurisdiction and under any applicable law).
10.3 Your content, and the use of your content by us in accordance with these terms and conditions must not:
(a) be libelous or maliciously false;
(b) be obscene or indecent;
(c) infringe any copyright, moral right, database right, trademark right, design right, right in passing off, or other intellectual property rights;
(d) infringe any right of confidence, right of privacy or right under data protection legislation;
(e) constitute negligent advice or contain any negligent statement;
(f) constitute an incitement to commit a crime, instructions for the commission of a crime or the promotion of criminal activity;
(g) be in contempt of any court, or in breach of any court order;
(h) be in breach of racial or religious hatred or discrimination legislation;
(i) be blasphemous (as defined by country, state or local legislation);
(j) be in breach of official secrets legislation;
(k) be in breach of any contractual obligation owed to any person;
(l) depict or promote violence in an explicit, graphic or gratuitous manner;
(m) be pornographic, lewd, suggestive or sexually explicit;
(n) be untrue, false, inaccurate or misleading;
(o) consist of or contain any instructions, advice or other information which may be acted upon and could, if acted upon, cause illness, injury or death, or any other loss or damage;
(p) constitute spam;
(q) be offensive, deceptive, fraudulent, threatening, abusive, harassing, anti-social, menacing, hateful, discriminatory or inflammatory;
11. Report abuse
11.1 If you learn or suspect of any unlawful material or activity on our platform, or any material or activity that breaches these terms and conditions, please contact us at abuse@signalvine.com.
12. Limited warranties
12.1 We do not warrant or represent:
(a) the completeness or accuracy of the information published on our platform;
(b) that the material on the platform is up to date; or
(c) that the platform or any service on the platform will remain available.
12.2 We reserve the right to discontinue or alter any or all of our platform services, and to stop providing our platform, at any time in our sole discretion without notice or explanation; and save to the extent expressly provided otherwise in these terms and conditions or in an executed contract, you will not be entitled to any compensation or other payment upon the discontinuance or alteration of any platform services, or if we stop providing the platform.
12.3 To the maximum extent permitted by applicable law and subject to Section 15.1, we exclude all representations and warranties relating to the subject matter of these terms and conditions, our platform and the use of our platform.
13. Limitations and exclusions of liability
13.1 Nothing in these terms and conditions will:
(a) limit or exclude any liability for death or personal injury resulting from negligence;
(b) limit or exclude any liability for fraud or fraudulent misrepresentation;
(c) limit any liabilities in any way that is not permitted under applicable law, or
(d) exclude any liabilities that may not be excluded under applicable law.
13.2 The limitations and exclusions of liability set out in this Section 13 and elsewhere in these terms and conditions:
(a) are subject to Section 13.1; and
(b) govern all liabilities arising under these terms and conditions or relating to the subject matter of these terms and conditions, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty, except to the extent expressly provided otherwise in these terms and conditions.
13.3 To the extent that our platform and the information and services on our platform are provided free of charge, we will not be liable for any loss or damage of any nature.
13.4 We will not be liable to you in respect of any losses arising out of any event or events beyond our reasonable control.
13.5 We will not be liable to you in respect of any business losses, including (without limitation) loss of or damage to profits, income, revenue, use, production, anticipated savings, business, contracts, commercial opportunities or goodwill.
13.6 We will not be liable to you in respect of any loss or corruption of any data, database or software.
13.7 We will not be liable to you in respect of any special, indirect or consequential loss or damage.
13.8 You accept that we have an interest in limiting the personal liability of our officers and employees and, having regard to that interest, you acknowledge that we are a corporation with limited liability; you agree that you will not bring any claim personally against our officers or employees in respect of any losses you suffer in connection with the platform or these terms and conditions (this will not, of course, limit or exclude the liability of the corporation itself for the acts and omissions of our officers and employees).
13.9 Our aggregate liability to you in respect of any contract to provide services to you under these terms and conditions shall not exceed the total amount paid and payable to us under the contract.
14. Indemnity
14.1 You hereby indemnify us, and undertake to keep us indemnified, against any and all losses, damages, costs, liabilities and expenses (including without limitation legal expenses and any amounts paid by us to a third party in settlement of a claim or dispute) incurred or suffered by us and arising directly or indirectly out of your use of our platform or any breach by you of any provision of these terms and conditions.
15. Breaches of these terms and conditions
15.1 Without prejudice to our other rights under these terms and conditions, if you breach these terms and conditions in any way, or if we reasonably suspect that you have breached these terms and conditions in any way, we may:
(a) send you one or more formal warnings;
(b) temporarily suspend your access to our platform;
(c) permanently prohibit you from accessing our platform;
(f) commence legal action against you, whether for breach of contract or otherwise; and/or
(g) suspend or delete your account on our platform.
15.2 Where we suspend or prohibit or block your access to our platform or a part of our platform, you must not take any action to circumvent such suspension or prohibition or blocking.
16. Third party platforms
16.1 Our platform includes hyperlinks to other platforms owned and operated by third parties; such hyperlinks are not recommendations.
16.2 Our platform includes services provided by third-parties, including (but not limited to) application hosting, storage, and message delivery. Except where indicated within our contract with your organization, we accept no responsibility for them or for any loss or damage that may arise from failures on their part.
17. Trademarks
17.1 Signal Vine, the squiggle, Blended Messaging, our logos and our other registered and unregistered trademarks are trademarks belonging to us; we give no permission for the use of these trademarks, and such use may constitute an infringement of our rights.
17.2 The third party registered and unregistered trademarks or service marks on our platform are the property of their respective owners and, unless stated otherwise in these terms and conditions, we do not endorse and are not affiliated with any of the holders of any such rights and as such we cannot grant any license to exercise such rights.
18. Variation
18.1 We may revise these terms and conditions from time to time.
18.2 If you have given your express agreement to these terms and conditions, we will ask for your express agreement to any revision of these terms and conditions; and if you do not give your express agreement to the revised terms and conditions within such period as we may specify, we will disable or delete your account on the platform, and you must stop using the platform.
19. Assignment
19.1 You hereby agree that we may assign, transfer, sub-contract or otherwise deal with our rights and/or obligations under these terms and conditions.
19.2 You may not without our prior written consent assign, transfer, sub-contract or otherwise deal with any of your rights and/or obligations under these terms and conditions.
20. Severability
20.1 If a provision of these terms and conditions is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions will continue in effect.
20.2 If any unlawful and/or unenforceable provision of these terms and conditions would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect.
21. Third party rights
21.1 A contract under these terms and conditions is for our benefit and your benefit and is not intended to benefit or be enforceable by any third party.
21.2 The exercise of the parties’ rights under a contract under these terms and conditions is not subject to the consent of any third party.
22. Entire agreement
22.1 Subject to Section 13.1, these terms and conditions, together with our privacy policy, cookie policy and contract between Signal Vine and your organization shall constitute the entire agreement between you and us in relation to your use of our platform and shall supersede all previous agreements between you and us in relation to your use of our platform.
23. Law and jurisdiction
23.1 These terms and conditions shall be governed by and construed in accordance with U.S. law.
23.2 Any disputes relating to these terms and conditions shall be subject to the exclusive jurisdiction of the courts of The United States of America.
24. Our details
24.1 Signal Vine, Inc. is a corporation organized and existing under and by virtue of the provisions of the General Corporation Law of the State of Delaware.
24.2 Our principal place of business is at 811 N. Royal St, Alexandria, VA 22314.
24.3 You can contact us:
(a) by post, using the postal address given above;
(b) by email at info@signalvine.com
(c) by phone at (703) 480-0278