INTRODUCTION
The following terms are a legal agreement between you, your employees, agents, contractors, service providers and any other entity on whose behalf you accept these terms (collectively “You” or “Your”), and SocialWiz, LLC. By accessing, browsing, or using any SocialWiz-provided website, (“Website”), You acknowledge that You have read, understood, and agree to be bound by these terms and to comply with all applicable laws and regulations, including export and re-export control laws and regulations. If You do not agree to these terms, You may not use this Website. This Website may contain a variety of resources including, but not limited to, documentation and other SocialWiz-provided product information (collectively the “Documentation”), download areas, communication forums, and other services (collectively “Services”), software, including developer tools and sample code (collectively “Software”). Your use of any Documentation, Services, and Software is subject to, and specifically conditioned upon Your acceptance of the following Terms and Conditions (“Terms”). SocialWiz reserves the right to update the Terms at any time without notice to You. Unless explicitly stated herein, nothing in these Terms shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication, or otherwise.
ACCOUNTS
During the registration process, You agree that any information You provide shall be current, complete and accurate as prompted by the applicable registration form. You agree that any registration information You give to SocialWiz will always be accurate, correct and up to date. You agree and understand that You are responsible for maintaining the confidentiality of passwords associated with any account You use to access any portion of the Website. Accordingly, You agree that You will be solely responsible to SocialWiz for all activities that occur under Your account. You agree to notify SocialWiz immediately of any unauthorized use of Your account or any other breach of security. The information You provide to SocialWiz during the registration process will be governed by the terms of SocialWiz’ss current privacy policy.
You may be given the opportunity to register via an online registration form or by participating in Interactive Areas, such as submission of support tickets, forums and other community features that may allow you to receive information from us and/or to participate in certain features on the Website. We will use the information you provide in accordance with the Privacy Policy. By registering you represent and warrant that all information that you provide is current, complete, and accurate to the best of your knowledge. You agree to maintain and promptly update your information on the Websites so that it remains current, complete and accurate. You are responsible for obtaining and maintaining all connectivity, computer software, hardware and other equipment needed for access to and use of the Website and all charges related to the same. Interactive Areas are available for individuals aged 13 years or older. By submitting User Content to an Interactive Area, you represent that you are 13 years of age or older and, if you are under the age of 18, you either are an emancipated minor or have obtained the legal consent of your parent or legal guardian to enter into these Terms, submit content, and participate on the Website.
You are entirely responsible for all material including, but not limited to, company, well and stage information, feedback, or suggestions, (“Content”) that You upload, post or otherwise transmit via the Website. You agree not to upload, post or otherwise transmit via the Website Content that: (a) is inaccurate, harmful, obscene, pornographic, defamatory, racist, violent, offensive, harassing, or otherwise objectionable to SocialWiz, in its sole discretion, or to other users of the Website; (b) includes unauthorized disclosure of personal information or other confidential information; (c) violates or infringes any third party intellectual property rights; or (d) contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment. You agree that You will not use the Website to: (a) transmit spam, bulk or unsolicited communications; (b) pretend to be SocialWiz or someone else, or spoof SocialWiz’s or someone else’s identity; (c) forge headers or otherwise manipulate identifiers (including URLs) in order to disguise the origin of any Content transmitted through the Services; (d) misrepresent Your affiliation with a person or entity; (e) disrupt the normal flow of dialogue or otherwise act in a manner that negatively affects other users’ ability to use the Website; (f) engage in activities that would violate any fiduciary relationship, any applicable local, state, national or international law, or any regulations having the force of law, including but not limited to attempting to compromise the security of any networked account or site, stalking, or making threats of harm; or (g) collect or store personal data about other users unless specifically authorized by such users; or (h) acquire knowledge about the Service in order to build or offer a competing service. By posting Content to the Website, You warrant that You own or otherwise possess all intellectual property and other rights necessary to post such Content on the Website and to permit others to make use of Your Content. SocialWiz reserves the right to edit or remove Content that violates these Terms or that contains third-party commercial advertisements.
SUBMISSIONS
You retain copyright You already hold in Content which You submit, post, or display on or through, the Services. You will not provide any Content that is subject to a license that requires SocialWiz to license its software or documentation.
SocialWiz may remove any Content at any time in its sole discretion. By Posting Content You warrant and represent that You have all the rights, power, and authority necessary to grant the above licensee.
USER CONTENT GUIDELINES
The following terms apply to content submitted by you:
You agree not to represent or suggest, directly or indirectly, SocialWiz’s endorsement of User Content.
You agree not to upload, post or otherwise transmit any User Content, software or other materials which contain a virus or other harmful or disruptive component.
You agree not to use any service, technology, or automated system to artificially inflate the page views that your User Content receives. This includes pay-per-click services, web “robots” and any other current or future technologies. You also agree not to direct any third party to use these services, technologies, or automated systems on your behalf.
You agree not to use any technology, service, or automated system to post more User Content than an individual could upload in each period of time. You also agree not to direct any third party to use these services, technologies, or automated systems on your behalf.
Any conduct that we, in our sole discretion, believe restricts or inhibits anyone else from using or enjoying the Websites will not be permitted. We reserve the right, in our sole discretion, to remove or edit User Content submitted by you.
We are not responsible for the accuracy or credibility of any User Content, and do not take any responsibility or assume any liability for any actions you may take because of reading User Content posted on the Website. Through your use of Interactive Areas, you may be exposed to content that you may find offensive, objectionable, harmful, inaccurate, or deceptive. There may also be risks of dealing with underage persons, people acting under false pretense, international trade issues and foreign nationals. By using Interactive Areas, you assume all associated risks.
We have the right, but not the obligation, to monitor User Content posted or uploaded to the Website to determine compliance with these Terms and any operating rules established by us and to satisfy any law, regulation or authorized government request. Although we have no obligation to monitor, screen, edit or remove any of the User Content posted or uploaded to the Websites, we reserve the right, and have absolute discretion, to screen, edit, refuse to post or remove without notice any User Content posted or uploaded to the Websites at any time and for any reason, and you are solely responsible for creating backup copies of and replacing any User Content posted to the Websites at your sole cost and expense. The decision by SocialWiz to monitor and/or modify User Content does not constitute nor shall it be deemed to constitute any responsibility or liability in any manner on our part in connection with or arising from your use of Interactive Areas on the Website.
By submitting User Content to the Website, you automatically grant us a royalty-free, perpetual, irrevocable, non-exclusive, worldwide right and license to use, publish, reproduce, modify, adapt, edit, translate, create derivative works from, incorporate into other works, distribute, sublicense (through multiple tiers) and otherwise exploit such User Content (in whole or in part) in any form, media or technology now known or hereafter developed, without payment to you or to any third parties. Additionally, to the fullest extent permitted under applicable law, you waive your moral rights in the User Content and agree not to assert such rights against us. You represent and warrant to us that you have the full legal right, power and authority to grant to us the license provided for herein, that you own or control the complete exhibition and other rights to the User Content you submitted for the purposes contemplated in this license and that neither the User Content nor the exercise of the rights granted herein shall violate these Terms, or infringe upon any rights, including the right of privacy or right of publicity, or constitute a libel or slander against, or violate any common law or any other right of, or cause injury to, any person or entity. You further grant to us the right, but not the obligation, to pursue at law any person or entity that violates your or our rights in the User Content by a breach of these Terms.
USER CONDUCT GUIDELINES
The following terms apply to your conduct when accessing or using the Website: (a) you agree not to interfere with or disrupt the Website or the servers or networks connected to the Website, or disobey any requirements, procedures, policies or regulations of networks connected to the Website; (b) you agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purpose, any portion of the Website, use of the Website, or access to the Website; (c) you agree not to engage in any activity that would constitute a criminal offense or give rise to a civil liability; (d) you agree not to impersonate any person or entity, including, but not limited to, the SocialWiz or any SocialWiz employee, or falsely state or otherwise misrepresent your affiliation with any person or entity; and (e) you agree not to interfere with any other user’s right to privacy, including by harvesting or collecting personally-identifiable information about users of the Website or posting private information about a third party.
INTELLECTUAL PROPERTY RIGHTS
All text, graphics, photographs, trademarks, logos, icons, user interfaces, sounds, music, videos, artwork, software, and computer code (collectively, “Content”), including but not limited to the “look and feel”, layout, design, structure, color scheme, selection, combination and arrangement of the Content present on the Website is owned by or licensed to us. Such Content is protected by copyright, trademark, trade dress and various other intellectual property and unfair competition laws.
Except with our express prior written permission or as permitted by applicable laws, you may not copy, distribute, reproduce, mirror, frame, publicly display, publicly perform, translate, create derivative works of, re-publish or transmit the Website or Content (in whole or in part) in any way or through any medium for distribution, publication, or any commercial purpose.
You may display, copy, and download Content from the Website solely for your personal and non-commercial use provided that: (a) you do not remove any copyright or proprietary notice from the Content; (b) such Content will not be copied or posted on any networked computer or published in any medium; and (c) no modifications are made to such Content.
MATERIALS AND TERMS OF USE SUBJECT TO CHANGE WITHOUT NOTICE
The contents of the Materials are subject to frequent change without notice. As well, the SocialWiz Terms of Use may change without notice, and you agree to abide by the SocialWiz Terms of Use in effect each time that you access the SocialWiz website.
HYPERLINKS
The WEBSITE may include links to other websites or content or resources. SocialWiz may have no control over any websites or resources that are provided by companies or persons other than SocialWiz. THIRD-PARTY SITES ARE NOT UNDER THE CONTROL OF SOCIALWIZ AND SOCIALWIZ IS NOT RESPONSIBLE FOR THE CONTENTS OF ANY LINKED SITE OR ANY LINK CONTAINED IN A LINKED SITE, OR ANY CHANGES OR UPDATES TO SUCH SITES. FURTHER, SOCIALWIZ IS NOT RESPONSIBLE FOR ANY CONTENT RECEIVED FROM ANY THIRD-PARTY SITE. SOCIALWIZ IS PROVIDING THESE LINKS TO YOU ONLY AS A CONVENIENCE, AND THE INCLUSION OF ANY LINK DOES NOT IMPLY SOCIALWIZ’SS ENDORSEMENT OF THE SITE.
DISCLAIMER OF WARRANTY
USE OF THIS SITE AND ITS SERVICES IS AT YOUR SOLE RISK. ALL CONTENT, DOCUMENTATION, MATERIALS, INFORMATION, PRODUCTS, SOFTWARE, PROGRAMS, AND SERVICES ARE PROVIDED “AS IS,” WITH NO WARRANTIES OR GUARANTEES WHATSOEVER. SOCIALWIZ EXPRESSLY DISCLAIMS TO THE FULLEST EXTENT PERMITTED BY LAW ALL EXPRESS, IMPLIED, STATUTORY, AND OTHER WARRANTIES, GUARANTEES, OR REPRESENTATIONS, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY AND INTELLECTUAL PROPERTY RIGHTS. WITHOUT LIMITATION, SOCIALWIZ MAKES NO WARRANTY OR GUARANTEE THAT THIS WEBSITE OR ANY CONTENT WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. YOU UNDERSTAND AND AGREE THAT IF YOU DOWNLOAD OR OTHERWISE OBTAIN CONTENT, MATERIALS, INFORMATION, PRODUCTS, SOFTWARE, PROGRAMS, OR SERVICES, YOU DO SO AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES THAT MAY RESULT, INCLUDING LOSS OF DATA OR DAMAGE TO YOUR COMPUTER SYSTEM. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
LIMITATION OF LIABILITY
IN NO EVENT WILL SOCIALWIZ BE LIABLE TO ANY PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES OF ANY TYPE WHATSOEVER RELATED TO OR ARISING FROM THIS WEBSITE OR ANY USE OF THIS WEBSITE, OR OF ANY SITE OR RESOURCE LINKED TO, REFERENCED, OR ACCESSED THROUGH THIS WEBSITE, OR FOR THE USE OR DOWNLOADING OF, OR ACCESS TO, ANY MATERIALS, INFORMATION, PRODUCTS, OR SERVICES, INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOST SAVINGS OR LOSS OF PROGRAMS OR OTHER DATA, EVEN IF SOCIALWIZ IS EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS EXCLUSION AND WAIVER OF LIABILITY APPLIES TO ALL CAUSES OF ACTION, WHETHER BASED ON CONTRACT, WARRANTY, TORT, OR ANY OTHER LEGAL THEORIES.
Additional or different terms, conditions, and notices may apply to specific materials, information, products, software, and services offered through this Website. In the event of any conflict, such additional or different terms, conditions, and notices will prevail over these Terms of Use. Please see the applicable agreement or notice.
GENERAL
The Terms constitute the whole legal agreement between You and SocialWiz and govern Your use of the Website. The Terms are incorporated into the License Agreement and completely replace any prior agreements between You and SocialWiz in relation to the Website. You agree that SocialWiz may provide You with notices, including those regarding changes to the Terms, by email, regular mail, or postings on the Website. You agree that if SocialWiz does not exercise or enforce any legal right or remedy which is contained in the Terms (or which SocialWiz has the benefit of under any applicable law), this will not be taken to be a formal waiver of SocialWiz’s rights and that those rights or remedies will still be available to SocialWiz.
If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these Terms is invalid, then that provision will be removed from the Terms without affecting the rest of the Terms. The remaining provisions of the Terms will continue to be valid and enforceable.
You acknowledge and agree that all SocialWiz affiliates shall be third party beneficiaries to the Terms and that such other companies shall be entitled to directly enforce, and rely upon, any provision of the Terms which confers a benefit on (or rights in favor of) them. Other than this, no other person or company shall be third party beneficiaries to the Terms.
The Terms, and Your relationship with SocialWiz under the Terms, shall be governed by the laws of the State of Texas without regard to its conflict of law’s provisions. You and SocialWiz agree to submit to the exclusive jurisdiction of the courts located within the county of King, Washington to resolve any legal matter arising from the Terms. Notwithstanding this, you agree that SocialWiz are still allowed to apply for injunctive remedies in any jurisdiction.
SocialWiz reserves all rights not expressly granted under these Terms, and no other rights are granted under these Terms by implication or estoppel or otherwise.
© 2023 SocialWiz, LLC. All rights reserved. SocialWiz and the SocialWiz logo, SocialWiz style scape and SocialWiz brand collateral are all trademarks of SocialWiz, LLC. All other brand and product names are trademarks or registered trademarks of their respective holders.
