User Terms of Service
(Effective Date: October 1, 2019)
These User Terms of Service (the “User Terms”) govern your access to and use of our online platform and associated services (collectively the “Platform”). Please read them carefully. Even though you are signing onto an existing account, these User Terms apply to you as a user of the Platform. As used in these User Terms, “we”, “our” and “us” currently refers to EveryoneSocial, the entity providing access to and use of the Platform. The Platform is exclusively owned by us. We welcome you to the use of our Platform and appreciate your compliance with these User Terms.
First things First
These User Terms are Legally Binding
These User Terms are a legally binding contract between you and us. As part of these User Terms, you also agree to comply with the most recent version of our Acceptable Use Policy, which is incorporated by reference into and made a part of these User Terms. We request that you please review these User Terms from time to time at our website. If you access or use the Platform, or continue accessing or using the Platform after the effective date of any updates (including after being notified by us of a change to the User Terms or the Acceptable Use Policy), you confirm that you have read, understand and agree to be bound by the User Terms and the Acceptable Use Policy then in effect.
Customer’s Choices and Instructions
You are an Authorized User on an Account Controlled by a “Customer”
An entity, organization or other third party that we refer to in these User Terms as our “Customer” has invited you (as their employee or Authorized User) to use an account (i.e., a unique domain where a group of users may access the Platform.
What This Means for You—and for Us
Our Customer has separately entered into a written agreement and/or subscription order with us for access to and use of the Platform (the “Contract” or “Customer Agreement”) that permitted Customer to create and configure an account so that you and others could join (each invitee granted access to the Platform, including you, is an “Authorized User”). The Contract includes our commitment to deliver access to the Platform to the Customer, who may then invite Authorized Users to join its account(s). When an Authorized User (including, you) submits content or information to the Platform, such as messages or files (“Customer Data”), you acknowledge and agree that the Customer Data is owned by the Customer and the Contract provides the Customer with various choices and controls over that Customer Data. For example, the Customer may provision or de-provision access to the Platform, enable or disable third party integrations, manage permissions, retention and export settings, transfer or assign accounts, and these choices and instructions may result in the access, use, disclosure, modification or deletion of certain or all Customer Data.
The Relationship Between You, Customer and Us
AS BETWEEN US AND OUR CUSTOMER, YOU AGREE THAT IT IS SOLELY OUR CUSTOMER’S RESPONSIBILITY TO (A) INFORM YOU AND ANY AUTHORIZED USERS OF ANY RELEVANT CUSTOMER POLICIES AND PRACTICES AND ANY SETTINGS THAT MAY IMPACT THE PROCESSING OF CUSTOMER DATA; (B) OBTAIN ANY RIGHTS, PERMISSIONS OR CONSENTS FROM YOU AND ANY AUTHORIZED USERS THAT ARE NECESSARY FOR THE LAWFUL USE OF CUSTOMER DATA AND THE OPERATION OF THE SERVICES; (C) ENSURE THAT THE TRANSFER AND PROCESSING OF CUSTOMER DATA UNDER THE CONTRACT IS CONSISTENT WITH THE TERMS OF THE CONTRACT AND LAWFUL; AND (D) RESPOND TO AND RESOLVE ANY DISPUTE WITH YOU AND ANY AUTHORIZED USER RELATING TO OR BASED ON CUSTOMER DATA, THE PLATFORM OR CUSTOMER’S FAILURE TO FULFILL THESE OBLIGATIONS. EVERYONESOCIAL MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND TO YOU RELATING TO THE PLATFORM, WHETHER EXPRESS OR IMPLIED, AND INCLUDING WHETHER THE PLATFORM WILL BE SUITABLE OR FIT FOR YOUR PARTICULAR OR INTENDED PURPOSES. THE PLATFORM IS PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS.
A Few Ground Rules
You Must be Over the Legal Age
To the extent prohibited by applicable law, the Platform is not intended for and should not be used by minors (e.g. anyone under the age of sixteen, or other applicable legal age). You represent that you are over the legal age and are the intended recipient of our Customer’s invitation to the Platform. You may not access or use the Platform for any purpose if either of the representations in the preceding sentence is not true. Without limiting the foregoing, you must be of legal working age, and by using the Platform, you represent that you are of legal working age.
While You Are Here, You Must Follow the Rules
To help ensure a safe and productive work environment, all Authorized Users must comply with our Acceptable Use Policy and remain vigilant in reporting inappropriate behavior or content to our Customer and us.
You Are Here At the Pleasure of Customer (and Us)
These User Terms govern your use of the Platform and remain effective until our Customer’s Contract expires or terminates, or your access to the Platform has been terminated by our Customer or us. Please contact our Customer if you at any time or for any reason wish to terminate your account, including due to a disagreement with any updates or changes to these User Terms or the Acceptable Use Policy. In addition to your use of the Platform being subject to these User Terms, your use as an Authorized User is also subject to the terms of our Customer Agreement.
Limitation of Liability
If we believe that there is a violation of the Contract, User Terms, the Acceptable Use Policy, or any of our other policies that can simply be remedied by Customer’s removal of certain Customer Data or taking other action, we will, in most cases, ask Customer to take action rather than intervene. We may directly step in and take what we determine to be appropriate action (including disabling your account) if Customer does not take appropriate action or we believe there is a credible risk of harm to us, the Platform, Authorized Users, or any third parties. IN NO EVENT WILL WE HAVE ANY LIABILITY TO YOU FOR ANY LOST PROFITS OR REVENUES OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, COVER OR PUNITIVE DAMAGES HOWEVER CAUSED, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. AS TO ANY CUSTOMER, THE FOREGOING DISCLAIMERS SHALL BE SUBJECT TO THE TERMS OF A CUSTOMER CONTRACT. THE FOREGOING DISCLAIMERS WILL ALSO NOT APPLY TO THE EXTENT EXPRESSLY PROHIBITED OR LIMITED BY APPLICABLE LAW, BUT ONLY TO SUCH EXTENT.
Non-Application of Consumer Law
The EveryoneSocial Platform is a tool intended for use by businesses and organizations and not for consumer purposes. To the maximum extent permitted by law, you hereby acknowledge and agree that consumer laws do not apply to your use of the Platform. As such you acknowledge that with regard to your use of the Platform, you have no rights to rely upon consumer laws, consumer protection laws or similar laws, and you waive any such rights or claims.
The provisions of these User Terms will continue to be binding and survive any termination or expiration of your use of the Platform as an Authorized User or otherwise.
Email and Messages
Except as otherwise set forth herein, all notices under the User Terms will be by email, although we reserve the ability to instead choose to provide notice to Authorized Users through the Platform (e.g., an EveryoneSocial bot notification). Notices to EveryoneSocial should be sent to firstname.lastname@example.org, except for legal notices, which must be sent to email@example.com. A notice will be deemed to have been duly given (a) the day after it is sent, in the case of a notice sent through email; and (b) the same day, in the case of a notice sent through the Platform. Notices under the Contract will be given and delivered between Customer and EveryoneSocial in accordance with the terms of the Contract.
No failure or delay by either party in exercising any right under the User Terms, including the Acceptable Use Policy, will constitute a waiver of that right. No waiver under the User Terms will be effective unless made in writing and signed by an authorized representative of the party being deemed to have granted the waiver.
The User Terms, including the Acceptable Use Policy, will be enforced to the fullest extent permitted under applicable law. If any provision of the User Terms is held by a court of competent jurisdiction to be contrary to law, the provision will be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of the User Terms will remain unaffected and in full force and effect.
You may not assign any of your rights or delegate your obligations under these User Terms, including the Acceptable Use Policy, whether by operation of law or otherwise, without the prior written consent of us. We may assign these User Terms in their entirety (including all terms and conditions incorporated herein by reference), without your consent, to a corporate affiliate, a corporate partner, or in connection with a merger, acquisition, corporate reorganization, a sale of all or substantially all of our assets, or for any other business reasons.
Governing Law; Venue; Waiver of Jury Trial; Fees
The User Terms, including the Acceptable Use Policy, and any disputes arising out of or related hereto, will be governed exclusively by the same applicable governing law of the Contract, without regard to conflicts of laws rules or the United Nations Convention on the International Sale of Goods. The courts located in the applicable venue of the Contract will have exclusive jurisdiction to adjudicate any dispute arising out of or relating to the User Terms or the Acceptable Use Policy, including interpretation or enforcement. Each party hereby consents and submits to the exclusive jurisdiction of such courts. Each party also hereby waives any right to jury trial in connection with any action or litigation in any way arising out of or related to the Contract or these User Terms. In any action or proceeding to enforce rights under the User Terms, the prevailing party will be entitled to recover its reasonable costs and attorney’s fees.
The User Terms, including any terms of our other policies (including our Acceptable Use, Privacy and Security policies) incorporated by reference into these User Terms or posted on our website, constitute the entire agreement between you and us and supersede all prior and contemporaneous agreements, proposals or representations, written or oral, concerning their subject matter. In the event of any conflict or inconsistency in these User Terms or other policies, such conflict or inconsistency shall be resolved in the least restrictive way to insure the continued applicability of these User Terms to the maximum extent legally allowed.
Please also feel free to contact us if you have any questions about EveryoneSocial’s User Terms of Service. You may contact us at feedback@EveryoneSocial.com or at our mailing address below:
136 Main St, Suite 610
Salt Lake City, UT 84101