LAST UPDATED: 05/21/2021
Your privacy is important to you…and to us. So we’ll protect the information you share with us.
We are a private company, established in the U.S.A., registered at 280 S Mangum St #240, Durham, NC 27701, United States (“Physical Notice Address”) with the contact email address firstname.lastname@example.org (“Email Notice Address”) and for the purposes of the General Data Protection Regulation (“GDPR”) we are the data processor.
We encourage you to review any applicable institutional privacy policies, terms and agreements to see how your personal information may be used or disclosed by that institution.
- NOTICE OF INFORMATION COLLECTED AND USE.
(a) Information Collected and Stored.
We will inform you when we need information that personally identifies you (personal information) or allows us to contact you or provide you with the Services. Generally, this information is requested when you register for our Services or when you fill out our contact form on our Public Site, or sign up for our newsletter.
Company may receive certain information about you from Customers during the implementation and provision of Services. For example, Customers may provide basic information, manually or through provision of our integration services, when they are setting up the Service for their use.
We use various methods and technologies to store or collect Usage Information (“Tracking Technologies”). A few of the Tracking Technologies used with the Services, include, without limitation, cookies, web beacons, embedded scripts, browser fingerprinting, entity tags, UTM codes (i.e. a code that you can attach to a custom URL in order to track a source, medium, and campaign name), and recognition technologies that make assumptions about users and devices. We use Tracking Technologies for a variety of purposes, including:
- Strictly Necessary. We use Tracking Technologies that we consider are strictly necessary to allow you to use and access our Services, including cookies required to prevent fraudulent activity, improve security or allow you and our Customers to make use of Services functionality.
- Performance Related. We use Tracking Technologies that are useful in order to assess the performance of the Services, including as part of our analytic practices or otherwise to improve the content, ads, products or services offered through the Services.
- Functionality Related. We use Tracking Technologies that are required to offer you enhanced functionality when accessing the Service, including identifying you when you use our Service or keeping track of your specified preferences.
- Targeting Related. We use Tracking Technologies to deliver content, which may include ads, including those promoted by our partners, that we deem relevant to your interests on our Service and third-party services based on how you interact with our advertisements and/or content. This includes using Tracking Technologies to understand the usefulness to you of the content and ads that have been delivered to you.
- Use of Lead Forensics. We use Lead Forensics which primarily is a tool that uses a tracking code for identifying businesses visiting our websites based on their business IP addresses. This is not the same as cookies. The Lead Forensics tracking code only provides information that is readily available in the public domain. It does not, and cannot, provide individual, personal or sensitive data regarding who has visited our website. This information allow us to analyze the use of our website and eventually contact those companies about their experience or for sales purposes. To be able to guaranty you the best service, we transmit this data to our subsidiaries and distributors as far as necessary. Beyond this purpose, there is no transmission of personal information to third parties.
- Use of CallRail. CallRail provides web-based phone and SMS communication services used to measure marketing campaigns and improve customer service and sales performance. CallRail collects information on callers who call CallRail numbers, including: (1) the caller’s phone number, (2) the name displayed on the Caller ID (when available), and other data third-party enabled data where caller consent has been granted (for example, customer data from CRM systems, social contacts, email inboxes, third-party data services, etc.). The data is processed and stored only for backup purposes, and it is not shared with any third-party vendors beyond CallRail.
- Use of PPC Call Tracking. PPC Call Tracking allows us to track specific advertising campaigns and corresponding revenue generated.
(b) Location-Based Information. In connection with use of our Services we may use location-based services in order to verify your location and, if we deem appropriate, deliver relevant content and ads based on your location. We also share your location with third-parties (as set out below) as part of the location-based services we offer and for other commercial purposes. You can change the settings on your Device to prevent it from providing us with such information. This location data is collected in a form that personally identifies you and will be used by us, our Customers, and our partners and licensees to provide and improve the Services or for other commercial purposes. You should consider the risks involved in disclosing your location information and adjust your mobile and browser settings accordingly.
(c) Information Collected and Stored – Short Message Service (SMS) Messages. After you sign up for our Services (subject to your consent where required by applicable law), we may contact via SMS .. In addition, we and/or our Customers may send you SMS messages that provide marketing, promotional, and/or other information. We, our third-party service providers, and Customers use a variety of technologies that automatically (or passively) store or collect certain information whenever you we and/or our Customers send you a text message. This information will be stored or accessed using a variety of technologies that will be downloaded to your mobile device whenever you receive a message via our SMS service. Finally, we may require use of SMS messages as part of a two-part authentication process.
(d) California Do Not Track Disclosures. Various third-parties are developing or have developed signals or other mechanisms for the expression of consumer choice regarding the collection of information about an individual consumer’s online activities over time and across third-party websites or online services (e.g., browser do not track signals). Currently, we do not monitor or take any action with respect to these signals or other mechanisms.
We will inform you when we need information that personally identifies you (personal information) or allows us to contact you or provide you with the Services. Generally, this information is requested when you register for our Services or when you fill out our contact form on our Public Site, or sign up to request a demo (e.g. email address, physical address, phone number).
Company may receive certain information about you from Businesses during the implementation and/or provision or facilitation of Services. For example, Businesses may provide basic consumer or business related information, manually or through integration with customer information, vendor information or human resource systems, when they are setting up the Service for their use.
You may be able to log into our Services using single sign-on providers or single sign-on features of other products. These products will authenticate your identity and may share certain personal information with us such as your name and email address. Logging in also allows us to see additional information (e.g. orders placed, your last login, last IP address, etc.).
Company may also record information about how you and other individuals access our Services. This information is typically not personally identifiable and may include internet protocol (IP) addresses (or the DNS name associated with it) of the individual’s computer, the web site from which the individual linked to our Services, and the browser software the individual is using to access our Services. This information is used in the aggregate to administer computer systems and to make improvements to our Services.
- WHAT WE DO WITH THE INFORMATION YOU SHARE.
(a) Company shares information under the following circumstances:
- Information held in the Services may be accessed by and shared with Customers in order for such Customers to manage its offerings and programs. Our Customers may use your Information to deliver product information from third parties to you through our Services.
- We will use your information to provide the Services, and we may provide information to companies that assist us in providing Services, such as a hosting provider or a customer service provider. These companies are authorized to use your information only as necessary to provide these Services and to assist with supporting our users.
- We may share your information in response to subpoenas, court orders, and other legal processes or governmental requests, or to establish or exercise our legal rights or defend against legal claims.
- Company may share information in order to investigate, prevent, or take action regarding illegal activities, suspected fraud, protecting and defending the rights or property of Company, its Services and its users, violations of our Terms, or as otherwise required by law.
(b) Legitimate Interests. As it is in our legitimate interests to be responsive to you and to ensure the proper functioning of our Services and provide you with a user-friendly service, we will use your personal information, and/or Usage Information:
- to provide you with information such as to send you electronic correspondence or to provide you with promotional and marketing materials on behalf of us or third-parties, including to let you know about new products or services;
- manage risk, or to detect, prevent, and/or remediate fraud or other potentially prohibited or illegal activities;
- manage and protect our information technology infrastructure;
- to improve the Services, marketing endeavors or our Services offerings;
- to customize your experience on the Services or to serve you specific content or ads that we deem are relevant to you;
- to identify your Services related preferences so that you can be informed of new or additional opportunities, products, services and promotions;
- to improve the overall experience at the Services;
- to comply with our legal and regulatory obligations;
- for internal business purposes; and
(c) California Specific Privacy Rights.
This section applies with respect to any users located in the State of California. For California residents, pursuant to the California Consumer Privacy Act of 2018, as amended (“Consumer Privacy Act”), you may (i) elect to opt out of the sale of your “personal information” (as defined by the Consumer Privacy Act) by the Company, (ii) request that the Company and its service providers delete any of your personal information collected, (iii) request that the Company deliver to you, free of charge, any of your personal information collected over the past 12 months preceding the request, and (iv) request certain information regarding any collection, sale, and disclosure of your personal information over the past 12 months preceding the request (including the categories of personal information collected, sold, and/or disclosed for a business purpose, the categories of sources from which the information was collected, the business or commercial purpose for collecting or selling the information, the categories of third parties with whom the information was shared, and the specific pieces of the information collected).
The Company will honor these rights to the extent required by the Consumer Privacy Act. Any requests submitted must be verified by us before we will respond, and to enable this verification we may require you to provide us information confirming your identity, which may include any username or password information, and the personal information matching that which we have in our records. You may submit requests through an authorized agent given authority through a power of attorney form or other authorization acceptable to and verified by us. The Company will not discriminate against users based on their exercise of any of the rights under the Consumer Privacy Act, provided that the Company may charge different prices to users based on the value of the data they provide.
In addition, California Civil Code Section 1798.83, known as the “Shine The Light” law, permits customers who are California residents to request and obtain from us a list of what personal information (if any) we disclosed to third parties for direct marketing purposes in the preceding calendar year and the names and addresses of those third parties. Requests may be made only once a year and are free of charge. Under Section 1798.83, we currently do not share any personal information with third parties for their direct marketing purposes.
(d) Nevada Privacy Rights – “Do Not Sell My Personal Information”. We may elect to share information about you with third-parties for those third-parties’ direct marketing purposes. Nevada Revised Statutes §§ 603A.300-.360 permits Nevada residents who have supplied personal information (as defined in the law) to us to, under certain circumstances, request and opt out of the sale of your personal information to third-parties for their direct marketing purposes. If this law applies to you, and you wish to make such a request, please provide sufficient information for us to determine if this applies to you, attest to the fact that you are a Nevada resident and provide a current Nevada address for our response. To make such a request, please contact us at our Email Notice Address with “Nevada Privacy Rights” as the subject line or mail us a letter at our Physical Notice Address. You must include your full name, email address, and postal address in your request.
- ACCESS AND CONSENT.
Upon request, Company will grant you reasonable access to personal information that it holds about you and was collected through our Public Site. Company will take reasonable steps to permit individuals to correct, amend, or delete information about them that is shown to be inaccurate or incomplete.
In addition, Company allows users to modify the level of communications that you receive related to our Services. You may obtain current information about yourself and how to modify the types of information that you receive from Company by contacting us at our Email Notice Address or at email@example.com .
- STANDARD CONTRACTUAL CLAUSES
To the extent Company has agreements in place with any affiliates or subprocessors, each who may have access to the personal data, such agreements shall incorporate the EU Commission approved Standard Contractual Clauses (“Standard Contractual Clauses”).
- DATA TRANSFERS.
(a) Onward Transfer. Company will not disclose any personally identifiable information to a third party who is not a Company contractor or agent (“Agent”) except as outlined above. For third parties acting as an Agent, Company will ascertain that the third party follows the Standard Contractual Clauses, is subject to the EU Data Protection Directive, or has entered into an agreement with Company that is consistent with the applicable or required principles.
In the context of an onward transfer, Company has responsibility for the processing of personal information it receives pursuant to the Standard Contractual Clauses and subsequently transfers to an Agent on its behalf. Company shall remain liable as provided under the Standard Contractual Clauses if its Agent processes such personal information in a manner inconsistent with such principles, unless Company proves that it is not responsible for the event giving rise to the damage.
(b) Data transfer to other controllers. Principally, your any personally identifiable information is forwarded to other controllers only if required for the fulfillment of a contractual obligation, or if we ourselves, or a third party, have a legitimate interest in the data transfer, or if you have given your consent. Additionally, data may be transferred to other controllers when we are obliged to do so due to statutory regulations or enforceable administrative or judicial orders
(c) Service providers (general). We involve external service providers with tasks such as sales and marketing services, contract management and processing, payment handling, programming, and data hosting. We have chosen those service providers carefully and monitor them on a regular basis, especially regarding their diligent handling of and protection of the data that they store. All service providers are obliged to maintain confidentiality and to comply with the statutory provisions. Service providers may also be our affiliates.
Company takes reasonable technical, administrative and physical measures to protect the security of your personal information from unauthorized use, disclosure and alteration.
When you place orders or access your account or any personal account information you’re utilizing a secure connection via SSL, which encrypts your personal information before it’s sent over the Internet.
Company provides information and training to all employees who have access to personally identifiable data maintained by Company, and Company employees are responsible for the internal security of such information.
Company takes all reasonable measures to ensure that such information is reliable for its intended use, and is accurate, complete and current.
Inside the Company, data is stored in password-controlled servers with limited access.
You also have a significant role in protecting your information. No one can see or edit your personal information without knowing your user name and password, so do not share these with others.
- USERS OUTSIDE OF THE UNITED STATES
(a) Transfer of Your Information. Our Services are operated in the United States and intended primarily for users located in the United States. While we do market our Services to users outside the United States we do not do so in any material manner. As such, if you are located outside of the United States, please be aware that information we collect, including personal information, will be transferred to, and processed, stored and used in the United States in order to provide the Services to you. Where GDPR applies and our processors of your personal information are located outside the European Economic Area, such transfer will only be to a recipient country that ensures an adequate level of data protection, or with your explicit consent.
(b) Additional Rights Provided to EU Individuals.
- Access and Portability: You have the right to ask us to access the information we hold about you, including personal information, and be provided with certain information about how we use your such information and who we share it with. Where you have provided your personal information to us with your consent, you have the right to ask us for a copy of this data in a structured, machine readable format, and to ask us to share (port) this data to another data controller.
- Right to deletion: In certain circumstances, you have the right to ask us to delete personal information we hold about you:
- where you believe that it is no longer necessary for us to hold your data including personal information;
- where we are processing your personal information on the basis of legitimate interests and you object to such processing and we cannot demonstrate an overriding legitimate ground for the processing;
- where you have provided your personal information to us with your consent and you wish to withdraw your consent and there is no other ground under which we can process your personal information; or
- where you believe the personal information we hold about you is being unlawfully processed by us.
- Restriction: In certain circumstances, you have the right to ask us to restrict (stop any active) processing of your personal information:
- where you believe the personal information we hold about you is inaccurate and while we verify accuracy;
- where we want to erase your personal information as the processing is unlawful, but you want us to continue to store it;
- where we no longer need your personal information for the purposes of our processing, but you require us to retain the data for the establishment, exercise or defense of legal claims; or
- where you have objected to us processing your personal information based on our legitimate interests and we are considering your objection.
In addition, you can object to our processing of your Personal Information based on our legitimate interests and we will no longer process your Personal Information unless we can demonstrate an overriding legitimate ground.
To exercise any of these rights above, please contact us at our Email Notice Address.
Please note that these rights are limited, for example, where fulfilling your request would adversely affect other individuals, where there are overriding public interest reasons, or where we are required by law to retain your personal information.
You can withdraw your consent at any time by contacting us at our Email Notice Address.
- Complaints: In the event that you wish to make a complaint about how we process your Personal Information, please contact us in the first instance at our Email Notice Address and we will endeavor to deal with your request as soon as possible. This is without prejudice to your right to raise a complaint with a relevant supervisory authority.
- CHILDREN’S PRIVACY.
Company does not knowingly collect or maintain information acquired through our site from persons under 16 years of age (the “Approved Age”), and no part of the site or services is directed to persons under the Approved Age. Any user under the Approved Age should not use or access our site at any time or in any manner. If Company learns that personally identifiable information of persons less than the Approved Age has been collected from our site without verified parental consent, then Company will take the appropriate steps to delete this information.
- DISPUTE RESOLUTION.
Any questions or concerns regarding the use or disclosure of personal information should be directed to Company pursuant to the contact information below. Company will investigate and attempt to resolve complaints and disputes regarding use and disclosure of personal information in accordance with the principles contained in this Policy.
All disputes arising out of or related to the Agreement shall be finally settled under the Rules of Arbitration of the International Chamber of Commerce by one arbitrator appointed in accordance with such rules. The place of arbitration shall be Raleigh, North Carolina, USA. The arbitration shall be conducted in English. The arbitrator shall award to the prevailing party, if any, as determined by the arbitrators, its reasonable attorneys’ fees and costs, including the costs of the arbitration. Judgment on any arbitral award may be entered in any court having jurisdiction.
The parties shall keep confidential: (i) the fact that any arbitration occurred; (ii) any awards awarded in the arbitration; (iii) all materials used, or created for use in the arbitration; and (iv) all other documents produced by another party in the arbitration and not otherwise in the public domain, except, with respect to each of the foregoing, to the extent that disclosure may be legally required (including to protect or pursue a legal right) or necessary to enforce or challenge an arbitration award before a court or other judicial authority.
- IN THE EVENT OF MERGER, SALE, OR BANKRUPTCY.
In the event that all or part of Company is acquired by or merged with a third party entity, Company may transfer or assign the personally identifiable information held by Company as part of such merger, acquisition, or other change of control. In the unlikely event of Company’s bankruptcy, insolvency, reorganization, receivership, or assignment for the benefit of creditors, or the application of laws or equitable principles affecting creditors’ rights generally, Company may not be able to control how personal information is treated, transferred, or used.
- CONTACT INFORMATION.
Website Terms of Service
Last Modified: December 1, 2017
2. Changes to Terms of Service
- 2.1. Right to Change Terms. The Company reserves the right, in its sole discretion, to change these Terms of Service (“Updated Terms”) from time to time.
- 2.2. Notice of Updated Terms. Unless the Company makes a change for legal or administrative reasons, the Company will provide reasonable advance notice before the Updated Terms become effective. You agree that the Company may notify you of the Updated Terms by posting them on the Site.
- 2.3. Acceptance of Updated Terms. Your use of the Site after the effective date of the Updated Terms constitutes your agreement to the Updated Terms. You should review these Terms of Service and any Updated Terms before using the Site.
- 2.4. Effective Date of Updated Terms. The Updated Terms will be effective as of the time of posting, or such later date as may be specified in the Updated Terms, and will apply to your use of the Site from that point forward.
3. Use of Site
- 3.1. License. During the term of this agreement, the Company grants you a limited, non-exclusive, non-transferable license to access the Site for your personal and non-commercial use in accordance with the Terms of Service.
- 3.2. Intellectual Property Rights. The design, trademarks, service marks, and logos of the Site (“Marks”), are owned by or licensed to the Company, subject to copyright and other intellectual property rights under United States, foreign laws and international conventions. The Company reserves all rights not expressly granted in and to the Site. You agree to not engage in the use, copying, or distribution of any of the Site other than expressly permitted.
- 3.3. User Conduct
You may not engage in any of the following prohibited activities:
(i) copying, distributing, or disclosing any part of the Site in any medium, including without limitation by any automated or non-automated “scraping”,
(ii) using any automated system, including without limitation “robots,” “spiders,” “offline readers,” etc., to access the Site,
(iii) transmitting spam, chain letters, or other unsolicited email,
(iv) attempting to interfere with, compromise the system integrity or security, or decipher any transmissions to or from the servers running the Site,
(v) taking any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately large load on Site infrastructure,
(vi) uploading invalid data, viruses, worms, or other software agents through the Site,
(vii) collecting or harvesting any personally identifiable information, including account names, from the Site,
(viii) using the Site for any commercial solicitation purposes,
(ix) impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity,
(x) interfering with the proper working of the Site,
(xi) accessing any content on the Site through any technology or means other than those provided or authorized by the Site, or
(xii) bypassing the measures we may use to prevent or restrict access to the Site, including without limitation features that prevent or restrict use or copying of any content or enforce limitations on use of the Service or the content therein.
4. Your Account
- 4.1. Account Creation. You must complete the registration process by providing the Company with current, complete, and accurate information as prompted by the applicable registration form. You also will choose a password and a user name.
- 4.2. Responsibility for Account. You are entirely responsible for maintaining the confidentiality of your password and account. Furthermore, you are entirely responsible for any and all activities that occur under your account. You agree to notify the Company immediately of any unauthorized use of your account or any other breach of security.
- 4.3. Liability for Account Misuse. The Company will not be liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge. You could be held liable for losses incurred by the Company or another party due to someone else using your account or password.
- 4.4. Use of Other Accounts. You may not use anyone else’s account at any time, without the permission of the account holder.
5. Account Security. The Company cares about the integrity and security of your personal information. However, the Company cannot guarantee that unauthorized third parties will never be able to defeat the Site’s security measures or use any personal information you provide to us for improper purposes. You acknowledge that you provide your personal information at your own risk.
6. Paid Services
- 6.1. Fees. The Company reserves the right at any time to charge fees for access to the Site. However, in no event will you be charged for access to the Site unless we obtain your prior agreement to pay such charges. You may cancel your account at any time. Any fees will be posted prominently on the Site and in other appropriate locations on the Site.
- 6.2. Rates. You will pay all fees and charges incurred through your account at the rates in effect for the billing period when they are incurred. You will be billed for and pay all fees and charges. You shall pay all applicable taxes relating to use of the Site through your account.
7. User Content
- 7.1. Content Ownership. You retain all ownership rights to content uploaded to Site.
- 7.2. Content License. By submitting content to Site, you grant the Company a worldwide, non-exclusive, royalty-free, sublicenseable, and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the content in connection with the Site and the Company’s (and its successors and affiliates’) business, including without limitation for promoting and redistributing part or all of the Site (and derivative works thereof) in any media formats and through any media channels.
8. Links. The Site may contain links to third-party websites or resources. You acknowledge and agree that the Company is not responsible or liable for: (i) the availability or accuracy of such websites or resources, or (ii) the content, products, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by the Company of those websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources.
9. Third Party Content. Through the Site, you will have the ability to access and/or use content provided by third parties. The Company cannot guarantee that such third party content will be free of material you may find objectionable or otherwise. The Company disclaims any responsibility or liability related to your access or use of any third party content.
11. Copyright Policy. The Company respects the intellectual property rights of others and expects users of the Service to do the same. We will respond to notices of alleged copyright infringement that comply with applicable law and are properly provided to us. If you believe that your Content has been copied in a way that constitutes copyright infringement, please provide our copyright agent with the following information in accordance with the Digital Millennium Copyright Act:
- 11.1. a physical or electronic signature of the copyright owner or a person authorized to act on their behalf,
- 11.2. identification of the copyrighted work claimed to have been infringed,
- 11.3. identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material,
- 11.4. your contact information, including your address, telephone number, and an email address,
- 11.5. a statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law, and
- 11.6. a statement that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.
12. Trademarks. The Company name and logo are trademarks of the Company, and may not be copied, imitated or used, in whole or in part, without the prior written permission of the Company. In addition, all page headers, custom graphics, button icons and scripts are service marks, trademarks, and trade dress of the Company, and may not be copied, imitated, or used, in whole or in part, without prior written permission from the Company.
- 13.1. Termination upon Notice. Either party may terminate this agreement at any time by notifying the other party.
- 13.2. Termination by the Company. The Company may terminate or suspend your access to or ability to use the Site immediately, without prior notice or liability, for any reason or no reason, including breach of this agreement. In particular, the Company may immediately terminate or suspend accounts that have been flagged for repeat copyright infringement.
- 13.3. Effect of Termination. Upon termination of your access to or ability to use the Site, your right to use or access the Site will immediately cease.
- 13.4. Survival of Provisions. This agreement’s provisions that by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, and limitations of liability. Termination of your access to and use of the Site shall not relieve you of any obligations arising or accruing prior to termination or limit any liability that you otherwise may have to the Company or any third party.
14. Disclaimers. The Site is provided “as is,” without any warranties of any kind. To the fullest extent permissible under applicable law, the Company disclaims all such warranties, express or implied, including, but not limited to, warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, freedom from errors, suitability of content, or availability.
15. Limitation of Liability. To the fullest extent permitted by applicable law in no event shall the Company be liable for:
- 15.1. any direct, special, indirect or consequential damages, or
- 15.2. any other damages of any kind, including but not limited to loss of use, loss of profits or loss of data, whether in an action in contract, tort (including but not limited to negligence) or otherwise, arising out of or in any way connected with the use of or inability to use the Site, including without limitation any damages caused by or resulting from reliance by user on any information obtained from Site, or that result from mistakes, omissions, interruptions, deletion of files or email, errors, defects, viruses, delays in operation or transmission or any failure of performance.
16. Indemnification. You agree to defend, indemnify and hold harmless the Company, its subsidiaries and affiliated companies, and their officers, directors, employees, contractors and agents from and against any and all claims, causes of action, damages, obligations, losses, liabilities, costs or debt, and expenses (including attorneys’ fees and costs) and all amounts paid in settlement arising from or relating to use of the Site. The Company may assume the exclusive defense and control of any matter for which users have agreed to indemnify the Company and you agrees to assist and cooperate with the Company in the defense or settlement of any such matters.
- 17.1. Claim Procedure. For any dispute you have with the Company, you agree to first contact the Company and attempt to resolve the dispute informally. If the Company has not been able to resolve the dispute with you informally, we each agree to resolve any claim, dispute, or controversy (excluding claims for injunctive or other equitable relief) arising out of or in connection with or relating to this agreement by binding arbitration by the American Arbitration Association (“AAA”) under the Commercial Arbitration Rules and Supplementary Procedures for Consumer Related Disputes then in effect for the AAA, except as provided herein.
- 17.2. Arbitration Location. Unless you and the Company agree otherwise, the arbitration will be conducted in the county where Company resides.
- 17.3. Arbitration Fees. Each party will be responsible for paying any AAA filing, administrative and arbitrator fees in accordance with AAA rules, except that the Company will pay for your reasonable filing, administrative, and arbitrator fees if your claim for damages does not exceed $75,000 and is non-frivolous (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)).
- 17.4. Arbitration Award. The award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
- 17.5. Injunctive Relief. Nothing in this Section shall prevent either party from seeking injunctive or other equitable relief from the courts for matters related to data security, intellectual property or unauthorized access to the Service.
- 17.6. Class Actions. All claims must be brought in the parties’ individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding, and, unless we agree otherwise, the arbitrator may not consolidate more than one person’s claims.
- 17.7. Waiver of Jury Trial. You agree that, by entering into these terms, you and the Company are each waiving the right to a trial by jury or to participate in a class action.
18. Governing Law. This agreement will be governed by and construed in accordance with the laws of the State of North Carolina, without regard to its conflict of laws rules.
19. Feedback. We welcome any comment, question and communication at growpath.com/contact
Customer Support Policy
Updated February 15, 2019
In connection with an active SAAS Customer Agreement, GrowPath, LLC (“GrowPath”) provides its customers the following software support policies (“Support Policy”). The Support Policy are subject to change at GrowPath’s discretion.
“Software Update” means a subsequent release of the software, which GrowPath generally makes available for its software customers with an active SAAS Customer Agreement at no additional fee. Software Updates may contain, but are not limited to security fixes, critical patch updates, general maintenance releases, selected functionality, and documentation updates.
GrowPath will provide Software Updates when available and at its discretion.
GrowPath is under no obligation to develop any future functionality or enhancements. If an update for a software product is made available to you pursuant to these software Support Policies, it shall automatically replace the previous version of the applicable software product.
GrowPath will generally schedule Software Updates during non-business hours (between 9pm and 7am ET) and will provide customers with advance notice via email.
GrowPath is committed to rapid response of all Support Requests. All severities can be logged with GrowPath on a 24 hours-per-day, 7 days-per-week, 365 days-per-year basis via email provided to you by your Customer Success Manager.
GrowPath will use commercially reasonable efforts to promptly respond to each Support Request. GrowPath does not guarantee resolution time as that may vary on the nature of the problem. A resolution may consist of a fix, workaround or other solution GrowPath deems reasonable.
GrowPath will use commercially reasonable efforts to meet the Service Level Objectives stated in the table below. In connection with Severity Level 1 issues, GrowPath will provide service during normal service hours and outside of such hoursuntil a workaround or resolution can be provided or until the incident can be downgraded to a lower severity.
Software Support Service Level Objectives
- Severity Level Target Response Times
- Blocker (Software Severity 1) 30 minutes or less
- High (Software Severity 2) 4 business hours
- Medium (Software Severity 3) 8 business hours
- Low (Software Severity 4) 12 business hours
Blocker (Severity 1)
Critical production issue affecting all users, including system unavailability and data integrity issues with no workaround available. This may include one or more of the following:
- Service is down or unavailable.
- A critical part of the software infrastructure is unavailable or inaccessible, resulting in total disruption of work or critical business impact
- Service crashes or hangs indefinitely causing unacceptable or indefinite delays for resources or response.
- A critical documented feature / function is not available.
Severity 1 issues identified by the customer, but not related to a service interruption/outage, require the customer to have dedicated resources available to work on the issue on an ongoing basis. Customer is also required to verify Customer’s internet service availability prior to logging a Severity 1 issue.
High (Severity 2)
Major functionality is impacted or significant performance degradation is experienced. Issue is persistent and affects many users and/or major functionality. No reasonable workaround is available. This may include one or more of the following:
- Service is operational but highly degraded performance to the point of major impact on usage.
- Important features of the software offering are unavailable with no acceptable workaround; however, operations can continue in a restricted fashion.
- Access to a particular third-party application or service provider deemed noncritical is impacted
Medium (Severity 3)
System performance issue or bug affecting some but not all users. Workaround is available, but not scalable. This may include one or more of the following:
- Service is operational but partially degraded for some or all customers, and an acceptable workaround or solution exists.
- Problem with non-critical feature or functionality
Low (Severity 4)
An inquiry regarding a routine technical issue; information requested on application capabilities, navigation, installation or configuration; bug affecting a small number of users. An acceptable workaround is available. This may include one or more of the following:
- Minor problem not impacting service functionality.
- Enhancement requests, missing or erroneous documentation.
- Minor problem or question that does not affect the delivery of service.
SUPPORT REQUEST SEVERITY LIFE CYCLE
Support Requests are assigned a severity level based on the nature of your request as determined by GrowPath in its sole discretion. We highly recommend you familiarize yourself with the Severity definitions and response times defined above.
Severity 1 Problem Reporting – Please first check your email to see if the outage has already been reported or if your issue is due to a scheduled software product maintenance. If you do not see your issues reported, please report service outages/severity 1 problems via email.
Downgrade of Severity Level – If, during the Support Request process, the issue no longer warrants the severity level currently assigned based on its current impact on the production operation of the software product, then the severity level will be downgraded to the severity level that most appropriately reflects its current impact.
Upgrade of Severity Levels – If, during the Support Request process, the issue warrants the assignment of a higher severity level than that currently assigned based on the current impact on the production operation of the software product, then the severity level will be upgraded to the severity level that most appropriately reflects its current impact. In requesting any assignment of a higher severity level, you must provide GrowPath with sufficient information that demonstrates the increased impact of the issue on the production operation of the service.
Adherence to Severity Level Definitions – You shall ensure that the assignment and adjustment of any severity level designation is accurate based on the current impact on the production operation of the software product. You acknowledge that GrowPath is not responsible for any failure to meet performance standards caused by your misuse or mis-assignment of severity level designations.
SUPPORT REQUEST ESCALATION
At GrowPath, our support team always works to ensure that the appropriate resources and level of focus are applied to your request to ensure a timely resolution. If you are not satisfied with the progress of your Support Request, however, you can request an escalation. By invoking the escalation process, additional levels of GrowPath management attention, procedure reinforcement and resource prioritization are brought to bear on resolving your Support Request.
Effective Date: February 15, 2019
SERVICE LEVEL AGREEMENT (“SLA”)
Updated January 29, 2019
During the Term, the Service (excluding Third Party Services) will be operational and available to customer at least 99% of the time in any calendar month (the “SLA”).
The following definitions shall apply to the SLA.
Downtime – shall be deemed to occur during a minute when more than 5% of the valid HTTP requests made to the customer’s subdomain of customer.growpath.com return an HTTP status code in the 500 range, as logged by GrowPath’s application. Downtime shall not be deemed to occur during (i) system upgrades, enhancements and routine maintenance activities that are announced via customer email notification or (ii) maintenance determined by GrowPath to be an emergency or (iii) outage caused by the customer’s internet service provider
Monthly Uptime Percentage – means the total number of minutes in a calendar month minus the number of minutes of Downtime suffered in a calendar month, divided by the total number of minutes in a calendar month.
Other Products Services – means mobile apps, devices, and third-party software that are not maintained, warrantied or otherwise guaranteed by GrowPath, including without limitation, Apps, the software and products, technologies and services provided by customer.
Monthly Uptime Percentage Days of Service added to the end of the Term, at no charge to customer
< 99% >= 98.0% 1
< 98.0% >= 95.0% 3
< 95.0% 5
Service Credit – If the Monthly Uptime Percentage of the service falls below SLA Standards, a service credit may be issued to customer subject to the terms and conditions below. The issuance of Service Credits is the sole and exclusive remedy of customer and GrowPath’s sole and exclusive obligation, for any failure by GrowPath to satisfy the SLA. In order to receive a Service Credit, customer must notify GrowPath in writing within fifteen (15) days from the time customer becomes eligible to receive a Service Credit (the “Downtime Notice”). Failure to comply with such requirement will result in customer forfeiting its right to receive a Service Credit. The aggregate maximum number of Service Credits to be issued by GrowPath to customer for all Downtime that occurs in a single calendar month shall not exceed five days of Service added to the end of the Term. Service Credits may not be exchanged for, or converted to, monetary amounts. Service Credits shall automatically be forfeited upon the termination of the Agreement prior to the expiration of the Term.
Third Party Services – Third Party Services include mobile apps, devices, and third-party APIs that are not maintained, warrantied or otherwise guaranteed by GrowPath, LLC
SLA Exclusions. The SLA does not apply to any services that expressly exclude this SLA (as stated in the documentation for such services) or any performance issues: (i) caused by factors described in the “Force Majeure” section of the Agreement; or (ii) that resulted from customer’s equipment or third party equipment, or both.
Ineligible customers. Customers who at the time of Downtime claimed in a Downtime Notice are not current on their payment of the fees for the Services do not qualify for SLA Credits for such Downtime. In addition, customers who have not paid their fees when due for the Services three or more times in the previous twelve calendar months do not qualify for SLA Credits.
Errors in Implementation or Use. The SLA does not apply to Downtime caused by customer’s use of the Services or any End User’s use of the software after GrowPath advised customer or any End User to modify such use, if customer or any customer End User did not modify its use as advised.