Terms of Service

Version 1.0 — May 1, 2020

These Customer Terms of Service (the “Customer Terms”) describe your rights and responsibilities when using our platforms, Collections, Web-extensions, app-plug-ins, Web-plugins, productivity tools and platform (the “Services”). Please read them carefully. If you are a Customer (defined below), these Customer Terms govern your access and use of our Services. If you are being invited to a workplace set up by a Customer, the Authorized Customer User Terms of Service (the “Authorized Customer User Terms”) govern your access and use of the Services. If you are being invited to share content to a Collection set up by a Customer, the End User Terms of Service(the “End-User Terms”) govern your access and use of the Services. We are grateful you’re here.

First Things First

These “Customer Terms” Form a Part of a Binding “Contract” These Customer Terms (or, if applicable, your written agreement with us) and any Order Form(s) (defined below) together form a binding “Contract” between Customer and us. If any terms in the Customer-Specific Supplement apply to Customer (e.g., if Customer is a U.S. government entity), those terms are also incorporated herein by reference and form part of the Contract. “We,” “our” and “us” refers to the applicable Cevoid entity in the section entitled “Which Cevoid Entity is Customer Contracting With?” below.

Your Agreement On Behalf of “Customer”

If you purchase subscription(s), create a workspace (i.e., a digital space where a group of users may access the Services), invite users to that workspace, or use or allow use of that workspace after being notified of a change to these Customer Terms, you acknowledge your understanding of the then-current Contract and agree to the Contract on behalf of Customer. Please make sure you have the necessary authority to enter into the Contract on behalf of Customer before proceeding.

Customer Choices and Instructions

Who is “Customer”? (Hint: There can be only one) “Customer” is the organization that you represent in agreeing to the Contract. If your workspace is being set up by someone who is not formally affiliated with an organization, Customer is the individual creating the workspace. For example, if you signed up using a personal email address and invited a couple of friends to collect content but haven't a company, you are the Customer.

Signing Up Using a Corporate Email Domain

If you signed up for a plan using your corporate email domain, your organization is Customer, and Customer can modify and re-assign roles on your workspace (including your role) and otherwise exercise its rights under the Contract. If Customer elects to replace you as the representative with ultimate authority for the workspace, we will provide you with notice following such election and you agree to take any actions reasonably requested by us or Customer to facilitate the transfer of authority to a new representative of Customer.

What This Means for Customer—and for Us

Individuals authorized by Customer to access the Services (an “Authorized Customer User”) may submit content or information to the Services, such as pictures, Videos, texts or files (“Customer Data”), and Customer may exclusively provide us with instructions on what to do with it. For example, Customer may provision or deprovision access to the Services, enable or disable third party integrations, manage permissions, retention and export settings, transfer or assign workspaces, or consolidate workspaces with other workspaces. Since these choices and instructions may result in the access, use, disclosure, modification or deletion of certain or all Customer Data. Customer will (a) inform Authorized Customer Users of all Customer policies and practices that are relevant to their use of the Services and of any settings that may impact the processing of Customer Data; and (b) ensure the transfer and processing of Customer Data under the Contract is lawful.

Ordering Subscriptions

A subscription allows an Authorized Customer User to access the Services.A subscription may be procured through the Services interface, or in some cases, via an order form entered into between Customer and us (each, an “Order Form”). Each Authorized Customer User must agree to the User Terms to activate their account. Subscriptions commence when we make them available to Customer and continue for the term specified in the Services “check-out” interface or in the Order Form, as applicable. We sometimes enter into other kinds of ordering arrangements, but that would need to be spelled out and agreed to in an Order Form.

Purchasing Decisions

We may share information about our future product plans because we like transparency. Our public statements about those product plans are an expression of intent, but do not rely on them when making a purchase. If Customer decides to buy our Services, that decision should be based on the functionality or features we have made available today and not on the delivery of any future functionality or features.

Choosing to be a Beta Tester

Occasionally, we look for beta testers to help us test our new features. These features will be identified as “beta” or “pre-release,” or words or phrases with similar meanings (each, a “Beta Product”). Beta Products may not be ready for prime time so they are made available “as is,” and any warranties or contractual commitments we make for other Services do not apply. Should Customer encounter any faults with our Beta Products, we would love to hear about them; our primary reason for running any beta programs is to iron out issues before making a new feature widely available.

Feedback is Welcome

The more suggestions our customers make, the better the Services become. If Customer sends us any feedback or suggestions regarding the Services, there is a chance we will use it, so Customer grants us (for itself and all of its Authorized Customer Users and other Customer personnel) an unlimited, irrevocable, perpetual, sublicensable, transferable, royalty-free license to use any such feedback or suggestions for any purpose without any obligation or compensation to Customer, any Authorized Customer User or other Customer personnel. If we choose not to implement the suggestion, please don’t take it personally. We appreciate it nonetheless.

User Content

"User Content" means any material that you upload, transfer, post or make available through the Service when you submit your content post, including any textual, graphic, visual or audio content. You are fully and solely responsible for any User Content you submit or post through the Service. We take no responsibility and assume no liability for any User Content that you or any other User submits through the Service. You shall be solely responsible for the User Content you submit and the consequences of submitting it. We cannot and do not accept any responsibility for the use of your submitted User Content by the Merchants, other Users or any other third party.

We have no obligation to accept, display, review or maintain any User Content. We reserve the right to remove and permanently delete any User Content, including any User Content submitted or modified by any User, without notice and for any reason. User Content comes from a variety of sources. You understand that we are not responsible for the accuracy, usefulness, safety or intellectual property rights of or relating to User Content. Although Users must agree to our Terms, it is possible that other Users (including unauthorized users) may post or transmit offensive or obscene materials and that you may be involuntarily exposed to such offensive or obscene materials, and you hereby agree to waive, and do waive, any legal or equitable rights or remedies you have or may have against us with respect to thereto. Any User Content you submit through the Service may be used for other advertising purposes and posted to publicly-facing websites, and is intended for public consumption, including your posts, photos, physical characteristics and any other information you agreed to publish will be read, collected, and used by Cevoid, its subsidiaries, vendors and Merchants as further explained in our Privacy Policy. Cevoid has no responsibility for any messages or commercial email sent to you by a Merchant following your use of the Services, including whether such messages comply with applicable law.

Your Representations and Warranties

You represent and warrant that:

you shall not use the Service to submit any User Content which: (a) contains material that is illegal, obscene, threatening, defamatory, racially or ethnically insensitive, harassing, threatening or otherwise offensive; (b) contains pornography or material that may be harmful to a minor; (c) contains material that violates or infringes the intellectual property, privacy rights, moral or contractual rights of any third party; (d) contains or transfers software viruses, worm, Trojan horse, or other harmful or disruptive software or code ; (e) violates any applicable law, regulations and rules, including all applicable law to commercial solicitation, chain letters, mass mailings or any form of spam.
you have all necessary rights to submit any such User Content or to use, display and distribute (and allow others to use, display and distribute) any User Content in connection with the Service and that User Content (or modifications you may make to such User Content) does not infringe or violate any third party intellectual property rights, privacy or publicity rights, or moral rights

Intellectual Property

Except for the User Content, we and our licensors own all rights, title and interest in and to the Service, including patents, copyrights, trademarks, trade names, service marks, trade secrets and other intellectual property rights, and any goodwill associated therewith. Unless as expressly permitted in the Terms, you may not copy, distribute, display or perform publicly, sublicense, decompile, disassemble, reduce to human readable form, execute publicly, make available to the public, adapt, make commercial use of, process, compile, translate, sell, lend, rent, reverse engineer, combine with other software, modify or create derivative works of the Application, any part thereof or any of the Content on or of the Application (except for your Content), either by yourself or by a third party on your behalf, in any way or by any means.

License to use User Content

You hereby grant Cevoid, its affiliates, successors and service providers, and the Merchant, a perpetual, unlimited, nonexclusive, fully sublicensable, transferable, irrevocable, royalty-free, worldwide license to use, reproduce, delete, modify, adapt, publish, translate, display, perform, create derivative works from and/or sell and/or distribute the User Content that you make available on or by means of the Service or otherwise make available to us, in any media formats, all in connection with the operation of the Service throughout the world in any media and without compensation to you. Cevoid reserves the right, but not the obligation, to change, condense or remove any User Content from the Merchant Website for any reason or no reason. Cevoid does not guarantee that you will have any recourse to edit or delete any User Content.

Removal of User Content

You can remove your User Content at any time at https://upload.cevoid.com/data/remove. If you remove your account on Cevoid all your User Content will be removed within 48 hours.

If you have any reason to believe that any Content published via the Services is fraudulent or in any way infringes on your rights, please contact us at: info@cevoid.com

Privacy

We respect your privacy. Our Privacy Policy which is incorporated to these Terms by reference explains the privacy practices on the Service.

Indemnification

To the maximum extent permitted by law, you agree to indemnify, defend and hold harmless, us and our staff, at your own expense and immediately after receiving a written notice thereof, from and against any damages, loss, costs and expenses, including attorney’s fees and legal expenses, resulting from any plea, claim, allegation or demand, arising from, or in connection with your use of, or inability to use, the Service, your breach of the Terms, your fraudulent acts, or your breach of any other law or regulation.

Disclaimer of warranty

THE SERVICE IS PROVIDED FOR USE “AS IS” AND “WITH ALL FAULTS”.

Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CEVOID (OR ITS DIRECTORS, OFFICERS, AFFILIATES, AGENTS OR EMPLOYEES) HAVE ANY LIABILITY FOR ANY CONSEQUENTIAL, INDIRECT, SPECIAL OR PUNITIVE DAMAGES, ARISING OUT OF OR RELATING TO THE SERVICE OR THE USER CONTENT OR FROM THE CONDUCT OF ANY USERS OF THE SERVICE, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE. THE ENTIRE LIABILITY OF CEVOID (OR ITS DIRECTORS, OFFICERS, AFFILIATES, AGENTS OR EMPLOYEES) HEREUNDER SHALL NOT EXCEED ONE U.S. DOLLAR.

Governing Law & Jurisdiction

Any dispute, controversy or claim arising out of or in connection with this contract, or the breach, termination or invalidity thereof, shall be finally settled by arbitration in accordance with the Rules for Expedited Arbitrations of the Arbitration Institute of the Stockholm Chamber of Commerce. The seat of arbitration shall be Stockholm, Sweden, and the language to be used in the arbitral proceedings shall be English.

General

No waiver, concession, extension, representation, alteration, addition or derogation from the Terms by us, or pursuant to the Terms, will be effective unless consented to explicitly and executed in writing by our authorized representative.

Failure on our part to demand performance of any provision in the Terms shall not constitute a waiver of any of our rights under the Terms.

You may not assign or transfer your rights and obligations under the Terms without our prior written consent, which consent shall not be unreasonably withheld. Any attempted or actual assignment by you, without our prior consent, shall be null and void.

The section headings in the Terms are included for convenience only and shall take no part in the interpretation or construing of the Terms.

If any provision of the Terms is held to be illegal, invalid, or unenforceable by a competent court, then the provision shall be performed and enforced to the maximum extent permitted by law to reflect as closely as possible, the original intention of that provision, and the remaining provisions of the Terms shall continue to remain in full force and effect.