TERMS of SERVICE
Thanks for using Appleseed’s products and services (“Services”).
You indicate your agreement to these Terms by clicking or tapping on a button indicating your acceptance of these Terms, by executing a document that references them, or by using the Services.
If you will be using the Services on behalf of an organization, you agree to these Terms on behalf of that organization and you represent that you have the authority to do so. In such case, “you” and “your” will refer to that organization.
1.1. Privacy. In the course of using the Services, you may submit content to Appleseed (including your personal data and the personal data of others) or third parties may submit content to you through the Services (your “Content”). We know that by giving us your Content, you are trusting us to treat it appropriately. Appleseed may share anonymized demographic and other data about the people submitting content using the Services with third parties. However, personal data like email address will not be shared with third parties.
1.2. Confidentiality. Appleseed will treat your Content as confidential information and only use and disclose it in accordance with these Terms (including our privacy policies). However, your Content is not regarded as confidential information if such Content: (a) is or becomes public (other than through breach of these Terms by Appleseed); (b) was lawfully known to Appleseed before receiving it from you; (c) is received by Appleseed from a third party without knowledge of breach of any obligation owed to you; or (d) was independently developed by Appleseed without reference to your Content.
2. Appleseed IP
2.1. Appleseed IP. Neither these Terms nor your use of the Services grants you ownership in the Services or the content you access through the Services (other than your Content). Except as permitted by Appleseed’s, these Terms do not grant you any right to use Appleseed’s trademarks or other brand elements.
3. User Content
3.1. User Content. The Services display content provided by others that is not owned by Appleseed. Such content is the sole responsibility of the entity that makes it available. Correspondingly, you are responsible for your own Content and you must ensure that you have all the rights and permissions needed to use that Content in connection with the Services. Appleseed is not responsible for any actions you take with respect to your Content, including sharing it publicly. Please do not use content from the Services unless you have first obtained the permission of its owner, or are otherwise authorized by law to do so.
3.2. Content Review. You acknowledge that, in order to ensure compliance with legal obligations, Appleseed may be required to review certain content submitted to the Services to determine whether it is illegal or whether it violates these Terms (such as when unlawful content is reported to us). We may also modify, prevent access to, delete, or refuse to display content that we believe violates the law or these Terms. However, Appleseed otherwise has no obligation to monitor or review any content submitted to the Services.
3.3. Third Party Resources. Appleseed may publish links in its Services to internet websites maintained by third parties. Appleseed does not represent that it has reviewed such third party websites and is not responsible for them or any content appearing on them. Trademarks displayed in conjunction with the Services are the property of their respective owners.
4. User Requirements
4.1. Legal Status. If you are an individual, you may only use the Service if you have the power to form a contract with Appleseed. None of the Services are intended for use by individuals less than 13 years old. If you are under 13 years old or do not have the power to form a contract with Appleseed, you may not use the Services. We recommend that parents and guardians directly supervise any use of the Services by minors. If you are not an individual, you warrant that you are validly formed and existing under the laws of your jurisdiction of formation and that you have duly authorized your agent to bind you to these Terms.
4.2. Embargoes. You may only use the Services if you are not barred under any applicable laws from doing so. If you are located in a country embargoed by United States or other applicable law from receiving the Services, or are on the U.S. Department of Commerce’s Denied Persons List or Entity List, or the U.S. Treasury Department’s list of Specially Designated Nationals, you are not permitted to purchase any paid Services from Appleseed.
5. Acceptable Uses
5.1. Legal Compliance. You must use the Services in compliance with, and only as permitted by, applicable law.
5.2. Your Responsibilities. You are responsible for your conduct, Content, and communications with others while using the Services. You must comply with the following requirements when using the Services:
(a) You may not misuse our Services by interfering with their normal operation, or attempting to access them using a method other than through the interfaces and instructions that we provide.
(b) You may not circumvent or attempt to circumvent any limitations that Appleseed imposes on your account (such as by opening up a new account to conduct a survey that we have closed for a Terms violation).
(c) Unless authorized by Appleseed in writing, you may not probe, scan, or test the vulnerability of any Appleseed system or network.
(d) Unless permitted by applicable law, you may not deny others access to, or reverse engineer, the Services, or attempt to do so.
(e) You may not transmit any viruses, malware, or other types of malicious software, or links to such software, through the Services.
(f) You may not engage in abusive or excessive usage of the Services, which is usage significantly in excess of average usage patterns that adversely affects the speed, responsiveness, stability, availability, or functionality of the Services for other users. Appleseed will endeavor to notify you of any abusive or excessive usage to provide you with an opportunity to reduce such usage to a level acceptable to Appleseed.
(g) You may not use the Services to infringe the intellectual property rights of others, or to commit an unlawful activity.
(h) Unless authorized by Appleseed in writing, you may not resell or lease the Services.
(i) If your use of the Services requires you to comply with industry-specific regulations applicable to such use, you will be solely responsible for such compliance, unless Appleseed has agreed with you otherwise. You may not use the Services in a way that would subject Appleseed to those industry-specific regulations without obtaining Appleseed’s prior written agreement. For example, you may not use the Services to collect, protect, or otherwise handle “protected health information” (as defined in 45 C.F.R. §160.103 under United States federal regulations) without entering into a separate business associate agreement with Appleseed that permits you to do so.
6. Suspension and Termination of Services
6.1. By You. You may delete the Appleseed app at any point and entirely at your discretion.
6.2. By Appleseed. Appleseed may limit, suspend, or stop providing the Services to you if you fail to comply with these Terms (such as a failure to pay fees when due), or if you use the Services in a way that causes legal liability to us or disrupts others’ use of the Services. Appleseed may also suspend providing the Services to you if we are investigating suspected misconduct by you.
9.3. Further Measures. If Appleseed stops providing the Services to you because you repeatedly or egregiously breach these Terms, Appleseed may take measures to prevent the further use of the Services by you, including blocking your IP address.
7. Changes and Updates
7.1. Changes to Terms. Appleseed may change these Terms at any time for a variety of reasons, such as to reflect changes in applicable law or updates to Services, and to account for new Services or functionality. Any changes will be posted to the location at which those terms appear. Appleseed may also provide notification of changes on its blog or via email. Changes will be effective no sooner than the day they are publicly posted. In order for certain changes to become effective, applicable law may require Appleseed to obtain your consent to such changes, or to provide you with sufficient advance notice of them. If you do not want to agree to any changes made to the terms for a Service, you should stop using that Service, because by continuing to use the Services you indicate your agreement to be bound by the updated terms.
10.2. Changes to Services. Appleseed constantly changes and improves the Services. Appleseed may add, alter, or remove functionality from a Service at any time without prior notice. Appleseed may also limit, suspend, or discontinue a Service at its discretion.
8. Disclaimers and Limitations of Liability
8.1. Disclaimers. While it is in Appleseed’s interest to provide you with a great experience when using the Services (and we love to please our customers), there are certain things we do not promise about them. We try to keep our online Services up, but they may be unavailable from time to time for various reasons. EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED “AS IS” AND Appleseed DOES NOT MAKE WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING THOSE OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OR ANY REGARDING AVAILABILITY, RELIABILITY, OR ACCURACY OF THE SERVICES.
8.2. Exclusion of Certain Liability. TO THE EXTENT PERMITTED BY APPLICABLE LAW, Appleseed, ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS, AND LICENSORS WILL NOT BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, PUNITIVE, OR EXEMPLARY DAMAGES WHATSOEVER, INCLUDING DAMAGES FOR LOST PROFITS, LOSS OF USE, LOSS OF DATA, ARISING OUT OF OR IN CONNECTION WITH THE SERVICES AND THESE TERMS, AND WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF Appleseed HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
8.3. Limitation of Liability. TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF EACH OF Appleseed, ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS, AND LICENSORS ARISING OUT OF OR IN CONNECTION WITH THE SERVICES AND THESE TERMS WILL NOT EXCEED THE GREATER OF: (A) THE AMOUNTS PAID BY YOU TO Appleseed FOR USE OF THE SERVICES AT ISSUE DURING THE 3 MONTHS PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY; AND (B) US$10.00.
8.4. Consumers. We acknowledge that the laws of certain jurisdictions provide legal rights to consumers that may not be overridden by contract or waived by those consumers. If you are such a consumer, nothing in these Terms limits any of those consumer rights.
8.5. Businesses. If you are a business, you will indemnify and hold harmless Appleseed and its affiliates, officers, agents, and employees from all liabilities, damages, and costs (including settlement costs and reasonable attorneys’ fees) arising out of a third party claim regarding or in connection with your use of the Services or a breach of these Terms, to the extent that such liabilities, damages and costs were caused by you.
9. Contracting Entity
9.1. Who you are contracting with. Unless otherwise specified in relation to a particular Service, the Services are provided by, and you are contracting with, Appleseed.
12.2. Appleseed. For any Service provided by Appleseed, the following provisions will apply to any terms governing that Service:
- Governing Law. Those terms are governed by the laws of the State of California (without regard to its conflict of laws provisions).
- Jurisdiction. Except if prohibited by applicable law, each party submits to the exclusive jurisdiction of the state courts located in Santa Clara County, California, and the federal courts located in the Northern District of California with respect to the subject matter of those terms.
10. Other Terms
Assignment. You may not assign these Terms without Appleseed’s prior written consent, which may be withheld in Appleseed’s sole discretion. Appleseed may assign these Terms at any time without notice to you.
Entire Agreement. These Terms (including the Additional Terms) constitute the entire agreement between you and Appleseed, and they supersede any other prior or contemporaneous agreements, terms and conditions, written or oral concerning its subject matter. Any terms and conditions appearing on a purchase order or similar document issued by you do not apply to the Services, do not override or form a part of these Terms, and are void.
Independent Contractors. The relationship between you and Appleseed is that of independent contractors, and not legal partners, employees, or agents of each other.
Interpretation. The use of the terms “includes”, “including”, “such as”, and similar terms, will be deemed not to limit what else might be included.
No Waiver. A party’s failure or delay to enforce a provision under these Terms is not a waiver of its right to do so later.
Precedence. To the extent any conflict exists, the Additional Terms prevail over this TOU with respect to the Services to which the Additional Terms apply.
Severability. If any provision of these Terms is determined to be unenforceable by a court of competent jurisdiction, that provision will be severed and the remainder of terms will remain in full effect.
Third Party Beneficiaries. There are no third party beneficiaries to these Terms.