Terms of Service
The website located at www.abovedata.io and www.above.us (the “Website”) is a copyrighted work belonging to Above Data, Inc. (“Above Data,” the “Company,” “us,” “our” and “we”). We provide services that enable our clients (“Clients”) to identify, access, compare, learn about and purchase data and insights and related solutions (collectively, with all other services provided, the “Services”), but these Services are not available through the Website at this time. Certain features of the Website or the Services may be subject to additional guidelines, terms or rules, which will be provided with such Services or posted on the Website in connection with such features. All such additional terms, guidelines, and rules are incorporated by reference into this Terms of Service Agreement (the “Agreement”).
THIS AGREEMENT SETS FORTH THE LEGALLY BINDING TERMS FOR YOUR USE OF THE WEBSITE. BY ACCESSING OR USING THE WEBSITE, YOU ARE ACCEPTING THIS AGREEMENT (ON BEHALF OF YOURSELF OR THE ENTITY THAT YOU REPRESENT) AND YOU REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT, AUTHORITY AND CAPACITY TO ENTER INTO THIS AGREEMENT (ON BEHALF OF YOURSELF OR THE ENTITY THAT YOU REPRESENT). YOU MAY NOT ACCESS OR USE THE WEBSITE OR ACCEPT THE AGREEMENT IF YOU ARE NOT AT LEAST 18 YEARS OLD. IF YOU DO NOT AGREE WITH ALL OF THE PROVISIONS OF THIS AGREEMENT, DO NOT ACCESS AND/OR USE THE WEBSITE.
1. USING THE WEBSITE
Accounts and Applicable Contract Terms
You represent and warrant that: (a) any registration information you submit to the Website is truthful and accurate; and (b) you will maintain the accuracy of such information. You may delete your personal or company account at any time, for any reason, by following the instructions on the Website. We may suspend or terminate your personal or company account in accordance with Section 9. If you register for a account, you will be presented with, and must agree to use and be bound by, the standard contract terms (the “Standard Contract Terms”). The Standard Contract Terms will govern all of the transactions agreed to between Above Data and the Client for the Services. If a separate contract has been executed by the Client and us, this document shall then supersede the Standard Contract Terms and be known as the Contract (the “Contract”).
Account Responsibilities
You are responsible for maintaining the confidentiality of your company account login information, for not sharing it with third parties and for all activities that occur under your company account. You agree to immediately notify us of any unauthorized use, or suspected unauthorized use, of your company account or any other breach of security. We cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.
Services
The terms and conditions for the provision of any Services will be governed by the Standard Contract Terms or the Contract, as applicable.
Payment Terms
If you are a Client, you agree to pay for the full cost of any Services that you may order through your account, as set forth during your order process. We will either invoice Client or automatically debit the credit card, charge card or, if available at the time, bank account you submitted in ordering the Services on the date of the order, and if you order a monthly service, each month thereafter. You hereby authorize us (directly or through our third-party payment processing service provider) to debit your credit card or bank account as described above. All payments are non-refundable, and, without limiting the foregoing, if Client pays by credit card, charge card or bank account, Client agrees not to subsequently attempt to reverse or cancel any such payment for any reason, including, without limitation, any dispute with us regarding the Services. All prices are exclusive of all taxes, levies or duties imposed by taxing authorities, and you are responsible for the payment of all such taxes, levies or duties. Any amounts not paid when due shall bear interest at the rate of one and one half percent (1.5%) per month, or the maximum legal rate if less.
2. WEBSITE
License
Subject to the terms of this Agreement, we grant to you a non-transferable, non-exclusive license to use the Website for your personal, noncommercial use.
Certain Restrictions
The rights granted to you in this Agreement are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, distribute, host or otherwise commercially exploit the Website; (b) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Website; (c) you shall not access the Website in order to build a similar or competitive service; and (d) except as expressly stated herein, no part of the Website may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Any future release, update, or other addition to functionality of the Website shall be subject to the terms of this Agreement. All copyright and other proprietary notices on the Website content must be retained on all copies thereof.
Modification
We reserve the right, at any time, to modify, suspend, or discontinue the Website or any part thereof with or without notice. You agree that we will not be liable to you or to any third party for any modification, suspension or discontinuance of the Website or any part thereof.
No Support or Maintenance
You acknowledge and agree that we will have no obligation to provide you with any support or maintenance in connection with the Website.
Ownership
Excluding your User Content (defined below), you acknowledge that all the intellectual property rights, including copyrights, patents, trademarks and trade secrets, in the Website are owned by us or our licensors. The provision of the Website does not transfer to you or any third party any rights, title or interest in or to such intellectual property rights. We and our suppliers reserve all related rights not granted in this Agreement.
3. USER CONTENT
User Content
“User Content” means any and all information and content that you may submit, post, upload or transmit to, by, using or through the Website. You are solely responsible for your User Content. You assume all risks associated with the use of your User Content, including any reliance on its accuracy, completeness or usefulness by others, or any disclosure of your User Content that makes you or any third party personally identifiable. You hereby represent and warrant that your User Content does not violate the Acceptable Use Policy (as defined below). You may not state or imply that your User Content is in any way provided, sponsored or endorsed by us. Because you alone are responsible for your User Content (and not us), you may expose yourself to liability if, for example, your User Content violates the Acceptable Use Policy. We are not obligated to backup any User Content and User Content may be deleted at any time. You are solely responsible for creating backup copies of your User Content if you desire.
License
You hereby grant, and you represent and warrant that you have the right to grant, to us an irrevocable, nonexclusive, royalty-free and fully paid worldwide license to reproduce, distribute, publicly display and perform, prepare derivative works of, incorporate into other works and otherwise use your User Content, and to grant sublicenses of the foregoing, solely for the purposes of providing you with the use of the Website. You agree to irrevocably waive (and cause to be waived) any claims and assertions of moral rights or attribution with respect to your User Content.
Acceptable Use Policy
The following sets forth our “Acceptable Use Policy”:
(a) You agree not to use the Website to collect, upload, transmit, display, or distribute any User Content: (i) that violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity or any other intellectual property or proprietary right; (ii) that is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another’s privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive, promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual or is otherwise objectionable; (iii) that is harmful to minors in any way; or (iv) that is in violation of any law, regulation or obligations or restrictions imposed by any third party.
(b) In addition, you agree not to use the Website to: (i) upload, transmit or distribute any computer viruses, worms or any software intended to damage or alter a computer system or data; (ii) send unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes or any other form of duplicative or unsolicited messages, whether commercial or otherwise; (iii) harvest, collect, gather or assemble information or data regarding other users, including e-mail addresses, without their consent; (iv) interfere with, disrupt or create an undue burden on servers or networks connected to the Website or violate the regulations, policies or procedures of such networks; (v) attempt to gain unauthorized access to the Website, other computer systems or networks connected to or used together with the Website, through password mining or other means; (vi) harass or interfere with another user’s use and enjoyment of the Website; or (vi) introduce software or automated agents or scripts to the Website so as to produce multiple accounts, generate automated searches, requests and queries, or to strip, scrape or mine data from the Website (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Website for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials).
Enforcement
We reserve the right (but have no obligation) to review any User Content, investigate, and/or take appropriate action against you in our sole discretion if you violate the Acceptable Use Policy or any other provision of this Agreement or otherwise create liability for us or any other person. Such acts may include removing or modifying your User Content, terminating your Company Account in accordance with Section 9 and/or reporting you to law enforcement authorities.
Feedback
If you provide us any feedback or suggestions regarding the Website (“Feedback”), you hereby assign to us all rights in the Feedback and agree that we shall have the right to use such Feedback and related information in any manner we deem appropriate. We will treat any Feedback you provide to us as non-confidential and non-proprietary. You agree that you will not submit to us any information or ideas that you consider to be confidential or proprietary.
Indemnity
You agree to indemnify and hold us (and our officers, employees and agents) harmless, including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of (a) your use of the Website, (b) your User Content, (c) your violation of this Agreement; or (d) your violation of applicable laws or regulations. We reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us and you agree to cooperate with our defense of these claims. You agree not to settle any matter without our prior written consent. We will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
4. THIRD PARTY SITES & ADS; OTHER USERS
Third Party Sites & Ads
The Website might contain links to third party websites, services and advertisements for third parties (collectively, “Third Party Sites & Ads”). Third Party Sites & Ads are not under our control and we are not responsible for any Third Party Sites & Ads. We provide these Third Party Sites & Ads only as a convenience and do not review, approve, monitor, endorse, warrant or make any representations with respect to Third Party Sites & Ads. You use all Third Party Sites & Ads at your own risk. When you link to a Third Party Site & Ad, the applicable third party’s terms and policies apply, including the third party’s privacy and data gathering practices. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction in connection with such Third Party Sites & Ads.
Release
You hereby release and forever discharge us (and our officers, employees, agents, successors and assigns) from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death and property damage), that has arisen or arises directly or indirectly out of, or relates directly or indirectly to, any interactions with, or act or omission of, other Website users or Third Party Sites & Ads. IF YOU ARE A CALIFORNIA RESIDENT, YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 IN CONNECTION WITH THE FOREGOING, WHICH STATES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
DISCLAIMERS
THE WEBSITE ARE PROVIDED “AS-IS” AND “AS AVAILABLE” AND WE (AND OUR SUPPLIERS) EXPRESSLY DISCLAIM ANY WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING THE WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY OR NON-INFRINGEMENT. WE MAKE NO WARRANTY THAT THE WEBSITE: (A) WILL MEET YOUR REQUIREMENTS; (B) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE BASIS; OR (C) WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL OR SAFE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
LIMITATION ON LIABILITY
IN NO EVENT SHALL WE BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFIT OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THIS AGREEMENT OR YOUR USE OF, OR INABILITY TO USE, THE WEBSITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE WEBSITE ARE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA RESULTING THEREFROM. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR (AND OUR SUPPLIERS’) LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO THE GREATER OF (A) FIFTY US DOLLARS ($50) OR (B) THE AMOUNTS YOU’VE PAID US IN THE PRIOR ONE MONTH (IF ANY). THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OF CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
5. TERM AND TERMINATION
Subject to this Section, this Agreement will remain in full force and effect while you use the Website. We may (a) suspend your rights to use the Website (including your company account) or (b) terminate this Agreement, at any time for any reason at our sole discretion, including for any use of the Website in violation of this Agreement. Upon termination of this Agreement, your personal or company account and right to access and use the Website will terminate immediately. You understand that any termination of your personal or company account involves deletion of your User Content associated therewith from our live databases. We will not have any liability whatsoever to you for any termination of this Agreement, including for termination of your personal or company account or deletion of your User Content. Even after this Agreement is terminated, all provisions that logically ought to survive termination of this agreement shall survive, including without limitation, Ownership, perpetual licenses, Indemnification, Limitation of Liability, Disclaimers and the General provisions.
5. GENERAL
Changes to Terms of Use
This Agreement is subject to occasional revision, and if we make any substantial changes, we may notify you by sending you an e-mail to the last e-mail address you provided to us (if any) and/or by posting notice of the changes on our Website. Any changes to this agreement will be effective upon the earlier of thirty (30) calendar days following our dispatch of an e-mail notice to you (if applicable) or thirty (30) calendar days following our posting of notice of the changes on our Website. These changes will be effective immediately for new users of our Website. You are responsible for providing us with your most current e-mail address. In the event that the last e-mail address that you have provided us is not valid, or for any reason is not capable of delivering to you the notice described above, our dispatch of the e-mail containing such notice will nonetheless constitute effective notice of the changes described in the notice. Continued use of our Website following notice of such changes shall indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes.
Dispute Resolution
(a) Governing Law and Venue. This Agreement shall be governed by the laws of the State of California without giving effect to any conflict of laws principles that may require the application of the law of another jurisdiction. Any action or proceeding relating to a claim or controversy at law or equity that arises out of or relates to this Agreement or the Site or Services (a “claim”) must be brought in a federal or state court located in San Francisco, California and each party irrevocably submits to the exclusive jurisdiction and venue of any such court in any such action or proceeding, unless such claim is submitted to arbitration as set forth below. Notwithstanding anything to the contrary, we may seek injunctive relief in any court having jurisdiction to protect its intellectual property or confidential or proprietary information.
(b) Contact Us First. If a dispute arises between us, our goal is to learn about and address your concerns and, if we are unable to do so to your satisfaction, to provide you with a neutral and cost effective means of resolving the dispute quickly. You agree that you will notify us about any dispute you have with us regarding our Website by emailing [email protected].
(c) Alternative Dispute Resolution. For any claim where the total amount of the award sought is less than $10,000 USD, the party requesting relief may choose to resolve the dispute through binding non-appearance-based arbitration in accordance with the following: (i) the arbitration will be provided through a nationally-recognized alternative dispute resolution provider mutually agreed upon by the parties; (ii) the arbitration will be conducted in one or more of the following manners at the option of the party initiating arbitration: telephone, online or written submissions; (iii) the arbitration will not involve any personal appearances by the parties or witnesses unless otherwise agreed by the parties; and (iv) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
(d) Improperly Filed Claims. All claims between you and us must be resolved in accordance with this Section 9.2. All claims filed or brought contrary to this Section shall be considered improperly filed. Should you file a claim contrary to this Section, we may recover attorneys’ fees and costs up to $1,000, provided that we have notified you in writing of the improperly filed claim, and you fail to promptly withdraw the claim. Similarly, should we file a claim contrary to this Section, you may recover attorneys’ fees and costs up to $1,000, provided that you have notified us in writing of the improperly filed claim and we fail to promptly withdraw the claim. The remedies in this subsection will not limit any other remedies that either party may have in law or in equity
Copyright/Trademark Information
Copyright © 2020, Above Data, Inc. All rights reserved. All trademarks, logos and service marks (“Marks”) displayed on the Website are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party that may own the Marks.
Contact Us
Above Data , Inc.
Address: 106 Lincoln Blvd, STE 100, San Francisco, CA 94129
Email: [email protected]