Effective Date: May 15th, 2019
TagLeaf Terms of Use (“Terms of Use Policy”)
This website is operated by TagLeaf, Inc. (“we”, “our”, “us” “or TagLeaf”). In exchange for access to any websites operated by TagLeaf, Inc. (collectively, the “Sites”), Visitors (“you”) must agree to enter into a contract with us (these “Terms of Use”). The Terms of Use of other Sites owned or operated by us may have different Terms from those stated here and such different provisions shall apply and take precedence over these Terms of Use on points of difference only if expressly so provided in such other Site’s terms of use. Contact us with any questions regarding Terms of Use (see Clause 20 below).
Please read these Terms of Use carefully. This document is a legal contract and, by any use of the Sites, you agree to these terms. If you do not agree to these Terms of Use, you are not authorized to access the Sites and you must discontinue use of all TagLeaf Sites immediately and all Access Credentials you may have been issued.
In the case of a conflict between these Terms of Use and any other written agreement between TagLeaf, and any company that purchases any TagLeaf service (“Client Company Agreement), the terms of such Agreement shall control with respect to use of the Sites by such Client Company’s “Authorized Users” (persons issued proper “Access Credentials” through the Client Company). For purposes of these Terms of Use hereinafter, such other persons as TagLeaf may provide with access to the Restricted Areas of the Sites (defined below) shall be subject to all restrictions applicable to Authorized Users unless TagLeaf expressly authorizes specific exceptions.“.
We reserve the right to change these Terms of Use at any time in our sole discretion. You should check the Sites from time to time to review the then-current Terms of Use. Your continued use of the Sites constitutes your acceptance of any changes to the Terms of Use.
You are required to comply with all applicable laws and regulations, including local, state, national, foreign, or international statutes, regulations, rules, orders, treaties, or other laws, in connection with your access to and use of the Sites and such further limitations as may be set forth in any notice from us. As a condition of your access and use of the Sites, you warrant that you will not use the Sites for any purpose that is unlawful or prohibited by the Terms of Use. We may restrict, suspend, or terminate your access to the Sites without notice to you if we believe that you have violated any law or these Terms of Use.
Without limiting the foregoing, you agree not to:
You further agree that you will only access the Sites through the interfaces we provide and that you will not violate or attempt to violate the security of the Sites, including, without limitation:
You further agree that, if you choose to access the Sites from outside the United States, you do so on your own initiative and are responsible for compliance with applicable laws. You agree to comply with all export and re-export restrictions and regulations of the Department of Commerce and any other United States or foreign agencies and authorities in connection with your use of the Sites, and you also agree that you will not transfer, or authorize the transfer, of any data or services to a prohibited person or country in violation of any applicable laws or regulations. In particular, but without limitation, data may not, in violation of any laws, be exported or re-exported (a) into any U.S. embargoed countries or (b) to anyone on the U.S. Department of Treasury’s Specially Designated Nationals List or the U.S. Department of Commerce Denied Persons List or the U.S. Department of Commerce Entity List (of proliferation concern) or the U.S. State Department List of Statutorily Debarred Parties. By using any data or services subject to any such restrictions and regulations, you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list.
Violations of system or network security may result in civil or criminal liability. In accordance with these Terms of Use, we will investigate and work with law enforcement authorities to prosecute users who are involved in such violations.
Access to many portions of the Sites (“Restricted Areas”) is restricted to Authorized Users with personal “Access Credentials” that are used to verify identity and access privileges. You agree that you are responsible for maintaining the confidentiality of your Access Credentials and agree not to share your Access Credentials or allow anyone to use your account in any way, and you agree not to use anyone else’s Access Credentials or Account. You also agree to take full responsibility for any activity that occurs through the use of your account or Access Credentials and notify TagLeaf immediately if there is some reason to believe any account or Credentials may have been compromised. Even if you notify us, you will be responsible for any damage caused by the breach of security, both before and after the notification.
The Sites contain business-related content that is neither intended nor appropriate for children. Accordingly, you may only register for or use the Sites if you are over the age of eighteen.
Whenever we ask you to identify yourself, or for other personal information, you agree to provide truthful, accurate, current, and complete information, and to keep this information current and accurate throughout the time you remain a user of the Sites. You also represent and warrant that you have obtained all necessary consents, approvals and authorizations to provide the personal information to us, and that you are not violating any laws, rules or regulations or the rights of any individual or entity by providing such personal information.
The TagLeaf Privacy Policy explains our handling of the personal information we maintain about you. By using the Sites, you indicate that you understand and agree to the information collection, use, and disclosure practices described in our Privacy Policy and any additional notices governing our online services, so you should review them before using the Sites. If you have questions about our privacy practices, please contact us at policies.privacy@tagleaf.com.
You also agree to respect the privacy of other users. If you obtain contact information for any other user through the Sites, you agree to use that contact information only for legitimate business communications and that you will not use information obtained from the Sites to send, cause to be sent, or assist in the transmission of, unsolicited commercial messages (also known as “spam”) to any other users through any medium. You also agree not to provide contact information for other users obtained through the Sites to any third party.
The entire contents of the Sites are subject to copyright protection under the laws of the United States and other countries. You acknowledge that misappropriation, misuse, or redistribution of content on the Sites could cause irreparable harm to TagLeaf or to third parties. With respect to the Restricted Areas, permission is granted to display, copy, distribute, and download the materials on the Sites for internal business use only, provided you do not modify the materials (except with respect to tools provided on a Site that expressly allow for users to download such tools and customize them for their own purposes) and that you retain all copyright and other proprietary notices contained in the materials. You may not, however, copy, reproduce, distribute, publish, enter into a database, display, perform, modify, create derivative works of, transmit, sell or offer for resale, or in any way exploit any part of the Sites without our express written permission. You also may not “mirror” any material contained on this Site on any other server without prior written permission from TagLeaf.
All rights in the product names, company names, trade names, logos, service marks, product packaging, and trade dress, whether or not appearing in large print or with the trademark symbol (collectively, the “Trademarks”) displayed on the Sites belong exclusively to TagLeaf or their respective owners and are prohibited from imitation, dilution, or confusing or misleading uses under national and international trademark and copyright laws. The use or misuse of the Trademarks or any materials, except as permitted herein, is expressly prohibited, and nothing stated or implied on the Sites confers on you any license or right under the Trademarks or any patent of TagLeaf or any third party.
If you wish to make a use of our content that is not permitted by these Terms of Use or by any technological restrictions we impose, you may contact us to describe your proposed use and ask for permission to use the content in the proposed manner, but you may not attempt to reverse-engineer or avoid any technological restrictions that we impose. If we grant permission to use our content in a manner that is inconsistent with these Terms of Use or with any technological restriction we impose, such permission is valid only when expressly stated in writing and headed “Special Permission.”
Any information provided on the Sites, whether contributed by Visitors, Authorized Users, or others is offered as general guidance for educational purposes AS IS with all faults and no warranties and does not constitute legal, medical, or other professional or technical advice or recommendations of TagLeaf. Whether any information is applicable and appropriate for use in any particular case should be evaluated with the help of qualified professionals in each case at your own risk.
Individual situations and laws vary by state and by circumstances and you are urged to obtain appropriate advice from qualified professionals in applicable jurisdictions.
Your correspondence or business dealings with, or participation in promotions of, advertisers or other users found on or through the Sites, including payment for and delivery of related goods or services, and any other terms, conditions, warranties, or representations associated with such dealings, are solely between you and such third party. You agree that we shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers or third parties on the Sites.
We may, as a convenience to users, provide links to third-party content and other websites on the Sites. We do not endorse, sponsor, or accept any responsibility for such material. We are not responsible for the content or privacy practices of any linked websites.
Our products and services, including the Sites, any User Submissions, and links from the Sites to any third-party websites, are provided AS IS, and we make NO REPRESENTATION OR WARRANTY OF ANY KIND with respect to them.
WE DISCLAIM, TO THE MAXIMUM EXTENT PERMITTED BY LAW, ANY AND ALL (a) WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE; (b) WARRANTIES AGAINST INFRINGEMENT OF ANY THIRD-PARTY INTELLECTUAL PROPERTY OR PROPRIETARY RIGHTS; (c) WARRANTIES RELATING TO THE TRANSMISSION OR DELIVERY OF THE SITES; (d) WARRANTIES RELATING TO THE ACCURACY, RELIABILITY, CORRECTNESS, OR COMPLETENESS OF DATA MADE AVAILABLE ON THE SITES OR OTHERWISE BY TAGLEAF; AND (e) WARRANTIES OTHERWISE RELATING TO PERFORMANCE, NONPERFORMANCE, OR OTHER ACTS OR OMISSIONS BY TAGLEAF OR ANY THIRD PARTY. FURTHER, THERE IS NO WARRANTY THAT THE SITES WILL MEET YOUR NEEDS OR REQUIREMENTS OR THE NEEDS OR REQUIREMENTS OF ANY OTHER PERSON.
WE MAKE NO WARRANTIES OR REPRESENTATIONS, EXPRESS OR IMPLIED, (a) THAT THE INFORMATION PROVIDED THROUGH THE SITES WILL BE FREE FROM ERROR, OMISSION, INTERRUPTION, DEFECT, OR DELAY IN OPERATION, OR FROM TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS; (b) THAT THE SITES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (c) THAT DEFECTS OR ERRORS IN THE SITES WILL BE CORRECTED; OR (d) THAT THE CONTENT ON THE SITES WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY INFORMATION ON THE SITES IS SUBJECT TO CHANGE WITHOUT NOTICE, AND WE DISCLAIM ALL RESPONSIBILITY FOR THESE CHANGES.
YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY CAUSE OF ACTION ARISING UNDER THESE TERMS OF USE IS YOUR RIGHT TO TERMINATE YOUR USE OF THE SITES OR SERVICES. YOU AGREE THAT WE WILL NOT BE LIABLE UNDER ANY CIRCUMSTANCES FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE OR OTHER DAMAGES, INCLUDING LOST PROFITS OR COSTS OR ATTORNEY’S FEES, ARISING OUT OF OR RELATING TO YOUR USE OF THE SITES, INCLUDING BUT NOT LIMITED TO BREACH OF CONTRACT, BREACH OF WARRANTY, DEFAMATION, NEGLIGENCE, OR STRICT LIABILITY. Because some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, our liability in such jurisdictions shall be limited to the extent permitted by law, but the provisions of this section shall in any case be interpreted to limit our liability to the greatest extent permitted by law.
IN THE EVENT THAT YOU HAVE A DISPUTE WITH ANOTHER VISITOR OR AUTHORIZED USER RELATED TO, ARISING FROM, OR IN ANY WAY CONNECTED WITH YOUR USE OF THE SITES, YOU RELEASE TAGLEAF FROM ANY CLAIMS, DEMANDS, AND DAMAGES OF EVERY KIND AND NATURE ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH A DISPUTE, AND AGREE TO HOLD TAGLEAF, HARMLESS IN CONNECTION WITH ANY SUCH DISPUTE.
YOU AGREE TO INDEMNIFY TAGLEAF AND OUR OFFICERS, DIRECTORS, OWNERS, EMPLOYEES, AGENTS, INFORMATION PROVIDERS, AFFILIATES, PARTNERS, AND LICENSORS (THE “TAGLEAF, PARTIES”) AGAINST, AND HOLD THE TAGLEAF PARTIES HARMLESS FROM, CLAIMS, LIABILITY, LOSSES, COSTS, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES) INCURRED AS A RESULT OF OR IN CONNECTION WITH YOUR USE OF THE SITES.
We reserve the right, at any time, to modify or discontinue, temporarily or permanently, any Site (or any part thereof), including the Restricted Areas, with or without notice. You agree that we shall not be liable to you or any third party for any modification, suspension, or discontinuance of a Site, except that this provision shall not vary TagLeaf’s obligations under its Client Company Agreements.
We reserve the right, in our sole discretion, to terminate, suspend, or limit your access to the Sites, or any portion thereof, at any time without notice to you. If we do so, the provisions of these Terms of Use will survive such termination, except that you will not be permitted to use the Sites to the extent that we terminate, suspend, or limit your access. You may also discontinue your own access to the Sites by contacting us in writing to request that your account be terminated.
Unless otherwise agreed in a separate TagLeaf agreement, these terms shall be governed by, and construed in accordance with, the laws of the State of California (without giving effect to its choice of law principles). You agree that jurisdiction and forum in any dispute shall be in the courts for Santa Cruz County, California.
These Terms of Use constitute the entire agreement between you and TagLeaf with respect to your use of the Sites, superseding any prior or contemporaneous communications and proposals in any form between you and TagLeaf; except for terms of Client Company Agreements or other separate agreements, which may specifically vary the application of this and other provisions.
If any part of these Terms of Use is determined to be invalid or unenforceable, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent and economic effect of the original provision, and the remainder of the Terms of Use shall remain in effect.
You agree that our failure to enforce any provisions of these Terms of Use or respond in any particular time-frame to a breach by you or others parties other parties does not in any way waive TagLeaf’s right to enforce subsequently any terms or conditions of the Terms of Use or to act with respect to a similar or other breach.
You agree that, except as may be otherwise expressly provided in these Terms of Use, there shall be no third-party beneficiaries of these Terms of Use.
You agree that no joint venture, partnership, employment, or agency relationship exists between you and TagLeaf as a result of these Terms of Use or your access to and use of the Sites. You further agree that a printed version of these Terms of Use and of any notice given in electronic form shall be admissible in judicial or administrative proceedings to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
Please contact us if you have any questions or comments about these Terms of Use.
Contact:
TagLeaf, Inc.
PO Box 5157
Santa Cruz, CA 95063
USA