Posted: October 20, 2014
Effective: October 20, 2014
Your Customer Information & Your Permissions
When you use our Cloud Services, you provide us with customer information, reports, content, email messages, contacts and other data related to your customers (“Customer Information “). Your Customer Information is yours. These Terms don’t give us any rights to your Customer Information except for the limited rights that enable us to offer the Cloud Services.
We need your permission to provide services such as hosting your customer information, backing it up, and sharing it when you ask us to. Our Services also provide you with features like photo thumbnails, document previews, email organization, easy sorting, editing, sharing and searching. These features and more may require our systems to access, store, and scan your Customer Information. By agreeing to our Terms of Service, you are giving us permission to do those things, and this permission also extends to the trusted third parties we work with.
Sharing Your Customer Information
Our Services let you share your Customer Information with others, such as technicians in the field, so please think carefully about what you share.
You’re responsible for your conduct, your customer information, and you must comply with our Acceptable Use Policy. Content in the Services may be protected by others’ intellectual property rights. Please don’t copy, upload, download or share content unless you know you have the right to do so.
We may review your conduct and content for compliance with these Terms and our Acceptable Use Policy, but you understand and acknowledge that we have no obligation to do so. We aren’t responsible for the content other people post and share via the Cloud Services.
Please safeguard your password to the Cloud Services, make sure that others don’t have access to it, and keep your account information current.
Finally, our Cloud Services are not intended for and may not be used by people under the age of 13. By using our Services, you are representing to us that you’re over the age of 13 years old.
Use of our Cloud Services requires you to download the iManifold application (“Application”) which may update automatically. So long as you comply with these Terms, we give you a limited, nonexclusive, nontransferable, revocable license to use the Application to access the Services. To the extent any component of the Application may be offered under an open source license, we’ll make that license available to you and the provisions of that license may expressly override some of these Terms. Unless the following restrictions are prohibited by law, you agree not to reverse engineer or decompile the Services, attempt to do so, or assist anyone in doing so.
The Services are protected by copyright, trademark, and other US and foreign laws. These Terms don’t grant you any right, title or interest in the Services, others’ content in the Services, iManifold Cloud trademarks, logos and other brand features. We welcome feedback, but note that we may use comments or suggestions without any obligation to you.
We respect the intellectual property of others and ask that you do, as well. We respond to notices of alleged copyright infringement if they comply with the law, and such notices should be reported using our DMCA Process. We reserve the right to delete or disable content alleged to be an infringement and terminate accounts of repeat infringers. Our designated agent for notice of alleged copyright infringement on the Services is:
North Park Innovations Group, Inc.
ATTN: iManifold Cloud
P.O. Box 900
6442 Route 242 E
Ellicottville, NY 14731
Billing. You can increase your number of users and add paid features to your account. We’ll automatically bill you from the date you sign up for service and on each periodic renewal until cancellation. Services are billed one month in advance. You’re responsible for all applicable taxes, and we’ll charge tax when required to do so.
No Refunds. You may cancel your iManifold Cloud Paid Account at any time but you won’t be issued any type of refund, in whole or in part.
Downgrades. Your Paid Account will remain in effect until it’s cancelled or terminated under these Terms. If you don’t pay for your Paid Account on time, we reserve the right to suspend it or delete your account.Changes. We may change the fees in effect but will give you advance notice of these changes via a message to the email address associated with your account.
iManifold Cloud for Business
Email address. If you sign up for an iManifold Cloud account with an email address provided by your employer, your employer may be able to block your use of iManifold Cloud until you transition to a iManifold Cloud for Business account or you associate your iManifold Cloud account with a personal email address.
Using iManifold Cloud for Business. If you join iManifold Cloud for Business account, you must use it in compliance with your employer’s terms and policies. Please note that iManifold Cloud for Business accounts are subject to your employer’s control. Your administrators may be able to access, disclose, restrict, or remove information in or from your iManifold Cloud for Business account. They may also be able to restrict or terminate your access to iManifold Cloud for Business account. If you convert an existing iManifold Cloud account into an iManifold Cloud for Business account, your administrators may prevent you from later disassociating your account from the iManifold Cloud for Business account.
You’re free to stop using our Services at any time. We also reserve the right to suspend or end the Services at any time, for any reason, at our sole and exclusive discretion and without notice. While we need not state a reason for cancelling services, one reason we may suspend or terminate your use of the Services is if you’re not complying with these Terms, or use the Services in a manner that would cause us legal liability, disrupt the Services or disrupt others’ use of the Services. Except for Paid Accounts, we reserve the right to terminate and delete your account if you haven’t accessed our Services for 12 consecutive months. We’ll of course provide you with notice via the email address associated with your account before we do so.
Services “AS IS”
We strive to provide great Services, but there are certain things that we can’t guarantee. TO THE FULLEST EXTENT PERMITTED BY LAW, iMANIFOLD CLOUD AND ITS AFFILIATES, SUPPLIERS AND DISTRIBUTORS MAKE NO WARRANTIES, EITHER EXPRESS OR IMPLIED, ABOUT THE SERVICES. THE SERVICES ARE PROVIDED “AS IS.” WE ALSO DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. Some states don’t allow the disclaimers in this paragraph, so they may not apply to you.
Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL iMANIFOLD CLOUD, ITS AFFILIATES, SUPPLIERS OR DISTRIBUTORS BE LIABLE FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES OR ANY LOSS OF USE, DATA, BUSINESS, OR PROFITS, REGARDLESS OF LEGAL THEORY, WHETHER OR NOT iMANIFOLD CLOUD HAS BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE; (B) AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES MORE THAN THE GREATER OF $20 OR THE AMOUNTS PAID BY YOU TO iMANIFOLD CLOUD FOR THE PAST 12 MONTHS OF THE SERVICES IN QUESTION. Some states don’t allow the types of limitations in this paragraph, so they may not apply to you.
Let’s Try To Sort Things Out First. We want to address your concerns without the need for a formal legal case. Before filing a claim against iManifold Cloud, you agree to try to resolve the dispute informally by contacting firstname.lastname@example.org. We’ll try to resolve the dispute informally by contacting you via email. If a dispute is not resolved within 15 days of submission, you or iManifold Cloud may bring a formal proceeding.
We Both Agree To Arbitrate. You and iManifold Cloud agree to resolve any claims relating to these Terms or the Services through final and binding arbitration, except as set forth under Exceptions to Agreement to Arbitrate below.
Arbitration Procedures. The American Arbitration Association (AAA) will administer the arbitration under its Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes. The arbitration will be held in the United States County where you live or work, Cuyahoga County (OH), or any other location we agree to.
Arbitration Fees and Incentives. The AAA rules will govern payment of all arbitration fees. iManifold Cloud will pay all arbitration fees for claims less than $5,000. If you receive an arbitration award that is more favorable than any offer we make to resolve the claim, we will pay you $1,000 in addition to the award. iManifold Cloud will not seek its attorneys’ fees and costs in arbitration unless the arbitrator determines that your claim is frivolous.
Exceptions to Agreement to Arbitrate. Either you or iManifold Cloud may assert claims, if they qualify, in small claims court in Cleveland (OH) or any United States county where you live or work. Either party may bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of the Cloud Services, or intellectual property infringement (for example, trademark, trade secret, copyright, or patent rights) without first engaging in arbitration or the informal dispute-resolution process described above.
No Class Actions. You may only resolve disputes with us on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations aren’t allowed.
Judicial forum for disputes. In the event that the agreement to arbitrate is found not to apply to you or your claim, you and iManifold Cloud agree that any judicial proceeding (other than small claims actions) will be brought in the federal or state courts of Cuyahoga County (OH). Both you and iManifold Cloud consent to venue and personal jurisdiction there.
These Terms will be governed by Ohio law except for its conflicts of laws principles.
These Terms constitute the entire agreement between you and iManifold Cloud with respect to the subject matter of these Terms, and supersedes and replaces any other prior or contemporaneous agreements, whether written or terms and conditions applicable to the subject matter of these Terms. These Terms create no third party beneficiary rights.
Waiver, Severability & Assignment
iManifold Cloud’s failure to enforce a provision is not a waiver of its right to do so later. If a provision is found unenforceable, the remaining provisions of the Terms will remain in full effect and an enforceable term will be substituted reflecting our intent as closely as possible. You may not assign any of your rights under these Terms, and any such attempt will be void. iManifold Cloud may assign its rights to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with the Services.
We may revise these Terms from time to time, and will always post the most current version on our website. If a revision meaningfully reduces your rights, we will notify you by, for example, sending a message to the email address associated with your account, posting on our blog or on this page. By continuing to use or access the Services after the revisions come into effect, you agree to be bound by the revised Terms.