IMPORTANT - READ CAREFULLY: THESE INDIGENOUS TERMS OF SERVICE (THIS "AGREEMENT") ARE A LEGAL AGREEMENT BETWEEN YOU AND ANY COMPANY YOU REPRESENT (COLLECTIVELY, "YOU" AND "YOUR") AND INDIGENOUS, INC. ("INDIGENOUS", “WE”, “US” OR “OUR”).
THIS AGREEMENT APPLIES TO (1) YOUR USE OF INDIGENOUS’S WEBSITES, ONLINE AND/OR MOBILE SERVICES, (2) ALL SUBSCRIPTIONS FOR INDIGENOUS HOSTED SOFTWARE AS A SERVICE (“SAAS”) SOLUTIONS, AND (3) ANY OTHER RELATED SERVICES THAT INDIGENOUS MAY PROVIDE TO YOU IN CONNECTION WITH SUCH SAAS SOLUTIONS (COLLECTIVELY, THE “SERVICE”).
INDIGENOUS RESERVES THE RIGHT TO MAKE UNILATERAL MODIFICATIONS TO THIS AGREEMENT AND WILL PROVIDE NOTICE OF THESE CHANGES AS DESCRIBED BELOW.
For purposes of this Agreement, the definitions set forth below apply:
"Authorized User" means any of Your employees, representatives, consultants, contractors or agents authorized by Your administrator to access and use the Service on behalf of Your business, in each case subject to such person's agreement to be bound by the terms of this Agreement.
"Front End Code" means our user interface display and usability platform. This includes, but is not limited to, the layout, color scheme, HTML pages and source code, etc.
"Indigenous Materials" means any documentation, user guides or other materials provided by Indigenous to You in connection with Your use of the Service.
"Order Form" means any online or written subscription order form, purchase order, or similar document for the Service submitted by You either during an online subscription process or separately signed by You and submitted to Indigenous, and any future purchase order, order form, or similar document that makes reference to this Agreement.
"Subscription Term" means the use term for the applicable Service set forth on Your Order Form and any additional renewals of such term.
"Your Data" means registration information, information concerning Your Authorized Users and customers and contacts, business, marketing and financial information, and any similar data that You upload to the Service.
2. USE RIGHTS AND RESTRICTIONS
2.1 Eligibility. This Agreement is a contract between You and Indigenous. You must read and agree to these terms before using the Service. If You do not agree, You may not use the Service. You may use the Service only if You can form a binding contract with Indigenous, and only in compliance with this Agreement and all applicable local, state, national and international laws, rules and regulations. Any use or access to the Service by anyone under 13 is strictly prohibited and in violation of this Agreement.
2.2 Use Rights. Subject to the terms of this Agreement and the applicable Order Form, Indigenous hereby grants to You during the term of this Agreement a non-transferable (except as permitted below), non-exclusive right to permit Your Authorized Users to access and use the Service (and any Indigenous Materials provided to You) to allow You to perform the various business functions that the Service is designed to perform.
2.3 Restrictions. Your use of the Service is subject to the following restrictions: (i) You may not copy, distribute, or disclose any part of the Service in any medium, including without limitation by any automated or non-automated “scraping”; (ii) You may not transmit spam, chain letters, or other unsolicited email; (iii) Your use of the Service may not be on behalf of third parties unless a separate agreement between You and Indigenous permits use of the Service on behalf of Your clients (and in such case limited to use on behalf of clients for whom You have purchased access and use rights); (iv) except as expressly permitted herein or in a separate agreement between You and Indigenous, You may not license, sell, rent, lease, transfer, assign, distribute, display, host, outsource or otherwise commercially exploit or make the Service or the Indigenous Materials available to any third party; (v) You may not modify, make derivative works of, disassemble, reverse compile, or reverse engineer any part of the Service or Indigenous Materials (provided that reverse engineering is prohibited only to the extent such prohibition is not contrary to applicable law), or access or use the Service or Indigenous Materials in order to build a similar or competitive product or service; (vi) Your use of the Service must not cause undue strain or stress on the Indigenous network through excessive API calls or other non-standard use; (vii) You may not use any automated system, including without limitation “robots,” “spiders,” “offline readers,” etc., to access the Service in a manner that sends more request messages to the Indigenous servers than a human can reasonably produce in the same period of time by using a conventional on-line web browser (except that Indigenous grants the operators of public search engines revocable permission to use spiders to copy publically available materials from indigenous.io 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); (viii) You may not attempt to interfere with, compromise the system integrity or security of, or decipher any transmissions to or from the servers running the Service; (ix) You may not upload invalid data, viruses, worms, or other software agents through the Service; (x) except as expressly permitted herein or in a separate agreement between You and Indigenous, You may not collect or harvest any personally identifiable information from the Service; (xi) You may not impersonate another person or entity or otherwise misrepresent Your affiliation with a person or entity, conduct fraud, hide or attempt to hide Your identity; (xii) You may not interfere with the proper working of the Service; (xiii) You may not access any content on the Service through any technology or means other than those provided or authorized by the Service; and (xiv) You may not bypass the measures we may use to prevent or restrict access to the Service, including without limitation features that prevent or restrict use or copying of any content or enforce limitations on use of the Service or the content therein. Without limiting the generality of the foregoing, You are expressly prohibited from using any Front End Code for any purpose outside of the intended design and implementation of Your authorized use of the Service. Any replication or use of any aspect of the Front End Code or other Indigenous application or services for any purpose designed or intended to compete with Indigenous's solutions is strictly prohibited.
2.4 User Content. Some areas of the Service allow You, Your Authorized Users, or Your other users or customers to post or provide content, including Your Data, videos, images, music, comments, questions, and other content or information (any such materials You, Your Authorized Users, or Your other users or customers submits, posts, displays, or otherwise makes available on the Service is referred to as “User Content”). We claim no ownership rights over User Content created by You, Your Authorized Users, or Your other users or customers. The User Content remains Yours (or the property of Your Authorized Users or Your other users or customers); however, by providing or sharing User Content through the Service, You (on behalf of Yourself and Your Authorized Users and Your other users and customers) agree to allow others to view, edit, and/or share the User Content in accordance with Your settings and this Agreement. Indigenous has the right (but not the obligation) in its sole discretion to remove any User Content that is shared via the Service. Indigenous takes no responsibility and assumes no liability for any User Content that You or any other user or third-party posts, sends, or otherwise makes available over the Service. You shall be solely responsible for Your User Content and the consequences of posting, publishing it, sharing it, or otherwise making it available on the Service, and You agree that we are only acting as a passive conduit for Your online distribution and publication of Your User Content. You understand and agree that You may be exposed to User Content that is inaccurate, objectionable, inappropriate for children, or otherwise unsuited to Your purpose, and You agree that Indigenous shall not be liable for any damages You allege to incur as a result of or relating to any User Content.
You agree (on behalf of Yourself and Your Authorized Users and Your other users and customers) not to post User Content that: (i) may create a risk of harm, loss, physical or mental injury, emotional distress, death, disability, disfigurement, or physical or mental illness to You, to any other person, or to any animal; (ii) may create a risk of any other loss or damage to any person or property; (iii) seeks to harm or exploit children by exposing them to inappropriate content, asking for personally identifiable details or otherwise; (iv) may constitute or contribute to a crime or tort; (v) contains any information or content that we deem to be unlawful, harmful, abusive, racially or ethnically offensive, defamatory, infringing, invasive of personal privacy or publicity rights, harassing, humiliating to other people (publicly or otherwise), libelous, threatening, profane, obscene, or otherwise objectionable; (vi) contains any information or content that is illegal (including, without limitation, the disclosure of insider information under securities law or of another party’s trade secrets); (vii) contains any information or content that You do not have a right to make available under any law or under contractual or fiduciary relationships; or (viii) contains any information or content that You know is not correct and current. You agree that any User Content that You post does not and will not violate third-party rights of any kind, including without limitation any intellectual property rights or rights of privacy. To the extent that Your User Content contains music, You hereby represent that You are the owner of all the copyright rights, including without limitation the performance, mechanical, and sound recordings rights, with respect to each and every musical composition (including lyrics) and sound recording contained in such User Content and have the power to grant the license granted below. Indigenous reserves the right, but is not obligated, to reject and/or remove any User Content that Indigenous believes, in its sole discretion, violates any of these provisions.
2.5 User Content License. By posting or otherwise making available any User Content on or through the Service, You (on behalf of Yourself and Your Authorized Users and Your other users and customers) expressly grant, and You represent and warrant that You have all rights necessary to grant, to Indigenous a royalty-free, sublicensable, transferable, perpetual, irrevocable, non-exclusive, worldwide license to use, reproduce, modify, publish, list information regarding, edit, translate, distribute, syndicate, publicly perform, publicly display, and make derivative works of all such User Content and Your name, voice, and/or likeness as contained in Your User Content, in whole or in part, and in any form, media or technology, whether now known or hereafter developed, for use in connection with the Service and Indigenous’s (and its successors’ and affiliates’) business, including without limitation for promoting and redistributing part or all of the Service (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each user of the Service a non-exclusive license to access Your User Content through the Service, and to use, reproduce, distribute, display and perform such User Content as permitted through the functionality of the Service and under this Agreement.
2.6 Intellectual Property Rights. Except for Your User Content, Indigenous shall retain all right, title and interest (including all copyrights, patents, service marks, trademarks and other intellectual property rights) in and to the Service, all materials therein, and Indigenous Materials (including application development, business and technical methodologies, and implementation and business processes used by Indigenous to develop or provide the Service or Indigenous Materials), and any and all updates, enhancements, customizations, revisions, modifications, future releases and any other changes relating to any of the foregoing. Except for the limited access and use rights granted pursuant to this Agreement, You do not acquire any interest in the Service or Indigenous Materials. You agree that any suggestions, enhancement requests, feedback, recommendations or other information provided by You or any of Your Authorized Users relating to the Indigenous Service or the Indigenous Materials may be used by Indigenous without restriction or obligation to You.
2.7 Your Indigenous Account and Site. If You create a website using the Service, or otherwise use Indigenous to perform services on Your behalf, You agree that (i) You are responsible for maintaining the security of Your account and website, (ii) You shall post, and are solely responsible for posting, all applicable privacy policies or notifications on Your site, including instances in which Your site is hosted or maintained by Indigenous, and for making all appropriate disclosures to visitors to Your site and to other end users whose information You collect, and for obtaining any necessary consent(s) from such individuals, with respect to Your collection and use of personal information and including Your disclosure of user personal information to service providers such as Indigenous, and (iii) You are fully responsible for all activities that occur under the account and any other actions taken in connection with Your site. You must not describe or assign keywords to Your site in a misleading or unlawful manner, including in a manner intended to trade on the name or reputation of others, and Indigenous may change or remove any description or keyword that it considers inappropriate or unlawful, or otherwise likely to cause Indigenous liability. You must immediately notify Indigenous of any unauthorized uses of Your site, Your account or any other breaches of security. Indigenous will not be liable for any acts or omissions by You, including any damages of any kind incurred as a result of such acts or omissions. You acknowledge and agree that You will not collect or cause to be collected and shared with Indigenous or hosted on Indigenous’s servers certain types of personal information that could trigger state breach notification laws in the event the information is accessed by an unauthorized person, including, but not limited to, Social Security Numbers, driver’s license numbers, bank account numbers or credit card numbers. If such information is shared with Indigenous or hosted on Indigenous’s servers, Indigenous has the right, but not the obligation, to delete such information from its systems. In the event that an incident of unauthorized access or disclosure of such data triggers state breach notification laws because of Your breach of this section, You agree that You will be wholly responsible for the timing, content, cost and method of any such notice and compliance with such laws.
2.8 Responsibility of Website Visitors. Indigenous has not reviewed, and cannot review, all of the material, including computer software, posted to Your websites created using the Service, and cannot therefore be responsible for any content or materials posted or made available through such websites or the use or access to such websites. By providing the Service to allow You to operate Your websites, Indigenous does not represent or imply that it endorses the material there posted, or that it believes such material to be accurate, useful or non-harmful. You are responsible for taking precautions as necessary to protect Yourself and Your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. The Service may contain content that is offensive, indecent, or otherwise objectionable, as well as content containing technical inaccuracies, typographical mistakes, and other errors. The Service may also contain material that violates the privacy or publicity rights, or infringes the intellectual property and other proprietary rights, of third parties, or the downloading, copying or use of which is subject to additional terms and conditions, stated or unstated. Indigenous disclaims any responsibility for any harm resulting from the use by users of the Service, or from any downloading by those users of content there posted.
2.9 Content Posted on Other Websites. We have not reviewed, and cannot review, all of the material, including computer software, made available through the websites and webpages to which Indigenous links and that link to Indigenous. Indigenous does not have any control over those non-Indigenous websites and webpages, and is not responsible for their contents or their use. By linking to a non-Indigenous website or webpage, Indigenous does not represent or imply that it endorses such website or webpage. You are responsible for taking precautions as necessary to protect Yourself and Your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. Indigenous disclaims any responsibility for any harm resulting from Your use of non-Indigenous websites and webpages. You expressly relieve Indigenous from any and all liability arising from Your use of any third-party website, service, or content, including without limitation User Content submitted by other users of the Service.
3. MOBILE SOFTWARE
3.1 Mobile Software. We may make available software to access the Service via a mobile device (“Mobile Software”). To use the Mobile Software, You must have a mobile device that is compatible with the Mobile Software. Indigenous does not warrant that the Mobile Software will be compatible with Your mobile device. You may use mobile data in connection with the Mobile Software and may incur additional charges from Your wireless provider for these services. You agree that You are solely responsible for any such charges. Indigenous hereby grants You a non-exclusive, non-transferable, revocable license to use a compiled code copy of the Mobile Software for one Indigenous account on an unlimited number of mobile devices owned or leased solely by You. You may not: (i) modify, disassemble, decompile or reverse engineer the Mobile Software, except to the extent that such restriction is expressly prohibited by law; (ii) rent, lease, loan, resell, sublicense, distribute or otherwise transfer the Mobile Software to any third party or use the Mobile Software to provide time sharing or similar services for any third party; (iii) make any copies of the Mobile Software; (iv) remove, circumvent, disable, damage or otherwise interfere with security-related features of the Mobile Software, features that prevent or restrict use or copying of any content accessible through the Mobile Software, or features that enforce limitations on use of the Mobile Software; or (v) delete the copyright and other proprietary rights notices on the Mobile Software. You acknowledge that Indigenous may from time to time issue upgraded versions of the Mobile Software, and may automatically electronically upgrade the version of the Mobile Software that You are using on Your mobile device. You consent to such automatic upgrading on Your mobile device, and agree that the terms and conditions of this Agreement will apply to all such upgrades. Any third-party code that may be incorporated in the Mobile Software is covered by the applicable open source or third-party license EULA, if any, authorizing use of such code. The foregoing license grant is not a sale of the Mobile Software or any copy thereof, and Indigenous or its third-party partners or suppliers retain all right, title and interest in the Mobile Software (and any copy thereof). Any attempt by You to transfer any of the rights, duties or obligations hereunder, except as expressly provided for in this Agreement, is void. Indigenous reserves all rights not expressly granted under this Agreement.
3.2 Mobile Software from iTunes. The following applies to any Mobile Software You acquire from the iTunes Store (“iTunes-Sourced Software”): You acknowledge and agree that this Agreement is solely between You and Indigenous, not Apple, and that Apple has no responsibility for the iTunes-Sourced Software or content thereof. Your use of the iTunes-Sourced Software must comply with the App Store Terms of Service. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the iTunes-Sourced Software. In the event of any failure of the iTunes-Sourced Software to conform to any applicable warranty, You may notify Apple, and Apple will refund the purchase price for the iTunes-Sourced Software to You; to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the iTunes-Sourced Software, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be solely governed by this Agreement and any law applicable to Indigenous as provider of the software. You acknowledge that Apple is not responsible for addressing any claims of You or any third party relating to the iTunes-Sourced Software or Your possession and/or use of the iTunes-Sourced Software, including, but not limited to: (i) product liability claims; (ii) any claim that the iTunes-Sourced Software fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation; and all such claims are governed solely by this Agreement and any law applicable to Indigenous as provider of the software. You acknowledge that, in the event of any third-party claim that the iTunes-Sourced Software or Your possession and use of that iTunes-Sourced Software infringes that third party’s intellectual property rights, Indigenous, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by this Agreement. You and Indigenous acknowledge and agree that Apple, and Apple’s subsidiaries, are third-party beneficiaries of this Agreement as relates to Your license of the iTunes-Sourced Software, and that, upon Your acceptance of the terms and conditions of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement as relates to Your license of the iTunes-Sourced Software against You as a third-party beneficiary thereof.
4. PAID SERVICES
4.1 Billing Policies. Certain aspects of the Service may be provided for a fee or other charge. If You elect to use paid aspects of the Service, You agree to the applicable Indigenous Billing Policies as we may update them from time to time. Indigenous may add new services for additional fees and charges, and add or amend fees and charges for existing services, at any time in its sole discretion. Any change to our Billing Policies shall become effective in the billing cycle following notice of such change to You as provided in this Agreement.
4.2 Fees. The fees for paid aspects of the Service ("Fees") are set forth in the applicable Order Form and are payable in advance, irrevocable and non-refundable except as set forth in the Order Form and this Agreement. You agree to provide Indigenous with complete and accurate billing and contact information. Where payment by credit card is indicated in the Order Form, or You otherwise provide Indigenous with credit card information, You authorize Indigenous to bill such credit card (i) at the time that You order the Service set forth in the Order Form, (ii) for any billing frequency otherwise established in the Order Form, and (iii) at the time of any renewal, in each case for the amount charged plus any applicable sales taxes for any renewed Subscription Term. If Indigenous, in its discretion, permits You to make payment using a method other than a credit card, Indigenous will invoice You at the time of the initial Order Form and thereafter on a monthly basis in advance of the relevant billing period, and all such amounts invoiced will be due within ten (10) days of Your receipt of Indigenous's invoice. Late payments shall be subject to a service charge of one and one-half percent (1.5%) per month, or the maximum charge permitted by law, whichever is less.
4.3 Taxes. You shall pay all personal property, sales, use, value-added, withholding and similar taxes (other than taxes on Indigenous's net income) arising from the transactions described in this Agreement, even if such amounts are not listed on an Order Form. To the extent You are exempt from sales or other taxes, You agree to provide Indigenous, upon request, with the appropriate exemption certificate.
4.4 Non-Payment; Other Suspension Rights. Indigenous may terminate the Service if the billing or contact information provided by You is false or fraudulent. Indigenous also reserves the right, in its discretion, to suspend Your access and/or use of the Service: (i) where any payment is due but unpaid and You have been requested but failed to promptly cure such payment failure; or (ii) in the event a dispute arises on Your account as to who at Your business has authority to act or manage Your account and Indigenous is not promptly provided with written instructions from the interested parties associated with Your account that fully resolves the dispute. You acknowledge and agree that if a dispute arises as to management of Your account, then (a) if the listed owner of the account is a corporation, limited liability company or other registered entity, Indigenous may rely on public records (to the extent available) concerning the appropriate authorized executives or managers of Your entity; or (b) if the listed owner is a dba or sole proprietorship, or any other entity for which public records of control are not readily accessible online, Indigenous may assume that the person or entity that has been making payments on Your account has the authority to manage the account. You agree that Indigenous shall not be liable to You nor to any third party for any suspension of the Service resulting from Your non-payment of Fees or from a dispute as to the management rights to Your account.
4.5 Technical Support. Except as otherwise set forth in the Order Form, during the Subscription Term, You will be entitled at no extra charge to access online user guides and any additional standard technical support resources (collectively, "Technical Support") for the paid aspects of the Service offered by Indigenous from time to time, the terms of conditions of which may be described and updated from time to time on the support or customer care sections of the Indigenous website (www.Indigenous.io). Indigenous reserves the right to modify the posted terms and conditions for Technical Support at any time at its sole discretion.
4.6 California Residents. The provider of services is set forth herein. If You are a California resident, in accordance with Cal. Civ. Code §1789.3, You may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210 or (916) 445-1254.
5. PRIVACY; SECURITY
5.2 Security. We care about the integrity and security of Your personal information. However, we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use Your personal information for improper purposes. You acknowledge that You provide Your personal information at Your own risk.
5.3 Data loss. In the event that information under our control is acquired by an unauthorized party, Indigenous will promptly notify You and will use reasonable efforts to cooperate with Your investigations of the incident. If the incident triggers any third-party notice requirements under applicable laws, You agree that, as the owner of the Customer Data, You are responsible for the timing, content, cost, and method of any required notice and compliance with those laws.
6. DMCA Notice
6.1 DMCA Notice. Since we respect artist and content owner rights, it is Indigenous’s policy to respond to alleged infringement notices that comply with the Digital Millennium Copyright Act of 1998 (“DMCA”).
If You believe that Your copyrighted work has been copied in a way that constitutes copyright infringement and is accessible via the Service, please notify Indigenous’s copyright agent as set forth in the DMCA. For Your complaint to be valid under the DMCA, You must provide the following information in writing:
1. An electronic or physical signature of a person authorized to act on behalf of the copyright owner;
2. Identification of the copyrighted work that You claim has been infringed;
3. Identification of the material that is claimed to be infringing and where it is located on the Service;
4. Information reasonably sufficient to permit Indigenous to contact You, such as Your address, telephone number, and e-mail address;
5. A statement that You have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or law; and
6. A statement, made under penalty of perjury, that the above information is accurate, and that You are the copyright owner or are authorized to act on behalf of the owner.
The above information must be submitted to the following DMCA Agent:
Attn: DMCA Notice
Address: 3830 Valley Centre Drive, Suite 705-551, San Diego, CA 92130
UNDER FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY AND CIVIL PENALTIES, INCLUDING MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS’ FEES.
Please note that this procedure is exclusively for notifying Indigenous and its affiliates that Your copyrighted material has been infringed. The preceding requirements are intended to comply with Indigenous’s rights and obligations under the DMCA, including 17 U.S.C. §512(c), but do not constitute legal advice. It may be advisable to contact an attorney regarding Your rights and obligations under the DMCA and other applicable laws.
In accordance with the DMCA and other applicable law, Indigenous has adopted a policy of terminating, in appropriate circumstances, users who are deemed to be repeat infringers. Indigenous may also at its sole discretion limit access to the Service and/or terminate the accounts of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
7. CONFIDENTIALITY; USE OF NAMES
7.1 Confidential Information. For purposes of this Agreement, confidential information shall include the business terms in the Order Form, Your Data, the Service and the Indigenous Materials, and any information that is clearly identified in writing at the time of disclosure as confidential or that should be reasonably understood to be confidential by the receiving party given the nature of the information and the circumstances of its disclosure ("Confidential Information"). Each party agrees: (i) to receive and maintain in confidence all Confidential Information disclosed to it by the other party or by a third party; (ii) not to use the Confidential Information of the other party except to the extent necessary to perform its obligations or exercise rights hereunder; (iii) to limit the internal dissemination of Confidential Information to those employees and contractors of the recipient who have a need to know and an obligation to protect it; and (iv) to protect the confidentiality thereof in the same manner as it protects the confidentiality of similar information and data of its own (at all times exercising at least a reasonable degree of care in the protection of such Confidential Information). Indigenous will restrict its employees' access to Your Confidential Information to only those employees necessary to successfully provide the Service. Indigenous may disclose Confidential Information on a need-to-know basis to its contractors who are bound to maintain such information in strict confidence and use it only to facilitate the performance of their services for Indigenous in connection with the performance of this Agreement. Confidential Information shall not include information that: (1) is known publicly; (2) is generally known in the industry before disclosure; (3) has become known publicly, without fault of the recipient, subsequent to disclosure by the disclosing party; or (4) the recipient becomes aware of from a third party not bound by non-disclosure obligations to the disclosing party and with the lawful right to disclose such information to the recipient. This Section will not be construed to prohibit the disclosure of Confidential Information to the extent that such disclosure is required by law or order of a court or other governmental authority. The parties agree to give the other party prompt notice of the receipt of any subpoena or other similar request for such disclosure.
7.2 Credit Card Information. Indigenous agrees that it will retain and store any provided credit card information only for the minimum amount of time required for business, legal and/or regulatory purposes, and will use standard industry practices to protect such information from unauthorized access, disclosure or use.
7.3 Use of Names in Marketing. Indigenous may use Your business name in an appropriate and acceptable manner for standard marketing promotions, provided that Indigenous agrees to cease or alter such use at Your request where such use is contrary to Your branding policies, could cause any brand confusion in the market or is otherwise reasonably objectionable to You. Acceptable and standard marketing promotions include, but are not limited to: client listings, press releases, surveys, interviews, reputable business publications, television, and website presentation and promotion, etc.
8. TERM & TERMINATION
8.1 Standard Term. For paid aspects of the Service, unless a different term is specified in an Order Form between You and Indigenous, the initial term of for such aspects of the Service will begin on the submission or execution of Your Order Form and shall continue on a month-to-month basis until the subscription is terminated as provided for in this Section 8. The term of this Agreement will automatically terminate when all active Subscription Terms have been terminated.
8.2 Termination without Cause. You may terminate the Service for the next monthly Subscription Term by making an email or written request to Indigenous before that Subscription Term commences. Indigenous may terminate the Service by providing thirty (30) days prior email or written notice to You; the Indigenous Service will terminate at the end of the monthly Subscription Term which occurs at the end of the thirty (30) day notice period. Indigenous's termination rights are in addition to any suspension rights it may have under this Agreement.
8.3 Effect of Termination. Upon termination of this Agreement, all Fees then due and payable to Indigenous must be paid in full. Contingent upon its receipt of all such Fees, Indigenous will continue to make Your Data available for downloading through the termination date. In addition, for a period of thirty (30) days following termination, You may arrange for the downloading of Your Data by contacting Indigenous. Following this (30) day grace period, Indigenous may permanently remove Your Data from its systems. The provisions of this Agreement which by their nature are intended to survive expiration or termination shall survive, including but not limited to obligations concerning confidentiality, protection of intellectual property, indemnification and payment of unpaid Fees and expenses.
9. WARRANTIES/LIMITATION OF LIABILITY/INDEMNITY
9.1 No Warranty. EXCEPT AS OTHERWISE PROVIDED IN AN ORDER FORM, THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. USE OF THE SERVICE IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM COMPANY OR THROUGH THE SERVICE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING THE FOREGOING, INDIGENOUS, ITS SUBSIDIARIES, ITS AFFILIATES, AND ITS LICENSORS DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICE WILL MEET YOUR REQUIREMENTS; THAT THE SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE SERVICE.
INDIGENOUS DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICE OR ANY HYPERLINKED WEBSITE OR SERVICE, AND INDIGENOUS WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.
FEDERAL LAW, SOME STATES, PROVINCES AND OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION AND LIMITATIONS OF CERTAIN IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE DISCLAIMERS AND EXCLUSIONS UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
9.2 Indemnity. You agree to defend, indemnify and hold harmless Indigenous and its subsidiaries, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) Your use of and access to the Service, including any data or content transmitted or received by You; (ii) Your violation of any term of this Agreement, including without limitation Your breach of any of the representations and warranties above; (iii) Your violation of any third-party right, including without limitation any right of privacy or intellectual property rights; (iv) Your violation of any applicable law, rule or regulation; (v) User Content or any content that is submitted via Your account or by Your Authorized Users or Your other users or customers, including without limitation misleading, false or inaccurate information; (vi) Your willful misconduct; or (vii) any other party’s access and use of the Service with Your unique username, password or other appropriate security code.
9.3 Limitation of Liability. IN NO EVENT WILL INDIGENOUS BE LIABLE TO YOU FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF DATA, LOSS OF BUSINESS OR OTHER LOSS ARISING OUT OF OR RESULTING FROM THIS AGREEMENT EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING SHALL APPLY REGARDLESS OF WHETHER SUCH LIABILITY IS BASED ON CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR ANY OTHER THEORY OF LEGAL LIABILITY. UNDER NO CIRCUMSTANCES WILL INDIGENOUS BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN. IN ADDITION, IN NO EVENT WILL INDIGENOUS'S CUMULATIVE LIABILITY UNDER THIS AGREEMENT EXCEED THE AMOUNT PAID BY YOU TO INDIGENOUS DURING THE SIX (6) MONTH PERIOD PRECEDING THE ALLEGED LIABILITY EVENT OR $100, WHICHEVER IS GREATER.
SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS OF LIABILITY UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
The Service is controlled and operated from facilities in the United States and other jurisdictions in which Indigenous conducts business. Indigenous makes no representations that the Service is appropriate or available for use in other locations. Those who access or use the Service from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable United States and local laws and regulations, including but not limited to export and import regulations. You may not use the Service if You are a resident of a country embargoed by the United States, or are a foreign person or entity blocked or denied by the United States government.
10. GENERAL PROVISIONS
10.1 Notice. Notices regarding this Agreement to Indigenous shall be in writing and sent by first class mail or overnight courier (if from within the United States), or international courier, addressed to Indigenous, Attn. Contracts Administrator, 3830 Valley Centre Drive, Suite 705-551, San Diego, CA 92130. Indigenous may give notice applicable to Indigenous's general customer base by means of a general notice on the Service, and notices specific to You by electronic mail to Your designated contact's email address on record with Indigenous, or by written communication sent by first class mail or overnight courier (if to an address within the United States), or international courier, to Your address on record in Indigenous's account information. All notices shall be deemed to have been given three (3) days after mailing or posting (if sent by first class mail), upon delivery in the case of courier, or twelve (12) hours after sending by confirmed facsimile, email or posting to the Indigenous Service portal.
10.2 Assignment. You may not assign this Agreement without providing prior notice to and obtaining the consent of Indigenous, which shall not be unreasonably denied provided Your account is in good standing. Any purported assignment in violation of this Section shall be void.
10.3 Changes to this Agreement. Indigenous may, in its sole discretion, modify or update this Agreement from time to time, and so You should review this page periodically. When we change the Agreement in a material manner, we will update the ‘last modified’ date at the bottom of this page. Your continued use of the Service after any such change constitutes Your acceptance of the new Agreement. If You do not agree to any of these terms or any future Agreement, do not use or access (or continue to access) the Service.
10.4 Integration; Modification. This Agreement and the information incorporated into this Agreement by written reference (including reference to information contained in a URL or referenced policy), together with any applicable Order Form, represent the parties' entire understanding relating to the Indigenous Service, the Indigenous Materials and the Service, and supersede any prior or contemporaneous, conflicting or additional communications.
10.5 Governing Law; Arbitration. This Agreement shall be governed by the laws of the State of California without giving effect to conflict of laws principles. Any and all disputes, controversies and claims arising out of or relating to this Agreement or concerning the respective rights or obligations of the parties hereto shall be settled and determined by arbitration before a panel of one (1) arbitrator in San Diego County, California, pursuant to the Commercial Rules of the American Arbitration Association then in effect. Judgment upon the award rendered may be entered in any court having jurisdiction or application may be made to such court for a judicial acceptance of the award and an order of enforcement. The parties agree that the arbitrator shall have the power to award damages, injunctive relief and reasonable attorneys' fees and expenses to the prevailing party.
10.6 Force Majeure. Except for Your obligation to pay Fees for the Indigenous Service or other Service rendered, neither party will be responsible for failure of performance due to causes beyond its control. Such causes include (without limitation) accidents, acts of God, labor disputes, actions of any government agency, shortage of materials, acts of terrorism, or the stability or availability of the Internet or a portion thereof.
10.7 Export. You agree that U.S. export control laws and other applicable export and import laws govern Your use of the Indigenous Service, including Indigenous technology. You represent that You are neither a citizen of an embargoed country nor prohibited end user under applicable U.S. export or anti-terrorism laws, regulations and lists. You agree not to use or export, nor allow a third party to use or export, the Indigenous Service or technology in any manner that would violate applicable law, including but not limited to applicable export and import control laws and regulations.
10.8 Severability. If any provision of this Agreement is determined to be illegal or unenforceable, that provision will be limited to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect.
10.9 Relationship of Parties. No joint venture, partnership, employment, or agency relationship exists between Indigenous and You as a result of this Agreement or use of the Indigenous Service.
10.10 Waiver. The failure of either party to enforce any right or provision in this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by such party in writing.
10.11 Invalidity; Waivers. If any provision or portion of this Agreement is held invalid, illegal, void or unenforceable as it appears in this Agreement by reason of any rule of law, administrative or judicial provision or public policy, then such provision shall be construed as being enforceable to the extent such rule of law, administrative or judicial provision or public policy allows. All other provisions of this Agreement shall nevertheless remain in full force and effect. Neither of the parties shall be deemed to have waived any of its rights, powers or remedies hereunder unless the waiving party expresses such a waiver in writing.
10.12 Government End Use; Export Laws. If the Service is being provided on behalf of the United States Government, the Service will be deemed to be “commercial computer software” and “commercial computer software documentation,” respectively, pursuant to DFAR Section 227.7202 and FAR Section 12.212, as applicable. Any use, reproduction, release, performance, display or disclosure of the Service and any accompanying documentation by the United States Government will be governed solely by this Agreement and is prohibited except to the extent expressly permitted by this Agreement. The Service originates in the United States, and is subject to United States export laws and regulations. The Service may not be exported or re-exported to certain countries or those persons or entities prohibited from receiving exports from the United States. In addition, the Service may be subject to the import and export laws of other countries. You agree to comply with all United States and foreign laws related to use of the Service.
This Agreement was last modified on May 17, 2017.
Please read this Policy to learn more about the ways in which we collect and use your information. If we make any material changes to this Policy, we will notify you in accordance with the process described in the “Revisions or Changes” section of this Policy. By using our Service, you consent to our collection, use, and disclosure of your information as described in this Policy.
For the purposes of our Policy, when we refer to “you” or to a “customer” we mean any past, current or prospective customer of Indigenous, including any visitor or user of the Service.
Capitalized terms that are not defined in this Policy have the meaning given them in our Terms of Service.
Collection of Personal Information
What We Collect. In some situations you may provide us with your personally identifiable information, which could include your name, address, telephone number, email address, payment card number, and any other information we collect about you that by itself may not be personally identifiable information but if combined with other personally identifiable information could be used to identify you. We may also retain any messages you send through the Service, and may collect information you provide in User Content you post to the Service. We use this information to operate, maintain, and provide to you the features and functionality of the Service, as identified below in “ How We Use Personal Information”.
Customer Data. In providing our Service, our customers may upload personal data to our Service, which may include personal information or data about our customers’ end users (all of which we call “Customer Data”). For example, our customers provide Indigenous with email addresses and other contact information of their own customers so that Indigenous can provide email marketing services on their behalf. We collect and process this Customer Data solely on behalf of our Customers, and in accordance with our agreements with the Customers. We use or otherwise process Customer Data only as authorized and required by our Customers and as provided for in our agreements with our Customers.
Information We Collect from Social Networks. We may receive information about you when you interact with our Service through various social media, for example, by logging in through or liking us on Facebook or following us on Twitter. The data we receive is dependent upon your privacy settings with the social network. You should always review, and if necessary, adjust your privacy settings on third-party websites and services before linking or connecting them to the Service. You should also review the privacy policies of those social media sites as those policies affect your personal data while you are using those sites.
Third Party Data Collection. Please note that Indigenous provides some portions of the Service to third parties who create websites through the Service. This Policy does not apply to the data practices of those third parties because Indigenous does not control the data collection and use practices of such third parties collecting personal data. Please review the privacy policies of those third parties to confirm you agree with their terms.
General. We automatically collect certain types of usage information when you visit or use our Service. For instance, when you use our Service, we may send one or more cookies - a small text file containing a string of alphanumeric characters - to your computer that uniquely identifies your browser and lets us help you log in faster and enhance your navigation through the site. A cookie may also convey information to us about how you use the Service (e.g., the pages you view, the links you click, how frequently you access the Service, and other actions you take on the Service), and allow us to track your usage of the Service over time. We may collect log file information about your browser or mobile device each time you access the Service. Log file information may include information such as your web request, Internet Protocol (“IP”) address, browser type, information about your mobile device, referring / exit pages and URLs, number of clicks and how you interact with links on the Service, domain names, landing pages, pages viewed, and other such information. We may employ clear gifs (also known as web beacons) which are used to track the online usage patterns of our users. In addition, we may also use clear gifs in HTML-based emails sent to our users to track which emails are opened and which links are clicked by recipients. The information allows for more accurate reporting and improvement of the Service. We may also collect analytics data, or use third-party analytics tools, to help us measure traffic and usage trends for the Service. These tools collect information sent by your browser or mobile device, including the pages you visit, your use of third party applications, and other information that assists us in analyzing and improving the Service. Although we do our best to honor the privacy preferences of our Users, we are not able to respond to Do Not Track signals from your browser at this time, as we believe that there is no consistent industry standard for how to respond to Do Not Track browser settings.
Mobile Devices. When you access our Service by or through a mobile device, we may receive or collect and store a unique identification number associated with your device (“Device ID”), mobile carrier, device type and manufacturer, phone number, and, depending on your mobile device settings, your geographical location data, including GPS coordinates (e.g. latitude and/or longitude) or similar information regarding the location of your mobile device.
Photographs and Other Media. When you upload photographs or other media to the Service, those files may contain location information or other metadata. If you share content on the Service, then the content's metadata may be accessible to others.
Privacy Shield Notice
Indigenous complies with the EU-US Privacy Shield Framework as set forth by the US Department of Commerce regarding the collection, use and retention of personal information from European Union member countries. Indigenous adheres to the Privacy Shield Principles. We are committed to applying the Privacy Shield Principles to all EU personal data we receive. If there is any conflict between the terms of this Policy and the Privacy Shield Principles, the Privacy Shield Principles shall govern. To learn more about the Privacy Shield program and its Principles, please visit the Privacy Shield website (https://www.privacyshield.gov).
Our certifications do not cover the disclosure of an individual's personal information to a third party who processes the personal information for its own purposes when the disclosure is made at the request of the individual.
Inquiries or concerns regarding our privacy practices in relation to our Privacy Shield certification should be directed to (firstname.lastname@example.org). With respect to personal data received from the EU, Indigenous is subject to the investigatory and enforcement powers of the US Federal Trade Commission. Indigenous Software, Inc. and RVLVR, Inc., its wholly-owned US subsidiary, have further committed to refer unresolved Privacy Shield complaints to JAMS, an alternative dispute resolution provider located in the United States. If you do not receive timely acknowledgment of your complaint from us, or if we have not addressed your complaint to your satisfaction, please contact or visit https://www.jamsadr.com/eu-us-privacy-shield for more information or to file a complaint. The services of JAMS are provided at no cost to you. In certain circumstances, the Privacy Shield Framework provides the right to invoke binding arbitration to resolve complaints not resolved by other means, as described in Annex I to the Privacy Shield Principles.
Please note that Indigenous Software, Inc. and RVLVR, Inc., its wholly-owned US subsidiary, provide some portions of the Service to third parties who create websites through the Service. This Policy does not apply to the data practices of those third parties as we do not control the data collection and use practices of such third parties collecting personal data.
Indigenous complies with the Privacy Shield Principles for all onward transfers of personal data from the EU, including the onward transfer liability provisions
Right of Access. Some international users (including those whose personal data is within the scope of this Privacy Shield certification) have certain legal rights to access certain personal data we hold about them and to obtain its correction, amendment or deletion. To request your personal data, or to update your subscription preferences, please contact us by one of the methods described in the “Contact Us” section below.
If you make a request to delete your personal data and that data is necessary for the products or services you have purchased, the request will be honored only to the extent it is no longer necessary for any Service purchased or required for our legitimate business purposes or legal or contractual record keeping requirements.
Opting Out. You may opt out of having your personally identifiable information shared with third parties for reasons other than for the express purpose of delivering the purchased product or service requested and except as required by law. To do this, you may contact our Privacy Officer using the information in the “How to Contact Us” section of this Policy. You may opt out of receiving future promotional/marketing messages from us by clicking the “Unsubscribe” link found in the footer of our email messages. Please note that if you opt out of promotional/marketing messages, you may continue to receive certain communications from us, such as administrative and services announcements and/or messages about your account/profile.
Requirement to Disclose. We may disclose personal data when we have a good faith belief that such action is necessary to conform to legal requirements or to respond to lawful requests by public authorities, including to meet national security or law enforcement requirements; or to enforce our contractual obligations.
How We Use Data Collected Through Cookies, Log Files, Device Identifiers, Location Data and Clear Gifs. We may use the data collected through cookies, log files, device identifiers, location data and clear gifs information to: (i) remember information so that you will not have to re-enter it during your visit or the next time you visit our Service; (ii) provide custom, personalized content and information, including advertising; (iii) provide and monitor the effectiveness of our Service; (iv) monitor aggregate metrics such as total number of visitors, traffic, usage, and demographic patterns on our Service; (v) diagnose or fix technology problems; and (vi) otherwise to plan for and enhance our Service.
Third Party Tracking and Online Advertising. We may permit third party ad networks, social media companies, and other third party services to collect information about browsing behavior from visitors to our Service through cookies, social plug-ins, or other tracking technology. We may permit third party online advertising networks to collect information about your use of our Service over time so that they may play or display ads that may be relevant to your interests on our Service as well as on other websites or services. Typically, the information is collected through cookies or similar tracking technologies. One way to completely “opt out” of the collection of any information through cookies or other tracking technology is to actively manage the settings on your browser or mobile device. Please refer to your browser’s or mobile device’s technical information for instructions on how to delete and disable cookies, and other tracking/recording tools. (To learn more about cookies, clear gifs/web beacons and related technologies and how you may opt-out of some of this tracking, you may wish to visit http://www.allaboutcookies.org and/or the Network Advertising Initiative’s online resources at http://www.networkadvertising.org). Depending on your mobile device, you may not be able to control tracking technologies through settings. If you have any questions about opting out of the collection of cookies and other tracking/recording tools, you can contact us directly at email@example.com.
How We Use Personal Information
General. Indigenous may use personally identifiable information to respond to your inquiries and/or address other requests or questions; enable your use of the Service; contact you regarding your purchase; collect payments from you; and to send you goods or services purchased through the Service; information and updates related to your purchase; invoices; email notifications that you have specifically requested; email marketing communications relating to our business, which we think may be of interest to you; and email messages containing company news, product or service information. We may also use information collected through the Service for research regarding the effectiveness of the Service and related marketing, advertising and sales efforts. We may disclose your personally identifiable information (i) to the extent required by law or if we have a good faith belief that such disclosure is necessary in order to comply with official investigations or legal proceedings initiated by governmental and/or law enforcement officials or private parties, including but not limited to: in response to subpoenas, search warrants, or court orders; (ii) if we buy, sell, divest or transfer all or a portion of our company's business interests, assets, or both, or in connection with a corporate merger, consolidation, restructuring, or other company change, or (iii) as otherwise disclosed in the terms and conditions of our agreements with customers, including our Terms of Service.
Email. We may communicate with a customer through email using the customer's personal contact information on file in our systems to inform the customer of new products, important industry news or information about the Service and upgrades provided by Indigenous.
Disclosures to Third Parties - General. We may disclose information collected from a customer to our independent contractors and business partners who have agreed to (i) hold this information in confidence, and (ii) not use it for any purpose except to carry out the services they are providing for Indigenous. Such contractors and business partners include those hosting our Service or other data; managing the functionality of our Service; hosting customer relationship management, marketing automation, customer service and other software platforms on our behalf; processing credit or other payment card payments; collecting delinquent accounts; fulfilling and processing orders; delivering products you have ordered; conducting background checks if you submit an application for employment; assisting with marketing and promotions; and enabling us to send you email.
Disclosures to Third Parties - Specific. Indigenous and RVLVR, Inc., its wholly-owned US subsidiary, may have a number of partner programs designed to maximize our customers' ability to use our Service and to purchase complementary products and services that may be used in tandem with our Service. We may disclose information collected from a customer to one or more trusted partners (for example: billing information, including name, address, credit card number, government identification) for the purpose of such partner(s) providing assistance to the customer in its use of the Service and for the purpose of marketing complementary or value-add products and services to the customer. In each case such trusted partner will have agreed to (i) hold this information in confidence, and (ii) not use it for any purpose except for the purposes described above.
Disclosures of Aggregate Information. Indigenous may also disclose aggregate, anonymous data based on information collected from customers. Should a sale of all or a portion of Indigenous' business ever occur, collected customer information may be transferred along with the sale but the information will be treated in the same manner as set forth in this Policy and customers will be notified of the transfer. In the event of any significant changes to the manner in which your information is processed, we will request supplemental consent for the new uses of the information.
Disclosures Made by You That You Choose to Share. Any information or content that you voluntarily disclose for posting to the Service, such as User Content, becomes available to the public, as controlled by any applicable privacy settings. Subject to your profile and privacy settings, any User Content that you make public is searchable by other users. If you remove information that you posted to the Service, copies may remain viewable in cached and archived pages of the Service, or if other users have copied or saved that information. Without limiting the generality of the foregoing, if you use a bulletin board, blog, comment or discussion forum or chat room made available on the Service, you should be aware that any personally identifiable information you submit there can be read, collected or used by other users of these forums, could be used to send you unsolicited messages, and could be potentially searchable through search engines. We are not responsible for the potential misuse by third parties of any personally identifiable information that you choose to submit in these various forums.
How We Store and Protect Your Information
Storage and Processing. Your information collected through the Service may be stored and processed in the United States or any other country in which Indigenous or its subsidiaries, affiliates or service providers maintain facilities. Indigenous may transfer information that we collect about you, including personal information, to affiliated entities, or to other third parties across borders and from your country or jurisdiction to other countries or jurisdictions around the world. If you are located in the European Union or other regions with laws governing data collection and use that may differ from U.S. law, please note that we may transfer information, including personal information, to a country and jurisdiction that does not have the same data protection laws as your jurisdiction, and you consent to the transfer of information to the U.S. or any other country in which Indigenous or its parent, subsidiaries, affiliates or service providers maintain facilities and the use and disclosure of information about you as described in this Policy.
Data Integrity and Security. We use reasonable and diligent efforts to maintain accurate information on our customers, and have adopted and implemented reasonable industry standard physical, technical, and administrative security procedures to protect any such information collected. We constantly monitor our systems, which are protected using industry-standard security measures. Although Indigenous will use reasonable efforts to secure network communications and the Service, and in part because the Internet is not a 100% secure environment, we cannot guarantee that the information submitted to, maintained on, or transmitted from our systems will be completely secure.
Your Rights To Your Information
We give you the choice of receiving a variety of information related to our services. You can manage your communication preferences by following the instructions in each promotion email from us to unsubscribe, by sending us a message to firstname.lastname@example.org or by mail addressed to Indigenous Software, Inc., 3830 Valley Centre Drive, Suite 705-551, San Diego, CA 92130, attention Legal/Privacy Compliance. These choices do not apply to service notifications or other required communications that are considered part of Indigenous' services, which you may receive periodically unless you stop using or cancel our services.
EU residents, who have an unresolved privacy concern related to personal data processed or transferred by us, have the right to submit a complaint to a supervising authority.
Opting Out of Collection of Your Information for Tracking / Advertising. Please refer to your mobile device or browser’s technical information for instructions on how to delete and disable cookies and other tracking/recording tools. Depending on your type of device, it may not be possible to delete or disable tracking mechanisms on your mobile device. Note that disabling cookies and/or other tracking tools prevents Indigenous or its business partners from tracking your browser’s activities in relation to the Service, and for use in targeted advertising activities by third parties. If you have any questions about opting out of the collection of cookies and other tracking/recording tools, you may contact our Privacy Officer using the information in the “How to Contact Us” section of this Policy.
How Long We Keep Your Information. Following termination or deactivation of your account, Indigenous may retain your information for a commercially reasonable time for backup, archival, or audit purposes. Please contact us at email@example.com if you wish to delete your account and/or personal information. Please be aware that we will not be able to delete any content you have shared with others on the Service or with social media sites.
Access to Customer Information; Updating Customer Information. A customer may (i) access any of their personally identifiable information that we collect and maintain, or (ii) correct, update or delete their personally identifiable information maintained by us, in each case through the Account section of the Service or by contacting us by email or mail using the contact information provided below. We will try and respond to your request promptly and in all cases within 30 days. To protect customer privacy and security, we reserve the right to take reasonable steps to verify a customer's identity prior to granting access to or processing changes or corrections to such information. Except in the case when a customer requests the deletion of their personal information, we will retain a customer's personal information for so long as its account is active or as reasonably needed by us to provide our Service. We may also retain and use such information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements.
Other General Policies Relating to Privacy
Disclosures by Children. We believe that protecting the privacy of the very young is especially important and for that reason we will never collect or maintain information on the Service from those we actually know are under the age of 13, and no part of the Service is structured to attract anyone under 13. In the event that we learn that we have collected personal information from a child under age 13 without verification of parental consent, we will delete that information as quickly as possible. If you believe that we might have any information from or about a child under 13, please contact our Privacy Officer using the information in the “How to Contact Us” section of this Policy.
Third Party Sites. The Service may contain links to third party websites. Please note that the privacy and other policies of any such third party website may differ materially from this Policy. We strongly recommend that customers review the privacy policies of any such third party prior to submitting personally identifiable information. Indigenous has no control over and is not responsible for the information practices of other websites, including those to which we may link and those which may link to us.
Use of Testimonials. We may select and post customer testimonials on our Service, which may contain personally identifiable information such as your name and/or the city, state or country in which you live. We will obtain your consent prior to posting any testimonial with your name. If you post such content, it will be available to other users of the Service. Your posting may also become public and we cannot prevent such information from being used in a manner that may violate this Policy or the law. If you would like us to remove or delete your name or testimonial from our Service, you may contact Indigenous using the information in the “How to Contact Us” section of this Policy. Note that copies of information that you have updated, modified or deleted may remain viewable in cached and archived pages of the Service for a period of time.
Reviews. We may post customer reviews on the Service, which may contain personally identifiable information such as your name and/or the city, state or country in which you live. When submitting your review you are giving us permission to post your review on the Service. If you post such content, it will be available to other users of the Service. Your posting may also become public and we cannot prevent such information from being used in a manner that may violate this Policy or the law. If you would like us to remove your name or review from our websites or Service, you may contact Indigenous using the information in the “How to Contact Us” section of this Policy. Note that copies of information that you have updated, modified or deleted may remain viewable in cached and archived pages of the Service for a period of time.
Governing Law; Superseding Contract Terms. By choosing to visit and interact with Indigenous, you agree that your visit and any dispute regarding the protection of your privacy during such visit is subject to this Policy and the dispute resolution provisions in our Terms of Service. Please note that to the extent a customer enters into other contractual agreements with Indigenous, the privacy terms and conditions of such agreements (including the Terms of Service) may by express reference supplement or supersede portions of this Policy.
Revisions or Changes. We may modify or update this Policy from time to time to reflect the changes in our business and practices, and so you should review this page periodically. When we change this Policy in a material manner we will let you know and update the ‘last modified’ date at the bottom of this page.
How to Contact Us
General. If you have any questions or concerns about this Policy or the way your information is being used by Indigenous, or should you wish to contact us for any other reason described in this Policy, you can contact us (i) by email directed to firstname.lastname@example.org or (ii) by mail addressed to Indigenous Software, Inc., 3830 Valley Centre Drive, Suite 705-551, San Diego, CA 92130, attention Legal/Privacy Compliance.
Effective Date of Policy. This Policy was last modified as of the last date set forth below. If you would like to see an earlier version of this Policy, please contact us using one of the methods set forth above and specify the applicable date or time period for the prior Policy version requested.
This Policy was last modified on July 29, 2018.
Capitalized terms that are not defined in these Billing Policies have the meaning given them in our Terms of Service.
Usage of the Service constitutes your acceptance of these Billing Policies.
All accounts are set up on a prepaid basis. Payment must be received by Indigenous before any billable product or service is provided/activated. You are required to keep a valid credit/debit card on file to charge for recurring monthly subscription fees.
All international customers must pay by credit/debit card. Indigenous does not accept international checks.
Subscription billing is based on availability of products and services, not based on usage.
You are responsible for keeping all credit/debit card details and contact information current. This can be done online through the Account section of the Indigenous website.
All recurring subscriptions are automatically invoiced and charged to the credit/debit card on file.
Invoice and payment receipts are available to you through the Account section.
Credit/Debit Card Billing: All credit/debit cards are automatically charged on your specific billing cycle date. If the credit/debit card is declined, Indigenous will attempt to charge the card on file for 30 days.
Late Fee: All accounts more than 30 days past due may be assessed a late fee. No fewer than three attempts to contact the customer will be made before any late fee is assessed.
Delinquent Accounts: All accounts 30 days past due may be disabled until balances are paid in full. When disabled, all access will be suspended and data will be unavailable.
Deactivation: After an account is delinquent 60 days, it will be cancelled due to non-payment. Once cancelled, the customer will not be able to recover any files until the account is current. Application data will be stored for 30 days post cancellation. After that, application data will not be available. The account record and delinquent balance will be submitted to a third-party collection service.
Late Fee: Indigenous may assess a $15.00 late fee for accounts 30 days past due.
Chargebacks: If you initiate a chargeback, Indigenous may assess a $50.00 processing fee for each individual chargeback.
Returned Checks: Indigenous may assess a $50.00 processing fee on all returned checks.
Collections Fee: In the event an account is submitted to a third-party collection service, a $15.00 processing fee may be assessed to the existing account balance. This fee is in addition to any other fees previously assessed on the account.
Interest: Any charges not paid when due are subject to interest at a rate equal to the lesser of: (i) one and one-half percent (1.5%) per month or (ii) the maximum interest rate allowed by applicable law.
Invoices are generated and payments are collected at the beginning of each billing period. Billing periods typically begin on the day of the month in which the applicable subscription is purchased. You may cancel your subscription at any time in accordance with the Terms of Service. In the event you cancel your subscription, you will still have access to the Service through the end of the current billing period. Indigenous will not prorate any portion of unused subscription services. All subscription fees are nonrefundable.
Indigenous accepts payments via credit/debit card. Payment by any other means, such as by check, is on a per-customer basis and must be agreed to by Indigenous. Checks must be paid in U.S. dollars and issued from a U.S. bank. Payment by check is acceptable only for prepayment of six or twelve months of subscription services.
Cancellation requests must be made to an Indigenous representative in email or writing. Indigenous will send an email to you to confirm the cancellation request. Cancellations will take effect on the last day of the billing period in which the cancellation request was received.
Closing an account with Indigenous cannot be done by simply canceling the credit/debit card. Indigenous will continue to treat this as an open account and the billing cycle will continue, resulting in a past due account that may be turned over to a third-party collection service. It is imperative that account cancellation is done in accordance with the foregoing.
Cancellation of an account does not dismiss outstanding invoices. At the time of cancellation, any outstanding balance must be settled. All cancelled accounts with an outstanding balance may be automatically turned over to a third-party collection service.
As a current or prior customer of Indigenous, you agree to provide Indigenous 30 days to attempt settlement of any billing dispute before disputing with any third-party credit/debit card company or bank. Indigenous must be the first option in billing disputes. Should Indigenous receive a chargeback from a third-party credit/debit card company or bank on your behalf before Indigenous has been given a chance to resolve the issue, Indigenous has the right to collect on the rendered services and any fees associated with those disputes. Regardless of the outcome of the chargeback, Indigenous retains the right to collect on any rendered services or fees that are due. Indigenous will submit any disputed amounts to a collection agency. Once a chargeback has been received, Indigenous will immediately suspend the account until the matter is resolved.
Subscription and Service fees are nonrefundable.
Changes to These Billing Policies
Indigenous may, in its sole discretion, modify or update these Billing Policies from time to time, and so you should review this page periodically. When we change these Billing Policies in a material manner, we will update the ‘last modified’ date at the bottom of this page. Your continued use of the Service after any such change constitutes your acceptance of the new Billing Policies. If you do not agree to any of these terms or any future Billing Policies, do not use or access (or continue to access) the Service.
Q. How do I get copies of my invoice?
A. Invoices can be accessed via the Account section of your Indigenous application by clicking on the "Account" link and then clicking on the "Billing" link.
Q. How can I see how much I owe on my account?
A. Any outstanding balances can be seen in the Account section accessed through your Indigenous application.
Q. How can I update my credit/debit card?
A. Credit/debit cards can be updated by accessing the Account section within your Indigenous application. This is done by clicking on "Account" link and then clicking on the "Billing" link. You may then review or modify your credit/debit card by clicking on “Modify Payment Method.”
Q. How can I cancel my account?
A. All account cancellation requests must be made to an Indigenous representative by email or in writing.
Q. Can I change my billing date?
A. Currently, billing dates cannot be changed.
Q. Can you split payments towards my monthly fee between two cards?
A. No. Indigenous requires each payment to be charged to one card only.
Q. Can I pay by check instead?
A. Payment by check is on a per-customer basis and must be agreed to by Indigenous. Checks must be paid in U.S. dollars and issued from a U.S. bank. Payment by check is accepted only for prepayment of six or twelve months of subscription services.
Q. Can I put my account on hold?
A. No. Indigenous provides services on a continuing basis, but customers are welcome to start a new account with us after they have cancelled, if no past due balance exists.
Q. When is my next bill date?
A. All billing information can be viewed within your Indigenous application by clicking the "Account" link.
Q. How can I make a payment?
A. Payments can be remitted online through the Account section.
Q. What forms of payment can I use?
A. Indigenous accepts payments via credit/debit card. Payment by check is on a per-customer basis and must be agreed to by Indigenous. Checks must be paid in U.S. dollars and issued from a U.S. bank.
Q. Why was I was double charged this month?
A. Chances are the credit/debit card charge from the previous month declined and did not clear until this month. You can review all invoices and payments at the Account section within your Indigenous application.
Q. I haven't been using the system, so why am I getting billed?
A. Indigenous does not bill based on usage. Whether you choose to actually log in and use the system is up to you.
Q. I cancelled my account. Why is Indigenous following up with me about my outstanding balance?
A. Cancellation of your subscription does not dismiss outstanding balances.
Please contact us for any other questions or concerns about our billing policy at email@example.com.
These Billing Policies were last modified on May 17, 2017.