These Terms and Conditions constitute a legally binding agreement (the “Agreement”) between you (“you”, “your”, or “Customer”) and Junify Corporation (“Junify”, “we”, “us”, or “our”), a Delaware corporation, governing your use of our application, website, and technology platform (collectively, the “Platform”).
Throughout this Agreement, “Customer” means any individual, group, organization, or company that has subscribed to the Platform and has agreed to this Agreement and “User” means individual who is authorized by the Customer to use the Platform and has agreed to this Agreement, for whom a subscription to the Platform. Users may include but are not limited to the employees, consultants, clients, external users, customers, contractors, and agents of the Customer or the Customer’s affiliate. The Platform provides one or more of the following: 1) allows Users of a Customer to access cloud applications, data, features, and tools on multiple devices, 2) communication platform (both unidirectional and multidirectional), 3) ability to execute certain actions from within or through Platform, 4) gather data, create notifications, and run reports on Customer and User usage of the Platform, 5) while the working switch is on, if the Focus feature is turned on, gather data on app usage, number of text messages, and minutes on the phone to create notification, run reports, and limit app usage during working time, and 6) other features that may be added from time-to-time.
By using the Platform, you expressly acknowledge that you understand this Agreement and accept all of its terms. If you do not agree to be bound by the terms and conditions of this Agreement, you may not use or access the Platform.
- Modifications. We reserve the right to modify this Agreement at any time, effective upon posting the amended terms anywhere on the Platform. If we make changes, we will notify you that there has been an update the next time you access the Platform and by revising the last updated date at the top of this Agreement. You are responsible for regularly reviewing this Agreement. Continued use of the Platform after any such changes shall constitute your consent to such changes. If you do not agree to any such changes you may not use or access the Platform.
- Access Rights. Subject to the terms of this Agreement, for so long as you have an active account, we hereby grant you a limited personal, worldwide, non-exclusive, non-transferable, non-sublicensable, non-assignable, and royalty-free right to access and use the Platform solely for your internal business or organization’s operations. You will be responsible for maintaining the security of your equipment and account access passwords (to the extent they are still used with the Platform), and will use reasonable efforts to prevent any unauthorized use of the Platform. You agree to immediately notify us in writing of any unauthorized use that comes to your attention. If there is unauthorized use by anyone who obtained access to the Platform directly or indirectly through you, you will take all steps reasonably necessary to terminate the unauthorized use. You will be responsible and liable for all activity conducted through your Users’ accounts. You will cooperate and assist with any actions taken by us to prevent or terminate unauthorized use of the Platform.
- Fees. Once any promotional or free sign up period ends, a valid credit card is required for all accounts. Fees for the Platform are billed in advance on either a monthly or annual basis. There will be no refunds for unused User accounts on the Platform, downgrade refunds, or refunds for days or months unused with an active account. If payment of any fees is not made when due and payable, a late fee will accrue at the rate of the lesser of one and one-half percent (1.5%) per month or the highest legal rate permitted by law and/or the account will be suspended. When using the Focus feature where a portion of a Customer’s payment to us will be routed to Users, you hereby agree that you are responsible for any taxes and reporting related to the amounts that are routed to your Users on your behalf. Downgrading your account may cause loss of content, features, or capacity. We do not accept liability for such loss.
- Taxes. All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities and you shall be responsible for payment of all such taxes, levies, or duties, excluding only United States (federal or state) income or sales taxes.
- Form of Payment. Unless otherwise agreed to in writing, we accept payment via credit card only. Payments may be made via the Platform, but if not available, may be processed using a credit card authorization form.
- Focus Payments. For payments we make to Users through our Focus feature, you expressly authorize our service provider, Dwolla, Inc. to originate credit transfers to your financial institution account.
- Modifications to the Platform. We reserve the right at any time and from time-to-time to modify or discontinue, temporarily or permanently, the Platform (or any part thereof) with or without notice.
Use of Platform
- Accurate Information. When you create and maintain an account with us, you must provide us information that is accurate, complete, and current at all times. Failure to do so constitutes a breach of this Agreement, which may result in immediate termination of your account on the Platform.
Restrictions. You will not, and will not permit or authorize third parties to:
- rent, lease, or otherwise permit third parties to use the Platform;
- use the Platform to provide services to third parties (e.g., as a platform bureau);
- breach, circumvent, tamper with, or disable any security or other technological features or measures of the Platform;
- attempt to probe, scan, or test the vulnerability of any systems related to the Platform, including penetration or load tests;
- attempt to discover the underlying structure, technology, or algorithms of the Platform;
- copy, modify, distribute, sell, or lease any part of the Platform;
- use the platform while operating a motor vehicle;
- install the Platform on a device that you do not legally own; or
- use any of our logos used in our Platform that are not owned by you.
- Compliance. The Platform and any related software is subject to applicable export control laws and regulations. You agree to comply strictly with all such laws and regulations as they relate to the Platform and such software, and, to the extent consistent with this Agreement, to obtain any necessary license or other authorization to export, re-export, or transfer the Platform or such software when required. You agree to use the Platform in compliance with all other applicable laws and to indemnify and hold us and our affiliates, officers, employees, directors, contractors, and agents harmless from any from any and all losses, damages, expenses, including reasonable attorneys’ fees, rights, claims, and actions of any kind arising out of or relating to your use of the Platform or your violation of this Agreement.
- Rights. You will not have any rights to the Platform except as expressly granted in this Agreement. We reserve all rights to the Platform not expressly granted to you in accordance with this Agreement.
- Suggestions. If you provide any feedback to us concerning the functionality and performance of the Platform (including identifying potential errors and improvements), you hereby assign to us all right, title, and interest in and to the feedback, and we are free to use the feedback without payment or restriction
- Communication. You agree to accept messages, notifications, and communication from us regarding and related to your use of the Platform.
Cancellation and Termination.
- Cancellation. You are solely responsible for properly canceling your account. You can cancel your account at any time by sending us an e-mail at [email protected] specifying that you would like to cancel. All information or other content that you enter or upload to the Platform (“Content”) will be deleted from the active and passive instances of the Platform at a reasonable time after cancellation. Content does not include statistics or aggregated data related to use, access, or other non-identifiable information about your use. Your information and Content cannot be recovered or accessed once your account is cancelled. If you cancel the Platform before the end of your current paid up month or year, your cancellation will take effect immediately and you will not be charged again.
- Termination. We, in our sole discretion, have the right to suspend or terminate your account and refuse any and all current or future use of the Platform for any reason at any time, including your active or passive attempts at disrupting the Platforms or disrupting the use of the Platform by others. Such termination of the Platform will result in the suspension or deletion of your account or your access to your account, and the forfeiture and deletion of all Content in your account. We reserve the right to refuse the Platform to anyone for any reason at any time. Except for paying accounts, if you stop using the Platform for more than 6 consecutive months, your accounts may also be terminated.
- Disclaimer. The Platform is provided on an “as-is” basis and we disclaim any representation or warranty of any kind, whether express, implied (either in fact or by operation of law), or statutory, as to any matter whatsoever. We expressly disclaim all implied warranties of merchantability, fitness for a particular purpose, quality, accuracy, title, and non-infringement. We do not warrant that the Platform is error-free or that operation of the Platform will be secure or uninterrupted.
- Ownership of Content. Each Customer owns their respective data, regardless of the source, on the Platform. You agree to provide us the right, and any right needed, to use the Content to provide you service, access, and use of the Platform.
Limitation of Liability
To the maximum extent permitted by applicable law, in no event shall we, our affiliates, directors, employees, contractors, agents, or licensors be liable for
- any indirect, punitive, incidental, special, consequential or exemplary damages, including without limitation damages for loss of profits, goodwill, use, data, or business or other intangible losses, or the cost of procurement of substitute goods, platform, or technology;
- any matter beyond its reasonable control; and/or
- any amounts that exceed the fees paid by you for the platform in the preceding 12 months.
Without limiting the foregoing, under no circumstances will we be responsible for any damage, loss, or injury resulting from hacking, tampering, other unauthorized access or use of the platform or your account or the information or Content contained therein. To the maximum extent permitted by applicable law, we assume no liability or responsibility for any
- errors, mistakes, or inaccuracies of Content;
- personal injury or property damage, of any nature whatsoever, resulting from your access to and use of our platform;
- any unauthorized access to or use of our secure servers and/or any and all personal information stored therein;
- any interruption or cessation of transmission to or from the platform;
- any bugs, viruses, trojan horses, or the like that may be transmitted to or through our platform by any third party;
- any errors or omissions in any Content or for any loss or damage incurred as a result of the use of any Content posted, emailed, transmitted, or otherwise made available through the platform; and/or
- User Content or the defamatory, offensive, or illegal conduct of any third party.
- This limitation of liability section applies whether the alleged liability is based on contract, tort, negligence, strict liability, or any other basis, even if we have been advised of the possibility of such damage. The foregoing limitation of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction.
- To the maximum extent permitted by applicable law, in no event shall we, our affiliates, directors, employees, contractors, agents, or licensors be liable for
- Reliability of Platform. We provide connectors that interact with third party applications whose vendors we may or may not have a commercial or contractual relationship with. We continuously monitors the working condition of these connectors and are committed to resolving any issues that may arise from a vendor changing the login procedure of its application. You understand that we are not liable or can be held responsible for any changes in third party applications and interoperability can be broken temporarily or permanently. Furthermore, we have no commitments to ensuring the working condition of any custom connectors built by you.
- Security. We have implemented commercially reasonable technical and organizational measures designed to secure your personal information and Content from accidental loss and from unauthorized access, use, alteration, or disclosure. However, we cannot guarantee that unauthorized third parties will never be able to defeat those measures or use your personal information and Content for improper purposes. You acknowledge that you provide your personal information at your own risk.
- Assignment. This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by us without restriction.
- Third-Party Rights. This Agreement does not create any third-party beneficiary rights.
- Governing Law. This Agreement shall be governed by the laws of the State of California without regard to the principles of conflicts of law. You hereby expressly agree to submit to the exclusive personal jurisdiction of the federal and state courts located in San Francisco, California, for the purpose of resolving any dispute relating to your access to or use of the Platform.
- Conflict. If there is a conflict between any specific term in this Agreement and any other agreement between you and Junify, the other agreement shall control for that conflict.
- Force Majeure. If performance of this Agreement, or any obligation hereunder (other than the obligation to pay) is prevented, restricted, or interfered with by any act or condition whatsoever beyond the reasonable control of the affected party (including without limitation the failure of any suppliers or licensors to perform), the party so affected, upon giving prompt notice to the non-affected party, will be excused from such performance to the extent of such prevention, restriction, or interference.
- Countries. We only provide service in certain countries. The country code for countries where we provide service will be listed in the sign-up process. If you are located in a country where we do not provide service you should not and are not authorized to use our Platform.
- Miscellaneous. The terms and conditions of this Agreement are severable. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable. The failure of either party to insist upon strict performance of any provision of this Agreement, or to exercise any right provided for herein, shall not be deemed to be a waiver for the future of such provision or right, and no waiver of any provision or right shall affect the right of the waiving party to enforce any other provision or right herein. Both parties agree that this Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersede and cancel all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and that all waivers and modifications must be in a writing signed by both parties, except as otherwise provided herein. No agency, partnership, joint venture, or employment is created as a result of this Agreement and a party does not have any authority of any kind to bind the other party in any respect whatsoever. You acknowledge that any unauthorized use of the Platform will cause irreparable harm and injury to us for which there is no adequate remedy at law. In addition to all other remedies available under this Agreement, at law or in equity, you further agree that we will be entitled to injunctive relief in the event you use the Platform in violation of the limited license granted herein or use the Platform in any way not expressly permitted by this Agreement. Failure by either party to enforce any provision of this Agreement will not be deemed a waiver of future enforcement of that or any other provision.
Should you have any questions regarding these terms and conditions, the practices of this website, or your dealings with this website, you may contact us using the information below.
2225 East Bayshore Road, Suite 100
Palo Alto, CA 94303 USA