+ {name} +
+Effective: May 1, 2023
++ This Privacy Policy describes how Snapify collects, uses, and shares + your personal information, as well as your choices and rights with + respect to your personal information. +
++ This Privacy Policy applies to information that relates to you as an + identifiable individual (often referred to as “personal information” + or “personal data”) that Snapify receives or collects when you + interact with us or our services, website, and software (the + “Services”). +
++ This Privacy Policy does not apply to any third-party services, + websites, or software, such as third-party applications that may be + integrated into our Services via API. Those services, websites, and + software are subject to their own terms and privacy policies, and you + should read those carefully. +
++ We collect and receive the following types of information: +
+Information You Provide to Us:
+Information We Collect Automatically:
+Information We Receive from Third Parties:
+We use your information in the following ways:
++ Please keep in mind that customers control their accounts and + associated Customer Data. We use Customer Data according to our + customers’ instructions and our Terms of Service. Customers are able + to: (1) restrict, remove, disclose, and access content and information + associated with the accounts in their Workspaces; (2) grant, deny, or + limit access to those accounts and Workspaces; and (3) configure the + privacy settings for those accounts and Workspaces. If you create a + Snapify account with your work email and you aren’t already part of + your company’s Workspace, your company may have the ability to add + your account (including the content in it) to its Workspace. We’ll + give you notice before that happens. +
++ If information is aggregated or de-identified so that it can no longer + be reasonably associated with an identifiable person, we may use it + for any lawful purpose. +
++ We share information outside of Snapify only as described below: +
++ We are committed to protecting your information from unauthorized + access, use, disclosure, and loss. We use industry-standard security + practices to keep your information secure, such as encryption, access + controls, physical security measures, and internal reviews of data + collection, use, and storage. We’ve also obtained various compliance + certifications and undergo ongoing audits to ensure continued security + and compliance best practices.{" "} +
++ However, data transmissions over the internet cannot be guaranteed to + be 100% secure or safe from intrusion by others. Be sure to use secure + internet connections, protect your login credentials, and create + strong passwords for your account. +
++ Learn more about our security and compliance efforts on our{" "} + + Security + {" "} + page. +
++ We’ll retain information you store on our Services for as long as your + account exists or as long as we need it to provide you Services. If + you delete your account or your content from Snapify, we’ll + permanently delete your account or content within 30 days, unless we + need to retain any information to comply with our legal obligations, + resolve disputes, or enforce our agreements. For any other information + we may receive or collect from you, we’ll retain that information for + only as long as is necessary for the purposes described in this + Privacy Policy. +
++ To provide our Services, we transmit, process, and store data in the + United States and other locations around the world. For example, if + you access our Services from a foreign country, data may be stored + locally on the device you use to access the Services.{" "} +
++ We perform data transfers in accordance with applicable data + protection law, using the following safeguards: +
++ Individuals in the European Economic Area, the United Kingdom, and + across the globe have certain statutory rights in relation to their + personal data. Subject to any exemptions provided by law, you may have + the right to request access to your personal information, as well as + to seek to update, delete, or correct this information. You can + exercise most of these rights through your Snapify account. For + example, if you wish to delete your personal information from Snapify, + you may permanently delete your account. You can also access and + update your account information via your account settings page. If you + are unable to exercise your rights through your Snapify account, + please contact the administrator of your Workspace, or otherwise you + can{" "} + + send us your request + + . +
++ If you are under 13 years old (or the age of digital consent in your + country), you may not sign up for Snapify, and please do not send any + personal information about yourself to Snapify. If you believe that + someone under 13 or the applicable age of digital consent has provided + us with personal information in violation of this Privacy Policy, + please{" "} + + contact us + + , and we will take steps to delete the information. +
++ In general, Snapify is a processor of Customer Data. This means that + we process Customer Data only according to our customers’ instructions + in accordance with our Terms of Service. For a list of our + subprocessors, please visit our{" "} + + Privacy for Humans + {" "} + page. Snapify acts as a controller for other types of personal data + where Snapify determines the purposes and means of processing of that + data, such as personal data used for marketing or research purposes. +
++ Where Snapify acts as a controller of personal data, our lawful bases + for processing include: +
++ You may{" "} + + email us + {" "} + or contact one of our appointed representatives in the EU and UK below + if you have questions or issues relating to your personal data: +
+
+ VeraSafe Ireland Ltd.
+
+ Unit 3D North Point House
+
+ North Point Business Park
+
+ New Mallow Road
+
+ Cork T23AT2P
+
+ Ireland
+
+ Phone: +420 228 881 031
+
+
+ Verasafe Contact Form
+
+
+ {" "}
+ (Ireland)
+
+
+ VeraSafe United Kingdom Ltd.
+
+ 37 Albert Embankment
+
+ London SE1 7TL
+
+ United Kingdom
+
+ Phone: +44 (20) 4532 2003
+
+
+ Verasafe Contact Form (UK)
+
+
+ If you feel we have not adequately addressed an issue, you have the + right to lodge a complaint with your local data protection authority + or the Irish Data Protection Commission, which is Snapify’s lead + supervisory authority in the European Union.{" "} +
++ This section provides additional details about the personal + information we collect about California consumers and the rights + afforded to them under California law. +
+
+ Categories of Personal Information We Collect
+
+ The California Consumer Privacy Act (CCPA) grants additional privacy
+ rights to California consumers, such as the right to:
+
+ In addition to the information provided above in the “Information We + Collect” section, we collect the following categories of personal + information from you, your employer, data analytics providers, data + brokers, and third-party services: +
++ We and our service providers may use the categories of personal + information we collect from and about you consistent with the various + business and commercial purposes we discuss throughout this Privacy + Policy. We explain the business or commercial purposes for collecting + personal information above under “How We Use Your Information.” +
++ We may also use the categories of personal information for compliance + with applicable laws and regulations, and we may aggregate the + information we collect or de-identify the information to limit or + prevent identification of any particular user or device. +
+ +
+ Categories of Personal Information Disclosed
+
+ In the last 12 months, we have disclosed the following categories of
+ personal information for the purposes described in “How We Use Your
+ Information” to our service providers that support our services:
+ Identifiers/contact information (such as name, email address, and
+ profile data), financial data (such as payment information for a paid
+ account), internet or other network or device activity (such as IP
+ address and usage information), location information (e.g., the
+ general location where you use your device when interacting with the
+ Site, Software, and/or Services), sensory information (such as video
+ recordings if you record a video with our service), and inferences
+ based on these categories.
+
+ Categories of Personal Information Sold or Shared
+
+ In the last 12 months, we sold or shared the following categories of
+ personal information to vendors of services related to advertising
+ (such as ad platforms or networks), marketing, analytics, and
+ measurement for commercial purposes such as the marketing and
+ advertising of our Services:
+
+ Use and Disclosure of Sensitive Personal Information:
+
+ To the extent that we collect, use, or share “sensitive personal
+ information” as that term is defined under California law, we limit
+ our use or disclosure of the sensitive personal information to
+ permitted business purposes.
+
+ We do not sell or share the personal information of known consumers + under 16 years of age. +
+ +Your California Privacy Rights
+
+ Exercising your California Privacy Rights
+
+ To take advantage of your right to access, delete, or correct under
+ California law please contact us by email at{" "}
+
+ privacy@snapify.it
+
+ . We may request certain information to verify your identity before we
+ can respond to your access and deletion requests. We will confirm
+ receipt of your request within 10 business days and will respond to
+ your request within 45 calendar days, after proper verification,
+ unless we need additional time, in which case we will let you know.
+
+ Making Requests to Opt-Out of the “Sale” or “Sharing” of Personal
+ Information
+
+ To submit a request to opt-out of the sale or sharing of your personal
+ information, you may click on the link “Do Not Sell or Share My
+ Personal Information” on the footer of our websites.
+
+ Agent Requests
+
+ You may authorize someone to make a privacy rights request on your
+ behalf (an authorized agent). Authorized agents will need to
+ demonstrate that you’ve authorized them to act on your behalf or must
+ demonstrate they have power of attorney pursuant to applicable probate
+ law. Snapify retains the right to request confirmation directly from
+ you confirming that the agent is authorized to make such a request, or
+ to request additional information to confirm the agent’s identity. An
+ authorized agent is prohibited from using a consumer’s personal
+ information, or any information collected from or about the consumer,
+ for any purpose other than to fulfill the consumer’s requests, for
+ verification, or for fraud prevention.
+
+ Please see the Privacy Notice for a description of the personal data + we collect, the purposes for which we use it, and how and with whom we + share it. +
+ ++ This section provides supplemental information to residents of the + State of Virginia, whose personal data we process in connection with + the Services. +
+ ++ For information on the categories of personal data we process, please + see “Information We Collect” above. The purposes for which we process + personal data are described in “How We Use Your Information.” For + information on how we share the categories of personal data we + collect, please see “How We Share Your Information.” +
+ +Your Virginia Privacy Rights
+
+ Exercising your Virginia Privacy Rights
+
+ Making Access, Deletion, and Correction Requests
+
+ To make an access, deletion, or correction request, please email{" "} + + privacy@snapify.it + + . Before completing your request, we may need to verify your identity. + We may request additional documentation or information solely for the + purpose of verifying your identity. +
+ +
+ Making Requests to Opt-Out of “Targeted Advertising”
+
+ To submit a request to opt out of targeted advertising, you may click
+ on the link “Do Not Sell or Share My Personal Information” on the
+ footer of our websites.
+
+ To appeal our decision regarding a request related to these rights, + you may email us at{" "} + + privacy@snapify.it + + . +
++ We may update this Privacy Policy by posting the updates to our + website. If an update materially impacts your rights or how we use + your personal information, we will notify you either by email or other + direct communication before the updates take effect. Any other + revisions will become effective on the date the updates are posted by + Snapify. +
++ View the{" "} + + previous version + {" "} + of this Privacy Policy. +
++ Email us questions at{" "} + + privacy@snapify.it + + . +
+Effective: May 1, 2023
++ These Terms of Service (“Terms”) govern access to and use of the + Services made available by Snapify, Inc. By using our Services, you + agree to be bound by these Terms. If you use our Services on behalf of + an entity or organization, you are binding that organization to these + Terms, and you represent that you have the authority to do so. +
++ 1.1 Registration. Snapify provides video messaging + services for work. Upon registration, a user must either create a new + Workspace or join an existing Workspace. If a user creates a new + Workspace on behalf of themselves, the user is the Customer. If a user + creates a new Workspace on behalf of an organization (such as the + user’s employer), the organization is the Customer. Customers can + invite Authorized Users to their Workspace and must designate at least + one Authorized User to be an Administrator, who will manage and + control the Workspace. If a user joins an existing Workspace created + by another person or organization, that person or organization is the + Customer and the user is an Authorized User. All Customers, + Administrators, and Authorized Users must comply with these Terms. +
++ 1.2 Access. During the Subscription Term, Customer + may access and use, and may allow Authorized Users to access and use + the Services for its business purposes in accordance with these Terms. +
++ 1.3 Software. Snapify may make Software available as + part of the Services. Subject to these Terms, Snapify grants to + Customer and its Authorized Users a limited non-exclusive, + non-transferable, non-sublicensable license to download and use the + Software to the extent necessary to use the Services. Software may + update automatically. To the extent a component of the Software + contains any open source software, the open source license for that + software will govern with respect to that component. +
++ 1.4 Restrictions. Customer will not and will ensure + Authorized Users do not: (a) reproduce, modify, adapt, or create + derivative works of the Services; (b) rent, lease, distribute, sell, + transfer, or sublicense the Services to a third party except as + permitted in these Terms; (c) interfere with, disrupt, or circumvent + any security measures or mechanisms designed to protect the Services; + (d) reverse engineer, disassemble, decompile, or seek to obtain or + derive the source code, underlying ideas, algorithms, file formats, or + non-public APIs of Services; (e) remove or obscure any proprietary or + other notices contained in the Services; (f) harass, threaten, spam or + cause distress, unwanted attention, or discomfort to a person or + entity; (g) impersonate or falsely state or misrepresent an + affiliation with anyone; (h) use the Services to transmit any viruses, + worms, trojan horses, or other harmful or malicious code or programs; + (i) use the Services to build competitive products; or (j) misuse the + Services in any way, including in violation of these Terms or + applicable law. Any use of data mining, robots, or similar data + gathering and extraction tools or framing all or any portion of the + Services without Snapify’s permission is strictly prohibited. Customer + will prevent, terminate, and notify Snapify of any unauthorized or + illegal use of or access to its or any Authorized User account or the + Services. +
++ 1.5 Corporate Domains. If a user creates a Workspace + using an email address belonging to their employer or organization, + that account may be added to the organization's Workspace, in which + case Snapify will provide notice to the user or Administrator of the + account, so they can help facilitate the transfer of their account. + The Administrator of the Workspace will have the ability to control + that account, which includes being able to access, modify, or remove + information from the account, modify user roles, and delete or + restrict access to the account. Customers and Authorized Users agree + to comply with their organization’s terms and policies regarding use + of the Service. +
++ 2.1 Authorized Users. Customer is responsible for + Authorized Users’ use of the Services and their compliance with these + Terms. Customer will ensure that all Authorized Users are over the age + of 13 or the applicable age of digital consent, whichever is older. + Customer represents that it has obtained all consents necessary for + Customer and its Authorized Users’ use of the Services, including + Customer’s ability to convert accounts previously registered by + individuals using Customer’s business email domain into Authorized + User accounts. +
++ 2.2 Customer Data. Customer is responsible for + ensuring all Customer Data and any other content or information + provided to Snapify or uploaded, posted, recorded, or transmitted to + the Services complies with these Terms. If any Customer Data violates + these terms, Snapify may ask Customer to remove or edit the Customer + Data so it is no longer in violation, or Snapify may, but is not + obligated to, remove the Customer Data or take action as needed to + resolve the issue. +
++ 2.3 Third-Party Apps. Third-Party Apps are subject to + their own terms and privacy policies. Customer is responsible for + reviewing those terms and policies before using Third-Party Apps. + Snapify is not responsible for Third-Party Apps and does not warrant + or support them. By enabling a Third-Party App that uses or accesses + Customer Data, Customer authorizes the transfer of that data to the + Third-Party App and, if applicable, will ensure that there is a + legally valid data transfer mechanism for the transfer or onward + transfer, in accordance with all applicable privacy and data + protection laws. +
++ 2.4 Prohibited Content. Customer will not and will + ensure Authorized Users do not upload, post, record, or transmit any + harmful, offensive, unlawful, or otherwise objectionable content to + Snapify or the Services, including content that: (a) is threatening, + abusive, harassing, defamatory, vulgar, obscene, discriminatory, or + hateful; (b) infringes any patent, trademark, trade secret, copyright + or other intellectual property right or violates the rights of others + in any way; (c) contains pornography or sexually explicit material; + (d) is harmful to minors; or (e) promotes or provides instructional + information about illegal activities or promotes physical harm or + injury to any group or individual. +
++ 3.1 Processing of Customer Data. Snapify will only + process and use Customer Data: (a) to provide, protect, and update the + Services, (b) to enforce these Terms and exercise its rights + hereunder, (c) as required by law, and (d) as otherwise instructed by + Customer. Snapify may collect and use Customer Data on an aggregated + and/or anonymized basis for Snapify’s internal business purposes; + provided that Snapify will not use or share this data in a way that + identifies any individual or Customer as the source of the data. +
++ 3.2 Data Processing Addendum. Snapify will process + Personal Data in accordance with its{" "} + + Data Processing Addendum + + , which is incorporated into these Terms. +
++ 3.3 Security. Snapify will maintain an + industry-standard information security program that consists of + technical and organizational safeguards designed to protect Customer + Data, including Snapify’s{" "} + + Security Measures + + . Notwithstanding the foregoing, Customer is responsible for + maintaining the security and confidentiality of Administrator and + Authorized User accounts, including account credentials such as + usernames and passwords. +
++ 3.4 Subcontractors. Snapify may hire subcontractors + to assist in providing the Services, provided that: (a) subcontractors + who receive Customer Data will be subject to confidentiality + obligations no less protective than those in these Terms; (b) Snapify + will remain responsible for its obligations under these Terms and for + subcontractors’ use of Customer Data; and (c) Snapify’s{" "} + + Data Processing Addendum + {" "} + will govern any subprocessing of personal data. +
++ 4.1 Fees. Customer agrees to pay the Fees in + accordance with the payment terms set forth on the Order. Customer is + responsible for paying applicable Taxes. +
++ 4.2 Renewals. Unless otherwise stated on an Order, + each Subscription Term will automatically renew, unless Customer + cancels their subscription at least 60 days prior to renewal. Customer + authorizes Snapify to charge Customer’s credit card on file or invoice + Customer for each renewal until Customer cancels their subscription. +
++ 4.3 Downgrades. If Customer fails to pay Fees when + they are due, Snapify may downgrade Customer to a free plan upon + reasonable notice. If Customer is downgraded, Customer will lose + access to certain features or functionality, but these Terms will + continue to apply. +
++ 4.4 Price Changes. If Snapify increases its pricing, + Snapify will provide at least 30 days’ prior notice, and the new + pricing will go into effect on renewal. If Customer does not terminate + its subscription before renewal, Customer authorizes Snapify to + collect payment for the increased pricing. +
++ 5.1 Use. If the parties disclose Confidential + Information to each other, the recipient will only use the disclosing + party's Confidential Information to exercise its rights and fulfill + its obligations under these Terms. The recipient will use at least + reasonable care to protect Confidential Information. +
++ 5.2 Nondisclosure. The recipient will not disclose + Confidential Information to anyone except to its affiliates, + employees, agents, or contractors who need to know it and who are + bound by confidentiality obligations at least as protective of + Confidential Information as those described in this section. The + recipient will be responsible for those parties’ breach of this + section. A breach of this section may cause irreparable harm and + entitle the disclosing party to injunctive relief. +
++ 5.3 Required Disclosure. The recipient may disclose + Confidential Information to the extent required by law, provided that + the recipient uses reasonable efforts to notify the disclosing party + in advance and gives them an opportunity to contest the disclosure + (except as described in Section 8). Confidential Information disclosed + pursuant to this section will otherwise still be subject to the + confidentiality obligations described above. +
++ 6.1 Ownership. Except as expressly stated, these + Terms do not grant any rights, implied or otherwise, to any + intellectual property. Customer owns and will continue to own all + intellectual property rights in Customer Data, and Snapify owns and + will continue to own all intellectual property rights in the Services. +
++ 6.2 License. Customer grants Snapify a worldwide + non-exclusive license to access, use, process, copy, modify, + distribute, perform, export, and display Customer Data solely to + provide the Services or as otherwise described in these Terms. + Customer represents and warrants that it has secured all necessary + licenses to provide the foregoing license. +
++ 6.3 Feedback. If Customer or Authorized Users provide + Feedback to Snapify, Snapify may use it without restriction or + obligation. +
++ 7.1 Term. These Terms will continue in effect until + terminated as described below. +
++ 7.2 Termination for Convenience. Customer may + terminate these Terms at any time by deleting Customer’s account, + including all associated Administrator and Authorized User accounts. +
++ 7.3 Termination for Breach. Either party may + terminate these Terms for material breach if the other party fails to + cure the breach within 30 days’ notice. +
++ 7.4 Effect of Termination. Upon termination, Snapify + may delete or anonymize all Customer Data within a commercially + reasonable period of time, and each party will return or delete any + other Confidential Information in its possession. Snapify will + only provide a prorated refund of prepaid fees for the remainder of + the Subscription Term if Customer terminates these Terms for Snapify’s + material breach in accordance with Section 7.3. +
++ 7.5 Suspension. Snapify may suspend Customer’s access + to the Services: (a) to the extent required by law, (b) to prevent + injury, death, or a credible risk of harm to Snapify, the Services, or + its users, or (c) for repeated violations of our terms and policies, + including our{" "} + + Copyright Policy + + . If practicable, Snapify will use reasonable efforts to contact + Customer and give Customer the opportunity to resolve the issue prior + to suspension. +
++ 7.6 Survival. Terms that are intended by their nature + to survive termination will survive, including confidentiality + obligations, limitations of liability, and disclaimers. +
++ If Snapify receives a request from law enforcement or another third + party to provide data or information about Customer or its Authorized + Users, Snapify will only respond to valid Legal Process to the extent + required by law. Snapify will notify Customer of the request unless + legally prohibited or notification would threaten the safety of an + individual. +
++ 9.1 Limited Warranty. The Services will perform + materially in accordance with Snapify’s Documentation. If Customer + believes that this warranty has been breached, Customer must notify + Snapify no later than 10 days following the date of the alleged + breach. Customer’s sole and exclusive remedies for breach of this + warranty are those described in Sections 7. +
++ 9.2 Disclaimer. EXCEPT AS STATED IN THIS SECTION, THE + SERVICES, DOCUMENTATION AND SOFTWARE ARE PROVIDED ON AN “AS IS” BASIS + WITHOUT WARRANTY. SNAPIFY MAKES NO GUARANTEES AS TO UPTIME OR + AVAILABILITY OF THE SERVICE. TO THE EXTENT PERMITTED BY LAW, SNAPIFY + EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESS OR + IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, + FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. SNAPIFY IS NOT + RESPONSIBLE FOR THE CONTENT, INFORMATION, OR MATERIALS POSTED BY THIRD + PARTIES TO THE SERVICES OR ANY DAMAGE RESULTING FROM LIMITATIONS, + DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND + ELECTRONIC COMMUNICATIONS, INCLUDING INTERNET CONGESTION, VIRUS + ATTACKS, AND DENIAL OF SERVICE ATTACKS. +
++ 9.3 Beta Services. Customer may choose to use Beta + Services in its sole discretion. Notwithstanding anything to the + contrary, Beta Services: (a) may not be supported and may be changed + or discontinued at any time; (b) may not be as reliable or available + as the Services; (c) have not been subjected to the same security or + compliance reviews as the Services; (d) are SNAPIFY’s Confidential + Information; and (e) ARE PROVIDED “AS IS” WITHOUT ANY WARRANTY, + INDEMNITY, OR SUPPORT AND SNAPIFY’S LIABILITY FOR BETA SERVICES WILL + NOT EXCEED FIFTY DOLLARS. +
++ 10.1 Indemnification by Snapify. Snapify will defend + Customer from and against any third-party claim, action, demand, or + proceeding alleging that Customer’s use of the Services as permitted + under these Terms infringes or misappropriates a third party’s + intellectual property rights, and will indemnify and hold Customer + harmless for reasonable attorney’s fees incurred as well as damages + and other costs finally awarded against Customer or agreed in + settlement by Snapify resulting from the claim; provided, however, + that Snapify will have no liability under this section if a claim + arises from (a) Customer Data or any third-party product or service; + (b) any modification, combination, or development of the Services that + is not performed by or on behalf of Snapify; (c) Customer’s breach of + these Terms; or (d) Beta Services or other services offered for free + or evaluation use. +
++ 10.2 Indemnification by Customer. Customer will + defend Snapify from and against any third-party claim, action, demand, + or proceeding resulting from Customer Data or a violation of these + Terms by Customer or its Authorized Users, and will indemnify and hold + Snapify harmless for reasonable attorney’s fees incurred as well as + damages and other costs finally awarded against Snapify or agreed in + settlement by Customer resulting from the claim. +
++ 10.3 Possible Infringement. If the Services infringe + or are alleged to infringe a third party's intellectual property + rights, Snapify may: (a) obtain the right for Customer, at Snapify’s + expense, to continue using the Services; (b) provide, at no additional + charge, a non-infringing functionally equivalent replacement; or (c) + modify the Services so that they no longer infringe. If Snapify does + not believe the options above are commercially reasonable, Snapify may + terminate Customer's use of the affected Services and provide Customer + a prorated refund of prepaid fees for the remainder of the + Subscription Term. Snapify will have no liability under this section + if Customer continues the allegedly infringing activity after being + notified and provided with a non-infringing functionally equivalent + replacement. +
++ 10.4 Procedures. The party seeking indemnification + will promptly notify the other party of the claim and cooperate with + the other party in defending the claim. The indemnifying party will + have full control and authority over the defense, except that: (a) any + settlement that does not include a complete release of the indemnified + party from all liability or that imposes any admission, obligation, or + restriction on the indemnified party requires prior written consent, + not to be unreasonably withheld or delayed and (b) the indemnified + party may join in the defense with its own counsel at its own expense. + The indemnities above are Customer’s only remedy for infringement of + third-party intellectual property rights. +
++ 11.1 Indirect Damages. EXCEPT FOR LIABILITY ARISING + FROM A PARTY’S GROSS NEGLIGENCE, WILLFUL MISCONDUCT, OR BREACH OF + SECTIONS 1.4 OR 2.4, NEITHER PARTY WILL HAVE ANY LIABILITY ARISING OUT + OF OR RELATED TO THESE TERMS, WHETHER IN CONTRACT OR TORT OR UNDER ANY + OTHER THEORY OF LIABILITY, FOR ANY LOSS OF USE, LOST PROFITS, + INTERRUPTION, OR LOSS OF BUSINESS OR DATA OR ANY INDIRECT, SPECIAL, + INCIDENTAL, PUNITIVE, RELIANCE OR CONSEQUENTIAL DAMAGES OF ANY KIND, + HOWEVER CAUSED AND WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE + POSSIBILITY OF SUCH DAMAGES. +
++ 11.2 Total Liability. EXCEPT FOR LIABILITY ARISING + FROM A PARTY’S GROSS NEGLIGENCE, WILLFUL MISCONDUCT, OR BREACH OF + SECTIONS 1.4 OR 2.4, EACH PARTY'S ENTIRE LIABILITY ARISING OUT OF OR + RELATED TO THESE TERMS, WHETHER IN CONTRACT OR TORT OR UNDER ANY OTHER + THEORY OF LIABILITY, WILL NOT EXCEED IN AGGREGATE OF THE GREATER OF + FIFTY DOLLARS OR THE AMOUNT PAID BY CUSTOMER TO SNAPIFY IN THE 12 + MONTHS PRECEDING THE LAST EVENT GIVING RISE TO LIABILITY. THE + FOREGOING DISCLAIMER WILL NOT LIMIT CUSTOMER’S PAYMENT OBLIGATIONS + ABOVE. +
++ THIS SECTION WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE + LAW. +
++ 12.1. Jurisdiction and Venue. Subject to the dispute + resolution provisions below, all claims and disputes relating to these + Terms or the Services may only be brought in the federal or state + courts of San Francisco County, California. Both Customer and Snapify + consent to venue and personal jurisdiction there. Notwithstanding + anything to the contrary, if Customer represents an entity or + institution subject to state law mandating different dispute + resolution terms or governing law, Snapify agrees to such state law + requirements. +
++ 12.2 Informal Resolution. Before filing a claim, + Snapify must first be contacted through the notice procedures below. + If a dispute is not resolved within 30 days of notice, a formal + proceeding may be brought in accordance with this section. +
++ 12.3 Mandatory Arbitration. Any claims or disputes + relating to these Terms or the Services must be resolved through final + and binding arbitration, except as set forth below. The American + Arbitration Association (AAA) will administer the arbitration under + its Commercial Arbitration Rules. The arbitration will be in English + and held in San Francisco, California. +
++ 12.4 Exceptions. A lawsuit may be filed in the + federal or state courts of San Francisco County, California solely for + injunctive relief to stop unauthorized use or abuse of the Services or + infringement of intellectual property rights without first engaging in + the informal dispute resolution process described above. +
++ 12.5 NO CLASS ACTIONS. Disputes with Snapify may only + be resolved on an individual basis and neither Customer nor any user + will bring a claim in a class, consolidated, or representative action. + The parties expressly waive any class arbitrations, class actions, + private attorney general actions, and consolidation with other + arbitrations. +
++ 12.6. Opt-Out. To opt out of these arbitration + provisions (including the waiver of class and representative claims), + Snapify must be notified by email at + arbitration-opt-out@Snapify.com no later than 30 days after + account registration, unless a longer period is required by applicable + law. +
++ 13.1 Entire Agreement. These Terms supersede any + prior agreements or understandings between the parties and constitutes + the entire agreement between the parties related to access and use of + the Services. The terms of the Order will control over these Terms to + the extent there is a conflict. Any amendments must be in writing and + signed by the parties. Notwithstanding anything to the contrary, no + other terms or conditions in any Customer documentation or online + vendor portals will apply to Snapify’s provision of the Services to + Customer, unless expressly agreed to in writing by an authorized + Snapify representative. +
++ 13.2 Modifications. Snapify may update these Terms by + posting the updates to the Snapify website. If an update materially + impacts Customer’s or its Authorized Users’ rights or obligations, + Snapify will provide at least 30 days’ notice before the updated Terms + go into effect. Any other revisions will become effective on the date + the updated Terms are posted by Snapify. Continued use of or access to + the Services after the updated Terms go into effect will constitute + acceptance of those Terms. +
++ 13.3 Publicity. Upon prior written approval from + Customer, Snapify may include Customer’s name and logo on its website + or in other marketing materials or channels solely to reference + Customer as Snapify customer, and subject to any trademark usage + guidelines provided to Snapify. Customer may revoke its approval at + any time. +
++ 13.4 Waiver and Severance. A waiver of any default is + not a waiver of any subsequent default. Unenforceable provisions will + be modified to reflect the parties' intention, but only to the extent + necessary to make them enforceable, and the remaining provisions will + remain in full effect. +
++ 13.5 Notices. Notices must be sent via first class + post, airmail, or overnight courier and are deemed given when + received. Notices to Customer may also be sent to the applicable + Administrator account email address and are deemed given when sent. + Notices to Snapify must be sent to 5214F Diamond Heights Blvd #3391, + San Francisco, CA 94131, attn: Legal, with a copy to{" "} + + contractnotices@snapify.it + + . +
++ 13.6 Assignment. These Terms may not be assigned + without the prior written consent of the other party, except Snapify + may assign these Terms to an affiliate or in connection with a merger, + acquisition, corporate reorganization, or sale of all or substantially + all of its assets. Any other attempt to transfer or assign is void. +
++ 13.7 Governing Law. These terms will be governed by + the laws of the state of California without regard to its conflict of + laws principles. +
++ 13.8 Force Majeure. Except for payment obligations, + no party will be liable for inadequate performance to the extent + caused by a condition that was beyond the party's reasonable control + (such as, natural disaster, terrorism, governmental action, or + Internet disturbance). +
++ 13.9 Relationship of the Parties. The parties are + independent contractors. These Terms do not create a partnership, + joint venture, agency, fiduciary, or employment relationship between + the parties. +
++ 13.10 Export Controls. Customer agrees to comply with + all relevant U.S. and foreign export and import laws in using the + Services. Customer represents and warrants that neither it nor its + Authorized Users are listed on any U.S. government list of prohibited + or sanctioned parties or located in or a national of a country that is + subject to U.S. government embargo. +
++ 13.11 U.S. Government Restricted Rights. The Services + are “commercial items,” “commercial computer software” and “commercial + computer software documentation,” pursuant to DFAR section 227.7202 + and FAR section 12.212, as applicable. All the Services are and were + developed solely at private expense. To the extent permitted in these + Terms, any use, modification, reproduction, release, performance, + display, or disclosure of the Services by the U.S. Government will be + governed solely by these Terms. +
++ 13.12 Third-Party Beneficiaries. There are no + third-party beneficiaries to these Terms. +
++ “Administrator” means an Authorized User designated by Customer to + manage and control Customer’s and Authorized Users’ accounts. +
++ “Authorized User(s)” means Customer’s employees, agents, or other + third parties authorized by Customer to access or use the Services. +
++ “Beta Service” means early access trials or releases of new features + or services identified as “alpha,” “beta,” “preview,” “early access,” + “evaluation,” or other words or phrases with similar meanings. +
++ “Confidential Information” means information exchanged by the parties + that would reasonably be understood to be confidential given the + nature of the information and manner of disclosure, including + business, product, technology, and marketing information, Orders, + discounts, non-public payment terms, audit reports, and Customer Data. + Confidential Information does not include information that (a) is or + becomes publicly known through lawful means; (b) was known to the + recipient prior to disclosure without confidentiality obligations; (c) + is received from a third party without breach of confidentiality + obligations; or (d) was independently developed by the recipient + without use of or access to any Confidential Information. +
++ “Customer” means the individual or organization agreeing to these + Terms, as described in Section 1.1. +
++ “Customer Data” means all video, audio, or transcription data, images, + comments, emoji reactions, user support communications, or other + content or information submitted or uploaded to the Services by or + collected, stored, or processed by Snapify on behalf of Customer or + its Authorized Users. +
++ “Documentation” means any documentation or materials provided to + Customer as part of the Services. +
++ “Feedback” means any feedback or suggestions about the Services. +
++ “Fees” means the fees for the Services displayed on the Order, plus + any applicable Taxes. +
++ “Legal Process” means an information disclosure or access request made + under law, governmental regulation, court order, subpoena, warrant, + governmental regulatory or agency request, or other legal authority, + legal procedure, or similar valid process. +
++ “Order” means the order form agreed to by the parties or the + applicable Snapify check-out webpage to purchase the Services. +
++ “Personal Data” means personal data or personal information (each as + defined in the{" "} + + Data Processing Addendum + + ) contained within Customer Data. +
++ “Services” means Snapify’s video messaging services and website, + including the Software, Documentation, tools, and services ordered by + or provided to Customer in connection with the Services. +
++ “Software” means Snapify’s client software provided as part of the + Services, such as mobile or desktop applications or browser + extensions. +
++ “Subscription Term” means the applicable initial or renewal term for + Customer’s provision of the Services identified in an Order. +
++ “Taxes” means all government-imposed taxes, levies, or duties, + including value-added, sales, use, or withholding taxes, except for + taxes based on Snapify’s net income. +
++ “Third-Party Apps” means any third-party applications, integrations, + websites, products, or services that are linked in or that interact or + interoperate with the Services, including any applications built by + third parties using Snapify’s SDKs or other developer tools. +
++ “Workspace” means the workspace in a Snapify account as described on + Snapify’s website. +
++ Email us questions at{" "} + + legal@snapify.it + + . +
+