Effective Date: March 6, 2017
These Terms of Use (“Terms”) are a legal contract between You and Us (collectively, "Everyone") and govern Your use of all the text, data, information, software, graphics, photographs and more (all of which We refer to as “Materials”) that We and Our affiliates may make available to You, as well as any services (“Services”) We may provide through any of Our websites (all of which are referred to in these Terms as this “Website”).
READ THESE TERMS CAREFULLY BEFORE BROWSING THIS WEBSITE. USING THIS WEBSITE INDICATES THAT YOU HAVE BOTH READ AND ACCEPT THESE TERMS. YOU CANNOT USE THIS WEBSITE IF YOU DO NOT ACCEPT THESE TERMS.
We may alter the Materials and Services We offer You and/or choose to modify, suspend or discontinue this Website at any time and without notifying You. We may also change, update, add or remove provisions (collectively, “modifications”) of these Terms from time to time. We will inform You of any modifications to these Terms by posting them on this Website and, if You have registered with Us, We may also notify You of any modifications to these Terms in an email that We will send to the address that You provided during registration. To be sure We properly reach Your email inbox, please let Us know if Your preferred email address changes at any time after Your registration.
If You object to any such modifications, Your sole recourse shall be to cease using this Website. Continued use of this Website following notice of any such modifications indicates You acknowledge and agree to be bound by the modifications. Also, please know that these Terms may be superseded by expressly-designated legal notices or terms located on particular pages of this Website. These expressly-designated legal notices or terms are incorporated into these Terms and supersede the provision(s) of these Terms that are designated as being superseded.
By using this Website, You represent, acknowledge and agree that You are at least 18 years of age, or if You are under 18 years of age but are at least 13 years old (a “Minor”), that You are using the Website with the consent of Your parent or legal guardian and that You have received Your parent’s or legal guardian’s permission to use the Website and agree to its Terms. If You are a parent or legal guardian of a Minor, You hereby agree to bind the Minor to these Terms and to fully indemnify and hold harmless Us if the Minor breaches any of these Terms. If You are not at least 13 years old, You may not use the Website at any time or in any manner or submit any information to Us or the Website.
We invite You to use this Website for business or consumer purposes ("Permitted Purposes").
In these Terms we are granting You a limited, personal, non-exclusive and non-transferable license to use and to display the Materials; Your right to use the Materials is conditioned on Your compliance with these Terms. You have no other rights in this Website or any Materials and You may not modify, edit, copy, reproduce, create derivative works of, reverse engineer, alter, enhance or in any way exploit any of this Website or Materials in any manner. If You make copies of any of this Website while engaging in Permitted Purposes then We ask that You be sure to keep on the copies all of Our copyright and other proprietary notices as they appear on this Website.
If You breach any of these Terms the above license will terminate automatically and You must immediately destroy any downloaded or printed Materials (and any copies thereof).
We appreciate You visiting this Website and allow You to access certain portions of the Website without registering with Us.
However, in order to access certain password-restricted areas of this Website and to use certain Services and Materials offered on and through this Website, You must successfully register an account with Us.
We may only allow You to create an account with Us if You have received an invitation link to create an account or You may be able to register for an account on the Website. If You want an account with Us, You must submit the following information through the account registration page on this Website:
A working email address;
Name;
Phone Number;
Preferred password.
You may also provide additional, optional information so that We can provide You a more customized experience when using this Website. Once You submit the required registration information, We alone will determine whether or not to approve Your proposed account. If approved, You will be sent an e-mail detailing how to complete Your registration. For so long as You use the account, You agree to provide true, accurate, current, and complete information which can be accomplished by logging into Your account and making relevant changes directly or contacting Us using the below contact information and We can make the changes for You. If You forget Your password, We will send a password update to Your provided email address.
You are responsible for complying with these Terms when You access this Website, whether directly or through any account that You may setup through or on this Website. Because it is Your account, it is Your job to obtain and maintain all equipment and services needed for access to and use of This Website as well as paying related charges. It is also Your responsibility to maintain the confidentiality of Your password(s), including any password of a third-party site that We may allow You to use to access this Website. Should You believe Your password or security for This Website has been breached in any way, You must immediately notify Us.
If you register for a “beta account” or other pre-release version of the Website and/or the Services and Materials on the Website (“Beta Release”), you acknowledge and agree that the Beta Release may contain, in Our sole discretion, more or fewer features or different licensing terms than a subsequent commercial release version of the Website and/or Services that may be offered through the Website. You acknowledge and agree that any “beta account” will automatically convert to a commercial release version account upon the launch date of the Website and its Services to the public (“Public Launch Date”). While We generally intend to distribute commercial release versions of the Website and the Services and Materials on the Website, We reserve the right not to release later commercial release versions of any Beta Release. Without limiting any disclaimer of warranty or other limitation stated herein, you agree that any Beta Release is not considered by Us to be suitable for commercial use, and that it may contain errors affecting its proper operation. BY ACCEPTING THESE TERMS, YOU ACKNOWLEDGE AND AGREE THAT USE OF A BETA RELEASE MAY EXHIBIT SPORADIC DISRUPTIONS THAT HAVE THE POTENTIAL TO DISRUPT YOUR USE OF THE WEBSITE IN GENERAL AND ANY SERVICES THAT MAY BE OFFERED THROUGH THE WEBSITE. WE SPECIFICALLY DISCLAIM ALL DAMAGES RESULTING FROM YOUR USE OF ANY BETA RELEASE.
We offer certain Services for free. We also offer enhanced Services through monthly or annual subscriptions (the “Subscription”), as described on the Payment and Subscriptions page. You agree to pay all applicable fees related to Your use of this Website and Our Services which are described fully on Our Payment and Subscriptions page. We may suspend or terminate Your account and/or access to Our Services and this Website if Your payment is late and/or Your offered payment method (e.g., credit card) cannot be processed. By providing a payment method, You expressly authorize Us to charge the applicable fees on said payment method as well as taxes and other charges incurred thereto at regular intervals, all of which depend on Your particular Subscription and utilized services. All sales and payment of Subscription fees will be in US Dollars. All Subscription fees are non-refundable. You agree that We may charge any unpaid fees to Your provided payment method and/or send You a bill for such unpaid fees.
Payment processing services for Us are provided by Stripe and are subject to the Stripe Terms of Service (the “Stripe Services Agreement”). By agreeing to these Terms, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time.
We will charge Your credit card for Your first Subscription fee on the date that we process Your order for Your Subscription. Thereafter, we will charge Your credit card with the relevant Subscription fee monthly or annually (depending on Your Subscription) until You cancel Your Subscription in accordance with the terms below. If the credit card information You have provided is incorrect or incomplete or if We are unable to complete the transaction due to Your error or omission, We may attempt to contact You and inform You of the problem; however, failure to provide accurate and complete shipping and billing information may result in the delay or cancellation of Your Subscription. If You do not pay the Subscription fee, Your Subscription will be cancelled.
IMPORTANT NOTICE ON AUTOMATIC RENEWAL AND CANCELATION: WE WILL AUTOMATICALLY RENEW YOUR SUBSCRIPTION AND CHARGE YOU THE SUBSCRIPTION FEE ON EACH MONTHLY OR YEARLY ANNIVERSARY (DEPENDING ON THE SUBSCRIPTION YOU SELECTED) OF OR AROUND THAT DATE THAT WE FIRST CHARGE YOUR CREDIT CARD FOR THE FIRST SUBSCRIPTION FEE AND, AS AUTHORIZED BY YOU DURING THE SUBSCRIPTION SIGN-UP PROCESS, WE WILL CHARGE YOUR CREDIT CARD WITH THE APPLICABLE SUBSCRIPTION FEE, AND ANY SALES OR SIMILAR TAXES THAT MAY BE IMPOSED ON YOUR SUBSCRIPTION FEE PAYMENT, UNLESS YOU CANCEL ACCORDING TO THE CANCELLATION TERMS. TO CANCEL, PRIOR TO THE MONTHLY OR YEARLY ANNIVERSARY (DEPENDING ON THE SUBSCRIPTION YOU SELECTED) WHEN YOU FIRST SIGNED UP FOR YOUR SUBSCRIPTION, YOU MUST LOG INTO YOUR ACCOUNT AND CANCEL YOUR SUBSCRIPTION. EACH SUBSCRIPTION RENEWAL PERIOD IS MONTHLY OR YEARLY (DEPENDING ON THE SUBSCRIPTION YOU SELECTED). NO SUBSCRIPTION FEES CHARGED PRIOR TO THE EFFECTIVE DATE OF CANCELLATION WILL BE REFUNDED, IN WHOLE OR IN PART. WE REQUIRE A REASONABLE AMOUNT OF TIME TO PROCESS YOUR SUBSCRIPTION CANCELLATION REQUEST AND WE WILL SEND YOU A CONFIRMATION OF YOUR CANCELATION. IF YOU CANCEL YOUR SUBSCRIPTION, YOU WILL ENJOY YOUR SUBSCRIPTION BENEFITS UNTIL THE EXPIRATION OF THE THEN-CURRENT SUBSCRIPTION TERM FOR WHICH YOU HAVE PAID, AND YOUR SUBSCRIPTION BENEFITS WILL EXPIRE AT THE END OF THE THEN-CURRENT SUBSCRIPTION TERM.
Subject to the terms and conditions contained in these Terms, We hereby grant You a non-exclusive, non-transferable right and license to access the third-party application programming interface available through the Website (collectively, the “API”) for Your internal purposes in connection with use of the Services as contemplated herein, conditioned on Your compliance with these Terms. Such license is granted subject to any open source license terms presented prior to accessing the API.
You will not make excessive or unrequired API calls. If You are deemed to be abusing the API network, You may be throttled or denied to stop potential attacks.
By using the Website and/or the Services provided on or through the Website, You consent to receiving electronic communications from Us. These electronic communications may include notices about applicable fees and charges, transactional information and other information concerning or related to the Website and/or Services provided on or through the Website. These electronic communications are part of Your relationship with Us. You agree that any notices, agreements, disclosures or other communications that We send You electronically will satisfy any legal communication requirements, including that such communications be in writing.
We respect the information that You provide to Us, and want to be sure You fully understand exactly how We use that information. So, please review Our Privacy Policy (“Privacy Policy”) which explains everything.
We sometimes provide links on this Website to third-party websites. If You use these links, You will leave this Website. We are not obligated to review any third-party websites that You link to from this Website, We do not control any of the third-party websites, and We are not responsible for any of the third-party websites (or the products, services, or content available through any of them). Thus, We do not endorse or make any representations about such third-party websites, any information, software, products, services, or materials found there or any results that may be obtained from using them. If You decide to access any of the third-party websites linked to from this Website, You do this entirely at Your own risk and You must follow the privacy policies and terms and conditions for those third-party websites.
We authorize Your use of this Website only for Permitted Purposes. Any other use of this Website beyond the Permitted Purposes is prohibited and, therefore, constitutes unauthorized use of this Website. This is because as between You and Us, all rights in this Website remain Our property.
Unauthorized use of this Website may result in violation of various United States and international copyright laws. Because We prefer keeping this relationship drama-free, We want to give You examples of things to avoid. Unless You have written permission from Us stating otherwise, You are not authorized to use this Website in any of the following ways (these are examples only and the list below is not a complete list of everything that You are not permitted to do):
For any public or commercial purpose which includes use of this Website on another site or through a networked computer environment;
In a manner that modifies, publicly displays, publicly performs, reproduces or distributes any of this Website, except as allowed under these Terms ;
In a manner that violates any local, state, national, foreign, or international statute, regulation, rule, order, treaty, or other law;
To stalk, harass, or harm another individual;
To impersonate any person or entity or otherwise misrepresent Your affiliation with a person or entity;
To interfere with or disrupt this Website or servers or networks connected to this Website;
To use any data mining, robots, or similar data gathering or extraction methods in connection with this Website;
Attempt to gain unauthorized access to any portion of this Website or any other accounts, computer systems, or networks connected to this Website, whether through hacking, password mining, or any other means;
Interfere with or disrupt the Website or any of Our API or third-party API; or
Circumvent or modify any security mechanisms employed by the API.
You alone are responsible for any violation of these Terms by You.
"Workpail" is a trademark that belongs to Us. Other trademarks, names and logos on this Website are the property of their respective owners.
Unless otherwise specified in these Terms, all Materials, including the arrangement of them on this Website are Our sole property, Copyright © 2017 Workpail, LLC. All rights not expressly granted herein are reserved. Except as otherwise required or limited by applicable law, any reproduction, distribution, modification, retransmission, or publication of any copyrighted material is strictly prohibited without the express written consent of the copyright owner or license.
In order for You to be able to better enjoy Our Services, We provide You with some developer rules for using Our Services at (the “Developer Rules”). The Developer Rules are incorporated by reference to these Terms and You agree to follow the Developer Rules.
Furthermore, You agree that You:
Will not provide Us, through the use of Our Services or otherwise, with protected health information, as defined in the Health Insurance Portability and Accountability Act of 1996, nonpublic personal information, as defined in the Gramm-Leach-Bliley Act, or other personal information, personal data, or personally identifiable information, as defined by applicable laws, other than registration data necessary for You or Your end users to use the Services and other data as allowed under these Terms;
Will provide to Your end users an appropriate privacy policy and will comply with all applicable laws, policies, and regulations relating to the collection of information from your end users;
Will enter into terms of use with Your end users containing provisions regarding compliance with these Terms by such end users; and
Will notify Us immediately of any unauthorized access or use of Your account or password or any other breach of security.
You agree to fully reimburse Us for all fees, fines, losses, claims, and any other costs We may incur that arise from You publishing or uploading illegal content or data through the Services, or claims that content or data You published or uploaded infringes the intellectual property, privacy, or other proprietary rights of others. We have no responsibility to export any of Your data or content.
You agree to indemnify, defend (at Our option) and hold harmless Us and our affiliates and their respective officers, directors, employees, agents, successors and assigns from and against any and all liabilities, expenses (including legal fees), losses, costs, damages, penalties, judgments, fines, social contributions and taxes arising out of or related to: (a) Your breach of these Terms, including but not limited to Your representations, warranties or obligations under these Terms; or (b) a claim by a third party (including Your end users, regulators and governmental authorities) directly or indirectly arising out of or related to (X) Your provision of services to Your end users using Our Services; or (Y) any use of Our Services in Your applications or by Your end users. We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by You and, in such case, You agree to cooperate with Our defense of such claim.
THIS WEBSITE IS PROVIDED "AS IS" AND "WITH ALL FAULTS" AND THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THIS WEBSITE IS WITH YOU.
WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND (EXPRESS, IMPLIED OR STATUTORY) WITH RESPECT TO THIS WEBSITE (INCLUDING BUT NOT LIMITED TO ALL APIs), WHICH INCLUDES BUT IS NOT LIMITED TO, ANY IMPLIED OR STATUTORY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, TITLE, AND NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS.
THIS MEANS THAT WE DO NOT PROMISE YOU THAT THE WEBSITE IS FREE OF PROBLEMS. Without limiting the generality of the foregoing, We make no warranty that this Website will meet Your requirements or that this Website will be uninterrupted, timely, secure, or error free or that defects in this Website will be corrected. We make no warranty as to the results that may be obtained from the use of this Website or as to the accuracy or reliability of any information obtained through this Website. No advice or information, whether oral or written, obtained by You through this Website or from Us or Our subsidiaries/other affiliated companies shall create any warranty. We disclaim all equitable indemnities.
WE SHALL NOT BE LIABLE TO YOU FOR ANY DAMAGES RESULTING FROM YOUR DISPLAYING, COPYING, OR DOWNLOADING ANY MATERIALS TO OR FROM THIS WEBSITE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WE BE LIABLE TO YOU FOR ANY INDIRECT, EXTRAORDINARY, EXEMPLARY, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) HOWEVER ARISING, EVEN IF WE KNOW THERE IS A POSSIBILITY OF SUCH DAMAGE. OUR AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS SHALL NOT BE MORE THAN THE GREATER OF (X) THE AMOUNT OF FEES ACTUALLY PAID TO OR DUE TO US BY YOU HEREUNDER IN THE THREE (3) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM OR (Y) $50.00.
We control and operate this Website from Our headquarters in the United States of America and the entirety of this Website may not be appropriate or available for use in other locations. If You use this Website outside the United States of America, You are solely responsible for following applicable local laws.
Any submissions by You to Us (e.g., comments, questions, suggestions, materials – collectively, “Feedback”) through any communication whatsoever (e.g., call, fax, email) will be treated as both non-confidential and non-proprietary. You hereby assign all right, title, and interest in, and We are free to use, without any attribution or compensation to You, any ideas, know-how, concepts, techniques, or other intellectual property and proprietary rights contained in the Feedback, whether or not patentable, for any purpose whatsoever, including but not limited to, developing, manufacturing, having manufactured, licensing, marketing, and selling, directly or indirectly, products and services using such Feedback. You understand and agree that We are not obligated to use, display, reproduce, or distribute any such ideas, know-how, concepts, or techniques contained in the Feedback, and You have no right to compel such use, display, reproduction, or distribution.
We think direct communication resolves most issues – if We feel that You are not complying with these Terms, We will tell You. We will even provide You with recommended necessary corrective action(s) because We value this relationship.
However, certain violations of these Terms, as determined by Us, may require immediate termination of Your access to this Website without prior notice to You. The Federal Arbitration Act, Massachusetts state law and applicable U.S. federal law, without regard to the choice or conflicts of law provisions, will govern these Terms. Foreign laws do not apply. Except for disputes subject to arbitration as described above, any disputes relating to these Terms or this Website will be heard in the courts located in Hampshire County, Massachusetts. If any of these Terms are deemed inconsistent with applicable law, then such term(s) shall be interpreted to reflect the intentions of the parties, and no other terms will be modified. By choosing not to enforce any of these Terms, We are not waiving Our rights. These Terms are the entire agreement between You and Us and, therefore, supersede all prior or contemporaneous negotiations, discussions or agreements between Everyone about this Website. The proprietary rights, disclaimer of warranties, representations made by You, indemnities, limitations of liability and general provisions shall survive any termination of these Terms.
If You have any questions about these Terms or otherwise need to contact Us for any reason, You can reach Us by email at support@userkit.io or by mail at 351 Pleasant St. Suite B, #138 Northampton, MA 01060.