These User Terms of Service (the “User Terms”) govern your access and use of our platform (the “Services”). Please read them carefully. Even though you are signing onto an existing platform, these User Terms apply to you as a user of the Services.
These User Terms are Legally Binding
These User Terms are a legally binding contract between you and us. As part of these User Terms, you agree to comply with the most recent version of our Acceptable Use Policy, which is incorporated by reference into these User Terms. If you access or use the Services, or continue accessing or using the Services after being notified of a change to the User Terms or the Acceptable Use Policy, you confirm that you have read, understand and agree to be bound by the User Terms and the Acceptable Use Policy. “We”, “our” and “us” currently refers to Together Software Incorporated.
Customer’s Choices and Instructions
You are an Authorized User on a Platform Controlled by a “Customer”
An organization or other third party that we refer to in these User Terms as “Customer” has authorized you to join our platform (i.e., a digital tool to facilitate mentorship relationships). If you are joining the platform at the request of your employer, Customer is your employer.
What This Means for You—and for Us
Customer has separately agreed to our Customer Terms of Service (the “Contract”) that permitted Customer to create and configure the platform so that you and others could join (each individual granted access to the Services, including you, is an “Authorized User”). The Contract contains our commitment to deliver the Services to Customer, who may then invite Authorized Users to join the platform. When an Authorized User (including, you) submits content or information to the Services, such as completing your “digital dossier” (we refer to that content or information as “Customer Data”), you acknowledge and agree that the Customer Data is owned by Customer and the Contract provides Customer with many choices and control over that Customer Data. For example, Customer may provision or deprovision access to the Services, enable or disable third party integrations, and manage permissions, and these choices and instructions may result in the access, use, disclosure, modification or deletion of certain or all Customer Data.
The Relationship Between You, Customer and Us
AS BETWEEN US AND CUSTOMER, YOU AGREE THAT IT IS SOLELY CUSTOMER’S RESPONSIBILITY TO (A) INFORM YOU AND ANY OTHER AUTHORIZED USERS OF ANY RELEVANT CUSTOMER POLICIES AND PRACTICES AND ANY SERVICES SETTINGS THAT MAY IMPACT THE PROCESSING OF CUSTOMER DATA; (B) OBTAIN ANY RIGHTS, PERMISSIONS OR CONSENTS FROM YOU AND ANY OTHER AUTHORIZED USERS THAT ARE NECESSARY FOR THE LAWFUL USE OF CUSTOMER DATA AND THE OPERATION OF THE SERVICES; (C) ENSURE THAT THE CUSTOMER’S USE OF CUSTOMER DATA IS LAWFUL; AND (D) RESPOND TO AND RESOLVE ANY DISPUTE WITH YOU AND ANY OTHER AUTHORIZED USER RELATING TO OR BASED ON CUSTOMER DATA, THE SERVICES OR CUSTOMER’S FAILURE TO FULFILL THESE OBLIGATIONS. TOGETHER MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, TO YOU RELATING TO THE SERVICES, WHICH ARE PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS. YOU AGREE THAT WE MAY USE ANY CUSTOMER DATA THAT YOU PROVIDE, AND THAT WE HAVE ALL RIGHTS FROM YOU NECESSARY TO DO SO, TO THE EXTENT NECESSARY TO PROVIDE ANY SERVICES REQUESTED BY CUSTOMER.
To the extent prohibited by applicable law, the Services are not intended for and should not be used by anyone under the age of sixteen. You represent that you are over the legal age and are the intended recipient of Customer’s invitation to the Services. You may not access or use the Services for any purpose if either of the representations in the preceding sentence is not true. Without limiting the foregoing, you must be of legal working age.
To help ensure a safe and productive work environment, all Authorized Users must comply with our Acceptable Use Policy and remain vigilant in reporting inappropriate behavior or content to Customer and us.
You Are Here At the Pleasure of Customer (and Us)
These User Terms remain effective until Customer’s subscription for you expires or terminates, or your access to the Services has been terminated by Customer or us. Please contact Customer if you at any time or for any reason wish to terminate your account, including due to a disagreement with any updates to these User Terms or the Acceptable Use Policy.
Limitation of Liability
If we believe that there is a violation of the Contract, User Terms, the Acceptable Use Policy, or any of our other policies that can simply be remedied by Customer’s removal of certain Customer Data or taking other action, we will, in most cases, ask Customer to take action rather than intervene. We may directly step in and take what we determine to be appropriate action (including disabling your account) if Customer does not take appropriate action or we believe there is a credible risk of harm to us, the Services, Authorized Users, or any third parties. IN NO EVENT WILL WE HAVE ANY LIABILITY TO YOU FOR ANY LOST PROFITS OR REVENUES OR FOR ANY DAMAGES OF ANY KIND, INCLUDING DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, COVER OR PUNITIVE DAMAGES, HOWEVER CAUSED, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR UNDER ANY OTHER THEORY OF LIABILITY, INCLUDING THOSE THAT RESULT FROM THE USE OR THE INABILITY TO USE THE SERVICES, AND WHETHER OR NOT YOU HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, THAT YOU SUFFER AS A RESULT OF OR IN THE COURSE OF OR RELATED TO YOUR USE OF THE SERVICES. IN THE EVENT THE FOREGOING LIMITATIONS DO NOT APPLY, OUR MAXIMUM AGGREGATE LIABILITY TO YOU FOR ANY LOSS, DAMAGE, LIABILITY OR INJURY YOU SUFFER AS A RESULT OF OR IN THE COURSE OF OR RELATED TO YOUR USE OF THE SERVICES IS TEN DOLLARS ($10) IN THE AGGREGATE. THE FOREGOING DISCLAIMERS WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW. FOR CLARITY, WE HAVE NO LIABILITY TO YOU FOR ANY LOSS, DAMAGE, LIABILITY OR INJURY YOU SUFFER AS A RESULT OF ANY ACT OR OMISSION OF THE CUSTOMER OR ANY OTHER AUTHORIZED USER, AND YOU RELEASE US FROM ANY SUCH CLAIM TO THE MAXIMUM EXTENT PERMITTED BY LAW. The provisions of this “Limitation of Liability” section allocate the risks under these User Terms between the parties, and the parties have relied on these limitations in determining whether to enter into these User Terms.
Release of Liability
TOGETHER FACILITATES YOU TO COMMUNICATE AND ENGAGE WITH OTHER AUTHORIZED USERS, INCLUDING TO FACILITATE YOUR PARTICIPATION IN VIRTUAL AND REAL WORLD MENTORSHIP RELATIONSHIPS, WHETHER CREATED, SUPERVISED OR FACILITATED BY OR ON BEHALF OF CUSTOMER OR ANY OTHER PERSON. YOU AGREE THAT TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU REMISE, RELEASE AND FOREVER DISCHARGE TOGETHER, AND OUR FORMER, PRESENT AND FUTURE DIRECTORS, OFFICERS, SHAREHOLDERS, EMPLOYEES AND AGENTS, AND OUR RESPECTIVE HEIRS, SUCCESSORS AND ASSIGNS, FROM ALL ACTIONS, CAUSES OF ACTION, APPLICATIONS, COMPLAINTS, LIABILITIES, DEBTS, DEMANDS, DAMAGES, COSTS, TORTS (BOTH INTENTIONAL AND UNINTENTIONAL), CONTRACTS, STATUTORY RIGHTS AND ALL OR ANY CLAIMS WHATSOEVER THAT EXIST OR MAY EXIST WHICH YOU EVER HAD, NOW HAVE OR WHICH YOU CAN, SHALL OR MAY HEREAFTER HAVE, CAUSED BY, RELATING TO OR ARISING OUT OF ANY ACTIVITY.
Application of Consumer Law
Together is a workplace tool intended for use by businesses and organizations and not for consumer purposes. To the maximum extent permitted by law, you hereby acknowledge and agree that consumer laws do not apply. If however any consumer laws do apply and cannot otherwise be lawfully excluded, nothing in these User Terms will restrict, exclude or modify any statutory warranties, guarantees, rights or remedies you have, and our liability is limited (at our option) to the replacement, repair or resupply of the Services or the pro-rata refund to Customer of pre-paid fees for your subscription covering the remainder of the term.
The sections titled “The Relationship Between You, Customer, and Us,” “Limitation of Liability,” “Release of Liability” and “Survival,” and all of the provisions under the general heading “General Provisions” will survive any termination or expiration of the User Terms.
Except as otherwise set forth herein, all notices under the User Terms will be by email. Notices to Together should be sent to email@example.com. A notice will be deemed to have been duly given the day after it is sent, in the case of a notice sent through email. Notices under the Contract will be delivered solely to Customer in accordance with the terms of that agreement.
No failure or delay by either party in exercising any right under the User Terms, including the Acceptable Use Policy, will constitute a waiver of that right. No waiver under the User Terms will be effective unless made in writing and signed by an authorized representative of the party being deemed to have granted the waiver.
The User Terms, including the Acceptable Use Policy, will be enforced to the fullest extent permitted under applicable law. If any provision of the User Terms is held by a court of competent jurisdiction to be contrary to law, the provision will be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of the User Terms will remain in effect.
Subject to the foregoing, these User Terms will bind and inure to the benefit of the parties, and their respective heirs, successors and permitted assigns.
Governing Law; Venue; Waiver of Jury Trial; Fees