AppTree Software Terms of Service

Last modified: January 30, 2016

 

Welcome to AppTree Software!

Thanks for using our products and services (“Services”). The Services are provided by AppTree Software Inc. (“AppTree”), located at 1231 NW Hoyt Street, Ste 205, Portland OR 97209, United States.

By using our Services, you are agreeing to these terms. Please read them carefully.

This Agreement between AppTree Software and you governs your use of our products and services (“Services”), and the websites, web services and APIs within the apptreesoftware.com domain including, without limitation, all content such as text, information, images, applications, templates software and other information, services and materials (collectively, the “Services”) and all information made available to you or by you through the Services by AppTree Software, and it’s suppliers and distributors. The "Customer" shall mean the entity or person invoiced by AppTree Software for use of the Service, and “You” or “User” shall mean a unique user of the Service whether a Customer or not (as defined by unique username, URL, IP address or other unique identification).

This Agreement comprises the entire agreement between you and AppTree Software and supersedes any and all prior or contemporaneous negotiations, discussions or agreements, whether written or oral, between the Parties regarding the subject matter contained herein.

Using our Services

You must follow any policies made available to you within the Services.

Don’t misuse our Services. For example, don’t interfere with our Services or try to access them using a method other than the interface and the instructions that we provide. You may use our Services only as permitted by law, including applicable export and re-export control laws and regulations.

We may suspend or stop providing our Services to you if you do not comply with our terms or policies or if we are investigating suspected misconduct.

Using our Services does not give you ownership of any intellectual property rights in our Services or the content you access. Don’t remove, obscure, or alter any legal notices displayed in or along with our Services.

Our Services display some content that is not AppTree Software’s. This content is the sole responsibility of the entity that makes it available. We may review content to determine whether it is illegal or violates our policies, and we may remove or refuse to display content that we reasonably believe violates our policies or the law. But that does not necessarily mean that we review content, so please don’t assume that we do.

In connection with your use of the Services, we may send you service announcements, administrative messages, and other information. You may opt out of some of those communications.

Some of our Services are available on mobile devices. Do not use such Services in a way that distracts you and prevents you from obeying traffic or safety laws.

Age

The Service is only available to individuals aged 13 years or older (or equivalent minimum age in the relevant jurisdiction).  We do not knowingly collect, use or disclose personal information from children under 13, or equivalent minimum age in the relevant jurisdiction.

To use the Service, you cannot be a person barred from receiving the Service under the laws of the United States or other applicable jurisdictions, including the country in which you reside or from where you use the Service. By accepting this Agreement, you represent that you understand and agree to the foregoing.

Devices and Accounts

Use of the Service may require compatible devices, Internet access, and certain software; may require periodic updates; and may be affected by the performance of these factors.  The latest version of required software may be required for certain transactions or features. You agree that meeting these requirements is your responsibility. 

Use of Location-based Services

AppTree Software may provide certain features or services that rely upon device-based location information using GPS (where available) and crowd-sourced Wi-Fi hotspot and cell tower locations. To provide such features or services, where available, AppTree Software and its partners and licensors must collect, use, transmit, process and maintain your location data, including but not limited to the geographic location of your device, including but not limited to your Account ID, name, location, speed and heading.

You may withdraw consent for collection, use, transmission, processing and maintenance of location and Account data at any time by not using the location-based features and turning off the Location Services settings on your device.  Any location data provided by the Service is not intended to be relied upon in situations where precise location information is needed or where erroneous, inaccurate, time-delayed or incomplete location data may lead to death, personal injury, property or environmental damage. AppTree Software does not guarantee the availability, accuracy, completeness, reliability, or timeliness of location data or any other data displayed by the Service. LOCATION-BASED SERVICES ARE NOT INTENDED OR SUITABLE FOR USE AS AN EMERGENCY LOCATOR SYSTEM.

Payment

Payment for Services under an AppTree Software Account shall be at prices and under terms stated on the AppTree Software website, or as otherwise stated or quoted by AppTree Software from time to time. All prices are exclusive of taxes (VAT or otherwise), which may or may not be added to the price, depending on applicable law and the legal residence of the Customer.

AppTree Software is entitled to adjust the prices, functionality and number of Users or Items for the Service from time to time. Adjusted prices shall take effect upon any subsequent term of the Service.

In case of non-payment for any reason or any violation of these Terms and Conditions, AppTree Software shall be entitled - without liability - to immediately bar Customer's access to the Service and bar access to the service plan in question, and to terminate Customer’s account. 

In case of termination of account, AppTree Software reserves the right to impose a reconnection fee in the event Customer requests to resume access to the Service. Customer agrees and acknowledges that AppTree Software has no obligation to retain Customer Data and that such Customer Data may be irretrievably deleted if the account is 30 days or more delinquent.

Right of Use

At the time of entering into this Agreement, the Customer or User is granted a non-exclusive, non-transferable, worldwide right to use the Service, solely for Customer’s or User’s own internal business purposes, subject to this Agreement. All rights not expressly granted to You are reserved by AppTree Software.

The right of use is at all times conditioned on compliance with the terms of this Agreement, and for Customer, prompt and timely payment regarding the Service. Breach of any term of this Agreement, or non-payment or delay in payment shall terminate any right of use granted to the User or Customer under this Agreement.

The Service may not be used in any way that is illegal or promotes illegal activities or in a manner that might be libelous or defamatory or otherwise malicious or harmful to any person or entity, or discriminatory based on race, sex, religion, nationality, disability, sexual orientation, or age or is otherwise indecent.

You shall not (i) license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Service in any way; (ii) modify or make derivative works based upon the Service; (iii) create Internet "links" to the Service or "frame" or "mirror" any content on any other server or wireless or Internet-based device; or (iv) reverse engineer or access the Service in order to (a) build a competitive product or service, (b) build a product using similar ideas, features, functions or graphics of the Service, or (c) copy any ideas, features, functions or graphics of the Service.

You may use the Service only for your internal business purposes and shall not: (i) send spam or otherwise duplicative or unsolicited messages in violation of applicable laws; (ii) send or store infringing, obscene, threatening, libelous, or otherwise unlawful or tortuous material, including material harmful to children or violative of third party privacy rights; (iii) send or store material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs; (iv) interfere with or disrupt the integrity or performance of the Service or the data contained therein; (v) attempt to gain unauthorized access to the Service or its related systems or networks; or (vi) use the Service, including the content, our intellectual property rights, AppTree Software technology and our trademarks and service marks for any commercial purposes (i.e. soliciting customers, resale, etc.) without our prior written consent.

Access

Access to the Service is available through the apptreesoftware.com domains and through mobile clients available on the Apple™ App Store and Google™ Play Store.  Upon entering into a contract with the Customer or User, AppTree Software will provide the Customer or User with a username and password for accessing the Service.

Access to the Service is only available to the Customer and Users, subject to compliance with these Terms and Conditions and, in the case of Customer, making the applicable payments for the Service under this Agreement.

Usernames and passwords are personal, and are to be considered part of Confidential Information. The User or Customer is at all times fully liable for all acts and omissions by Users whom the User or Customer has granted access and agrees to indemnify AppTree Software for all claims and losses related to such acts and omissions. 

Your AppTree Software Account

You may need an AppTree Software Account in order to use some of our Services. You may create your own AppTree Software Account, or your AppTree Software Account may be assigned to you by an administrator, such as your employer or educational institution. If you are using an AppTree Software Account assigned to you by an administrator, different or additional terms may apply and your administrator may be able to access or disable your account.

To protect your AppTree Software Account, keep your password confidential. You are responsible for the activity that happens on or through your AppTree Software Account. Try not to reuse your AppTree Software Account password on third-party applications.

Privacy

AppTree Software’s privacy policies explain how we treat your personal data and protect your privacy when you use our Services. By using our Services, you agree that AppTree Software can use such data in accordance with our privacy policies. 

Service Level

AppTree Software will at all times reasonably attempt to achieve the highest possible availability and shortest possible access time of the Service.  AppTree Software offers a Service Level Agreement for paid enterprise accounts.  For all other accounts, the following service level terms apply:

No warranties of any kind, regarding any specific availability or time of access are granted. The Service is hosted by AppTree Software, or a subcontractor of its choice. All data stored as part of the Service may be backed up on a regular basis. If Customers with a paid service plan experience loss of data, AppTree Software may use reasonable efforts to attempt to restore data from the most recent working backup; provided, however, AppTree Software gives no warranties with respect to recovering or restoring any lost Customer data. The User or Customer is always encouraged to make its own backups of all data stored on the Service.

AppTree Software is not responsible for data stored on Customer servers.

Your Responsibilities

You are responsible for all activity occurring under your User or Customer account and shall abide by all applicable local, state, national and foreign laws, treaties and regulations in connection with your use of the Service, including those related to data privacy, international communications and the transmission of technical or personal data. In addition, you shall be responsible for abiding by any and all internal policies, procedures and regulations, which are required, by your employer and/or the applicable administrators of your account. You shall: (i) notify AppTree Software immediately of any unauthorized use of any password or account or any other known or suspected breach of security; (ii) report to AppTree Software immediately and use reasonable efforts to stop immediately any copying or distribution of content that is known or suspected by You or other users to violate this Agreement or the intellectual property rights of third parties; and (iii) not impersonate another AppTree Software user or provide false identity information to gain access to or use the Service.  By accessing the Service, You represent and warrant that you have not falsely identified yourself nor provided any false information to gain access to the Service and that your billing information is correct

Your Data in our Services

Some of our Services allow you to upload, submit, store, send or receive content. You retain ownership of any intellectual property rights that you hold in that content. In short, what belongs to you stays yours.

AppTree Software does not own any data, information or material that You or others submit to the Service in the course of using the Service ("Customer Data"). You shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use any and all Customer Data that You submit. AppTree Software shall not be responsible or liable for the deletion, correction, destruction, damage, loss or failure to store any Customer Data.

The Customer and/or User are fully liable for the legality of all Customer Data stored by the Customer and/or User on the Service. Furthermore the Customer and/or User is fully liable, if such Customer Data is infringing upon third party rights, and accordingly agrees to indemnify AppTree Software for all claims and losses related to such infringement and/or illegality.

If AppTree Software on its own or through any third party has notice that Customer Data stored by the Customer and/or User is in violation of any law or infringes third party rights, AppTree Software shall have the unfettered right to - without liability to the Customer or User - immediately suspend access to such data without prior notice to the User or Customer. The Customer and/or User may be notified by AppTree Software of any such action under this Section, when reasonable and possible.

For paid accounts, the administrator shall have control over all applicable Customer Data submitted to the Service, and all Customer Data will be deemed to be owned by and the property of the applicable employer. Upon request by the applicable administrator, AppTree Software may remove, modify, edit or otherwise alter any applicable Customer Data

Intellectual Property Rights

AppTree Software alone (and its successor or assigns, or its licensors, where applicable) shall own all right, title and interest, including all related intellectual property rights, in and to the AppTree Software technology, the content and the Service and any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by You or any other party relating to the Service. This Agreement is not a sale and does not convey to You any rights of ownership in or related to the Service, AppTree Software technology, or intellectual property rights.

All copyrights and/or other intellectual property rights, title and interests in a) software on which the Service is based and made available to the Customer and/or User, b) source codes or other software components of the Service, c) content on the apptreesoftware.com domain and the Service including text and graphics, excluding Customer Data, d) trademarks, names etc. are the sole property of AppTree Software and its affiliated companies, and/or third parties having granted AppTree Software license for its use, and the Customer and/or User shall gain no rights to said intellectual property rights other than the limited right of use as stipulated in this Agreement.

The Customer and/or User shall not reproduce or redistribute any software, content or trademarks, intellectual property in any form, except as allowed in this Agreement.

The Customer and/or User retain all intellectual property rights to Customer Data stored by such Customer and/or User on the Service.

About Software in our Services

When a Service requires or includes downloadable software, this software may update automatically on your device once a new version or feature is available. Some Services may let you adjust your automatic update settings.

AppTree Software gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the software provided to you by AppTree Software as part of the Services. This license is for the sole purpose of enabling you to use and enjoy the benefit of the Services as provided by AppTree Software, in the manner permitted by these terms. You may not copy, modify, distribute, sell, or lease any part of our Services or included software, nor may you reverse engineer or attempt to extract the source code of that software, unless laws prohibit those restrictions or you have our written permission.

Terminating our Services

AppTree Software Accounts are pre-paid and are non refundable. AppTree Software does not provide refunds or credits for any partial months of use of the service.  You may cancel your AppTree Software Account at anytime, which will be effective immediately. If you wish to cancel your AppTree Software Account you may do so via your “Account” page, or otherwise as instructed.  Should you elect to cancel your AppTree Software Account, please note that you will not be issued a refund for any charged and paid fees.

This Agreement shall commence on the date of availability of the Services and will remain in effect for an initial term of contract as stipulated online at the AppTree Software website or separately agreed between the Parties (the “Initial Term”); any exception may only be granted by AppTree Software in writing. Upon the expiration of the Initial Term, this Agreement will automatically renew for successive renewal terms equal in duration to the Initial Term at the then current fees, if applicable, unless Customer specifically terminates the Services online on AppTree Software‘s website or AppTree Software specifically terminates for any other reason as defined herein.

If either party is in material breach of this Agreement, the other party is entitled to terminate this Agreement for cause after having given the breaching party a written notice of no less than ten (10) days, if the breaching party has not remedied the breach to the satisfaction of the other party.

For the avoidance of doubt, any termination by either of the parties or the expiry of the term of this Agreement shall only have effect for the future, and shall have no retroactive effects.

You agree and acknowledge that AppTree Software has no obligation to retain the Customer Data, and may delete such Customer Data without prior notice (i) if You have materially breached this Agreement, including but not limited to failure to pay outstanding fees, and such breach has not been cured within ten (10) days’ notice of such breach or (ii) upon termination of this Agreement for any reason.  If the Customer and/or User require AppTree Software to assist in restoring Customer Data that has been deleted, if such recovery is possible, AppTree Software will be entitled to request payment, at AppTree Software standard rates, for such work.

Our Warranties and Disclaimers

We provide our Services using a commercially reasonable level of skill and care and we hope that you will enjoy using them. But there are certain things that we don’t promise about our Services.

OTHER THAN AS EXPRESSLY SET OUT IN THESE TERMS OR ADDITIONAL TERMS, NEITHER APPTREE SOFTWARE NOR ITS SUPPLIERS OR DISTRIBUTORS MAKE ANY SPECIFIC PROMISES ABOUT THE SERVICES. FOR EXAMPLE, WE DON’T MAKE ANY COMMITMENTS ABOUT THE CONTENT WITHIN THE SERVICES, THE SPECIFIC FUNCTIONS OF THE SERVICES, OR THEIR RELIABILITY, AVAILABILITY, OR ABILITY TO MEET YOUR NEEDS. WE PROVIDE THE SERVICES “AS IS”.

SOME JURISDICTIONS PROVIDE FOR CERTAIN WARRANTIES, LIKE THE IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. TO THE EXTENT PERMITTED BY LAW, WE EXCLUDE ALL WARRANTIES.

Liability for our Services

WHEN PERMITTED BY LAW, APPTREE SOFTWARE, AND APPTREE SOFTWARE’S SUPPLIERS AND DISTRIBUTORS, WILL NOT BE RESPONSIBLE FOR LOST PROFITS, REVENUES, OR DATA, FINANCIAL LOSSES OR INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES.

TO THE EXTENT PERMITTED BY LAW, THE TOTAL LIABILITY OF APPTREE SOFTWARE, AND ITS SUPPLIERS AND DISTRIBUTORS, FOR ANY CLAIMS UNDER THESE TERMS, INCLUDING FOR ANY IMPLIED WARRANTIES, IS LIMITED TO THE AMOUNT YOU PAID US TO USE THE SERVICES (OR, IF WE CHOOSE, TO SUPPLYING YOU THE SERVICES AGAIN).

IN NO EVENT SHALL APPTREE SOFTWARE BE LIABLE FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL OR INCIDENTAL LOSS, EXEMPLARY OR OTHER DAMAGES RELATED TO THIS AGREEMENT OR WHETHER DIRECT OR INDIRECT: (i) LOSS OF DATA, (ii) LOSS OF INCOME, (iii) LOSS OF OPPORTUNITY, (iv) LOST PROFITS, AND (v) COSTS OF RECOVERY OR ANY OTHER DAMAGES, HOWEVER CAUSED AND BASED ON ANY THEORY OF LIABILITY, AND INCLUDING, BUT NOT LIMITED TO, BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR OTHERWISE, AND WHETHER OR NOT APPTREE SOFTWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT PERMITTED BY APPLICABLE LAW, APPTREE SOFTWARE’S LIABILITY HEREUNDER IS LIMITED TO $50.00. SOME JURISDICTIONS DO NOT ALLOW LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO CUSTOMER.

Indemnification

You shall defend, indemnify and hold AppTree Software, its licensors and each such party's parent organizations, subsidiaries, affiliates, officers, directors, employees, attorneys and agents harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys' fees and costs) arising out of or in connection with: (i) a claim alleging that use of the Service or any Customer Data infringes the rights of, or has caused harm to, a third party; (ii) a claim, which if true, would constitute a violation by You of your representations and warranties made herein; or (iii) a claim arising from the breach by You or other Users of this Agreement.

Business uses of our Services

If you are using our Services on behalf of a business, that business accepts these terms. It will hold harmless and indemnify AppTree Software and its affiliates, officers, agents, and employees from any claim, suit or action arising from or related to the use of the Services or violation of these terms, including any liability or expense arising from claims, losses, damages, suits, judgments, litigation costs and attorneys’ fees.

Notice

AppTree Software may give notice by means of a general notice on the Service, electronic mail to your e-mail address on record in AppTree Software’s account information, or by written communication sent by first class mail or pre-paid post to your address on record in AppTree Software 's account information. Such notice shall be deemed to have been given upon the expiration of 48 hours after mailing or posting (if sent by first class mail or pre-paid post) or 12 hours after sending (if sent by email).

Confidentiality

Unless expressly authorized in writing by the other Party, neither Party shall disclose to any third party any Confidential Information of the other Party, nor use such Confidential Information in any manner other than to perform its obligations under this Agreement. Confidential Information means any non-public information and/or materials provided by a Party under this Agreement to the other Party and reasonably understood to be confidential, but shall not include Customer Data.

The foregoing restrictions do not apply to any information that (i) is publicly disclosed through no fault of the receiving Party, (ii) is already lawfully in the receiving Party’s possession and not subject to a confidentiality obligation to the disclosing Party, (iii) becomes known to the receiving Party from a third party having an apparent bona fide right to disclose the information, or (iv) is Confidential Information that the receiving Party is obligated to produce pursuant to an order of a court of competent jurisdiction or a valid administrative subpoena, provided receiving Party supplies disclosing Party with timely notice of such court order or subpoena. Furthermore, Customer and User will keep in confidence all passwords and/or other access information related to the Services. Customer and User acknowledge that AppTree Software and its licensors retain all intellectual property rights and title, in and to, all of their Confidential Information and/or other proprietary information. This shall include, but not be limited to: products, services, and the ideas, concepts, techniques, inventions, processes, software or works of authorship developed, embodied in, or practiced in connection with the Services provided by AppTree Software hereunder.

About these Terms

We may modify these terms or any additional terms that apply to a Service to, for example, reflect changes to the law or changes to our Services. You should look at the terms regularly. We’ll post notice of modifications to these terms on this page. We’ll post notice of modified additional terms in the applicable Service. Changes will not apply retroactively and will become effective no sooner than fourteen days after they are posted. However, changes addressing new functions for a Service or changes made for legal reasons will be effective immediately. If you do not agree to the modified terms for a Service, you should discontinue your use of that Service.

If there is a conflict between these terms and the additional terms, the additional terms will control for that conflict.

These terms control the relationship between AppTree Software and you. They do not create any third party beneficiary rights.

If you do not comply with these terms, and we don’t take action right away, this doesn’t mean that we are giving up any rights that we may have (such as taking action in the future).

If it turns out that a particular term is not enforceable, this will not affect any other terms.

The laws of Oregon, U.S.A., excluding Oregon’s conflict of laws rules, will apply to any disputes arising out of or relating to these terms or the Services. All claims arising out of or relating to these terms or the Services will be litigated exclusively in the federal or state courts of Multnomah County, Oregon, USA, and you and AppTree Software consent to personal jurisdiction in those courts.