PLEASE READ THE FOLLOWING CAREFULLY BEFORE ACCEPTING THESE TERMS AND ACCESSING, USING AND/OR REGISTERING FOR THE SHAREFEELS WEBSITE, PLATFORM OR SERVICES.
By creating an Account on ShareFeels and/or by accessing and using the ShareFeels platform or website, sharefeels.io (the “Site”), you accept these Terms of Service (the “Terms”), and you acknowledge that you, on your own behalf as an individual and on behalf of your employer or another legal entity (collectively, “you” or “your”), have read and understood and agree to comply with these Terms, and are entering into a binding legal agreement with ShareFeels and/or, where applicable, one of its group companies or affiliates (“ShareFeels”, “us”, “we” or “our”).
If you are creating an Account, you are entering into these Terms on behalf of yourself, your team, company, organisation or any other entity that you either represent or belong to (the “Organisation”), and you represent and warrant that you have or you were granted full authority to bind your Organisation to these Terms. If you do not agree to comply with and be bound by these Terms or do not have authority to bind your Organisation, please do not accept these Terms or access or use the Platform.
To the extent allowed under applicable law, you hereby waive any applicable rights to require an original (non-electronic) signature or delivery or retention of non-electronic records. If you have executed a written contract, service order or other agreement with ShareFeels governing your access to and use of the Platform, then the terms of such agreement will govern and will supersede these Terms; except for the terms herein that refer to your access to, use of and/or registration for the Site, all which shall remain in effect. All capitalised terms used herein shall have the meanings given for such terms herein.
1. Description of the Service and Site
1.1. Service. ShareFeels is the owner or licensee of the ShareFeels platform, a tool which is made available to you on a software as a service (SaaS) basis (the “Platform”) through a web portal on our Site, and includes: (i) the software that you access via the Site; (ii) any other applications, extensions and features, if any, made available or provided to you by ShareFeels in connection with the Site or Platform (the “Applications”); and (iii) the trademarks and logos (“Marks”), content, text, documents, descriptions, products, graphics, photos, sounds, videos, interactive features (together with the Marks, “Content”), contained in or made available through the Site or Platform.
1.2. Site. The Site www.sharefeels.io is intended to provide you with information about the company and its products, to enable you to purchase a subscription or create a free subscription to the Platform, and provide subscribers with a web portal to access the Platform and download the Applications, if any.
2. Ability to Accept Terms
The Site and/or Platform is only intended for individuals aged thirteen (13) years or older. If you are under 13 years old please do not visit, access or use the Site and/or Platform. If you are between 13 and 18 years of age, then you must review these Terms with your parent or guardian before visiting, accessing or using the Site to make sure that you and your parent or guardian understand these Terms and agree to them.
3. Subscription to the Platform
3.1. Account. In order to use the Platform, you are required to create a personal user account (“Account”). In creating your Account, you acknowledge and agree: (i) to provide accurate and complete Account and login information; (ii) to keep, and ensure that your User Account login details and password are kept, secure at all times; (iii) to remain solely responsible and liable for the activity arising out of any failure to keep your Account details confidential; and (iv) to promptly notify ShareFeels in writing if you become aware of any unauthorised access or use of your Account or the Platform. In creating your Account, you further represent and warrant that you were not previously blocked by ShareFeels from having an Account or otherwise using the Platform.
4. Site Access
We hereby grant you permission to visit and use the Site for your information and personal use only (and, where applicable, the internal business purposes of your Organisation), subject to these Terms and your compliance with applicable law.
5. License to Applications
To the extent that you wish to use the Application, if any, you acknowledge and agree that we grant you a non-exclusive, revocable license to use the Applications solely for your personal use (and, where applicable, the internal business purposes of your Organisation). We may modify the Applications from time to time, and you hereby agree that we may automatically update such modifications without first asking for your approval. We are not obligated to support the Applications and may at any time suspend or terminate your license and disable the Applications downloaded and/or installed by you. You may not make unauthorised modifications, reverse engineer, disassemble, decompile, or attempt to derive source code of the Applications.
Except as expressly permitted in these Terms, you may not, and shall not allow any third party to: (i) give, sell, rent, lease, timeshare, sublicense, disclose, publish, assign, market, sell, display, transmit, broadcast, transfer or distribute any portion of the Platform, Site or Applications to any third party; (ii) circumvent, disable or otherwise interfere with security-related features of the Platform, Site or Applications or features that prevent or restrict use or copying of any content or that enforce limitations on use of the Platform, Site or Applications; (iii) reverse engineer, decompile or disassemble, decrypt or, attempt to derive the source code of, the Platform, Site or Applications or any components thereof, or create any derivative works of the Platform, Site or Applications, or any part thereof; (iv) present or share the data or information received through the Platform without ShareFeels’s prior consent, and in the event consent was given, present or share such data or information without attribution to ShareFeels pursuant to ShareFeels ‘s branding guidelines; (v) use any robot, spider, scraper, or other automated means to access or monitor the Platform, Site or Applications for any purpose, or to copy, access, collect, download, or otherwise obtain data, content or other information from the Platform, Site or Applications; (vi) take any action that imposes or which ShareFeels determines, in its sole discretion, may impose an unreasonable or disproportionately large load on the ShareFeels infrastructure or infrastructure which supports the Platform, Site or Applications; (vii) interfere or attempt to interfere with the integrity or proper working of the Platform, Site or Applications, or any related activities; (viii) remove, deface, obscure, or alter ShareFeels’s or any third party’s identification, attribution or copyright notices, trademarks, or other proprietary rights affixed to or provided as part of the Platform, Site or Applications, or use or display logos of the Platform, Site or Applications without ShareFeels’s prior written approval; (ix) use ShareFeels’s Marks without our prior written consent; (x) use the Platform, Site or Applications to develop, offer, operate, support or enable a competing service or product; and/or (xi) use the Platform, Site or Applications in any unlawful manner, for any harmful, irresponsible, or inappropriate purpose (including without limitation third-party defamation), or in breach of these Terms, any terms and conditions of any third-party product or service you use, or any agreement you have entered into with any third party.
8. User Submissions
8.1. Responsibility. The Site may permit the publishing of certain data, information or content by you and other users (“User Submissions”). You understand that whether or not such User Submissions are published, we do not guarantee any confidentiality with respect to any User Submissions. You shall be solely responsible for your User Submissions and the consequences of posting, publishing or uploading them.
8.2. Ownership. You, as an Account user, represent and warrant that you own or have the necessary rights and permissions to use, and authorise ShareFeels to use, all Intellectual Property Rights in and to your User Submissions, and to enable inclusion and use thereof as contemplated by the Site and these Terms. “Intellectual Property Rights” means any and all rights, title and interests, whether foreign or domestic, in and to any and all trade secrets, patents, copyrights, service marks, trademarks, know-how, or similar intellectual property rights, as well as any and all moral rights, rights of privacy, publicity and similar rights of any type under the laws or regulations of any governmental, regulatory, or judicial authority, foreign or domestic. You retain all of your ownership rights in and to your User Submissions.
8.3. License to User Submissions. By submitting the User Submissions to ShareFeels, you hereby grant ShareFeels a worldwide, irrevocable, non-exclusive, royalty-free, perpetual, sub-licensable and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the User Submissions in connection with the Site and ShareFeels’s business, including without limitation for publishing and redistributing part or all of your User Submissions (and derivative works thereof) in any media formats and through any media channels, and you hereby waive any moral rights in your User Submissions, to the extent permitted by law. You also hereby grant each user of the Site or other viewer or user of the User Submission a non-exclusive right to use, reproduce, distribute, prepare derivative works of, display and perform such User Submissions, all in accordance with these Terms.
8.4. Exposure to User Submissions. You understand and acknowledge that when accessing and using the Site: (i) you will be exposed to User Submissions from a variety of sources, and that ShareFeels is not responsible for the accuracy, usefulness, safety, or Intellectual Property Rights of, or relating to, such User Submissions; and (ii) you may be exposed to User Submissions that are inaccurate, offensive, or otherwise objectionable. You hereby waive any legal or equitable rights or remedies you may have against ShareFeels with respect to User Submissions.
9. Intellectual Property Rights
9.1. Site, Platform and Applications. The Platform, Site and the Applications, including all Content contained or displayed on the Site (excluding User Submissions), Applications or Platform, are the property of ShareFeels and may be protected by applicable copyright or other intellectual property laws and treaties. Title and full, exclusive ownership rights in the Site, Platform and Applications (and all parts of either, including the Content), and all reproductions, corrections, modifications, enhancements and improvements, and all related patent rights, copyrights, trade secrets, trademarks, service marks, related goodwill, including data related to your usage of the Site (excluding User Submissions), Applications and Platform, and ShareFeels’s intellectual property, and any rights therein not explicitly granted to you hereunder, are reserved to and shall remain solely and exclusively proprietary to ShareFeels (or its third-party providers). “ShareFeels”, the ShareFeels logo, and other marks are Marks of ShareFeels or its affiliates. All other trademarks and logos used on the Site, Applications or Platform are the trademarks, Platform marks, or logos of their respective owners. We reserve all rights not expressly granted in and to the Platform, Applications, Site and the Content.
9.2. Feedback. It is anticipated that you, as an Account User or a Site visitor, may provide suggestions, comments or other feedback to the ShareFeels Platform and/or the Site (“Feedback”). Feedback shall be deemed the sole property of ShareFeels. Without derogating from the above, ShareFeels will be free to adopt such Feedback for any of its products or Platforms, use it in any other manner, disclose, reproduce, license or otherwise distribute and exploit the Feedback provided to it as it sees ﬁt, entirely without obligation or restriction of any kind on account of intellectual property rights or otherwise. You and your Organisation hereby waive any right to the Feedback, including but limited to, moral rights and any right for royalties or any other consideration. Without derogating from the above, you hereby grant us a worldwide, irrevocable, non-exclusive, royalty-free, perpetual, sub-licensable and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform any information and/or content that you post, disclose, publish or otherwise make available in the course of ShareFeels’s webinars, customer forums/blogs, community forums/blogs or any other similar event or venue, including without limitation for publishing and redistributing part or all of such information and/or content (and derivative works thereof) in any media formats and through any media channels, and you hereby waive any moral rights in such information and/or content, to the extent permitted by law.
11. Free Subscription
Once you have created an Account we offer a no-obligation free subscription to access and use a version of the Platform, comprised of a limited set of features, functionalities and data, in accordance with and subject to the Terms (“Free Subscription“). The Fee Subscription, if applicable, shall commence on the first date following the creation of your Account that you commence access or use of, as applicable, the Platform. We reserve the right to modify, cancel and/or limit this Free Subscription offer at any time. At any time and without notice, ShareFeels reserves the right to (i) modify the duration and terms of the Free Subscription, or (ii) cancel the Free Subscription.
12. Subscription Terms, Cancellation and Termination
12.1. You can terminate your Free Subscription and close your Account by sending a cancellation request to us at firstname.lastname@example.org.
12.2. Termination by ShareFeels. ShareFeels may terminate your use of the Platform and/or Applications at any time and without prior written notice in any case where it believes that you have breached these Terms. Upon termination of these Terms, you shall cease all use of the ShareFeels Platforms and/or Applications.
12.3. Objection. If you object to any term or condition of these Terms, or any subsequent modifications thereto, or become dissatisfied with the Site, Platform or Applications in any way, your only recourse is to immediately discontinue use of the Site, Platform or Applications (and cancel your Subscription).
If we believe, in our sole discretion, that you are using the Platform in a manner that may cause harm to us or any third party, or which is in breach of these Terms, then we may, without derogating from our right to terminate your Subscription as specified in these Terms, suspend or terminate your User Account or your access to and use of the Platform, or parts thereof.
15. Warranty Disclaimer
15.1. The Site, Platform and APPLICATIONS are provided on an “as is” and “as available” basis, and without warranties of any kind either express or implied. You assume all responsibility for accessing and using the Site and Platform and for the selection of the Platform to achieve your intended results. SHAREFEELS HEREBY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
15.2. SHAREFEELS DOES NOT WARRANT THAT THE Site, Platform and APPLICATIONS OR ACCESS TO AND USE OF THE Site, Platform and APPLICATIONS WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE OR PLATFORM IS FREE FROM VIRUSES OR OTHER HARMFUL CODE.
15.3. SHAREFEELS OFFERS NO WARRANTY REGARDING THE RELIABILITY OF THE PERFORMANCE OF THE PLATFORM OR APPLICATIONS, INCLUDING WITHOUT LIMITATION ANY WARRANTY THAT THE PLATFORM OR APPLICATIONS, INCLUDING ANY ANTI-VIRUS OR ANTI-SPAM FEATURES, WILL DETECT, BLOCK OR PREVENT VIRUSES, SPAM OR OTHER HARMFUL OR UNWANTED CODE OR INTRUSIONS.
15.4. YOU AGREE THAT WE WILL NOT BE HELD RESPONSIBLE FOR ANY CONSEQUENCES THAT MAY RESULT FROM TECHNICAL PROBLEMS INCLUDING, WITHOUT LIMITATION, IN CONNECTION WITH THE INTERNET (SUCH AS SLOW CONNECTIONS, TRAFFIC CONGESTION OR OVERLOAD OF OUR OR OTHER SERVERS) OR ANY TELECOMMUNICATIONS OR INTERNET PROVIDERS.
15.5. Applicable law may not allow the exclusion of certain warranties, so to that extent such exclusions may not apply.
16. Limitation of Liability
NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS AND TO THE FULLEST EXTENT PERMISSIBLE BY LAW:
16.1. IN NO EVENT WILL SHAREFEELS, ITS AFFILIATES AND THIRD-PARTY PROVIDERS, BE LIABLE UNDER, OR OTHERWISE IN CONNECTION WITH, THESE TERMS FOR: (A) ANY DIRECT, INDIRECT, EXEMPLARY, SPECIAL, CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES; (B) ANY LOSS OF PROFITS, BUSINESS, OR ANTICIPATED SAVINGS; (C) ANY LOSS OF, OR DAMAGE TO DATA, REPUTATION, REVENUE OR GOODWILL; AND/OR (D) THE COST OF PROCURING ANY SUBSTITUTE GOODS OR PLATFORMS.
16.2. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF SHAREFEELS, ITS AFFILIATES OR ITS THIRD-PARTY PROVIDERS, UNDER, OR OTHERWISE IN CONNECTION WITH, THESE TERMS (INCLUDING THE SITE AND THE PLATFORM), EXCEED THE TOTAL AMOUNT OF FEES ACTUALLY PAID BY YOU (IF ANY) IN THE SIX (6) MONTHS IMMEDIATELY PRIOR TO THE EVENT GIVING RISE TO SUCH LIABILITY.
16.3. THE FOREGOING EXCLUSIONS AND LIMITATIONS OF LIABILITY SET FORTH IN THIS SECTION 16 SHALL APPLY: (A) EVEN IF SHAREFEELS, ITS AFFILIATES OR THIRD-PARTY PROVIDERS, HAVE BEEN ADVISED, OR SHOULD HAVE BEEN AWARE, OF THE POSSIBILITY OF LOSSES OR DAMAGES; (B) EVEN IF ANY REMEDY IN THESE TERMS FAILS OF ITS ESSENTIAL PURPOSE; AND (C) REGARDLESS OF THE THEORY OR BASIS OF LIABILITY (SUCH AS, BUT NOT LIMITED TO, BREACH OF CONTRACT OR TORT).
16.4. NO ACTION, REGARDLESS OF FORM, MAY BE BROUGHT BY YOU AFTER THE EARLIER OF (A) 12 MONTHS AFTER THE DATE ON WHICH YOU BECOME AWARE THAT A CAUSE OF ACTION HAS ARISEN, OR (B) THE PERIOD SET FORTH UNDER THE APPLICABLE STATUTE OF LIMITATIONS.
You shall defend, indemnify, and hold ShareFeels harmless from and against any and all damages assessed against ShareFeels (including reasonable attorneys’ fees) arising from a third party claim based on any business conducted, decisions made, or other action or failure to act by you, your Organisation or any of its affiliates, customers, partners or parties with whom you or your Organisation does business whether or not based in whole or in part on the Site, Platform or Applications or any data accessed therefrom by you or your Organisation; provided: (a) ShareFeels notifies you promptly in writing of any such claim and gives you authority, information, and assistance in the defence of such claim; and (b) ShareFeels does not make any admissions in response to any such claim without your consent.
19. Third-Party Software
Portions of the software upon which the Platform is based may include third party open-source software that is subject to third party terms and conditions (“Third Party Terms”). If there is a conflict between any Third-Party Terms and these Terms, then the Third-Party Terms shall prevail but solely in connection with the related third party open-source software. Notwithstanding anything to the contrary, ShareFeels makes no warranty or indemnity hereunder with respect to any third party open-source software.
These Terms, and any rights granted hereunder, may not be transferred or assigned by you but may be assigned by ShareFeels without restriction.
21. Customer Reference
You acknowledge and accept that ShareFeels has the right to use your name and logo and the name and logo of your Organisation to identify you as a customer of ShareFeels or user of the Platform, on ShareFeels’s website, marketing materials or otherwise by announcements on social media or otherwise.
We reserve the right, at our discretion, to change these Terms at any time. Such change will be effective ten (10) days following our sending a notice thereof to you or posting the revised Terms on the Site, and your continued use of the Platform thereafter means that you accept those changes.
Last updated: 15th February 2021