Terms of Service
Last Updated - July 26, 2013
Heeduser allows its users, via the Heeduser website (https://www.heeduser.com) (the "Website"), to provide hosted feedback and community software to users' customers (collectively, the "Heeduser Service"). The Heeduser Service is owned and operated by Heeduser software private limited ("Heeduser", "we" or "us").
Your use of the Website and the Heeduser Service is subject to the terms and conditions set forth in these Terms of Service (the "Terms of Service").
The Heeduser Service is meant for those at least eighteen (18) years of age. Use of the Heeduser Service by anyone under the age of 18 is a violation of the Terms of Service. If you are under the age of 18, and are not an emancipated minor, you must have the consent of a parent, or legal guardian to use or access the Heeduser Service.
Updates to Terms of Service; Integration
We may, in our sole discretion, modify the Terms of Service with or without notice to you. The "Last Updated" date at the top the Terms of Service will indicate when the latest modifications were made. By continuing to access and use the Website or the Heeduser Service after the Terms of Service are modified, you agree to such modifications. Therefore, you should review the Terms of Service prior to each use of the Website and/or the Heeduser Service.
The company can refuse registration or cancel an account in its sole discretion at any time.
You are responsible for using the Service in a private and secure manner. The Company is not liable for any damage or loss due to unauthorized account access resulting from your actions, such as sharing your account password or not logging out of the Service.
You may not use the Service for any illegal activity or to violate laws in your jurisdiction.
You may not use the Service to distribute unsolicited email ("spam") or malicious content such as viruses or worms.
You may not exploit the Service to access unauthorized information.
Any abuse or threatened abuse of other users of the Service or of Company personnel will result in immediate account termination.
Should any provision of these terms be found invalid or unenforceable, the remaining terms shall still apply.
This Terms of Service constitutes the entire agreements between you and the Company and supersedes any and all previous agreements, written or oral, between you and the Company, including previous versions of the Terms of Service.
This Agreement shall be governed by and construed under the laws of the state of India without reference to its conflict of law principles. In the event of any conflicts between foreign law, rules, and regulations, and Indian law, rules, and regulations, Indian law, rules, and regulations shall prevail and govern. Each party agrees to submit to the exclusive and personal jurisdiction of the courts located in New Delhi, India. The United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transactions Act shall not apply to this Agreement. A waiver of any default is not a waiver of any subsequent default.
You may not assign or otherwise transfer any of your rights hereunder without Heeduser prior written consent and any such attempt is void.
The relationship between Heeduser and you is not one of a legal partnership relationship, but is one of independent contractors.
This Agreement will be binding upon and will inure to the benefit of the parties, their successors and assigns of the parties hereto.
You acknowledge that all materials at the Website and the Heeduser Service, including the Website's and the Heeduser Service's design, graphics, text, sounds, pictures, and other files and the selection and arrangement thereof (collectively, "Materials"), are the property of Heeduser and/or its licensors, and are subject to and protected by United States and international copyright and other intellectual property laws and rights. All rights to Materials not expressly granted in these Terms of Service are reserved to their respective copyright owners. Heeduser authorizes you to view and download the Materials only for personal, non-commercial use, provided that you keep intact all copyright and other proprietary notices contained in the original Materials. Except as expressly authorized by the Terms of Service, you may not copy, reproduce, distribute, republish, download, perform, display, post, transmit, exploit, create derivative works or otherwise use any of the Materials in any form or by any means, without the prior written authorization of Heeduser or the respective copyright owner. In an absence of a written agreement, you may not modify or adapt the Materials in any way or otherwise use them for any public or commercial purposes. The trademarks, service marks, trade names, trade dress and logos (collectively, "Marks") contained or described at the Website and/or the Heeduser Service are the sole property of Heeduser and/or its licensors and may not be copied, altered or otherwise used, in whole or in part, without the prior written authorization of Heeduser and/or its licensors. In addition, all page headers, custom graphics, button icons and scripts are the property of Heeduser and may not be copied, imitated or otherwise used, in whole or in part, without the prior written authorization of Heeduser. Heeduser reserves the right to enforce its intellectual property rights to the fullest extent of the law.
For the avoidance of doubt, your use of the Website and the Heeduser Service is solely and exclusively under the limited license granted herein and you will not obtain any ownership interest therein through this Agreement or otherwise. All trademarks, service marks, trade names, domain names, slogans, logos, and other indicia of origin that appear on or in connection with any aspect of the Heeduser Service are either the property of Heeduser or its affiliates or licensors. Heeduser retains the right to rescind and terminate the limited license granted hereunder at any point, for any reason. Upon termination of this Agreement, the license shall also terminate and all rights shall revert to Heeduser without the taking of action on the part of either party. All rights not expressly granted herein by Heeduser to you are fully reserved by Heeduser, its advertisers and licensors.
Your own text, images, audiovisual media and any other form of intellectual property, including the data, ideas, inventions, designs, patterns and processes in such material (collectively, "Content") that you post on or through the Heeduser Service belongs to you and you may use it in any other way without restriction. But by using the Heeduser Service, you are granting Heeduser and certain third parties permission to use your Content as described in these Terms of Service.
Heeduser may preserve your Content and may also disclose such Content, with or without notice to you, if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce these Terms of Service; (c) respond to claims that your Content violates the rights of any third party; or (d) protect the rights, property, or personal safety of Heeduser, its users and the public.
You understand that posting your Content on or through the Heeduser Service is entirely voluntary and will expose your Content to public display in a non-confidential manner. You understand that Heeduser and/or any past, present or future client of Heeduser (each, a "Client") may view your Content and may develop or have developed Content which is identical or similar to yours, may already know of such Content from other sources or may have taken or will take some other action with respect to such Content. Therefore, you represent and agree to all of the following and acknowledge that Heeduser and its Clients are explicitly relying on such representations and agreement with regard to your Content.
The Content represents your own original work and you have all necessary rights to disclose the Content. In doing so, you are not violating the rights of any third party and you know of no other individual or entity whose rights will be infringed by the Content being viewed and used as described in these Terms of Service.
Your disclosure of the Content does not violate a confidential relationship with any third party, establish a confidential relationship with Heeduser or any of its Clients or obligate Heeduser or any of its Clients to treat your Content (or any related materials) as secret or confidential.
Heeduser and/or any of its Clients may give your Content such consideration as is warranted by their respective judgments. Review of your Content shall not be construed as any recognition of the novelty or originality of the Content. Neither Heeduser nor any of its Clients is obligated to give reasons for making use of or rejecting your Content or to reveal its activities that are related to your Content.
Neither Heeduser nor any of its Clients has any obligation, either express or implied, to make any use of your Content. However, if Heeduser and/or any of its Clients do make use of your Content, whether such use is intentional or inadvertent, no compensation will be due to you or anyone else for the use of your Content or the use of any data, ideas, inventions, designs, patterns and/or processes similar to, related to or derived from your Content.
If your Content is the subject of a pending or issued patent, you have disclosed or will disclose that fact in connection with posting your Content on or through the Heeduser Service. To the extent you hold a patent in the Content, no license under any patent is herein granted. Any license to use patented Content shall be in the form of a separate written contract, in which event your, Heeduser's and/or any of its Clients' respective obligations shall be only those expressed in such separate written contract.
Content posted by another person or company on or through the Heeduser Service belongs to the poster. Except as expressly permitted in these Terms of Service, you do not have the right to use, reproduce, create derivative works of, distribute, publicly perform or publicly display any Content that does not belong to you, other than viewing of the Content on or through the Heeduser Service as Heeduser may make available.
Some of the company and product names, logos, brands, and other trademarks featured or referred to within the Website and the Heeduser Service may not be owned by Heeduser Inc., and are the property of their respective trademark holders. These trademark holders are not affiliated with, nor do they sponsor or endorse, Heeduser Inc., the Heeduser Service, our products and services, or the Website.
Third Party Sites
Links at the Website or via the Heeduser Service to third party websites are provided only as a convenience to you. If you use these links, you will leave the Website and potentially the Heeduser Service. Heeduser does not control or endorse any such third party websites. You agree that the Heeduser Parties, as defined below, will not be responsible or liable for any content, goods or services provided on or through these outside websites or for your use or inability to use such websites. You will use these links at your own risk. You are advised that other websites on the Internet, including third party websites linked from this Website or the Heeduser Service, might contain material or information: that some people may find offensive or inappropriate; that is inaccurate, untrue, misleading or deceptive; or that is defamatory, libelous, infringing of others' rights or otherwise unlawful. Heeduser expressly disclaims any responsibility for the content, legality, decency or accuracy of any information, and for any products and services, that appear on any third party website.
Use of the Heeduser Service
You may be required to establish an account at this Website (or via mobile application) in order to take advantage of certain features of this Website or the Heeduser Service. If so, you agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the Website or the Heeduser Service; and (b) as permitted, maintain and promptly update such information to keep it true, accurate, current and complete. If you provide any information that is false, inaccurate or outdated, or Heeduser has reasonable grounds to suspect that such information is false, inaccurate or outdated, Heeduser has the right to suspend or terminate your account and prohibit any and all current or future use of the Website and Heeduser Service (or any portion thereof) by you.
You may be prompted to create a username and password to use certain features of the Website or participate in the Heeduser Service. If so, you are responsible for maintaining the confidentiality of the password and account, and are fully responsible for all activities that occur under your password or account. Your account is meant to be private and you shall not share accounts, use another member's account, nor allow others to use your account for any reason. You agree to: (a) immediately notify Heeduser of any unauthorized use of your password or account or any other breach of security; and (b) ensure that you exit from your account at the end of each session. You agree to be responsible for all charges resulting from the use of your account at the Website or via the Heeduser Service, including charges resulting from unauthorized use of your account prior to your taking steps to prevent such occurrence by changing your password and notifying Heeduser. The Heeduser Parties cannot and will not be liable for any loss or damage arising from your failure to comply with these requirements.
You agree to use the Website and Heeduser Service only for lawful purposes and that you are responsible for your use of and communications and content you post via the Heeduser Service. You agree not to post on or transmit through this Website or the Heeduser Service any unlawful, infringing, threatening, harassing, defamatory, vulgar, obscene, profane, indecent, offensive, hateful or otherwise objectionable material of any kind, including any material that encourages criminal conduct or conduct that would give rise to civil liability, infringes others' intellectual property rights or otherwise violates any applicable local, state, national or international law. You agree not to use this Website or Heeduser Service in any manner that interferes with its normal operation or with any other user's use and enjoyment of the Website or the Heeduser Service.
You may not do any of the following while accessing or using the Heeduser Service: (i) access, tamper with, or use non-public areas of the Heeduser Service, our computer systems, or the technical delivery systems of our providers; (ii) probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures; (iii) access or search or attempt to access or search the Heeduser Service by any means (automated or otherwise) other than through our currently available, published interfaces that are provided by us (and only pursuant to those terms and conditions), unless you have been specifically allowed to do so in a separate agreement with us (NOTE: crawling the Services is permissible if done in accordance with the provisions of the robots.txt file, however, scraping the Services without the prior consent of us is expressly prohibited); (iv) forge any TCP/IP packet header or any part of the header information in any email or posting, or in any way use the Services to send altered, deceptive or false source-identifying information; or (v) interfere with, or disrupt, (or attempt to do so), the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, mail-bombing the Heeduser Service, or by scripting the creation of content in such a manner as to interfere with or create an undue burden on the Heeduser Service.
You further agree that you will not access this Website or the Heeduser Service by any means except through the interface provided by Heeduser for access to the Website and the Heeduser Service. Creating or maintaining any link from another website to any page at the Website without the prior authorization of Heeduser is prohibited. Running or displaying this Website, the Heeduser Service, or any information or material displayed at the Website in frames or through similar means on another website or application without the prior authorization of Heeduser is prohibited. Any permitted links to this Website must comply with all applicable laws, rule and regulations.
Heeduser makes no representation that Materials contained at the Website or products or services described or offered at the Website or the Heeduser Service are accurate, appropriate or available for use in jurisdictions outside the United States, or that these Terms of Service comply with the laws of any other country. Visitors who use the Website or the Heeduser Service and reside outside the United States do so on their own initiative and are responsible for compliance with all laws, if and to the extent local laws are applicable. You agree that you will not access this Website or the Heeduser Service from any territory where its contents are illegal, and that you, and not the Heeduser Parties, are responsible for compliance with applicable local laws.
Code of conduct
Heeduser has the right, but not the obligation, to remove or block Content from the Heeduser Service that it determines in its sole discretion to be in violation of these Terms of Service, to be unlawful, offensive, threatening, libelous, defamatory, obscene or otherwise objectionable, that violates any party's intellectual property or that is detrimental to the quality or intended spirit of the Heeduser Service. Heeduser also has the right, but not the obligation, to limit or revoke the use privileges of the account of anyone who posts such Content or engages in such behavior.
Heeduser will use common sense and business sense regarding Content or behavior allowed on or through the Heeduser Service.
Examples of unacceptable Content or behavior include:
1. Abuse, harassment, threats, flaming or intimidation of any person or organization.
2. Engaging in or contributing to any illegal activity or activity that violates others' rights.
3. Use of derogatory, discriminatory or excessively graphic language.
4. Providing information that is false, misleading or inaccurate.
5. Hacking or modifying the Heeduser Service or another Web site to falsely imply an association with Heeduser.
6. Implying or pretending to be affiliated with a company or organization with which you are not affiliated, or misrepresenting the extent of your affiliation or role with an affiliated company or organization.
7. Transmitting worms, viruses or harmful software.
8. Sending unwanted messages to other users (aka "spam").
9. Disclosing personal or proprietary information of another person or organization.
All Content, whether publicly posted or privately transmitted, is the sole responsibility of the person who originated such content. You acknowledge that all Content accessed by you using the Heeduser Service is at your own risk and you will be solely responsible and liable for any damage or loss to you or any other party resulting therefrom. You retain your rights to any Content you submit, post or display on or through the Heeduser Service.
For purposes of these Terms of Service, the term "Content" includes, without limitation, any location information, videos, audio clips, comments, information, data, text, photographs, software, scripts, graphics, and interactive features generated, provided, or otherwise made accessible on the Website or through the Heeduser Service.
You agree that Heeduser may terminate or suspend your access to all or part of this Website or the Heeduser Service, without notice, for any conduct that Heeduser, in its sole discretion, believes is in violation of these Terms of Service or any applicable law or is harmful to the interests of another user or the Heeduser Parties.
Notwithstanding such termination or suspension, you will continue to be subject to the "Intellectual Property," "Content," "Warranties, Disclaimers and Limitations of Liability," "Indemnification," "Applicable Law and Jurisdiction" and "Use of the Heeduser Service" sections of these Terms of Service.
Heeduser reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Website or the Heeduser Service (or any part thereof) with or without notice. Except as otherwise expressly stated in these Terms of Service, you agree that Heeduser Parties shall not be liable to you or to any third party for any modification, suspension or discontinuation of the Website or the Heeduser Service.
Warranties, Disclaimers and Limitations of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
YOUR USE OF THE WEBSITE AND THE HEEDUSER SERVICE IS AT YOUR SOLE RISK. THE WEBSITE, THE HEEDUSER SERVICE AND THE MATERIALS CONTAINED HEREIN ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THESE TERMS OF SERVICE, HEEDUSER, ITS PARENT, SUBSIDIARY AND OTHER AFFILIATED COMPANIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND OTHER REPRESENTATIVES (COLLECTIVELY, THE "HEEDUSER PARTIES"), EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE HEEDUSER PARTIES MAKE NO WARRANTY THAT: (I) THE WEBSITE OR HEEDUSER SERVICE WILL MEET YOUR REQUIREMENTS; (II) THE WEBSITE AND HEEDUSER SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (III) INFORMATION THAT MAY BE OBTAINED WILL BE ACCURATE OR RELIABLE; (IV) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL OBTAINED BY YOU THROUGH THE WEBSITE OR HEEDUSER SERVICE WILL MEET YOUR EXPECTATIONS OR NEEDS; AND (V) ANY ERRORS IN THE WEBSITE OR HEEDUSER SERVICE WILL BE CORRECTED.
THE HEEDUSER PARTIES SHALL NOT UNDER ANY CIRCUMSTANCES BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING OUT OF, IN CONNECTION WITH OR RELATING TO THE USE OF OR INABILITY TO USE THE WEBSITE OR HEEDUSER SERVICE, INCLUDING ANY LIABILITY: (I) AS A PUBLISHER OF INFORMATION; (II) FOR ANY INCORRECT OR INACCURATE INFORMATION; (III) FOR ANY UNAUTHORIZED ACCESS TO OR DISCLOSURE OF YOUR TRANSMISSIONS OR DATA; (IV) FOR STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE WEBSITE; OR (V) FOR ANY OTHER MATTER RELATING TO THIS WEBSITE, THE HEEDUSER SERVICE OR ANY THIRD PARTY WEBSITE. THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY THAT APPLIES TO ALL DAMAGES OF ANY KIND, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF AN INDIVIDUAL ADVISES OF THE POSSIBILITY OF SUCH DAMAGES. THE LIMITATIONS OF LIABILITY SET FORTH HEREIN ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN HEEDUSER AND YOU. THE PRODUCTS, INFORMATION AND SERVICES OFFERED ON AND THROUGH THE WEBSITE AND THE HEEDUSER SERVICE WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS.
NOTWITHSTANDING THE FOREGOING, THE SOLE AND ENTIRE MAXIMUM LIABILITY OF THE HEEDUSER PARTIES FOR ANY REASON, AND YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY CAUSE OR CLAIM WHATSOEVER, SHALL BE LIMITED TO THE AMOUNT PAID BY YOU FOR ANY PRODUCT, INFORMATION OR SERVICE PURCHASED BY YOU FROM HEEDUSER VIA THIS WEBSITE OR THE HEEDUSER SERVICE.
SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES. ACCORDINGLY, SOME OF THE ABOVE DISCLAIMERS AND LIMITATIONS MAY NOT APPLY TO YOU.
You agree to indemnify, defend and hold harmless the Heeduser Parties against all claims, demands, causes of action, losses, expenses, damages and costs (including any reasonable attorneys' fees), resulting or arising from or relating to your use of or conduct at the Website or Heeduser Service, any activity related to your account by you or any other person, any material that you submit to, post on or transmit through the Website or the Heeduser Service, your breach of these Terms of Service, your infringement or violation of any rights of another, or termination of your access to the Website or the Heeduser Service. We reserve the right to assume, at our sole expense, the exclusive defense and control of any such claim or action and all negotiations for settlement or compromise, and you agree to fully cooperate with us in the defense of any such claim, action, settlement or compromise negotiations, as requested by us.
These Terms of Service constitute the entire and only Terms of Service between Heeduser and each user of the Website or the Heeduser Service with respect to the subject matter of these Terms of Service.
If any provision of these Terms of Service be deemed unlawful, void or for any reason unenforceable by a court of competent jurisdiction, the validity and enforceability of any remaining provisions will not be affected.
The failure of the Heeduser Parties to insist upon strict adherence to any term of these Terms of Service shall not constitute a waiver of such term and shall not be considered a waiver or limit that party's right thereafter to insist upon strict adherence to that term or any other term contained in these Terms of Service.
No action arising out of this Terms of Service or your use of the Heeduser Service, regardless of form or the basis of the claim, may be brought by you more than one (1) year after the cause of action has arisen (or if multiple causes, from the date the first such cause arose).
If you have any comments or questions regarding these Terms of Service, or wish to report any violation of these Terms of Service, you may email us at firstname.lastname@example.org