Terms & Conditions

The following document contains certain terms of use of the Jamplify services and website accessed via the jamplify.com domain; all email newsletters published or distributed by Jamplify; all Jamplify applications; and all other interactive features, services, and communications provided by Jamplify (“Sites”), however accessed and/or used, that are operated by Jamplify, made available by Jamplify, or produced and maintained by Jamplify. You can also review our privacy policy athttp://www.jamplify.com, which outlines our handling and use of personal information that you may provide us.

Acceptance of Terms of Use

The Sites are provided by OKDJ, Inc. (“Jamplify”), a Delaware Corporation, and are accessible to you under the terms described below. Together this document constitutes the full Terms of Use (“Terms”).

Please read these terms carefully before using the services. By accessing or using any services made available through the Sites you are agreeing to be bound by these terms.

IF YOU DO NOT AGREE TO THESE TERMS OF USE, PLEASE DO NOT USE THE SITES AND EXIT IMMEDIATELY. WE RESERVE THE RIGHT TO MODIFY OR AMEND THESE TERMS OF USE FROM TIME TO TIME IN ACCORDANCE WITH THE PROCESS DESCRIBED IN THE “CHANGE TO THESE TERMS” SECTION BELOW. YOUR CONTINUED USE OF OUR SITES AND ANY AFFILIATE SITES FOLLOWING THE POSTING OF CHANGES TO THESE TERMS WILL MEAN YOU ACCEPT THOSE CHANGES. UNLESS WE PROVIDE YOU WITH SPECIFIC NOTICE, NO CHANGES TO OUR TERMS OF USE WILL APPLY RETROACTIVELY.

Essentially,

By using Jamplify you agree to the Terms below.

Description of Services

Jamplify retrieves, stores and analyzes data about events on your behalf (the “Service”). Services available to you include but are not limited to analytics tools, reporting, and optimization tools made available from our Site.

Your access to the Services may be interrupted from time to time due to equipment malfunction, updates, maintenance and repair of the website, or other reasons that are our beyond our control. Jamplify reserves the right to suspend or interrupt access to the Services or portions of our website, at any time, with or without notice.

Essentially,

We provide analytics tools and services for analyzing events. The service may become unavailable if things go wrong or we need to fix something.

Registration / Account Creation

In order to access and use the Services, you will need to open an account (“Account”) with Jamplify.

By creating your Account, you represent that you have the capacity to be bound by these Terms, you are of legal age to form a binding contract and are not a person barred from receiving Service under the laws of the United States or other applicable jurisdiction. You also represent that you have the authority to accept these Terms on behalf of your company and to bind such entity to these Terms.

When creating an account, you will be required to provide certain personal information about yourself (and for any authorized users) (“Registration Information”).

You are responsible for the activities or actions that occur under your account (including by any of your authorized users), whether or not you have authorized such activities or actions.

All required notices will be sent electronically to the e-mail address provided in your Registration Information. These communications are considered part of the Service and your account, which you may not be able to opt-out from receiving.

Essentially,

To use our services you need to create your own account and be responsible for your and your users’ actions.

User Conduct

As a condition of use, you promise and agree not to use the Service for unlawful purposes or those prohibited by these Terms, or any other purpose not intended by Jamplify. For example, you agree not to:

  • Access, tamper with, or use non-public areas of the Service, such as Jamplify’s admin systems;
  • Use any robot, spider, scraper, or other similar automated data gathering or extraction tools, program, algorithm or methodology to search, access, acquire, copy or monitor any portion of the Service;
  • Post or transmit any file which contains viruses, worms, Trojan horses or any other contaminating or destructive features, or that otherwise interfere with the proper working of the Service or Site;
  • Attempt to decipher, decompile, disassemble, or reverse-engineer or otherwise attempt to discover or determine the source code of any software or any proprietary algorithm used, comprising or in any way making up a part of the Service or our Site;
  • Attempt to probe, scan or test the vulnerability of our Site, Services, system or network or breach or impair or circumvent any security or authentication measures protecting the Service;
  • Frame or mirror the Service;
  • Use any device, software, or routine that interferes with any application, function, or use of the Service, or is intended to damage, create undue load, detrimentally interfere with, surreptitiously intercept, or expropriate any system, data, or communication.
  • Resell, sublicense, time-share, or otherwise sell the Service, or data extracted from the Service.
  • Access the Service for purposes of monitoring its availability, performance or functionality, or for any other benchmarking or competitive purposes;
  • Use the Service in any way that competes with Jamplify

To report suspected use of the Service or a breach of these Terms, please send written notice to us atadmin@jamplify.com.

You represent, covenant, and warrant that you and your users will abide by all applicable laws and regulations and any other applicable terms and conditions in connection with the access and use of the Account Information through the Service.

Essentially,

You cannot use our Service to re-brand or disguise our Site, create unnecessary load, or other bad things. Do not abuse the Service or our Site

Account Information & Access To Data

By submitting information, data, log-in information, materials and other content through the Service (“Account Information”), you are expressly authorizing Jamplify to access and use the Account Information, on your behalf as your agent, to provide you with the Service. You hereby authorize and permit Jamplify to use and store the Account Information submitted by you to the Service to accomplish the foregoing and to configure the Service.

You are responsible for the accuracy, quality, integrity and legality of your Account Information and of the means by which you (or your authorized users) acquired your Account Information.

Jamplify will maintain administrative, physical, and technical safeguards for the protection of the security, confidentiality and integrity of your Account Information, in accordance with applicable industry standards.

Jamplify may access Account Information as necessary to identify or resolve technical problems or respond to complaints about the Service. Notwithstanding any other provision, Jamplify may access, read and disclose Account Information if Jamplify determines that such action is reasonably necessary: (i) to comply with the law, regulatory requirements, or legal or regulatory process; (ii) to enforce these Terms; or (iii) to respond to claims that you are using the Service to perform or support activities that violate the law or the rights of third parties. Unless prohibited by law or legal process, Jamplify will use its commercially reasonable efforts to not disclose your Account Information without giving you prior notice of the request for such disclosure and a reasonable period of time to respond to such request. “Customer Data” means any data and information provided by you directly or indirectly to Jamplify in connection with your use of the Service, including without limitation such data, content and information related to your business. Customer Data is and will remain your property. In connection with any Customer Data, you hereby represent and warrant that; (a) you have obtained all necessary rights, releases, and permissions to provide such Customer Data to Jamplify, and (b) the collection, use and disclosure of such information by you does not violate any laws or rights of any third party, including without limitation, any intellectual property rights, rights of privacy, or rights of publicity, and is not inconsistent with the terms of any applicable privacy policy.

Jamplify may collect and derive anonymous data in connection with your use of the Service and that of other Jamplify customers (“Jamplify Data”) that will be and remain the sole property of Jamplify. Jamplify will use the Jamplify Data to measure and analyze response rates and performance metrics of the Service, as well as to generate information and reports across industries and classes of Jamplify customers. Jamplify will use this data to improve, test and provide the Service, and additional Jamplify products and services, as well as for the marketing and promotion of the Service and other Jamplify products and services, but will only disclose Customer Data incorporated or on which the Jamplify Data is derived in aggregate form (e.g., data aggregated from its customers’ use of the Service, but without specifically identifying you, your business, or those of any other customer).

You expressly grant, and you represent and warrant that you have all the rights necessary to grant, to Jamplify, a royalty-free, sublicensable, transferable, perpetual, irrevocable, non-exclusive, worldwide right and license to use, develop, transmit, distribute, modify, reproduce, publicly display and create derivative works of Customer Data for the purposes of: a) providing the Services to you; (b) developing, maintaining, supporting, and improving the Service; and (c) marketing, promoting and advertising the Service, and other Jamplify products and services; and (d) creating and distributing reports; so long as any Customer Data that is incorporated into the Jamplify Data, or on which the Jamplify Data is derived, is not reasonably identified with you or any individual person.

Essentially,

We will only look at your account if we need to and will not disclose any personally identifiable information. We will collect and use summarized information from your use of our service but will disclose it only in an anonymous and aggregated form.

Premium Services

Jamplify offers certain additional services for a fee (“Premium Services”). To enable and use the Premium Services, you are required to subscribe to and pay the fees associated with the Premium Services that you have selected.

The term, configuration, and pricing of custom subscriptions may be agreed to and defined in a Supplemental Agreement. To the extent that conflicts occur between these terms and those defined in a Supplemental Agreement, the Supplemental Agreement will govern.

Payments

Payments are payable thirty (30) days from the date of the invoice, without offsets or deductions of any kind, and payment is due in US dollars. If payment is to be made via credit card or electronic money transfer (i.e. ACH) such payment shall be chargeable upon invoice date and no receipt will be provided. Jamplify reserves the right to invoice you directly in the event that reasonable efforts made to obtain a credit card or ACH payment authorization fail.

All payment obligations are non-cancelable and all amounts paid are nonrefundable. Late payments will bear interest at 1.5% per month or the maximum rate permitted by law, whichever is less calculated from the date such amount was due until the date that payment is received by Jamplify. Jamplify’s fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you are be responsible for payment of all such taxes, levies, or duties, excluding only taxes based solely on Jamplify’s income. If Jamplify has the legal obligation to pay or collect taxes for which you are responsible, the appropriate amount shall be invoiced to and paid by you unless you provide Jamplify with a valid tax exemption certificate authorized by the appropriate taxing authority.

If you believe your bill is incorrect, you must contact Jamplify in writing within thirty (30) days of the date of the invoice containing the amount in question to be eligible to receive an adjustment or credit. If Jamplify does not receive prompt payment for Premium Services, Jamplify may temporarily suspend or terminate your access to your Account.

Free Trials

We routinely offer free trials of our Service as a way for you to conduct an evaluation. Trials may be extended or terminated by us for any reason at any time. If you are using our Service as part of a free trial period, any data or information you enter into the Service, and any customizations made to the Service by or for you, during your trial period may be permanently lost unless you purchase access to the same Service as those covered by the trial before the end of the trial period.

Essentially,

You can try our Service free for a limited time, but we won’t store your data after that unless you decide to purchase.

Release & Indemnity

You agree to defend, indemnify and hold harmless Jamplify and its officers, directors, shareholders, and employees, from and against all claims and expenses, including but not limited to final awards, damages, settlement costs, and attorneys fees, in whole or in part arising out of or attributable to: (a) your access to or use of the Service (other than as permitted by these Terms) including any breach of these Terms by you; or (b) the accessing of your Account Information on your behalf by Jamplify in order to provide the Service to you. Your access to and use of the Service is at your sole risk. Jamplify is not responsible for the actions of your authorized users or for any loss of data that results through your (or your authorized users) use of the Services. Jamplify does not warrant that the Service will be able to access (or will continue to be able to access) your Account Information at all times. The Service is provided “AS IS” and on an “AS AVAILABLE” basis and the entire risk as to satisfactory performance, accuracy, and results is with you. Jamplify does not warrant that the Service will be provided without interruption or be completely error free. Jamplify DISCLAIMS ANY WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.

Jamplify makes no representation, warranty or guarantee that the content that may be available through the Service is free of infection from any viruses or other code or computer programming routines that contain contaminating or destructive properties or that are intended to damage, surreptitiously intercept or expropriate any system, data or personal information. We use commercially reasonable efforts to make the Service available 24 hours a day, 7 days a week. However your access to the service may be interrupted from time to time for any of several reasons including (a) planned downtime, or (b) any unavailability caused by circumstances beyond our reasonable control, including without limitation, acts of God, acts of government, flood, fire, earthquakes, civil unrest, acts of terror, strikes or other labor problems (other than those involving our employees), equipment failures, periodic updating, or Internet service provider failures or delays.

Essentially,

We are not liable if something goes wrong.

Proprietary Rights & Confidentiality

Jamplify owns all worldwide right, title and interest in and to the Jamplify software platform and service (“Jamplify IP”), including all worldwide intellectual property rights therein, that Jamplify uses to provide the Service. These Terms do not convey any proprietary interest in or to any Jamplify IP or rights of entitlement to the use thereof except as expressly set forth herein. You acknowledge and agree that the fees paid to Jamplify apply only to the use of the Service by you. Each party understands that the other party may need to disclose certain non-public information relating to the disclosing party’s business that is marked as “confidential” at the time of disclosure or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure (“Confidential Information”) in connection with the use and/or performance of the Service. The receiving party agrees: (i) to take reasonable precautions to protect such Confidential Information, and (ii) not to use (except as expressly permitted herein) or disclose to any third person any such Confidential Information. Confidential Information does not include any information that the receiving party can show: (a) is or becomes generally available to the public, or (b) was in its possession or known by it prior to receipt from the disclosing party, or (c) was rightfully disclosed to it without restriction by a third party, or (d) was independently developed without use of any Confidential Information of the disclosing party. Neither party will disclose to third parties the other’s Confidential Information unless: (i) the other party has given its specific and express prior written approval, (ii) the disclosure is expressly allowed under these Terms, or (iii) the disclosure is necessary to comply with a valid court order or subpoena (in which case the receiving party must promptly notify the disclosing party and cooperate with the disclosing party if the disclosing party chooses to contest the disclosure requirement, seek confidential treatment of the information to be disclosed, or to limit the nature or scope of the information to be disclosed).

Essentially,

We own our technology. We each agree to keep certain information confidential.

Support

Jamplify provides technical support for the Service during its regular business hours. Additional support options may be available for purchase as a Premium Service.

Essentially,

We are here to help.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL JAMPLIFY, ITS OFFICERS, DIRECTORS, EMPLOYEES, SUPPLIERS OR LICENSORS BE RESPONSIBLE OR LIABLE, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, LIQUIDATED OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFIT, REVENUE OR BUSINESS, ARISING IN WHOLE OR IN PART FROM YOUR ACCESS TO THE JAMPLIFY SITE, YOUR USE OF THE SERVICE OR INABILITY TO USE THE SERVICE OR THESE TERMS, EVEN IF JAMPLIFY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS, JAMPLIFY’S LIABILITY TO YOU FOR ANY CAUSE WHATEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE SUM OF ALL PAYMENTS YOU HAVE MADE TO JAMPLIFY FOR THE SERVICE IN THE LAST TWELVE (12) MONTHS OR ONE HUNDRED DOLLARS ($100.00), WHICHEVER IS GREATER.

Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you.

Essentially,

Again, we are not liable.

Trademarks

The Service and the Sites are protected by copyright, trademark, and other laws of the United States and foreign countries. Jamplify and its licensors exclusively own all right, title and interest in and to the Service and the Sites, including all associated intellectual property rights. You may not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Service or the Sites. You may not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Service or the Sites, except as expressly permitted in these Terms. Any feedback, comments and suggestions you may provide about improvements to the Service or the Jamplify Site (“Feedback”) will be the sole and exclusive property of Jamplify and you hereby irrevocably assign to Jamplify all of your right, title, and interest in and to all Feedback. All Feedback is given entirely voluntarily, and Jamplify will be free to use, disclose, reproduce, license or otherwise distribute, and exploit such Feedback as it sees fit, entirely without obligation or restriction of any kind.

Essentially,

Please respect our trademarks and brands. We may incorporate your feedback into our Service.

Links

The Service contains links to third party sites or resources. Jamplify provides these links as a convenience and does not endorse the companies or contents of any such sites. Jamplify is not responsible for the content of such sites or resources. If you decide to use the links to any of the third-party web sites linked to the Service, you do this entirely at your own risk.

Essentially,

Sometimes we link to other sites. We are not responsible for those sites.

Termination

You may terminate your use of the Service at any time and for any reason by deleting your account or by sending us notice as required under these Terms. Upon any termination by you, the Services and/or your Account (whichever is applicable) may no longer be accessible to you. Any cancellation request will be handled within 30 days of receipt of such request. Any payment obligations or unpaid balances as of the expiration or termination of the Service will remain in effect. Jamplify may at any time, suspend, disable or terminate your access to or use of the Service (a) if you violate, do not comply, or breach any provision of these Terms (or have acted in a manner which shows that you do not intend to), (b) if Jamplify in its sole discretion believes it is required to do so by law (for example, where the provision of the Service to you is, or becomes, unlawful); or (c) immediately upon notice, to the e-mail address provided by you as part of your Registration Information. Jamplify will not be liable to you or to any third party for the suspension or termination of your access or use of the Service (including the forfeiture of any pre-paid amounts for Premium Services). Upon any termination or suspension, Jamplify will have no obligation to maintain any Account Information, data or any related information that was stored in our database related to your use of the Service or to forward any information to you (or to any third party). Any suspension or termination will not affect your obligations to Jamplify under these Terms (including, without limitation, ownership, confidentiality, indemnification and limitation of liability), which by their sense and context are intended to survive such suspension or termination.

Essentially,

We may stop providing Services at any time. You can stop using or close your account at any time but must still pay any unpaid bills.

Change To These Terms

These Terms represents the entire understanding and agreement between you and Jamplify regarding the Service. Jamplify may modify these Terms from time to time. Any changes to these Terms will be posted on the Jamplify Site and/or through the Service. By continuing to access or use the Service after those revisions become effective, you agree to be bound by the revised Terms. If a court of competent jurisdiction finds any term or condition in these Terms to be unenforceable, all other terms and conditions will remain unaffected and in full force and effect. No waiver of any term of this these Terms shall be deemed a further or continuing waiver of such term or any other term, and Jamplify’s failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision. If you have any questions about these Terms, you can contact us through our website. This web site is owned and operated by: OKDJ Inc., 500 7th Ave, 17th Floor, New York, NY 10018

Essentially,

If there are changes to these terms of use, we will notify you.

Miscellaneous

You agree that: (1) the Service shall be deemed solely based in New York, and (2) the Service shall be deemed a passive one that does not give rise to personal jurisdiction over Jamplify, either specific or general, in jurisdictions other than New York. These Terms shall be governed by the substantive laws of the State of New York, without respect to its conflict of laws principles. You agree to submit to the personal jurisdiction of the federal and state courts located in New York, for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of our copyrights, trademarks, trade secrets, patents or other intellectual property or proprietary rights, as set forth in the arbitration provision below, including any provisional relief required to prevent irreparable harm. You agree that New York is the proper forum for any appeals of an arbitration award or for trial court proceedings in the event that the arbitration provision below is found to be unenforceable. If any portion hereof is found to be void or unenforceable, the remaining provisions of these Terms will remain in full force and effect.

These Terms constitute the complete and exclusive understanding and agreement between us regarding their subject matter and supersede all prior or contemporaneous agreements or understandings, written or oral, relating to their subject matter. You may not assign your acceptance of these Terms, in whole or in part, without Jamplify’s prior written consent, except in connection with a merger, acquisition, or saleof all or substantially all of your assets, provided that you provide Jamplify with prior notice. Nothing expressed by the acceptance of these Terms is intended imply or create a partnership, association, joint venture, employee-employer, or franchiser-franchisee relationship.

Date last revised: November 15, 2014