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Terms of Use
Last Updated: May 2, 2022
HR Acuity, LLC (“we,” “us,” or “our”) owns, operates, and provides this website (the “Site”) and the software as a service made available by us, accessible via the Internet, for managing certain information regarding inappropriate behavior (collectively, “Speakfully”).
Please read these Terms of Use (these “Terms”) and our Privacy Policy (the “Privacy Policy”) carefully, as they govern your access to and use of the Site and Speakfully. These Terms constitute a legally binding agreement between you and us. By using or accessing the Site or Speakfully, you accept and agree to these Terms and the Privacy Policy.
If you are consenting to these Terms on behalf of another individual or business, you represent and warrant that you have full authority to act for and to bind that individual or business to these Terms, in which case “you” and “your” refer to such individual or business. If you do not have such authority, you shall not use or access Speakfully or the Site.
We reserve the right to suspend or ban access to or use of Speakfully or the Site for anyone who fails to comply with these Terms, in our sole discretion. You may not use Speakfully or the Site if we have banned you.
Except as otherwise described in these Terms or by a separate contractual agreement, as a condition to using the Site or Speakfully, you affirm that you are either more than 18 years of age, or an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, waivers, representations and warranties set forth in these Terms, and to abide by and comply with these Terms.
Schools and school districts (“Educational Institutions”) may purchase or otherwise subscribe to SpeakfullyNow. Once purchased or subscribed, SpeakfullyNow can be used by children, including children under the age of 13, at the direction and under the supervision of said Educational Institutions. We are committed to complying with the Children’s Online Privacy Protection Act of 1998 (“COPPA”), which requires us to inform parents and legal guardians about our information collection and use practices (see our COPPA Privacy Policy Notice )
By using or accessing the Site or Speakfully, you represent and warrant that you are not located in a country subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country, and that you are not listed on any U.S. Government list of prohibited or restricted parties.
There are three types of users of Speakfully (collectively, “Speakfully Users”). “Individual Users” are users who are permitted to register an account to use and access those features of Speakfully made available on the SpreakfullyOne version of Speakfully. “SpeakfullyNow Users” are users who do not register an account, but have been given access to the SpeakfullyNow version of Speakfully by Organizational administrators by custom URL or QR code. “Employee Users” are registered account users who are employees of Organizations . Employee Users may also include Organization administrators who have access to certain features only available to Organizations. “Organizations” are businesses (including Educational Institutions) that subscribe with us to use and access Speakfully . Certain features of Speakfully are only available to Employee Users, SpeakfullyNow Users, and Organizations. While Individual Users may be part of Organizations, such users can decide not to participate as Employee Users or SpeakfullyNow Users by logging entries under their Individual User accounts. Except as outlined below and in our Privacy Policy, the Terms apply equally to Individual Users, SpeakfullyNow Users, and Employee Users.
You understand that content (including any text, graphic, audio, video, transcripts, log files, or other content) made available or transmitted via the Site or Speakfully by a user or generated in connection with your use of or access to the Site or Speakfully (“User Content”), whether privately transmitted or made publicly available, is the sole responsibility of the user who generated such User Content. You, not us, are responsible for all User Content that you transmit via, make available on, or is generated in connection with your use of or access to, the Site and Speakfully. In no event will we be liable in any way for User Content.
User Content generated by other users, if provided to you, is provided to you AS IS. You may access and use such User Content solely as intended through the provided functionality of the Site and Speakfully and as permitted under these Terms. Unless otherwise permitted under these Terms, you shall not copy, reproduce, distribute, transmit, broadcast, display, sell, license, or otherwise exploit any User Content generated by another user for any other purposes without our prior written consent or the respective owners and licensors of the User Content.
With respect to User Content you make available or transmit via the Site or Speakfully, to the extent permitted by law and consistent with our Privacy Policy, you grant us an irrevocable, non-exclusive, perpetual, royalty-free, worldwide license to use, display, copy, distribute, modify, make derivative works of, and import the User Content in connection with the products and services owned, licensed or developed by us.
You understand that you may expose yourself to liability if User Content or other use of Speakfully violates applicable law or any third-party rights. You agree to notify us immediately if you suspect any unauthorized use of User Content or access to data you submitted to Speakfully.
For more information about your options in providing personal information, and how such information is managed by us and within Speakfully, please see our Privacy Policy.
Generally
As a Speakfully User, you can document information regarding potential harassment, bias, discrimination, abuse, or other mistreatment you experienced or witnessed, solely for your own record-keeping purposes or to report such behavior to your Organization. Inappropriate behavior related to the workplace may occur at your place of employment, as part of an interviewing or job placement process, or during events outside your place of employment where people employed by your employer were present. Other inappropriate behavior may also occur even if is not related to the workplace.
Account Registration
Account registration is required if you are an Individual User or an Employee User. However, if you are a SpeakfullyNow User, you do not need to register an account as your Organization or the Organization you are associated with, will provide you with a custom URL and access information, through which you can report and communicate with the administrators of the said Organization.
If you are an Individual User, you must provide your email address as part of the registration process. If you are an Employee User, your Employee User account registration will be associated with the email address provided by the Organization associated with your Employee User account. However, even if you are an Employee User, we encourage you to provide your personal email address as part of your registration so that we can contact you if you become a former Employee User or if the Organization associated with your Employee User account terminates its plan with Speakfully. With that personal email address, we may allow you to access information you input as part of your Employee User account but did not delete from Speakfully or submit to the Organization before you became a former Employee User.
If you are an Individual User or Employee User you are responsible for maintaining the security and confidentiality of your Speakfully account username and password and for maintaining your access to the Internet for purposes of your use of and access to the Site and Speakfully. You are also responsible for any activity that occurs on your account.
If you are an Individual User or Employee User you will notify us immediately if you believe that a third party has obtained your username and password, or if you believe that any unauthorized access or use may occur or has occurred, by contacting our support team at support@speakfully.com. For your protection, if we believe that any unauthorized access may occur or has occurred, we may terminate such access without prior notice to you. You also agree that we are permitted to act upon any instructions received using your username and password and to consider such instructions as authorized by you.
If you are a SpeakfullyNow User, when you submit an issue to your Organization you are responsible for maintaining the automatically generated keycode and password you create at the time of the submission. You are responsible for maintaining your access to the Internet for purposes of your use of and access to the Site and SpeakfullyNow and you are also accountable to your Organization for any activity and communications that occur in relation to your submission.
User Submissions
After you create and register an account on Speakfully or if you are a SpeakfullyNow User who has been provided access to Speakfully by your Organization, you can document information regarding potential harassment, bias, discrimination, abuse, or other mistreatment you experienced or witnessed by logging into Speakfully or accessing the SpeakfullyNow version with an access link. If you are an Employee User and wish to record the information as an Employee User, submit your entry via your Employee User dashboard. If you are an Individual User and wish to record the information as an Individual User, submit your entry via your Individual User dashboard. If you are a SpeakfullyNow User, you can document information regarding any potential issues you experienced and your entry will be ready to submit once you have completed all the required information and setup a password, which can be used to track the submission at any later time.
If you are an Individual User or Employee User, your submissions are organized into virtual folders that you can create or name inside Speakfully. As an Individual User, you must designate each folder you create as either a personal issue or a workplace issue. Submissions may include User Content you upload to Speakfully. If we terminate your access to Speakfully as permitted under these Terms, we reserve the right to delete your submissions and folders from our systems at any time after such termination.
If you are an Individual User who submits an entry in SpeakfullyOne, you can export the corresponding folder and its contents using the features available in SpeakfullyOne. The feature permits you to save the folder and its contents as a .pdf that you can then save to your device. After you export the folder as an Individual User, we will delete the folder and its contents from our systems within thirty days.
Before you export, SpeakfullyOne may allow you to submit additional information regarding the folder by answering questions about the activities you describe in them. Such questions may vary, but the questions are generally designed to help a person to whom you might send the exported folder understand who was involved in the activities you described and your desired outcome from sending the report to the recipient. As an Individual User, you are not required to submit this information. If you submit the information, it will be recorded as part of the folder’s contents.
As an Individual User, you can delete from SpeakfullyOne any folder you previously saved and its contents that you did not previously delete from SpeakfullyOne by using the deletion tools available in SpeakfullyOne. We will then delete the folder and its contents from our systems within thirty days, subject to our Privacy Policy (https://speakfully.com/privacypolicy). Please be aware that if a folder is deleted, its contents will also be deleted, but certain information associated with your use of the Site and SpeakfullyOne as an Individual User is not deleted. Such information includes information we collect through cookies, clear gifs, web beacons, and information that your device sent or made available to us whenever you used or accessed the Site or SpeakfullyOne through your Individual User account, in each case as further described in our Privacy Policy. We may continue to associate such information with your Individual User account even if a folder and its contents are deleted.
As an Individual User, you can also delete your Individual User account. To begin the deletion process, contact Speakfully at support@speakully.com with your Individual User account deletion request. We may take steps to verify your request before we begin the deletion process. We will then delete within thirty days your Individual User account from our systems, including all folders and their contents for that Individual User account, subject to our Privacy Policy. Please be aware that if the account is deleted, certain information associated with your use of the Site and SpeakfullyOne as an Individual User is not deleted. Such information includes information we collect through cookies, clear gifs, web beacons, and information that your device sent or made available to us whenever you used or accessed the Site or SpeakfullyOne through your Individual User account, in each case as further described in our Privacy Policy. We will not, however, continue to associate such information with the email address of the deleted Individual User account, except to the extent permitted by our Privacy Policy.
Required Questions on Submissions
If you are an Employee User who submits an entry in SpeakfullyPro, you must answer additional questions posed by the Organization. The questions may vary, but the questions are generally designed to help the Organization better understand its workplace culture and use of SpeakfullyPro. You must answer the questions, and the Organization can view the answers as anonymous analytics in aggregate from all Employee User answers to these additional questions as a whole, even if you do not submit the folder to the Organization. If you later delete the submission or folder, the Organization can still see your answers to the questions.
At the point when you make a submission, we do not permit the Organization to ask you for the following:
If you are a SpeakfullyNow User, you must answer the questions provided by your Organization. The questions may vary, but the questions are generally designed to help the Organization better understand its workplace culture and use of SpeakfullyNow. You must answer the questions marked as mandatory and setup a password prior to submitting information to your Organization.
Folder Submission (SpeakfullyPro version)
If you are an Employee User and want to submit a folder to the Organization via SpeakfullyPro, you must first answer additional questions in SpeakfullyPro about the activities you describe in them. Such questions may vary, but the questions are generally designed to help the Organization to which you submit the information understand who was involved in the activities you described and your desired outcome from sending the report to the Organization. When you submit this information, it will be recorded as part of the folder. If you choose to submit, your answers to these questions will be disclosed to the Organization.
After you make a submission to an Organization as an Employee User, the Organization recipient who received it can update the status label of your report via the SpeakfullyPro dashboard. If the Organization recipient changes the status label, you can view the status label in your Employee User account. Neither you nor the Organization can delete the submission from SpeakfullyPro until the Organization changes the status label of your report to resolved. Once the report is marked resolved, SpeakfullyPro will send you a notification. We will delete the submission marked as resolved from our systems within thirty days, (or the duration of time agreed upon between us and the Organization),
Optional Surveys (SpeakfullyPro version)
We give Organizations the flexibility to perform employee surveys by sending an email or other notice via Speakfully to all Employee Users associated with the Organization’s SpeakfullyPro account. The email or other notice will direct you to your Employee User account or other specific locations in SpeakfullyPro to view and complete the survey. Questions in the surveys may vary, but the questions are generally designed to help the Organization understand how to better manage and work with its Employee Users.
We do not require you to complete or view any such survey in order to use or access SpeakfullyPro. We do not permit the Organization to ask you for your name in any such survey, and Organizations are hereby prohibited from engaging in that activity. Unless you choose to disclose your name when you complete the survey, we do not disclose your name to the Organization when you view or complete a survey.
The Organization can see aggregate statistics about surveys via Speakfully, as further described in the Privacy Policy. We do not control, and are not responsible for, how the Organization recipient uses or discloses such aggregate statistics. Such statistics will not be deleted from our systems if you delete your account.
We may also provide you with the ability to submit via SpeakfullyPro feedback directly to the Organization. You may or may not choose to identify yourself in any such feedback. We do not control, and are not responsible for, how the Organization recipient uses or discloses such feedback.
Folder and Account Deletion (SpeakfullyPro version)
As an Employee User, you can delete from SpeakfullyPro any folder you previously saved and its contents that you did not previously delete from SpeakfullyPro or you did not previously submit to the Organization by using the deletion tools available in SpeakfullyPro. We will then delete the folder and its contents from our systems within thirty days, subject to our Privacy Policy. Please be aware that if a folder is deleted, its contents will also be deleted, but certain information associated with your use of the Site and SpeakfullyPro as an Employee User is not deleted. Such information includes information we collect through cookies, clear gifs, web beacons, and information that your device sent or made available to us whenever you used or accessed the Site or SpeakfullyPro through your Employee User account, in each case as further described in our Privacy Policy. We may continue to associate such information with your Employee User account even if a folder and its contents are deleted.
An Organization can limit your ability to access your Employee User account by limiting your access to Organization software, hardware, single sign-on systems, and other technology. As an Employee User, you acknowledge that we do not control and are not responsible for any such activity by an Organization.
If you leave your Organization, if the SpeakfullyPro plan with your Organization terminates, or if the Organization instructs us to delete your Employee User Account, you will be a former Employee User. If at the time you became a former Employee User, your account registration included your personal email address (because you entered it in your account registration as an Employee User), you can use that personal email address to contact support@speakfully.com within 30 days after you became a former Employee User to access your previously saved folders and their contents not previously deleted by you or submitted to the Organization by you. After we make such folders and their contents available to you, you can then export those folders and their contents using the same view and export features we make available to Individual Users, but you cannot otherwise enter or add information unless you register for an Individual User account. We reserve the right to delete your folders and their contents submitted with your former Employee User account from our systems, whether or not you choose to export them, at any time starting thirty days after the date you became a former Employee User.
Please be aware that if the account is deleted, certain information associated with your use of the Site and SpeakfullyPro as an Employee User is not deleted. Such information includes information we collect through cookies, clear gifs, web beacons, and information that your device sent or made available to us whenever you used or accessed the Site or SpeakfullyPro through your Employee User account, in each case as further described in our Privacy Policy. We will not, however, continue to associate such information with the email address of the deleted Employee User account, except to the extent permitted by our Privacy Policy.
If you are also an Employee User who is an Organization administrator, please understand that the features and functionality regarding former Employee Users described in the preceding two paragraphs do not apply to you with respect to your use of SpeakfullyPro as an Organization administrator. For more information regarding termination of an Organization plan, review the Terms below regarding termination and Organization plans.
Subject to these Terms and our Privacy Policy, we grant you a limited, non-exclusive, non-transferable, non sub licensable, non-exclusive, and revocable right to access and use the Site and Speakfully solely for your private, personal, non-commercial use.
All title, ownership and intellectual property rights in and to the Site and Speakfully are owned by us or our licensors. You acknowledge and agree that the Site and Speakfully contain proprietary information that is protected by applicable intellectual property and other laws. You shall not, directly or indirectly through or with one or more other persons, copy, modify, rent, lease, loan, sell, distribute, perform, display or create derivative works based on the Site and Speakfully, in whole or in part. You may own the physical media on which elements of the Site and Speakfully are delivered to you, but we retain full and complete ownership of the Site and Speakfully.
You shall not circumvent or disable any content protection system or digital rights management technology used with the Site or Speakfully; decompile, reverse engineer, disassemble or otherwise reduce the Site or Speakfully; remove identification, copyright or other proprietary notices; or, access or use the Site or Speakfully in an unlawful or unauthorized manner or in a manner that suggests an association with our products, services or brands.
Certain software code incorporated into or distributed with the Site or Speakfully may be licensed by third parties under various “open-source” or “public-source” software licenses (collectively, the “Open Source Software”). Notwithstanding anything to the contrary in these Terms, the Open Source Software is not licensed under these Terms and instead is separately licensed pursuant to the terms and conditions of their respective open-source software licenses. You agree to comply with the terms and conditions of such open-source software license agreements. A list of such Open Source Software is available here: (https://speakfully.com/privacypolicy).
Generally
To access and use certain additional features of Speakfully only available to Organizations, you must obtain and maintain an Organization plan for Speakfully. A plan may be procured (i) through the Site, or (ii) by otherwise entering into an agreement we accept. Please contact us at hello@speakfully.com to obtain a plan.
As an Organization, you must ensure that the Organization’s Speakfully account registration information is accurate and complete and is updated in a timely manner. If the information is incorrect, we may not be able to contact the account administrator responsible for, in which event we reserve the right to suspend or terminate such plan. After registration, we provide each administrator with a way to set up their own password for an administrator account. It is each administrator’s responsibility to establish and maintain security for such password. While each administrator can reset passwords for the administrator accounts that are under that Organization account, we reserve the right to determine whether to fulfill any request to reset an administrator account password depending upon whether we are satisfied, at our sole discretion, that the individual requesting the reset is authorized by you as an Organization. Each administrator must notify us immediately of any unauthorized access to or use of their password. As an Organization, you are solely responsible for all activities that occur under the plan and the corresponding accounts, whether or not the you or your administrator knows about or authorizes them.
An Organization plan is initiated when we make Speakfully available to the Organization and Speakfully Users under the Organization and shall remain in effect for the period of time specified in the Organization account settings, as applicable, or until any earlier termination according to these Terms.
It is the Organization’s obligation to ensure that all Speakfully Users under the Organization comply with these Terms. In addition, the administrator shall ensure that all Speakfully Users under the Organization comply with the Organization’s policies and legal obligations, as we do not assume any responsibility for actions taken, or omissions by, Speakfully Users under the Organization when using Speakfully.
Payment
When you elect to purchase Speakfully as an Organization, and you must pay the amount we specify for Speakfully on our Site and/or in the other agreement we accept. Payment obligations are non-cancelable and, except as expressly stated in these Terms, fees paid are non-refundable. If we agree to invoice you, full payment must be received within thirty (30) days from the invoice date.
Fees are stated exclusive of any taxes, levies, duties, or similar governmental assessments of any nature, including, for example, value-added, sales, use or withholding taxes, assessable by any jurisdiction (collectively, “Taxes”). You will be responsible for paying all Taxes associated with your purchase, except for those taxes based on our net income.
Your Assurances
When you elect to purchase access to and use of Speakfully as an Organization, you agree that: (i) you will fulfill your obligation to pay for such service by the date on which payment is due; (ii) any payment information you provide is true and accurate; (iii) you are authorized to use the payment method you provide; and (iv) we have the irrevocable permission to share with financial institutions and payment processing firms (including any institutions or firms we retain in the future) information regarding your purchase and your submitted payment information in order to process your payment, and to grant such firm(s) (and/or one of their respective financial service providers) the rights to collect, use, retain, and disclose such data and information.
Please note that your obligation for payment to, and relationship with, such a third-party payment processor is a contractual matter between you and such third party; we are not a party to, or responsible on account of, such contract. While we select our payment processors carefully, we cannot and do not guarantee their performance. We encourage you to provide any feedback regarding any payment processor with which you do business to us, as we value and use your input in determining whether to continue or end such relationships. If you have any concerns or problems with a payment processor, please contact us at support@speakfully.com as promptly as you can.
Plan Renewals
If you elect to purchase an Organization plan for Speakfully that renews automatically, you agree that we may charge any previously provided credit card or other means of payment without your renewed permission at each applicable billing time, as applicable for the particular service. You may elect to cancel a plan at any time, but such cancellation will be effective as of the end of the then-current billing period, except as otherwise specifically described in connection with any particular plan.
Changes to Payment Methods and Account Information
As an Organization, you are responsible for ensuring that your payment information with (address, debit, or credit card number and expiration date), is accurate and up to date. If you have any difficulty making any change to the payment method, you must notify us by contacting support@speakfully.com and demonstrating to our satisfaction your authority to change the payment method used for your plan.
If your credit card expires or the information is otherwise invalid, or you or another party controlling the payment method make changes to your billing account too close in time to when we charge for any recurring plan (so we cannot reasonably act on your changes prior to billing), we will probably not be aware of this, and we will bill the current charges to the card we had on record; the continuation of your plan constitutes your authorization for us to do so, and you remain responsible for any uncollected amounts and any charges incurred by you or us as a result of billing to an invalid card or other payment method.
Costs of Collection and Credit Card Chargebacks
In addition to the fees for Speakfully, you agree to pay any reasonable costs we incur to collect any unpaid or past due amounts, including reasonable attorneys’ fees and other associated costs. Delinquent payments will bear interest at the rate of 1% per month or the highest rate permitted under applicable law, whichever is less, from the payment due date until paid in full.
Downgrade for Non-Payment
If any payment made by you for use of Speakfully is dishonored by your bank, or is otherwise not actually received by us due to no fault of ours (including any chargeback, reversal, or other post-payment action to obtain a return of funds), we may, without limiting our other rights and remedies, suspend your ability to use Speakfully and/or downgrade your rights to use Speakfully until your payment obligation is paid in full. We will endeavor to provide you advance notice of any such downgrade in order to allow you to complete your payment, but we are under no obligation to provide such notice.
Modifications to Paid Features
If you purchase access to Speakfully that requires a payment, you are purchasing the right to use Speakfully for so long as it is offered by us. However, you are advised that we may elect to modify the Site or Speakfully from time to time, including modifications to their functionality and substance. In addition, your purchase of access to and use of Speakfully does not entitle you to use any other Speakfully feature requiring a payment, including future enhanced or similar versions of Speakfully that may replace the version you have paid to use. We may make these modifications and cease offering features from time to time, at our discretion.
If you feel that your opportunity to use Speakfully was unreasonably short or diminished due to any cessation or modification of Speakfully by us, you may contact us to request a credit towards another of our offerings. We are under no obligation to provide such a credit, and the amount of any such credit, or any other refund of all or a portion of the amount of your payment, shall be determined by us, at our discretion. If we provide you with a credit, such credit will have no monetary or exchange value, and will not be transferable or refundable, and if provided with an expiration date by which it must be applied towards another of our services will expire and have no value after such date.
The term of your rights to use Speakfully and the Site will terminate on the earlier of notice of termination by us to you, or you to us, at any time. If we terminate your right to use Speakfully prior to the scheduled end of the then-current plan term without cause (i.e., you, including your administrator and Employee Users, are not in violation of these Terms), we shall refund the applicable pro rata portion of any fees paid by you for the portion of the plan term after the date of termination. In all other circumstances, including termination by us on account of any violation of these Terms, the termination of the right to use Speakfully shall not require any refund of plan fees paid to us or cancellation of plan fees owed to us.
If we believe that there is a violation of these Terms that may be remedied by your prompt response, we may ask you to resolve the problem. However, we reserve the right to take what we determine to be appropriate action where you do not promptly remedy the problem, or if we believe there is a risk of harm to us, Speakfully, the Site, Speakfully Users, Organizations, or any third party, or we believe we have a legal obligation to act.
Except as otherwise described in these Terms or by a separate contractual agreement, you shall not access or use Speakfully for any purpose that is unlawful or prohibited by the Terms, or for any other purpose not reasonably intended by us. By way of example, and not limitation, you shall not directly or indirectly through or with one or more other persons:
Enforcement
You are solely responsible for your interactions, if any, with other users. We reserve the right, but have no obligation, to monitor disputes between you and other users. If there is a dispute between users, or between users and any third party, you agree that we are under no obligation to become involved.
While we have no obligation to do so, we reserve the right to investigate and take appropriate action at our sole discretion against you if you violate these Terms, including without limitation: removing User Content (or portions thereof) from Speakfully; suspending your rights to use Speakfully and the Site, including blocking IP addresses from which you may have accessed Speakfully and the Site; reporting you to law enforcement, regulatory authorities, or administrative bodies; and taking legal action against you.
While we have no obligation to do so, we reserve the right to review and delete the User Content (or portion thereof) that we believe, at our sole discretion, violates these Terms, or that we deem, in our sole discretion, inappropriate. If you see any content or materials submitted through Speakfully that you believe violates these Terms, you may report such content or materials by sending an email to us at support@speakfully.com. Our interpretation of our policies and the decision whether or not to take action and block certain usage of Speakfully is in our sole discretion. You understand and agree that if we choose not to respond to your request, that decision will not constitute a violation of these Terms or any agreement we have with you.
While we have no obligation to do so, we reserve the right, to the fullest extent permitted by applicable law, to take appropriate action to protect the anonymity of Speakfully Users or Organizations against the enforcement of subpoenas or other information requests that seek a Speakfully User’s or Organization’s electronic address or identifying information.
If you elect to use a “beta” or other pre-release version of any Speakfully feature, you hereby agree to two fundamental requirements because of the non-public availability of such feature: (1) You agree that the features are confidential and you shall not disclose any information relating to such feature unless we give you specific written permission to do so and (2) you acknowledge such a release is a prototype, still undergoing active development and may be prone to inconsistent and/or incorrect performance; accordingly, you hereby accept all risks associated with using such feature.
Since the Site and Speakfully may be used via a variety of platforms and devices, including mobile computing devices, we assume you understand that you will need a computer or mobile device, and potentially current releases of software, to enable you to use our services. Naturally, the cost of your device(s) and communications services are your responsibility, and we provide no assurance as to our services’ compatibility or availability on your device(s) or services. If you are having problems using our services, please contact support@speakfully.com.
We will endeavor to make Speakfully and the Site available 24 hours a day, 7 days a week, excluding such periods when Speakfully may be unavailable due to necessary maintenance, updates or other factors, and unanticipated downtime. Should we know that there will be any extended unavailability, we will use reasonable efforts to provide advance notice to you on the Site or in Speakfully. However, we do not offer any guarantee or warranty that Speakfully or the Site will be available at all times or that it will continue to be offered indefinitely.
We retain the right, at our sole discretion, to modify Speakfully and the Site at any time, with or without notice, including modifications that may affect the previous mode of operation of Speakfully and the Site. We expect that any such modifications will enhance Speakfully and the Site, but it is possible that you may not agree with us. For example, we may create a new tier of Speakfully or an additional feature that would only be available to a new type of plan. We also reserve the right to change the information we require from you to use certain Speakfully features.
While we expect to provide updates and other modifications to Speakfully from time to time, as well as guidance on how to use Speakfully and the Site as it gets updated, we shall not have any obligation to provide specific support to you with respect to the use or modification of Speakfully and the Site.
We may share information about future enhancements or other changes to Speakfully and the Site, but you should not rely upon those enhancements or changes when deciding to use or access the Site or Speakfully. Your decision to use or access should be based upon the functionality available when you are making that decision and not on the potential future functionality.
The Site and Speakfully may include gateways, links, or other functionality that allow you to access third party services or websites (“Third Party Services”) and third party content and materials (“Third Party Materials”). We do not supply and are not responsible for any Third Party Services or Third Party Materials, which may be subject to their own licenses, end-user agreements, privacy and security policies, terms of service, and terms of use.
We do not provide any legal advice through our offering of the Site or Speakfully or otherwise. You should consult with your relevant human resources personnel and personal legal advisor if you wish to obtain legal guidance or direction on what actions you must take in order to preserve and enforce your rights.
We always love to hear from our users. Your suggestions, comments or other feedback (collectively, “Feedback”) to us with respect to our offerings and services, including the Site and Speakfully, are welcomed by us. Feedback is voluntary and we are not required to hold it in confidence. We may use Feedback for any purpose. You hereby grant us an irrevocable, non-exclusive, perpetual, royalty-free, worldwide license to use, display, copy, distribute, modify, make derivative works of, sell, and import the Feedback in connection with the products and services owned, licensed or developed by us and our licensors.
To the extent permitted by applicable law, you agree to indemnify and hold harmless, and to defend at our option, Speakfully Inc., its affiliates, officers, members, managers, employees, agents, successors, and assigns from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) your use of the and access to the Site and Speakfully; (ii) your violation of these Terms; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that your User Content caused damage to a third party. This defense and indemnification obligation will survive termination of your use of and access to the Site and Speakfully.
THE SITE AND SPEAKFULLY ARE PROVIDED “AS IS” AND “AS AVAILABLE,” AND TO THE EXTENT PERMITTED BY LAW, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT REPRESENT OR WARRANT THAT: (A) THE SITE OR SPEAKFULLY WILL ALWAYS BE SECURE, ERROR-FREE, OR TIMELY; (B) THE SITE OR SPEAKFULLY WILL ALWAYS FUNCTION WITHOUT DELAYS, DISRUPTIONS, OR IMPERFECTIONS; OR (C) THAT ANY CONTENT, USER CONTENT, OR INFORMATION YOU OBTAIN ON OR THROUGH THE SITE OR SPEAKFULLY WILL BE TIMELY OR ACCURATE.
WE DO NOT WARRANT THAT YOUR ACTIVITIES OR ACCESS TO OR USE OF THE SITE OR SPEAKFULLY IS LAWFUL IN ANY PARTICULAR JURISDICTION AND, IN ANY EVENT, WE SPECIFICALLY DISCLAIM SUCH WARRANTIES. YOU UNDERSTAND THAT BY ACCESSING OR USING THE SITE OR SPEAKFULLY, YOU ACT AT YOUR OWN RISK. THE APPLICATIONS MAY BE USED TO ACCESS AND TRANSFER INFORMATION OVER THE INTERNET. YOU SHALL NOT RELY ON THE CORRECT FUNCTIONING OF THE SITE OR SPEAKFULLY. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY US OR OUR AUTHORIZED REPRESENTATIVES CREATES ANY OTHER WARRANTIES OR IN ANY WAY INCREASES THE SCOPE OF OUR OBLIGATIONS UNDER THESE TERMS OR THE PRIVACY POLICY. YOU ACKNOWLEDGE AND AGREE THAT WE AND OUR VENDORS AND LICENSORS DO NOT OPERATE OR CONTROL THE INTERNET AND THAT (A) VIRUSES, WORMS, TROJAN HORSES, OR OTHER UNDESIRABLE DATA OR SOFTWARE; OR (B) UNAUTHORIZED THIRD PARTIES (e.g., HACKERS) MAY ATTEMPT TO OBTAIN ACCESS TO AND DAMAGE YOUR ACCOUNT, USER CONTENT, HARDWARE, OR NETWORKS. WE WILL NOT BE LIABLE FOR ANY SUCH ACTIVITIES.
WE TAKE NO RESPONSIBILITY AND ASSUME NO LIABILITY FOR ANY CONTENT THAT YOU, ANOTHER USER, OR A THIRD PARTY CREATES, UPLOADS, POSTS, SENDS, RECEIVES, SUBMITS, EXPORTS, TRANSMITS, OR STORES ON OR THROUGH THE SITE OR SPEAKFULLY. YOU UNDERSTAND AND AGREE THAT YOU MAY BE EXPOSED TO CONTENT THAT MIGHT BE OFFENSIVE, ILLEGAL, MISLEADING, OR OTHERWISE INAPPROPRIATE, NONE OF WHICH WE WILL BE RESPONSIBLE FOR.
ALL THIRD PARTY MATERIALS AND THIRD PARTY SERVICES ARE PROVIDED AS-IS, WITHOUT WARRANTIES OF ANY KIND. WE MAKE NO WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, RELATING TO ANY PRESENT OR FUTURE METHODOLOGY EMPLOYED IN OUR GATHERING OR REPRODUCING OF ANY THIRD PARTY MATERIALS OR THIRD PARTY SERVICES, OR AS TO THE ACCURACY, CURRENCY, OR COMPREHENSIVENESS OF THE SAME.
If you have a dispute with one or more other users, or any third party relating to Speakfully or the Site, you release us, our officers, employees, agents, successors, and assigns from claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes.
IF YOU ARE A CALIFORNIA RESIDENT, YOU SHALL AND HEREBY DO WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY.”
THIS DISCLAIMER OF WARRANTIES AND WAIVER will survive termination of your use of and access to the Site and Speakfully.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL WE, OUR VENDORS, OUR LICENSORS, OR OUR SUPPLIERS HAVE ANY LIABILITY TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT DAMAGES, OR INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS DAMAGES, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF THE TERMS, THE PRIVACY POLICY, THE SITE, OR SPEAKFULLY. THE TOTAL LIABILITY OF US AND OUR VENDORS, LICENSORS AND SUPPLIERS TO YOU OR ANY THIRD PARTY ARISING OUT OF THE TERMS, THE PRIVACY POLICY, THE SITE, OR SPEAKFULLY, REGARDLESS OF WHETHER UNDER A CONTRACT, TORT, OR OTHER THEORY OF LIABILITY, FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES WILL NOT EXCEED THE GREATER OF (A) ONE HUNDRED DOLLARS ($100) OR (B) THE AMOUNT YOU PAID AS AN ORGANIZATION TO USE OR ACCESS SPEAKFULLY DURING THE SIX (6) MONTH PERIOD PRECEDING THE EVENT THAT GAVE RISE TO THE CLAIM.
Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations may not apply to you.
Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the Terms or the privacy policy, or your use of and access to the Site or Speakfully, that you file against us must be filed within six (6) months after such claim or cause of action arose or be forever barred.
THIS LIMITATION OF LIABILITY will survive termination of your use of and access to the Site and Speakfully.
You may only resolve disputes with us on an individual basis and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations are not allowed.
You hereby waive your right to file a pre-suit discovery proceeding seeking a Speakfully User’s or an Organization’s identifying information from Speakfully. If you intend to propound discovery seeking a Speakfully User’s or an Organization’s identifying information, you agree to do so pursuant to a valid subpoena, properly issued in connection with an active lawsuit and properly served on our registered agent in Wisconsin at Speakfully Inc., 312 South Barstow Street, Suite 2, Eau Claire, WI 54701. You further agree that all such subpoenas and discovery proceedings arising from such subpoenas shall be issued from, brought, and resolved exclusively in the state and federal courts located within the Western District of Wisconsin, as appropriate, and you agree to submit to the personal jurisdiction of each of these courts for such discovery proceedings.
The Site and Speakfully are hosted in the United States. If you are using or accessing the Site or Speakfully from outside the United States or any other region with laws or regulations governing personal data collection, use and disclosure that differ from the United States laws, please be advised that through your use of the Site or Speakfully, which are governed by U.S. law, you are transferring information to the United States and you consent to that transfer.
The laws of the State of Wisconsin and applicable United States law govern all matters arising out of or relating to the Terms, the Site, and Speakfully, including, without limitation, interpretation, construction, performance, and enforcement, without giving effect to such state’s conflicts of law principles or rules of construction concerning the drafter hereof. You hereby irrevocably and unconditionally submit to the jurisdiction of the federal and state courts located in Eau Claire County, Wisconsin for the purpose of any suit, action, or other proceeding arising out of or based upon the Terms and your access to or your use of the Site and Speakfully, which courts are the exclusive forum for any such suit, action, or other proceeding.
Except as specifically stated in any other agreement we have with you, these Terms constitute the entire agreement between you and us regarding the use of Speakfully, and these Terms supersede all prior proposals, negotiations, agreements, and understandings concerning the subject matter of these Terms. You represent and warrant that no person has made any promise, representation, or warranty, whether express or implied, not contained herein to induce you to enter into this agreement. Our failure to exercise or enforce any right or provision of the Terms shall not operate as a waiver of such right or provision. If any provision of the Terms is found to be unenforceable or invalid, then only that provision shall be modified to reflect the parties’ intention or eliminated to the minimum extent necessary so that the Terms shall otherwise remain in full force and effect and enforceable. The Terms, and any rights or obligations hereunder, are not assignable, transferable, or non sub licensable by you except with our prior written consent, but may be assigned or transferred by us without restriction. Any attempted assignment by you shall violate these Terms and be void.
The communications between you and us use electronic means, whether you use Speakfully or send us emails, or whether we post notices on Speakfully or communicate with you via email. You (a) consent to receive communications from us in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications would satisfy if it were in a hard copy in writing. The preceding two sentences do not affect your non-waiveable rights.
We reserve the right at our discretion to change the Terms at any time. We will post the most current version of the Terms to a Terms page on our website and within Speakfully.
If we make a material change to the Terms, we will notify you either by posting a notice on our website and within Speakfully or by contacting you through the email address associated with your account.
Changes will take effect as described in the notice. If you use Speakfully after the change takes effect, you accept the Terms as modified.
If you have any questions or suggestions regarding the Terms, please contact us.
HR Acuity, LLC
23 Vreeland Rd #220, Florham Park, NJ 07932
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