Traction5 Terms and Conditions
1. Introduction
These terms and conditions (these “Terms”) set out the terms of use that apply to the application, including any updates (“Application”), that Traction5, LLC (“We”, “Us”, and “Our”) makes available through our domains https://www.traction5.com/ and https://www.tractionfive.com (“Website”) and also the terms of service that apply to any of the services accessible through any such Application (collectively, “Services”).
You must accept these Terms in order access and use the Application. You acknowledge that you electronic submissions constitute your agreement and intent to be bound by these Terms.
BY ACCESSING AND/OR USING OUR APPLICATION OR SERVICES, YOU CONFIRM THAT YOU ACCEPT AND AGREE TO BE BOUND BY THESE TERMS AND ACKNOWLEDGE THAT THEY CONSTITUTE A LEGALLY BINDING CONTRACT BETWEEN US AND YOU (AND, IF RELEVANT, ANY ORGANIZATION ON WHOSE BEHALF YOU ARE ACTING). IF YOU ARE ACTING ON BEHALF OF ANY ORGANIZATION, YOU CONFIRM THAT YOU HAVE THE REQUISITE AUTHORITY, POWER AND RIGHT TO FULLY BIND THAT ORGANIZATION. IF YOU (OR, IF RELEVANT, YOUR ORGANIZATION) DO NOT AGREE TO ALL OF THESE TERMS (OR IF YOU DO NOT HAVE THE RIGHT TO BIND YOUR ORGANIZATION), YOU ARE NOT PERMITTED TO ACCESS OR USE ANY APPLICATION OR SERVICE, AND YOU SHOULD NOT PROCEED FURTHER.
We reserve the right to change these Terms from time to time and we will do our best to notify you (with the updated terms being displayed on-screen or with a link to the updated terms) when you next start the Application.
2. Access to the Application and Services
The Application may only be accessed and used on a device owned or controlled by you and running the relevant operating system for which the Application was designed. It is your responsibility to make sure you have a compatible device that meets all the necessary technical specifications to enable you to use the Application you wish to access. You will be assumed to have obtained permission from the owner of any device that is controlled, but not owned, by you to access the Application from that device. You accept responsibility, in accordance with these Terms, for all access to, and use of, the Application by you on any device, whether or not it is owned by you. You acknowledge that the mobile service provider for any mobile device on which you access or use the Application may charge for internet access (including mobile data usage) on that device.
We have no control over the conditions under which you use the Application or Services, and we do not and cannot warrant the results obtained by such use, or that the Application or Services will be continuous, uninterrupted or error-free, or that the Application or Services will respond at a certain speed, all of which depend on a number of factors outside our control (e.g., Internet connectivity issues). Further, we cannot and do not guarantee that any Application or Service or its content will be free from viruses and/or other code that may have contaminating or destructive elements. It is your responsibility to implement appropriate IT security safeguards (including anti-virus and other security checks) to satisfy your particular requirements as to the safety and reliability of any Application or Service and its content.
3. Account set-up
Certain features, functions or content of, the Application or Services are restricted to users who have an account with us. You can register to create either through the relevant Application or on the Website. To register to create an account with us, you must provide us with accurate, complete and up-to-date information, including your legal name, and full contact information. You are responsible for the information you provide to us. You must promptly inform of all changes to this information. If you choose, or you are provided with, a password for accessing or using your account and/or any Service, you must treat such information as confidential and must not reveal it to anyone else. You are responsible for all activities that occur under your password and must notify us immediately of any unauthorized use of which you become aware. We reserve the right to disable any password at any time if in our opinion you have failed to comply with any of the provisions of these Terms or if any details you provide for the purposes of registering as a user prove to be false. You must cease to use and delete your password from any of your records upon termination of your account, for whatever reason.
4. Trials, Paid-for Subscriptions, Custom Features
Trials: We may offer you a free trial to access the Application and use our Services. Any trial we provide to you shall be for a term of thirty (30) days from your first use of the Application, unless (1) extended by us through a special offer, (2) mutually agreed to in writing, (3) transferred to a paid-for subscription as detailed below, or (4) cancelled by us at any time, which we may do in our sole discretion. All other terms and conditions set forth in these Terms shall apply to any trial(s) offered by us, except for the terms set forth below for paid-for subscriptions.
Paid-for Subscriptions: Each of the available paid-for Service subscriptions will require you to pay a fee, the amount of which will be agreed beforehand per our standard pricing in the specified period. The fee you pay gives you access to the relevant features, functions and/or content for the level of Service requested by you from amongst the available options indicated on the Website, or agreed upon between us in writing. Subscription fees are payable monthly, unless we offer the option to pre-pay for a longer period, such as six or 12 months (as indicated on the Website). Monthly payments must be made by credit or debit card. We accept payment by most major credit and debit cards. You should be aware that online payment transactions are subject to validation checks by your card issuer and we are not responsible if your card issuer declines to authorize payment for any reason. Please note, it is possible that your card issuer may charge you an online handling fee or processing fee. We are not responsible for this. It is important to note that your subscription will automatically renew (as long as we continue to make the relevant Service subscription available) every month (or, in the case of a longer subscription, at the end of the relevant period), at the then-current fee (as indicated on the Website) unless you cancel your subscription through the cancellation functionality provided for your account on the Website. We will notify you, by email and on the Website, of any increase in the applicable fees.
Custom Features
You have the ability to submit requests to us for custom modules or functionalities on the Application or to be provided through the Services. Any such request for custom modules or functionalities and related fees for development and support, as well as possible revenue sharing, will be mutually agreed to in writing be both you and us in a separate agreement.
5. What you are allowed to do
You may only use the Application or Services for for the internal business purposes of your organization, and only in accordance with these Terms (and in accordance with any applicable terms of any relevant third party service provider for the device on which you access or use the Application) and only for lawful purposes (complying with all applicable laws and regulations), and in a responsible manner. Subject to the following sections, you may retrieve and display content from any Application on a computer or mobile device. Additional terms may also apply to certain features, parts or content of any Application and, where they apply, will be displayed on-screen or accessible via a link.
6. What you are not allowed to do
Except to the extent expressly set out in these Terms, you are not allowed to:
republish, redistribute or re-transmit any Application or Service;
copy or store any Application other than for your use as permitted by these Terms and as may occur incidentally in the normal course of use of your browser or mobile device;
store any Application on a server or other storage device connected to a network or create a database by systematically downloading and storing data (other than User Content) from the Application;
remove or change any content of the Application or Service (other than User Content) or attempt to circumvent security or interfere with the proper working of any Application or Service or any servers on which it is hosted, or attempt to reverse-engineer any Application;
use any Application in a way that might damage our name or reputation or that of any of our affiliates; or
or otherwise do anything that it is not expressly permitted by these terms and conditions.
To do anything with the Application or Service that is not expressly permitted by these terms and conditions, you will need a separate license from us. Please contact us using the Contact Information details at the end of these Terms.
7. Intellectual property rights
We license, but do not sell, to you any Application you access or use. We remain the owners of all Applications and Services at all times. All intellectual property rights in the Application(s) and Services and their content (including text, graphics, software, photographs and other images, videos, sound, trademarks and logos), other than User Content, are owned by us or our licensors. Except as expressly stated herein, nothing in these Terms gives you any rights in respect of any intellectual property owned by us or our licensors and you acknowledge that you do not acquire any ownership rights by accessing any Application or any content from any Application. The Application may contain code, commonly referred to as open-source software, which is distributed under any of the many known variations of open-source license terms, including terms which allow the free distribution and modification of the relevant software’s source code and/or which require all distributors to make such source code freely available upon request, including any contributions or modifications made by such distributor (collectively, “Open-Source Software”). Please note that, to the extent that the Application contains any Open-Source Software, you are only permitted to use that element under the relevant license terms of the applicable third-party licensor (“Open-Source License Terms”) and not under these terms and conditions, and you accept and agree to be bound by such Open-Source License Terms.
We respect the intellectual property rights of others. The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides a complaint procedure for copyright owners who believe that website material infringes their rights under U.S. copyright law. If you believe that your work has been improperly copied and posted on the Website, please provide us with the following information: (1) name, address, telephone number, email address and an electronic or physical signature of the copyright owner or of the person authorized to act on his/ her behalf; (2) a description of the copyrighted work that you claim has been infringed; (3) a description of where on the Site the material that you claim is infringing is located; (4) a written statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (5) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. These requirements must be followed to give us legally sufficient notice of infringement. Send copyright infringement complaints to us at the following email address: support@traction5.com. We suggest that you consult your legal advisor before filing a DMCA notice with our copyright agent. There can be penalties for false claims under the DMCA.
8. Data Ownership
We agree that all data stored on the Application or Service (including User Data) remains your property, and that in collecting, using or otherwise dealing with your data we will not disclose any personally identifiable information of you or that identifies or is identifiable to you or your business. We will use reasonable efforts comply with all privacy and data protection laws applicable to the gathering, processing, storing and transmitting of information received from or in relation to you. You expressly authorize us to collect, use and otherwise deal with all data stored on an Application or Service (including User Data) or otherwise received by us from you to create de-identified, aggregated general information (including databases, reports, compilations or other versions of such information) and to use such de-identified, aggregated general information in such a manner as we may determine.
9. Data Security and Backups
We take reasonable measures to protect the integrity of any data used in our Application and Services, including adherence to industry standards and practices, following Amazon Web Services guidelines on operational excellence and security, and implementing automated detection of intrusions and hacking attempts. However, you are responsible for taking appropriate action to secure, protect and backup your accounts and any User Content in a manner that will provide appropriate security and protection, which might include use of encryption to protect User Content from unauthorized access.
10. Retrieval of Data from the Service
The Application is going to allow you to retrieve or export certain information from the Services, such as information on mentors, ventures, or founders. However, exporting certain type of data may require entering into a separate, written agreement with us specifying the terms and conditions of such retrieval or exportation.
11. User Content
The Application and Services allow you to submit user-generated content (“User Content”) and also allow you to communicate that content to your selected recipients (if any). We do not control User Content submitted. You are solely responsible for User Content as submitted by you. You acknowledge and agree that User Content must not:
contain or link to any material which infringes any intellectual property right or other right of any other person;
be made in breach of any legal duty owed to a third party, such as a contractual duty or a duty of confidence or data protection obligations;
contain or link to any material which is defamatory of any person or entity;
be likely to mislead or deceive any person;
be used to impersonate any person, or to misrepresent your identity or affiliation with any person;
contain or link to any material which is obscene, offensive, hateful or inflammatory;
be menacing, threatening, abuse or invade another´s privacy, or cause harassment, anxiety, alarm, upset, embarrassment, annoyance or inconvenience to any person;
contain, link to or promote sexually explicit material;
promote violence or aggression;
promote discrimination based on race, gender, religion, nationality, disability, sexual orientation or age;
encourage, advocate, promote, solicit, invite or assist any illegal activity or unlawful act such as (by way of example only) intellectual property infringement or computer misuse;
be used to transmit, or procure the sending of, any unsolicited or unauthorized advertising or promotional material or any other form of similar solicitation (spam); contain or link to any viruses, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or similar computer code designed to adversely affect the operation of any computer software or hardware;
or give the impression that its emanate from us, our licensors, partners or associated organizations, if this is not the case.
You agree that, by submitting any User Content, you grant us and our affiliates a perpetual, irrevocable, worldwide, non-exclusive, royalty-free and fully sub-licensable right and license to use, reproduce, modify, publish, translate, distribute, perform and display such User Content (in whole or part) to the extent necessary in order for us to provide the Services. We reserve the right, in our sole discretion, to delete, edit or modify any User Content submitted by you, at any time without prior notice, if we need to do so for security, legal or, unless that content is part of a subscription you have paid for, any other reasons.
12. External links
The Application and Services may, from time to time, include links to external sites, which may include links to third party offers and promotions. We include these to provide you with access to information, products or services that you may find useful or interesting. We are not responsible for the content of these sites or for anything provided by them and do not guarantee that they will be continuously available. The fact that we include links to such external sites does not imply any endorsement of or association with their operators or promoters.
13. Suspension and termination
You are free to stop using our Application and Services at any time. We may, from time to time, with or without prior notice, temporarily suspend the operation of any Service (in whole or in part) for repair or maintenance work or in order to update or upgrade any contents, features or functionality.
We also reserve the right to suspend or terminate any Service at any time, with or without prior notice, if we need to do so for security, legal or, unless it is a paid-for Service subscription, any other reasons.
We may, with or without prior notice, suspend or terminate any Service and/or your use of your account in the event that you:
breach any of these terms and conditions;
fail to pay any correctly billed charges when due;
or become insolvent or make composition with your creditors or petition for your own bankruptcy or have a bankruptcy petition presented against you, or are subject to any event or proceedings which are equivalent or substantially similar under any applicable jurisdiction.
Upon termination, you agree:
all rights granted to you under these Terms will immediately cease;
you must immediately discontinue all further use of your account and the Application or Services;
and you must promptly pay us all outstanding amounts that you owe us.
14. Our liability
IN NO EVENT SHALL TRACTION5, ITS MEMBERS, OFFICERS, AFFILIATES, AGENTS, LICENSORS, EMPLOYEES, OR INTERNET SERVICE PROVIDER(S) (COLLECTIVELY, "REPRESENTATIVES") BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION LOST REVENUE, LOST OR DAMAGED DATA, OR OTHER COMMERCIAL OR ECONOMIC LOSS, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER THEORY OF LIABILITY. THE FOREGOING LIMITATION SHALL APPLY EVEN IF TRACTION5 OR ITS REPRESENTATIVES HAVE BEEN ADVISED OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGE. TRACTION5’S TOTAL LIABILITY IN ANY EVENT IS LIMITED TO THE AMOUNT, IF ANY, (A) WITH RESPECT TO FREE TRIALS, $100.00, AND (B) WITH RESPECT TO PAID-FOR SUBSCRIPTIONS, in each subscription period, the total fees paid by you in that period for the relevant paid-for Service subscription in respect of which the liability arises, AND YOU HEREBY RELEASE TRACTION5 AND ITS REPRESENTATIVES FROM ANY AND ALL OBLIGATIONS, LIABILITIES, AND CLAIMS IN EXCESS OF THIS LIMITATION. THESE LIMITATIONS SHALL APPLY TO ALL CLAIMS IN THE AGGREGATE (NOT PER INCIDENT) AND TOGETHER WITH THE DISCLAIMER OR WARRANTIES ABOVE SHALL SURVIVE FAILURE OF ANY EXCLUSIVE REMEDIES PROVIDED IN THIS AGREEMENT.
15. Warranty Disclaimer
You agree that the Services are available on an “as is” basis, without any warranty, and that you use the Services at your own risk. We disclaim, to the maximum extent permitted by law, any and all warranties, whether express or implied, including, without limitation, (a) warranties of merchantability or fitness for a particular purpose, (b) warranties against infringement of any third party intellectual property or proprietary rights, (c) warranties relating to delays, interruptions, errors, or omissions in the Services or on the Site, (d) warranties relating to the accuracy or correctness of data on the Services, and (e) any other warranties otherwise relating to our performance, nonperformance, or other acts or omissions. Some jurisdictions do not allow the exclusion or limitation of certain categories of damages or implied warranties; therefore, the above limitations may not apply to you. In such jurisdictions, our liability is limited to the greatest extent permitted by law.
16. Indemnification
You agree to indemnify, defend and hold harmless us, our affiliates and our and their officers, directors, partners, agents, and employees from and against any loss, liability, claim, or demand, including reasonable attorneys’ fees (collectively, “Claims”), made by any third party due to or arising out of your use of the Application, Website, and Services in violation of these Terms, any breach of the representations and warranties you make in these Terms, your User Content, or for any breach of security or compromise of your account. You agree to be solely responsible for defending any Claims against or suffered by us, subject to our right to participate with counsel of our own choosing.
17. General
You may not transfer or assign any or all of your rights or obligations under these Terms without our prior written consent. All notices given by you to us must be given in writing to the address set out at the end of these Terms. If we fail to enforce any of our rights, that does not result in a waiver of that right. If any provision of these Terms is found to be unenforceable, all other provisions shall remain unaffected. These Terms may not be varied except with our express written consent. These Terms and any document expressly referred to in them represent the entire agreement between you and us in relation to their subject matter. THESE TERMS AND THE USE OF THE APPLICATION, SERVICES, AND WEBSITE WILL BE GOVERNED BY NORTH CAROLINA LAW EXCEPT FOR ITS CONFLICTS OF LAWS PRINCIPLES. ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES OR WEBSITE MUST BE LITIGATED EXCLUSIVELY IN THE FEDERAL OR STATE COURTS OF MECKLENBURG COUNTY, NORTH CAROLINA, AND BOTH PARTIES CONSENT TO VENUE AND PERSONAL JURISDICTION THERE.
18. Contacting us
Please submit any questions you have about these Terms or any other questions to igor@fractionalCMOs.com or write to us at the address shown below:
Traction5
933 Louise Ave, Suite 101-F
Charlotte, North Carolina 28204