Effective Date: July 3, 2014
Welcome to SparkCollaboration.com, a service of Trackmind Solutions, LLC (the “Company”, “we”, “our” or “us”). We provide our website, platform and services (together, as they may be changed by us from time to time, the “Services”) to you subject to the terms of service set forth in this Terms of Service Agreement (this “Terms of Service”). A statement of our privacy policy may be found at at the end of this document (the “Privacy Policy”).
- Binding Agreement; Updates or Modifications to Agreement.
1.1. You agree that by registering with SparkCollaboration.com, or by using any of the Services, you are entering into a legally binding agreement with the Company on the terms set forth in this Terms of Service and the Privacy Policy (together, the “Agreement”). If you do not want to enter into the Agreement with the Company, do not register with the Services, use any of the Services or click “I agree” on the registration page. By clicking “I agree” on the registration page or using any of the Services, you acknowledge that you have read and understood the terms and conditions of the Agreement and agree to be bound by the Agreement. By clicking “I agree” you also consent to the use of electronic signatures and acknowledge your click of “I agree” as one.
1.2. We may update or modify this Terms of Service at any time. When we do, we will replace “Effective Date” at the top of this Terms of Service with a “Revision Date”, and the current version of this Terms of Service will be available at http://www.sparkcollaboration.com/utility-pages/terms-conditions#terms-and-conditions/ We may also update or modify the Privacy Policy in accordance with its terms. It is your responsibility to frequently review the most recent versions of this Terms of Service and the Privacy Policy and keep yourself informed of any changes to them. By continuing to use the Services, you consent to any updates or modifications made to this Terms of Service and the Privacy Policy. This Terms of Service and the Privacy Policy constitute the entire agreement between you and the Company, superseding any prior agreements between you and the Company regarding the Services and/or any matters relating in any way to, or arising out of, the Services. When and as updated and modified, the most recent versions of the Terms of Service and Privacy Policy will supersede their prior versions, and comprise the entire agreement between you and the Company regarding the Services and/or any matters relating in any way to, or arising out of, the Services. By registering for and/or using the Services, you accept the Agreement and any updates or modifications that we may make to the Agreement and/or this Terms of Service or Privacy Policy that comprise the Agreement, from time to time. If you do not agree to any of the updates or modifications, you agree to cease use of the Services. No oral or written statements, communications or representations by the Company or any of its personnel will modify the Agreement. The headings of the sections and sub-sections of this Terms of Service and the Privacy Policy are inserted for convenience only and are not to be used when interpreting or construing the Agreement.
- Eligibility to Use the Services; Licenses; Termination.
2.1. Subject to the terms and conditions of the Agreement, the Services are available only to those individuals who have received an invitation email to use the Services or a participation link from which to register. The invitation email may be sent directly from the Company or through the Services by the individual user who acts as the organizer for the group of individuals who wish to use the Services (the “Organizer”). You are only eligible to use the Services for the group for which you are invited, and subject to you being a member in good standing of such group. All individuals registering for and/or using the Services must be at least eighteen (18) years of age, or such greater age of majority as may be required for an individual to agree to the terms and conditions of the Agreement. By registering for or using the Services, you represent and warrant that you meet such age requirement.
2.2. As part of your obligations under the Agreement, and as a condition to your eligibility to use the Services at any time, you represent, warrant and covenant that you are in full compliance with all of the terms and conditions of the Agreement and that your use of the Services has not been previously terminated by us.
2.3. You grant us a nonexclusive, irrevocable, worldwide, perpetual, unlimited, sublicenseable, fully paid up and royalty-free right, without any further consent, notice and/or compensation to you or to any third parties, for us to copy, prepare derivative works of, improve, distribute, disclose, publish, remove, retain, add, process, analyze, use, exploit and commercialize, in any way now known or in the future discovered, any information or materials provided to us by you or on your behalf including, but not limited to, user generated content, ideas, suggestions, proposals, concepts, techniques, data and images. Anything submitted to us is at your own risk of loss. By submitting anything to us, you represent, warrant, acknowledge and agree that (a) you are entitled to submit it to us, that it is accurate and not confidential or in violation of any contractual restrictions or third party rights, (b) we are not under any obligation of confidentiality, express or implied, with respect to anything submitted; (c) we are entitled to use or disclose (or choose not to use or disclose) anything submitted to us including, without limitation, as provided in this Section 2.3; and (d) we may already have something similar to what you have submitted under consideration or in development.
2.4. On the condition that you comply with the terms and conditions of the Agreement, we grant you a limited, revocable, nonexclusive, nonassignable, nonsublicenseable license and right to access the Services, through a generally available web browser or mobile device, to view information and use the Services that we provide on and in accordance with the Agreement. Any other use of the Services is strictly prohibited and a violation of the Agreement. We reserve all rights not expressly granted in the Agreement, including, without limitation, title, ownership, intellectual property rights, and all other rights and interest in the Services and all related items, including any and all copies made of the SparkCollaboration.com website.
2.5. We have the right, in our sole discretion, to terminate your use of the Services and/or the Agreement at any time, for any or no reason and with or without notice including, but not limited to, for your actual or suspected breach of the Agreement. You may terminate your use of the Services upon notice to us pursuant to Section 12.1. In the event of the termination of your use of the Services and/or the Agreement, you agree not to use or attempt to use all or any part of the Services without our prior written permission. You agree that we will have no liability to you for our termination of the Agreement and/or your access to or use of the Services.
2.6. All licenses granted to you under this Terms of Service, and your access to the Services, shall automatically terminate upon any such termination. Sections 1, 2 (other than Section 2.4), 3, 4, 5, 6, 7, 8, 9, 10, 11 and 12 of this Terms of Service and the Privacy Policy shall survive any such termination.
- The Services and Changes to the Services; Fees;
3.1. Through the Services, we provide, among other things, functionality that enables users to initiate contact and arrange physical meetings with other individuals, organizations and businesses at public or private venues, residences or other locations (each of such interactions and meetings, whether electronic, in-person or otherwise, an “Interaction” and, collectively, the “Interactions”). We reserve the right to change the Services from time to time, in whole or in part and in our sole discretion. For the purposes of the Agreement, “Services” means and includes all of such changes made by us from time to time. We reserve the right to temporarily or permanently discontinue all or part of the Services at any time and in our sole discretion. You agree that we are not liable to you or any third party for any changes to, or discontinuations of, all or any part of the Services.
3.2. While we do not currently charge a fee to users relating to their use of the Services, we reserve the right to charge a fee for all or part of the Services in the future. Any such fees would apply only to Services provided after the fee(s) were put into effect.
3.3. You agree that in connection with your use of the Services and any Interactions:
3.3.1.You will (a) comply with the Agreement, (b) comply with all applicable laws, including, without limitation, privacy laws, intellectual property laws, export control laws, tax laws, and regulatory requirements, (c) comply with all notices sent by us concerning the Services, and (d) act in a professional manner. In addition, in connection with your use of the Services, you consent to receiving email communications from the Company and/or other users as part of the functionality of the Services including, without limitation, relating to the coordination of any participation in interactions with other users.
3.3.2.You will not:
(a) Engage in any unprofessional behavior or activity;
(b) Misrepresent or conceal your identity;
(c) Submit or distribute any inappropriate, inaccurate, or objectionable content through the Services;
(d) Upload or submit any materials or information including, without limitation, email addresses, for which you do not have express consent to do so;
(e) Use the Services or any functionality of the Services to contact any individual without their prior written consent;
(f) Harass, abuse or harm another person, including sending unwelcomed communications to others;
(g) If you are an Organizer or other member of a group, only invite individuals to use the Services who are members of your group in good standing;
(h) Use the Services other than as permitted by the Agreement as part of the group of which you are a member and only if you were invited to do so;
(i) Upload or transmit any images other than your own personal head-shot photo as part of your own profile;
(j) Engage in any unlawful, libelous, abusive, obscene, discriminatory or otherwise objectionable behavior or activity;
(k) Infringe, violate or misappropriate any copyright, patent, trademark, trade secret, right of publicity, right of privacy or other intellectual property or proprietary right;
(l) Distribute or disclose information or materials that you do not have the right to disclose or make available under any law or under contractual or fiduciary relationships (such as insider information, or proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
(m) Distribute or promote any advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
(n) Distribute or upload any software viruses, worms, or any other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment of the Company, any users of the Services or any third parties;
(o) Reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for any underlying intellectual property used to provide the Services, or any part thereof;
(p) Duplicate, license, sublicense, publish, broadcast, transmit, distribute, perform, display, sell, rebrand, or otherwise transfer information found on or through the Services;
(q) Utilize or copy information, content or any data you view on or obtain from or through the Services to provide any service that is competitive, in our sole discretion, with the Services or any part thereof;
(r) Adapt, modify or create derivative works based on the Services or technology underlying the Services, or other users’ content, in whole or part;
(s) Sell, sponsor, or otherwise monetize the Services or any part thereof, without our prior written consent;
(t) Remove any copyright, trademark or other proprietary rights notices contained in or on the Services;
(u) Collect, use, copy, or transfer any information, including, but not limited to, personally identifiable information obtained from or through the Services except as permitted under the Agreement or as the owner of such information may permit;
(v) Attempt to or actually override any security component included in or underlying the Services; and/or
(w) Engage in any action that directly or indirectly interferes with the proper working of or places an unreasonable load on the Services or the Services’ infrastructure, including, but not limited to, sending unsolicited communications to other users, attempting to gain unauthorized access to the Services, or transmitting or activating computer viruses through or on the Services.
- Our Privacy Policy. You should carefully read our Privacy Policy before using the Services. The Privacy Policy governs our treatment of any information, including personally identifiable information you submit to us. Please note that certain information, statements, data, and content (such as photographs) which you may submit might, or are likely to, reveal your gender, ethnic origin, nationality, age, and/or other personal information about you. You acknowledge that your submission of any information, statements, data, and content to us is voluntary on your part and that we may process such information, within the terms of the Privacy Policy.
- SERVICES PROVIDED “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS”; YOUR ASSUMPTION OF ALL RISK; LIMITATION OF LIABILITY.
5.1. THE SERVICES ARE PROVIDED ON AN “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS” BASIS. WE DO NOT PROVIDE ANY EXPRESS WARRANTIES OR REPRESENTATIONS WITH RESPECT TO THE SERVICES OR ANYTHING ARISING OUT OF OR RELATING TO THE SERVICES. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, WE AND OUR SUPPLIERS DISCLAIM ANY AND ALL IMPLIED WARRANTIES AND REPRESENTATIONS, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY OF DATA, NONINFRINGEMENT, SECURITY, FREEDOM FROM VIRUSES, OR FREEDOM FROM UNAUTHORIZED ACCESS OR USE OF YOUR INFORMATION OR MATERIALS. WE MAKE NO WARRANTY OR REPRESENTATION THAT YOUR ACCESS TO OR USE OF THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE OR CONTINUE FOR ANY PERIOD OF TIME.
5.2. WE DO NOT HAVE ANY OBLIGATION TO VERIFY THE IDENTITY OF, CONDUCT BACKGOUND CHECKS ON OR SCREEN ANY OF THE USERS OF THE SERVICES OR ANY INFORMATION PROVIDED BY SUCH USERS, NOR DO WE HAVE ANY OBLIGATION TO MONITOR THE USAGE OF THE SERVICES BY ANY USERS. YOU AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR ALL INTERACTIONS THAT YOU MAY HAVE WITH OTHER INDIVIDUALS THROUGH THE SERVICES, AND THAT YOU WILL TAKE ALL PRECAUTIONS THAT YOU DEEM APPROPRIATE IN CONNECTION WITH ANY SUCH INTERACTIONS AND NO LESS THAN ALL REASONABLE PRECAUTIONS. YOU AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK INCLUDING WITH RESPECT TO ANY LOSSES OR DAMAGES INCURRED OR SUFFERED BY YOU OR ANY THIRD PARTY.
5.3. FOR THE AVOIDANCE OF DOUBT, WE MAKE NO WARRANTY OR REPRESENTATION AS TO ANY THIRD PARTY INFORMATION, GOODS OR SERVICES THAT MAY BE PART OF, DISTRIBUTED THROUGH, LINKED TO, AVAILABLE AT, FROM OR THROUGH THE SERVICES OR ANY INTERACTIONS (AS APPLICABLE).
5.4. IN NO EVENT SHALL THE COMPANY, ITS SUBCONTRACTORS, OR ITS OR THEIR EMPLOYEES, SUBCONTRACTORS, OFFICERS, DIRECTORS, MANAGERS, AGENTS OR REPRESENTATIVES BE LIABLE FOR ANY LOST PROFITS, LOST REVENUE, LOSS OF GOODWILL, OR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES OR LOSSES, IN EACH INSTANCE ARISING OUT OF OR RELATED IN ANY WAY TO THE AGREEMENT, THE USE OF THE SERVICES OR ANY INTERACTIONS. IF THE COMPANY OR ANY OF SUCH THIRD PARTIES IS FOUND TO BE LIABLE TO YOU ARISING OUT OF OR RELATED TO THE AGREEMENT, THE SERVICES OR THE INTERACTIONS, THE AGGREGATE AND CUMULATIVE LIABILITY OF THE COMPANY AND SUCH THIRD PARTIES SHALL BE LIMITED TO DIRECT DAMAGES NOT TO EXCEED THE GREATER OF (A) THE AMOUNT OF FEES, IF ANY, YOU HAVE PAID US FOR THE SERVICES IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE ACTION GIVING RISE TO LIABILITY, OR (B) US$100.
5.5. YOU AGREE THAT ANY CAUSE OF ACTION YOU MAY HAVE ARISING OUT OF OR RELATING TO THE AGREEMENT, THE SERVICES OR THE INTERACTIONS MUST BE ASSERTED BY YOU WITHIN ONE (1) YEAR OF THE ACCRUAL OF SUCH CAUSE OF ACTION, OR SUCH CAUSE OF ACTION SHALL BE FOREVER BARRED AND, IF SO BARRED, YOU AGREE NOT TO ASSERT SUCH CAUSE OF ACTION THEREAFTER.
5.6. YOU AGREE AND ACKNOWLEDGE THAT THE DISCLAIMERS, LIMITATION ON DAMAGES, LIMITATION OF LIABILITY, LIMITATION ON ACTIONS AND RELATED PROVISIONS (COLLECTIVELY, THE “LIMITATIONS”) FORM AN ESSENTIAL PART OF THE BASIS OF THE BARGAIN OF THE PARTIES, AND THAT THE COMPANY WOULD NOT HAVE ENTERED INTO THE AGREEMENT OR PROVIDED YOU WITH ACCESS TO THE SERVICES IN THE ABSENCE OF THE LIMITATIONS, OR WOULD HAVE DONE SO ON DIFFERENT TERMS AND CONDITIONS. YOU AGREE THAT THE LIMITATIONS SHALL APPLY EVEN IF THE COMPANY OR ANY THIRD PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF ANY DAMAGES OR LOSSES OR IF SUCH DAMAGES OR LOSSES ARE OTHERWISE FORESEEABLE, AND REGARDLESS OF THE NATURE OF THE CAUSE OF ACTION OR THEORY ASSERTED (E.G., WHETHER IN CONTRACT, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE AND EMOTIONAL DISTRESS), STRICT LIABILITY OR OTHERWISE).
5.7. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN WARRANTIES OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE EXCLUSIONS OR LIMITATIONS CONTAINED IN THIS SECTION 5 MAY NOT APPLY TO YOU. YOU AGREE TO USE YOUR BEST EFFORTS TO PREVENT AND MITIGATE ANY DAMAGES OR LOSSES YOU OR ANY OTHER USERS OF THE SERVICES MAY SUFFER IN CONNECTION WITH ACCESS TO AND USE OF THE SERVICES.
- RELEASE.
6.1. Interactions may be initiated by you, an Organizer, another user or another individual. We do not supervise these Interactions and are not involved in any way with the actions of any individuals, organizations or businesses at or on connection with these Interactions. We have no control over the identity or actions of the individuals, organizations and businesses who initiate, participate in, attend or are otherwise involved with any Interactions. As a user of the Services, you agree to exercise caution and good judgment when using the Services, deciding whether or not to participate in any Interaction, attend any Interaction or interact with any individual, organization or business involved with, participating in or present at any Interaction.
6.2. Because we do not supervise or control Interactions, and because we are not involved in any way with physical transportation involving Interactions (if applicable) or with the actions of any individuals, organizations and businesses at Interactions, and because we have very limited control, if any, over the quality, safety, morality, legality, truthfulness or accuracy of various aspects of the Services or information or materials provided to us by users or other third parties, you agree that you bear all risk and you agree to release us and our subcontractors (and our and their employees, subcontractors, officers, directors, managers, agents or representatives) and Organizers and their designees from claims, demands, causes of action, losses and damages (actual, consequential and otherwise) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, now and in the future, arising out of or in any way connected with your use of the Services, the Interactions, your attendance at and/or transportation to and from Interactions (as applicable), or the actions of you or other individuals, organizations and businesses at or as part of the Interactions. You further waive any and all rights and benefits otherwise conferred by any statutory or non-statutory law of any jurisdiction that would purport to limit the scope of a release or waiver. You waive and relinquish all rights and benefits which you have or may have under Section 1542 of the Civil Code of the State of California or any similar provision of the statutory or non-statutory law of any other jurisdiction to the full extent that you may lawfully waive all such rights and benefits.
- Indemnification. You agree to indemnify and hold harmless the Company and its subcontractors (and our and their employees, subcontractors, officers, directors, managers, agents and representatives) for all damages, losses, costs and expenses (including, but not limited to, reasonable attorneys’ fees and costs) related to all third party claims, demands, charges and investigations caused by, arising out of or related to (a) your failure to comply with the Agreement; (b) your violation of applicable laws or third party rights including, but not limited to, intellectual property rights; (c) your breach of any representations, warranties, covenants or agreements in the Agreement; (d) any information or materials you submit to or distribute through the Services; and (e) your use of the Services and any activity in which you engage in connection with the Services including, but not limited to, any Interactions.
- Proprietary Rights and Certain Restrictions.
8.1. You agree that the Services contain proprietary and confidential information that is protected by applicable intellectual property and other laws. Except as consented to by us, you agree not to modify, rent, lease, loan, sell distribute or create derivative works based on our Services, in whole or in part. You agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purpose all or any portion of, or access to, the Services. You agree not to use the Services for the benefit or promotion of any for-profit business or organization, or for the promotion or sale of any good or service.
8.2. “SparkCollaboration”, “SparkCollaboration.com” and our other trademarks, servicemarks, logos, products and service names, are trademarks of Trackmind Solutions, LLC (the “SparkCollaboration Marks”). Except as otherwise permitted by law, you agree not to display or use any of the SparkCollaboration Marks in any manner without our prior written consent.
- Claims Regarding Copyright Infringement, Notices of Copyright Infringement.
9.1. As required by the Agreement, users of the Services are prohibited from posting content in violation of the rights of third parties. We provide a process for submission of complaints to us concerning content posted by our users. Our policy and procedures are described in this Section 9.
9.2. Please note that whether or not we disable access to or remove content, we may make a good faith attempt to forward the written notification, including the complainant’s contact information, to the user who posted the content and/or take other reasonable steps to notify the user that we have received notice of an alleged violation of third party copyrights. It is also our policy, in appropriate circumstances and in our discretion, to disable and/or terminate the accounts of users, or groups of users as the case may be, who infringe or repeatedly infringe the copyrights of others.
9.3. Please note that any notice you submit must be truthful and must be submitted under penalty of perjury. A false notice may give rise to personal liability. You may therefore want to seek the advice of legal counsel before submitting a notice.
9.4. Pursuant to the Digital Millennium Copyright Act (17 U.S.C. § 512), we have implemented procedures for receiving written notification of claimed infringements. We have also designated an agent to receive notices of claimed copyright infringement. If you believe in good faith that your copyright has been infringed, you may provide a written communication to us which contains:
9.4.1. An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
9.4.2. A description of the copyrighted work that you claim has been infringed;
9.4.3. A description specifying the location on our website of the material that you claim is infringing;
9.4.4. Your telephone number and e-mail address;
9.4.5. A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
9.4.6. A statement by you, made under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
9.5. Please submit your notice to our Copyright Agent by mail as follows:
Sid Shah
409 Joyce Kilmer Avenue, Suite 309
New Brunswick, NJ 08901
- Governing Law and Forum for Legal Disputes; Optional Arbitration.
10.1.Governing Law and Forum for Legal Disputes. The Agreement or any claim, cause of action or dispute (“claim”) arising out of or related to the Agreement and/or the Services shall be governed by the laws of the State of New Jersey regardless of your country of origin or where you access the Services, and notwithstanding any conflicts of law principles and the United Nations Convention on Contracts for the International Sale of Goods. You and the Company agree that all claims arising out of or related to the Agreement and/or the Services must be resolved exclusively by a state or federal court located in Middlesex County, New Jersey or Mercer County, New Jersey, except as otherwise agreed by the parties or as described in the Section 10.2 below (“Arbitration Option”). You and the Company agree to submit to the personal jurisdiction of the courts located within Middlesex County, New Jersey and Mercer County, New Jersey for the purpose of litigating all such claims. Notwithstanding the above, you agree that the Company shall still be allowed to apply for injunctive or equitable relief or remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
10.2.Arbitration Option. For any claim (excluding claims for injunctive or equitable relief or remedies) where the total amount of the award sought is less than $10,000, the party requesting relief may elect to resolve the dispute in a cost effective manner through binding non-appearance-based arbitration. In the event a party elects arbitration, they shall initiate such arbitration through an established alternative dispute resolution (“ADR”) provider mutually agreed upon by the parties. The ADR provider and the parties must comply with the following rules: (a) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, the specific manner shall be chosen by the party initiating the arbitration; (b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and (c) any judgment on the award rendered by the arbitrator shall be final and may be entered in any court of competent jurisdiction.
- Disclosures; Violations.
The Services are offered by Trackmind Solutions, LLC, 409 Joyce Kilmer Ave, Suite 309, New Brunswick, NJ 08901 USA. You agree to report any violations of the Agreement by notice to us pursuant to Section 12.1.
- Additional Terms.
12.1.Notices. We may provide notice to you of any matter relating to the Agreement through the Services (by posting on a web page, through an email or otherwise) or any reasonable method that we shall determine, and any such notice shall be deemed effective on our transmittal or display thereof. Any notice you provide to us must either be by registered mail or courier to SparkCollaboration.com Notice c/o Trackmind Solutions, LLC, 409 Joyce Kilmer Ave, Suite 309, New Brunswick, NJ 08901 USA, and shall be deemed effective upon our actual receipt and processing of such notice. Any notice by you not in compliance with the preceding sentence shall be deemed void and of no legal force and effect.
12.2.Severability. If any provision of the Agreement is found by a court of competent jurisdiction to be invalid, illegal, void or unenforceable, the unenforceable provision will be modified so as to render it enforceable and effective to the maximum extent possible in order to effect the intention of the provision. If a court of competent jurisdiction finds a provision wholly invalid, illegal, void or unenforceable, such provision shall be deemed severed from the Agreement and the remaining provisions of the Agreement will not be affected in any way.
12.3.No Agency. No agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship between you and the Company is intended or created by the Agreement.
12.4.No Waiver. Our failure to act or exercise any right we may have with respect to a breach of the Agreement by you or others does not waive our right to act with respect to that breach or subsequent similar or other breaches.
12.5.Assignment and Delegation. You may not assign or delegate your rights or obligations under the Agreement. Any purported assignment or delegation by you shall be void and of no force and effect. We may freely assign the Agreement, and assign or delegate our rights and obligations under the Agreement, fully or partially and at any time and from time to time, in our sole discretion and without notice to you. We may also substitute, by way of unilateral novation, effective upon notice to you, Trackmind Solutions, LLC for any third party that assumes our rights and obligations under the Agreement.
12.6.Cumulative Rights and Remedies. All of our rights and remedies under the Agreement (including, without limitation, our termination rights) are cumulative to one another and to all other rights and remedies we have at law and in equity.
12.7.No Injunctive Relief. You agree not to seek, and agree that you are not entitled to, rescission, injunctive or other equitable relief, or to enjoin or restrain the operation of the Services, or any content or materials contained, displayed or distributed on, as part of or through the Services.
12.8.Export Control. Your use of the Services is subject to export and re-export control laws and regulations, including the Export Administration Regulations (“EAR”) maintained by the United States Department of Commerce and sanctions programs maintained by the Treasury Department’s Office of Foreign Assets Control. You shall not, directly or indirectly, sell, export, re-export, transfer, divert, or otherwise dispose of any Services or any materials or any information from or relating to the Services to any end-user without obtaining the required authorizations from the appropriate government authorities. You also warrant and represent that you are not prohibited from receiving United States origin goods or services including, without limitation, the Services.
This Privacy Policy describes the policies and procedures of Spark Collaboration. (“we”, “our” or “us”) on the collection, use and disclosure of your information on http://www.sparkcollaboration.com (the “Site”), https://app.sparkcollaboration.com (the “App”), and the services, features, content or applications we offer (collectively with the Site, the “Services”). We receive information about you from various sources, including: (i) if you register for the Site and the Services, through your user account on the Services (your “Account”); (ii) your use of the Services generally; and (iii) from third party websites and services. When you use the Services, you are consenting to the collection, transfer, manipulation, storage, disclosure and other uses of your information as described in this Privacy Policy.
What Does This Privacy Policy Cover?
This Privacy Policy covers the treatment of personally identifiable information (“Personal Information”) gathered when you are using or accessing the Services. This Privacy Policy also covers our treatment of any Personal Information that our business partners share with us or that we share with our business partners.
This Privacy Policy does not apply to the practices of third parties that we do not own or control, including but not limited to any third party websites, services and applications (“Third Party Services”) that you elect to access through the Service or to individuals that we do not manage or employ. While we attempt to facilitate access only to those Third Party Services that share our respect for your privacy, we cannot take responsibility for the content or privacy policies of those Third Party Services. We encourage you to carefully review the privacy policies of any Third Party Services you access.
What Information Do We Collect?
The information we gather enables us to personalize, improve and continue to operate the Services. In connection with certain aspects of the Services, we may request, collect and/or display some of your Personal Information. We collect the following types of information from our users.
Account Information:
When you create an Account, you will provide information that could be Personal Information, such as your name, password and email address. You acknowledge that this information may be personal to you, and by creating an account on the Services and providing Personal Information to us, you allow others, including us, to identify you and therefore may not be anonymous. If you use your LinkedIn credentials or any other third party services to create your account on the Services, we may automatically collect certain information that could be Personal Information, such as your name and email address. We will use all information available through LinkedIn and any other such third party services in accordance with such third party services’ policies and your preferences selected through such third party services. We may use your contact information to send you information about our Services, but only rarely when we feel such information is important. You may unsubscribe from these messages through your Account settings, although we, regardless, reserve the right to contact you when we believe it is necessary, such as for account recovery purposes.
User Content:
Some features of the Services may allow you to provide content to the Services, such as written comments. All content submitted by you to the Services may be retained by us indefinitely, even after you terminate your account. We may continue to disclose such content to third parties in a manner that does not reveal Personal Information, as described in this Privacy Policy.
Financial Information:
We do not currently collect financial information, such as your payment method (valid credit card number, type, expiration date or other financial information); that information is collected and stored by our third party payment processing company (the “Payment Processor”), and use and storage of that information is governed by the Payment Processor’s applicable terms of service and privacy policy.
IP Address Information and Other Information Collected Automatically:
- We automatically receive and record information from your web browser when you interact with the Services, including your IP address and cookie information. This information is used for fighting spam/malware and also to facilitate collection of data concerning your interaction with the Services (e.g., what links you have clicked on).
- Generally, the Services automatically collect usage information, such as the number and frequency of visitors to the Site. We may use this data in aggregate form, that is, as a statistical measure, but not in a manner that would identify you personally. This type of aggregate data enables us and third parties authorized by us to figure out how often individuals use parts of the Services so that we can analyze and improve them.
Email Communications:
We may receive a confirmation when you open an email from us. We use this confirmation to improve our customer service.
Information Collected Using Cookies:
- Cookies are pieces of text that may be provided to your computer through your web browser when you access a website. Your browser stores cookies in a manner associated with each website you visit. We use cookies to enable our servers to recognize your web browser and tell us how and when you visit the Site and otherwise use the Services through the Internet.
- Our cookies do not, by themselves, contain Personal Information, and we do not combine the general information collected through cookies with other Personal Information to tell us who you are. As noted, however, we do use cookies to identify that your web browser has accessed aspects of the Services and may associate that information with your Account if you have one.
- Most browsers have an option for turning off the cookie feature, which will prevent your browser from accepting new cookies, as well as (depending on the sophistication of your browser software) allowing you to decide on acceptance of each new cookie in a variety of ways. We strongly recommend that you leave cookies active, because they enable you to take advantage the most attractive features of the Services.
- This Privacy Policy covers our use of cookies only and does not cover the use of cookies by third parties. We do not control when or how third parties place cookies on your computer. For example, third party websites to which a link points may set cookies on your computer.
Information Related to Advertising and the Use of Web Beacons:
To support and enhance the Services, we may serve advertisements, and also allow third parties advertisements, through the Services. These advertisements are sometimes targeted and served to particular users and may come from third party companies called “ad networks.” Ad networks include third party ad servers, ad agencies, ad technology vendors and research firms.
Advertisements served through the Services may be targeted to users who fit a certain general profile category may be based on anonymized information inferred from information provided to us by a user, including Personal Information (e.g., gender or age), may be based on the Services usage patterns of particular users, or may be based on your activity on Third Party Services. We do not provide Personal Information to any ad networks for use outside of the Services.
To increase the effectiveness of ad delivery, we may deliver a file (known as a “web beacon”) from an ad network to you through the Services. Web beacons allow ad networks to provide anonymized, aggregated auditing, research and reporting for us and for advertisers. Web beacons also enable ad networks to serve targeted advertisements to you when you visit other websites. Because your web browser must request these advertisements and web beacons from the ad network’s servers, these companies can view, edit or set their own cookies, just as if you had requested a web page from their site.
Aggregate Information:
We collect statistical information about how both unregistered and registered users, collectively, use the Services (“Aggregate Information”). Some of this information is derived from Personal Information. This statistical information is not Personal Information and cannot be tied back to you, your Account or your web browser.
How, and With Whom, Is My Information Shared?
Some of the information generated through the Services is shared publicly or with third parties.
Public Information about Your Activity on the Services:
Some of your activity on and through the Services is public by default. This may include, but is not limited to, content you have posted publicly on the Site or otherwise through the Services.
Registered users may have some of this information associated with their Accounts. Unregistered users will not have this association, but information concerning their use of the Services (such as what pages they have visited) may be tracked anonymously through the use of cookies and stored by us.
Please also remember that if you choose to provide Personal Information using certain public features of the Services, then that information is governed by the privacy settings of those particular features and may be publicly available. Individuals reading such information may use or disclose it to other individuals or entities without our control and without your knowledge, and search engines may index that information. We therefore urge you to think carefully about including any specific information you may deem private in content that you create or information that you submit through the Services.
IP Address Information:
While we collect and store IP address information, that information is not made public. We may at times, however, share this information with our partners, service providers and other persons with whom we conduct business, and as otherwise specified in this Privacy Policy.
Information You Elect to Share:
You may access other Third Party Services through the Services, for example by clicking on links to those Third Party Services from within the Site. We are not responsible for the privacy policies and/or practices of these Third Party Services, and you are responsible for reading and understanding those Third Party Services’ privacy policies. This Privacy Policy only governs information collected on the Services.
Aggregate Information:
We may share Aggregate Information with our partners, service providers and other persons with whom we conduct business. We may share this type of statistical data so that our partners can understand how and how often people use our Services and their services or websites, which facilitates improving both their services and how our Services interface with them. In addition, these third parties may share with us non-private, aggregated or otherwise non Personal Information about you that they have independently developed or acquired.
Email Communications with Us:
As part of the Services, you may occasionally receive email and other communications from us, such as communications relating to your Account. Communications relating to your Account will only be sent for purposes important to the Services, such as password recovery.
User Profile Information:
User profile information including your name and other information you enter may be displayed to other users, such as if you submit a written comment on the Site. We will only directly reveal user email addresses to users that you are matched with from campaigns that you have registered for through Spark Collaboration.
Financial Information:
As stated above, we do not currently collect financial information, as that information is collected and stored by our Payment Processor. However, we may from time to time request and receive some of your financial information from our Payment Processor for the purposes of completing transactions you have initiated through the Services, enrolling you in discount, rebate, and other programs in which you elect to participate, protecting against or identify possible fraudulent transactions, and otherwise as needed to manage our business.
Information Shared with Our Agents:
We employ and contract with people and other entities that perform certain tasks on our behalf and who are under our control (our “Agents”). We may need to share Personal Information with our Agents in order to provide products or services to you. Unless we tell you differently, our Agents do not have any right to use Personal Information or other information we share with them beyond what is necessary to assist us. You hereby consent to our sharing of Personal Information with our Agents.
Information Disclosed Pursuant to Business Transfers:
In some cases, we may choose to buy or sell assets. In these types of transactions, user information is typically one of the transferred business assets. Moreover, if we, or substantially all of our assets, were acquired, or if we go out of business or enter bankruptcy, user information would be one of the assets that is transferred or acquired by a third party. You acknowledge that such transfers may occur, and that any acquirer of us or our assets may continue to use your Personal Information as set forth in this policy.
Information Disclosed for Our Protection and the Protection of Others:
We also reserve the right to access, read, preserve, and disclose any information as it reasonably believes is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce these Terms of Service, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect our rights, property or safety, our users and the public. This includes exchanging information with other companies and organizations for fraud protection and spam/malware prevention.
Information We Share With Your Consent:
Except as set forth above, you will be notified when your Personal Information may be shared with third parties, and will be able to prevent the sharing of this information.
Is Information About Me Secure?
Your Account information will be protected by a password for your privacy and security. You need to prevent unauthorized access to your Account and Personal Information by selecting and protecting your password appropriately and limiting access to your computer and browser by signing off after you have finished accessing your Account.
We seek to protect Account information to ensure that it is kept private; however, we cannot guarantee the security of any Account information. Unauthorized entry or use, hardware or software failure, and other factors, may compromise the security of user information at any time.
We otherwise store all of our information, including your IP address information, using industry-standard techniques. We do not guarantee or warrant that such techniques will prevent unauthorized access to information about you that we store, Personal Information or otherwise.
What Information of Mine Can I Access?
If you are a registered user, you can access information associated with your Account by logging into the Services. Registered and unregistered users can access and delete cookies through their web browser settings.
California Privacy Rights: Under California Civil Code sections 1798.83-1798.84, California residents are entitled to ask us for a notice identifying the categories of personal customer information which we share with our affiliates and/or third parties for marketing purposes, and providing contact information for such affiliates and/or third parties. If you are a California resident and would like a copy of this notice, please submit a written request to the following address: 409 Joyce Kilmer Ave. Suite 309 New Brunswick, NJ 08901
How Can I Delete My Account?
Should you ever decide to delete your Account, you may do so by emailing support@sparkcollaboration.com. If you terminate your Account, any association between your Account and information we store will no longer be accessible through your Account. However, any public activity on your Account prior to deletion will remain stored on our servers and will remain accessible to the public.
What Choices Do I Have Regarding My Information?
- You may be able to use some of the features of the Services without registering, thereby limiting the type of information that we collect.
- You can always opt not to disclose certain information to us, even though it may be needed to take advantage of some of our features.
- You can delete your Account. Please note that we will need to verify that you have the authority to delete the Account, and activity generated prior to deletion will remain stored by us and any public activity on your Account shall remain publicly accessible.
What Happens When There Are Changes to this Privacy Policy?
We may amend this Privacy Policy from time to time, with or without notice to you. Use of information we collect now is subject to the Privacy Policy in effect at the time such information is used. If we make changes in the way we collect or use information, we may notify you by posting an announcement on the Services or sending you an email. A user is bound by any changes to the Privacy Policy when he or she uses the Services after such changes have been first posted.
What If I Have Questions or Concerns?
If you have any questions or concerns regarding privacy using the Services, please send us a detailed message to support@sparkcollaboration.com. We will make every effort to resolve your concerns.
