Last Revised September 5, 2017
PLEASE READ THESE TERMS OF SERVICE CAREFULLY. BY DOWNLOADING THE APPS OR ACCESSING OR USING THE SERVICES, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS SET FORTH HERE AND ALL TERMS INCORPORATED BY REFERENCE. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT DOWNLOAD THE APPLICATION OR USE THE SERVICES.
Welcome! These Terms of Service ("Terms") apply to your access to and use of the websites, mobile applications (the "Apps"), software development kits ("SDK"), and other products and services (collectively, the "Services") provided by Placed Inc. ("Placed" or "we"). By accessing our Services, you agree to these Terms. If you do not agree to these Terms, including the mandatory arbitration provision and class action waiver, do not access or use our Services.
ARBITRATION NOTICE: THESE TERMS CONTAINS AN ARBITRATION CLAUSE BELOW. EXCEPT FOR CERTAIN TYPES OF DISPUTES MENTIONED IN THAT ARBITRATION CLAUSE, YOU AND PLACED AGREE THAT DISPUTES BETWEEN US WILL BE RESOLVED BY MANDATORY BINDING ARBITRATION, AND YOU AND PLACED WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS-ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.
You must be at least 13 years of age to access or use the Services. If you are under 18 years of age (or the age of legal majority where you live), you may only access or use our Services under the supervision of a parent or legal guardian who agrees to be bound by these Terms. If you are a parent or legal guardian of a user under the age of 18 (or the age of legal majority), you agree to be fully responsible for the acts or omissions of such user in connection with the Services. If you are accessing or using the Services on behalf of another person or entity, you represent that you are authorized to accept these Terms on that person or entity's behalf and that the person or entity agrees to be responsible to us if you or the other person or entity violates these Terms. The Services are intended for use solely in the United States, Canada, United Kingdom, and Australia by residents of each market, and Placed makes no claims that the Services are appropriate for use outside of the United States, Canada, United Kingdom and Australia.
You may need to register for an account or use your credentials (e.g., username and password) from a third-party social media platform to access some or all of our Services. If you register for an account, you must provide accurate account information and promptly update this information if it changes. You also must maintain the security of your account and promptly notify us if you discover or suspect that someone has accessed your account without your permission. If you permit others to use your account credentials, you are responsible for the activities of such users that occur in connection with your account.
By using the Services, you consent to Placed communicating with you about the Services or in connection with the features, functions and activities contained therein by SMS, text message, email or other electronic means. Your carrier's normal, messaging, data and other rates and fees will apply to these communications.
Subject to these Terms, Placed grants you a personal, worldwide, royalty-free, non-assignable, non-exclusive, revocable, and non-sublicensable license to access and use the Services on any device that you own or control. This license is for the sole purpose of letting you use and enjoy the Services' benefits in a way that these Terms and our usage policies allow.
Any software that we provide you may automatically download and install upgrades, updates, or other new features. You may be able to adjust these automatic downloads through your device's settings.
You may not copy, modify, distribute, sell, or lease any part of our Services, nor may you reverse engineer or attempt to extract the source code of that software, unless laws prohibit these restrictions or you have our written permission to do so. You agree not to authorize or permit any third party to distribute or make the App available over a network where it could be used by multiple devices at the same time; nor will you remove, alter, or obscure any copyright, trademark, or other proprietary rights notice on or in the Services.
The Services may provide the opportunity for you to share content with Placed. You grant Placed and our affiliates a perpetual, irrevocable, nonexclusive, worldwide, royalty-free, sublicensable, and transferable license to host, store, use, publicly display, reproduce, modify, adapt, publish, distribute, and create derivative works from, any content that you submit to Placed for business purposes (e.g., promoting the Sweepstakes in which you participated).
You agree that you will not violate any applicable law, contract, intellectual property or other third-party right or commit a tort, and that you are solely responsible for your conduct while accessing or using our Services. You also agree that you will not:
The Placed Points Program is subject to the additional terms set out in the Placed Points Program Terms (https://www.placed.com/points-program). Placed's sweepstakes are subject to the additional terms set out in the Placed Sweepstakes Official Rules (https://www.placed.com/sweepstakes-rules).
You understand and agree that you may incur data charges or similar fees in connection with your use of the Services. It is recommended that any device utilizing the Apps subscribe to an unlimited monthly data plan.
If you use a service, feature, or functionality that is operated by a third party and made available through our Services (including Services we jointly offer with the third party), each party's terms will govern the respective party's relationship with you. Placed is not responsible or liable for a third party's terms or actions taken under the third party's terms.
Placed may run advertisements and promotions from third parties on or in connection with the Services or may otherwise provide information about or links to third-party products or services on or in connection with the Services. Your business dealings or correspondence with, or participation in promotions of, such third parties, and any terms, conditions, warranties or representations associated with such dealings or promotions are solely between you and such third party. Placed is not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or promotions or as the result of the presence of such non-Placed advertisers or third party information on the Services.
The Apps and Services contain the valuable proprietary content of Placed and its licensors and is protected by copyright and other intellectual property laws and treaties. You agree not to use the Apps and Services except in its intended manner in accordance with these Terms.
You may not use or otherwise export or re-export the Apps or any content therein, except as authorized by United States law and the laws of the jurisdiction in which the Apps or content were obtained. In particular, but without limitation, the Apps and the content contained therein may not be exported or re-exported to (a) any U.S. embargoed countries or (b) anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person's List or Entity List.
Placed is not obligated to provide any support or maintenance services for the Apps or other Services. If you have any questions regarding the Apps, please contact Placed at email@example.com.
By downloading, installing and using any App, you represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
Placed reserves the right to change, suspend, remove, discontinue or disable access to the Services at any time without notice. In no event will Placed be liable for the removal of or disabling of access to any portion or feature of the Services.
You can terminate these Terms at any time and for any reason by deleting your account and uninstalling the App.
Placed may also terminate these Terms with you at any time, for any reason, and without advanced notice. That means that we may stop providing you with any Services, or impose new or additional limits on your ability to use our Services.
Regardless of who terminates these Terms, both you and Placed continue to be bound by [Sections 6-7, 10-14 and 16-27] of the Terms.
You agree, to the extent permitted by law, to indemnify, defend, and hold harmless Placed, our affiliates, directors, officers, stockholders, employees, licensors, and agents from and against any and all complaints, charges, claims, damages, losses, costs, liabilities, and expenses (including attorneys' fees) due to, arising out of, or relating in any way to: (a) your access to or use of the Services; (b) your content; and (c) your breach of these Terms.
THE SERVICES 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. IN ADDITION, WHILE PLACED ATTEMPTS TO PROVIDE A GOOD USER EXPERIENCE, WE DO NOT REPRESENT OR WARRANT THAT: (A) THE SERVICES WILL ALWAYS BE SECURE, ERROR-FREE, OR TIMELY; (B) THE SERVICES WILL ALWAYS FUNCTION WITHOUT DELAYS, DISRUPTIONS, OR IMPERFECTIONS; OR (C) THAT ANY INFORMATION YOU OBTAIN ON OR THROUGH THE SERVICES WILL BE TIMELY OR ACCURATE.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, PLACED AND OUR MANAGING MEMBERS, SHAREHOLDERS, EMPLOYEES, AFFILIATES, LICENSORS, AND SUPPLIERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR MULTIPLE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM: YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES, EVEN IF PLACED HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL PLACED'S AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICES EXCEED THE GREATER OF $10 USD OR THE AMOUNT YOU PAID PLACED, IF ANY, IN THE LAST 12 MONTHS.
PLEASE READ THE FOLLOWING PARAGRAPHS CAREFULLY BECAUSE THEY REQUIRE YOU AND PLACED TO AGREE TO RESOLVE ALL DISPUTES BETWEEN US THROUGH BINDING INDIVIDUAL ARBITRATION.
These Terms and your access to and use of our Services will be governed by and construed and enforced in accordance with the laws of Washington, without regard to conflict of law rules or principles (whether of Washington or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. Any dispute between the parties that is not subject to arbitration or cannot be heard in small claims court will be resolved in the state or federal courts of Washington and the United States, respectively, sitting in King County, Washington.
We may make changes to these Terms from time to time. If we do make changes, we will post the amended Terms to our Services and update the "Last Updated" date above. Unless we say otherwise in our notice, the amended Terms will be effective immediately and your continued access to and use of our Services after we provide notice will confirm your acceptance of the changes. If you do not agree to the amended Terms, you must stop using our Services.
If any provision or part of a provision of these Terms is unlawful, void or unenforceable, that provision or part of the provision is deemed severable from these Terms and does not affect the validity and enforceability of any remaining provisions.
Given the breadth of our Services, we sometimes need to craft additional terms and conditions for specific Services. Those additional terms and conditions, which will be available with the relevant Services, then become part of your agreement with us if you use those Services. If any part of those additional terms and conditions conflicts with these Terms, the additional terms and conditions will prevail.
These Terms (together with any additional terms applicable to specific Services you use) constitute the entire agreement between you and Placed relating to your access to and use of our Services. The failure of Placed to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third party beneficiary rights upon any other person or entity.
Any questions, complaints or claims with respect to the Services should be directed to:
1501 Fourth Avenue
Seattle, WA 98101