Terms of Use

The following terms of service ("Terms of Use") govern your use of the Simpler Software Website (the "Site") and any hosted services downloaded or accessed through the Site (collectively referred to herein as "Service(s)"), all of which are operated by Simpler Software. By using the Site and/or the Service, you irrevocably agree that such use is subject to these Terms of Use. If you do not agree to these Terms of Use, you may not use the Site or the Service. If you are entering into these Terms of Use on behalf of an entity, you are binding such entity to these Terms of Use, you represent that you have the actual authority to bind such entity to these Terms of Use, and references to “you” mean such entity.

Simpler Software expressly reserves the right to modify the Terms of Use at any time in its sole discretion by including such alteration and/or modification in these Terms of Use, along with a notice of the effective date of such modified Terms of Use. If a revision meaningfully reduces your rights, we will use reasonable efforts to notify you. To the extent you have purchased a subscription to the Service, the modified terms will be effective as to such subscription Service upon your next subscription renewal. In this case, if you object to the updated terms, as your exclusive remedy, you may choose not to renew, including cancelling any terms set to auto-renew. In all other cases, any continued use by you of the Site or the Service after the posting of such modified Terms of Use shall be deemed to indicate your irrevocable agreement to such modified Terms of Use. Accordingly, if at any time you do not agree to be subject to any modified Terms of Use, you may no longer use the Site or Service.

Site Content

  1. Simpler Software Content: The information, materials (including, without limitation, HTML, text, audio, video, white papers, press releases, data sheets, product descriptions, software and FAQs and other content) available on the Site and/or the Service, excluding Third Party Content (collectively, “Simpler Software Content”), are the copyrighted works of Simpler Software, and Simpler Software expressly retains all right title and interest in and to the Simpler Software Content, including, without limitation, all intellectual property rights therein and thereto. Except as expressly permitted in these Terms of Use, any use of the Simpler Software Content may violate copyright and/or other applicable laws.
  2. Third Party Content: In addition to Simpler Software Content, the Site and/or the Service may contain information and materials provided to Simpler Software by third parties (collectively, “Third Party Content”). Third Party Content is the copyrighted work of its owner, who expressly retains all right title and interest in and to the Third Party Content, including, without limitation, all intellectual property rights therein and thereto. In addition to being subject to these Terms of Use, Third Party Content may also be subject to different and/or additional terms of use and/or privacy policies of such third parties. Please contact the appropriate third party for further information regarding any such different and/or additional terms of use applicable to Third Party Content.
  3. Limited Site Content License: Simpler Software grants you the limited, revocable, non-transferable, non-exclusive right to use the Simpler Software Content and Third Party Content (collectively, “Site Content”) by displaying the Site Content on your computer, and downloading and printing pages from the Site containing Site Content, under the condition that (i) such activity is solely for your personal, education or other noncommercial use, (ii) you do not modify or prepare derivative works from the Site Content, (iii) you do not obscure, alter or remove any notice of copyright set forth on any Site pages or Site Content, (iv) you do not otherwise reproduce, re-distribute or publicly display any of the Site Content and (v) you do not copy any Site Content to any other media or other storage format.
  4. Trademarks: All trademarks, service marks and logos included on the Site (“Marks”) are the property of Simpler Software or third parties, and you may not use such Marks without the express, prior written consent of Simpler Software or the applicable third party
  5. Monitoring of Site Content and use of Service: Simpler Software reserves the right, but does not undertake the obligation, to monitor use of the Site and/or the Service, and to investigate and take appropriate legal action against any party that uses the Site in violation of these Terms of Use or applicable law. Simpler Software reserves the right to accept, reject or modify any Site Content or User Content, but assumes no liability based on its acceptance, rejection, modification or failure to modify any Site Content or User Content.
  6. Copyright Infringement: As a condition of your right to use the Site and the Service, you agree to respect the intellectual property rights of others. Accordingly, you agree not to upload or post to the Site or the Service any copyrighted materials, trademarks or other proprietary information belonging to any third party without the prior written consent of the applicable third party. You acknowledge that Simpler Software will terminate your access to the Site and/or the Service if you repeatedly infringe the copyright of third parties. If you believe that your copyrighted work has been illegally uploaded or posted on the Site or the Service, you may send a written notice to Simpler Software at support@SimplerSoftware.com, and Simpler Software will respond pursuant to its Digital Millennium Copyright Act (“DMCA”) procedure. Simpler Software’s DMCA procedure is in accordance with that suggested by DMCA, the text of which can be found at the U.S. Copyright Office web site http://www.copyright.gov/legislation/dmca.pdf. Simpler Software reserves all rights to seek damages and fees associated with infringement and/or fraud.

Your Use of the Site and Service

  1. Your Data: You will retain ownership of any data, information or material originated by you that you transmit through the Service ("User Content") – for example, User Content from your accounts with third party services that passes through the Service. You shall be solely responsible for the accuracy, quality, content and legality of User Content, the means by which User Content is acquired and the transmission of User Content outside of the Service. You represent and warrant that you have all rights necessary to transmit User Content through the Service and to otherwise have User Content used as part of the Service or as otherwise contemplated herein.
  2. Suggestions: You hereby grant to Simpler Software a royalty-free, worldwide, transferable, sublicenseable, irrevocable, perpetual license to use or incorporate into the Site, the Service and/or other Simpler Software offerings any suggestions, enhancement requests, recommendations or other feedback provided by you to Simpler Software that is related to the Site and/or the Service.
  3. Aggregated and/or Anonymized Data: Notwithstanding anything to the contrary set forth herein or otherwise, Simpler Software will have the right to collect and analyze data and other information relating to the provision, use or performance of the Site and/or Service and related systems and technologies (including information concerning User Data and data derived therefrom), and to aggregate and/or anonymize all such data and information. Simpler Software will be free at any time to: (i) use such information and data to improve and enhance Simpler Software’s offerings; and (ii) disclose such data in aggregate or other de-identified form in connection with its business.
  4. Your Indemnification Obligations: You hereby irrevocably agree to indemnify, defend and hold Simpler Software, its affiliates, directors, officers, employees and agents harmless from and against any and all loss, costs, damages, liabilities and expenses (including attorneys’ fees) arising out of or related to (i) any third party claim resulting from a breach by you of any of your covenants, representations or warranties contained in these Terms of Use and/or (ii) your use of the Site and/or the Service.
  5. Export Control: You hereby represent and warrant that (i) you understand and acknowledge that some Site Content or components of the Service may be subject to export, re-export and import restrictions under applicable law, (ii) you will not use the Site, any Site Content or the Service in a manner that violates the U.S. Export Administration Act of 1979 and the regulations of the U.S. Department of Commerce and (iii) you are not located in, under the control of, or a national or resident of any country to which the United States has embargoed goods.

Linked Websites and Services

The Site and Service contains links to and integrations with third party websites and services, and you agree that Simpler Software provides links to and integrations with such websites and services solely as a convenience and has no responsibility for the content or availability of such websites or services, and that Simpler Software does not endorse such websites or services (or any products or other services associated therewith). Your use of such websites and services will be subject to the terms applicable to each such website and service.

LIMITATION OF LIABILITY

  1. Warranty Disclaimer: EXCEPT AS EXPRESSLY SET FORTH IMMEDIATELY ABOVE, THE SITE, SITE CONTENT AND SERVICE ARE PROVIDED STRICTLY ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND SIMPLER SOFTWARE MAKES NO WARRANTY THAT THE SITE, SERVICE OR SITE CONENT ARE COMPLETE, SUITABLE FOR YOUR PURPOSE, OR ACCURATE, AND ON BEHALF OF ITSELF AND ITS LICENSORS, SIMPLER SOFTWARE HEREBY EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED, STATUTORY OR OTHER WARRANTIES WITH RESPECT TO THE SITE, SITE CONTENT AND SERVICE, OR THE AVAILABILITY OF THE FOREGOING, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NONINFIRNGEMENT. THE ENTIRE RISK AS TO RESULTS OBTAINED THROUGH USE OF THE SITE, SERVICE AND/OR THE SITE CONTENT RESTS WITH YOU AND SIMPLER SOFTWARE MAKES NO REPRESENTATION OR WARRANTY THAT THE AVAILABILITY OF THE SITE AND OR THE SERVICE WILL BE UNINTERRUPTED, OR THAT THE SITE, SERVICE AND/OR THE SITE CONTENT WILL BE ERROR FREE OR THAT ALL ERRORS WILL BE CORRECTED.
  2. Limitation of Liability: TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT SIMPLER SOFTWARE SHALL NOT BE LIABILE TO YOU FOR ANY (A) INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, SPECIAL, EXEMPLARY OR STATUTORY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF BUSINESS, LOSS OR PROFITS, LOSS OF REVENUE, LOSS OF DATA, LOSS OF GOODWILL OR FOR ANY COST OF COVER OR COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES), EVEN IF SIMPLER SOFTWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF THE LEGAL THEORY UNDER WHICH DAMAGES ARE SOUGHT, WHETHER IN BREACH OF CONTRACT OR IN TORT, INCLUDING NEGLIGENCE OR (B) AMOUNTS IN THE AGGREGATE THAT EXCEED THE FEES PAID BY YOU TO SIMPLER SOFTWARE HEREUNDER IN THE TWELVE (12) MONTHS PRECEDING THE DATE THE CLAIM AROSE.

Privacy Policy

You acknowledge that you have read, understand and agree to Simpler Software’s Privacy Policy located at http://www.SimplerSoftware.com/legal/privacy, which is hereby incorporated into and made a part of these Terms of Use by this reference.

Location of the Site and your Use

Simpler Software operates or controls the operation of this Site and the Service from offices in the United States. In addition, the Site and the Service may be mirrored, and other websites operated or controlled by Simpler Software may be located, at various locations in and outside of the United States. Simpler Software makes no representation or warranty that all of the features of this Site or Service will be available to you outside of the United States, or that they are permitted to be accessed outside of the United States. You acknowledge that you are solely responsible for any decision by you to use of this Site and/or the Service from other locations, and that such use may be subject to, and that you are responsible for, compliance with applicable local laws.

Notices

Simpler Software may give notice applicable to Simpler Software’s general Service customer base by means of a general notice on the web site, and notices specific to you by electronic mail to your e-mail address on record or by written communication sent by first class mail or pre-paid post to your address on record. If you have a dispute with Simpler Software, wish to provide a notice under these Terms of Use, or become subject to insolvency or other similar legal proceedings, you must promptly send written notice to Simpler Software at info@simplersoftware.com; Attn: Legal.

General

These Terms of Use constitute the entire agreement and understanding between the parties concerning the subject matter hereof, notwithstanding any different or additional terms that may be contained in the form of purchase order or other document used by you to place orders or otherwise effect transactions hereunder, which such terms are hereby rejected. You may not assign these Terms of Use without the prior written approval of Simpler Software, such approval not to be unreasonably withheld or delayed. These Terms of Use supersede all prior or contemporaneous discussions, proposals and agreements between you and Simpler Software relating to the subject matter hereof. No amendment, modification or waiver of any provision of these Terms of Use will be effective unless in writing and signed by an authorized representative of both parties. If any provision of these Terms of Use is held to be invalid or unenforceable, the remaining portions will remain in full force and effect and such provision will be enforced to the maximum extent possible so as to effect the intent of the parties and will be reformed to the extent necessary to make such provision valid and enforceable. No waiver of rights by either party may be implied from any actions or failures to enforce rights under these Terms of Use. These Terms of Use are intended to be and are solely for the benefit of Simpler Software and you and do not create any right in favor of any third party. These Terms of Use will be governed by and construed in accordance with the laws of the State of Texas, without reference to its conflict of laws principles. The Uniform Computer Information Transactions Act will not apply to this Agreement. All disputes arising out of or relating to these Terms of Use will be submitted to the exclusive jurisdiction of a court of competent jurisdiction located in Texas, and each party irrevocably consents to such personal jurisdiction and waives all objections to this venue.