Terms of Service
Effective Date: 01/01/2019
By clicking “Login”, “Register” or similar, or by otherwise registering, accessing or using our Services (as defined below), you are agreeing to enter into a legally binding contract with Lumiseek (even if you are using our Services on behalf of a company or organization) on the terms and conditions contained herein (these “Terms”). If you do not agree to this contract (“Contract” or “User Agreement”), do not click “Register” (or similar) and do not access or otherwise use any of our Services. If you wish to terminate this Contract, at any time you can do so by closing your account and no longer accessing or using our Services. Notwithstanding the foregoing, in some instances, you or your organization may have entered into a separate written agreement for the Services with Lumiseek that supersedes, in whole or in part, these Terms (an “Enterprise Agreement”) in which case that separate agreement governs the organization’s use of the Services.
This Contract applies to use of the website (and services provided through the website) located at lumiseek.com (the “Website” and Services for registered Members provided through the Website, the “Service”) and any other services that are offered or provided under this Contract (collectively, “Services”).
You are entering into this Contract with Lumiseek, Inc. (also referred to herein as “Lumiseek”, “we” and “us”).
1.2 Members and Visitors
Registered users of our Services are “Members” and unregistered users are “Visitors”. This Contract applies to both Members and Visitors. When you visit the Website, you become a Visitor. When you register and join the Service, you become a Member. If you have chosen not to register for our Services, you may access certain features as a “Visitor.”
1.3 Change to the Contract
If we make material changes to the Terms, we will provide you notice through our Services, or by other means, to provide you the opportunity to review the changes before they become effective. We agree that changes to the Terms cannot have retroactive effect. If you object to any changes to the Terms, you may close your account. Your continued use of our Services after we publish or send a notice about our changes to these Terms means that you are consenting to the updated Terms.
2.1 Service Eligibility
The Services are not for use by anyone under the age of 18.
To use the Services, you agree that: (1) you must be at least 18 years old or older; (2) you will only have one Lumiseek account, which must be in your real name; and (3) you are not already restricted by Lumiseek from using the Services. Creating an account with false information is a violation of our Terms, including accounts registered on behalf of others or persons under the age of 18.
2.2 Your Account
As a Member, you agree to: (1) try to choose a strong and secure password for accessing your account on the Website; (2) keep your password secure and confidential; (3) not transfer any part of your account and (4) follow the law and our Acceptable Use guidelines below. You are responsible for anything that happens through your account unless you close it or report misuse.
As between you and others, your account belongs to you. However, if you obtained your account and access to the Services as a result of another party procuring the Services for you to use (e.g. by your employer or another organization for your use), the party paying for such Service has the right to control access to and get reports on your use of the Services.
If you purchase any of our paid Services, except to the extent otherwise agreed in an Enterprise Agreement with you:
- You agree to pay us the applicable fees and taxes in your order specific to the paid Services, which are billed and payable on a month-to-month basis. Failure to pay these fees will result in the termination of your paid Services.
- We may store and continue billing your payment method (e.g. credit card) even after it has expired, to avoid interruptions in your Services and to use to pay other Services you may buy.
- If you purchase a subscription, your payment method automatically will be charged at the start of each subscription period for the fees and taxes applicable to that period. To avoid future charges, cancel before the renewal date.
- All of your purchases of Services are subject to Lumiseek’s refund policy. You may contact us at the contact information below regarding refund requests.
- We may calculate taxes payable by you based on the billing information that you provide us at the time of purchase.
2.4 Notices and Messages
You consent to our providing notices and messages to you in the following ways: (1) within the Service, or (2) sent to the contact information you provided us (e.g., email, mobile number, physical address). You agree to keep your contact information up to date.
Our Services allow messaging and sharing of information in many ways. Information and content that you share or post may be seen by other Members and organizations who have received certain permissions from you and, where applicable, the organization that procured your access to the Services.
We are not obligated to publish any information or content on our Service and can remove it in our sole discretion, with or without notice.
3. Rights and limits
3.1. Your Access to and Use of the Services
By submitting suggestions or other feedback regarding our Services to Lumiseek, you agree that Lumiseek can use and share (but does not have to) such feedback for any purpose without compensation to you.
You agree to only provide content or information that does not violate the law nor anyone’s rights (including intellectual property rights). You also agree that your profile information will be accurate. Lumiseek reserves the right to remove any or all information or content you submit to the Services, including in order to comply with applicable law.
3.2 Service Availability
We may change or discontinue any of our Services, in whole or in part, at any time. To the extent allowed under law, these changes may be effective upon notice provided to you.
Lumiseek is not a storage service. Lumiseek’s storage capabilities are entirely dependent on the integration with third party storage services, such as Amazon cloud, Dropbox and Google Drive. You agree that storage, maintenance and processing of documents will be according to policies of third party service providers that have been approved/enabled by Users. In addition you agree that these third party service providers will be responsible for storage, maintenance and processing of documents.
Lumiseek reserves the right to limit your use of the Services and your ability to contact other Members. Lumiseek reserves the right to restrict, suspend, or terminate your account and access to the Services if Lumiseek believes that you may be in breach of this Contract or law or are misusing the Services.
3.5 Intellectual Property Rights
Lumiseek reserves all of its intellectual property rights in the Website and the Services. Using the Website and the Services does not give you any ownership in our Website, Services or the content or information made available through our Services. Trademarks and logos used in connection with the Services are the trademarks of their respective owners. Lumiseek logos and other Lumiseek trademarks, service marks, graphics, and logos used for our Services are trademarks or registered trademarks of Lumiseek.
4. Disclaimer and limit of liability
4.1 No Warranty
TO THE EXTENT ALLOWED UNDER LAW, LUMISEEK AND ITS AFFILIATES (AND THOSE THAT LUMISEEK WORKS WITH TO PROVIDE THE SERVICES) (A) DISCLAIM ALL IMPLIED WARRANTIES AND REPRESENTATIONS (INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY OF DATA, AND NONINFRINGEMENT); (B) DO NOT GUARANTEE THAT THE SERVICES WILL FUNCTION WITHOUT INTERRUPTION OR ERRORS, AND (C) PROVIDE THE SERVICE (INCLUDING CONTENT AND INFORMATION) ON AN “AS IS” AND “AS AVAILABLE” BASIS.
SOME LAWS DO NOT ALLOW CERTAIN DISCLAIMERS, SO SOME OR ALL OF THESE DISCLAIMERS MAY NOT APPLY TO YOU.
4.2 Exclusion of Liability
TO THE EXTENT PERMITTED UNDER LAW (AND UNLESS LUMISEEK HAS ENTERED INTO A SEPARATE WRITTEN AGREEMENT WITH YOU THAT OVERRIDES THIS CONTRACT), LUMISEEK AND ITS AFFILIATES (AND THOSE THAT LUMISEEK WORKS WITH TO PROVIDE THE SERVICES) SHALL NOT BE LIABLE TO YOU OR OTHERS FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS OF DATA, OPPORTUNITIES, REPUTATION, PROFITS OR REVENUES, RELATED TO THE SERVICES (E.G. OFFENSIVE OR DEFAMATORY STATEMENTS, DOWN TIME OR LOSS, USE OF, OR CHANGES TO, YOUR INFORMATION OR CONTENT).
IN NO EVENT SHALL THE LIABILITY OF LUMISEEK AND ITS AFFILIATES (AND THOSE THAT LUMISEEK WORKS WITH TO PROVIDE THE SERVICES) EXCEED, IN THE AGGREGATE FOR ALL CLAIMS, AN AMOUNT THAT IS THE LESSER OF (A) FIVE TIMES THE MOST RECENT MONTHLY FEE THAT YOU PAID FOR THE SERVICES, IF ANY, OR (B) US $1000.
THIS LIMITATION OF LIABILITY IS PART OF THE BASIS OF THE BARGAIN BETWEEN YOU AND LUMISEEK AND SHALL APPLY TO ALL CLAIMS OF LIABILITY (E.G. WARRANTY, TORT, NEGLIGENCE, CONTRACT, LAW) AND EVEN IF LUMISEEK OR ITS AFFILIATES HAS BEEN TOLD OF THE POSSIBILITY OF ANY SUCH DAMAGE, AND EVEN IF THESE REMEDIES FAIL THEIR ESSENTIAL PURPOSE.
SOME LAWS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY, SO THESE LIMITS MAY NOT APPLY TO YOU.
Both you and Lumiseek may terminate this Contract at any time with notice to the other. On termination, you lose the right to access or use the Services. The following shall survive termination:
- Our rights to use and disclose your feedback.
- Sections 4, 5, 6, 7, and 8.B of this Contract, and
- Any amounts owed by either party prior to termination remain owed after termination.
Additionally, note that while certain profile and account information may be deleted by the account owner at termination of the Contract, certain user-submitted content, comments, messages and other information may remain in the Services post termination. Requests by the account owner to delete such information, where possible, can be directed to us at our contact information below.
6. Governing law and dispute resolution
Governing Law and Venue
This Contract and any action related thereto will be governed by the Federal Arbitration Act, federal arbitration law, and the laws of the State of California, without regard to its conflict of laws provisions. Except as otherwise expressly set forth below regarding dispute resolution, the exclusive jurisdiction for all disputes relating to or arising out of this Contract or the Services that you and Lumiseek are not required to arbitrate will be the state and federal courts located in San Diego County, California, and you and Lumiseek each waive any objection to jurisdiction and venue in such courts.
For any dispute with Lumiseek, you agree to first contact us at support@Lumiseek.com and attempt to resolve the dispute with us informally.
Read this section carefully because it requires the parties to arbitrate their disputes and limits the manner in which you can seek relief from Lumiseek. For any dispute with Lumiseek, you agree to first contact us at [email@example.com] and attempt to resolve the dispute with us informally. In the unlikely event that Lumiseek has not been able to resolve a dispute it has with you after sixty (60) days, we each agree to resolve any claim, dispute, or controversy (excluding any claims for injunctive or other equitable relief as provided below) arising out of or in connection with or relating to this Agreement, or the breach or alleged breach thereof (collectively, “Claims”), by binding arbitration by JAMS, under the Optional Expedited Arbitration Procedures then in effect for JAMS, except as provided herein. JAMS may be contacted at www.jamsadr.com. The arbitration will be conducted in San Diego County, California, unless you and Lumiseek agree otherwise. If you are using the Services for commercial purposes, each party will be responsible for paying any JAMS filing, administrative and arbitrator fees in accordance with JAMS rules, and the award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses. If you are an individual using the Services for non-commercial purposes: (i) JAMS may require you to pay a fee for the initiation of your case, unless you apply for and successfully obtain a fee waiver from JAMS; (ii) the award rendered by the arbitrator may include your costs of arbitration, your reasonable attorney’s fees, and your reasonable costs for expert and other witnesses; and (iii) you may sue in a small claims court of competent jurisdiction without first engaging in arbitration, but this does not absolve you of your commitment to engage in the informal dispute resolution process. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall be deemed as preventing Lumiseek from seeking injunctive or other equitable relief from the courts as necessary to prevent the actual or threatened infringement, misappropriation, or violation of our data security, intellectual property rights or other proprietary rights.
CLASS ACTION/JURY TRIAL WAIVER
With respect to all persons and entities, regardless of whether they have obtained or used the Services for personal, commercial or other purposes, all claims must be brought in the parties’ individual capacity, and not as a plaintiff or class member in any purported class action, collective action, private attorney general action or other representative proceeding. This waiver applies to class arbitration, and, unless we agree otherwise, the arbitrator may not consolidate more than one person’s claims. You agree that, by entering into this Contract, you and Lumiseek are each waiving the right to a trial by jury or to participate in a class action, collective action, private attorney general action, or other representative proceeding of any kind.
7. General terms
If a court with authority over this Contract finds any part of it unenforceable, you and we agree that the court should modify the terms to make that part enforceable while still achieving its intent. If the court cannot do that, you and we agree to ask the court to remove that unenforceable part and still enforce the rest of this Contract.
This Contract (including additional terms that may be provided by us when you engage with a feature of the Services) is the only agreement between us regarding the Services and supersedes all prior agreements for the Services.
If we don’t act to enforce a breach of this Contract, that does not mean that Lumiseek has waived its right to enforce this Contract. You may not assign or transfer this Contract (or your membership or use of Services) to anyone without our consent. However, you agree that Lumiseek may, without your consent, assign this Contract to its affiliates or to a party that acquires or merges with Lumiseek. There are no third-party beneficiaries to this Contract.
You agree that the only way to provide us legal notice is at the addresses provided in Section 10.
8. Acceptable use guidelines
- Comply with all applicable laws, including, without limitation, privacy laws, intellectual property laws, anti-spam laws, export control laws, tax laws, and regulatory requirements in your use of the Services;
Create a false identity on Lumiseek, misrepresent your identity, create a Member profile for anyone other than yourself (a real person), or use or attempt to use another’s account;
Develop, support or use software, devices, scripts, robots, or any other means or processes (including crawlers, browser plugins and add-ons, or any other technology) to scrape the Services or otherwise copy profiles and other data from the Services;
Override any security feature or bypass or circumvent any access controls or use limits of the Service;
Copy, use, disclose or distribute any information obtained from the Services, whether directly or through third parties (such as search engines), without the consent of Lumiseek;
Disclose information that you do not have the consent to disclose (such as confidential information of others (including your employer));
Violate the intellectual property rights of others, including copyrights, patents, trademarks, trade secrets, or other proprietary rights.
Violate the intellectual property or other rights of Lumiseek, including by, without limitation, (i) copying or distributing our Website content or (ii) copying or distributing our technology except to the extent it is released under open source licenses; (iii) using the word “Lumiseek” or our logos in any business name, email, or URL;
Submit anything to the Services that contains software viruses, worms, or any other harmful code;
Reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for the Services or any related technology that is not open source;
Imply or state that you are affiliated with or endorsed by Lumiseek without our express consent;
Rent, lease, loan, trade, sell/re-sell or otherwise monetize the Services or related data or access to the same, without Lumiseek’s consent;
Deep-link to our Services without Lumiseek’s consent;
Use bots or other automated methods to access the Services, add or download contacts, send or redirect messages;
Monitor the Services’ availability, performance or functionality for any competitive purpose;
Engage in “framing,” “mirroring,” or otherwise simulating the appearance or function of the Services;
Overlay or otherwise modify the Services or their appearance (such as by inserting elements into the Services or removing, covering, or obscuring an advertisement included on the Services);
Interfere with the operation of, or place an unreasonable load on, the Services (e.g., spam, denial of service attack, viruses, gaming algorithms);
9. Infringing content.
We are not responsible for content or information submitted to the Services by users that infringes or otherwise violates the intellectual property or other rights of you or third parties. If you believe that user content or information in the Services infringes or otherwise violates the intellectual property or other rights of you or a third party, you may contact us at the contact information below regarding such matter.
10. How to contact us
If you want to send us notices or service of process, please contact us at:
8885 Rio San Diego Dr., San Diego, CA 92108