Terms of Service
THIS MASTER SERVICES AGREEMENT ("AGREEMENT") GOVERNS YOUR PURCHASE AND USE OF PULSEFEEDBACK'S SERVICES. THIS IS A BINDING AGREEMENT BETWEEN YOU ("CUSTOMER") AND PULSEFEEDBACK ("COMPANY"). PLEASE READ THE AGREEMENT CAREFULLY. BY USING COMPANY'S SERVICES IN ANY MANNER YOU AGREE THAT YOU HAVE READ AND AGREE TO BE BOUND BY AND A PARTY TO THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT ACCEPT THE TERMS OF THIS AGREEMENT YOU MAY NOT USE COMPANY'S SERVICES.
This Agreement was last updated on June 25, 2024. It is effective between Company and Customer as of the date of Customer accepting this Agreement.
Services
Description of the Services
Company offers a variety of tools and services ("Service" or "Services"). The Services include but are not limited to corporate feedback tools, reporting and insights, and other tools leveraging artificial intelligence ("AI") and will be made available online via www.PulseFB.com and/or other web pages designated by Company including associated offline components and excluding websites or applications not owned or controlled by Company ("Third-Party Websites").
License to Use Services
During the Term (defined below) and subject to compliance with the terms of this Agreement Company grants Customer and Customer's Users (who are bound by obligations and restrictions consistent with this Agreement) a limited non-exclusive non-sublicensable non-transferable license to use the Services and Software (the "License").
Purchased Services
"Purchased Services" as distinguished from the Services that may be offered under a Free Trial (as defined below) will be made available to Customers who pay for Company's Services.
Free Trial
From time to time and in its sole discretion Company may offer Customer a free trial of one or more Services ("Free Trial"). During a Free Trial Company will make such Service(s) available to Customer on a trial basis free of charge until the earlier of (a) the end of the Free Trial period (as specified by Company) or (b) the start date of any Purchased Services ordered by Customer.
Beta Services
Company may offer certain Services as closed or open beta services ("Beta Service" or "Beta Services") for the purpose of testing and evaluation by Company.
Use of the Services
Company's Responsibilities
Company will: (i) provide commercially acceptable levels of support for the Services, (ii) use commercially reasonable efforts to make the Services available 24 hours a day, 7 days a week, except for: (a) scheduled maintenance and downtime...
Customer Responsibilities
Customer will: (i) be responsible for compliance with this Agreement by Customer and Customer's Users, (ii) be responsible for the accuracy, quality, and legality of Customer Data...
Fees and Payment for Purchased Services
Fees
If Customer buys Purchased Services, Customer shall pay all fees in accordance with the terms hereunder...
Invoicing and Payment
If Customer elects to use Purchased Services, Customer will provide Company with valid and updated credit card information...
Upgrades
If any of Customer's authorized End-Users upgrades Customer's Services plan or increases the number of Customer's End-Users...
Overdue Charges
If any charges are not received from Customer by the due date...
Suspension of Service and Acceleration
If any amount owing by Customer under this or any other agreement...
Taxes
Unless otherwise stated Company's fees do not include any taxes, levies, duties or similar governmental assessments of any nature...
Restrictions
Customer may not access the Services if it is a direct competitor to Company and may not access the Services for purposes of monitoring their availability, performance or functionality...
Warranty and Disclaimer
THE PARTIES ACKNOWLEDGE THAT THE SERVICES AND SOFTWARE ARE PROVIDED "AS IS" EXCEPT FOR ANY EXPRESS WARRANTIES SET FORTH HEREIN...
Limitation of Liability and Damages
NEITHER COMPANY NOR ITS AFFILIATES SHALL BE RESPONSIBLE OR LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR TERMS AND CONDITIONS RELATED THERETO UNDER ANY CONTRACT, NEGLIGENCE...
Indemnification
Customer agrees to indemnify and hold harmless Company, its officers, directors, employees, suppliers and affiliates from and against any losses, damages, fines and expenses...
Term and Termination
Term of Agreement
This Agreement commences on the date Customer and/or Customer's Users accepts it by using the Services and continues until all use of the Services granted in accordance with this Agreement has expired or the License has been terminated (the "Term")...
Term of Purchased Services
Purchased Services purchased by Customer commence on the date payment is made via the Company Website...
Termination
Subject to Section 3(d) Customer agrees that Company may suspend or terminate access to the Services or Software without notice if...
Use of Logo
Company may use Customer's logo on the Company website as a customer reference unless customer objects to such use in writing...
Notice
All notices, permissions and approvals hereunder shall be in writing and shall be deemed to have been given upon: (i) personal delivery, (ii) the third business day after mailing...
Assignment
Neither the rights nor the obligations arising under this Agreement are assignable or transferable by Customer and any such attempted assignment or transfer shall be void and without effect automatically...
Controlling Law, Attorneys' Fee and Severability
This Agreement shall be governed by and construed in accordance with the laws of the State of California...
Arbitration
Any controversy or claim arising out of or relating to this Agreement shall be settled by binding arbitration...
Independent Contractors
The parties are independent contractors under this Agreement and nothing herein shall constitute either party as the employer, employee, agent or representative of the other party...
Entire Agreement, Severability, Waiver
This Agreement constitutes the entire agreement between the parties hereto pertaining to the subject matter hereof...