User Agreement

1. AGREEMENT

You agree that by clicking “Join”, registering, accessing or using our services (including Boardspan.com, our related mobile apps, developer platforms, premium services, or any content or information provided as part of these services, collectively, “Services”), you are entering into a legally binding agreement (even if you are using our Services on behalf of a company). This “Agreement” includes this User Agreement and the Privacy & Cookie Policy, as may be amended by Boardspan from time to time. If you do not agree to this Agreement, do NOT click “Join” (or similar) and do not access or otherwise use any of our Services. Registered users of our Services are “Members” and unregistered users are “Visitors”. This Agreement applies to both.

2. OBLIGATIONS
2.1. SERVICE ELIGIBILITY

To use the Services, you agree that: (1) you must be the “Minimum Age” (defined below) or older; (2) you will only have one Boardspan account, which must be in your real name; and (3) you are not already restricted by Boardspan from using the Services. “Minimum Age” means (a) 18 years old for the People's Republic of China, (b) 16 years old for the Netherlands, (c) 14 years old for the United States, Canada, Germany, Spain, Australia and South Korea, and (d) 13 years old for all other countries. However, if law requires that you must be older in order for Boardspan to lawfully provide the Services to you (including the collection, storage and use of your information) then the Minimum Age is such older age. The Services are not for use by anyone under the age of 13.

2.2. YOUR MEMBERSHIP

As between you and others, your account belongs to you. You agree to: (1) try to choose a strong and secure password; (2) keep your password secure and confidential; (3) not transfer any part of your account (e.g., connections, groups) and (4) follow the law and the Dos and Don'ts below. You are responsible for anything that happens through your account unless you close it or report misuse. Note that for Premium Services purchased by another party for you to use (e.g. a corporate subscription bought by your employer), the party paying for the Premium Service controls such an account (which is different from your personal account) and may terminate your access to it.

2.3. PAYMENT

If you purchase any of our paid Services (“Premium Services”), you agree to pay us the applicable fees and taxes. Failure to pay these fees may result in the termination of your subscription. Also:

  • Your purchase may be subject to foreign exchange fees or differences in prices based on location (e.g. exchange rates).
  • You authorize us to store and continue billing your payment method (e.g. credit card) even after it has expired, to avoid interruptions in your service (e.g. subscriptions) and to facilitate easy payment for new services.
  • You must pay us for applicable fees and taxes unless you cancel the Premium Service, in which case you agree to still pay these fees through the end of the applicable subscription period.
  • Taxes are calculated based on the billing information that you provide us at the time of purchase.
2.4. NOTICES AND SERVICE MESSAGES

You're okay with us using our website, mobile apps, and email to provide you with important notices. This Agreement applies to mobile applications as well. You agree that we may provide notices to you in the following ways: (1) a banner notice on the Service, or (2) an email sent to an address you provided, or (3) through other means including mobile number, telephone, or mail. You agree to keep your contact information up to date. Please review your Boardspan settings to control and limit what kind of messages you receive from us.

3. RIGHTS AND LIMITS
3.1. YOUR LICENSE TO BOARDSPAN

As between you and Boardspan, you own the content and information that you submit or post to the Services and you are only granting Boardspan the following non-exclusive license: A worldwide, transferable and sublicensable right to use, copy, modify, distribute, publish, and process, information and content that you provide through our Services, without any further consent, notice and/or compensation to you or others. These rights are limited in the following ways: 1. You can end this license for specific content by deleting such content from the Services, or generally by closing your account, except (a) to the extent you shared it with others as part of the Service and they copied or stored it and (b) for the reasonable time it takes to remove from backup and other systems. 2. We will not include your content in advertisements for the products and services of others (including sponsored content) to others without your separate consent. However, we have the right, without compensation to you or others, to serve ads near your content and information, and your comments on sponsored content may be visible as noted in the Privacy & Cookie Policy. 3. We will get your consent if we want to give others the right to publish your posts beyond the Service. 4. While we may edit and make formatting changes to your content (such as translating it, modifying the size, layout or file type or removing metadata), we will not modify the meaning of your expression. 5. Because you own your content and information and we only have non-exclusive rights to it, you may choose to make it available to others, including under the terms of a Creative Commons license. You agree that we may access, store and use any information that you provide in accordance with the terms of the Privacy & Cookie Policy and your privacy settings. By submitting suggestions or other feedback regarding our Services to Boardspan, you agree that Boardspan 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 if that does not violate the law nor anyone's rights (e.g., without violating any intellectual property rights or breaching a contract). You also agree that your profile information will be truthful. Boardspan may be required by law to remove certain information or content in certain countries.

3.2. SERVICE AVAILABILITY

We may change or discontinue any of our Services. We can't promise to store or keep showing any information and content you've posted. We may change, suspend or end any Service, or change and modify prices prospectively in our discretion. To the extent allowed under law, these changes may be effective upon notice provided to you. Boardspan is not a storage service. You agree that we have no obligation to store, maintain or provide you a copy of any content or information that you or others provide, except to the extent required by applicable law and as noted in our Privacy & Cookie Policy.

3.3. OTHER CONTENT

By using the Services, you may encounter content or information that might be inaccurate, incomplete, delayed, misleading, illegal, offensive or otherwise harmful. Boardspan generally does not review content provided by our Members. You agree that we are not responsible for third parties' (including other Members') content or information or for any damages as result of your use of or reliance on it. You are responsible for deciding if you want to access or use third party sites that link from our Services. Third party sites have their own legal terms and privacy policies, and you may be giving others permission to use your information in ways we would not. Except to the limited extent it may be required by applicable law, Boardspan is not responsible for these other sites -- use these at your own risk.

3.4. LIMITS

Boardspan reserves the right to limit your use of the Services and/or to restrict, suspend, or terminate your account if Boardspan believes that you may be in breach of this Agreement or law or are misusing the Services. Boardspan reserves all of its intellectual property rights in the Services. For example, Boardspan, the Boardspan logo and other Boardspan trademarks, service marks, graphics, and logos used in connection with Boardspan are trademarks or registered trademarks of Boardspan. Other trademarks and logos used in connection with the Services may be the trademarks of their respective owners.

4. DISCLAIMER AND LIMITATION ON LIABILITY
4.1. NO WARRANTY

TO THE EXTENT ALLOWED UNDER LAW, BOARDSPAN (AND THOSE THAT BOARDSPAN WORKS WITH TO PROVIDE THE SERVICES) (A) DISCLAIM ALL IMPLIED WARRANTIES AND REPRESENTATIONS (E.G. 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 BOARDSPAN HAS ENTERED INTO A SEPARATE WRITTEN AGREEMENT THAT SUPERSEDES THIS AGREEMENT), BOARDSPAN (AND THOSE THAT BOARDSPAN 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 OR CHANGES TO YOUR INFORMATION OR CONTENT). IN NO EVENT SHALL THE LIABILITY OF BOARDSPAN (AND THOSE THAT BOARDSPAN 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 OR YEARLY FEE THAT YOU PAID FOR A PREMIUM SERVICE, IF ANY, OR (B) US $100. THIS LIMITATION OF LIABILITY IS PART OF THE BASIS OF THE BARGAIN BETWEEN YOU AND BOARDSPAN AND SHALL APPLY TO ALL CLAIMS OF LIABILITY (E.G. WARRANTY, TORT, NEGLIGENCE, CONTRACT, LAW) AND EVEN IF BOARDSPAN 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.

5. TERMINATION

Boardspan or You may terminate this Agreement 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;
  • Members' rights to further re-share content and information you shared through the Service to the extent copied or re-shared prior to termination;
  • Sections 4, 6 and 7 of this Agreement;
  • Any amounts owed by either party prior to termination remain owed after termination.
6. DISPUTE RESOLUTION

You agree that the laws of the State of California, U.S.A., excluding its conflict of laws rules, shall exclusively govern any dispute relating to this Agreement and/or the Services. We both agree that all of these claims can only be litigated in the federal or state courts of San Francisco County, California, USA, and we each agree to personal jurisdiction in those courts.

7. GENERAL TERMS

If a court with authority over this Agreement finds any part of it not enforceable, you and us 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 us agree to ask the court to remove that unenforceable part and still enforce the rest of this Agreement. To the extent allowed by law, the English version of this Agreement is binding and other translations are for convenience only. This Agreement (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 Agreement, that does not mean that Boardspan has waived its right to enforce this Agreement. You may not assign or transfer this Agreement (or your membership or use of Services) to anyone without our consent. However, you agree that Boardspan may assign this Agreement to its affiliates or a party that buys it without your consent. There are no third party beneficiaries to this Agreement. We reserve the right to change the terms of this Agreement and will provide you notice if we do and we agree that changes cannot be retroactive. If you don't agree to these changes, you must stop using the Services. You agree that the only way to provide us legal notice is at the addresses provided in Section 10.

8. YOUR RESPONSIBILITIES
8.1. YOU AGREE THAT YOU WILL:
  • Comply with all applicable laws, including, without limitation, privacy laws, intellectual property laws, anti-spam laws, export control laws, tax laws, and regulatory requirements;
  • Provide accurate information to us and keep it updated;
  • Use your real name on your profile;
  • Use the Services in a professional manner.
8.2. YOU AGREE THAT YOU WILL NOT:
  • Act dishonestly or unprofessionally, including by posting inappropriate, inaccurate, or objectionable content;
  • Use an image that is not your likeness or a head-shot photo for your profile;
  • Create a false identity on Boardspan;
  • Misrepresent your current or previous positions and qualifications;
  • Misrepresent your affiliations with a person or entity, past or present;
  • Misrepresent your identity, including but not limited to the use of a pseudonym;
  • Create a Member profile for anyone other than yourself (a real person);
  • Use or attempt to use another's account;
  • Harass, abuse or harm another person;
  • Send spam or other unwelcomed communications to others;
  • Scrape or copy profiles and information of others through any means (including crawlers, browser plugins and add-ons, and any other technology or manual work);
  • Act in an unlawful, libelous, abusive, obscene, discriminatory or otherwise objectionable manner;
  • Disclose information that you do not have the right to disclose (such as confidential information of others (including your employer));
  • Violate intellectual property rights of others, including patents, trademarks, trade secrets, copyrights or other proprietary rights;
  • Violate the intellectual property or other rights of Boardspan, including, without limitation, using the word “Boardspan” or our logos in any business name, email, or URL;
  • Post anything that contains software viruses, worms, or any other harmful code;
  • Copy or use the information, content or data of others available on the Services (except as expressly authorized);
  • Copy or use the information, content or data on Boardspan in connection with a competitive service (as determined by Boardspan);
    • Copy, modify or create derivative works of Boardspan, the Services or any related technology (except as expressly authorized by Boardspan);
  • Copy, modify or create derivative works of Boardspan, the Services or any related technology (except as expressly authorized by Boardspan);
  • Reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for the Services or any related technology, or any part thereof;
  • Imply or state that you are affiliated with or endorsed by Boardspan without our express consent;
  • Rent, lease, loan, trade, sell/re-sell access to the Services or related any information or data;
  • Sell, sponsor, or otherwise monetize any feature of the Services, without Boardspan's consent;
  • Remove any copyright, trademark or other proprietary rights notices contained in or on our Service;
  • Collect, use, copy, or transfer any information obtained from Boardspan without the consent of Boardspan;
  • Share or disclose information of others without their express consent;
  • 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;
  • Access the Services except through the interfaces expressly provided by Boardspan, such as its mobile applications or Boardspan.com;
  • Override any security feature of 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); and/or
  • Otherwise violate the terms of the Agreement or create liability for us.
9. COMPLAINTS REGARDING CONTENT

We respect the intellectual property rights of others. We require that information posted by Members be accurate and not in violation of the intellectual property rights or other rights of third parties. We provide a policy and process for complaints concerning content posted by our Members.

10. HOW TO CONTACT US

If you want to send us notices or service of process, please contact us by mail at:

Boardspan Inc.
3000 El Camino Real
Bldg. 4 Suite 200
Palo Alto, CA 94306