This is a Contract
By creating an account, or otherwise visiting, using, or purchasing our Services, you are agreeing to enter into a legally binding contract with SU (“Contract” or “Terms”). If you are using the Services on behalf of a company, government agency, or other entity, you represent that you have authority to enter into this Contract on behalf of such entity. Please read these Terms carefully. If you do not agree to the Terms, you may not create an account, or otherwise visit, use, or purchase our Services.
SU reserves the right to modify these Terms and to initiate new or additional terms or conditions on your use of the Services at any time. If we make changes to the Terms that will significantly impact your user experience, we will provide notice through our Services or other means to provide you the opportunity to review the changes before they become effective. Your continued use of the Services will constitute your acceptance of the changed or new terms.
To use the Services, you agree that you: (1) are at least the “Minimum Age” described below; (2) have the authority to enter into these Terms if you are doing so on behalf of a company, government agency, or other organization; and (3) will use the Services in compliance with these Terms and all applicable laws. “Minimum Age” means 18 years of age unless local law requires that you must be older in order for SU to lawfully provide the Services to you without parental consent (including use of your personal data), then the Minimum Age is the older age of consent applicable in your jurisdiction.
When you interact directly with others while using our Services, you should be cautious about the personal information you decide to share with them. We do not control what others choose to do with any personal information they obtain from users while using our Services, and we cannot be responsible for such use.
You agree that SU may provide notices and messages to you in the following ways: (1) within the applicable Service; (2) sent to the contact information methods you provide us (e.g., email, mobile number, or physical address, etc.). You agree to keep your contact information up to date in your account so that we may reach you when needed.
Please review your settings to control and limit the types of User Content and messages you receive from SU. If you are participating in our Mighty Network community, you can also update your notifications settings.
If you buy any Services, you agree to pay the applicable fees and taxes. Paid Services may be subject to additional invoice(s), payment and refund terms and conditions presented to you at the point of sale.
If you purchase Services that we offer on a subscription-basis, all charges incurred in connection with the Services will be billed to the credit card or other payment method designated at the time you order the Services or subsequently designated by you to SU (the “Payment Method”). You are responsible for maintaining a valid and current Payment Method at all times. You may update your Payment Method by going into the applicable account settings within the Services. We may suspend or cancel your access to the Services if we are unable to successfully charge a valid Payment Method.
We will bill you in advance for your subscription. Your subscription will continue and automatically renew on a recurring basis corresponding to the term of your subscription unless and until you cancel your subscription, or your account is otherwise suspended or terminated pursuant to these Terms.
You can cancel your account at any time prior to the end of the current subscription period or free trial period. To cancel your subscription you must contact firstname.lastname@example.org. Cancellation will take effect at the end of your current subscription period or free trial period. If we offer a cancellation period (a “Cancellation Period”), and you cancel your account within the stated cancellation period, following our processing of such cancellation we shall provide you with a refund of the fees paid for your cancelled subscription.
If you initially sign up for a plan which includes a free or discounted trial period, and you don’t cancel that account before the stated trial period expires, you will be billed for the full price of the plan starting on the day the trial period ends.
Except to the extent you cancel your subscription within a Cancellation Period, all payments are nonrefundable. If you cancel, modify your subscription, or if your account is otherwise terminated under these Terms, you will not receive a credit, including for partially used periods of Services.
All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties. We may apply taxes, including VAT (value-added tax), to any charges. We reserve the right to change our subscription plans or adjust pricing for our Services or any components thereof in any manner and at any time as we may determine in our sole and absolute discretion. Except as otherwise expressly provided for in these Terms or as otherwise agreed between you and SU, any price changes or changes to your subscription plan will take effect following notice to you.
You are responsible for any incurred foreign transaction fees, user credit card or bank fees, or differences and fluctuations in foreign exchange rates.
The Services features may include messaging and sharing content that you provide, such as information about you, your activities with SU, written information and commentary about SU or relevant third party content, photos, video files, audio files, and other materials (“User Content”). You agree that SU is not obligated to publish any User Content and may remove it in its sole discretion, without notice. SU is not responsible for examining or evaluating User Content or the accuracy of any materials you or others post.
We welcome your suggestions, ideas, comments, and other feedback regarding the Services (“Feedback”). By submitting, you grant us the right to use the Feedback without any restriction or any compensation to you.
Services are only available in English and are not available in all countries. SU makes no representation that the Services are appropriate or are available for use in any particular location. To the extent you choose to access and use the Services, you do so at your own initiative and agree to use the Services only as permitted by these Terms and any applicable laws or regulations (including any local laws), as well as any additional policies or guidelines SU may adopt.
You agree that you will not use the Services for unlawful and unauthorized purposes. You may not use the Services in conflict with these Terms, the Community Guidelines, or applicable law.
You agree that, when using our Services, you will not share User Content that:
In addition, unless you have prior written authorization from SU, you agree not to do any of the following:
For more details and examples about the types of behavior that are prohibited when using the Services and what to do if you observe them, please consult the SU Community Guidelines.
You are also responsible for ensuring that all User Content you share complies with the Singularity Community Guidelines and applicable law, including respecting the intellectual property rights of others. Specifically you agree not to upload or to provide illegal or inappropriate content or information, or content or information that is protected by intellectual property rights (such as copyright, trademark, patents, etc.) for which you do not have a valid license (“Unauthorized Content”).
We reserve the right to remove User Content you share as well as to terminate your further use of the Services in the event you breach these Terms or other applicable SU terms and conditions, SU policies, the Community Guidelines, or applicable law or regulations.
SU may, from time to time, provide you access to certain SU proprietary documentation, information, software, databases, tools, lists, platforms, and other materials (“SU Materials”). You agree that any SU Materials that SU provides as part of the Services are licensed to you and may be used by you only in accordance with these Terms as well as any additional license terms and conditions that may accompany the SU Materials.
License to You:
We grant you a limited, personal, non-exclusive, non-transferable, and revocable license to use our Services for your personal, non-commercial use. You may only use the Services on devices that you own or control. Accessing and using our Services and SU Materials does not give you ownership of any intellectual property or proprietary rights in either. SU and its licensors and suppliers retain ownership of all rights, title, and interest in the Services and SU Materials, and except for the limited use rights expressly granted in these Terms, no other rights or licenses are granted or implied. You will not use the Services in any way that is inconsistent with these Terms or that infringes any intellectual property or proprietary rights of SU or any third party.
License from You:
You retain all intellectual property rights to, and are responsible for, any User Content you share. We are allowed to share your User Content with anyone through any media, including promoting it via advertising on SU and third party sites or channels. In legal terms, this means you grant SU a non-exclusive, royalty-free, perpetual, worldwide, transferable and sublicensable right to use, copy, modify, translate, distribute, publish, and process any information and User Content that you provide through the Services, without any further consent, notice, accounting, and compensation to you or others. Because you own your User Content and information and we only have non-exclusive rights to use it, you may choose to make your User Content available to others as you choose.
SU, the SU logo, SingularityU, and other SU trademarks, service marks, graphics and logos used in connection with the Services are trademarks or registered trademarks of SU in the US and other countries. Other trademarks or logos used in connection with the Services may be the trademarks of their respective owners. You are not granted any right or license in any of these trademarks, and you will not remove, obscure or alter any proprietary notices (including trademark and copyright notices) found in or on sites, content, SU Materials or other information related to the Services.
When using our Services, you may encounter content or information that may be inaccurate, incomplete, delayed, misleading, illegal, offensive or otherwise harmful. We do not generally review content provided by our users or other parties. You agree that we are not responsible for others’ (including other users’) content or information. It is not possible to prevent every possible misuse of our Services, and you agree that we are not responsible for any misuse. If you have questions or concerns about content posted or another user’s behavior, please consult the SU Community Guidelines for information about how to reach out to SU to communicate your concerns.
You are responsible for deciding if you want to access or use third party apps and sites that link from our Services. If you allow a third party app or site to authenticate you or connect with your SU account, that app or site can access information on SU that’s related to you. Third party apps and sites have their own legal terms and privacy policies, and you may be giving others permission to use your personal information in ways that SU would not use it. Except to the limited extent required by applicable law, SU is not responsible for these other sites and apps – use these at your own risk.
With respect to third party apps and software that may be included in or accessed by our Services (“Other Software”), you are not permitted to: (a) reverse engineer or attempt to derive the source code from or create derivative works of the Other Software, or any portion thereof; (b) sublicense or distribute the Other Software or rent, electronically distribute, timeshare, or market the Other Software by interactive cable, (c) access, use, or copy any portion of the Other Software to directly or indirectly develop, promote or support any product or service that is competitive with the same Other Software, (d) remove any identification, patent, trademark, copyright, or other notice from the Other Software; (e) interfere with or disrupt the integrity or performance of the Other Software or third-party data contained therein; (f) attempt to gain unauthorized access to the Other Software, including access to other users’ data; (g) disclose or publish, without the licensor’s express prior written consent, performance or capacity statistics or the results of any benchmark test performed on the Other Software; (h) use the Other Software in any manner that violates any law, rule, regulation or any other legal or regulatory requirement imposed by any regulatory or government agency or political subdivision, whether federal, state, local, or foreign; or (i) use, reproduce, distribute, or permit others to use, reproduce, or distribute any Other Software apart from the Services.
The Services may contain software licensed under the terms of separate open source software licenses (“Open Source Software” ). Such Open Source Software is licensed under the terms of the license that accompanies the Open Source Software. Nothing in these Terms limits your rights under, or grants you rights that supersede, the terms and conditions of any applicable end user license for such Open Source Software.
SU, as well as select SU suppliers and certain SU business partners (collectively, “SU Business Partners”) may provide certain features in the Services, such as those that rely on location information. To provide and improve these location-based Services, where available, SU and SU Business Partners may transmit, collect, maintain, process, and use your location data. The location data and queries collected by SU help provide and improve location-based Services. By providing consent and using any location-based features provided by or through the Services, you agree and consent to the transmission, collection, maintenance, processing and use of your location data and queries to provide and improve such Services. You may withdraw this consent at any time by going to the Location Services setting on your device and either turning off the global Location Services setting or turning off the individual location setting for the Services at issue.
You acknowledge and agree that SU reserves the right to remove any material, including your User Content, from the Services if SU receives notification claiming such material is Unauthorized Content or if it determines, in its sole discretion, that the User Content violates the Community Guidelines or the restrictions set forth in the “Unauthorized Use and Content” section of these Terms.
If you believe that your content has been copied and posted on the Services in a way that constitutes copyright infringement, please immediately contact our Copyright Agent. Pursuant to the Digital Millennium Copyright Act of 1998, 17 U.S.C. 512(c)(2), our designated Copyright Agent for notice of alleged copyright infringement in connection with the Services can be reached at: email@example.com. We reserve the right to delete or disable any material alleged to violate these Terms and to terminate repeat infringers.
Federal law requires your DMCA Notice to include the following information:
YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND THAT YOUR USE OF THE SERVICES ARE AT YOUR OWN DISCRETION AND SOLE RISK. SU AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, CONTRACTORS, AND LICENSORS (COLLECTIVELY, THE “SU AFFILIATES”) EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. TO THE EXTENT ANY WARRANTY EXISTS UNDER LAW THAT CANNOT BE DISCLAIMED, SU SHALL BE SOLELY RESPONSIBLE FOR SUCH WARRANTY.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL SU OR ITS LICENSORS BE LIABLE FOR PERSONAL INJURY, OR FOR INCIDENTAL, CONSEQUENTIAL, PUNITIVE, SPECIAL OR INDIRECT DAMAGES OR FOR LOST PROFITS, LOST INCOME OR REVENUE, LOSS OF USE, LOSS OF DATA, LOSS OF BUSINESS OPPORTUNITY, COST OF SUBSTITUTE GOODS, OR BUSINESS INTERRUPTION, WHETHER OR NOT SU WAS AWARE OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF THESE DAMAGES AND EVEN IF SUCH DAMAGES WERE FORESEEABLE. IN NO EVENT SHALL SU OR ITS LICENSORS’ TOTAL LIABILITY TO YOU UNDER THESE TERMS FOR ALL DAMAGES (OTHER THAN AS MAY BE REQUIRED BY APPLICABLE LAW IN CASES INVOLVING PERSONAL INJURY) EXCEED THE AMOUNTS PAID BY YOU FOR THE SERVICES IN THE SIX MONTHS PRECEDING THE CLAIM OR $20, WHICHEVER IS GREATER.
IN ADDITION, SU, THE SU AFFILIATES, AND SU’S LICENSORS DISCLAIM ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS, AND CONDUCT OF ANY THIRD PARTIES IN CONNECTION WITH OR RELATED TO YOUR USE OF THE SERVICES. YOUR SOLE REMEDY AGAINST SU, THE SU AFFILIATES, AND SU’S LICENSORS FOR DISSATISFACTION WITH THE SERVICES IS TO STOP USING THE SERVICES.
THIS LIMITATION OF LIABILITY IS A PART OF THE BARGAIN BETWEEN YOU AND SU, AND SU WOULD NOT HAVE ENTERED INTO THIS CONTRACT WITHOUT THIS LIMITATION OF LIABILITY.
At SU’s request, you agree to indemnify, defend, and hold harmless SU and the SU Affiliates from any and all demands, losses, liability, damages, claims, suits, costs and expenses (including attorneys’ fees) arising out of: (1) your use or attempted use of the Services in violation of these Terms; (2) your violation of any law or rights of any third party in connection with your use of the Services; and (3) your contribution of User Content and your use or contribution of Unauthorized Content, including without limitation any claim of infringement or misappropriation of intellectual property or other proprietary rights.
SU may change, enhance, or discontinue providing a Service at any time in its sole discretion. Unless otherwise agreed, SU may terminate the Services and this Contract at any time with written notice to you. On termination of this Contract, you lose the right to access and use the Services. The following rights will survive termination of this Contract:
Use of Services and SU Materials as well as select User Content may be subject to export and import laws of the United States and other countries. You agree to comply with all applicable export and import laws and regulations. In particular, but without limitation, SU Materials and User Content covered by these laws may not be exported or re-exported (1) into any U.S. Embargoed Countries or Territories; or (2) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce Denied Persons List or Entity List. By using the Services, you represent and warrant that you are not located in, or a national of, a U.S. embargoed country or territory and that you are not on any government sanctions or watch list.
You agree that you will not (i) use the Services, SU Materials, or User Content for any purposes prohibited by United States law, including, without limitation, the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons, or (ii) distribute the Services, SU Materials, or User Content to any third party who you know or have reason to suspect will use them for any purpose prohibited by United States law.
The Services are managed by SU, which is located in Santa Clara County, California. You agree that any dispute related to these Terms will be governed by the laws of the State of California, excluding its conflict of law provisions. You agree to submit to the personal jurisdiction and exclusive venue of the federal and state courts located in and serving Santa Clara County, California as the legal forum for any dispute.
You agree that email notices sent by SU will satisfy any legal communication requirements and that you are obligated to keep your email address current in your SU account so that you receive up-to-date notices.
You agree that the only way to provide us legal notice is at the mailing address provided below and delivered in one of two ways: (i) three business days after having been sent by commercial overnight carrier with written proof of delivery; or (ii) five business days after sending by certified mail, postage prepaid:
1049 El Monte Ave, Ste. C #16
Mountain View, CA 94040
Some Services we offer are also governed by supplemental terms. If you use any of these Services, supplemental terms will become a part of the Contract. For instance, if you post or share User Content, you must comply with our Community Guidelines. To the extent any supplemental terms conflict with these Terms, the supplemental terms shall govern. Unless there are supplemental terms, these Terms make up the entire agreement between you and SU regarding your use of our Services. These terms supersede any prior agreement between us. We reserve all rights not expressly granted to you.
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 to effect the original intent of the parties to the maximum extent possible, and the rest of the Contract shall remain in full force and effect.
If we don’t act to enforce a breach of this Contract, that does not mean that Singularity has waived its right to enforce this Contract.
You may not assign or transfer this Contract (or your use of the Services) to anyone without our prior written consent, which may be withheld in our sole discretion due to the unique character of the Services. You agree that SU may assign this Contract without your consent to a party that acquires it. There are no third party beneficiaries to this Contract.
Under California Civil Code Section `789.3, California website users are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210.