Terms of Service

These Terms of Service are a contract between you and TidalWave Interactive, LLC (“TidalWave”). TidalWave operates www.tidalwaveapp.com (“TidalWave Site”) and the form generation, social media promotion, business process management and storage services offered there (collectively the “Service”). By using the TidalWave Site and any services offered on it, you agree to be bound by the following terms and conditions (“Terms of Service”).

If you do not agree to these Terms of Service completely, your only remedy is to avoid using the TidalWave Site or the Service. VIOLATION OF ANY OF THE TERMS BELOW WILL RESULT IN THE TERMINATION OF YOUR RIGHT TO USE THE TIDALWAVE SITE, AND ANY ACCOUNT YOU HAVE CREATED AS PART OF THE SERVICE. YOU AGREE TO USE THE TIDALWAVE SITE AT YOUR OWN RISK.

Your Account

In order to open an “Account” on the TidalWave Site, you must (i) agree to these Terms of Service, (ii) login with a valid Facebook account, and (iii) provide any other information required by TidalWave during the registration process. You must update this information to maintain its accuracy during the term of this Service. You are responsible for maintaining the security of your account and TidalWave will not be liable for any loss or damage from your failure to do so. You are also responsible for all content you post on the TidalWave Site (“Content”) and activity that occurs under your Account (even when Content is posted by others who have accounts under your Account). Personally identifiable information submitted by you shall be subject to TidalWave’s Privacy Policy.

One person or legal entity may not maintain more than one free Account. Accounts registered by “bots” or other automated methods are not permitted.

License Grants & Restrictions

TidalWave hereby grants you a non-exclusive, non-transferable, worldwide right to access and use the TidalWave Site, solely with supported browsers through the Internet for your own internal purposes, subject to the Terms of Service. You may not permit the TidalWave Site to be used by or for the benefit of unauthorized third parties. Nothing in the Terms of Service shall be construed to grant you any right to transfer or assign rights to access or use the TidalWave Site. All rights not expressly granted to you are reserved by TidalWave. You shall not (i) modify or make derivative works based upon the TidalWave Site; (ii) reverse engineer or access the TidalWave Site in order to (a) build a competitive product or service, (b) build a product using similar features, graphics or functions, or (c) copy any features, functions or graphics of the TidalWave Site. You further acknowledge and agree that TidalWave owns all right, title, and interest in and to the TidalWave Site, including all intellectual property rights.

Your Responsibilities

You are responsible for all activity occurring under your accounts and are solely responsible for compliance with all applicable local, state, national and foreign laws, treaties and regulations relating to your use of the TidalWave Site, including those related to the protection of intellectual property, data privacy, international communications and the transmission of technical or personal data.

You shall: (i) notify TidalWaveApp.com immediately of any unauthorized use of any password or account or any other known or suspected breach of security; and (ii) report to TidalWaveApp.com immediately and use reasonable efforts to stop immediately any copying or distribution of Content that is known or suspected by you. You are responsible for obtaining and maintaining any equipment and ancillary services needed to connect to, access or otherwise use the TidalWave Site, including, without limitation, hardware, servers, software, Internet browsers, web servers and telephone service, but excluding the TidalWave Site itself (collectively, “Equipment”). You shall be responsible for ensuring that such Equipment is compatible with the TidalWave Site. You shall also be responsible for the use and security, of the Equipment.

Impermissible Acts

As a condition to your use of the TidalWave Site, you agree not to:

  • upload, post, email, transmit or otherwise make available any content that is illegal, harmful, threatening, abusive, harassing, defamatory, obscene, pornographic, offensive, invades another’s privacy, or promotes bigotry, racism, hatred or harm against any individual or group;
  • impersonate any person or entity or otherwise misrepresent your affiliation with a person, group or legal entity;
  • phish, collect, upload, post, email, transmit or otherwise make available any login data and/or passwords for other web sites, software or services;
  • phish, collect, upload, post, email, transmit or otherwise make available credit card information or other forms of financial data used for collecting payments;
  • forge headers or manipulate identifiers to disguise the origin of any content transmitted through the TidalWave Site;
  • upload, post, email, transmit or make available any content that infringes another’s rights, including intellectual property rights;
  • upload, post, email, transmit or otherwise make available “chain letters,” or “pyramid schemes”;
  • upload, post, email, transmit or otherwise make available any material containing software viruses or any other computer code, files or programs designed to interrupt, destroy or reduce the performance of any computer software or hardware or telecommunications equipment;
  • use any manual or automated software, devices, or other processes to “crawl,” “spider” or “screen scrape” any web pages contained in the TidalWave Site;
  • reverse engineer, decompile or disassemble any of the software used to provide the TidalWave Site;
  • reproduce, copy or exploit any portion of the TidalWave Site, without TidalWave’s express written permission;
  • interfere with or disrupt the TidalWave Site, or any servers or networks connected to the TidalWave Site, or disobey any requirements, procedures, policies or regulations of networks connected to the TidalWave Site;
  • obtain, collect, store or modify personal information about other users;
  • modify, adapt or hack the TidalWave Site or falsely imply that some other site is associated with the TidalWave Site or TidalWave; or
  • use the TidalWave Site for any illegal or unauthorized purpose. You must not, in the use of the TidalWave Site, violate any laws in your jurisdiction (including but not limited to copyright laws).

Indemnification

TidalWave will indemnify all paid accounts against and hold them harmless from: (a) any claim by a third party that any part of the TidalWave Site or its use infringes or misappropriates any copyrights, trade secrets, patents or other intellectual property; (b) any claim by a third party that this Terms of Service is in violation of any contract, assignment, license, sublicense, security interest, or other obligation to which TidalWave is a party or has knowledge; (c) any claim relating to any past, present or future use, licensing, sublicensing, distribution, marketing, disclosure or commercialization of any part of the TidalWave Site by TidalWave; and (d) any litigation, arbitration, judgments, awards, attorneys’ fees, liabilities, settlements, damages, losses and expenses relating to or arising from (a), (b) or (c) above.

Feedback

In the course of using the TidalWave Site, you may provide TidalWave with feedback, including but not limited to suggestions, comments, criticism, compliments, observations and bug notifications regarding the TidalWave Site (collectively “Feedback”). You hereby grant TidalWave a worldwide, irrevocable, perpetual, royalty-free, transferable and sub- licensable, non-exclusive right to use, copy, modify, distribute, display, perform, create derivative works from and otherwise exploit all such Feedback.

Payment, Refunds, Upgrading and Downgrading

TidalWave Subscriptions are billed in advance on a monthly basis in accordance with our pricing schedule and all payments are non-refundable. There will be no refunds or credits for partial months of Service, upgrade/downgrade refunds, or refunds for months unused with an open account.

You will be billed for your first month immediately upon signing up for a paid account. After signing up for a paid account, if you don’t cancel that account within 30 days, you will be billed monthly starting on the 30th day after your account was initially created. An upgrade from the free account to any level paid account will end your free trial. You will be billed for your first month immediately upon upgrading. For any upgrade or downgrade in plan level, you will automatically be charged the new monthly rate each month.

All fees exclude any and all taxes, levies, or duties imposed by taxing authorities. You shall be responsible for payment of all such taxes, levies, or duties, except for only United States Federal or State taxes. You agree to pay for any taxes that might be applicable to your use of the Service and payments you make to TidalWave.

DOWNGRADING YOUR TIDALWAVE SITE MAY CAUSE THE LOSS OF CONTENT, FEATURES, OR CAPACITY OF YOUR ACCOUNT. TIDALWAVE DOES NOT ACCEPT ANY LIABILITY FOR SUCH LOSS.

Violation of these Terms of Service

TidalWave reserves the right to investigate and prosecute violations of any of these Terms of Service to the full extent of the law. TidalWave may involve and cooperate with law enforcement authorities in prosecuting users who violate the Terms of Service. You acknowledge TidalWave has no obligation to pre-screen or monitor your access to or use of the TW Site or any information, materials or other content provided or made available through the TidalWave Site, but you agree TidalWave has the right to do so if it chooses to. You hereby agree that TidalWave may, at its sole discretion, remove or delete any entries, information, materials or other content that violates these Terms of Service or that is otherwise objectionable.

Cancellation

You are solely responsible for properly canceling your account. An email or phone request to cancel your account shall not result in cancellation. You can cancel your account at any time by clicking on the Account Tab and downgrading to the Free version of the product or writing TidalWave a letter to the following address:

TidalWave Interactive LLC
101 California Street
Suite 2450
San Francisco, CA 94111

The Account page provides a simple cancellation link. TidalWave SiteAny cancellation of your Account will result in the deactivation or deletion of your Account or your access to your Account, and the forfeiture of all Content in your Account. This information cannot be recovered from TidalWave once your account is cancelled. Please be aware that TidalWave may retain residual information in the backup and/or archive copies of our database that relate to your cancelled account. We will make reasonable commercial efforts to delete your information as soon as possible after you ask us to do so.

Cancellations will take effect immediately. Upon the commencement of a new Service period the Service will terminate without additional notice, and you will not be charged for any subsequent Service periods. You will not be provided any refunds for unused time on your current Service period.

Termination

TidalWave reserves the right to terminate any free Accounts that is not logged into or does not promote an application for 6 months. TidalWave, in its sole discretion, has the right to suspend or terminate your Account if (1) you breach these Terms of Service or (2) your bandwidth usage significantly exceeds the average bandwidth of other users of the Service at your free or paid service level. In each such case TidalWave may refuse to provide you any current or future use of the TidalWave Site, or any other TidalWave Service. Any termination of your Account will result in the deactivation or deletion of your Account or your access to your Account, and the forfeiture of all Content in your Account. This information cannot be recovered from TidalWave once your account is terminated; however TidalWave may for a time retain residual information in the backup and/or archive copies of our database.

TidalWave reserves the right to refuse service to anyone for any reason at any time.

Modifications to the TidalWave Site and Prices

TidalWave reserves the right at any time and from time to time to modify or discontinue, tempo- rarily or permanently, the TidalWave Site and Service (or any part thereof) with or without notice.

Prices of all TidalWave Sites, including but not limited to monthly subscription plan fees to the TidalWave Site, are subject to change upon 30 days notice from us. Such notice may be provided at any time by posting the changes to the TidalWave Site.

TidalWave shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the TidalWave Site.

TidalWave reserves the right to update and change the Terms of Service from time to time without notice. Any new features that augment or enhance the current TidalWave Site, including the release of new tools and resources, shall be subject to the Terms of Service. Continued use of the TidalWave Site after any such changes shall constitute your consent to these changes.

Copyright and Content Ownership

We claim no intellectual property rights over the material you provide to the TidalWave Site. Your profile and the materials you upload remain yours. However, by setting your pages to be shared publicly, you agree to allow others to view and share any Content.

TidalWave does not pre-screen Content, but TidalWave and its designees have the right (but not the obligation) in their sole discretion to refuse or remove any Content that is available via the TidalWave Site.

Notification of Claims of Infringement

If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please notify TidalWave’s agent for notice of claims of copyright or other intellectual property infringement (“Agent”), at support@tidalwaveapp.com. Please include the following information in the Notice you provide the Agent: Identify the material on the TidalWave Site site that you claim is infringing, with enough detail so that we may locate it on the website; A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; A statement by you declaring under penalty of perjury that (1) the above information in your Notice is accurate, and (2) that you are the owner of the copyright interest involved or that you are authorized to act on behalf of that owner; Your address, telephone number, and email address; and Y our physical or electronic signature. TidalWave will remove the infringing posting(s), subject to the procedures outlined in the Digital Millennium Copyright Act (DMCA).

Disclaimer of Warranties

THE SERVICES, AND ALL MATERIAL INCLUDED IN THE TIDALWAVE SITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH NO WARRANTIES WHATSOEVER. TIDALWAVE AND ITS LICENSORS EXPRESSLY DISCLAIM TO THE FULLEST EXTENT PERMITTED BY LAW ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANT- ABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS. TIDALWAVE AND ITS LICENSORS DISCLAIM ANY WARRANTIES REGARDING THE SECURITY, RELIABILITY, TIMELINESS, AND PERFORMANCE OF THE SERVICES. TIDALWAVE DOES NOT WARRANT THAT (i) THE SERVICE WILL MEET YOUR SPECIFIC REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR- FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, AND (v) ANY ERRORS IN THE TIDALWAVE SITE WILL BE CORRECTED. TIDALWAVE AND ITS LICENSORS DISCLAIM ANY WARRANTIES FOR ANY INFORMATION, CONTENT OR ADVICE OBTAINED THROUGH THE SERVICES. TIDALWAVE AND ITS LICENSORS DISCLAIM ANY WARRANTIES FOR SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE TIDALWAVE SITE.

YOU UNDERSTAND AND AGREE THAT YOUR USE OF THE APPLICATIONS, FORMS, TOOLS AND CONTENT ON THE TIDALWAVE SITE AND THE SERVICE IS AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR LOSS OF DATA THAT RESULTS FROM THE SUBMISSION OR DOWNLOAD OF SUCH CONTENT.

Technical support is only available via email. We will use commercially reasonable efforts to respond within a reasonable amount of time during regular business hours.

SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM STATE TO STATE AND JURISDICTION TO JURISDICTION.

Limitation of Liability

UNDER NO CIRCUMSTANCES SHALL TIDALWAVE OR ITS LICENSORS BE LIABLE TO YOU ON ACCOUNT OF A USER’S USE OR MISUSE OF OR RELIANCE ON THE SERVICES OR TIDALWAVE SITE ARISING FROM ANY CLAIM RELATING TO THIS AGREEMENT OR ITS SUBJECT MATTER. THIS LIMITATION OF LIABILITY SHALL APPLY TO PREVENT RECOVERY OF DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, AND PUNITIVE DAMAGES WHETHER IS BASED ON THEORIES OF WARRANTY, CONTRACT BREACH, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, (EVEN IF TIDALWAVE OR ITS LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). THIS LIMITATION OF LIABILITY SHALL APPLY WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF AND RELIANCE ON THE SERVICES OR TIDALWAVE SITE, FROM INABILITY TO USE THE SERVICES OR TIDALWAVE SITE, OR FROM THE INTERRUPTION, SUSPENSION, OR TERMINATION OF THE SERVICES OR TIDALWAVE SITE. THIS LIMITATION OF LIABILITY INCLUDES ANY DAMAGES OF ANY SORT INCURRED BY THIRD PARTIES CLAIMING THROUGH YOU.

THIS LIMITATION SHALL ALSO APPLY, WITHOUT LIMITATION, TO THE COSTS OF ACQUIRING SUBSTITUTE GOODS OR SERVICES, LOST PROFITS, OR LOST DATA. THIS LIMITATION SHALL ALSO APPLY WITH RESPECT TO THE PERFORMANCE OR NON-PERFORMANCE OF THE SERVICES OR TIDALWAVE SITE OR ANY INFORMATION OR MERCHANDISE THAT APPEARS ON, OR IS LINKED OR RELATED IN ANY WAY TO, THE TIDALWAVE SERVICES. THIS LIMITATION SHALL APPLY DESPITE ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY, TO THE FULLEST EXTENT PERMITTED BY LAW.

SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.

WITHOUT LIMITING THE FOREGOING, UNDER NO CIRCUMSTANCES SHALL TIDALWAVE OR ITS LICENSORS BE HELD LIABLE FOR ANY DELAY OR FAILURE IN PERFORMANCE RESULTING DIRECTLY OR INDIRECTLY FROM ACTS OF NATURE, FORCES OR CAUSES BEYOND ITS REASONABLE CONTROL, INCLUDING, WITHOUT LIMITATION, INTERNET FAILURES, COMPUTER EQUIPMENT FAILURES, TELECOM- MUNICATION EQUIPMENT FAILURES, OTHER EQUIPMENT FAILURES, ELECTRICAL POWER FAILURES, STRIKES, LABOR DISPUTES, RIOTS, INSURRECTIONS, CIVIL DISTURBANCES, SHORTAGES OF LABOR OR MATERIALS, FIRES, FLOODS, STORMS, EXPLOSIONS, ACTS OF GOD, WAR, GOVERNMENTAL ACTIONS, ORDERS OF DOMESTIC OR FOREIGN COURTS OR TRIBUNALS, NON-PERFORMANCE OF THIRD PARTIES, OR LOSS OF HEAT, LIGHT, OR AIR CONDITIONING.

General

These Terms of Service will be governed by and construed in accordance with the laws of the State of California, without giving effect to its conflict of laws provisions or your state or country of residence. If for any reason a court of competent jurisdiction finds any provision or portion of the Terms of Service to be unenforceable, the remainder of the Terms of Service will continue in full force and effect. These Terms of Service constitute the entire agreement be- tween the parties with respect to the subject matter hereof and supersede and replace all prior or contemporaneous understandings or agreements, written or oral, regarding their subject matter (including, but not limited to, any prior versions of the Terms of Service). Any waiver of any provision of the Terms of Service will be effective only if in writing and signed by an authorized representative of TidalWave.

Last Revision: March 6, 2012

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