Terms of Service

The terms of service govern your access to and use of our services, website, web applications and related software (hereinafter referred to as Services). Please read them carefully before using our services. These Terms of Service constitute a legally binding and enforceable agreement made between you personally or on behalf of an organization or entity (hereinafter referred to as “you” or “your”) and friendli (hereinafter referred to as either “friendli,” “we” “us” or “our”).

By using our services, you are agreeing to the Terms and Conditions of this Agreement (hereinafter referred to as Terms). If you are using our services on behalf of an organization or entity, you are agreeing to the Terms and Conditions of the Agreement on behalf of that organization or entity and you are representing that you have the authority to bind that organization or entity to this Agreement. You may only use the Services only in accordance with the Agreement and only if you have the legal power and capacity to form a contract with friendli.

By accessing the Services, you hereby agree that you have read, understood and agree to be bound by all of the terms of service. If you do not agree with the Terms of Service, then you are expressly prohibited from using the Services.

Friendli reserves the right to modify the Terms at any time by posting updates on the website and you waive any right to receive specific notification of such updates. Your continued access and use of our Services after posted notice indicates your acceptance of those updates. However, we will also maintain links to our archived versions of the Terms.

General Terms

Definitions:

“Terms of Service” means these General Terms and all materials referred to or linked to in this document, unless otherwise stated.
“Authorized Payment Method” means a current, valid, payment method accepted by us, as may be updated from time to time and which may include through your account with a third party.
“Billing Period” means the period for which you agree to prepay fees under a subscription service agreement. The period may be the same length as the current term specified in the subscription service agreement, or it may be shorter. For example, if you subscribe to the subscription service for a one (1) year current term, with a twelve (12) month upfront payment, the Billing Period will be twelve (12) months.
“Confidential Information” means all confidential information disclosed by a party and its Affiliates (“Disclosing Party”) to the other party (“Receiving Party”), whether orally or in writing, that is designated as confidential or a reasonable person would consider confidential. Confidential information includes all information concerning: the disclosing party’s customers and potential customers, past, present or proposed products, marketing plans, engineering and other designs, technical data, business plans, business opportunities, finances, research development and the terms and conditions of this Agreement. Confidential information does not include any information that (1) is or becomes generally known to the public without breach of any obligation owed to the disclosing party, (2) was known to the receiving party prior to its disclosure by the disclosing party without breach of any obligation owed to the disclosing party, (3) is received from a third party without breach of any obligation owed to the disclosing party, or (4) was independently developed by the receiving party. Subject to the foregoing exclusions, customer data will be considered confidential information under this Agreement regardless of whether or not it is designated as confidential.
“Order” or “Order Form” means the friendli provided or approved form or the friendli online subscription process on the website by which you agree to subscribe to the Subscription Service.
“Subscription Service” means all of our web-based applications, tools and platforms that you have subscribed to under our subscription service agreement or that we otherwise make available to you, and are developed, operated, and maintained by use accessible via tryfriendli.com or another designated URL, and any ancillary products and services that we provide to you.
“Subscription Term” means, collectively, the initial term of your subscription to the applicable subscription service, as specified in the subscription service agreement; and each subsequent renewal period, if any, (“renewal term”). Your “current term” is your then current committed period of subscription services, as either an initial term or renewal term.
“Users” means your employees, representatives, consultants, contractors or agents who are authorized to use the subscription service for your benefit and have user identifications and passwords for the subscription service.
“friendli,” “we,” “us,” or “our” means the applicable contracting entity as specified in the “Contracting Entity and Applicable Law” section.
“You,” “your,” or “customer” means the person or entity using the subscription service and/or identified in the applicable account record, billing statement, online subscription process or subscription service agreement as the customer or your affiliates included in the scope of your purchase.

Use of Services

To ensure good functioning and in exchange for use of our services, we require you commit to the following criteria when accessing our site and/or using our Services:

Access

During the Subscription Term, we will provide your Users access to use the Subscription Service as described in this Agreement. We may provide your Users access to use our services through your friendli account. We may provide some or all elements of the subscription service through third party service providers.
You must ensure that all access, use and receipt by your Users is subject to and in compliance with this Agreement. You may provide access and use of the subscription service to your affiliate’s users provided that all such access, use and receipt by your affiliates’s users is subject to and in compliance with the agreement and you will at all times remain liable for your affiliates’ compliance with the agreement. You must notify us promptly of any unauthorized use of your Users’ identifications and passwords or your account by email on the website.
You must be human and 18 years of age or older.. Use of our services by bots is not permitted.
If you have communicated your login to your account or your access code, either voluntarily or involuntarily, to a third party, you will be responsible for any decisions or actions that the third party may make on your behalf. friendli is not responsible for the actions of those third parties. Your use of our services is at your own risk. Our Services are provided on an as is and as available basis and we are not liable for failure to deliver or transmit any information from your account. friendli as part of our Services interacts with different social networks, websites and platforms to access your account. If these do not work or have blocked their access via friendli cannot be held responsible.
Any decision you make via our services is permanent. Therefore, if you choose to delete your content and/or transfer it to a storage service, we cannot retrieve your content or transfer it back to your account.

Intellectual Property Rights

Unless otherwise indicated, the Services constitute our proprietary property and all source code, databases, functionality, software, website designs, audio, video, text, photographs, domain names and graphics on the website (hereinafter referred to as Content) and the trademarks, service marks and logos contained therein (hereinafter referred to as Marks) are owned or controlled by friendli or licensed to friendli and are protected by copyright and trademark laws, intellectual property rights and unfair competition laws of the United States, foreign jurisdictions and international conventions.

The content and marks are provided in the services as is for your information and use only. Except as expressly provided in these Terms, no part of the services and no content or marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed or otherwise exploited for any purpose whatsoever, without our prior express written consent. Your use of the services grants a limited license to access and use of the services and to download or print a copy of any portion of the content to which you have properly gained access solely for your use. We reserve all rights not expressly granted to you.

Unless you have our express prior written permission, you may not use any name, logo, tagline or other mark of ours or the friendli service or any identifier or tag generated by the friendli service including without limitation: as a hypertext link to any website or other location (except as provided for or enabled expressly by us) or to imply identification with us as an employee, contractor, agent or other similar representative capacity. You also agree not to remove o alter any of these items as we may have provided or enabled.

Acceptable Use Policy

This Acceptable Use Policy (Aup) applies to the use of any service provided by us, whether we provide it directly or use another party to provide it to you. This Aup is designed to ensure compliance with the laws and regulations that apply to friendli services. This Aup also protects the interests of all of our clients and their customers, as well as our reputation and business interest. These terms are so important that we cannot provide any friendli services unless these Aup terms are agreed to and by using our services, you agree to these terms.

Reporting Suspected Violations: We encourage recipients of email messages sent using our services to report suspected violation of this Aup to us by forwarding a copy of the received email with FULL headers to our email. We have a policy to investigate all of these reports and to respond in the way we consider appropriate. If you know of or suspect a violation of this Aup, you will promptly notify us in writing of the known or suspected violation of this Aup.
Prohibited Email Actions: You may not use our services to send spam. You may not use any misleading or false names, addresses, email address or subject line. You may not email purchased lists.
Email Opt-out Requirements: You warrant that each email you send or is sent for you using friendli service will contain (a) header information that is not false or misleading and (b) an advisement that the recipient may unsubscribe, opt-out or otherwise demand that use of its information for unsolicited, impermissible and/or inappropriate communications as described in the Aup be stopped (and how the recipient can notify you that it wants to unsubscribe, opt-out or stop this use of its information.) These requirements may not apply if the email is sent a transactional email and these requirements are not otherwise required by law. You warrant that you will promptly comply with all opt-out, unsubscribe, do not call or do not send requests.
No disruption: You agree not to (a) use our friendli service in a way that impacts the normal operation, privacy, integrity or security of another’s property. Another’s property includes another’s account(s), domain name(s), URL(s), website(s), network(s), system(s), facilities, equipment, data, other information or business operation (b) use or launch any automated system, including robots, spiders or offline readers that sends more request messages to our servers in a given period of time than a human can reasonably produce in the same period by using a conventional browser; c) use our friendli service in any manner that damages, disables, overburdens or impairs any of our websites or interferes with any other party’s use of the friendli service (d) attempt to gain unauthorized access to the friendli service (e) access the friendli service using another User’s login credentials, including reusing or sharing unique login credentials among multiple users; (f) access the friendli service other than through our interface; or (g) use the friendli service to gain unauthorized access to, use, monitor, make an unauthorized reference to, another’s property, unless you have the appropriate express prior consent to do so.

These restrictions apply regardless of your intent and whether or not you act intentionally or unintentionally.