Last updated: Mar 22, 2022
Acceptance of the Terms of Use
These terms of use are entered into by and between You and Prodly, Inc. (“Company,” “we,” or “us”). The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, “Terms of Use”), govern your access to and use of the websites that link to these Terms. In these Terms of Use, the word “Sites” refers to each of these websites and the content, functionality, and services offered on those Sites.
You automatically agree to these Terms and to our Privacy Statement, found at https://prodly.co/privacy/, incorporated herein by reference simply by using or logging into the Sites. If you do not want to agree to these Terms of Use, you must not access or use the Sites.
Accessing the Website
We reserve the right to withdraw or amend the Sites, and any service or material we provide on the Sites, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Sites is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Sites, or the entire Sites, to users, including registered users. We also reserve the right to charge a fee for any of our features at any time. If you don’t like any changes, you can stop using our Sites at any time.
Your Accounts
To access the Sites or some of the resources it offers, you may be required to create an account and provide certain registration details or other information. To create and account, you must be 18 years old and provide correct, current, and complete information about yourself.
We have the right to disable any user name, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.
Success Community
Please note that if you log into the Prodly Success Community (“Community”) on our Sites and don’t already have a Community Account, we will automatically create a Community Account for you. The personal information (such as name, company information, photos etc.) that may be collected during the course of logging into the Community site may be used or shared with our group companies or our agents for the purpose of improving quality of our services.
Your first name and last name may be displayed on your on your Community account, which is visible to other members of the Community. Your Community account is for your use only and cannot be shared or used by anyone else. You are solely responsible for maintaining the confidentiality of your Community username and password, and are entirely responsible for any and all activities under your Community account. You agree to notify Prodly immediately of any unauthorized use or any other breach of security involving your username and password or account. Prodly will not be liable for any loss incurred as a result of an unauthorized use of a username/password or account.
You acknowledge and agree that the Community and other similar forums are public spaces and that your participation in such communities creates no expectation of privacy. Further, you acknowledge that any Content you communicate in a community may be seen and used by others. You understand that our staff, outside contributors, or other users connected with us may participate in communities or other aspects of the Sites and may employ anonymous user names when doing so. IF YOU CHOOSE TO MAKE ANY OF YOUR PERSONAL INFORMATION OR OTHER CONTENT PUBLICLY AVAILABLE IN A COMMUNITY OR OTHERWISE ON OR THROUGH THE SITES, YOU DO SO AT YOUR OWN RISK.
Content Posted to Sites
Prodly does not claim ownership of the materials you or other users provide to Prodly (including feedback and suggestions) or post, upload, input or submit to the Sites or its associated services (collectively “Submissions”). However, by posting, uploading, inputting, providing or submitting your Submission you are granting Prodly, its affiliated companies and necessary sublicensees permission to use your Submission in connection with the operation of their businesses including, without limitation, the rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your Submission; and to publish your user name in connection with your Submission. No compensation will be paid with respect to the use of your Submission, as provided herein. Prodly is under no obligation to post or use any Submission you may provide and may remove any Submission at any time in Prodly’s sole discretion.
By posting, uploading, inputting, providing or submitting your Submission, you warrant and represent that you own or otherwise control all of the rights to your Submission as described in this section including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Submissions.
You agree to indemnify, release, and hold us harmless from any all liability, claims, actions, loss, harm, damage, injury, cost or expense arising out of any Submission you post.
Ownership
The Sites, its underlying software and related technology, including all intellectual property rights therein, and our logos and trademarks are the property of Prodly. You do not acquire or have any ownership, license or other proprietary interest in the Sites or any information contained on or provided by the Sites. You acknowledge that the Sites and its contents are protected by copyrights, trademarks, service marks, patents and other proprietary rights and laws. You cannot use any material found on or through the Sites without the express written consent of the owner of such material except as permitted by applicable law. All rights not expressly granted in these Terms of Use are reserved by Prodly.
No Unlawful or Prohibited Use
As a condition of your use of the Sites, you warrant to Prodly that you will not use the Sites for any purpose that is unlawful or prohibited by these terms, conditions, and notices. You may not use the Sites in any manner which could damage, disable, overburden, or impair the Sites or interfere with any other party’s use and enjoyment of the Sites. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through the Sites.
Copyright Infringement
If you believe that any content or material on the Sites violates your copyright, please send the following information to Prodly’s Copyright Agent by mail or email to: Copyright Agent, Prodly, Inc., 3101 Park Boulevard, Palo Alto, CA 94306. Email: legal@prodly.co.
- Your name, mailing address, telephone number and email address.
- Sufficient detail about the copyrighted work.
- The URL or other specific location on our Sites that contains the material that you claim infringes your copyright.
- 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 (i.e. “I have a good faith belief that use of the copyrighted materials described above as allegedly infringing is not authorized by the copyright owner, its agent, or the law.”).
- A statement by you that the information contained in your notice is accurate and that you attest under the penalty of perjury that you are the copyright owner or that you are authorized to act on the copyright owner’s behalf (i.e. “I swear, under penalty of perjury, that the information in the notification is accurate and that I am the copyright owner or am authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.”).
- An electronic or physical signature of the owner of the copyright or a person authorized to act on the owner’s behalf.
Changes to the Website
We may update the content on the Sites from time to time, but its content is not necessarily complete or up-to-date. Any of the material on the Sites may be out of date at any given time, and we are under no obligation to update such material.
Information About You and Your Visits to the Website
All information we collect on this Sites is subject to our Privacy Policy at https://prodly.co/privacy/. By using the Sites, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.
Linking to the Website and Social Media Features
The Sites may include features that operate in conjunction with certain third party social networking websites that you visit such as Facebook, Instagram, YouTube, Vimeo, and Twitter (“Social Network Features”). While your use of the Social Network Features is governed by these Terms of Use, your access and use of third party social networking sites and the services provided through the Services is governed by the terms of service and other agreements posted on these sites. You are responsible for ensuring that your use of those sites complies with any applicable terms of service or other agreements.
Disclaimer of Warranties
You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Sites will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITES OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT.
YOUR USE OF THE SITES, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITES IS AT YOUR OWN RISK. THE SITES, THEIR CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SITES. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE SITES, THEIR CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITES WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SITES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SITES WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Limitation on Liability
TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SITES, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE SITES OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.
THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Indemnification
You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms of Use or your use of the Sites, including, but not limited to, content you post, any use of the Sites’ content, services, and products other than as expressly authorized in these Terms of Use, or your use of any information obtained from the Sites.
Limitation on Time to File Claims
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE WEBSITE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
Minors
The Sites are no intended for or directed at children under the age of 13, and we do not knowingly collect any information from children under the age of 13.
Additional Details
We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them.
Your continued use of the Sites after these Terms of Use have changed means that you accept and agree to the changes. You are expected to check this page regularly so you are aware of any changes, as they are binding on you.
If you do not comply with these Terms of Use, and we don’t take action right away, this doesn’t mean we’re OK with what you did, or we are giving up any rights that we may have (such as taking action in the future).
All matters relating to the Website and these Terms of Use, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of California without giving effect to any choice or conflict of law provision or rule (whether of the State of California or any other jurisdiction). If it turns out that a particular provision in these Terms is not enforceable, that will not affect any other provision.
