EFFECTIVE AS OF Aug 2, 2017
THESE TERMS OF SERVICE (“TERMS”) GOVERN YOUR USE OF THIS WEBSITE AND THE GET LIGHTHOUSE SERVICE. If You have entered into a separate executed agreement with Get Lighthouse, and there is any inconsistency between the terms of that agreement and the terms of these Terms, to the extent of a conflict, the conflicting terms in such executed agreement will control.
1.1. Get Lighthouse, Inc. (“Get Lighthouse,” “We” or “Our”) provides this website, its Service (as defined below) to You through its website located at www.getlighthouse.com (the “Site”), subject to these Terms.
2.2. By accepting these Terms online or in an order form incorporating these Terms, or by accessing or using the Service or Site, You represent and acknowledge that You have read, understood, and agree to be bound by these Terms, and that the information You provide in registering for the Service is accurate, complete, and is Yours or within Your right to use. If You are entering into these Terms on behalf of a company or another legal entity, You represent that You have the authority to bind such entity and its affiliates to these Terms, in which case the terms “You,” “Your” or related capitalized terms herein shall refer to such entity and its affiliates. If You do not have such authority, or if You do not agree with these Terms, You must not accept these Terms and may not use the Service.
3.1. You acknowledge that these Terms constitute a contract between You and Get Lighthouse, even though it is electronic and is not physically signed by You and Get Lighthouse, and that these Terms govern Your use of the Service and Site and supersede any other agreements between You and Get Lighthouse.
The “Service” includes (a) the Site, (b) the specific Get Lighthouse management productivity services application set forth in an order form or in the ordering process, and (c) the other services provided to You through the Site, including all data, text, images, sounds, videos, and other content made available through the Site, or developed via your use of the Service (collectively, “Content”).
Get Lighthouse does not provide support services on the use of the Service and makes no guarantee as to the availability of the Service, except as otherwise stated in an order form with Get Lighthouse.
3.1. Subject to the terms and conditions of these Terms, Get Lighthouse hereby grants You a non-exclusive, non-transferable limited license to: (i) access and use the Service and the Content and (ii) download and copy and reports generated through the Service, in each case only for Your internal business use if You have purchased a license or subscription to the Service for the period of time for which You have paid Get Lighthouse (“License Period”).
Subject only to Your limited right to access and use the Service and Content as expressly granted to You here, all rights, title and interest in and to the Service and their components, including all related intellectual property rights, will remain with and belong exclusively to Get Lighthouse and its third-party vendors. Notwithstanding the foregoing, You retain ownership of any personally identifiable information and any confidential business information identified as confidential that You provide to Get Lighthouse and Get Lighthouse will not use any such confidential information other than to provide You with the Service. Get Lighthouse will not disclose the results of any report generated through the Service to any third party, except as may be necessary to provide the Service.
3.2. You agree not to (a) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share or otherwise commercially exploit or make the Service available to any third party, other than as expressly permitted by these Terms; (b) use the Service to process data on behalf of any third party, (c) modify, adapt or “hack” the Service to falsely imply any sponsorship or association with Get Lighthouse, or otherwise attempt to gain unauthorized access to the Service or its related systems or networks; (d) use the Service in any unlawful manner, including but not limited to violation of any persons privacy rights, infringing any person’s intellectual property rights, or sending spam or otherwise duplicative or unsolicited messages in violation of applicable law, (e) use the Service in any manner that interferes with or disrupts the integrity or performance of the Service and its components; (f) attempt to decipher, decompile, reverse engineer or otherwise discover the source code of any software making up the Service; (g) use the Service to knowingly post, upload, link to, send or store any content that is unlawful, racist, hateful, obscene, discriminatory, or contains any viruses, malware, Trojan horses, time bombs, or any other similar harmful software; or (h) try to use, or use the Service in violation of these Terms.
3.3. You are responsible for all information, data, text, messages or other materials that You post or is otherwise transmit via the Service on your behalf. You hereby grant to Get Lighthouse a non-exclusive license to use Your data, including, any personally identifiable data that You provide, as necessary to provide You with the Service. You retain ownership of Your data. You are responsible for maintaining the confidentiality of Your login and account, if any, and are fully responsible for any and all activities that occur under Your login or account. You agree that You have provided any necessary notices to, and obtained any necessary consents from, individuals whose personally identifiable information You provide to Get Lighthouse.
3.4. Get Lighthouse’s failure to enforce at any time any provision of these Terms does not constitute a waiver of that provision or of any other provision of these Terms.
3.5. Payment and Electronic Communications
If You purchase a license or a paid subscription for a License Period, You are expressly agreeing that Get Lighthouse is permitted to bill You the applicable fees, any applicable tax and any other charges You may incur with Get Lighthouse in connection with your purchase of a license to the Service (“Charges”). The Charges will be invoiced to You and payable net 30 days from the invoice date or will be billed to the credit card account You provide in accordance with the billing terms in effect at the time the Charges are due and payable. If payment is not received or cannot be charged to your credit card account for any reason, Get Lighthouse reserves the right to either suspend or terminate your access to the Site and/or the Service and terminate these Terms. All purchases are non-cancellable and all charges are non-refundable except as expressly set forth herein.
By using the Service, You consent to receiving electronic communications from Get Lighthouse. These electronic communications may include notices about applicable fees and charges, transactional information and other information concerning or related to the Service. These electronic communications are part of your relationship with Get Lighthouse and You receive them as part of your purchase. You agree that any notices, agreements, disclosures or other communications that we send You electronically will satisfy any legal communication requirements, including that such communications be in writing.
You acknowledge and agree that Get Lighthouse will automatically charge your credit card account on record with Get Lighthouse upon the commencement of any renewal License Period, except as otherwise set forth in an order form.
4.1. In providing You the Service, Get Lighthouse shall maintain administrative, physical and technical safeguards that are reasonably designed to protect the security, confidentiality and integrity of Your data. The Service, however, is not intended for data storage or retention and You agree and acknowledge that Get Lighthouse has no obligation to retain Your data, and may delete Your data from the Get Lighthouse Service at any time. You are responsible for backing up Your own data.
Get Lighthouse retains all rights, title and interest in and to all of its patents, inventions, copyrights, trademarks, domain names, trade secrets, know-how and any other intellectual property and/or proprietary rights (collectively, “Intellectual Property Rights”). The rights granted to You to use the Service under these Terms do not convey any additional rights in the Service or in any Intellectual Property Rights associated therewith.
Get Lighthouse shall have, and You hereby grant to Get Lighthouse, a royalty-free, worldwide, transferable, sub-licensable, irrevocable and perpetual license to incorporate into the Service or otherwise use any suggestions, enhancement requests, recommendations or other feedback Get Lighthouse receives from You.
The Service may contain links to, or otherwise may allow You to connect to and use certain third party products, services or software under separate terms and conditions (collectively, “Other Services”) in conjunction with Get Lighthouse’s Service. If You decide to access and use such Other Services, be advised that Your use is governed solely by the terms and conditions of such Other Services, and Get Lighthouse does not endorse, is not responsible for, and make no representations as to such Other Services, their content or the manner in which they handle Your data. Get Lighthouse is not liable for any damage or loss caused or alleged to be caused by or in connection with Your access or use of any such Other Services, or Your reliance on the privacy practices or other policies of such Other Services.
THE SERVICE, INCLUDING THE SITE AND CONTENT, AND ALL SERVER AND NETWORK COMPONENTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND TO THE FULLEST EXTENT PERMITTED BY LAW, AND GET LIGHTHOUSE EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. YOU ACKNOWLEDGE THAT GET LIGHTHOUSE DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE OR VIRUS-FREE, AND NO INFORMATION OR ADVICE OBTAINED BY YOU FROM GET LIGHTHOUSE OR THROUGH THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.
8.1. NO CONSEQUENTIAL DAMAGES. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY (WHETHER IN CONTRACT, TORT, NEGLIGENCE OR OTHERWISE) WILL EITHER PARTY TO THESE TERMS, OR SUCH PARTY’S AFFILIATES OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS OR LICENSORS BE LIABLE TO THE OTHER PARTY OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, PUNITIVE OR OTHER SIMILAR DAMAGES, INCLUDING LOST PROFITS, LOST SALES OR BUSINESS, LOST DATA, BUSINESS INTERRUPTION OR ANY OTHER LOSS INCURRED BY SUCH PARTY IN CONNECTION WITH THESE TERMS OR THE SERVICE, REGARDLESS OF WHETHER SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF OR COULD HAVE FORESEEN SUCH DAMAGES. THE FOREGOING WILL NOT LIMIT YOUR PAYMENT OBLIGATIONS HEREUNDER.
8.2. LIMITS ON MONETARY DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS, GET LIGHTHOUSE’S (INCLUDING ANY OF ITS AFFILIATES) AGGREGATE LIABILITY, FOR DAMAGES (MONETARY OR OTHERWISE) UNDER THESE TERMS CLAIMED BY YOU OR ANY THIRD PARTY ARISING FROM THE SERVICE: (I) WITH RESPECT TO A PAID SUBSCRIPTION SHALL BE LIMITED TO THE LESSER OF (I) ACTUAL DAMAGES INCURRED, OR (II) ANY PAYMENTS (IF ANY) MADE BY YOU FOR THE SERVICE DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM.
THE PARTIES ACKNOWLEDGE AND AGREE THAT THE ESSENTIAL PURPOSE OF THIS SECTION 8.2 IS TO ALLOCATE THE RISKS UNDER THESE TERMS BETWEEN THE PARTIES AND LIMIT THEIR POTENTIAL LIABILITY GIVEN THE FEES CHARGED UNDER THESE TERMS, IF ANY, WHICH WOULD HAVE BEEN SUBSTANTIALLY HIGHER IF GET LIGHTHOUSE WERE TO ASSUME ANY FURTHER LIABILITY OTHER THAN AS SET FORTH HEREIN. THE PARTIES HAVE RELIED ON THESE LIMITATIONS IN DETERMINING WHETHER TO ENTER INTO THESE TERMS.
8.3. Some states do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply to You. IN THESE STATES, GET LIGHTHOUSE’S LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
You agree to defend, indemnify, and hold harmless Get Lighthouse from and against any claims, actions or demands, including, without limitation, reasonable legal and professional services fees, arising or resulting from Your breach of these Terms, or Your and Your end users’ access to, use, misuse or illegal use of the Service or arising from Your data or any actions You take or do not take in response to reports generated through the Service. Get Lighthouse will provide You notice of any such claim, suit, or proceeding. Get Lighthouse reserves the right to assume the exclusive defense and control of any matter which is subject to indemnification under this section, in which case You agree to cooperate with any reasonable requests to assist Get Lighthouse’s defense of such matter.
You shall not assign these Terms to any third party except upon Get Lighthouse’s prior written consent. Any purported assignment in violation of this section shall be void. Subject to the foregoing, these Terms and each and all of the provisions hereof bind and benefit the parties and their respective heirs, executors, administrators, legal representatives, successors and assigns.
Get Lighthouse may amend these Terms from time to time, in which case the new Terms will supersede prior versions. It is your responsibility to review these terms from time to time; provided, that Get Lighthouse will provide registered active users of the Service with an email notice of the change. In the event that You do not agree to any revised Terms, You must immediately cease using the Service and these Terms will terminate.
If any provision in these Terms is held by a court of competent jurisdiction to be unenforceable, such provision shall be modified by the court and interpreted so as to best accomplish the original provision to the fullest extent permitted by law, and the remaining provisions of these Terms shall remain in effect.
Certain Content, the software components of the Service may be subject to U.S. export control and economic sanctions laws. If You are subject to U.S. laws, You agree to comply with all such laws and regulations as they relate to the software and Content, and access and use of the Service. You shall not access or use the Service if You are located in a country in which the U.S. Department of Commerce, Bureau of Industry and Security, has prohibited certain exports. A list of such prohibited jurisdictions can be found its website at http://www.bis.doc.gov/index.php/regulations/export-administration-regulations-ear. You shall also not provide access to the Service to any government, entity or individual located in such prohibited jurisdictions.
The parties are independent contractors. These Terms do not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship among the parties.
Except as set forth on an order form, each License Period will automatically renew for additional periods equal to the expiring License Period at Get Lighthouse’s then-current rates, unless You or Get Lighthouse give the other party written notice of non-renewal at least thirty (30) days before the end of the relevant License Period. You may terminate these Terms at any time by ceasing use of the Services but You will not receive any refund of prepaid fees for the current License Period, if applicable. Get Lighthouse additionally may terminate these Terms on thirty (30) days written notice to You if You breach any of these Terms and the breach remains uncured at the end of such thirty (30) day period. On any termination of these Terms You will cease using the Service and Get Lighthouse may delete all of Your data and reports generated through the Service.
Section 3.2, Section 5 (Intellectual Property Rights), the disclaimers in Section 7, and Sections 8 (Limitation of Liability) through 16 (Federal Government End Use Provisions) will survive any termination of these Terms.
These Terms shall be governed by the laws of the State of California without regard to conflict of laws principles. You hereby expressly agree to submit to the exclusive personal jurisdiction of the federal and state courts of the State of California, San Francisco County, for the purpose of resolving any dispute relating to Your access to or use of the Service.
If You are a U.S. federal government end user, this Service is a “Commercial Item” as that term is defined at 48 C.F.R. §2.101, consisting of “Commercial Computer Software” and “Commercial Computer Software Documentation”, as those terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202-1 through 227.7202-4, as applicable, this Service is licensed to You with only those rights as provided under the terms and conditions of these Terms.