1. Agreement. Unless PartnerTap, Inc. (hereinafter “PartnerTap”) has entered into a separate written agreement with your##employer on your behalf that supersedes this user agreement, you agree that your clicking “agree” on the PartnerTap mobile##app, registration, account creation, access or use of PartnerTap online services (including partnertap.com, mobile app, beta##version(s), premium services, enterprise services, and any additional services), including the information and content##therein, whether free, test, beta, trial, or provided on a paid subscription or some other paid basis (collectively, the##“Service”), constitutes your acceptance of this user agreement with PartnerTap (the “Agreement”). When entering into this##Agreement, which you can access at http://www.partnertap.com/useragreement, you also agree to the Privacy Policy,##which you can access at http://www.partnertap.com/privacypolicy. PartnerTap reserves the right to change the terms of##this Agreement and the Privacy Policy from time to time. PartnerTap will indicate at the top of this Agreement the date that##the terms of this Agreement were last updated, and your continued use of the Service following such posted update shall##constitute your acceptance of the updated Agreement. If you do not agree to this Agreement or the Privacy Policy, do NOT##click “agree”, register, create an account, access or use the Service.##2. Use of the Service. Subject to your compliance with the terms of this Agreement, PartnerTap grants to you a limited right to##access and use the Service for your personal, noncommercial use only. You agree to use the Service in a responsible and##professional manner.##3. License to PartnerTap. You represent, warrant, and agree that you own or have sufficient rights to all content and##information that you submit or post to the Service, including information submitted to the Service from any third party that##you connect or link to PartnerTap, and that doing so does not violate any intellectual property, personal, or proprietary##rights or breach a contract of any third party or otherwise violate the rights of any third party (including your employer), or##contain any Objectional Content as described below. You grant to PartnerTap a non-exclusive, irrevocable, perpetual,##worldwide, transferable, and sublicensable right to (i) use, disclose, copy, modify, distribute, publish, reformat, translate,##syndicate, excerpt, process, and prepare derivative works from or incorporate into other works, your information and##content that you submit, post, or provide through the Service, directly or indirectly from a third-party app, site or service,##without any further consent, notice, and/or compensation to you or others, for any purpose, commercial, advertising, or##otherwise, in connection with the Service, and (ii) create aggregated or redacted forms of you information and content that##do not identify you (“Aggregated Content”) for PartnerTap’s business purposes. You agree that PartnerTap has no##obligation to store, maintain, save, warehouse, or provide a copy of any content or information to you or others, whether##during or after termination of this Agreement, except to the extent required by applicable law in accordance with the Privacy##Policy.##4. Sharing; User Conduct. PartnerTap allows sharing of your information and content, as authorized by you, such as your##sales opportunities and account information and content, with other users of the Service that you designate (“Partners”).##Your Partners may access your content and information and share it with third parties to which you hereby consent. You##will have access to your Partner and other PartnerTap user information and content which you agree to use responsibly##and professionally, and in accordance with the terms of this Agreement. You agree not to use the Service to upload, post,##transmit, share, store or otherwise make available any (i) content or information that is inaccurate, incomplete, misleading,##offensive, harmful, threatening, unlawful, tortious, defamatory, infringing, abusive, inflammatory, harassing, vulgar,##obscene, libelous, fraudulent, invasive of privacy or publicity rights, hateful, or racially, ethnically or otherwise##objectionable, or (ii) unsolicited or unauthorized advertising, solicitations, promotional materials, "junk mail," "spam," "chain##letters," "pyramid schemes," or any other form of solicitation, collectively (“Objectionable Content”). Through your use of##the Service, you may encounter Objectionable Content provided by your Partners or other PartnerTap users, and you are##responsible to report any Objectionable Content to PartnerTap. PartnerTap does not generally review content or##information submitted by its users and you agree that PartnerTap is not responsible for such user or third party content or##information, or for any damages that may result from your use or reliance on such content or information. Your use or##reliance on any such Partner or other user or third party content or information is entirely at your own risk and for which you##are entirely responsible. PartnerTap reserves the right to not publish certain information or content on the Service and##can remove it in PartnerTap’s sole discretion or if required by law, with or without notice. Upon termination of your use of##the Service, PartnerTap will not, and has no obligation to, restrict any post-termination use of any information and content##that you shared with your Partners or submitted to the Service prior to termination. ##5. Third Party Services. Your use of any third-party app, site, or service that links to and/or from the Service will be at your##own risk and subject to such third party legal terms and privacy policies. PartnerTap does not endorse and is not##responsible for these third-party apps, sites, or services, or compliance with their terms and policies. By linking the Service##to another service, site, or app, you expressly agree to the disclosure of your account information, content and materials to##support such linking.##6. Payment. If you purchase any PartnerTap paid subscription Service or paid on some other basis (“Paid Subscription##Service”), you shall pay PartnerTap any and all applicable fees and taxes. Failure to pay may result in termination of your##use and access to the Paid Subscription Service. You authorize PartnerTap to store and continue billing your payment##method (e.g. credit card) on a monthly basis including through the last month of the date of termination of your use and##access to the Paid Subscription Service. Upon termination, you will no longer have access or use of the Paid Subscription##Service even if the effective date of termination is prior to the last day of the month for which payment was made.##PartnerTap does not provide any refunds or credits of any fees or charges under this Agreement. You are responsible to##maintain current unexpired credit card information with PartnerTap to avoid termination or interruption to the Paid##Subscription Service. You agree to reimburse PartnerTap for any collection costs and interest for any overdue amounts.##You are solely responsible for any fees or charges incurred to access the Service through an Internet access provider or##other third party, including without limitation charges incurred to receive SMS messages or other mobile access, and##PartnerTap is not liable or responsible in any way for any such or similar third party charges. You are solely responsible for##keeping the Service updated with your current phone number, and PartnerTap shall not be liable for information sent to a##device that is associated with your outdated or incorrectly entered mobile phone number.##7. Feedback. You agree that any suggestions, comments, ideas, reviews, feedback, or similar information that you provide to##PartnerTap (“Feedback”) can be used and shared by PartnerTap, without your consent, at PartnerTap’s discretion, for any##purpose without compensation or any obligation to you. Any and all right, title, and interest to such Feedback shall become##the exclusive property of PartnerTap.##8. Compliance with Laws. You agree to comply with all applicable laws, rules, and regulations in connection with your access##and use of the Service, including, without limitation, privacy laws, intellectual property laws, anti-spam laws, export control##laws, and tax laws.##9. Restrictions. The content, organization, graphics, text, images, video, design, compilation, advertising and all other##material on the Service, including without limitation, the "look and feel" of the mobile app and website, are protected under##intellectual property laws and are the property of PartnerTap. To use the Service, you agree (1) that you are at least 18##years old, (2) to provide and maintain accurate information and content, use your real name, and not impersonate another##user or provide false identity information to gain access to or use the Service, or use an image that is not your likeness for##your profile, (3) that you are solely responsible for your use or anything that happens through your account unless there##has been evidence of misuse or unauthorized access, (4) that you will not share, sublicense, transfer, sell, or assign your##PartnerTap account or any part thereof to anyone else, and (5) to not (i) send or store Objectionable Content; (ii) send or##store material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or##programs; (iii) interfere, disrupt, overwhelm, place an unreasonable load on, or attack the Service, its associated software,##hardware, or servers, or the data contained therein; (iv) override any security feature of the Service, or attempt to gain##unauthorized access to the Service or its related systems or networks, including through an interface not provided or##authorized by PartnerTap such as by use of scripts or bots, or by using administrator password or by pretending to be an##administrator or another user while using the Service; or (v) reproduce, duplicate, copy, sell/resell, trade, rent, lease, loan,##modify, reverse engineer, decompile, disassemble, decipher, transmit, distribute, create derivative works of, or exploit the##Service, including PartnerTap code and software or any related technology, or otherwise attempt to derive the source code##for the Service. Your failure to abide by the terms of this Agreement or applicable law shall be considered a material##breach of this Agreement and may result in suspension, termination, or restriction of your use and access to the Service,##without notice, in addition to PartnerTap’s other remedies.##10. Service Availability. PartnerTap has the right to (i) change, suspend or end the Service, including adding or removing##features or functionality, (ii) change and modify prices prospectively, and (iii) terminate, suspend or limit your use of the##Service or any portion thereof, including the number of your Partner connections and your ability to contact other users, all##for any or no reason, at any time without notice.##11. Security. If you have reason to believe that your PartnerTap account is no longer secure (e.g. loss, theft or unauthorized##access of your login information, computer or mobile device used to access the Service), you must promptly change the ##affected login information and notify PartnerTap immediately of any unauthorized use of any password or account or any##other known or suspected breach of security.##12. No Warranty. YOU ACKNOWLEDGE AND AGREE THAT YOU ARE USING THE SERVICE, INCLUDING ALL CONTENT##AND INFORMATION, AT YOUR OWN RISK AND THAT THE SERVICE, INCLUDING ALL CONTENT AND INFORMATION,##IS PROVIDED "AS IS". PARTNERTAP DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING##BUT NOT LIMITED TO MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, RELIABILITY,##TITLE, NONINFRINGEMENT OR ANY OTHER REPRESENTATION, CONDITION, OR GUARANTEE. PARTNERTAP##DOES NOT WARRANT, REPRESENT, OR GUARANTEE THAT ACCESS TO THE SERVICE WILL BE UNINTERRUPTED##OR THAT THERE WILL BE NO FAILURES, ERRORS, OMISSIONS, OR LOSS OF TRANSMITTED INFORMATION, OR##THAT NO VIRUSES WILL BE TRANSMITTED ON THE SERVICE. WITHOUT LIMITATION, PARTNERTAP DOES NOT##WARRANT THE ACCURACY OR COMPLETENESS OF ANY OPPORTUNITY OR ACCOUNT INFORMATION OR OTHER##INFORMATION OR CONTENT CREATED OR PROVIDED THROUGH THE SERVICE. USERS ARE SOLELY##RESPONSIBLE FOR ENSURING THE ACCURACY OF ALL INFORMATION PROVIDED TO THE SERVICE AND##PARTNERTAP SHALL UNDERTAKE NO RESPONSIBILITY FOR DAMAGES CAUSED BY THE INCLUSION OF##ERRONEOUS, INCOMPLETE OR OUTDATED INFORMATION. SOME LAWS DO NOT ALLOW CERTAIN##DISCLAIMERS, SO SOME OR ALL OF THESE DISCLAIMERS MAY NOT APPLY TO YOU.##13. Exclusion of Liability. PARTNERTAP SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTIES FOR ANY DIRECT,##INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS OF DATA,##OPPORTUNITIES, REPUTATION, PROFITS OR REVENUES, RELATED TO THE SERVICE INCLUDING BUT NOT##LIMITED TO YOUR USE OF OR RELIANCE ON THE SERVICE OR ANY OF THE INFORMATION OR CONTENT##AVAILABLE ON THE SERVICE, REGARDLESS OF THE TYPE OF CLAIM OR THE NATURE OF THE CAUSE OF##ACTION, EVEN IF PARTNERTAP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU HEREBY##AGREE TO RELEASE PARTNERTAP AND ITS DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS FROM CLAIMS,##DEMANDS AND DAMAGES OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND##UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR##USE OF THE SERVICE. SOME LAWS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR##INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THESE LIMITS MAY NOT APPLY TO YOU.##14. Indemnification. You agree to indemnify, defend, and hold harmless PartnerTap and its directors, officers, employees,##agents, and representatives from any and all claims, liabilities, costs, losses, attorneys fees, and expenses arising from or##related to (i) your information and content submitted directly or indirectly into the Service, (ii) your unauthorized use of##information or content obtained through the Service, or (iii) your breach of this Agreement.##15. Termination. You and PartnerTap may terminate this Agreement at any time with notice to the other. Upon the effective##date of termination, you will lose the right to access and use the Service. The following shall survive termination: (i)##Sections 7, 12, 13, 16, and 17 of this Agreement, (ii) use by PartnerTap and other users of your information and content##that you shared through the Service, and (iii) any amounts owed by you prior to termination remain owed after termination.##16. Dispute Resolution. PartnerTap’s goal is to resolve any dispute directly with you by having you first contact PartnerTap to##seek a resolution. You agree that the laws of the State of Washington, excluding its conflict of law rules, shall exclusively##govern any dispute, claim or controversy relating to this Agreement and/or the Service. You agree that any claim or dispute##can only be litigated in the federal or state courts located in King County, Washington, and you agree to submit to the##personal jurisdiction of those courts.##17. General Terms. If any provision of this Agreement is held to be invalid or unenforceable, you and PartnerTap agree that the##court can modify the terms to make that part enforceable while still achieving its intent. If the court cannot do that, such##provision shall be struck and the remaining provisions shall be enforced. If PartnerTap does not act to enforce a breach of##this Agreement, that does not mean that PartnerTap has waived its right to enforce this Agreement or to act with respect to##subsequent or similar breaches. This Agreement is the only and entire agreement between you and PartnerTap regarding##your use of the Service and supersedes all prior and contemporaneous agreements, proposals or representations, written##or oral, concerning its subject matter. You may not assign or transfer this Agreement. However, you agree that PartnerTap##may assign this Agreement in its sole discretion.##18. Notices. PartnerTap may provide notices to you via email to your designated email address, mail, SMS messaging, or the##Service. Please send notices to PartnerTap online at support@partnertap.com, or legal notices by mail to PartnerTap, Inc.,##29036 220th Place SE, Black Diamond, WA 98010. ##19. Copyright Complaints. PartnerTap respects the intellectual property rights of others, and requires that information posted##by its users be accurate and not in violation of the intellectual property rights or other rights of third parties. If you believe##that any material on the Service infringes upon any copyright which you own or control, in accordance with the Digital##Millennium Copyright Act, you may send a written notification of such infringement to PartnerTap at: PartnerTap, Inc.,##29036 220th Place SE, Black Diamond, WA 98010, and email at support@partnertap.com.
