Last Updated: 11th December 2021
These Terms constitute a binding and enforceable legal contract between Threado Inc. and its affiliates (“Threado”, “we”, “us” or “our”) and you, a user of the Services (“you” or “Customer”).
By using the Services, you represent and warrant that you (a) have full legal capacity and authority to agree and bind yourself to these Terms, and (b) are eighteen years of age or older. If you represent an entity, organisation, or any other legal person, you confirm and represent that you have the necessary power and authority to bind such entity, organisation, or legal person to these Terms.
By using the Services, you agree that you have read, understood, and are bound by these Terms, as amended from time to time, and that you will comply with the requirements listed herein. If you do not agree to these Terms or comply with the requirements listed herein, please do not use the Services.
(a) The Platform acts as a command centre allowing those who register with us (collectively “Customers”) to manage their online community operations and leverage recommendations, insights, and solutions to increase community integration via the Platform’s web application dashboard (“Dashboard”).
(b) The Platform provides Customers access to a front-end community landing page, which serves as a member portal through which community members can sign in and access information in connection with their community, such as top discussions, upcoming events, member directories, perks, etc. Customers are offered a single view of multiple channels, an in-depth look at individual members, and the instruments to track and monitor activities of new, most active, least active members of their community’s activities across various platforms.
(c) The Platform enables Customers to unlock insights, measure their community impact, build and drive their community engagement with the help of tangible metrics. Additionally, the Platform provides Customers tools which help Customers respond to queries and assign support tickets to team members, automate operational and managerial tasks through the Platform.
(i) In order to access and use the Services, you will be required to register using an email address and password and furnish certain details (“Registered Profile”). It is your responsibility to ensure that the information you furnish is at all times accurate and up-to-date, and kept confidential. We shall have no liability in this regard.
(j) A key part of the Services is the Platform’s ability to manage your online community operations and leverage recommendations, insights, and solutions to increase community integration via the Platform’s landing page. To avail the Services, you will be required to link and authorize the Platform to extract and analyse information or material from third party platforms that you may have registered with. While you may opt out of receiving recommendations, insights, and solutions from certain third party platforms, you agree and acknowledge that this may impact the Platform’s ability to provide the Services to you.
(ii) You are solely responsible for maintaining the security and confidentiality of your username and password associated with your Registered Profile and agree to immediately notify us of any disclosure or unauthorised use of your Registered Profile or any other breach of security with respect to your Registered Profile.
(iii) You are liable and accountable for all activities that take place through your Registered Profile. We shall not be liable for any unauthorised access to your Registered Profile.
(iv) You may not use, as part of your Registered Profile, a username or the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than you, without appropriate authorisation. You may not use as a username any name that is offensive, vulgar or obscene.
(v) You represent that you are duly authorised by the business or corporate entity as applicable to accept these Terms and you have the authority to bind that business or corporate entity to these Terms.
(vi) You expressly agree to be liable and accountable for all activities that take place through your Registered Profile. We shall in no manner be liable for any unauthorised access to your Profile.
(vii) We reserve the right to refuse service, terminate accounts, remove or edit content, or cancel orders at our sole discretion.
(viii) You agree to receive communications from us regarding (i) requests for payment, (ii) information about us and the Service, (iii) promotional offers, contests, sweepstakes (iv) newsletters, marketing or promotional materials from us and our third party partners, and (iv) any other matter in relation to the Service. However, you may opt out of receiving any, or all, of these communications from us by following the unsubscribe link contained in such communications or by emailing us.
(b) Free Trial:
(i) At our discretion, you may avail the Service of the Platform through your Registered Profile without incurring any charges for a limited period of time (“Free Trial”).
(ii) You may be required to enter your billing information in order to sign up for Free Trial. If you enter your billing information when you sign up for Free Trial, you will not be charged by the Platform until Free Trial has expired.
(iii) At any time and without notice, the Platform reserves the right to (A) modify Terms of Free Trial offer, (B) cancel such Free Trial offer (C) transition your Free Trial into a recurring and periodic payment plan (“Payment Plan”).
(iv) On the last day of Free Trial period, unless you have cancelled your registration, you will automatically be charged according to the Payment Plan.
(v) You may cancel your Free Trial either through your online account management page or by contacting the Platform’s customer support team.
c) Payment Plan:
i) In the instance the Platform transitions your Free Trial into a Payment Plan, you agree to be billed on a subscription basis (“Subscription”) in advance, on a recurring and periodic basis. Billing Cycles are set either on a monthly or annual basis, depending on the type of subscription plan you select when purchasing a Subscription. Continued and uninterrupted use of the Platform is subject to the payment of the fees detailed in the Payment Plan.
ii) At the end of each billing cycle, your Subscription will automatically renew under the same conditions unless you cancel it or the Platform cancels it. You may cancel your Subscription renewal either through your online account management page or by contacting the Platform’s customer support team.
iii) Your continued and uninterrupted use of the Platform and its Service as a user is subject to the payment of the Subscription.
iv) In the event the automatic billing fails to occur for any reason, the Platform will issue an electronic invoice indicating that you must proceed manually, within a certain deadline, with the full payment corresponding to the billing period as indicated on the invoice. Should the failure of payment continue for a period of 30 (Thirty) days, we shall have the right to terminate access to the Platform, and shall be under no further obligation to provide access to the Platform.
(d) Changes: We reserve the right to waive or revise our Payment Plan at our discretion from time to time. We shall provide you reasonable advance notice of any changes to our Payment Plan. Should you not agree to the changes to our Payment Plan, you have the right to cancel your Payment Plan before such change becomes effective. Your continued use of the Service after the Free Trial ends, shall constitute your agreement to be billed on a subscription basis according to the Payment Plan.
(d) Refunds: All billings according to the Payment Plan are non-cancellable and non-refundable.
(e) Taxes: The billings according to the Payment Plan are exclusive of applicable taxes. These shall be added to the invoice(s) at the appropriate rate.
(f) Cancellations: We reserve the right to refuse or cancel your Payment Plan at any time for whichever reason.
(g) Payment Information:
(i) If you wish to purchase the Payment Plan available through Service (“Purchase”), you will be required to supply certain information relevant to your Purchase including, without limitation, your credit card number, the expiration date of your credit card, your billing address , and your shipping information. You represent and warrant that (A) you have the legal right to use any credit card(s) or other payment method(s) in connection with any Purchase; and that (B) the information you supply to us is true, correct, and complete.
(ii) By submitting such payment information, you automatically authorise us to charge you on a subscription basis incurred through your account to any such payment instruments.
(h) Payment Processors: We may use a third-party payment processor (“Payment Processor”) to bill you through your selected modes of payment. The processing of payments will be subject to the terms and policies of such Payment Processors in addition to these Terms. We shall not be liable for any error by the Payment Processors. In the event of any unsuccessful payments, the money so debited shall be credited in accordance with the terms of the Payment Processors.
(a) The Platform allows you to view, access, pull, post, link, schedule, share, reply, send, authorise and otherwise make available certain information, messages, tasks, announcements, calendar, events, discussions, member directories, data or other items (“Content”).
(b) You hereby grant us a non-exclusive, worldwide, perpetual, irrevocable, transferable, sublicensable, and royalty-free license to (i) use, publish, display, store, host, communicate, distribute, make available, modify, adapt, translate, and create derivative works of the Content for the functioning of and in connection with the Platform, (ii) use Content for the limited purposes of advertising and promoting the Platform, and (iii) use, store, host, communicate, modify, adapt, translate, and create derivative works of the Content for the Platform’s machine learning features.
(c) The Platform has the right but not the obligation to monitor the Content provided by users.
(d) You may not distribute, modify, transmit, reuse, download, repost, copy, or use said Content, whether in whole or in part, for commercial purposes or for personal gain, without express advance written permission from the Platform.
(e) In connection with these Terms granted under this Clause, you hereby waive any claims against us arising out of any moral rights or other similar rights relating to the Content.
(c) We may use information and data pertaining to your use of the Service for provision of the Service, analytics, trend identification, and purposes of statistics to further enhance the effectiveness and efficiency of our Service.
(d) Subject to applicable laws, we may be directed by law enforcement agencies or the government and related bodies to disclose data in relation to you in connection with criminal proceedings. You understand and agree that in such instances, we shall have the right to share such data with relevant agencies or bodies.
(a) The Platform may include the services, content, documents, and information owned by, licensed to, or otherwise made available by a third party (“Third Party Service”). You understand and acknowledge that Third Party Services are the responsibility of the third party that created or provided it and acknowledge that use of such Third Party Services is solely at your own risk.
(b) We make no representations and exclude all warranties and liabilities directly or indirectly, including any express or implied warranties, whether oral or written, related to or pertaining to the use of such Third Party Services, including their non-infringement, accuracy or completeness. Should you avail a Third Party Service, you shall be governed and bound by the terms and conditions and privacy policies of the third parties providing the Third Party Services. You acknowledge that no representation has been made by the Platform as to the fitness of the third party services for any purpose.
(a) In respect of Content, you represent and warrant that:
(i) you own all intellectual property rights (or have obtained all necessary permissions) to provide Content and to grant the licences under these Terms;
(ii) you are solely responsible for the Content on and all activities that occur or through, your use of the Platform;
(iii) the Content does not and shall not violate any of your obligations or responsibilities under other agreements;
(iv) the Content does not and shall not violate, infringe, or misappropriate any intellectual property right or other proprietary right;
(v) the Content does not and shall not contain any viruses, corrupted data, or other harmful, disruptive, or destructive files or content; and
(vi) the Content shall not violate any third party rights.
(b) You represent and warrant that all information that you provide in relation to the Service is complete, true, and correct on the date of agreeing to these Terms and shall continue to be complete, true, and correct while you use the Service. Should any information that you provide change during the existence of these Terms, you undertake to immediately bring such change to our notice. We do not accept any responsibility or liability for any loss or damage that you may suffer or incur if any information, documentation, material, or data provided to avail the Service is incorrect, incomplete, inaccurate, or misleading, or if you fail to disclose any material fact.
(c) You shall extend all cooperation to us in our defence of any proceedings that may be initiated against us due to a breach of your obligations or covenants under these Terms.
(d) You shall not use the Service in any manner except as expressly permitted in these Terms. Without limiting the generality of the preceding sentence, you shall not:
(i) infringe any proprietary rights, including but not limited to copyrights, patents, trademarks, or trade secrets, of any party;
(ii) except as may be provided hereunder, copy, display, distribute, modify, publish, reproduce, store, transmit, post, translate, create any derivative works from, or license the Service;
(iii) use the Service to transmit any data or send or upload any material that contains viruses, Trojan horses, worms, timebombs, keystroke loggers, spyware, adware, or any other harmful programmes or similar computer code designed to adversely affect the operation of any computer software or hardware;
(iv) use any robot, spider, other automated device, or manual process to monitor or copy the Service or any portion thereof;
(v) use the Platform to transmit, or procure the sending of, any unsolicited advertising, promotional material, or commercial communication;
(vi) engage in the systematic retrieval of content from the Service to create or compile, directly or indirectly, a collection, compilation, database, or directory;
(vii) impersonate or attempt to impersonate Threado, a Threado employee, another user, or any other person or entity;
(viii) use the Service for the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content or any way that infringes upon the rights of others;
(ix) use the Service in (A) any unlawful manner, (B) for fraudulent or malicious activities, or (C) in any manner inconsistent with these Terms;
(x) violate applicable laws in any manner;
(xi) reproduce, redistribute, republish, duplicate, copy, display, sell, rent, sublicense, trade or resell any content or other aspect of the Platform for any commercial purpose (except for content specifically and expressly made available for such purpose);
(xii) use the Service in any manner that could disable, overburden, damage, or impair the Service or interfere with any other party’s use of Service, including their ability to engage in real time activities through Service; or
(xiii) take any action that may damage or falsify Company rating.
(e) You warrant that you shall not engage in any activity that interferes with or disrupts the Service.
(f) You shall not attempt to gain unauthorised access to any portion or feature of the Service, any other systems or networks connected to the Service, to any of our servers, or through the Platform, by hacking, password mining, or any other illegitimate means.
(g) You shall obtain and maintain at your own expense all the necessary computer hardware, software, modems, connections to the internet, and other items required for the access to and use of the Platform.
(h) You agree to upgrade your facilities and systems for the smooth access of the Platform as and when required in order to be compatible with the upgraded version of the Platform, if any.
(i) You shall regularly and independently save, backup, and archive your Content and any all information that you may create or process in connection with your use of the Platform.
(j) You are aware of applicable laws and regulations governing your use of the Platform. You shall be solely responsible for ensuring compliance with the various applicable laws, and you shall be solely liable for any liability that may arise due to a breach of your obligations in this regard.
(b) We have not reviewed all the sites linked to the Platform, and we are not responsible for any changes to or content on them. We have no control over the content of those sites or resources, and we accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to the Platform, you do so entirely at your own risk and subject to the terms and conditions of use for such websites. Our inclusion of any content is not an endorsement of that material or linked site or the companies that own or operate the material or linked sites.
(c) The Platform may provide certain social media features that enable you to: (a) link your own profile registered with certain third-party platforms to your profile on the Platform; (b) send messages or other communications with certain content, or links to certain content, on the Platform; and/or (c) cause limited portions of content on the Platform to be displayed or appear to be displayed on your profile registered with certain third-party platforms. You may use these features solely as they are provided by us. Subject to the foregoing, you must not: (a) establish a link from a profile registered with any third party platform that is not owned or registered by you; (b) cause the Platform or portions of it to be displayed, or appear to be displayed by, for example, framing, deep linking or in-line linking, on any other site without our consent; or (c) otherwise take any action with respect to the materials on the Platform that is inconsistent with any other provision of these Terms.
(d) We may disable or modify all or any features and any links at any time without notice in our discretion.
(a) The Platform as well as its logos, contents, features, functionality (including but not limited to all information, custom graphics, icons, comments, software, scripts, text, displays, images, video, and audio, and the design, selection, and arrangement thereof), and all information, products, and Service offered by us to you in connection with the Service are protected under applicable copyrights, trademarks, and other proprietary (including but not limited to intellectual property) rights.
(b) All rights, title, and interest in and to the Service, including all intellectual property rights arising out of the Service, are owned by or otherwise licensed to us. All other products, names, and company logos mentioned on the Platform in the Content are trademarks of their respective owners.
(c) You do not acquire ownership rights to the Platform or any content, other than those rights in the Content that you submit to us or otherwise enter through the Platform, if any, that we may specifically grant you in writing, such as the non-commercial, non-exclusive, non-transferable, non-sub licensable, revocable, and limited right to use the Platform or the Services in accordance with these Terms.
(d) Feedback: We may request you to submit suggestions and other feedback, including bug reports, relating to the Service, either directly at firstname.lastname@example.org or via third party sites and tools, from time to time (“Feedback”). We may freely use, copy, disclose, publish, display, distribute, and exploit the Feedback we receive from you, without any payment of royalty, acknowledgement, prior consent, or any other form of restriction arising out of your intellectual property rights.
(a) These Terms shall remain in effect unless terminated in accordance with the terms hereunder.
(b) We may terminate your access to or use of the Service, or any portion thereof, immediately and at any point, at our sole discretion (a) if you violate or breach any of the obligations, responsibilities, or covenants under these Terms, or (b) when you cease to become a user of our Service, or (c) if you do not, or are likely not to, qualify under applicable law, to access and use the Services, or (d) for any legitimate business, legal, or regulatory reason.
(c) If you wish to terminate your account, you simply need to notify us in 15 (Fifteen) days in advance via email.
(d) Upon termination of these Terms:
(i) the Registered Profile will expire;
(ii) the Service will ‘time-out’; and
(iii) these Terms shall terminate, except for those clauses that expressly or are intended to survive termination or expiry.
(a) The Service are provided on an “as is” basis without warranty of any kind, express, implied, statutory, or otherwise, including the implied warranties of title, non-infringement, merchantability, or fitness for a particular purpose. Without limiting the foregoing, we make no warranty that the Service will meet your requirements or expectations.
(b) No advice or information, whether oral or written, obtained by you from us shall create any warranty that is not expressly stated in the Terms.
(c) You agree and acknowledge that we are merely a Platform that provides solutions for engagement in community and we shall not be liable, in any manner, for any obligations that have not been explicitly stated in these Terms.
(d) You hereby accept full responsibility for any consequences that may arise from your use of the Service, and expressly agree and acknowledge that we shall have absolutely no liability in this regard.
(e) To the fullest extent permissible by law, we, our affiliates, and our related parties each disclaim all liability for any loss or damage arising out of or due to:
(i) your use of, inability to use, or availability or unavailability of the Service, including any third-party service;
(ii) the occurrence or existence of any defect, interruption, or delays in the operation or transmission of information to, from, or through the Service, communications failure, theft, destruction or unauthorised access to our records, programmes, Service, server, or other infrastructure relating to the Service;
(iii) the failure of the Service to remain operational for any period of time; and
(iv) loss of any Content and any other data in connection with your use of the Service.
You shall indemnify, defend at our option, and hold us, our subsidiaries, affiliates, and our officers, employees, directors, agents, and representatives, harmless from and against any claim, demand, lawsuits, judicial proceeding, losses, liabilities, damages and costs (including, without limitation, all damages, liabilities, settlements, and attorneys’ fees) due to or arising out of your access to the Service, use of the Service, violation of these Terms, or any violation of these Terms by any third party who may use your Registered Profile to access the Service through the Platform.
In no event shall we, our officers, directors and employees, or our contractors, agents, licensors, partners, or suppliers be liable to you for any direct, special, indirect, incidental, consequential, punitive, reliance, or exemplary damages (including without limitation lost business opportunities, lost revenues, or loss of anticipated profits or any other pecuniary or non-pecuniary loss or damage of any nature whatsoever, including but not limited to abuse or breach of data), even if we or an authorised representative have been advised of the possibility of such damages, arising out of or relating to (i) these Terms, (ii) the Service, (iii) your use or inability to use the Service, or (iv) any other interactions with another user of the Service.
(a) We reserve the right at any time to add, modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without cause. We shall not be liable for any such addition, modification, suspension, or discontinuation of the Service.
(b) From time to time, we may restrict access to some parts of Service, or the entire Service, to users, including registered users.
(b) Any controversies, conflicts, disputes, or differences arising out of these Terms shall be resolved by arbitration in accordance with the JAMS International Arbitration Rules and Procedures for the time being in force, which is deemed to be incorporated by reference in this clause. The seat of arbitration would be England and the language of the arbitration shall be English. The tribunal shall consist of 1 (one) arbitrator appointed by us. The parties to the arbitration shall keep the arbitration confidential and not disclose to any person, other than on a need to know basis or to legal advisors, unless required to do so by law. The decision of the arbitrator shall be final and binding on all the parties hereto. Each party to the arbitration shall bear its own costs with respect to any dispute.
(a) You may contact our designated Grievance Redressal Officer with any complaints or queries relating to the Service or these Terms through registered post or through email, details of which are provided below:
Name: Pramod Rao
Email Address: email@example.com
Address: 1000 N West Street, Suite 1200, Wilmington, DE, 19801, United States of America
(b) We shall ensure that your complaint is resolved within timelines prescribed by applicable laws.
(a) Changes to Terms: The Terms are subject to revisions at any time, as determined by us, and all changes are effective immediately upon being posted on the Platform. It is your responsibility to review these Terms periodically for any updates or changes. You will be deemed to have accepted the changes made to these Terms if you continue to use the Platform once it has been posted.
(b) Severability: If any provision of these Terms is determined by any court or other competent authority to be unlawful or unenforceable, the other provisions of these Terms will continue in effect. If any unlawful or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect (unless that would contradict the clear intention of the clause, in which case the entirety of the relevant provision will be deemed to be deleted).
(c) Assignment: You shall not license, sell, transfer, or assign your rights, obligations, or covenants under these Terms in any manner without our prior written consent. We may grant or withhold this consent at our sole discretion and subject to any conditions we deem appropriate. We may assign our rights to any of our affiliates, subsidiaries, or parent companies, any successor in interest of any business associated with the Service, or any third party without any prior notice to you.
(d) Notices: All notices, requests, demands, and determinations for us under these Terms (other than routine operational communications) shall be sent to firstname.lastname@example.org.
(e) Third Party Rights: No third party shall have any rights to enforce any terms contained herein.
(f) Force Majeure: We shall have no liability to you if we are prevented from or delayed in performing our obligations or from carrying on our business by acts, events, omissions, or accidents beyond our reasonable control, including, without limitation, strikes, failure of a utility service or telecommunications network, act of God, war, riot, civil commotion, malicious damage, or compliance with any law or governmental order, rule, regulation, or direction.
(g) Acknowledgement: By using the Service or other Service provided by us, you acknowledge that you have read these terms of Service and agree to be bound by them.