Terms of Service

Last Updated: February 24, 2016

Popharvest (“Popharvest”, “we”, “us” and terms of similar meaning) provides this web site and the services provided by or through this web site to you subject to these terms and conditions of use (these “Terms”).

In these terms we call this web site, any successor web sites (together, the “Site”) and the software we provide the “Application”. The Application includes your use of the Popharvest API, and we refer to the services provided by the Application as the “Services”.

Please read these Terms carefully before using the Services. By accessing or using the Services you agree to be legally bound by these Terms and all terms, policies and guidelines incorporated by reference in these Terms. If you do not agree with these Terms in their entirety, you may not use the Services.

The Services are not intended to be used by children. You must be at least of the age of majority to use the Services.

In these Terms, users of the Services, whether they are our customers (ie account holders), people who post comments on the Popharvest blog, or casual browsers of the Site, are called “Users”.

Popharvest reserves the right to change or modify any of the terms and conditions contained in these Terms, or any policy or guideline applicable to the Services, at any time and in its sole discretion. If we do so, we will notify you at the email address you provide in your registration information, if any, or we will post a notice on the site visible to you the next time you access the site. If you do not agree with the changes, you can cancel your account with us without further obligation, except for the amount due (if any) for the balance of the billing period in which you cancel your account (if your billing period is monthly, we will prorate your account to the nearest month-end after cancellation). Unless otherwise specified, any changes or modifications will be effective immediately upon posting of the revisions on the Site, and your continued use of the Services after such time will constitute your acceptance of such changes or modifications. You should from time to time review the Terms and any policies and documents incorporated in them to understand the terms and conditions that apply to your use of the Services. The Terms will always show the ‘last updated’ date at the top. If you do not agree to any amended Terms, you must stop using the Services. If you have any questions about the Terms, please email us at hello@popharvest.com.

The Services are for your own use only. You may not resell, lease or provide them in any other way to anyone else, except as expressly permitted through the Application.

Privacy Policy

Please refer to Popharvest’s Privacy Policy, for information on how Popharvest collects, uses and discloses personal information from its users. By using the Services you agree to our use, collection and disclosure of personal identifiable information in accordance with the Privacy Policy.

Registration Data, Account Security

If you register for an account on the Services, you agree to (a) provide accurate, current and complete information as may be prompted by any registration forms on the Services (“Registration Data”); (b) maintain the security of your password; (c) maintain and promptly update the Registration Data, and any other information you provide to Popharvest, and to keep it accurate, current and complete; and (d) accept all risks of unauthorized access to the Registration Data and any other information you provide to Popharvest. You are responsible for all activity on your Popharvest account, and for all charges incurred by your Popharvest account.

Fees, Charges, Taxes

Fees and any other charges for the use of the Application (if any) are described on the Site. They may change from time to time. If we change them, we will give you at least 30 days’ notice. If they do change, your continued use of the Application, as the case may be, after the change indicates your agreement with the new fees and charges after the effective date of the change. Any change to fees and other charges will not be applicable to the billing period in which the change occurs.

You are responsible for all taxes applicable to the fees and charges in any applicable jurisdiction.

Ownership, Copyright and Trademarks

In these Terms the content available through the Services, including all information, data, logos, marks, designs, graphics, pictures, sound files, other files, and their selection and arrangement, is called “Content”. Content provided by Users is called “User Content”.

User Content is that User’s property. Popharvest’s only right to that User Content is the limited licenses to it granted in these Terms. Those licenses are described in Section 5 and Section 16 of these Terms.

Other than the User Content, the Services, all Content and all software available on the Services or used to create and operate the Services is the property of Popharvest or its licensors, and all rights to the Services, such Content and such software are expressly reserved. All trademarks, registered trademarks, product names and company names or logos mentioned in the Services are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by Popharvest.

Your User Content is your responsibility. We have no responsibility or liability for it, or for any loss or damage your User Content may cause to you or other people. Although we have no obligation to do so, we have the absolute discretion to remove, screen or edit without notice any User Content posted or stored on the Services, and we may do this at any time and for any reason. You are solely responsible for maintaining copies of and replacing any User Content you post or store on the Services. If you provide User Content to us and/or authorize third parties to access your User Content through the Services, you agree that we are permitted to use the User Content in the manner contemplated in these Terms and by the Services, and that we are permitted to provide to the User Content to those third parties, and also agree that we have no responsibility or liability for their use of such User Content.

Your Limited License of Your User Content to Popharvest

We do not claim any ownership interest in your User Content, but we do need the right to use your User Content to the extent necessary to operate the Site and provide the Services, now and in the future.

Therefore, by posting or distributing User Content to or through the Services, you (a) grant Popharvest and its affiliates and subsidiaries a non-exclusive, royalty-free, transferable right to use, display, perform, reproduce, distribute, publish, modify, adapt, translate, and create derivative works from such User Content, in the manner in and for the purposes for which the Services from time to time use such User Content; (b) represent and warrant that (i) you own and control all of the rights to the User Content that you post or otherwise distribute, or you otherwise have the lawful right to post and distribute that User Content, to or through the Services; and (ii) the use and posting or other transmission of such User Content does not violate these Terms and will not violate any rights of or cause injury to any person or entity. In particular, if you provide User Content from another website, you represent and warrant that you are authorized to do so, and that doing so will not violate the terms of use of that website.

If your User Content is intended for the use of other Users, you also grant us and our affiliates and subsidiaries a non-exclusive, royalty-free, transferable right to sublicense such User Content to such Users for their use in connection with their use of the Services, as described in Section 6 of these Terms. For clarity, you acknowledge that the Services allow other Users of the Services to post, publish and distribute your User Content in the manner described on the Site, and that by entering into these Terms you expressly permit us to license to them your User Content for that purpose, and you acknowledge that we have no control over their usage of your User Content.

These licenses from you are non-exclusive because you have the right to use your User Content elsewhere. They are royalty-free because we are not required to pay you for the use of your User Content on the Services. And they are transferable because we need the right to transfer these licenses to any successor operator of the Services. Our rights to “modify, adapt, translate, and create derivative works from” are necessary because the normal operation of the Services does this to your User Content when it processes it for use in the Services.

Our Limited License of Content to You

Popharvest grants you a limited, revocable, non-exclusive, non-sublicensable license to access the Services and to view, copy, use and print the portions of the Content available to you through the Services. Such license is subject to these Terms, and specifically conditioned upon the following: (i) you may only view, copy, use and print such portions of the Content for your own use; (ii) you may not modify or otherwise make derivative works of the Content, or reproduce, distribute or display the Content (except for page cacheing) except as expressly permitted in these Terms or by the Services; (iii) you may not remove or modify any copyright, trademark, or other proprietary notices that have been placed in the Content; (iv) you may not use any data mining, robots or similar data gathering or extraction methods, except as expressly permitted in these Terms or by the Services; and (v) you may not use the Services or the Content other than for their intended purpose.

Except as expressly permitted above, any use of any portion of the Content without the prior written permission of its owner is strictly prohibited and will terminate the license granted in this Section, this Agreement and your account with us. Any such unauthorized use may also violate applicable laws, including without limitation copyright and trademark laws. Unless explicitly stated herein, nothing in these Terms may be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise. The license in this Section is revocable by Popharvest at any time.

You represent and warrant that your use of the Services and the Content will be consistent with this license and will not infringe or violate the rights of any other party or breach any contract or legal duty to any other parties, or violate any applicable law.

To request permission for uses of Content not included in this license, you may contact Popharvest at the address set out at the bottom of these Terms.

Providing a Reliable and Secure Service

If you have spent any time reviewing the Services, you will hopefully have noticed that we take reliability and security seriously. We put a great deal of effort into ensuring that our service operates all the time, and that it is a secure environment for your data. We use what we believe to be “best-of-class” hosting services and security technologies and services that we believe provide you with a secure and safe environment. More information about these services and technologies is available on the Site.

However, no system is perfectly secure or reliable, the Internet is an inherently insecure medium, and the reliability of hosting services, Internet intermediaries, your Internet service provider, and other service providers cannot be assured. When you use Popharvest, you accept these risks, and the responsibility for choosing to use a technology that does not provide perfect security or reliability.

No Responsibility for Third-Party Material

The Site may contain links to third-party Web sites (“Third-Party Sites”) and third-party content (“Third-Party Content”) as a service to those interested in this information, payment processors and other payment intermediaries that you may use in connection with your use of the Services. You use links to Third-Party Sites and any Third-Party Content or service provided there, at your own risk.

Popharvest makes no claim or representation regarding Third-Party Content or Third-Party Sites, and provides them or links to them only as a convenience. Inclusion in the Services of a link to a Third-Party Site or Third-Party Content does not imply Popharvest’s endorsement, adoption or sponsorship of, or affiliation with, such Third-Party Site or Third-Party Content. Popharvest accepts no responsibility for reviewing changes or updates to, or the quality, content, policies, nature or reliability of, Third-Party Content, Third-Party Sites, or Web sites linking to the Services. When you leave the Services, our terms and policies no longer govern. You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Site, and should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.

Advertisements and Promotions

Popharvest may run advertisements and promotions from third parties on the Services. Your business dealings or correspondence with, or participation in promotions of, advertisers other than Popharvest, and any terms, conditions, warranties or representations associated with such dealings, are solely between you and such third party. Popharvest is not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of third-party advertisers on the Services.

Warranty Disclaimer

The Site, the Content and the Services are provided to you on an “as is” basis without warranties from Popharvest of any kind, either express or implied. Popharvest expressly disclaims all other warranties, express or implied, including without limitation implied warranties of merchantability, fitness for a particular purpose, title and non-infringement. Popharvest does not represent or warrant that Site, the Content or the Services are accurate, complete, reliable, current or error-free.

While Popharvest attempts to make your access to and use of the Services safe, Popharvest does not represent or warrant that the Site, the Content or the Services are free of viruses or other harmful components.

Limitation of Liability, Indemnity

You waive and shall not assert any claims or allegations of any nature whatsoever against Popharvest, its affiliates or subsidiaries, their sponsors, contractors, advertisers, vendors or other partners, any of their successors or assigns, or any of their respective officers, directors, agents or employees (collectively, the “Released Parties”) arising out of or in any way relating to your use of the Site, the Content or the Services, including, without limitation, any claims or allegations relating to infringement of proprietary rights, or allegations that any Released Party has or should indemnify, defend or hold harmless you or any third party from any claim or allegation arising from your use or other exploitation of the Site, the Content or the Services. You use the Site, the Content and the Services at your own risk.

Without limitation of the foregoing, neither Popharvest nor any other Released Party shall be liable for any direct, special, indirect or consequential damages, or any other damages of any kind, including but not limited to loss of use, loss of profits or loss of data, whether in an action in contract, tort (including but not limited to negligence) or otherwise, arising out of or in any way connected with the use of or inability to use the Site, the Content or the Services, including without limitation any damages caused by or resulting from your reliance on the Site, the Content or the Services or other information obtained from Popharvest or any other Released Party or accessible via the Site, the Content or the Services, or that result from mistakes, errors, omissions, interruptions, deletion of files or email, defects, viruses, delays in operation or transmission or any failure of performance, whether or not resulting from acts of god, communications failure, theft, destruction or unauthorized access to Popharvest or any other Released Party’s records, programs or services.

In no event shall the aggregate liability of Popharvest, whether in contract, warranty, tort (including negligence, whether active, passive or imputed), product liability, strict liability or other theory, arising out of or relating to the use of the Site, the Content or the Services exceed any compensation paid by you (if any) for access to or use of the Site, the Content or the Services, as the case may be, during the three months prior to the date of any claim.

You shall defend, indemnify and hold harmless Popharvest and the other Released Parties from any loss, damages, liabilities, costs, expenses, claims and proceedings arising out of your use of the Site, the Content and the Services, and from the use of the Site, the Content and the Services by any person to whom you give access to your account, including any claims made by any person that any of your User Content infringes the rights, including the intellectual property rights, of any third party.

Communications

Notices that we give you (other than notice of amendment of these Terms, which is discussed in the introduction of these Terms) may be provided in any number of ways, depending on the circumstances. For example, we may email you or telephone you at the contact information you provide in your Registration Data. Or we may post a notice in the dashboard area of your account on the Site, or post the notice elsewhere on the Site. When we post notices on the Site, we post them in the area of the Site suitable to the notice. It is your responsibility to periodically review the Site for notices.

Subject to the Privacy Policy, if you send to Popharvest or post on the Site in any public area any information, ideas, inventions, concepts, techniques or know-how (“User Submissions”), for any purpose, including the developing, manufacturing and/or marketing or products or services incorporating such information, you acknowledge that Popharvest can use the User Submissions without acknowledgement or compensation to you, and you waive any claim of ownership or compensation or other rights you may have in relation to the User Submissions. We actively review User Submissions for new ideas. If you wish to preserve any interest you might have in your User Submissions, you should not post them to the Site or send them to us.

Termination/Modification of License and Site Offerings

Notwithstanding any provision of these Terms, Popharvest reserves the right, without notice and in its sole discretion, without any notice or liability to you, to (a) terminate your license to use the Services, or any portion thereof and the rights of any third party to which you have granted access to your User Content through the Services; (b) block or prevent your future access to and use of all or any portion of the Services or Content and the rights of any third party to which you have granted access to your User Content through the Services; (c) change, suspend or discontinue any aspect of the Services or Content; and (d) impose limits on the Services or Content.

Termination of Agreement

You agree that Popharvest, in its sole discretion, may terminate your use of the Popharvest Site. You agree that any termination of your access to the Site under any provision of these Terms of Use may be effected without prior notice, and acknowledge and agree that Popharvest may immediately remove all related information and files associated with your use of the Site. All provisions of these Terms which by their nature should survive termination shall survive termination; including, but not limited to, intellectual property rights, limitation of liability, disclaimer of warranty and indemnification.

Miscellaneous

These Terms of Use, the Popharvest Privacy Policy and any operating rules for the Site or Services constitute the entire agreement between Popharvest and you with respect to the subject matter hereof; and supersede all previous written or oral agreements between the parties with respect to the subject matter hereof.

These Terms of Use are personal to you and may not be assigned or transferred by you for any reason whatsoever without Popharvest’s prior written consent; and any action or conduct in violation of the foregoing shall be void and without effect. Popharvest expressly reserves the right to transfer, assign or delegate these Terms of Use and any of its rights or obligations hereunder without consent.

You agree that if Popharvest does not exercise or enforce any legal right or remedy which is contained in these Terms of Use (or which Popharvest has the benefit of under any applicable law), this will not be taken to be a formal waiver of Popharvest’s rights and that those rights or remedies will still be available to Popharvest.

The Terms of Use, and your relationship with Popharvest, shall be governed by the laws of the State of California, USA without regard to its conflict of laws rules. If you access the Site or Services from any location other than the United States, you accept full responsibility for compliance with all local laws. You and Popharvest agree to submit to the exclusive jurisdiction of the courts located within San Diego, California, USA to resolve any legal matter arising from the Terms of Use and your relationship with Popharvest. Notwithstanding this, you agree that Popharvest shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.

If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these Terms of Use are invalid, then that provision will be removed without affecting the rest of the Terms of Use. The remaining provisions of these Terms of Use will continue to be valid and enforceable.

Questions and Comments

If you have any questions regarding these Terms or your use of the Services, please contact us at help@Popharvest.com.

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