Terms of Service
Effective as of June 6th, 2018

These Terms of Service (these “Terms”) describe the terms and conditions on which Maven Technologies, Inc. (collectively, “Maven,” “we,” “us” or “our”) offers you access to the Maven application and related services to which our Privacy Policy, as amended from time to time, is linked or referenced (collectively, the “Services”).

Before accessing, registering, and/or using the Services, please read these Terms carefully because they constitute a legal agreement between Maven and you.

BY ACCESSING, REGISTERING, AND USING THE SERVICES, YOU AFFIRM THAT:

IMPORTANT NOTE

Please read carefully "DISCLAIMER OF WARRANTIES, LIMITATIONS OF LIABILITY" and "DISPUTE RESOLUTION." These provisions limit our liability to you and affect on how disputes are resolved.

If you do not agree to any of these Terms, please do not use the Services.

The Services are solely for access and use by you. By using the Services, you represent and warrant that you (a) have the right, authority, and capacity to be bound by these Terms and (b) will abide by all of the terms and conditions of these Terms. If you have agreed to become a paying customer for the Services, then your eligibility to use the Services shall be contingent on your continued compliance with the terms of the applicable purchase terms and these Terms. If you have not agreed to become a paying customer for the Services, your use of the Services is still subject to these Terms.

Changes To Terms

As we add new features, we may amend or supplement these Terms. We will provide you with advance notice of material amendments to these Terms. The effective date of these Terms, and any amended Terms, shall be as set forth at the top of this webpage (“Effective Date”). Your continued use of the Services after the relevant Effective Date constitutes your acceptance of the Terms, or amended Terms (as appropriate). As of the relevant Effective Date, the then-published version of the Terms will supersede all previous versions of or agreements, notices or statements about these Terms.

Additional Terms

Certain features of the Services may be subject to additional terms (“Additional Terms”) presented in conjunction with them. Regardless of how they are presented to you, we require that you agree to Additional Terms before using the features of the Services to which they apply. Unless otherwise specified in Additional Terms, all Additional Terms are incorporated into these Terms. If you do not agree to Additional Terms, then you may not use the Services to which they relate. These Terms and Additional Terms apply equally but, if any Additional Term is inconsistent with any provision of these Terms, the Additional Term will prevail for the Services to which the Additional Terms apply.

Ownership Of The Services

Maven and its licensors reserve and retain all right, title and interest in and to the Services, including Maven’s business names, logos, product and service names, trademarks or services marks (“Our Marks”) and any information, graphic, artwork, text and other content provided on, in or through the Services, (collectively with the Our Marks, "Maven Content"). Any open source or third-party code incorporated in the Services is covered by the applicable open source or third-party license authorizing its use.

Your employer, business partner, and/or client (“Client”) may have provided you with access to the Services as part of your engagement by or work with the Client. Subject to these Terms, Maven grants to you a personal, revocable, nonexclusive, nontransferable and limited license (without the right to sublicense) to access and use the Services and to download, print and/or copy Maven Content for your sales business purposes connected to your engagement by and/or work with your Client. You acknowledge that the trade secrets embodied in the Services have not been and will not be licensed or otherwise disclosed to you. All rights not expressly granted herein are reserved by Maven.

The Services may contain links to third-party websites and services, such as social media (collectively, “Linked Services”). Maven does not own or control and is not responsible for Linked Services. Maven provides links to Linked Services for your convenience only. The inclusion of a link does not imply endorsement by Maven of the Linked Service or any association with the operators of the Linked Service. Maven does not investigate, verify or monitor the Linked Services. You access Linked Services at your own risk and subject to the legal provisions applicable to the Linked Services. If you believe a Linked Service contains unlawful content or content infringing your own or third parties’ rights, you may contact us via the address below and we will investigate the allegations.

Using The Services

Your Account: You are required to create an account (“Account”) to use certain features of the Services. You agree that you will maintain your Account information to ensure that it is always current, complete and accurate. If you provide untrue, incomplete or inaccurate information, you understand that we have the right to terminate your Account and use of the Services. You may create only one Account.

You agree to protect the security of your Account. You are responsible for all use of your Account, including all charges incurred by users of your Account.

Accessing the Services: You are responsible for the software, hardware and Internet service needed to access and use the Services. If you access and use the Services on your smartphone, tablet or other mobile device (“Mobile Device”), you are solely responsible for any and all data and other fees related to use of the Services through your Mobile Device.

Restrictions on Your Use of Services: You may use the Services for lawful, business purposes only in connection with your engagement by and/or work with your Client. You acknowledge you are not acting, or making use of the Services for purposes which are wholly or mainly outside of your trade, business, craft or profession.

You agree that you will not (and you agree not to encourage or allow any third party to):

Submissions: Maven may from time to time offer features or functionality as part of the Services where you and other users can post or otherwise submit suggestions, ideas, notes, concepts or other information or materials (collectively, “Submissions”). You are the owner of and are responsible for your Submissions. But, by submitting your Submission, you grant Maven and our designees a worldwide, perpetual, irrevocable, transferrable, royalty-free license, with the right to sublicense, to use, copy, modify, create derivative works of, distribute, publicly display, publicly perform and otherwise exploit your Submission in all formats and distribution channels now known or hereafter devised (including on third-party sites and services) to provide, expand or promote the Services and Maven’s products without further notice to or consent from you. Under no circumstances are you entitled to payment if Maven uses one of your Submissions. All Submissions are deemed non-confidential and non-proprietary.

By submitting a Submission, you represent and warrant that:

You acknowledge and agree that Maven has the right (but not the obligation) to alter, remove or refuse to post or allowing posting of any Submission. Maven encourages you not to disclose any personal information in your Submissions because other people may see and use the personal information in your Submissions. Maven takes no responsibility and assumes no liability for any Submission.

Fees

Unless and to the extent your Client has a contractual relationship with Maven for the applicable fees, you shall pay Maven for the Services at the then-current rates available at www.maven-labs.com/pricing (“Fee Schedule”). Maven reserves the right to change the Fee Schedule upon thirty (30) days advanced notice to you, and you may terminate using our Services if you do not agree with the change of the Fee Schedule.

Maven does not store, process or transmit any of your credit card data but relies entirely on third parties to handle these functions. You must comply with such third party’s terms made available to you. If you do not agree to these terms, then please do not access, register, or use the Services.

Unless and to the extent your Client has a contractual relationship with Maven for the applicable fees, the Services will not be activated until your first payment is received. Payments are due in accordance with the Fee Schedule monthly in advance or on the day the fee is due (if earlier). Monthly fees are automatically charged to the credit card that you provided when you registered for the Services. Additional Fees will be charged to you on a pro-rata basis if you add any additional licenses or seats or upgrade your Services during a Services subscription term. To cancel the Services, email [email protected] with the Subject title “Cancel Subscription.” We begin to process cancellation requests immediately but your credit card provider may require several days to process your cancellation request. We are not responsible for delays caused by your credit card company.

Updates To The Services

Maven may from time to time, in its sole discretion, develop and provide updates for the Services, which may include upgrades, bug fixes, patches and other error corrections and/or new features (collectively, “Updates”). Updates also may modify or delete certain features and functionality. You agree that Maven has no obligation to provide Updates or to continue to provide or enable any particular features or functionality.

Based on your Mobile Device settings, when your Mobile Device is connected to the Internet, either Updates will automatically download and install or you may receive notice of or be prompted to download and install available Updates.

Please promptly download and install all Updates. If you do not, portions of the Services may not properly operate. All Updates are part of the Services and subject to these Terms.

Privacy

Please carefully review our Privacy Policy, as amended from time to time, at www.maven-labs.com/privacy before providing us with any information. Our Privacy Policy applies only to information you provide to Maven. If you provide information to any third party, your personal information is governed by the third party’s privacy policy. We encourage you to be familiar with a third party’s privacy practices before providing information.

INDEMNIFICATION

You are responsible for your actions. You agree to indemnify and defend Maven and its directors, officers, employees and agents (“Maven Parties”) from and against all losses, liabilities, actual or pending claims, actions, damages, expenses, costs of defense and reasonable attorneys’ fees brought against any of the Maven Parties by any third party arising from your use of the Services in violation of these Terms or applicable law. Maven reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification hereunder. No settlement that affects the rights or obligations of any of the Maven Parties may be made without Maven’s prior written approval.

Warranty Disclaimer

Although we use commercially reasonable efforts to make sure that the Services are accurate and reliable, Maven does not warrant that the Services are accurate, complete, reliable or error-free.

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, MAVEN EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER ORAL OR WRITTEN, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

Any oral or written advice provided by Maven or its agents does not and will not create any warranty.

Limitations of Liability

TO THE EXTENT PERMITTED BY APPLICABLE LAW, NONE OF THE MAVEN PARTIES IS LIABLE FOR LOST PROFITS, LOSS OF DATA, LOSS OF USE OR DAMAGE TO REAL, TANGIBLE OR INTANGIBLE PROPERTY OR ANY INDIRECT, INCIDENTAL, RELIANCE, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, ARISING FROM OR RELATED TO YOUR USE OF THE SERVICES.

YOU AGREE THAT THE MAXIMUM, COMBINED LIABILITY OF ANY OF THE MAVEN PARTIES UNDER THESE TERMS IS LIMITED TO THE GREATER OF THE TOTAL FEES PAID BY YOU TO MAVEN DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE LIABILITY AND $1,000.

YOU FURTHER AGREE THAT THE LIMITATIONS OF LIABILITY SET FORTH ABOVE WILL SURVIVE ANY TERMINATION OR EXPIRATION OF THESE TERMS AND WILL APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED IN THESE TERMS FAILS OF ITS ESSENTIAL PURPOSE.

APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR DAMAGES. ACCORDINGLY, THE EXCLUSIONS AND LIMITATIONS SET FORTH ABOVE MAY NOT APPLY IN THEIR ENTIRETY TO YOU. YOU UNDERSTAND AND AGREE, HOWEVER, THAT OUR LIABILITY WILL BE LIMITED AS ABOVE TO THE EXTENT PERMITTED BY LAW.

You acknowledge and agree that the above limitations of liability, together with the other provisions in these Terms that limit liability, are essential terms and that Maven would not be willing to grant you the rights set forth in these Terms but for your agreement to the above limitations of liability.

CALIFORNIA RESIDENTS: BY AGREEING TO THESE TERMS, YOU WAIVE YOUR RIGHTS WITH RESPECT TO CALIFORNIA CIVIL CODE SECTION 1542, WHICH SAYS "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.

Dispute Resolution

For any dispute or claim you may have arising out of or relating to these Terms or the Services, you and we will each give the other the opportunity to resolve it by sending the other a written description along with relevant documents, supporting information and the proposed resolution before pursuing a claim. Notice to us will be sent to the contact listed at the end of these Terms. We will attempt to notify you in writing if we have your email or mailing address. You and we each agree to negotiate disputes and claims in good faith. If we are unable to resolve the dispute or claim within 60 days after we receive your notice or we mail or post the notice to you, you and we agree that each may pursue the dispute or claim in accordance with the terms herein.

These Terms are governed by and construed and enforced in accordance with the internal laws of the State of California, without giving effect to the principles of conflicts of laws of such state, and are binding upon the parties hereto in the United States and worldwide. Unless prohibited by applicable law, you acknowledge and agree that any legal action or proceeding between you and Maven for any purpose concerning these Terms shall be brought exclusively in a federal or state court of competent jurisdiction in San Francisco, California. Any claim arising out of these Terms must be brought within one (1) year of the date on which the claim arose.

YOU AND MAVEN AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING.

Please Note: By agreeing to these Terms, you explicitly agree that any claims or actions that you may otherwise have against Maven under the laws of any jurisdiction outside the United States are hereby waived, including any claim or action under the laws of your own country, and that your sole location and applicable law for any disputes is in the United States according to these Terms. THIS PROVISION DOES NOT APPLY TO THE EXTENT APPLICABLE LAWS IN YOUR JURISDICTION PROHIBIT US FROM PREVENTING YOU FROM USING A LEGALLY COMPETENT COURT OF THE JURISDICTION WHERE YOU RESIDE.

The United Nations Convention on Contracts for the International Sale of Goods does not apply to the interpretation or construction of these Terms.

Termination

You may stop using the Services at any time. We also may stop providing the Services or create limits on use of the Services, whether specifically to you or generally. These Terms automatically terminate when you fail to comply or if we reasonably believe that you have not complied with any term or condition of them. Termination will not limit any of our other rights or remedies. Any provision that must survive in order to give proper effect to the intent and purpose of these Terms shall survive termination.

Claims Of Copyright Infringement

We respond to notices of alleged infringement as required by the U.S. Digital Millennium Copyright Act (“DMCA”), including by removing or disabling access to material claimed to be the subject of infringing activity. Our DMCA Agent only responds to notices that comply with the requirements of the DMCA. Please see www.copyright.gov for more information. Please do not send any other correspondence or inquiries to our DMCA Agent.

If you have a good faith belief that your work has been copied in a way that constitutes copyright infringement or that your intellectual property rights otherwise have been violated on or through the Services, please send your claim or notice of infringement (“DMCA Notice”) to o the following address:

DMCA Agent Contact Information:

Maven Technologies
Attn: DMCA/Copyright Team
649 Mission Street, 5th Floor
San Francisco, California 94105
[email protected]

Such DMCA Notice must be in writing, and must include the following: a description of the copyrighted work you believe has been infringed (or if you believe multiple copyrighted works have been infringed, a representative list); a description of the material you believe is infringing or the subject of infringing activity, together with enough information to permit us to locate the material; enough information to permit us to contact you, such as, your name, address, telephone number and, if available, e-mail address; a statement that you have a good faith belief that the allegedly infringing use of the material was not authorized by the owner of the exclusive right that is allegedly infringed (the “copyright owner”), an agent for the copyright owner, or by law; a statement that all of the information you have provided is accurate; and a statement, made under penalty of perjury, that you are the copyright owner or are authorized to act on behalf of the copyright owner. You must sign (physically or electronically).

JURISDICTIONAL RESTRICTIONS

You are responsible for compliance with all applicable laws. You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.

The Services are provided from the State of California in the United States. You acknowledge that you may not be able to access the Services outside of the United States and that access thereto may not be legal by certain persons or in certain countries. If you access the Services from outside the United States, you are responsible for compliance with local laws in this regard.

You agree that you will not, directly or indirectly, export, re-export or release the Services to, or make the Services accessible from (or to a national or resident of) Cuba, Iraq, Libya, North Korea, Iran, Syria or any other country designated by Sponsor and/or the United States Treasury's Office of Foreign Assets Control; to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Deny Orders; and in any other jurisdiction or country to which export, re-export or release is prohibited by law, rule or regulation. Maven reserves the right to limit the availability of the Services to any person or geographic area at any time.

General Legal TermsPlease address your questions, complaints or claims about the Services to:

Maven Technologies
Attn: Support Team
649 Mission Street, 5th Floor
San Francisco, California 94105
[email protected]

Notice To California Residents

With respect to any electronic commercial service (as defined under California Civil Code Section 1789.3) offered on or through the Services, California residents are entitled to the following specific consumer rights information:

The provider of the Services is:
Maven Technologies
Attn: Legal Team
649 Mission Street, 5th Floor
San Francisco, California 94105
[email protected]

To file a complaint regarding the website or to receive further information regarding use of the website, send a letter to the attention of “Legal Department” at the above address or contact Maven via e-mail at [email protected] (with “California Resident Request” as the Subject Line). You may also contact the Complaint Assistance Unit of the Division of Consumer Services of the Department of Consumer Affairs in writing at 400 R Street, Suite 1080, Sacramento, California 95814, or by telephone at 916.445.1254 or 800.952.5210

Please see our Privacy Policy at https://www.maven-labs.com/privacy for information about your privacy rights.