Last Updated: September 22, 2021
Thank you for choosing Snapyr. We provide a digital marketing platform to assist you in improving customer engagement with your own users and prospective users (“Your End Users”) of your products and services.
Agreement to Terms
Summary: You need to agree to these Terms to use our Services.
By executing an Order Form with us, or otherwise by using our Services, you agree to be bound by these Terms. If you don’t agree to be bound by these Terms, do not use the Services. If you are accessing and using the Services on behalf of a company (such as your employer) or other legal entity, you must have the authority to bind that entity to these Terms. In that case, “you” and “your” will refer to that entity. If you are accessing and using the Services as a parent or guardian of or on behalf of any of Your End Users who is under the minimum age for data collection in their jurisdiction (a “Child” or “Children”), you must be the legal parent or guardian of that child, and that you are legally (under the laws of your territory) able to make decisions and provide consents for and on behalf of such Child or Children. For purposes of these Terms, an “Order Form” is the order form or other ordering document (including an online ordering document setting forth the commercial terms applicable to your use of the Services) provided to you by Snapyr and agreed to in writing or electronically by you and Snapyr, which references these Terms and sets forth the applicable Services to be provided by Snapyr.
Additionally, if you or your Authorized Users use the Services to process personal information from Your End Users residing within the European Economic Area (or if the General Data Protection Regulation 2016/679, or GDPR, applies otherwise), then you acknowledge and agree to the terms set forth in our Data Processing Addendum , which is hereby attached to and incorporated into these Terms by reference hereof. Note that Snapyr does not sell the information of Your End Users, as the term “sell” is defined under the California Consumer Privacy Act of 2018 (CCPA).
Changes to these Terms or the Services
Summary: We may update our Terms in our discretion, but we’ll let you know if we do. If you don’t agree to our updated Terms, you may no longer use our Services and you may terminate these Terms.
We may update the Terms from time to time in our sole discretion. If we do, we’ll let you know by posting the updated Terms on the Site and/or may also send other communications. If you continue to use the Services after we have posted updated Terms (or otherwise if you do not terminate these Terms in accordance with the following sentence) it means that you accept and agree to the changes. If you don’t agree to be bound by the changes, you may not use the Services anymore, and you may terminate these Terms by providing us with written notice within thirty (30) days of our posting and/or communicating the updated Terms to you, effective upon our receipt of such written notice from you, whereby we will provide you with a pro-rated refund of the pre-paid fees for Services not yet rendered, in whole or in part, to you prior to the date of termination. Because our Services are evolving over time we may change or discontinue all or any part of the Services, at any time and without notice, at our sole discretion.
Who May Use the Services?
Summary: You may only allow your Authorized Users to access and use our Services, and no one else. You must ensure they comply with these Terms and the Licensed Volume set forth in your Order Form. Also, your Authorized Users must keep their passwords and account information safe and secure.
If you are agreeing to these Terms on behalf of your employees, contractors, agents, or clients (each, an “Authorized User”), you will not allow any person or entity other than your Authorized Users to access or use the Services. You may permit Authorized Users to access and use the Services, provided that (i) the access and use does not exceed the Licensed Volume (defined in the “Licensed Volume” Section below), and (ii) you ensure each Authorized User complies with all applicable terms and conditions of these Terms and you remain fully liable and responsible for all acts or omissions by all Authorized Users in connection with their access and use of the Services. You will, and will require all Authorized Users to, use all reasonable means to secure usernames and passwords, hardware and software used to access the Services in accordance with reasonable security protocols, and will promptly notify us if you know or reasonably suspect that any user name and/or password has been compromised. Snapyr is not liable, and you will be solely responsible, for (a) any unauthorized access, damage or loss that may occur through the use or misuse of your user names, passwords, hardware or software; or (b) any activities that occur under any account issued to or created by you in connection with your use of the Services, including any unauthorized access or usage of any such account.
Summary: If your Order Form states a Licensed Volume limitation on use of the Services, you must only access and use the Services subject to that Licensed Volume.
You and your Authorized Users may only access and use the Services subject to the Licensed Volume set forth in your Order Form, as applicable. “Licensed Volume” means the limits, volume, or other measurement or conditions of permitted Use for the applicable Subscription Service as set forth in the applicable Order Form.
Our Intellectual Property
Summary: We retain all of our intellectual property, including that which we make available to you to use through the Services.
We may make available through the Services content that is subject to intellectual property rights. We retain all rights to that content.
Summary: Suggestions you provide for improving our Services may be used freely by us.
We appreciate feedback, comments, ideas, proposals and suggestions for improvements to the Services (“Feedback”). If you choose to submit Feedback, you agree that we are free to use it without any restriction or compensation to you.
General Prohibitions and Snapyr’s Enforcement Rights
Summary: You may only use our Services as they are intended. You may not use the Services for any improper purposes, including those described below, such as using our logos or trademarks without our consent, tampering with the Services to gain access to restricted areas, testing the vulnerability of our services, bypassing any security measures, downloading content other than as intended, sending unsolicited messages such as spam, decompiling or reverse engineering the Services, interfering with our networks, collecting or storing personal information without our consent, impersonating or misrepresenting others, or violating the law. We may monitor your use of the Services to ensure compliance with these Terms, and we may restrict your access to the Services in our discretion. We may conduct investigations and cooperate with law enforcement in connection with users who violate the law.
You agree not to, and will not permit any person or entity (including any Authorized User) to, do any of the following:
- Use, display, mirror or frame the Services or any individual element within the Services, Snapyr’s name, any Snapyr trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Snapyr’s express written consent;
- Access, tamper with, or use non-public areas of the Services, Snapyr’s computer systems, or the technical delivery systems of Snapyr’s providers;
- Attempt to probe, scan or test the vulnerability of any Snapyr system or network or breach any security or authentication measures;
- Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Snapyr or any of Snapyr’s providers or any other third party (including another user) to protect the Services;
- Attempt to access or search the Services or download content from the Services using any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by Snapyr or other generally available third-party web browsers;
- Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
- Use the Services, or any portion thereof, for any commercial purpose or for the benefit of any third party or in any manner not permitted by these Terms;
- Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Services to send altered, deceptive or false source-identifying information;
- Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services;
- Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Services;
- Collect or store any personally identifiable information from the Services from other users of the Services without their express permission;
- Impersonate or misrepresent your affiliation with any person or entity;
- Violate any applicable law or regulation; or
- Encourage or enable any other individual to do any of the foregoing.
Snapyr is not obligated to monitor access to or use of the Services or to review or edit any content. However, we have the right to do so for the purpose of operating the Services, to ensure compliance with these Terms and to comply with applicable law or other legal requirements. We reserve the right, but are not obligated, to suspend or disable your access to the Services at any time and without notice, including, but not limited to, if we, at our sole discretion, consider any of your content objectionable or in violation of these Terms. We have the right to investigate violations of these Terms or conduct that affects the Services. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.
Summary: You will pay the fees set forth in your Order Form, in accordance with the payment and billing terms set forth in such Order Form. You are responsible for the payment of all such fees.
You will pay Snapyr the non-refundable (except as described in the Changed to these Terms or the Services section) fees set forth in your Order Form, as applicable and in accordance with the terms therein, and without offset or deduction. If you have signed up for automatic billing, we will charge your selected payment method from the options provided by us for any Fees on the applicable payment date, including any applicable taxes. If we cannot charge your selected payment method for any reason (such as expiration or insufficient funds), you remain responsible for any uncollected amounts, and we will attempt to charge the payment method again as you may update your payment method information. In accordance with local law, we may update information regarding your selected payment method if provided such information by your financial institution.
Summary: You are responsible for taxes on amounts you owe to Snapyr.
You are responsible for all sales, use, ad valorem and excise taxes, and any other similar taxes, duties and charges of any kind imposed by any federal, state, multinational or local governmental regulatory authority on any amount payable by you to Snapyr hereunder, other than any taxes imposed on Snapyr’s income. Without limiting the foregoing, in the event that you are required to deduct or withhold any taxes from the amounts payable to Snapyr hereunder, you will pay an additional amount, so that Snapyr receives the amounts due to it hereunder in full, as if there were no withholding or deduction.
Links to Third Party Websites or Resources
Summary: You may have access to third-party websites, products, or services. Any such website, products, or services are not covered under these Terms.
The Services may allow you to access third-party websites or other resources. We provide access only as a convenience and are not responsible for the content, products or services on or available from those resources or links displayed on such websites. You acknowledge sole responsibility for and assume all risk arising from your use of any third-party resources.
Summary: We may suspend or terminate your use of the Services for convenience. Either of us may terminate your use of the Services if the other materially breaches these Terms, with 30 days’ notice. In any case, certain parts of these Terms will continue to apply after termination or expiration.
We may suspend or terminate your access to and use of the Services, including suspending access to or terminating your account, at our sole discretion, at any time and without notice to you. If we terminate your access, to the extent permitted by law, we will use our reasonable efforts to make your content (data you have provided to us through Services and which is under our control) available to you for download for thirty (30) days from the date of termination of access. Either party may terminate these Terms, effective on written notice to the other party, if the other party materially breaches these Terms, and for curable breaches, such breach remains uncured thirty (30) days after the non-breaching party provides the breaching party with written notice of such breach. For clarity, your nonpayment of fees which are due and payable constitutes an incurable material breach. Upon any termination, discontinuation, or cancellation of these Terms, the Services, or your account, (i) you will, and will cause your Authorized Users to, immediately cease use of and access to the Service, and (ii) the following Sections will survive termination or expiration: “Our Intellectual Property;” “Feedback;” “Fees” (to the extent of any payment obligations which arise prior to termination or expiration); “Taxes;” “Termination;” “Warranty Disclaimers;” “Indemnity;” “Limitation of Liability;” “Governing Law and Forum Choice;” “Reservation of Rights;” “Entire Agreement;” “Notices;” and “Waiver of Rights.”
Children and COPPA
Summary: You are responsible for your own products and services, and you must comply with all applicable laws related to Children and Children’s data and privacy, including COPPA. You may not send or make available to us any data on any Child unless you have obtained proper verifiable parental consent, and you must implement appropriate restrictions to ensure no such Child data is provided to us otherwise.
You acknowledge and agree that you are solely responsible for the content, development, operation, support, and maintenance of your product(s) and service(s) (including your mobile or other applications), as well as all activity related therein. If any of your product(s) and/or service(s) are likely to appeal to Children, you represent and warrant that (i) you have implemented appropriate age-related measures and restrictions (e.g., age-gates or other technical barriers) or otherwise obtained the necessary verifiable parental consent, in each case in compliance with the Children’s Online Privacy Protection Act (“COPPA”) and similar laws affecting children’s privacy and (ii) you will not provide or make available to Snapyr any data, materials, content, or information collected from any person you have actual knowledge is a Child unless you have first obtained verifiable parental consent in accordance with COPPA and all applicable laws.
Your Content and Data
Summary: Any data you provide us is considered “App and User Data,” which you license to us to provide, test, and improve the Services. Certain features which you may enable/disable require our use and sharing of App and User Data with others, and in such cases you grant us a license to use and share that App and User Data. You also promise that you have the right to license us your App and User Data, you have the required authorizations to provide us with such App and User Data, and that it will not infringe a third party’s IP or violate law.
Our Services allow you to submit, transmit, provide, share, or otherwise make available to us certain data, content, and materials, such as data related to your product(s) or service(s) (e.g., event and/or interaction data related to your mobile or other application(s)), data (including personal data) related to Your End Users of your product(s) and/or service(s) (e.g., user IDs, names, contact information such as email addresses, and other data points regarding Your End Users), and any other data, content, materials, or information, such as text, files, or documents, which you provide through the Services or otherwise make available to us in connection with the Services (collectively, "App and User Data”). For clarity, App and User Data excludes Feedback, which is governed by the “Feedback” Section above. Snapyr does not claim any ownership rights in any App and User Data and nothing in these Terms will be deemed to restrict any rights that you may have to your App and User Data.
By making any App and User Data available through the Services (or to us in connection with the Services or these Terms), you hereby grant to Snapyr a non-exclusive, transferable, worldwide, royalty-free license to use, copy, modify, create derivative works based upon, distribute, publicly display, and publicly perform your App and User Data in connection with operating and providing the Services, and for Snapyr’s testing, development, maintenance, and improvement of the Services and its other products and services generally. Our Services may allow you to enable/disable certain features which, if enabled, require our sharing of certain App and User Data (in aggregated and/or deidentified form) with other users of our Services (such as those features which provide you and other users of our Services with insights and recommendations regarding the use of our Services, and where such insights and/or recommendations are created based upon, in whole or in part, aggregated and/or deidentified data from other users. If you have enabled such features or functionality, such as our data insights or data sharing functionality through the Services, you hereby grant to Snapyr a non-exclusive, transferable, worldwide, royalty-free license, with the right to sublicense, to use and share such App and User Data in aggregated and deidentified form to provide such enabled features and/or functionality of the Services (e.g., insights and recommendations) to you and other users of our Services. You may disable the foregoing features or functionality at any time through the Services, whereby we will no longer share your aggregated, deidentified App and User Data as described in the foregoing sentence.
You are solely responsible for all your App and User Data. You represent and warrant that (i) you have (and will have) all rights that are necessary to grant us the license rights in your App and User Data under these Terms, (ii) neither your App and User Data, nor your use and provision of your App and User Data to be made available through the Services (or otherwise to us in connection with the Services or these Terms), nor any use of your App and User Data by Snapyr on, through, or in connection with the Services will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation, and (iii) you will obtain and maintain at all times all required consents, approvals, permissions, and authorizations under applicable laws (including applicable laws related to data privacy, data security, confidentiality, consumer protection, advertising, electronic mail, and other similar laws, rules, and regulations relating to the privacy and security of personal information or nonpublic information) to provide such App and User Data through the Services (or otherwise to us in connection with the Services or these Terms) and to grant all rights and licenses to your App and User Data as set forth in these Terms.
Summary: You must protect our Confidential Information and only disclose it as necessary to perform your obligations (and in any case only to those who have a need-to-know and who are bound by similar nondisclosure obligations) or otherwise as required by law.
You will not use or disclose any Confidential Information (defined below) of the Snapyr, except solely as necessary to perform your obligations under these Terms. In any case, you may only disclose our Confidential Information: (i) to those of your employees, contractors, agents, or advisors who have a bona fide need to know such Confidential Information to perform under these Terms and who are bound by written agreements with use and nondisclosure restrictions at least as protective of the Confidential Information as those set forth in these Terms, or (ii) as such disclosure may be required by the order or requirement of a court, administrative agency, or other governmental body, subject to your provision of reasonable written notice to us to allow us to seek a protective order or otherwise contest the disclosure. As used herein, “Confidential Information” means any information that we provide you in connection with these Terms or the Services, whether orally or in writing, that is designated as confidential or that reasonably should be considered to be confidential given the nature of the information and/or the circumstances of disclosure. Notwithstanding the foregoing, Confidential Information will not include any information that: (i) is or becomes generally known to the public through no fault or breach of these Terms by you; (ii) is rightfully known by you at the time of disclosure without an obligation of confidentiality; (iii) is independently developed by you without access to or use of any Confidential Information of Snapyr that can be evidenced in writing; or (iv) is rightfully obtained by you from a third-party without restriction on use or disclosure.
Summary: You grant us a license to use your Trademarks to provide the Services, to identify you as a customer, and for any other purposes described or contemplated by these Terms.
You hereby grant Snapyr during the term of these Terms, a limited, non-exclusive, non-sublicensable, royalty-free license to use your name, logo(s), identifying slogan(s), trademarks, or service marks (collectively, “Trademarks”) in connection with our provision of Services, to identify you as a customer of ours, and otherwise for the purposes described or contemplated by these Terms. We will not contest or otherwise challenge the validity of your Trademarks and we acknowledge that we do not have any right, title or interest, and will not claim any, in or to your Trademarks, except as specifically provided herein.
Summary: We don’t make any warranties about the Services.
THE SERVICES ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. We make no warranty that the Services will meet your requirements or be available on an uninterrupted, secure, or error-free basis. We make no warranty regarding the quality, accuracy, timeliness, truthfulness, completeness or reliability of any information or content on the Services.
Summary: If someone sues us because you used the Services improperly, mishandled, misused, or violated law in connection with your App and User Data, or you violated these Terms, you are responsible for the harm caused to us.
You will indemnify and hold Snapyr and its officers, directors, employees and agents, harmless from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way connected with (a) your access to or use of the Services, (b) your App and User Data, including your failure to obtain any required consents, approvals, permissions, and authorizations under applicable laws (including that of Children and under COPPA), or your violation of any applicable laws (including those related to data privacy, data security, confidentiality, consumer protection, advertising, electronic mail, and other similar laws, rules, and regulations relating to the privacy and security of personal information or nonpublic information) in connection with such App and User Data, or (c) your violation of these Terms.
Limitation of Liability
Summary: Our liability is limited when it comes to issues you may encounter with our Services or these Terms.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER SNAPYR NOR ITS SERVICE PROVIDERS INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOST PROFITS, LOST REVENUES, LOST SAVINGS, LOST BUSINESS OPPORTUNITY, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT SNAPYR OR ITS SERVICE PROVIDERS HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
TO THE MAXIMUM EXTENT PERMITTED BY THE LAW OF THE APPLICABLE JURISDICTION, IN NO EVENT WILL SNAPYR’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES DURING ANY PERIOD EXCEED THE AMOUNTS ACTUALLY PAID BY YOU TO SNAPYR FOR THE SERVICES PROVIDED BY US IN THE SIX (6) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM, REGARDLESS OF THE LEGAL OR EQUITABLE THEORY ON WHICH THE CLAIM OR LIABILITY IS BASED, AND WHETHER OR NOT SNAPYR WAS ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE.
NO LAWSUIT, ARBITRATION, OR OTHER ACTION MAY BE BROUGHT BY EITHER PARTY HERETO, OR ON ANY CLAIM OR CONTROVERSY BASED UPON OR ARISING IN ANY WAY OUT OF THESE TERMS OR THE USE OR INABILITY TO USE THE SERVICES, AFTER ONE (1) YEAR FROM THE DATE ON WHICH THE CAUSE OF ACTION AROSE REGARDLESS OF THE NATURE OF THE CLAIM OR FORM OF ACTION, WHETHER IN CONTACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE. THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN SNAPYR AND YOU.
Governing Law and Forum Choice
Summary: The laws of Florida govern these Terms and anything that arises in connection with these Terms.
These Terms and any action related thereto will be governed by the laws of the State of Florida, without regard to its conflict of laws provisions. The parties expressly consent to personal and exclusive jurisdiction in the state and federal courts located in the Florida, and you and Snapyr each waive any objection to jurisdiction and venue in such courts.
Reservation of Rights
Summary: We own and retain all rights, titles, and interests in our Services and the intellectual property that exists within the Services. You will not alter our services marks, logos, or proprietary notices which exist in the Services.
Snapyr and its licensors exclusively own all right, title and interest in and to the Services, including all associated intellectual property rights. You acknowledge that the Services are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Services.
Summary: These Terms (including your Order Form, as applicable) are the whole agreement and no prior agreement (orally or in writing) will have an effect on these Terms. If a specific provision of these Terms is held to be unenforceable, the rest of these Terms will still apply.
These Terms constitute the entire and exclusive understanding and agreement between Snapyr and you regarding the Services, and these Terms supersede and replace all prior oral or written understandings or agreements between Snapyr and you regarding the Services. If any provision of these Terms is held invalid, illegal or unenforceable, that provision will be enforced to the maximum extent permitted by law, given the fundamental intentions of the Parties, and the remaining provisions will remain in full force and effect.
Summary: You cannot transfer these Terms or your right to use the Services to someone else without our permission.
You may not assign or transfer these Terms, by operation of law or otherwise, without Snapyr’s prior written consent. Any attempt by you to assign or transfer these Terms, without our consent, will be void ab initio. Snapyr may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.
Summary: Any notice we provide will be given by email or by posting the notice through our Services.
Any notices or other communications provided by Snapyr under these Terms will be given: (i) via email; or (ii) by posting to the Services. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted.
Waiver of Rights
Summary: If we waive some of our rights under these Terms, it doesn’t mean we waive our rights in other circumstances.
Snapyr’s failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Snapyr. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.
If you have any questions about these Terms or the Services, please contact Snapyr at firstname.lastname@example.org or 1688 Meridian Ave., Suite 700, Miami Beach, FL 33139.
View our Data Processing Addendum to our Terms to learn more about our commitment to abide by data protection laws.