Dharma Platform User Agreement
Posted: January 9, 2019
Effective: January 9, 2019
IMPORTANT – READ CAREFULLY: BY CREATING AN ACCOUNT OR BY UTILIZING THE DHARMA PLATFORM SERVICE YOU AGREE TO BE BOUND BY THESE DHARMA PLATFORM USER TERMS OF SERVICE. THESE USER TERMS OF SERVICE CONTAIN A BINDING ARBITRATION CLAUSE AND CLASS ACTION WAIVER THAT, UNLESS YOU OPT-OUT PURSUANT TO THE PROCESS SET FORTH IN SECTION 11, IMPACT YOUR RIGHTS REGARDING DISPUTE RESOLUTION.
IF YOU DO NOT AGREE TO BE BOUND TO THESE TERMS AND THE OTHER POLICIES, AGREEMENTS AND DOCUMENTS REFERENCED HEREIN, YOU SHOULD NOT USE OUR SERVICES.
These Terms are subject to an agreement with a Dharma Platform customer under which this account is created and maintained (the “Customer Agreement”). In the event of a conflict between these Terms and the respective Customer Agreement, the Customer Agreement shall apply.
1. Your Account
To use our Services you will need to create an account with Dharma Platform (“Your Account”). You acknowledge and agree that you are responsible for all activity occurring under Your Account. When registering as a user, you agree to (a) provide accurate, current and complete account information; (b) maintain and promptly update your account information as necessary; (c) maintain the security of your password and accept all risks of unauthorized access to your account and the information you provide to us; and (d) notify us immediately if you discover or otherwise suspect any security breaches related to the Services or your account.
2. Your Responsibilities
You are solely responsible and liable for your conduct and User Content, which must comply with our Acceptable Use Policy.
Please do not collect, copy, upload, download or share User Content with Dharma Platform unless you have the right and authority to do so; any such unauthorized sharing of User Content will be considered a violation of these Terms and may result in the termination of Your Account and any subscriptions for Services then in effect. We may review your conduct and User Content for compliance with these Terms and our Acceptable Use Policy. With that said, we have no obligation to do so. We aren’t responsible for the data people collect and share via the Services.
Help us keep you informed and User Content protected. Safeguard your password to the Services, and keep your account information current. Don’t share your account credentials or give others access to your account.
You may use our Services only as permitted by applicable law, including export control laws and regulations.
Finally, our Services are not intended for and may not be used by people under the age of 13. By using our Services, you represent to us that you are 13 or over.
3. User Content
The Services include (i) interactive features that allow customers and users to create, post, share and store questionnaires (“Forms”) through which data, including, but not limited to, text, photos, videos, graphics, code, items or other materials, (“Responses”) may be inputted and (ii) system features that tag Responses with the various data regarding such response, including, but not limited to, the time, date and location of collection (“Response Meta-Data”) and conduct statistical analysis of such Responses and Response Meta-Data to output the results thereof (such results, “Statistical Data”, and together with the Forms, Responses and Response Meta-Data, “User Content”). In the event that you decide to share your User Content with others through the Services or third-party platforms, you understand that this User Content will be viewable by others in accordance with the privacy settings you establish. You agree that you are solely responsible for your User Content and for your use of any interactive features and areas of the Services. By using the interactive features and areas of the Services or any third-party platforms on which we have an official presence, you further agree not to create, post, share or store any of the following: User Content that is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, fraudulent or otherwise objectionable;
User Content that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party or otherwise create liability or violate any local, state, national or international law;
User Content that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party;
User Content that impersonates, or misrepresents your affiliation with, any person or entity;
User Content that contains any private or personal information of a third party without such third party’s consent;
User Content that contains any viruses, corrupted data or other harmful, disruptive or destructive files or content; or
User Content that, in our sole judgment, is objectionable, that restricts or inhibits any other person from using or enjoying the Services, or that may expose us or others to any harm or liability of any type.
We are not responsible or liable for any User Content. Although we have no obligation to screen, edit or monitor User Content, we reserve the right, and have absolute discretion, to remove, screen or edit User Content posted or stored on the Services at any time and for any reason, and you are solely responsible for creating backup copies of and replacing any User Content you post or store on the Services at your sole cost and expense. We do not claim any ownership interest in your User Content. By uploading, posting or submitting User Content through the Services or through our pages or feeds on third-party platforms, you represent and warrant that (a) you own and control all of the rights to the User Content or you otherwise have all necessary rights to post such User Content; (b) you authorize Dharma Platform to use such User Content for the purposes described in these Terms; and (c) User Content, and your use and posting thereof, does not and will not violate these Terms or any applicable law, rule, regulation or third-party right.
-Description of Services.
Dharma Platform offers a cloud-based software-as-a-service platform to design, capture, store, secure, analyze, and manage datasets, which is accessed through web site applications and mobile applications (the “Services”). The Services include access to certain Dharma Platform content contained therein, including, but not limited to, logos, designs, text, graphics, photos, videos, information, data, software, sound files, other files and the selection and arrangement thereof (collectively, “Materials”). Unless explicitly stated otherwise, any new features that augment or enhance the Services, including the release of new tools, Materials and resources, shall be subject to these Terms.
-License to You.
Dharma Platform grants you a limited, non-exclusive, worldwide, non-sublicensable, and non-transferable license to access and use the Services and Materials solely for your internal purposes. Such license is subject to and limited by these Terms. Any use of the Services or Materials other than as specifically authorized herein, without our prior written permission, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws, including, without limitation, copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated by us, nothing in these Terms shall be construed as conferring any right or license to any patent, trademark, copyright or other proprietary rights of Dharma Platform or any third party, whether by estoppel, implication or otherwise. This license is revocable at any time.
5. Copyright Complaints
In accordance with the Digital Millennium Copyright Act and other applicable laws, we have adopted a policy of limiting access to the Services by, or terminating the accounts of, individuals who infringe the intellectual property rights of others. If you believe that anything on the Services infringes any copyright that you own or control, you may file a notification of such infringement with our designated agent as set forth below:
Designated Agent: Chief Executive Officer
Address of Designated Agent: Dharma Platform, Inc., 1001 G Street NW, Suite 250, Washington, District of Columbia 20001
Email Address of Designated Agent: firstname.lastname@example.org
Phone number of Designated Agent: +1-202-839-3555
Please see 17 U.S.C. § 512(c)(3) for the requirements of a proper notification. You should also note that if you knowingly make any material misrepresentation in your notification that the material or activity is infringing, you will be liable for any damages, including, without limitation, costs and attorneys’ fees, incurred by us or the alleged infringer as the result of our relying on such misrepresentation in removing or disabling access to the material or activity claimed to be infringing.
“Dharma Platform,” the Dharma Platform logo and any other Dharma Platform product or service names, logos or slogans that may appear on the Services or products are trademarks of Dharma Platform and may not be copied, imitated or used, in whole or in part, without our prior written permission. You may not use any metatags or other “hidden text” utilizing “Dharma Platform” or any other name, trademark or product or service name of Dharma Platform without our prior written permission. In addition, the look and feel of the Services and products, including, without limitation, all page headers, custom graphics, button icons and scripts, constitute the service mark, trademark or trade dress of Dharma Platform and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product and service names and company names or logos mentioned on the Services or products are the property of their respective owners and may not be copied, imitated or used, in whole or in part, without the permission of the applicable trademark holder. Reference to any products, services, processes or other information by name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation by Dharma Platform.
7. Dharma Platform’s Proprietary Rights
Separate and apart from User Content, you can submit to us any questions, comments, suggestions, ideas, original or creative materials and other information about Dharma Platform, the Services and our products and services (collectively, “Feedback”). Feedback is non-confidential and shall become the sole property of Dharma Platform. Dharma Platform shall own exclusive rights, including, without limitation, all intellectual property rights, in and to such Feedback and shall be entitled to the unrestricted use and dissemination of such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you. The Services and Materials are developed, owned, and operated by Dharma Platform and are protected by United States patent and copyright laws, international treaty provisions, trademarks, service marks and other intellectual property laws. To improve and develop our products and services, we use various forms of machine learning within the Services and monitor, collect, use and store anonymous and aggregate statistics regarding use of the Services and/or any individuals/entities that interact with the Services and any Customer Data (collectively, “Dharma Platform Diagnostic Information”). Through our analysis of the Dharma Platform Diagnostic Information, we develop higher levels of understanding of how users interact with the Services, how various data sets perform in the statistical calculations, and how to improve the algorithms and processes of the Services (collectively, “Learnings”). As between you and Dharma Platform, we own the Services, Materials, Feedback, Dharma Platform Diagnostic Information, and Learnings.
To the fullest extent permitted by applicable law, you agree to indemnify, hold harmless and defend Dharma Platform and our respective officers, directors, employees, agents, partners, contractors, vendors, manufacturers, distributors and representatives (collectively, the “Dharma Platform Parties”) from and against all claims, damages, losses, liabilities, costs and expenses, including, but not limited to, attorneys’ fees, that are caused by, arise out of or are related to (a) your use or misuse of the Services or Materials; (b) your purchase or use of any products or services in a manner that is illegal or tortious or that violates the rights of another or constitutes a misuse of the products or services; (c) any User Content you provide; (d) your breach of these Terms; or (e) your violation of any law or the rights of a third party. You agree to cooperate as fully as reasonably required in the defense of any claim. Dharma Platform reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you. Your indemnification obligation will survive the termination of these Terms and your use of the Services, products or services you purchase from us. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and Dharma Platform.
DHARMA PLATFORM MAKES NO WARRANTIES, EXPRESS OR IMPLIED, GUARANTEES OR CONDITIONS WITH RESPECT TO YOUR USE OF THE SERVICES. YOU UNDERSTAND THAT USE OF THE SERVICES IS AT YOUR OWN RISK AND THAT WE PROVIDE THE SERVICES ON AN “AS IS” BASIS “WITH ALL FAULTS” AND “AS AVAILABLE.” YOU BEAR THE ENTIRE RISK OF USING THE SERVICES. DHARMA PLATFORM DOES NOT GUARANTEE THE ACCURACY OR TIMELINESS OF INFORMATION AVAILABLE FROM THE SERVICES, INCLUDING BUT NOT LIMITED TO, THE ACCURACY OF ANY DATA, STATISTIC ANALYSIS, OR STATISTICAL DATA. TO THE EXTENT PERMITTED UNDER YOUR LOCAL LAW, WE EXCLUDE ANY IMPLIED WARRANTIES, INCLUDING FOR MERCHANTABILITY, SATISFACTORY QUALITY, NON-INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE. YOU MAY HAVE CERTAIN RIGHTS UNDER YOUR LOCAL LAW. NOTHING IN THESE TERMS IS INTENDED TO AFFECT THOSE RIGHTS, IF THEY ARE APPLICABLE. YOU ACKNOWLEDGE THAT COMPUTER AND TELECOMMUNICATIONS SYSTEMS ARE NOT FAULT-FREE AND OCCASIONAL PERIODS OF DOWNTIME OCCUR. WE DO NOT GUARANTEE THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE OR THAT CONTENT LOSS WON’T OCCUR, NOR DO WE GUARANTEE ANY CONNECTION TO OR TRANSMISSION FROM THE COMPUTER NETWORKS.
10. Limitation of Liability
TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT WILL DHARMA PLATFORM, ITS AFFILIATES, RESELLERS, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS OR LICENSORS BE LIABLE FOR: ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, COVER OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, REVENUE, GOODWILL, USE OR CONTENT) HOWEVER CAUSED, UNDER ANY THEORY OF LIABILITY, INCLUDING, WITHOUT LIMITATION, CONTRACT, TORT, WARRANTY, NEGLIGENCE OR OTHERWISE, EVEN IF DHARMA PLATFORM HAS BEEN ADVISED AS TO THE POSSIBILITY OF SUCH DAMAGES. EXCEPT FOR OUR INDEMNIFICATION OBLIGATIONS AS SET FORTH IN SECTION 8, THE MAXIMUM AGGREGATE LIABILITY OF DHARMA PLATFORM AND ITS AFFILIATES, OFFICERS, RESELLERS, EMPLOYEES, AGENTS, SUPPLIERS OR LICENSORS, AND YOUR EXCLUSIVE REMEDY FOR ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL BE LIMITED TO THE GREATER OF: (A) THE AMOUNT YOU ACTUALLY PAID TO DHARMA PLATFORM FOR THE SERVICES IN THE PAST TWELVE (12) MONTHS; OR (B) ONE HUNDRED DOLLARS ($100 U.S.D.). MULTIPLE CLAIMS WILL NOT EXPAND THESE LIMITATIONS. THIS SECTION 10 WILL BE GIVEN FULL EFFECT EVEN IF ANY REMEDY SPECIFIED IN THIS AGREEMENT IS DEEMED TO HAVE FAILED ITS ESSENTIAL PURPOSE.
11. Dispute Resolution; Arbitration
PLEASE READ THE FOLLOWING SECTION CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH DHARMA PLATFORM AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.
- Binding Arbitration.
For any disputes, claims, suits, actions, causes of action, demands or proceedings (collectively, “Disputes”), other than Disputes in which either party seeks to bring an individual action in small claims court or seeks injunctive or other equitable relief for the alleged unlawful use of intellectual property, including, without limitation, copyrights, trademarks, trade names, logos, trade secrets or patents (“Excepted Disputes”), you and Dharma Platform agree (a) to waive your and Dharma Platform’s respective rights to have any and all Disputes arising from or related to this Agreement, the Services, Materials, Feedback, Dharma Platform Diagnostic Information, Learnings or the products or services purchased from us resolved in a court, and (b) to waive your and Dharma Platform’s respective rights to a jury trial. Instead, you and Dharma Platform agree to arbitrate Disputes through binding arbitration (which is the referral of a Dispute to one or more persons charged with reviewing the Dispute and making a final and binding determination to resolve it instead of having the Dispute decided by a judge or jury in court).
- No Class Arbitrations, Class Actions or Representative Actions.
You and Dharma Platform agree that any Dispute arising out of or related to this Agreement, the Services, Materials, Feedback, Dharma Platform Diagnostic Information, Learnings or the products or services purchased from us is personal to you and Dharma Platform and that such Dispute will be resolved solely through individual arbitration and will not be brought as a class arbitration, class action or any other type of representative proceeding. You and Dharma Platform agree that there will be no class arbitration or arbitration in which an individual attempts to resolve a Dispute as a representative of another individual or group of individuals. Further, you and Dharma Platform agree that a Dispute cannot be brought as a class or other type of representative action, whether in or outside arbitration, or on behalf of any other individual or group of individuals.
- U.S. Federal Arbitration Act.
You and Dharma Platform agree that this Agreement affects interstate commerce and that the enforceability of this Section 11 shall be both substantively and procedurally governed by and construed and enforced in accordance with the Federal Arbitration Act, 9 U.S.C. § 1 et seq. (the “FAA”), to the maximum extent permitted by applicable law.
- Notice: Informal Dispute Resolution.
You and Dharma Platform agree that each party will notify the other party in writing of any arbitrable or small claims Dispute within thirty (30) days of the date it arises, so that the parties can attempt in good faith to resolve the Dispute informally. Notice to Dharma Platform shall be sent by certified mail or courier to Dharma Platform, Inc., 1001 G Street NW, Suite 250, Washington, District of Columbia 20001. Your notice must include (a) your name, postal address, telephone number, the email address you use or used for your Dharma Platform account and, if different, an email address at which you can be contacted; (b) a description in reasonable detail of the nature or basis of the Dispute; and (c) the specific relief that you are seeking. Our notice to you will be sent electronically to the email address associated with your account and will include (x) our name, postal address, telephone number and an email address at which we can be contacted with respect to the Dispute; (y) a description in reasonable detail of the nature or basis of the Dispute; and (z) the specific relief that we are seeking. If you and Dharma Platform cannot agree how to resolve the Dispute within thirty (30) days after the date notice is received by the applicable party, then either you or Dharma Platform may, as appropriate and in accordance with this Section 11, commence an arbitration proceeding or, to the extent specifically provided for in the first paragraph of this Section 11, file a claim in court.
Except for Excepted Disputes, you and Dharma Platform agree that any Dispute must be commenced or filed by you or Dharma Platform within one (1) year of the date the Dispute arose, otherwise the underlying claim is permanently barred (which means that you and Dharma Platform will no longer have the right to assert such claim regarding the Dispute). You and Dharma Platform agree that (a) any arbitration will occur in Washington, D.C.; (b) arbitration will be conducted confidentially by a single arbitrator in accordance with the JAMS Streamlined Arbitration Rules & Procedures (“JAMS Rules”), which are hereby incorporated by reference; and (c) the federal courts of Washington, D.C. have exclusive jurisdiction over any appeals and the enforcement of an arbitration award. You may also litigate a Dispute in the small claims court located in the county of your billing address if the Dispute meets the requirements to be heard in small claims court.
- Authority of Arbitrator.
As limited by the FAA, these Terms and the applicable JAMS Rules, the arbitrator will have (a) the exclusive authority and jurisdiction to make all procedural and substantive decisions regarding a Dispute, including the determination of whether a Dispute is arbitrable, and (b) the authority to grant any remedy that would otherwise be available in court; provided, however, that the arbitrator does not have the authority to conduct a class arbitration or a representative action, which is prohibited by these Terms. The arbitrator may only conduct an individual arbitration and may not consolidate more than one individual’s claims, preside over any type of class or representative proceeding or preside over any proceeding involving more than one individual.
- JAMS Rules.
The JAMS Rules and additional information about JAMS are available on the JAMS website. By agreeing to be bound by these Terms, you either (a) acknowledge and agree that you have read and understand the JAMS Rules or (b) waive your opportunity to read the JAMS Rules and any claim that they are unfair or should not apply for any reason. Severability. If any term, clause or provision of this Section 11 is held invalid or unenforceable, it will be so held to the minimum extent required by law, and all other terms, clauses and provisions of this Section 11 will remain valid and enforceable. Further, the waivers set forth in the second paragraph of this Section 11 are severable from the other provisions of these Terms and will remain valid and enforceable, except as prohibited by applicable law.
- Opt-Out Right.
You have the right to opt out of binding arbitration within thirty (30) days of the date you first accepted the terms of this Section 11 by writing to: Dharma Platform, Inc., 80 M Street SE, Washington, District of Columbia 20003. In order to be effective, the opt-out notice must include your full name and clearly indicate your intent to opt out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve Disputes in accordance with the first paragraph of Section 15.
We reserve the right to change any and all Materials and to modify, suspend or stop providing access to the Services (or any features or functionality of the Services) at any time, without notice and without obligation or liability to you. You acknowledge that temporary interruptions in the availability of the Services may occur from time to time as normal events. Under no circumstances will Dharma Platform or our suppliers be held liable for any damages due to such interruptions or lack of availability.
You are free to stop using our Services at any time. We reserve the right to suspend or terminate your access to the Services with notice to you if:
(a) you violate these Terms or any other agreement between you and Dharma Platform (including the Acceptable Use Policy), as determined by Dharma Platform in its sole discretion,
(b) you use the Services in a manner that could cause risk of harm or loss to us or other Dharma Platform customers or users, or
(c) the Customer Agreement is terminated.
If you are engaged in any activities described above, we may be able to provide you with advance notice via the email address associated with your account to remedy the activity that prompted us to contact you, but we cannot guarantee that we will provide such advance notice, as we may need to terminate your access to the Services immediately under certain circumstances (including those described below). If we are able to provide you with such advance notice and after delivery of such notice you fail to cease participating in such activities, we may terminate or suspend your access to the Services indefinitely.
For example, we will not provide you with advance notice prior to termination or suspension of your access to the Services where:
(a) you are in material breach of these Terms or any other agreement between you and Dharma Platform (except as required by any such other agreement),
(b) doing so could result in legal liability or compromise our ability to provide the Services to other users, or
(c) we are prohibited from doing so by law.
14. Notice to California Residents
Pursuant to California Civil Code Section 1789.3, Dharma Platform provides users of the Services with the following notice: You may report complaints to the Complaint Assistance Unit of the Consumer Information Division of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at 800-952-5210.
15. Governing Law and Venue
These Terms, your access to and use of the Services, and your order, receipt and use of products and services you purchase from us shall be governed by and construed and enforced in accordance with the laws of the State of California, without regard to conflict of law rules or principles (whether of the State of California or any other jurisdiction) that would cause the application of the laws of any other jurisdiction. Any Dispute between the parties that is not subject to arbitration or that cannot be heard in small claims court, shall be resolved in the state or federal courts located in San Francisco, California.
If any term, clause or provision of these Terms is held invalid or unenforceable, then that term, clause or provision will be severable from these Terms and will not affect the validity or enforceability of any remaining part of that term, clause or provision, or any other term, clause or provision of these Terms.
Dharma Platform’s failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. The section headings contained in these Terms are included for convenience only and shall not limit or otherwise affect the terms contained herein. These Terms, and any rights and licenses granted under these Terms, may not be transferred or assigned by you without the prior written consent of Dharma Platform. Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer third-party beneficiary rights on any other person or entity.
18. Apple, Inc. and Other Third-Party Beneficiaries
The following additional terms apply to the download of our mobile application (the “App”) for use on the iPhone, iPod Touch or iPad. You acknowledge and agree that Apple, Inc. (“Apple”) and its subsidiaries are third-party beneficiaries of these Terms and further that (a) upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary, (b) these Terms are between you and us only, and not Apple, (c) we, and not Apple, are solely responsible for the Services and the content thereof, (d) Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Services, (e) to the maximum extent permitted by applicable law, Apple will have no warranty obligation with respect to the Services (and we, and not Apple, will be responsible for any claims, losses, liabilities, damages, costs or expenses attributable to any failure of the Services to conform to any applicable warranties), (f) in the event of any third-party claim that the Services or your possession and use of the Services infringes that third-party’s intellectual property rights, Apple will not be responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim, (g) Apple will not be responsible for addressing any of your claims or any third-party claims relating to the Services or your possession and/or use of the Services, including, but not limited to, product liability claims, any claim that the software components of the Services fail to conform to any applicable legal or regulatory requirement, and claims arising under consumer protection or similar legislation, (h) the usage rules for the App are subject to any additional restrictions set forth in the Usage Rules for Apple App Store Terms of Service (“Apple Usage Rules”) as of the date you download the App, and (i) in the event of a conflict between these Terms and the Apple Usage Rules, the terms and conditions of the Apple Usage Rules will govern if they are more restrictive.