By using the Button Technology (the “Services”) you hereby agree to comply with all of the terms and conditions outlined below (the “Terms”). You also agree to use the Button Technology and the Services in accordance with Button’s Privacy Policy).
If you are using the Technology on behalf of an employer or other business entity, then the term “you” also refers to that employer or business entity. The term “Button” refers to us, Button, Inc., a Delaware corporation.
You represent that you are at least 18 years of age. You may not accept these Terms, and therefore may not use the Button Technology, if you are barred from doing so under the laws of the United States and/or any other country, including the country in which you are resident or from which you use the Button Technology. If you accept these Terms on behalf of your employer or other entity, you represent and warrant that you have full legal authority to bind your employer or such entity to these Terms. If you do not have the authority to accept these Terms and bind your employer or other business entity, you may not accept these Terms or use the Button Technology on behalf of your employer or other business entity. We retain the right to reject or revoke your acceptance of these Terms, to cancel or terminate your account, and to suspend and/or terminate all rights to use and access the Button Technology, at our sole discretion, at any time, for any reason and without notification to you.
You represent and warrant that all of the information that you provide in connection with your account or pursuant to the Button Technology is correct and current.
Certain of Button’s products have additional terms, which appear at the bottom of the Terms and are incorporated herein.
Your use of the Services does not include the right to, and you shall not (nor shall you facilitate, direct, or assist a third party to):
If you register for an online account with Button, you are solely responsible for maintaining the confidentiality and security of the password and account and are fully responsible for all activities that occur under your password or account. You agree to immediately notify Button of any unauthorized use of your password or account or any other breach of security.
If you provide information to Button, you agree to (1) provide true, accurate, current, and complete information about yourself, and (2) maintain and promptly update such information to keep it true, accurate, current, and complete. If you provide any information that is false, inaccurate, outdated, or incomplete, or Button has reasonable grounds to suspect that such information is false, inaccurate, outdated, or incomplete, Button has the right to suspend or terminate your account and prohibit or refuse any and all current or future use of the Services by you.
Individuals under the age of 18 (“Minors”) are not permitted to use the Services without the supervision of a parent or legal guardian. Furthermore, we do not knowingly collect or solicit personal information from Minors or knowingly allow such persons to register for an online account or to post personal information pursuant to the provision of the Services.
You hereby certify that you, or anyone you facilitate, direct, or assist in using the Button Technology and/or the Services, are not currently identified on the Specially Designated Nationals and Blocked Persons List maintained by the Office of Foreign Assets Control, United States Department of the Treasury (“OFAC”) and are not a person or entity with whom a citizen of the United States is prohibited to engage in transactions by any trade embargo, economic sanction, or any other prohibition of United States law, regulation, or executive order.
Certain information made available through the provision of the Services is provided by other parties, particularly information about such other parties. You understand that all such information, data, text, software, music, sound, photographs, graphics, video, messages, or other materials are the sole responsibility of the originating party and Button has no responsibility for such content and does not guarantee the accuracy, integrity, or quality of such content. In no event is the inclusion of a statement about another party, a reference to such other party or a link to another party’s website an endorsement of such other party, their products, or services.
In addition, the Services may contain links to other unrelated websites on the Internet. Button is not responsible for and has no obligation to review the content, accuracy, copyright compliance, decency standards, or other materials on such websites. These Terms do not apply to such unrelated websites, and you should review the privacy policy and terms of service for any site that you visit. Button makes no representations or warranties regarding the security of any information you make available to such websites. Button is not liable for any losses or damages incurred as the result of your dealings with such third parties.
You hereby represent and warrant that any content which you post or otherwise communicate in association with the Services if an original work by you, or that you have obtained all rights, licenses, consents, and permissions necessary to use such content, and that by posting or otherwise communicating such content, you will not infringe or violate the rights of any third party.
Button grants you a limited, revocable, worldwide, royalty-free, non-assignable and non-exclusive license to access and use Button’s technology (the “Button Technology”) solely during the period during which you have been permitted to make use of the Services (the “Term”). You agree that the form and nature of the Button Technology may change without prior notice to you. Button may, from time to time, improve, enhance, and otherwise update the Button Technology and may allocate a portion of traffic running through the Button Technology for purposes of testing, holdout, and product improvements. We will use commercially reasonable efforts to provide the Button Technology. You are responsible for support inquiries relating to your use of the Button Technology and/or the Services.
You acknowledge and agree that Button owns all legal right, title and interest in and to the Button Technology, and all related intellectual property rights, including but not limited to, any and all rights under patent law, copyright law, trade secret law, trademark law,and any and all other proprietary rights (“Intellectual Property”). You agree that you are solely responsible for and that we have no responsibility to you or to any third party for any data, content, or resources that you create, transmit or display through your applications and for the consequences of your actions. You agree not to modify, distribute, prepare derivative works of, reverse engineer, reverse assemble, disassemble, decompile or otherwise attempt to decipher any code in connection with the Services and/or any other aspect of the Button Technology. You agree that we may cancel this Button Technology license, or stop, permanently or temporarily, providing the Button Technology or any features or service of the Button Technology at any time, in our sole discretion, without prior notice to you and without liability to you and any other person. Your right to access and use the Button Technology is subject to such reservation of rights. This license is subject to United States export laws and regulations. Button reserves all rights not expressly granted to you in these Terms.
Button, or third parties from whom Button has permission, own the Button Technology and all content that is used in fulfilling the Services. All proprietary content and materials used in the provision of the Services including, without limitation, the layout, organization, design, and any graphics, text, icons, audio, video, and the like used in the provision of the Services are protected by copyrights, trademarks, service marks, trade secrets, and other proprietary rights and laws. You agree to comply with all applicable laws by not copying or using this proprietary content, except as allowed by these Terms or by written consent of the owner of the proprietary rights.
You grant Button a perpetual, worldwide, royalty-free, irrevocable, sub-licenseable, assignable, and transferable license to any feedback, submissions, ideas, concepts, know-how, or techniques that you submit to Button or otherwise choose to share with Button through other communication channels for any purpose (including without limitation commercialization) and without compensation to you.
You may feature your use of the Button Technology and/or Services in press releases or other public communications only with our prior written consent. In addition, you agree not to publicize or otherwise disclose or mention any prospective or actual partnerships, integrations, or other connections with any Button partners without our prior written consent. We have the right to list you on our website as a partner. We may also feature you and your properties in which the Button Technology is integrated in press releases or other public communications. All use of a party’s trade names, trademarks, logos and service marks (collectively, “Marks”) shall be in accordance with the trademark usage guidelines, if any, provided by such party to the other party from time to time. Each party shall retain all right, title and interest in and to its respective Marks and in all goodwill that inures in those Marks.
Button reserves the right to modify or terminate the Services, or your use of the Services, to limit or deny access to the Services and/or participation in Button’s provision of the Services, at any time, in our sole discretion, for any reason, with or without notice and without liability to you. You understand and agree that if you use the Services after the date on which the Terms have changed, we will treat your use as acceptance of the updated Terms.
These terms will remain in effect for as long as you use the Services. These Terms will automatically terminate upon any breach by you of any of your obligations hereunder including breach of confidentiality obligations. Your breach of any of your obligations under the Agreement may result in your immediate termination from use of the Services and/or the Button Technology.
YOU HEREBY ACKNOWLEDGE AND AGREE THAT THE SERVICES ARE PROVIDED BY BUTTON ON AN “AS IS” BASIS AND AS AVAILABLE, AND YOUR ACCESS TO, PARTICIPATION AND/OR USE OF THE SERVICES, IS AT YOUR SOLE RISK. TO THE EXTENT PERMITTED BY APPLICABLE LAW, BUTTON EXPRESSLY DISCLAIMS ALL AND YOU RECEIVE NO WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THOSE OF MERCHANTABILITY, SATISFACTORY QUALITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. BUTTON MAKES NO WARRANTY THAT ANY OF THE SERVICES WILL MEET YOUR REQUIREMENTS AND/OR THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY OR ERROR-FREE, NOR DOES BUTTON MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR THE ACCURACY OF ANY OTHER INFORMATION OBTAINED THROUGH THE SERVICES. YOU UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF ANY OF THE SERVICES IS DONE AT YOUR SOLE RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM AND/OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA. NO INFORMATION OR ADVICE, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM BUTTON OR THROUGH THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES AND CONDITIONS, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. Button shall not be liable to you or any other party for any delay or failure in performance due to events outside of our reasonable control, including without limitation, acts of God or a public enemy, act of any military, civil or regulatory authority, change in any law or regulation, pandemic, fire, flood, earthquake, storm or other like event, disruption or outage of third-party communications facilities or networks, labor strike, delays of common carriers, or any other circumstances beyond our reasonable control.
IN NO EVENT SHALL BUTTON OR ITS AFFILIATES BE LIABLE FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL AND/OR INCIDENTAL LOSS, EXEMPLARY OR OTHER DAMAGES RELATED TO THESE TERMS AND/OR WHETHER DIRECT OR INDIRECT: (i) LOSS OF DATA, (ii) LOSS OF INCOME, (iii) LOSS OF OPPORTUNITY, (iv) LOST PROFITS, AND (v) COSTS OF RECOVERY OR ANY OTHER DAMAGES, HOWEVER CAUSED AND BASED ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), VIOLATION OF STATUTE, OR OTHERWISE, AND WHETHER OR NOT BUTTON HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT PERMITTED BY APPLICABLE LAW, BUTTON’S MAXIMUM LIABILITY HEREUNDER IS LIMITED TO $50.00. SOME JURISDICTIONS DO NOT ALLOW LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
You agree to hold harmless and indemnify Button, our affiliates and subsidiaries, officers, directors, agents, and employees from and against any third party claim arising from or in any way related to (i) your breach of the Terms, (ii) your use of the Services and/or Button Technology), or (iii) your violation of applicable laws, rules or regulations in connection with the Services.
You may receive confidential information (“CI”) by having access to the Technology. You shall (a) hold the CI in strict confidence, (b) exercise the highest degree of care in safeguarding the CI against any and all loss, theft or other inadvertent disclosure, and (c) take such steps as are necessary to ensure and maintain such confidentiality. You shall not disclose, transfer or in any way divulge, directly or indirectly, any CI, under any circumstances or by any means, to any third party without the prior written consent of Button. Other than as is necessary for your use of the Button Technology in accordance with these Terms, you shall not copy, transmit, reproduce, summarize, quote or make any commercial use whatsoever of any CI without our prior written consent. The CI is our exclusive property.
While you are authorized to use the Button Technology in accordance with these Terms, each party may provide the other party with certain data in connection with the Services.
Each party agrees to treat data provided by the other party as such other party’s CI pursuant to these Terms and in accordance with all applicable laws, regulations and industry best practices, as well as each party’s applicable privacy policy. Notwithstanding the above, you grant to Button the right to use the data obtained pursuant to providing the Button Technology to publish anonymized and aggregated statistics (“Anonymized Statistics”) for the purposes of optimizing performance of advertisements (such as improving the relevancy of the advertisements displayed, tailoring them to certain interests, or creating audience segments), for measurement, statistics, usage reporting, and other data analytics, and for industry analysis, demographic profiling, market research and other similar purposes, and for Button’s general business purposes including, but not limited to, the sale and/or license of Anonymized Statistics to third parties.
You agree to implement, maintain, and comply with appropriate policies and procedures for information security and privacy in accordance with industry best practices and applicable laws, rules and regulations, including technical, physical, and organizational controls in order to maintain the confidentiality, integrity and availability of our data relating to these Terms. In the event of a Security Incident, you must promptly notify us and assist with any reasonable investigation. All personnel with access to our data must be informed of its confidential nature and treat it accordingly. “Security Incident” means where either party’s data: (i) is or may have been lost or stolen; or (ii) is or may have been subject to unauthorized access, use, disclosure or other incident that requires notification under applicable laws to the persons impacted by such unauthorized access, use, disclosure or other breach.
By accessing the Button Technology and using the Services, you agree to the terms of Button’s Privacy Policy, which are incorporated into these Terms by reference. You are also expressly agreeing and consenting to the collection and use of your personal information and other data as set forth (and more fully described) in the Privacy Policy.
You agree to comply with all applicable local, state, national, and foreign laws, rules, and regulations, including, but not limited to, all applicable import and export laws and regulations governing use, transmission and/or communication of content, in connection with their performance, participation, access and/or use of the Services and/or Button Technology. These Terms are governed by the laws of the State of New York, without regard to any conflict of laws provisions. If any provision of these Terms is deemed unenforceable or invalid by a court or arbitrator, then the court or arbitrator shall modify such provision to the minimum extent necessary to make such provision enforceable and valid. Should such modification prove impossible or impracticable, then the provision shall be severed, and the remaining terms of these Terms shall be interpreted and read to give them maximum enforceability. These Terms and the Button Privacy Policy constitute the entire agreement between you and Button relating to the subject matter herein, and supersede all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter. You acknowledge that these Terms are a valid and binding agreement. To the fullest extent permitted by law, you agree that these Terms and any other documentation, agreements, notices, or communications between you and Button may be provided to you electronically.
If you have any questions about these Terms, we may be contacted at legal@usebutton.com.
Your use of the PostTap by Button mobile application (“Creator App”) is governed by the Terms. You acknowledge that the Creator App is currently in the “beta” stage of development, meaning that it has been provided for your use prior to general commercial release. By using the Creator App, you understand that the Creator App and services associated with it are being provided on an “As Is” or “As Available” basis and may contain bugs, errors, and other problems. YOU ASSUME ALL RISKS AND ALL COSTS ASSOCIATED WITH YOUR USE OF THE CREATOR APP, INCLUDING BUT NOT LIMITED TO ANY INTERNET ACCESS FEES, BACK-UP EXPENSES, COSTS INCURRED FOR THE USE OF YOUR DEVICE AND PERIPHERALS, AND ANY DAMAGE TO ANY EQUIPMENT, SOFTWARE, INFORMATION, OR DATA. In addition, Button is not obligated to provide any maintenance, technical, or other support for the Creator App. Button reserves the right to offer the Creator App for free or to charge fees to access and use the Creator App. In the event that Button converts the Creator App to a paid product, Button will endeavor to provide you with prior notice.
