Welcome to www.smartleads.so, which is owned and operated by OneForce Venture Factory LLC (“OneForce,” “ we,” “us” or “our”). These terms and conditions of use (these “Terms”) apply to your use of www.smartleads.so or any successor website (the “SmartLeads site”). Notwithstanding anything in these Terms to the contrary, access and use of SmartLeads software through the SmartLeads site are governed by separate terms and conditions and not these Terms.
If you access or use the SmartLeads site, it means you agree to be bound by all of the terms below. Please read all of the terms before you use the SmartLeads site. If a term does not make sense to you, please let us know. If you don’t agree to all of the terms below, you may not use the SmartLeads site.
We encourage you to review the Terms regularly to know about our practices. We may change these Terms from time to time. If we make changes, we will let you know by revising the date at the top of these Terms and, in some cases, provide you with additional notice (such as adding a statement to our homepage). Any changes we make to these Terms will be effective when we post them. If you use the SmartLeads site after we have posted the changed Terms, then you have accepted the changes to these Terms.
On the condition that you fully comply with these Terms, SmartLeads grants you a limited, nonexclusive, non-transferable and revocable license to access and use the SmartLeads site for internal purposes Only. Except as expressly authorized by these Terms, you may not: (a) modify, disclose, alter, translate or create derivative works of the SmartLeads site or any contents of the SmartLeads site; (b) license, sublicense, resell, distribute, lease, rent, lend, transfer, assign or otherwise dispose of the SmartLeads site; (c) disassemble, decompile or reverse engineer any of the software components of the SmartLeads site; (d) copy, frame or mirror any part of the SmartLeads site; (e) interfere with or disrupt the integrity or performance of the SmartLeads site; or (f) attempt to gain unauthorized access to the SmartLeads site or its related software, components, systems or networks.
As between you and OneForce, all information, materials and content of the SmartLeads site, including text, graphics, data, formatting, graphs, designs, HTML, look and feel, photographs, music, sounds, images, software, services, videos, designs, typefaces, source and object code, format, queries, algorithms and other content is owned by OneForce or is used with permission. OneForce reserves all rights not expressly set forth in these Terms.
Any suggestions, comments or other feedback you give us about the SmartLeads site or any SmartLeads software, products and services will be our confidential information. We are free to use, disclose, reproduce, license, distribute and exploit this feedback as we see fit, without compensation to you or any obligation or restriction because of any intellectual property rights or otherwise.
We may disclose to you non-public information about our business, services, strategy, suppliers, or customers (“Confidential Information”). You agree that you will not disclose or use such Confidential Information for any purpose without obtaining the prior written consent of OneForce. This obligation will survive termination of your use of the SmartLeads site.
We may make third party content or services available on or through the SmartLeads site as a convenience to our users (for example, links to third party websites) (“Third Party Materials”). We do not control or endorse any Third Party Materials nor are we responsible for reviewing the accuracy of any Third Party Materials. Your business dealings or correspondence with third parties, and any terms, conditions, warranties or representations applicable to any Third Party Materials, are solely between you and the applicable third party. When you leave the SmartLeads site, you should be aware that these Terms and all other SmartLeads policies no longer govern your use of other websites and services.
THE SMARTLEADS SITE AND ANY CONTENT INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SMARTLEADS SITE (INCLUDING THIRD PARTY MATERIALS) ARE PROVIDED TO YOU ON AN AS-IS BASIS WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND. WE DISCLAIM ANY AND ALL OTHER WARRANTIES AND REPRESENTATIONS (EXPRESS OR IMPLIED, ORAL OR WRITTEN) WITH RESPECT TO THE SMARTLEADS SITE AND CONTENT INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SMARTLEADS SITE (INCLUDING THIRD PARTY MATERIALS) WHETHER ALLEGED TO ARISE BY OPERATION OF LAW, BY REASON OF CUSTOM OR USAGE IN THE TRADE, BY COURSE OF DEALING OR OTHERWISE.
IN NO EVENT WILL ONEFORCE VENTURE FACTORY LLC BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, SPECIAL, INDIRECT, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SMARTLEADS SITE OR ANY OTHER CONTENT INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SMARTLEADS SITE (INCLUDING THIRD PARTY MATERIALS), REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF THESE DAMAGES OR ARE AWARE OF THE POSSIBILITY OF THESE DAMAGES. IF THIS LIMITATION OF LIABILITY OR THE EXCLUSION OF WARRANTY SET FORTH ABOVE IS HELD INAPPLICABLE OR UNENFORCEABLE FOR ANY REASON, ONEFORCE’S MAXIMUM LIABILITY FOR ANY TYPE OF DAMAGES SHALL BE LIMITED TO $100.
You will defend, indemnify, and hold us harmless from and against any actual or threatened suits, actions, proceedings (at law or in equity), claims, damages, payments, deficiencies, fines, judgements, settlements, liabilities, losses, costs, and expenses (including reasonable attorneys’ fees, costs, penalties, interest, and disbursements) arising from or related to any conduct with respect to your use of the SmartLeads site or violation (or alleged violation) of these Terms.
OneForce reserves the right in our discretion to review, improve, change or discontinue, temporarily or permanently, the SmartLeads site and/or any features, information, materials or content on the SmartLeads site with or without providing notice to you. OneForce will not be liable to you or any third party for any changes or discontinuance of the SmartLeads site or any part of the SmartLeads site.
These Terms will be governed by and construed and enforced in accordance with the laws of the State of Washington, without resort to its conflict of law provisions. You agree that any action at law or in equity arising out of or relating to this Agreement will be filed only in the state and federal courts located in Seattle, Washington, and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts over any suit, action or proceeding arising out of these Terms.
Enforcement of these Terms is solely at OneForce’s discretion. Failure to enforce any part of these Terms in some instances does not constitute a waiver of our right to enforce the same or other part of these Terms in other instances. If any provision of these Terms is or becomes unlawful, void or otherwise unenforceable (including the warranty disclaimers and liability limitations above), then that provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision, and the remaining provisions of these Terms will continue in full force and effect. As used in these Terms, “including” means “including (without limitation).” The section headings these Terms and are for reference purposes only and will not affect the meaning or interpretation of these Terms.