Please Sign In or Sign Up
to Continue
Last Updated: February 25th, 2013
SquaredOut, Inc. ("SquaredOut," "we," "us" or "our") provides the content and services available on the website located at squaredout.com (the "Website"), any mobile software application (including tablet applications) we make available from the Website or via any third party platform ("Software"), as well as all related web sites, networks, embeddable widgets, downloadable software and other services provided by us (collectively, together with the Website and Software, the "Service") subject to the terms and conditions of use set forth below (this "Agreement"), the Privacy Policy and any other terms and conditions which may exist otherwise on the Website or in relation to promotions, contests or sweepstakes conducted on the Website (the "Terms").
Acceptance of Terms
You acknowledge that you have read the Terms and that you accept the terms thereof. YOU AGREE TO READ THE TERMS CAREFULLY BEFORE USING THIS WEBSITE. If you do not agree to the Terms, you may not access or otherwise use the Website.
Modification of Services
The Service may change from time to time without prior notice to you. Additionally, we may cease providing the Services to you or to users generally and may not be able to provide you with prior notice. We may, in our sole discretion, create limits on use and storage at any time without prior notice to you.
Registration
By registering for any of the Services or maintaining an account with SquaredOut, you agree that you are at least 18 years of age or, if you are a minor, you have the consent of your parent of guardian. You agree to provide true and complete information about yourself (the "Registration Data") and you agree to promptly update the Registration Data to keep it current and complete. may, in our sole discretion, suspend or terminate your account and refuse to offer you any and all current or future use of the Services. You are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer. You are solely responsible for any activity related to your account. If you suspect any unauthorized use of your account, you must immediately notify us. You acknowledge and agree that we may maintain user information and may also disclose user information if required to do so by law or if we believe, in good faith, that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the Terms; (c) respond to claims that any Content violates the rights of third parties; or (d) protect the rights, property, or personal safety of SquaredOut, its users, or the public.
In addition, in order to use the Service, you may be required by the third party who is distributing or providing you access to the Software (e.g., Apple, Inc.) (each third party distributor of Software, a "Distributor") to create an account. Your use of any account with a Distributor is subject to any terms, conditions, and policies, including privacy policies, of that Distributor. SquaredOut is not responsible for any act or omission of any Distributor.
Fees
When you register for, or upgrade to, a fee-based account, we will charge you or your company or organization (if you are an account administrator acting on behalf of other members of your company or organization) subscription fees for use of the Services. You agree to pay all fees charged for the Services or such features purchased under your account at the then-current rate for use of the Services or such features (including any applicable taxes). We reserve the right to change our fees at any time by providing you prior notice via the Services, on the Website or otherwise. If we notify you of new fees or if we change the fees for an existing feature, you agree to pay all fees and charges specified and all applicable taxes for your continued use of the applicable feature following the time period stated in the notice.
Billing
By signing up for a monthly subscription service, you authorize us or our agent to bill your credit card the applicable monthly subscription fee, any and all applicable taxes, and any other charges you may incur in connection with your use of the Services. The applicable monthly subscription fees will be charged to your credit card on the date you register for a particular subscription and each month thereafter, on the calendar day corresponding to the commencement of your subscription. If your subscription begins on the 31st of any month, we will charge your credit card on the first day of each subsequent month. If your subscription begins on the 29th or 30th of any month, we will charge your credit card on the 28th day of each subsequent month. Other fees will be charged to your credit card as you incur them.
You agree to provide us updated information about your credit card when the earlier information is no longer valid or upon our request. If we do not receive payment from your credit card provider or if your credit card expires or is rejected, you agree to pay all amounts due upon demand. We reserve the right to take all steps necessary to collect amounts due from you, including but not limited to using third party collection agencies. We reserve the right to correct any errors or mistakes that we make even if we have already requested or received payment, and to determine whether your credit card is pre-authorized to accept a minimum charge equal to the monthly subscription fee.
You are solely responsible for any and all fees charged to your credit card by the issuer, bank, or financial institution including, but not limited to, membership, overdraft, insufficient funds, and over the credit limit fees. You agree to notify us about any billing problems or discrepancies within 90 days after they first appear on your account details page. If you do not bring them to our attention within 90 days, you agree that you waive your right to dispute such problems or discrepancies.
Cancellation and Renewal; No Refunds
You, or your account administrator on your behalf, may cancel your subscription or other access to the Services at any time by contacting our customer service by e-mail at [email protected]. We will terminate your account within a reasonable amount of time of receipt of your cancellation request. IF YOU CANCEL YOUR SUBSCRIPTION BEFORE THE END OF THE SUBSCRIPTION TERM, YOUR CREDIT CARD WILL BE CHARGED FOR THE FULL, NON-DISCOUNTED FEES AND CHARGES FOR THE ENTIRE TERM OF YOUR SUBSCRIPTION. WE DO NOT PROVIDE REFUNDS OR CREDITS FOR ANY PARTIAL TERM. You must cancel your subscription before the end of the term to avoid charges for the renewal term. If we terminate your subscription for convenience, we will provide a pro rata refund of pre-paid subscription fees.
IF YOU BELIEVE THAT WE HAVE CHARGED YOU IN ERROR FOR ANY SERVICE, YOU MUST CONTACT OUR CUSTOMER SUPPORT WITHIN 90 DAYS OF THE CHARGE. WE WILL NOT REFUND ANY CHARGES AFTER MORE THAN 90 DAYS.
User Content
The Services may allow you and other third parties to post calendar and event data, biographical information, geographical information, text, statements, reviews, comments, photographs, pictures, logos and other materials and information that will be accessible by visitors to the Website and the Services ("Public Content"). The Services may also allow you to post calendar and event data, biographical information, geographical information, text, statements, reviews, comments, photographs, and other materials and information that will be accessible only to you and other members specifically designated by you ("Private Content"). Public Content and Private Content may be referred to collectively as "Content." All Content, whether publicly posted on or privately transmitted via the Services is the sole responsibility of the person from whom the Content originated and not of SquaredOut, or its shareholders, directors, officers, contractors, agents or employees. Under no circumstances will SquaredOut or its shareholders, directors, officers, or employees be held liable for any loss or damage caused by your reliance on Content obtained through the Website. Although User Content will not be pre-screened or reviewed, we reserve the right to refuse or delete any User Content.
By posting, uploading, inputting, providing or submitting Content on the Services, you represent and warrant that you own or otherwise control the rights necessary for you to post, upload, input, provide or submit the Content on the Services.
Additionally, by posting, uploading, inputting, providing or submitting Public Content on the Services, you hereby grant us a worldwide, non-exclusive, perpetual, irrevocable, fully paid up, royalty free, transferable license (with right to sublicense) to reproduce, distribute, display, prepare derivative works of, perform or otherwise use your Public Content in connection with the Services and our business.
Accuracy of Advice
We do not represent or endorse the accuracy or reliability of any advice, opinion, statement, or other information displayed or distributed through the Services. You acknowledge that any reliance upon any such opinion, advice, statement, memorandum, or information shall be at your sole risk.
Intellectual Property Rights
The Services are protected by copyright as a collective work and/or compilation, pursuant to U.S. copyright laws, international conventions, and other copyright laws. All information and content contained on the Services, including but not limited to trademarks, graphics, images, and logos are protected by US and international intellectual property laws, and are owned or controlled by us or the party credited as the provider of the content. You will abide by any and all additional copyright notices, information, or restrictions contained in any content on the Services. Copying or storing of any content for other than personal, noncommercial use is expressly prohibited without the prior written permission from us or the copyright holder identified in the individual content's copyright notice. Use of trademarks for commercial purposes without authorization from us is strictly prohibited.
Changes to Website
We may change, suspend or discontinue any aspect of the Services at any time, including the availability of any feature of the Services, database, or content. We may also impose limits on certain features and services or restrict your access to parts of the Services (or the Services in their entirety) without notice or liability.
Limited Use License
Subject to the terms and conditions of this Agreement, we grant you a limited, revocable, and non-exclusive license to access and make personal, non-commercial use of the Services. This limited license does not include the right to: (a) frame or enclose the Services or any portion thereof; (b) republish, distribute, or license the Services or any content thereon; or (c) create any derivative works based upon either the Services or any content thereon. This limited license may be terminated immediately upon any unauthorized use by you of the Services or any and all of our content.
Sweepstakes; Contests; Promotions
We may promote, via the Services, sweepstakes, contests or other types of promotions that will be governed by special rules in addition to this Agreement. Your participation in such promotions constitutes acceptance of all applicable terms.
Prohibited Conduct
You represent, warrant and covenant that: (a) you shall not upload, post or transmit to, or distribute, or otherwise publish through the Services any materials which (i) restrict or inhibit any other user from using and enjoying the Services, (ii) are unlawful, threatening, abusive, libelous, or defamatory (iii) constitute or encourage conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate law, (iv) violate, plagiarize or infringe the rights of third parties including, without limitation, copyright, trademark, patent, rights of privacy or publicity or any other proprietary right, (v) contain a virus or other harmful component, (vi) contain advertising of any kind (i.e. Spam), or (vii) constitute or contain false or misleading indications of origin or statements of fact; (b) you will not permit any minor, or anyone who would find the Content offensive, to view the Content; and (c) you will not use or access the Services in any jurisdiction in which doing so would be unlawful.
Third Party Links
The Services may contain links and pointers to the other related World Wide Web Internet sites, resources, and sponsors of the Services. Links to and from the Services to other third party sites, maintained by third parties, do not constitute an endorsement by us or any of our subsidiaries or affiliates of any third party resources, or their contents. If you decide to access any of the third-party sites linked to the Services, you do so entirely at your own risk. All such websites are subject to the policies and procedures of the owner of such websites. Because we have no control over such websites or resources or the individuals who make such contributions, you acknowledge and agree that we are not responsible for the availability of such websites or resources or any contributions, neither endorses nor is responsible or liable for any content, advertising, products or other materials on or available from such websites or resources or the content of any contributions and shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such websites or resource.
Special Terms Regarding Apple
If you download the Software from Apple, Inc.'s App Store, your use of the Software must at all times be in accordance with the Usage Rules set forth in the Apple, Inc. App Store Terms of Service. You acknowledge that these Terms are entered into solely between you and SquaredOut. These Terms are not intended to provide for usage rules for the Software that are less restrictive than the Usage Rules set forth for Licensed Applications in, or otherwise conflict with, the App Store Terms of Service as of the date that you accept the App Store Terms of Service (which you acknowledge you have had the opportunity to review). You also acknowledge and agree that:
If you believe that specific content on the Services infringes upon your copyrighted materials, please provide us with the following information: (a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (b) a description of the copyrighted work that you claim has been infringed; (c) a description of where the allegedly infringing material is located on the Services, including the URLs of the particular web pages; (d) your address, telephone number, and email address; (e) a written statement by you that you have a good faith belief that the use on the Services is not authorized by the copyright owner, its agent, or the law; and (f) a statement by you, made under penalty of perjury, that the foregoing information is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf. Please send the foregoing to SquaredOut's Designated Agent for copyright claims can be contacted as follows:
SQUAREDOUT DMCA NOTICE
2900 Bristol, Suite J203
Costa Mesa, CA 92626
Disclaimer of Warranties
THE SERVICES, INCLUDING ALL CONTENT, SOFTWARE, FUNCTIONS, MATERIALS AND INFORMATION MADE AVAILABLE ON OR ACCESSED THROUGH THE SERVICES, IS PROVIDED "AS IS." TO THE FULLEST EXTENT PERMISSIBLE BY LAW, SQUAREDOUT AND ITS SUBSIDIARIES AND AFFILIATES MAKE NO REPRESENTATION OR WARRANTIES OF ANY KIND WHATSOEVER FOR THE CONTENT ON THE SERVICES OR THE MATERIALS, INFORMATION AND FUNCTIONS MADE ACCESSIBLE BY THE SOFTWARE USED ON OR ACCESSED THROUGH THE SERVICES, FOR ANY PRODUCTS OR SERVICES OR HYPERTEXT LINKS TO THIRD PARTIES OR FOR ANY BREACH OF SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION THROUGH THE SERVICES OR ANY LINKED SITE. FURTHER, SQUAREDOUT AND ITS SUBSIDIARIES AND AFFILIATES DISCLAIM ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. SQUAREDOUT DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SERVICES OR ANY MATERIALS OR CONTENT CONTAINED THEREIN WILL BE UNINTERRUPTED OR ERROR FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICES OR THE SERVER THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. SQUAREDOUT AND ITS SUBSIDIARIES AND AFFILIATES SHALL NOT BE LIABLE FOR THE USE OF THE SERVICES, INCLUDING, WITHOUT LIMITATION, THE CONTENT OF THE WEBSITE AND ANY ERRORS CONTAINED THEREIN.
Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SQUAREDOUT AND ITS OFFICERS, DIRECTORS, OWNERS, AGENTS, EMPLOYEES, INFORMATION PROVIDERS, AFFILIATES, LICENSORS AND LICENSEES WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOOD-WILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (i) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE OF THE SERVICES OR THE WEBSITE; (ii) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES, INCLUDING WITHOUT LIMITATION, ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES; (iii) ANY CONTENT OBTAINED FROM THE SERVICES; AND (iv) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL THEORY, WHETHER OR NOT SQUAREDOUT HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
Your Content
By posting Content, including, but not limited to transmitting messages, uploading files, inputting data or engaging in any other form of communication, to the Website, you hereby grant to us a perpetual, worldwide, irrevocable, unrestricted, non-exclusive, royalty free license to use, copy, license, sublicense, adapt, distribute, display, publicly perform, reproduce, transmit, modify, edit and otherwise exploit such Content, in all media now known or hereafter developed. You hereby waive all rights to any claim against us for any alleged or actual infringements of any proprietary rights, rights of privacy and publicity, moral rights, and rights of attribution in connection with such Content.
Idea Submissions
We do not accept unsolicited suggestions or ideas. However, any materials, including comments, suggestions, ideas or other information, provided by you in the form of email or other submissions to us (excluding material that you post on the Services in accordance with this Agreement) (collectively "Feedback"), are non-confidential and you hereby grant to us a perpetual and irrevocable license to use your Feedback in any manner and for any purpose without compensation or attribution to you.
Term and Termination
This Agreement remains in effect unless you terminate your subscription or your account, or unless we terminate your subscription or your account as provided under this Agreement. You, or your account administrator on your behalf, may cancel your subscription or other access to the Services, and terminate this Agreement, at any time by contacting customer service by e-mail at [email protected]. We will terminate your account within a reasonable amount of time of receipt of your cancellation request. Termination of your account is your sole right and remedy with respect to any dispute with us regarding the Services or this Agreement. We may suspend or terminate your subscription or your account at any time for any reason or for no reason by providing you with notice in any reasonable manner, including via email and via notices posted on the applicable Service. Your rights under this Agreement and the Terms will terminate automatically if you breach any part of this Agreement or the Terms.
Indemnification
You hereby agree to indemnify, defend and hold SquaredOut, and all its officers, directors, owners, agents, employees, information providers, affiliates, licensors and licensees (collectively, the "Indemnified Parties") harmless from and against any and all liability and costs incurred by the Indemnified Parties in connection with any claim arising out of any breach by you of the Agreement or the foregoing representations, warranties and covenants, including, without limitation, attorneys' fees and costs. You shall cooperate as fully as reasonably required in the defense of any claim. SquaredOut reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and you shall not in any event settle any matter without the written consent of SquaredOut.
Release
In the event that you have a dispute with one or more users of the Services, you hereby release SquaredOut and all its officers, directors, owners, agents, employees, information providers, affiliates, licensors and licensees from any and all claims, demands, and damages of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If you are a California resident, you hereby waive California Civil Code 1542, which states, "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR."
Force Majeure
We will not be liable to you for any delay or failure to perform any obligation under this Agreement if the delay or failure is due to circumstances beyond our reasonable control.
Updates to this Agreement
We may occasionally update this Agreement. When we do, we will revise the "last updated" date on this Agreement. You should check this Agreement on the Website at www.SquaredOut.com/static/Terms frequently to see recent changes. By continuing to use the Services after an update to this Agreement, you consent to that update to this Agreement for your continued use, except that for any material amendment to this Agreement, that material amendment will become effective 30 days after the amended Agreement is initially posted on the Website.
Governing Law
THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF CALIFORNIA, WITHOUT REGARD TO CONFLICTS OF LAWS PROVISIONS. SOLE AND EXCLUSIVE JURISDICTION FOR ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL BE AN APPROPRIATE STATE OR FEDERAL COURT LOCATED IN THE STATE OF CALIFORNIA, COUNTY OF ORANGE.
Notice to California Residents
We provide the following notice to residents of California pursuant to Cal. Civil Code § 1789.3: (a) SquaredOut is located at 2900 Bristol, Suite J203, Costa Mesa CA 992626; (b) the fees and charges for the Services vary depending on the services selected by you; and (c) if you have a complaint regarding the Services or desire further information on use of the Services, please contact us by email at [email protected] may also be directed to the Complaint Assistance Unit of the Division of Consumer Services of the Department of Consumer Affairs in writing at 400 "R" Street, Sacramento, CA 95814 or by telephone at (916) 445-1254 or (800) 952-5210.
Entire Agreement
This Agreement constitutes the entire agreement between SquaredOut and you with respect to your use of the Website. If for any reason a court of competent jurisdiction finds any provision of the Agreement, or portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to affect the intent of the Agreement, and the remainder of this Agreement shall continue in full force and effect.