Thank you for using HaystackCRM.By signing up for HaystackCRM, you agree to the following Terms of Service (this “Agreement”) between you (“you” and the correlative term “your”) and HaystackCRM LLC, a North Carolina limited liability company (the “Company” or “we” and the correlative terms “us” and “our”).
This Agreement is effective as of the date you click to accept the Agreement as indicated by clicking the “Create Account” button (the “Effective Date”).
This Agreement describes how we will provide you with access to HaystackCRM, which is a Software-as-a-Service platform, how we will work together, and other important aspects of our business relationship. By the term “you,” we mean the Person registered to use a HaystackCRM Account and each User accessing HaystackCRM by means of a valid Account established by the registered Person.
The terms in this Agreement are so important that we cannot provide access to HaystackCRM to you unless to agree to them.By using HaystackCRM and providing your information to HaystackCRM, you agree to be bound by this Agreement. Our Privacy Policy(https://www.haystackcrm.com/privacy-policy/), as amended from time to time, is incorporated by reference into this Agreement.
We may modify this Agreement from time to time in our sole discretion, and any modifications will be effective when posted on this page.
1. Definitions.
“Account” means a User account registered with Haystack CRM.
“Agreement” means these Terms of Service, the Account Sign Up Form, any subsequent billing changes, whether submitted in writing, by email or online via HaystackCRM’s Services, and all materials available on the Websites incorporated by reference or linked here, as such materials, including this Agreement and our Privacy Policy, may be updated by us from time to time in our sole discretion.
“Company” means HaystackCRM LLC, a North Carolina limited liability company.
“Content” means the information, documents, software, products and services made available under this Agreement to you and any User in connection with use of HaystackCRM.
“Effective Date” means the date you click to accept this Agreement as indicated by clicking the “Create Account” button.
“Feedback” means feedback, suggestions, enhancement requests or recommendations about HaystackCRM, our Services, our Websites, and the content provided by you, your User(s), or agent(s) to us via HaystackCRM.
“HaystackCRM” means the Websites and the Services, individually and collectively.
“HIPAA” means the Health Insurance Portability and Accountability Act of 1996, as amended from time to time, and any regulations issued under it.
“Intellectual Property Rights” means all current and future worldwide rights of a Person under patent, copyright, trade secret, trademark, and moral rights laws, and other similar rights.
“Person” means an individual, or an individual’s heirs, executors, administrators, legal representatives, successors, and assigns or a corporation, partnership, joint venture or enterprise, limited liability company, unincorporated association, governmental entity or body, trust, estate, or other entity or organization.
“Record” means each of the contacts, companies, opportunities, events, and items in a User’s Account made available under this Agreement through HaystackCRM.
“Services” means your access to the Websites, Technology, Application Programming Interfaces (APIs), applications, or other offerings developed, operated, and maintained by us and ancillary services rendered to you by us and various third-party services that can be accessed through HaystackCRM and the Content you receive from HaystackCRM through the Websites, to which you are being granted access under this Agreement.
“Technology” means all of the proprietary technology of the Company (including software, hardware, products, business concepts, and processes, logic algorithms, graphical user interfaces (GUI), downloadable tools, techniques, designs and other tangible or intangible technical material or information) made available to you through HaystackCRM in providing the Services and the Websites, and any updates we may make to such Technology from time to time.
“Term” means the period during which you or a specified number of Users have the right to use HaystackCRM under this Agreement.
“Third-Party User” means an individual, employer or another Person on whose behalf you act under this Agreement.
“We” (and any correlative terms) means HaystackCRM LLC, a North Carolina limited liability company.
“Websites” means the Content and the Services located at http://www.haystackcrm.com or another designated Uniform Resources Locator (URL) or Internet Protocol (IP) address, applications located on iPhone and Android platforms, including all subdomains and sites associated with those domains, and other websites that we operate now and will operate in the future.
“User” means you or your employees, representatives, consultants, contractors or agents who are authorized under this Agreement to gain access to and use HaystackCRM and who have been supplied User identifications and passwords by you or by us at you request.
“User Data” means all of the data and content provided to us by you (or at your direction), including your customers’ or other individuals’ personal data, credit data, biometric data, transaction data, system data, other data, information or material that you accept, utilize, process or collect from customers or individuals and/or submit to HaystackCRM in the course of using HaystackCRM.
“You” (and any correlative terms) means the Person registered to use an Account established under this Agreement as the Account Owner and each User accessing HaystackCRM by means of a valid Account established by the registered Person.
2. General Terms and Conditions.
2.1. Conditions of Use. To use HaystackCRM, you must (a) have the right, authority, and capacity to enter into this Agreement; (b) have read and understand this Agreement; (c) agree to the terms and conditions of this Agreement; and (d) complete the Account registration process.
If you are entering into this Agreement on behalf of a Third-Party User, you represent that: (a) you are at least eighteen (18) years of age and have reached the age of legal majority in your jurisdiction of residence; (b) you have complete authority to enter into this Agreement on behalf of that Third-Party User; and (c) you are not our direct competitor and do not represent the interests, directly or indirectly, of a direct competitor.
If you are entering into this Agreement on behalf of yourself, you represent that you are at least thirteen (13) years of age and have reached the age of legal majority in your jurisdiction of residence.
If you do not have the necessary authority to enter into this Agreement, or if you do not agree with the terms and conditions contained in this Agreement, or if you are our direct competitor (or represent the interests, directly or indirectly, of a direct competitor), you may not use HaystackCRM. If you do not have the right, capacity or authority to enter into this Agreement, please do not accept.
2.2. Term of Grant. The Term, which shall not be less than one (1) month, shall begin on the Effective Date and will be automatically renewed for successive periods of one (1) month unless terminated by either you or us in accordance with the terms of this Agreement.
2.3. User Obligations. You will use HaystackCRM in compliance with all applicable laws, rules, and regulations. You are solely responsible for the use of your User Data, your activities on HaystackCRM, and compliance with this Agreement. If you do not comply with this Agreement, we may terminate your Account. Your actions with respect to this Agreement may also subject you to legal consequences.
2.4. User Restrictions. You, your User(s), and agent(s) shall not, and shall not attempt to, directly or indirectly:
(a) license, grant, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party HaystackCRM or any part of our Content in any way;
(b) modify, alter, tamper with, repair, or create derivative works of any Content or any Technology or software included in HaystackCRM;
(c) reverse engineer, disassemble, translate, or decompile HaystackCRM or apply any other process or procedure to extract or derive the source code of any software included in HaystackCRM;
(d) except as otherwise expressly permitted by this Agreement or with prior written permission from us, reproduce, duplicate, copy, alter, modify, sell, resell, sublicense, transfer, lease, distribute, make available or exploit HaystackCRM (or any part of our Services or our Websites or our Content), use of HaystackCRM or access to HaystackCRM;
(e) interfere with or disrupt the integrity or performance of HaystackCRM or third-party content contained therein;
(f) use HaystackCRM to submit, store, transmit or process malicious code, worms or viruses;
(g) use HaystackCRM to submit, store, transmit or process User Data, including any objectionable content that is or may be, as determined by us, in our sole discretion: (i) threatening, harassing, degrading, hateful or intimidating; (ii) libelous or defamatory; (iii) fraudulent, tortious or unlawful; (iv) obscene, indecent, pornographic or otherwise objectionable; or (v) infringing of any person’s rights, any applicable laws or any User’s obligations to any third party;
(h) use HaystackCRM to submit, store, transmit, process, or otherwise disclose User Data of any User(s) other than User(s) registered under your Account(s) or any User Data that is subject to the International Traffic in Arms Regulations maintained by the Department of State;
(i) use HaystackCRM to submit, store, transmit or process User Data that would violate state or federal privacy laws, state or federal labor laws, or in a way that would give rise to criminal or civil liability or that encourages unlawful activity;
(j) gain unauthorized access to HaystackCRM or to the systems or networks of the Company or its customers or other Users;
(k) impersonate any Person or misrepresent User’s affiliation with any Person in connection with use of, or access to, the Services;
(l) access, use or attempt to modify HaystackCRM in a manner intended to avoid incurring fees or exceeding usage limits or quotas;
(m) copy, frame, mirror or link to any part or Content of HaystackCRM, other than on your own intranets or otherwise solely for your own internal business purposes;
(n) remove any copyright, trademark or other proprietary rights notice from HaystackCRM;
(o) access HaystackCRM in order to (a) build a competitive product or service, (p) build a product or service using ideas, features, functions, or graphics similar to those of HaystackCRM, or (c) copy any ideas, features, functions, or graphics of HaystackCRM;
(q) use HaystackCRM to solicit the performance of any activity, which infringes our rights or the rights of others; or
(r) provide access to HaystackCRM to a third party that does or attempts to do any of the foregoing.
2.5. HIPAA. Unless otherwise specified in writing by us, we do not intend use of HaystackCRM to create obligations under HIPAA, and make no representations that use of HaystackCRM satisfies HIPAA requirements. If you are or become a Covered Entity or Business Associate (as defined in HIPAA), you will not use HaystackCRM for any purpose or in any manner involving Protected Health Information (as defined in HIPAA) unless you have received authorization from us in writing.
2.6. Emergency Suspension. We reserve the right to suspend any offending Account if your use of HaystackCRM is in violation of permitted use under the Agreement, which could disrupt HaystackCRM, another User’s use of HaystackCRM, or unauthorized third party access to HaystackCRM.
3. Intellectual Property.
3.1. Grant of Rights. Subject to this Agreement and solely during the Term of this Agreement, we grant you a limited, revocable, non-exclusive, non-sublicensable, non-transferable license to use HaystackCRM solely for your own internal business purposes.We reserve all rights not expressly granted to you.
3.2. Intellectual Property Rights. You own all Intellectual Property Rights in your User Data. We (and our third-party suppliers, where applicable) own all rights, title and interest, including all related Intellectual Property Rights, in HaystackCRM, our Technology, and our Content on HaystackCRM.All such rights, title and interest shall remain the exclusive property of the Company. The HaystackCRM name, the HaystackCRM logo, and the product names associated with HaystackCRM are trademarks of the Company or third parties, and no right or license is granted to use them. This Agreement is not a sale and does not convey to you any rights of ownership in or related to our Services, our Websites, our Technology, our Content, and the Intellectual Property Rights owned by us. You acknowledge that, except as specifically provided under this Agreement, no other right, title, or interest in these items is granted.
3.3. Authorized Use.Subject to this Agreement and solely during the Term of this Agreement, you may:
(a) use HaystackCRM, including our Services and our Websites, and our Content on HaystackCRM;
(b) integrate the Services into any application provided by a third-party supplier expressly authorized by us; and
(c) use any Technology provided by us as part of HaystackCRM.
You may not sublicense or transfer these rights, including any Intellectual Property Rights.
3.4. User Data. We will not access or use your User Data, except as necessary to provide HaystackCRM to you. We have no obligation to monitor or review User Data for any purpose. Notwithstanding the foregoing, we reserve the right to take steps we believe are reasonably necessary or appropriate to enforce and/or verify compliance with this Agreement, or if we reasonably believe that the content or use of your User Data violates any applicable law.
3.5. User Feedback. If you, your User(s), or authorized representative(s) provide Feedback about HaystackCRM, then we may use that Feedback without any obligation to you, and you irrevocably assign to us all right, title, and interest in that Feedback, including a grant of a royalty-free, worldwide, transferable, sub-licensable, irrevocable and perpetual license to us to incorporate into HaystackCRM or otherwise use that Feedback.
3.6. Third Party Components. Third party components of HaystackCRM may be subject to separate licenses and other agreements. To the extent a third-party license or other agreement expressly supersedes this Agreement, that third party’s license agreement governs your use of that third party component.
3.7. Technical Support Services. You can access our “How To” training videos at https://www.haystackcrm.com/how-to/. If you have any support questions, you can submit them at support@HaystackCRM.com. We attempt to respond to support questions within two business days; in practice, our responses may be even faster. However, we do not promise or guarantee any specific response time.
4. Passwords and Accounts.
4.1. Accounts. You must have an Account and a password to use HaystackCRM. You are solely responsible for:
(a) the information you provide to create the Account(s);
(b) ensuring and maintaining the security and confidentiality of the username(s) and password(s) for the Account(s); and
(c) any use of the Account(s) and the password(s).
4.2. Authorized Credentials. Each User must use his or her own username(s) and password(s) and shall not disclose them to anyone else.We may change any username and password for any User at any time, with notice to the User after the change. We have no obligation to provide you with multiple passwords or Accounts.
4.3. Unauthorized Access.You will not represent that you are any other Person unless such Person has given you written permission to act on that Person’s behalf. If you become aware of any unauthorized use of the Account(s) or the password(s), you shall notify us as promptly as possible. We are not responsible for any losses due to stolen or hacked passwords.
5. Payment Terms.
5.1. Subscription Options. Our two subscription options are a free plan and a paid monthly plan:
(a) the free plan allows for one (1) User and a maximum of 2,500 Records in your Account; and
(b) the monthly plan allows for two (2) or more Users and an unlimited number of Records in your Account. If your Account exceeds 100,000 Records, you may continue adding Records with our prior written permission.
5.2. Paid Monthly Plan. You can subscribe for or convert from the free plan to the monthly plan if you would like to add more than one (1) User or more than 2,500 Records.When your Account will exceed the limits of the free plan, you will no longer be able to add Users or Records unless you convert to the monthly plan.
5.3. Billing. A valid credit card is required for you to access HaystackCRM. The fees for your next month are due and payable when you subscribe for the monthly plan or when your Account exceeds the limits of the free plan and converts to the monthly plan under Section 5.2. If you are a monthly plan subscriber, your credit card will be billed the same date each month. The monthly plan renews automatically every month. The fees are billed automatically a month in advance and are non-refundable.
5.4. Payment of Fees. If a new User is added during the monthly Term, then the fees will be pro-rated based on the number of days remaining in your currently-paid Term. You are responsible for paying all fees for the entire Term, without regard to whether all Users are active. There will be no refunds or credits for cancellations, for Account upgrades or downgrades, or for months unused with an open Account.
5.5. Updates to Account Information. You agree to update your Account information within three (3) business days of any change to your billing or credit card information, as well as to your legal name, street address, e-mail address, and the names and telephone numbers of your Users and any authorized billing contact Person. You represent that you have the legal right to use any credit card that you use to register and purchase access to HaystackCRM from us. If the credit card or contact information you provide is false or fraudulent, we reserve the right to terminate your access to HaystackCRM, in addition to any other legal remedies.
5.6. Taxes. The fees are exclusive of all taxes, levies, or duties imposed by any government authorities, and you are responsible for payment of all such taxes, levies, or duties, except U.S. federal or state taxes based solely on the Company’s income.
5.7 Changes to Fees.We reserve the right to change the fees from time to time and to introduce new charges at any time, upon thirty (30) days’ advance notice to you. We may provide notice in writing by posting the changes on this page or by email.
6. Cancellation and Termination.
6.1. Cancellation. You are solely responsible for the proper cancellation of your Account. You may cancel your Account and stop using HaystackCRM at any time by accessing Account Management and closing your Account(s). An email or phone request to cancel your Account is not considered cancellation. We do not charge a cancellation fee, and no new or additional fees will apply to your Account(s)after cancellation.
6.2. Termination.We reserve the right to refuse access to HaystackCRM to any Person and suspend or close your Account(s) at any time without notice for any reason.
6.3. Access to User Data. You may access HaystackCRM through your Account until the end of the currently-paid Term.In the event of cancellation or termination, your Account will be disabled immediately.Once the Account is closed, your Account and User Data cannot be recovered. We retain the right to retain or delete User Data provided to us by you at our sole discretion.
6.4. Survival.The following sections 7, 8, 9, 10, and 11, and any other provision that by its nature survives termination, will survive expiration or termination of this Agreement.
7. Indemnification.
You agree to indemnify, defend and hold us harmless, at your expense, from and against any third-party claim, demand, suit, action, proceeding, costs, damages, losses, liabilities or expenses (including attorneys’ fees and costs) brought against us and/or our officers, directors, employees, agents, service providers, licensors, and affiliates by a third party arising out of or in connection with your access to or use of HaystackCRM. You shall not accept any settlement that:
(a) imposes an obligation on us;
(b) requires us to make an admission; or
(c) imposes liability not covered by these indemnifications or places restrictions on us without our prior written consent.
8. Representations and Warranties.
8.1. Representations and Warranties. Each party represents and warrants that it has the legal power and authority to enter into this Agreement.We represent and warrant that we will provide HaystackCRM in a manner consistent with the terms of this Agreement. In addition to your other representations and warranties contained here, you represent and warrant that you have not falsely identified yourself or any User and have not provided any false information to gain access to HaystackCRM and that your billing information is correct.
8.2. Availability on “As Is” Basis. HAYSTACKCRM AND ALL CONTENT, INCLUDING, WITHOUT LIMITATION, ANY THIRD-PARTY PRODUCTS OR SERVICES MADE AVAILABLE THROUGH HAYSTACKCRM, ARE PROVIDED TO YOU STRICTLY ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY REPRESENTATIONS, WARRANTIES, OR GUARANTEES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE DO NOT REPRESENT OR WARRANT THAT: (A) HAYSTACKCRM WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (B) THE USE OF HAYSTACKCRM WILL BE SECURE, TIMELY, UNINTERRUPTED, OR ERROR-FREE, OR THAT HAYSTACKCRM WILL OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM, OR DATA, (C) ANY DATA STORED ON HAYSTACKCRM OR THE RESULT(S) THAT MAY BE OBTAINED FROM THE USE OF HAYSTACKCRM WILL BE ACCURATE OR RELIABLE, (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH HAYSTACKCRM WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (E) ANY ERRORS OR DEFECTS IN HAYSTACKCRM WILL BE CORRECTED, OR (F) HAYSTACKCRM OR THE SERVER(S) THAT MAKE HAYSTACKCRM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
8.3. Disclaimer of Warranties. ALL CONDITIONS, REPRESENTATIONS, AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW BY US AND OUR LICENSORS AND THIRD-PARTY SUPPLIERS.
8.4. Legal Limitations.SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. SOLELY TO THE EXTENT SUCH LAW APPLIES TO YOU, SOME OR ALL OF THE EXCLUSIONS SET FORTH ABOVE MAY NOT APPLY TO YOU, AND YOU MAY HAVE OTHER RIGHTS.
9. Limitation of Liability.
9.1. Limitation of Liability.YOU ACKNOWLEDGE AND AGREE THAT HAYSTACKCRM IS PROVIDED SOLELY FOR YOUR CONVENIENCE AND WE SHALL HAVE NO LIABILITY TO YOU UNDER THIS AGREEMENT. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE AND OUR OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL HAVE NO LIABILITY UNDER THIS AGREEMENT FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OR INJURIES OF ANY TYPE OR KIND UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHER THEORY (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF DATA, REVENUE, PROFITS, USE, SECURITY OF DATA INCLUDING BUT NOT LIMITED TO USER DATA IN YOUR POSSESSION, CONTROL, OR STORAGE, GOODWILL, OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF, OR IN ANY WAY CONNECTED WITH HAYSTACKCRM OR THE CONTENT, INCLUDING BUT NOT LIMITED TO THE USE OR INABILITY TO USE HAYSTACKCRM (INCLUDING AS A RESULT OF ANY TERMINATION OR SUSPENSION OF YOUR ACCOUNT), OR FOR ANY INTERRUPTION, INACCURACY, ERROR OR OMISSION, EVEN IF WE HAD BEEN ADVISED OF THE POSSIBLITY OF SUCH DAMAGES, OR FOR THE ACTS, OMISSIONS, AND CONDUCT OF ANY THIRD PARTIES RELATED TO YOUR USE OF HAYSTACKCRM AND ANY LINKED SITES AND SERVICES.
IN NO EVENT SHALL WE BE LIABLE FOR NEGLIGENCE, INTENTIONAL MISCONDUCT OR MISHANDLED BUSINESS BY YOU, INCLUDING, BUT NOT LIMITED TO, SUCH CONDUCT BETWEEN YOU AND (1) ANY OF YOUR EMPLOYEES; (2) ANY OF YOUR SUPPLIERS; (3) ANY OF YOUR END CONSUMERS OR USERS; OR (4) ANY MERCHANT SERVICES.
9.2. Limitation on Amount of Liability. YOUR SOLE REMEDY AGAINST US FOR DISSATISFACTION WITH HAYSTACKCRM IS TO STOP USING HAYSTACKCRM. IN ANY EVENT, OUR AGGREGATE LIABILITY TO YOU FOR ANY CAUSE OF ACTION ARISING FROM YOUR USE OF HAYSTACKCRM OR UNDER THIS AGREEMENT, AND REGARDLESS OF THE FORM OF ACTION, SHALL AT ALL TIMES BE LIMITED TO THE GREATER OF (A) ANY AMOUNT YOU HAVE ACTUALLY PAID TO US FOR USE OF HAYSTACKCRM IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING SUCH CAUSE OF ACTION AND (B) THIRTY-FIVE U.S. DOLLARS ($35).
9.3. Legal Limitations. SOME JURISDICTIONS MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN LIABILITIES OR DAMAGES. TO THE EXTENT SUCH LAW APPLIES TO YOU, SOME OR ALL OF THE EXCLUSIONS OR LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU.
9.4. Acknowledgment of Limitation of Liability. The limitations on and exclusions of liability in this Agreement are an integral part of the bargain between you and us. YOU ACKNOWLEDGE AND agree that HAYSTACKCRM would not have been available for the same price and under the same terms and conditions had such limitations on and exclusions of liability not been included in this Agreement.
10. Miscellaneous.
10.1. Entire Agreement. This Agreement, including all documents incorporated into this Agreement by reference, constitutes the entire agreement between you and us and governs your use of HaystackCRM, superseding any prior or contemporaneous agreements or understandings between you and us, written or oral, including, but not limited to, any prior versions of this Agreement and additional or contrary terms contained in any purchase order or procurement document.
10.2. Governing Law. You agree that this Agreement, including all matters and disputes relating to your access to or use of HaystackCRM, shall be governed by and construed in accordance with the laws of the United States and the laws of the State of North Carolina without giving effect to any conflict of laws principles.
10.3. Dispute Resolution. In the event of any controversy or dispute between us and you arising out of or in connection with your use of HaystackCRM, the parties shall attempt to resolve any such dispute promptly and in good faith. If we are unable to resolve any such dispute within a reasonable time (not to exceed thirty (30) days), then either party may submit such controversy or dispute to mediation. If the dispute cannot be resolved through mediation, then the parties shall be free to pursue any right or remedy available to them under applicable law. You agree to submit to the exclusive personal jurisdiction of, and agree that venue is proper in, the state and federal courts located in Greensboro, North Carolina, and waive any objection to such jurisdiction or venue. Notwithstanding the foregoing, we may seek injunctive or other equitable relief to protect our Intellectual Property Rights in any court of competent jurisdiction. No recovery may be sought or received for damages other than out-of-pocket expenses, except that the prevailing party will be entitled to costs and attorneys’ fees.
10.4. Force Majeure. You agree that we are not liable for failure or delay in performance to the extent caused by circumstances beyond our reasonable control, including without limitation acts of God, labor disputes or other industrial disturbances, Internet outages, electrical, telecommunications, or other utility failures, earthquake, storms and other forces of nature, blockages, embargoes, riots, acts or orders of government, acts of terrorism, war, or failure of third party suppliers.
10.5. Privacy.Our Privacy Policy(https://www.haystackcrm.com/privacy-policy/), as amended from time to time, is incorporated by reference into this Agreement.You may be requested to submit personal data in connection with your use of HaystackCRM.The ways in which HaystackCRM collects and uses personal data, and your rights to request access to and collection of your personal data, are regulated by our Privacy Policy in accordance with applicable law.
10.6. Publicity. You grant us the right to identify you as a user in our promotional materials. At any point in time you can submit a written request via email to support@HaystackCRM.com to have us remove your name within thirty (30) days of your request.
10.7. No Agency. This Agreement does not create any agency, partnership, or joint venture between you and us.
10.8. No Waiver. Our failure or delay in the exercise or enforcement of any right or provision of this Agreement shall not constitute a waiver of such right or provision.
10.9. Assignment. You may not assign any of your rights under this Agreement to any other Person. We may assign our rights to any other Person in our discretion.
10.10. Severability. If any provision of this Agreement is found to be invalid or unenforceable, such provision shall be modified and interpreted to accomplish the objectives of this Agreement to the greatest extent possible under any applicable law, and the remainder of this Agreement and the application of such provision(s) shall continue in full force and effect.
11. Modification.
11.1 Amendment of Agreement.We reserve the right, in our sole discretion, to modify the terms and conditions of this Agreement or our policies relating to HaystackCRM at any time. The changes will become effective upon posting of an updated version of this Agreement on this page. Unless explicitly stated otherwise, any new feature or functionality that augments or enhances HaystackCRM shall be subject to this Agreement.
11.2. Consent to Amendment. You are responsible for reviewing this Agreement periodically for changes. Your continued use of HaystackCRM after the posting of changes will mean that you accept and agree to the changes. If you do not agree to the revised Agreement, please stop using HaystackCRM.
11.3. Modification to HaystackCRM. We modify HaystackCRM from time to time, including by adding or deleting features and functions, in an effort to improve your experience. We reserve the right to take any of the following actions, at any time, without notice to you: (1) to modify, suspend or terminate operation of or access to HaystackCRM, or any portion of HaystackCRM for any reason; (2) to modify or change HaystackCRM, or any portion of HaystackCRM, and any applicable policies or terms; and (3) to interrupt the operation of HaystackCRM, or any portion of HaystackCRM, as necessary to perform routine or non-routine maintenance, error correction, or other changes.
12. Local Laws and Export Controls.
HaystackCRM includes services and uses software and technology that may be subject to United States labor and privacy laws, as well as United States export controls and the export control regulations of the European Union. You acknowledge and agree that the Services shall not be used, and none of the underlying information, software, or technology may be transferred or otherwise exported or re-exported to the territory of countries as to which the United States and/or the European Union maintains an embargo (collectively, “Embargoed Countries”), or to or by a national or resident of these countries, or any person or entity on the U.S. Department of Treasury’s List of Specially Designated Nationals or the U.S. Department of Commerce’s Table of Denial Orders (collectively, “Designated Nationals”). The lists of Embargoed Countries and Designated Nationals are maintained and made available to the public by the relevant government agency, and are subject to change without notice. By accessing HaystackCRM or downloading or using the Technology, you represent and warrant that you are not located in, under the control of, or a national or resident of an Embargoed Country or Designated National. None of the Content, the Services, or any information acquired through the use of HaystackCRM, will be used for nuclear activities, chemical or biological weapons or missile projects, unless specifically authorized by the United States government or appropriate European Union body for such purposes.
13. Electronic Communications.
The communications between you and us use electronic means, whether you visit the Websites or send us emails, or whether we post notices on HaystackCRM or communicate with you via email. For contractual purposes, you:
(a) consent to receive communications from us in an electronic form; and
(b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications would satisfy if it were in writing.
14. Questions.
If you have any questions or concerns about this Agreement, please email us at support@HaystackCRM.com.