These terms were updated and effective as of May 30th, 2014.
This is a legal agreement (“Agreement”) between User and Content Bacon. Inc., (“Content Bacon”). BY ACCESSING AND/OR USING THE SERVICE(S), YOU ARE AGREEING, ON BEHALF OF YOURSELF AND/OR YOUR COMPANY, TO BE BOUND BY THE MOST RECENT TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT ACCESS AND/OR USE THE SERVICE(S).
This Agreement between Content Bacon, as defined in Section 23, and you, governs your use of the Content Bacon service, and the website (www.ContentBacon.com) including, without limitation, all content such as text, information, images, applications, templates software and other information, services and materials (collectively, the “Service”) and all information made available to you or by you through this site by Content Bacon.com, and/or third parties. The “Customer” shall mean the entity or person invoiced by Content Bacon for use of the Service, and “You” or “User” shall mean a unique user of the Service whether a Customer or not (as defined by unique URL, IP address or other unique identification).
This Agreement comprises the entire agreement between User and Content Bacon, and supersedes any and all prior or contemporaneous negotiations, discussions or agreements, whether written or oral, between the parties regarding the subject matter contained herein.
Content Bacon, in its sole discretion, reserves the right to revise, update and change this Agreement from time to time without notice to you, and you agree to be bound by such modifications or revisions. Any new features that augment or enhance the current Service, including the release of new features and resources, shall be subject to this Agreement. You agree to use the Service at your own risk and you understand that Content Bacon is not responsible for the content posted on the Service and you nonetheless may be exposed to such material.
Violation of any of the terms below will result in the termination of your Account.
1. Service Plans
The Service is available as a paid service plan (a “Content Bacon Account”). Each Content Bacon Account invoiced to and paid by the Customer in accordance with Section 2 herein comprises a single Content Bacon account through www.ContentBacon.com with an unlimited number of Users and special features.
Payment for Services under a Content Bacon Account shall be at prices and under terms stated on the Content Bacon.com website, or as otherwise stated or quoted by Content Bacon, from time to time. All prices are exclusive of taxes (VAT or otherwise), which may or may not be added to the price, depending on applicable law and the legal residence of the Customer.
Content Bacon is entitled to adjust the prices, functionality and number of Users for the Service from time to time. Adjusted prices shall take effect upon any subsequent term of the Service.
Payment shall be made automatically by charges assessed against the Customer’s credit card or by other designated payment method, as noted on the Content Bacon website, or as otherwise instructed by Content Bacon., from time to time.
In case of non-payment for any reason or any violation of these Terms and Conditions, Content Bacon shall be entitled – without liability – to immediately bar Customer’s access to the Service and bar access to the service plan in question, and to terminate Customer’s account. Customer agrees and acknowledges that Content Bacon has no obligation to retain Uploaded Data and that such Uploaded Data may be irretrievably deleted if the account is 45 days or more delinquent.
3. Right of Use
At the time of entering into this Agreement, the Customer or User is granted a non-exclusive, non-transferable, United States of America wide right to use the Service, solely for Customer’s or User’s own internal business purposes, subject to this Agreement. All rights not expressly granted to You are reserved by Content Bacon.
The right of use is at all times conditioned on compliance with the terms of this Agreement, and for Customer, prompt and timely payment regarding the Service. Breach of any term of this Agreement, or non-payment or delay in payment shall terminate any right of use granted to the User or Customer under this Agreement.
The Service may not be used in any way that is illegal or promotes illegal activities or in a manner that might be libelous or defamatory or otherwise malicious or harmful to any person or entity, or discriminatory based on race, sex, religion, nationality, disability, sexual orientation, or age or is otherwise indecent.
You shall not (i) license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Service in any way; (ii) modify or make derivative works based upon the Service; (iii) create Internet “links” to the Service or “frame” or “mirror” any content on any other server or wireless or Internet-based device; or (iv) reverse engineer or access the Service in order to (a) build a competitive product or service, (b) build a product using similar ideas, features, functions or graphics of the Service, or (c) copy any ideas, features, functions or graphics of the Service.
You may use the Service only for your internal business purposes and shall not: (i) send spam or otherwise duplicative or unsolicited messages in violation of applicable laws; (ii) send or store infringing, obscene, threatening, libelous, or otherwise unlawful or tortuous material, including material harmful to children or violative of third party privacy rights; (iii) send or store material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs; (iv) interfere with or disrupt the integrity or performance of the Service or the data contained therein; (v) attempt to gain unauthorized access to the Service or its related systems or networks; or (vi) use the Service, including the content, our intellectual property rights, Content Bacon technology and our trademarks and service marks for any commercial purposes (i.e. soliciting customers, resale, etc.) without our prior written consent.
For the avoidance of doubt, any termination by either of the parties or the expiry of the term of this Agreement shall only have effect for the future, and shall have no retroactive effects. Notwithstanding the above, the rights and obligations in Sections 2, 3, 8, 10-13 and 16 shall stay in full force and effect after said expiry or termination of this Agreement.
Access to the Service is available at https://ContentBacon.com. Upon entering into a contract with the Customer or User, Content Bacon will provide the Customer or User with an online dashboard account for the organization, username and password for accessing the Service.
Access to the Service is only available to the Customer and Users, subject to compliance with these Terms and Conditions and, in the case of Customer, making the applicable payments for the Service under this Agreement.
Accounts, usernames and passwords are personal, and are to be considered part of Confidential Information. The User or Customer is at all times fully liable for all acts and omissions by Users whom the User or Customer has granted access and agrees to indemnify Content Bacon for all claims and losses related to such acts and omissions.
5. Service Level
Content Bacon will at all times reasonably attempt to achieve the highest possible availability and shortest possible access time of the Service, but no warranties of any kind, regarding any specific availability or time of access are granted. The Service is hosted by Content Bacon, or a subcontractor of its choice. All data stored as part of the Service may be backed up on a regular basis. If Customers with a paid service plan experience loss of data, Content Bacon may use reasonable efforts to attempt to restore data from the most recent working backup; provided, however, Content Bacon gives no warranties with respect to recovering or restoring any lost Customer data. The User or Customer is always encouraged to make its own backups of all data stored on the Service.
6. Your Responsibilities
You are responsible for all activity occurring under your User or Customer account and shall abide by all applicable local, state, national and foreign laws, treaties and regulations in connection with your use of the Service, including those related to data privacy, international communications and the transmission of technical or personal data. In addition, you shall be responsible for abiding by any and all internal policies, procedures and regulations, which are required, by your employer and/or the applicable administrators of your account. You shall: (i) notify Content Bacon immediately of any unauthorized use of any password or account or any other known or suspected breach of security; (ii) report to Content Bacon immediately and use reasonable efforts to stop immediately any copying or distribution of content that is known or suspected by You or other users to violate this Agreement or the intellectual property rights of third parties; and (iii) not impersonate another Content Bacon user or provide false identity information to gain access to or use the Service. By accessing the Service, You represent and warrant that you have not falsely identified yourself nor provided any false information to gain access to the Service and that your billing information is correct.
Content Bacon does not own any data, information or material that You or others integrate or submit to the Service in the course of using the Service (“Uploaded or Synchronized Data”). You shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use any and all Uploaded or Synchronized Data that You submit. Content Bacon shall not be responsible or liable for the deletion, correction, destruction, damage, loss or failure to store any Uploaded or Synchronized Data.
The Customer and/or User are fully liable for the legality of all Uploaded or Synchronized Data stored by the Customer and/or User on the Service. Furthermore the Customer and/or User is fully liable, if such Uploaded or Synchronized Data is infringing upon third party rights, and accordingly agrees to indemnify Content Bacon for all claims and losses related to such infringement and/or illegality.
If Content Bacon on its own or through any third party has notice that Uploaded or Synchronized Data stored by the Customer and/or User is in violation of any law or infringes third party rights, Content Bacon shall have the unfettered right to – without liability to the Customer or User – immediately suspend access to such data without prior notice to the User or Customer. The Customer and/or User may be notified by Content Bacon of any such action under this Section, when reasonable and possible.
For paid accounts, the administrator shall have control over all applicable Uploaded or Synchronized Data submitted to the Service, and all Uploaded or Synchronized Data will be deemed to be owned by and the property of the applicable organization. Upon request by the applicable administrator, Content Bacon may remove, modify, edit or otherwise alter any applicable Uploaded or Synchronized Data.
8. Intellectual Property Rights
Content Bacon alone (and its successor or assigns, or its licensors, where applicable) shall own all right, title and interest, including all related intellectual property rights, in and to the Content Bacon business intelligence technology, the content and the Service and any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by You or any other party relating to the Service. This Agreement is not a sale and does not convey to You any rights of ownership in or related to the Service, Content Bacon business intelligence technology, or intellectual property rights. The Content Bacon name, the Content Bacon logo, and the product names associated with the Service are trademarks of Content Bacon or its affiliated companies, and no right or license is granted to use them.
All copyrights and/or other intellectual property rights, title and interests in a) software on which the Service is based and made available to the Customer and/or User, b) source codes or other software components of the Service, c) content of the website Content Bacon.com and the Service including text and graphics, excluding Uploaded or Synchronized Data, d) trademarks, names etc., are the sole property of Content Bacon and its affiliated companies, and/or third parties having granted Content Bacon license for its use, and the Customer and/or User shall gain no rights to said intellectual property rights other than the limited right of use as stipulated in this Agreement.
The Customer and/or User shall not reproduce or redistribute any software, content or trademarks, intellectual property in any form, except as allowed in this Agreement.
The Customer shall own all content and intellectual property rights created by Content Bacon through Customer’s use of the Services.
The Customer and/or User retain all intellectual property rights to Uploaded or Synchronized Data stored by such Customer and/or User on the Service.
10. Representations & Warranties
You represent and warrant that you have the legal power and authority to enter into this Agreement. CONTENT BACON WARRANTS THAT (i) ANY SERVICES PROVIDED HEREUNDER WILL BE PERFORMED IN A PROFESSIONAL AND WORKMANLIKE MANNER; (ii) THE SERVICES WILL PERFORM SUBSTANTIALLY IN ACCORDANCE WITH THE APPLICABLE SERVICE DOCUMENTATION UNDER NORMAL USE AND CIRCUMSTANCES; AND, (iii) THE FUNCTIONALITY OF THE SERVICES WILL NOT BE MATERIALLY DECREASED DURING THE TERM. CONTENT BACON’S ENTIRE LIABILITY AND YOUR EXCLUSIVE REMEDY UNDER THIS WARRANTY WILL BE, AT THE SOLE OPTION OF CONTENT BACON AND SUBJECT TO APPLICABLE LAW, TO PROVIDE RESTORED SERVICE(S) WHICH CONFORMS TO THESE WARRANTIES OR TO TERMINATE THE SERVICE(S).
You shall defend, indemnify and hold Content Bacon, its licensors and each such party’s parent organizations, subsidiaries, affiliates, officers, directors, employees, attorneys and agents harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys’ fees and costs) arising out of or in connection with: (i) a claim alleging that use of the Service or any Uploaded or Synchronized Data infringes the rights of, or has caused harm to, a third party; (ii) a claim, which if true, would constitute a violation by You of your representations and warranties made herein; or (iii) a claim arising from the breach by You or other Users of this Agreement (iv) your use of and access to the Content Bacon Website.This defense and indemnification obligation will survive these Terms of Service and your use of the Services.
12. Disclaimer of Warranties
CONTENT BACON AND ITS LICENSORS MAKE NO REPRESENTATION, WARRANTY, OR GUARANTY AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, TRUTH, AVAILABILITY, ACCURACY OR COMPLETENESS OF THE SERVICE OR ANY CONTENT. CONTENT BACON AND ITS LICENSORS DO NOT REPRESENT OR WARRANT THAT (A) THE USE OF THE SERVICE WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA, (B) THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (C) ANY STORED DATA WILL BE ACCURATE OR RELIABLE, (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (E) ERRORS OR DEFECTS WILL BE CORRECTED, OR (F) THE SERVICE OR THE SERVER(S) THAT MAKE THE SERVICE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE SERVICE AND ALL CONTENT IS PROVIDED TO YOU STRICTLY ON AN “AS IS” BASIS. 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 CONTENT BACON AND ITS LICENSORS. CONTENT BACON IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS.
13. Limitation of Liability
IN NO EVENT SHALL CONTENT BACON BE LIABLE FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL OR INCIDENTAL LOSS, EXEMPLARY OR OTHER DAMAGES RELATED TO THIS AGREEMENT 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; (VI) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/ OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (VII) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR WEBSITE, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR WEBSITE BY ANY THIRD PARTY, AND/OR (VIII) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE , HOWEVER CAUSED AND BASED ON ANY THEORY OF LIABILITY, AND INCLUDING, BUT NOT LIMITED TO, BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR OTHERWISE, AND WHETHER OR NOT CONTENT BACON HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT PERMITTED BY APPLICABLE LAW, CONTENT BACON’S 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 CUSTOMER.
If any provision of these Terms of Service is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms of Service, which shall remain in full force and effect. No waiver of any term of this these Terms of Service shall be deemed a further or continuing waiver of such term or any other term, and Content Bacon’s failure to assert any right or provision under these Terms of Service shall not constitute a waiver of such right or provision. Content Bacon reserves the right to amend these Terms of Service at any time and without notice, and it is your responsibility to review these Terms of Service for any changes. Your use of the Content Bacon Website following any amendment of these Terms of Service will signify your assent to and acceptance of its revised terms. YOU AND CONTENT BACON AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE VUMEE WEBSITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
14. Force Majeure
Neither Party will be responsible for any delay, interruption or other failure to perform under this Agreement due to acts beyond its reasonable control, but only for so long as such conditions persist. Force majeure events include, but are not limited to: natural disasters (e.g., lightning, earthquakes, hurricanes, floods); wars, riots, terrorist activities, and civil commotions; activities of local exchange carriers, telephone carriers, wireless carriers, Internet service providers, and other third parties; explosions and fires; embargoes, strikes, and labor disputes; governmental decrees; and any other cause beyond the reasonable control of a Party.
15. Personal Data
16. Terms and Termination of Service
Month-to-Month Payment Option: Content Bacon Service accounts that are billed month-by-month are pre-paid and are non-refundable. CONTENT BACON DOES NOT PROVIDE REFUNDS FOR COMPLETED MONTHS OR CREDITS FOR ANY PARTIAL MONTHS OF USE OF THE SERVICE. All new customers that sign up for a monthly package agree to a 90-day (3 month) initial term. You may cancel, pause or suspend your Content Bacon Account at anytime, with 30-days notice, at which time the cancellation will be effective immediately. Customers that are in the 90-day initial term may cancel at day 60, at the earliest, to be in compliance with the 30-days notice. If you wish to cancel your Content Bacon Account you may do so by contacting firstname.lastname@example.org. Should you elect to cancel your Content Bacon Account, please note that you will NOT be issued a refund for any charged and paid fees. It is your responsibility to keep your contact and payment information current. You explicitly authorize Content Bacon to continue billing your credit card on file with us for as long as you continue using the Service, and in the event that your credit card is invalid for payment for any reason, then you remain responsible for any uncollected amounts.
This Month-to-Month Payment Option shall commence on the date of availability of the Services and will remain in effect for an initial term of contract as stipulated online at the Content Bacon website (the “Initial Term”). Upon the expiration of the Initial Term, this Agreement will automatically renew for successive renewal terms equal in duration to the Initial Term at the then current fees, if applicable, unless Customer specifically terminates the Services online on Content Bacon’s website.
Content Bacon may give notice by means of a general notice on the Service, electronic mail to your e-mail address on record in Content Bacon’s account information, or by written communication sent by first class mail or pre-paid post to your address on record in Content Bacon’s account information. Such notice shall be deemed to have been given upon the expiration of 48 hours after mailing or posting (if sent by first class mail or pre-paid post) or 12 hours after sending (if sent by email).
18. Modification to Terms
Content Bacon reserves the right to modify the terms and conditions of this Agreement or its policies relating to the Service at any time, effective upon posting of an updated version of this Agreement on the Content Bacon website at http://www.Content Bacon.com/terms. You are responsible for regularly reviewing this Agreement. Continued use of the Service after any such changes shall constitute your consent to such changes.
This Agreement may not be assigned by you without the prior written approval of Content Bacon, but may be assigned without your consent by Content Bacon to (i) a parent or subsidiary, (ii) an acquirer of assets, or (iii) a successor by merger. Any purported assignment in violation of this section shall be void.
20. Scope of Service
It is your responsibility to provide all data required to enable us to provide the Services requested. Your communications with us regarding matters raised in this Service are “confidential,” not “privileged”. That means, in most cases our communications cannot be disclosed to third parties with your consent and approval. Although we will perform the Services to the best of our ability, we cannot and have not made any guarantees regarding the outcome of any services that we perform. Any discussions that we have with you about the outcome of any matter are our best professional estimates only and are limited by our knowledge at the time they are made. As we learn about your business, we may have recommendations respecting your policies, procedures, internal controls, accounting practices, recordkeeping methods, data management, and reporting methods. We will discuss these recommendations with you and seek your positive written instructions prior to starting any work.
Unless expressly authorized in writing by the other Party, neither Party shall disclose to any third party any Confidential Information of the other Party, nor use such Confidential Information in any manner other than to perform its obligations under this Agreement. Confidential Information means any non-public information and/or materials provided by a Party under this Agreement to the other Party and reasonably understood to be confidential, but shall not include Uploaded or Synchronized Data.
The foregoing restrictions do not apply to any information that (i) is publicly disclosed through no fault of the receiving Party, (ii) is already lawfully in the receiving Party’s possession and not subject to a confidentiality obligation to the disclosing Party, (iii) becomes known to the receiving Party from a third party having an apparent bona fide right to disclose the information, or (iv) is Confidential Information that the receiving Party is obligated to produce pursuant to an order of a court of competent jurisdiction or a valid administrative subpoena, provided receiving Party supplies disclosing Party with timely notice of such court order or subpoena. Furthermore, Customer and User will keep in confidence all passwords and/or other access information related to the Services. Customer and User acknowledge that Content Bacon and its licensors retain all intellectual property rights and title, in and to, all of their Confidential Information and/or other proprietary information. This shall include, but not be limited to: products, services, and the ideas, concepts, techniques, inventions, processes, software or works of authorship developed, embodied in, or practiced in connection with the Services provided by Content Bacon hereunder.