Acceptance of Terms
If you are entering into these Terms on behalf of a company, organization or another legal entity, “you” represents you, your organization, its affiliates, and all users associated with your organization. If you are entering into these Terms on behalf of a company, organization or another legal entity, you must have the authority to bind such entity and its affiliates to these Terms. By accessing and using StrategyShare, you are signifying that you and/or your company, organization or another legal entity, and the users associated with your organization agree to be bound by the terms and provisions of the TOU.
Right of Modification
Description of StrategyShare Services
StrategyShare provides users with access to a rich collection of resources (including but not limited to tools, content, forums, and databases) related to strategy creation, execution, measurement, and management.
You understand and agree that StrategyShare services may include certain communications from SFBS Inc. such as service announcements and administrative messages and that these communications are considered part of the use of StrategyShare. Unless explicitly stated otherwise, any new features that augment or enhance current StrategyShare services, including the release of new StrategyShare modules, content, and properties, shall be subject to the TOU.
You understand and agree that StrategyShare is provided “AS IS” and that StrategyShare assumes no responsibility for the timeliness, deletion, mis-delivery, or failure to store any user created communications or personalized settings. You are responsible for obtaining access to StrategyShare, and that access may involve third-parties (e.g. cloud hosting, technical support, etc.).
You must provide and are responsible for all equipment necessary to access and use StrategyShare. You understand and accept that the technical processing and transmission of StrategyShare, including your content, may involve
- transmission over various networks, and
- changes to conform and adapt to the technical requirements of connecting networks or devices.
- You agree to use StrategyShare only through our website and/or our authorized software application and hosting platform.
- You agree to provide us with current, complete and accurate registration information for the use of StrategyShare and to maintain and properly update such information ("Registration Data"). If you are using paid services/subscriptions, you authorize us to confirm that the credit card/payment information you provide is and remains in good standing with a financial institution as long as you are using StrategyShare.
- You agree to provide true, accurate, current, and complete information about you and/or your organization as prompted by the StrategyShare registration process (such information being the "Registration Data"). You further agree that, in providing such Registration Data, you will not knowingly omit or misrepresent any material facts or information and that you will promptly enter corrected or updated Registration Data via StrategyShare. You further consent and authorize us to verify your Registration Data as required for your use of and access to StrategyShare.
Once you subscribe to StrategyShare you will receive password protected access to StrategyShare ("Access Information"). You agree that you will not allow another person and/or other organization to use your Access Information, or those of other people associated with your organization, to access and use StrategyShare under any circumstances.
You are solely and entirely responsible for maintaining the confidentiality of your Access Information and for any charges, damages, liabilities, or losses incurred or suffered as a result of your failure to do so. We are not liable for any harm caused by or related to the theft of your Access Information, your disclosure of your Access Information, or your authorization to allow another person to access and use StrategyShare using your Access Information.
You are solely and entirely responsible for any and all activities that occur under your designation as Org Administrator including any charges relating to StrategyShare. You agree to notify us immediately of any unauthorized use of your account or any other breach of security known to you. You acknowledge that the complete privacy of your data and messages transmitted while using StrategyShare cannot be guaranteed.
Privacy of Information
You understand that all information, data, text, software, music, sound, photographs and/or images, graphics, videos, messages, comments, tags, documents, links, or other materials ("Content"), whether publically or privately transmitted, are the sole responsibility of the person(s) from whom the Content originated. This means that you and all users associated with your organization, not SFBS Inc., are entirely responsible for all Content that you upload, post to, email, transmit, or otherwise make available via StrategyShare. While SFBS Inc./StrategyShare does not control all the Content posted on StrategyShare, we take responsibility for ensuring that StrategyShare performs all calculations, as defined within the application and/or by you, as accurately as possible.
You understand that by using StrategyShare you, and other users in your organization, may be exposed to Content that is indecent, offensive or objectionable, including but not limited to comments, document links, and website links. Under no circumstances will SFBS Inc. be liable in any way for Content (other than pre-programmed or defined results calculations), including but not limited to, any omissions in content or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via StrategyShare.
You and all users associated with your organization agree not to use StrategyShare to:
- Upload, post, email, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically, or otherwise objectionable;
- Impersonate any person or entity, including but not limited to, a SFBS Inc./StrategyShare official, or falsely state or otherwise misrepresent your affiliation with a person, organization, or entity;
- Manipulate identifiers in order to disguise the origin of any Content transmitted through StrategyShare;
- Upload, post, email, transmit or otherwise make available Content that you do not have a right to make available under any law or under any contractual or fiduciary relationships;
- Upload, post, email, transmit or otherwise make available any Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights ("Rights") of any party;
- Upload, post, email, transmit or otherwise make available any material that contains any viruses or other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of StrategyShare;
- Interfere with or disrupt the StrategyShare servers or networks, or disobey any requirements, procedures, policies, or regulations of networks and/or hosting services connected to StrategyShare;
- Intentionally or unintentionally violate any applicable local, state, provincial, national, or international law; and/or
- Collect or store personal data about other users in connection with the prohibited conduct and activities set forth in the bulleted items above.
You acknowledge that SBFS Inc./StrategyShare may or may not pre-screen Content but that SFBS Inc. and its designees shall have the right (but not the obligation) in their sole discretion to pre-screen, refuse, or remove any Content that is available via StrategyShare. Without limiting the foregoing, SFBS Inc. and its designees shall have the right to remove any Content that violates the TOU or is otherwise objectionable.
You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, you acknowledge that you may not rely completely on any Content created by StrategyShare or submitted to StrategyShare.
You acknowledge, consent, and agree that SFBS Inc./StrategyShare and its designees may access, preserve and disclose your account information and Content if required to do so by law or in good faith belief that such access, preservation or disclosure is reasonably necessary to:
- comply with legal process;
- enforce the TOU;
- respond to claims that any Content violates the rights of third parties;
- respond to requests for customer service and technical support; or
- protect the rights, property or personal safety of SFBS Inc. and/or StrategyShare, its users and the public.
You understand that StrategyShare and any software within it may include security components that permit digital materials to be protected and that use of these materials is subject to usage rules set by SFBS Inc./StrategyShare and/or content providers who provide content to StrategyShare. You may not attempt to override or circumvent any of the usage rules embedded into StrategyShare. Any unauthorized reproduction, publication, further distribution or public exhibition of the materials provided on or by StrategyShare, in whole or in part, is strictly prohibited.
Interstate Nature of Communications on the StrategyShare
When you register with StrategyShare, you acknowledge that in using StrategyShare to send electronic communications you will be causing communications to be sent through StrategyShare’s server networks. StrategyShare’s cloud server is located in Canada and we take steps to ensure that your Content is housed/stored within the Canadian jurisdiction. However, the nature of electronic communications means that even communications that seem to be intrastate in nature can result in the transmission of interstate communications regardless of where you are physically located at the time of transmission. Accordingly, by agreeing to this TOU, you acknowledge that use of StrategyShare may result in some interstate transmissions.
Contributions to StrategyShare
By submitting ideas, suggestions, documents, and/or proposals ("Contributions") to StrategyShare through email, phone, suggestion or feedback webpages, and/or any other comment and feedback collection vehicles, you acknowledge and agree that
- your Contributions do not contain confidential or proprietary information;
- SFBS Inc./StrategyShare is not under any obligation of confidentiality, express or implied, with respect to the Contributions;
- SFBS Inc./StrategyShare shall be entitled to use or disclose (or choose not to use or disclose) such Contributions for any purpose, in any way, in any media worldwide;
- SFBS Inc./StrategyShare may have something similar to the Contributions already under consideration or in development;
- your Contributions automatically become the property of SFBS Inc./StrategyShare without any obligation of SFBS Inc./StrategyShare to you; and
- you are not entitled to any compensation or reimbursement of any kind from SFBS Inc./StrategyShare under any circumstances.
You agree to indemnify and hold SFBS Inc./StrategyShare and its subsidiaries, affiliates, officers, agents, employees, partners and licensors harmless from any claim or demand, including reasonable attorneys’ fees, made by a third party due to or arising out of Content you submit, post, transmit, modify or otherwise make available through StrategyShare, your use of StrategyShare, your connection to StrategyShare, your violation of the TOU, and/or your violation of any rights of another.
General Practices Regarding Use and Storage
You acknowledge that StrategyShare may establish general practices and limits concerning the use of StrategyShare, including without limitation, the maximum period of time for which Content will be made available live and in archives by StrategyShare. You agree that StrategyShare has no responsibility or liability for the deletion of any messages, and other communications or other Content maintained or transmitted by StrategyShare, by you and/or users within your organization.
Modifications to StrategyShare
SFBS Inc./StrategyShare reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, StrategyShare (or any part thereof) with 15 days notice. You agree that SFBS Inc./StrategyShare shall not be liable to you or any third party for the modification, suspension or discontinuance of StrategyShare (or any part thereof).
Prices posted on the StrategyShare website and/or in any schedule, exhibit, or other document are exclusive of taxes and other fees which may be imposed on you for the provision or use of StrategyShare. You will be responsible for such taxes and fees. Tax exempt status will be granted to you upon presentation of a satisfactory certificate of exemption.
The current fee for the service/subscription you have selected will be charged to your payment method, instrument or account on the date that you click on the “Get Started” button in the ordering process or sign a service agreement with us. Fees charged for one subscription may, in certain cases, be credited towards other services and/or subscriptions.
SFBS Inc./StrategyShare will submit your payment information, when subscribing to paid services, to the applicable payment gateway. Charges for StrategyShare will be at the rates and frequencies set forth by the subscription level/type and agreed upon by you during the Registration and/or Renewal processes. Such changes may be modified by SFBS Inc. upon 30 days prior written notice.
Charges for your use of StrategyShare will be paid directly to SFBS Inc. directly by you/your organization or deducted from your authorized credit card company or financial institution (with your approval).
SFBS Inc. is not liable for any losses relating to chargebacks, fraudulent charges, or other actions by you that are deceptive, fraudulent, or otherwise invalid ("Fraudulent Actions"). By using StrategyShare, you hereby release SFBS Inc. from any liability arising from Fraudulent Actions. You will also use your best efforts to promptly notify SFBS Inc. of any Fraudulent Actions that may affect StrategyShare. SFBS Inc. reserves the right, at its sole discretion, to terminate the account for you and/or your organization if you or any users associated with your organization engage in, or enable any other user to engage in, Fraudulent Actions.
Payment of Subscription
Payment occurs on a pre-pay basis and payment will be automatically renewed at the beginning of the next payment term. The amount you pay will depend upon the subscription option and payment frequency you choose. If you choose not to renew your subscription, your StrategyShare account will automatically revert to a free account and will be subject to the limitations of a free account.
You may terminate your StrategyShare account and access to StrategyShare by submitting a written termination request to StrategyShare.
You agree that StrategyShare may, without prior notice, immediately terminate, limit your access or suspend your StrategyShare account, and any associated email address, and access to StrategyShare. Cause for such termination, limitation of access, or suspension shall include, but not be limited to,
- breaches or violations of the TOU or other incorporated agreements or guidelines;
- requests by law enforcement or other government agencies;
- discontinuance or material modification of StrategyShare (or any part thereof);
- unexpected technical or security issues or problems;
- engagement by you and/or other users associated with your organization in fraudulent or illegal activities; and/or
- nonpayment of any fees owed by you in connection with your use of StrategyShare. Further, you agree that all terminations, limitations of access and suspensions for cause shall be made in StrategyShare’s sole discretion and that SFBS Inc./StrategyShare shall not be liable to you or any third party for any termination of your account, any associated email address, or access to StrategyShare.
Termination or downgrade of your StrategyShare account includes any or all of the following:
- removal of access to all or part of the offerings within StrategyShare;
- deletion of your password and all related information, files and Content associated with or inside your account (or any part thereof), and
- barring of further use of all or part of StrategyShare.
Cancellation of Subscription
In the case where you wish to cancel your use of StrategyShare or terminate your service agreement with StrategyShare, you must provide StrategyShare with a written 15 day termination request to StrategyShare. Cancellations provided in this manner will be refunded any applicable subscription fees already collected by StrategyShare, pro rata no later than 30 days after StrategyShare receives your termination request.
After receipt of your termination request, you will be advised by StrategyShare that you have 14 days to download any Content you wish to maintain access to from StrategyShare. StrategyShare personnel will provide you with the standard technical support we offer to our customers should you need help to complete these downloads.
StrategyShare may provide or include links to other websites or resources. You acknowledge and agree that StrategyShare is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for an Content, advertising, products or other materials on or available from such sites or resources. You further acknowledge and agree that SFBS Inc./StrategyShare 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 use of or reliance on any such Content, goods or services available on or through any such website or resource.
SFBS Inc’s Proprietary Rights
You acknowledge and agree that StrategyShare, Content and any necessary software used in connection with StrategyShare ("Software") contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that Content contained in information presented to you through StrategyShare is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws.
Except as expressly permitted by applicable law or as authorized by SFBS Inc./StrategyShare or the applicable licensor, you agree not to copy, reproduce, modify, rent, lease, loan, sell, distribute, transmit, broadcast, publicly perform or create derivative works based on StrategyShare including Content and/or Software, in part or in whole. The burden of determining that your use of any such information, Software, or any other Content on StrategyShare is permissible rests with you.
SFBS Inc./StrategyShare grants you and your organization a non-transferable and non-exclusive right and license to use the StrategyShare Software and Content provided that you and all users associated with your organization do not (and do not allow any third party) copy, modify, create a derivative form from, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sub-license, grant a security interest in or otherwise transfer any right in the Software or Content.
You agree not to modify the Software or Content in any manner or form, nor to use modified versions of the Software and Content, including (without limitation) for the purpose of obtaining unauthorized access to StrategyShare. You agree not to access StrategyShare by any means other than through the interface that is provided by StrategyShare for use in accessing StrategyShare. You agree that you will never divulge or share access or Access Information with any third party for any reason.
You agree that all StrategyShare’s trademarks, trade names, service marks and other StrategyShare logos and brand features, and product and service names are trademarks and the property of SFBS Inc. (the "StrategyShare Marks"). Without SFBS Inc.’s prior permission, you agree not to display or use in any the StrategyShare Marks.
Disclaimer of Warranties
You expressly understand and agree that:
- Your use of StrategyShare including its Software are at your sole risk. StrategyShare including its Software is provided on an “AS IS” and “as available” basis. SFBS Inc. and its subsidiaries, affiliates, officers, employees, agents, partners, and licensors expressly disclaim all warranties of any kind, whether express or implied, including but not limited to the implied warranties of title, merchantability, fitness for a particular purpose, and non-infringement.
- SFBS Inc. and its subsidiaries, affiliates, officers, employees, agents, partners, and licensors make no warranty that: (i) StrategyShare including its Software will meet your requirements; (ii) StrategyShare including its Software will be uninterrupted, timely, or error-free; (iii)the results that may be obtained from the use of StrategyShare including its Software will be accurate or reliable; (iv) the quality of any products, services, information or other material purchased or obtained by you through StrategyShare including its Software will meet your expectations; and (v) any errors in the Software will be corrected.
- Any material downloaded or otherwise obtained through the use of StrategyShare including its Software is accessed at your own discretion and risk, and you will be solely responsible for and hereby waive any and all claims and causes of action with respect to any damage to your computer systems, internet access, download or display devices, or loss of data that results from the download of any such material.
- We comply with information security laws and we adopt appropriate data collection, storage and processing practices and security measures to protect against unauthorized access, alteration, disclosure or destruction of your Personal and Organizational Data and your StrategyShare data/content which is stored on our site and/or servers. While we take all reasonable security precautions to prevent unauthorized access to our site and/or servers by maintaining our security certifications and processes, cyber threats continue to evolve. Should you wish to implement higher levels of information security than we currently maintain, you may contact us at any time to make the necessary arrangements. Please note that additional fees may be associated with such a request. Should you prefer it, deployment of the StrategyShare application on your organization’s local server network is an option that’s available to you. Please contact us to discuss this option if you are interested - additional fees may be associated with such a request.
- No advice or information, whether oral or written, obtained by you from SFBS Inc. or through or from StrategyShare including its Software shall create any warranty not expressly stated in the TOU.
Limitation of Liability
You expressly understand and agree that SFBS Inc. and its subsidiaries, affiliates, officers, employees, agents, partners, and licensors shall not be liable to you for any punitive, indirect, incidental, special, consequential or exemplary damages including but not limited to, damages for loss of profits, goodwill, use, data, or other intangible losses (even if SFBS Inc. has been advised of the possibility of such damages), resulting from:
- the use of or the inability to use StrategyShare;
- the cost of procurement of substitute goods and services;
- unauthorized access to or alteration of your transmissions or data;
- statements or conduct of any third party on StrategyShare; or
- any other matter relating to StrategyShare.
Exclusions and Limitations
Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the limitations outlined within the Disclaimer of Warranties and Limitation of Liability sections of the TOU may not apply to you.
The TOU constitutes the entire agreement between you and/or your organization, all users associated with your organization, and SFBS Inc./StrategyShare, and governs the use of StrategyShare by all these entities. This TOU supersedes any prior version of this TOU between you and/or your organization, all users associated with your organization, and SFBS Inc./StrategyShare with respect to StrategyShare. You and/or your organization, all users associated with your organization, and SFBS Inc./StrategyShare may be subject to additional terms and conditions that may apply when you use or purchase certain other StrategyShare services, affiliate services, third-party content or third-party software.
Choice of Law and Forum
You and SFBS Inc. each agree that the TOU and the relationship between the parties shall be governed by the laws of Ontario, Canada without regard to its conflict of law provisions and that any and all claims, causes of action or disputes (regardless of theory) arising out of or relating to the TOU, or the relationship between you and SFBS Inc./StrategyShare shall be brought exclusively in the courts located in Waterloo, Ontario, Canada. You and SFBS Inc. agree to submit to the personal jurisdiction of the courts located in Waterloo, Ontario, Canada and agree to waive any and all objections to the exercise of jurisdiction over the parties by such courts and to venue in such courts.
Waiver and Severability of Terms
The failure of SFBS Inc. to exercise or enforce any right or provision of the TOU shall not constitute a waiver of such right or provision. If any provision of the TOU is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the TOU shall remain in full force.
Statute of Limitations
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of StrategyShare or the TOU must be filed within one (1) year after such claim or cause of action arose or be forever barred.
The section titles in the TOU are for convenience only and have no legal or contractual effect.
Please report any violations of the TOU to us at firstname.lastname@example.org
Last Updated: December 7, 2018