Last Modified: September 16, 2021
Welcome to the Ushur Community! This community is made up of Ushur users, partners and employees and serves as a go-to destination for Ushur product know-how, peer-to-peer support and thought leadership on best practices. We also ideate with customers directly on how to improve and extend the Ushur products. We’d love to see users learn from each other and build their influence and profile on the Ushur Community.
These Ushur Community Terms of Use (“Community TOU”) are the terms that apply to your use of the Ushur Community. We hope that these will help ensure the community is valuable to you and serves as a platform where we can all become better together. The Community TOU also protects the interests of all of our members, as well as our goodwill and reputation. These terms are so important that we cannot permit you to use the Ushur Community unless you agree to them. By using the Ushur Community, you are agreeing to these terms.
Every community user agrees to abide by these Community TOU and is responsible for any violations. You are not allowed to assist or engage others in a way that would violate these Community TOU. We will enforce and ensure compliance with this Community TOU by using methods we consider to be appropriate.
We reserve the right to modify these Community TOU at any time without giving you prior notice. You can find the most recent version here. Your use of the community following any such modification constitutes your agreement to follow and be bound by these Community TOU as modified. You agree to review the Community TOU on a regular basis and always remain in compliance.
1. Definitions
“Agreement” or “Community TOU” means these Ushur Community Terms of Use and all materials referred or linked to in here.
“Community Content” means all content, including without limitation, language, data, information, and images, provided through or disclosed by use of the Ushur Community, whether by us, our customers, or other users of the Ushur Community. Community Content does not include Your Content.
“Ushur IP” means collectively, the Service, Ushur Technology, Documentation, Confidential Information (as defined below) and all derivatives, improvements, enhancements or extensions thereof.
“Community Guidelines” means the policies applicable to users of the Ushur Community which we have published here, or another website we designate.
“Ushur Community” means the online community accessible at community.ushur.com.
"Sensitive Information" means credit or debit card numbers; personal financial account information; Social Security numbers; passport numbers; driver’s license numbers or similar identifiers; employment, financial or health information, including any information subject to regulations, laws or industry standards designed to protect data privacy and security, such as the Health Insurance Portability and Accountability Act and the Payment Card Industry Data Security Standards.
"Third-Party Products" means products and professional services that are provided by third parties which may interoperate with or be used in connection with the Ushur products.
"Third-Party Sites" means third-party websites linked from within or accessed through the Ushur Community.
“Service” means access to the freemium version of Ushur’s proprietary software as a service offering for customer experience automation
"Ushur", "we", "us" or “our” means Ushur, Inc. and our affiliates.
"You" or "your" means the person or entity using the Ushur Community.
"Your Content” means all content, including without limitation, language, data, information, and images, provided through or disclosed by use of the Ushur Community, by you.
2. Access to the Ushur Community
We will provide you access to use the Ushur Community according to the terms of this Agreement. We may use third party service providers to provide some or all elements of the Ushur Community.
In order to access and use the Ushur Community and Service, you will be required to create an account (the “Account”) with a username. We may use a third party service provider, and you grant us the right to share the information necessary to enable your use of the Ushur Community with our third party service providers.
You may not use a username that: (i) belongs to someone else, (ii) impersonates another person, (iii) is misleading, (iv) violates any intellectual property or other proprietary rights, (v) is vulgar or offensive, (vi) uses ‘Ushur’ as all or part of it, unless we provide express permission to do so, or (vii) we reject, which we may choose to do in our discretion. All information you provide in your profile must be accurate. If you believe your access to or use of the Ushur Community has been breached, compromised, or unauthorized, notify us immediately at ciso@ushur.com.
3. Grant. Subject to the terms and conditions of this Agreement, Ushur hereby grants you a limited, non-exclusive, non-sublicensable, non transferable, royalty-free right, to use the Service for your non-commercial internal business purposes strictly in compliance with the use restrictions set forth in this Agreement, or otherwise and incorporated herein by this reference.
4. Restrictions on Use. The right granted to you in this Agreement does not include any right to, and you will not, and will not permit others to, (a) copy, display, transfer, adapt, modify or distribute (electronically or otherwise) the Ushur IP or any other Confidential Information (as defined below), except as expressly set forth in Section 3 above, (b) reverse engineer, reverse assemble, reverse compile, or otherwise translate the Ushur IP, unless expressly permitted by applicable law without the possibility of contractual waiver, (c) sublicense, assign or transfer the right to use the Service, (d) publish, rent, lease the Service or any copy thereof ; (e) use Ushur IP or any other Confidential Information to create or develop any service, interface or software that competes with the Service, (f) delete, remove or obscure any proprietary notices of Ushur on the Ushur IP, or (iv) use Ushur IP for any commercial purpose.
5. Your Conduct and Content
a. Usage Guidelines. You must review and follow the Community Guidelines. We may change the Community Guidelines from time to time by updating the applicable website. Your use of the Ushur Community is subject to the Community Guidelines, which are incorporated to this Agreement by reference.
b. Acceptable Use Policy. Ushur hereby grants you permission to access and use the Service, provided that you shall not (and not allow third party to): (i) use any robot, spider, site search/retrieval application, or other automated device, process or means to access, retrieve or index any portion of the Service; (ii) collect or harvest any information about other users or members (including usernames and/or email addresses) for any purpose; (iii) reformat or frame any portion of the web pages ; (iv) create user accounts by automated means or under false or fraudulent pretenses; (v) create or transmit unwanted electronic communications such as “spam” to other users or members of the Service or otherwise interfere with other users’ or members’ enjoyment of the Service; (vi) transmit any viruses, worms, defects, Trojan horses or other items of a destructive nature; (vii) use the Service to violate the security of any computer network, crack passwords or security encryption codes, transfer or store illegal material, including any material that may be deemed threatening or obscene; (viii) copy or store any content offered on the Site for other than your own personal use; (ix) use any device, software or routine that interferes with the proper working of the Service, or otherwise attempt to interfere with the proper working of the Service; (x) take any action that imposes, or may impose in our sole discretion, an unreasonable or disproportionately large load on Ushur’s IT infrastructure; (xii) use the Service intentionally or unintentionally, to violate any applicable local, state, national or international law; or (xiii) collect or store personal data about other users in connection with the prohibited activities described in this paragraph.
You will use the Ushur Community for its intended purpose only, and will not use it for solicitation or advertising purposes, unless we otherwise agree. Your Content should typically relate to inbound best practices, the Ushur products or their use.
The Ushur Community is meant for public discussion, so you may not disclose or solicit anyone's private information or disclose confidential information. You are responsible for the use by third parties of any personal information disclosed by you to the Ushur Community, whether or not you permitted such use. This means that no private or personal information should be exchanged within the Ushur Community. Upon our consent, certain users may be permitted to include a link as part of their signature information, which another user may click to leave the Ushur Community and obtain or share additional information. If you share your information by following one of these links, then you grant us the right to further share your information with trusted partners so that they may contact you about inbound marketing or sales service offerings.
You are not permitted to sell, rent, lease, assign, sublicense, distribute, transmit, broadcast, commercially exploit, grant a security interest in, or otherwise transfer any right in the Ushur Community or Community Content. In addition, and without limiting the other requirements in this Community TOU, you may not (directly or indirectly) use the Ushur Community with content, or in a manner that:
is in violation of this Agreement;
is confidential, proprietary or discloses Sensitive Information;
discloses or solicits the private information of any person;
is threatening, abusive, harassing, stalking, or defamatory;
is deceptive, false, misleading or fraudulent;
is invasive of another's privacy or otherwise violates another’s legal rights (such as rights of privacy and publicity);
contains vulgar, obscene, indecent or unlawful material;
infringes a third party's intellectual property right(s);
publishes, posts, uploads, or otherwise distributes any software, music, videos, or other material protected by intellectual property laws (or by rights of privacy or publicity) unless you have all necessary rights and consents to do so;
uploads files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another person's computer;
downloads any file that you know, or reasonably should know, cannot be legally distributed in that way;
falsifies or deletes any author attributions, legal or proprietary designations, labels of the origin or source of software, or other material contained in a file that is uploaded;
restricts or inhibits any other user of the Ushur Community from using and enjoying our website and/or the Ushur product;
harvests or otherwise collects information about others, including email addresses, without their consent;
damages, disables, overburdens, or impairs any Ushur website or interferes with any other party's use and enjoyment of the Ushur Community;
mirrors or frames the Ushur Community website, or any part of it, on any other website or webpage;
attempts to gain unauthorized access to the Ushur Community, or access the Ushur Community by any means other than through the interface that we provide to you;
violates the usage standards or rules of an entity affected by your use, including without limitation, any ISP, ESP, or news or user group (and including, by way of example, and not limitation, circumventing or exceeding equipment use rights and restrictions and/or location and path identification detail);
is legally actionable between private parties; and/or
is in violation of any applicable law or regulation.
c. Suspension and Notice of Violations. We may immediately suspend use of the Ushur Community, without notice, for actual or suspected violations of the terms contained in this Section 3 (Your Conduct and Content). If you know of usage that is in violation of this Agreement, please let us know by contacting us at community@Ushur.com, and following the process for claims of copyright infringement described below.
d. Claims of Copyright Infringement. We respect the intellectual property rights of others, and we ask our users to do the same. We may, in its sole discretion, suspend the access or terminate the accounts of users who violate others' intellectual property rights. If you believe that your work has been copied in a way that constitutes infringement on our website, notify us at legal@ushur.com.
e. Our Use of Your Content. You grant to us all rights, licenses and permissions necessary to display, reproduce, disseminate, and otherwise use Your Content in connection with the Ushur Community. We may edit or remove Your Content, or block or disable replies on a topic, at any time in our sole discretion. You also grant us the rights to re-use Your Content to market and promote Ushur, such as on our website, in public or private presentations, press releases and interviews, or in connection with our sales and marketing and other publicity efforts. We will endeavor to work with you before re-using Your Content.
4. Ushur’s Proprietary Rights
You are not granted a license to any software by this Agreement. The Ushur products are protected by intellectual property laws, they belong to and are the property of us or our licensors (if any), and we retain all ownership rights to them.
We encourage all customers to comment on the Ushur products, provide suggestions for improving them, and vote on suggestions they like. You agree that all such comments and suggestions will be non-confidential and that we own all rights to use and incorporate them into the Ushur products, without payment or attribution to you.
We retain all ownership rights in Ushur trademarks. During the term of this Agreement, you may use our trademarks as long as you follow the usage requirements in this section and the incorporated guidelines. You must: (i) only use the images of our trademarks that we make available to you for use as part of your participation in the Community (e.g., customer advocacy badges), without altering them in any way; (ii) only use our trademarks in connection with this Agreement and our general Trademark Usage Guidelines; and (iii) immediately comply if we request that you discontinue use.
You must not use any of our trademarks: (a) in a misleading or disparaging way; (b) outside the scope of this Agreement; (c) in a way that implies we endorse, sponsor or approve of your services or products; or (d) in violation of applicable law or in connection with an obscene, indecent, or unlawful topic or material.
6. Feedback. To the extent you provide feedback to Ushur concerning the functionality, performance or use cases of the Service, including identifying potential errors and improvements (“Feedback”), you hereby assign to Ushur all right, title, and interest in and to the Feedback. You acknowledge Ushur’s need to be able to freely use any Feedback provided by its users and to own any improvements to Service made by using or incorporating such Feedback (“Improvements”). Accordingly, you hereby assign to Ushur any rights you may have, including all intellectual property rights, in Feedback and Improvements and Ushur may exercise its ownership rights to such Feedback and Improvements and intellectual property rights subsisting therein without compensation, attribution or accounting. Without additional consideration, you agree to perform, at Ushur’s expense, all acts reasonably necessary to perfect such rights in Ushur.
7. Data. Ushur will have the right to review and monitor all use of the Software to ensure compliance with this Agreement and evaluate performance of the Service. Ushur will also have the right to analyze user behavior to evaluate use of the Service, both on an individual basis and in the aggregate, and otherwise to collect, create and analyze metadata on an anonymized basis related to use of the Service provided that such metadata is never disclosed to any third party other than in an anonymized and aggregate format.
8. Third-Party Sites and Products
Third-Party Products and Third-Party Sites are not under our control. Third-Party Sites and Products are provided to you only as a convenience, and the availability of any Third-Party Site or Product does not mean we endorse, support or warranty the Third-Party Site or Product.
9. Customer Advocacy Terms
If you are a current Ushur customer in good standing, you may elect to participate in customer advocacy features that are made available from time to time through Ushur Community. These features may allow you to earn advocacy points (“Points”) for participating in various marketing and promotional activities. There is no cost or minimum participation threshold to participate. Points are valid for one year following the year in which they were earned. Points have no monetary value, do not constitute property of the participant, and are not transferable. Any gift cards or merchandise redemptions may be considered taxable income and are the personal responsibility of the gift card redeemer to report. Participants must adhere to their own corporate policies pertaining to taxation, personal income, and payola around merchandise and gift card redemptions.
If you elect to participate in customer advocacy activities, such as a case study or acting as a customer reference, you agree that Ushur may use your name, title, company name, company logo, quote from you, and other information or materials provided by you in connection with those activities, and you agree to sign any further release form(s) that may be requested by Ushur to document such permission.
Participation in customer advocacy activities and benefits is at Ushur’s sole discretion, and Ushur may, in its sole discretion, terminate any participant’s access to customer advocacy features or suspend their eligibility to participate in customer advocacy activities or benefits, without notice, for any conduct that Ushur, in its sole discretion, believes is in violation of any applicable law, is inconsistent with these terms or their purpose, or is otherwise harmful to the interests of Ushur or the Community. Upon termination, all accumulated and remaining Points shall become void and irredeemable. Ushur may change these Customer Advocacy Terms, Customer Advocacy Guidelines, rules, regulations, awards and offers (collectively, the “Customer Advocacy Terms”) at any time with or without notice, and may change or remove customer advocacy features at any time without prior notice. Participants expressly waive any rights or claims of liability against Ushur and/or any of its employees or agents for any awards or other benefits provided under the Customer Advocacy Terms.
10. Term and Termination
a. Term. This Agreement will apply for as long as you use or maintain a username for the Ushur Community.
b. Termination and Suspension. We may terminate this Agreement and/or suspend your access to the Ushur Community immediately if you: (i) violate any of the terms of this Agreement, (ii) use the Ushur Community in a way which has or may negatively reflect on or affect us, our prospects, or our customers, or (iii) if we determine it to be necessary or desirable in our sole discretion. We are not obligated to provide you with any of Your Content used in connection with the Ushur Community after termination. Termination or expiration of this Agreement shall not cause your subscription agreement to be terminated, if you have one.
11. Your Representations and Warranties
You represent and warrant that: (i) your participation in the Ushur Community will not conflict with any of your existing agreements or arrangements, (ii) you have sufficient rights to share all Your Content with us for our use and with other users of the Ushur Community, and that you are not violating any confidentiality obligations by submitting Your Content to the Ushur Community, and (iii) that Your Content does not violate or constitute the infringement of any intellectual property right, right of privacy, right of publicity or other proprietary right.
12. Indemnification
You will indemnify, defend and hold us harmless, at your expense, against any third-party claim, suit, action, or proceeding (each, an "Action") brought against us (and our officers, directors, employees, agents, service providers, licensors, and affiliates) by a third party to the extent that such Action is based upon or arises out of (a) your use of the Ushur Community, (b) your disclosure or solicitation of personal information, (c) any use of personal information that you disclosed, whether this use is by you or a third party, (d) your noncompliance with or breach of this Agreement, or (e) your use of Third-Party Products or Third-Party Sites. We will: notify you in writing within thirty (30) days of our becoming aware of any such claim; give you sole control of the defense or settlement of such a claim; and provide you (at your expense) with any and all information and assistance reasonably requested by you to handle the defense or settlement of the claim. You shall not accept any settlement that (i) imposes an obligation on us; (ii) requires us to make an admission; or (iii) imposes liability not covered by these indemnifications or places restrictions on us without our prior written consent.
13. Disclaimers; Limitations of Liability
a. Disclaimer of Warranties. WE AND OUR AFFILIATES AND AGENTS MAKE NO REPRESENTATIONS OR WARRANTIES ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, SECURITY OR ACCURACY OF THE USHUR PRODUCTS OR SERVICES, THE USHUR COMMUNITY, OR THE COMMUNITY CONTENT FOR ANY PURPOSE. APPLICATION PROGRAMMING INTERFACES (APIs) MAY NOT BE AVAILABLE AT ALL TIMES. TO THE EXTENT PERMITTED BY LAW, THE USHUR COMMUNITY IS PROVIDED "AS IS" WITHOUT WARRANTY OR CONDITION OF ANY KIND. WE DISCLAIM ALL WARRANTIES AND CONDITIONS OF ANY KIND WITH REGARD TO THE USHUR COMMUNITY AND THE COMMUNITY CONTENT, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. THE USHUR COMMUNITY AND COMMUNITY CONTENT MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS.
b. No Indirect Damages. TO THE EXTENT PERMITTED BY LAW, IN NO EVENT SHALL WE BE LIABLE FOR ANY INDIRECT, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS OR BUSINESS OPPORTUNITIES.
c. Limitation of Liability. IF, NOTWITHSTANDING THE OTHER TERMS OF THIS AGREEMENT, WE ARE DETERMINED TO HAVE ANY LIABILITY TO YOU OR ANY THIRD PARTY, THE PARTIES AGREE THAT OUR AGGREGATE LIABILITY WILL BE LIMITED TO FIVE HUNDRED DOLLARS.
d. Third Party Products and Sites. WE DISCLAIM ALL LIABILITY WITH RESPECT TO THIRD-PARTY PRODUCTS AND THIRD-PARTY SITES THAT YOU USE. OUR LICENSORS SHALL HAVE NO LIABILITY OF ANY KIND UNDER THIS AGREEMENT.
YOU UNDERSTAND AND AGREE THAT ABSENT YOUR AGREEMENT TO THIS LIMITATION OF LIABILITY, WE WOULD NOT PROVIDE THE USHUR COMMUNITY TO YOU.
14. General
a. Amendment; No Waiver. We may update and change any part or all of this Agreement. If we update or change this Agreement, the updated Agreement will be posted at Ushur Community Terms of Use. The updated Agreement will become effective and binding on the next business day after it is posted. When we change this Agreement, the "Last Modified" date above will be updated to reflect the date of the most recent version. We encourage you to review this Agreement periodically. If you do not agree with a modification to this Agreement, you should not use the Ushur Community.
b. Applicable Law. This Agreement shall be governed by the laws of the state of California, without regard to the conflict of laws provisions thereof. In the event either of us initiates an action in connection with this Agreement or any other dispute between the parties, the exclusive venue and jurisdiction of such action shall be in the state and federal courts in San Francisco, California.
c. Force Majeure. Neither party will be responsible for failure or delay of performance if caused by: an act of war, hostility, or sabotage; act of God; electrical, internet, or telecommunication outage that is not caused by the obligated party; government restrictions; or other event outside the reasonable control of the obligated party. Each party will use reasonable efforts to mitigate the effect of a force majeure event.
d. Relationship of the Parties. Both you and we agree that no joint venture, partnership, employment, or agency relationship exists between you and us as a result of this Agreement.
e. Compliance with Applicable Laws. You shall comply with all applicable foreign and domestic laws (including without limitation, export laws), governmental regulations, ordinances, and judicial administrative orders. Export laws and regulations of the United States and any other relevant local export laws and regulations may apply to the Community Content and the Ushur products and services. You will comply with the sanctions programs administered by the Office of Foreign Assets Control (OFAC) of the US Department of the Treasury. You will not directly or indirectly export, re-export, or transfer the Community Content or the Ushur products and services to prohibited countries or individuals or permit use of the Community Content or the Ushur products and services by prohibited countries or individuals.
f. Correction of Errors and Inaccuracies. The Community Content may contain typographical errors or other errors or inaccuracies and may not be complete or current. We therefore reserve the right to correct any errors, inaccuracies or omissions and to change or update the Community Content and Your Content at any time without prior notice. However, we do not guarantee that any errors, inaccuracies or omissions will be corrected.
g. Severability. If any part of this Agreement is determined to be invalid or unenforceable by applicable law, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of this Agreement will continue in effect.
h. Notices. Notice will be sent to the contact address set forth herein (as such may be changed by notice given to the other party), and will be deemed delivered as of the date of actual receipt.
To Ushur, Inc.: Ushur, Inc., 39755 Freedom Circle, Suite 830, Santa Clara, CA 95054, U.S.A. Attention: General Counsel
To you: your address as provided in our account information for you. We may give electronic notices specific to you by email to your e-mail address(es) on record in our account information for you. We may give notice to you by telephone calls to the telephone numbers on record in our account information for you.
i. Entire Agreement. This Agreement is the entire agreement between us for Ushur Community and supersedes all other proposals and agreements, whether electronic, oral or written, between us. We object to and reject any additional or different terms proposed by you, including those contained in your purchase order, acceptance or website. It is the express wish of both you and us that this Agreement and all related documents be drawn up in English. We might make versions of this Agreement available in languages other than English. If we do, the English version of this Agreement will govern our relationship and the translated version is provided for convenience only and will not be interpreted to modify the English version of this Agreement.
j. No Third Party Beneficiaries. Nothing in this Agreement, express or implied, is intended to or shall confer upon any person or entity (other than the parties hereto) any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.
k. Community Guidelines. We may change the Community Guidelines from time to time by updating our website.
l. No Licenses. We grant to you only the rights and licenses expressly stated in this Agreement, and you receive no other rights or licenses with respect to us, the Ushur products and services, our trademarks, or any other property or right of ours.
m. Authority. Each party represents and warrants to the other that it has full power and authority to enter into this Agreement and that it is binding upon such party and enforceable in accordance with its terms.
n. Survival. The following sections shall survive the expiration or termination of this Agreement: ‘Ushur’s Proprietary Rights’, ‘Your Representations and Warranties’, ‘Indemnification’, ‘Disclaimers; Limitation of Liability’, and ‘General’.