Terms of Service
ELLAM (“Company”, “us” or “we”), provides ELLAM subject to your compliance with all the terms, conditions, and notices contained or referenced herein (the “Terms of Service” or the “Agreement”).
Welcome to ELLAM! In these white boxes, you'll find our plain-English Terms of Service. This part isn’t legally binding, so please use this column only as an aid when reviewing the legal language.
2. Acknowledgement and acceptance of terms
Our Service may integrate with other services on a number of platforms provided by third parties. Please be aware that your activities on each of these platforms may be subject to additional terms of service for that particular platform.
Certain parts of the Service may be subject to additional terms and conditions specified by us from time to time; your use of such Service is subject to those additional terms and conditions, which are incorporated into these Terms of Service by this reference. ELLAM shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Service.
The Service is available only for individuals aged 13 years or older. If you are age 13 or older but under the age of 18, or the legal age of majority where you reside if that jurisdiction has an older age of majority, then you agree to review these Terms of Service with your parent or guardian to make sure that both you and your parent or guardian understand and agree to these Terms of Service. You agree to have your parent or guardian review and accept these Terms of Service on your behalf. If you are a parent or guardian agreeing to these Terms of Service for the benefit of a child over the age of 13, then you agree to and accept full responsibility for that child’s use of the Service, including all financial charges and legal liability that he or she may incur. We may, in our sole discretion, refuse to offer the Service to any person or entity and change the eligibility criteria for using the Service at any time. The right to access the Service is revoked where these Terms of Service or use of the Service is prohibited or to the extent offering, sale, or provision of the Service conflicts with any applicable law, rule or regulation.
4. Account information
5. What we own
Except for User Content (defined below), all materials on the Service including the mini-applications that integrate other applications and services and the Service itself and all Intellectual Property Rights contained therein or related thereto, including text, graphics, user and visual interfaces, photographs, trademarks, logos, sounds, music, artwork, applications, computer code and associated documentation (collectively, the “Content”), including but not limited to the design, structure, arrangement, and “look and feel” of such Content, is owned by or licensed to us and our licensors and is protected by copyright, trademark, and other intellectual property rights and laws.
6. User Content
We may now or in the future allow you to post or publish content on or upload content to the Service, including but not limited to website templates created and contributed by you, blog or forum posts, images, and photos. Any content a user submits, posts, displays, or otherwise makes available on the Service, including all Intellectual Property Rights (defined below) therein, is referred to as “User Content.” You retain ownership of your User Content. We have no obligation to store, maintain, or provide you a copy of your User Content. You alone are responsible for any of your User Content that may be lost or unrecoverable through your use of the Service. You are encouraged to archive your User Content regularly and frequently.
Additionally, you may choose to or we may invite you to submit comments, ideas, or feedback about the Service, including without limitation about how to improve the Service or our products (“Feedback”).
For the purposes of this Agreement, “Intellectual Property Rights” means all patent rights, copyright rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory, or other jurisdiction.
You own all of the User Content you post or publish (“post”) on the Service. You grant us a non-exclusive, royalty-free, perpetual, transferable, sub-licensable, worldwide license to use, modify, reproduce, display, and distribute your User Content on the Service for the purposes of operating and providing the Service to you and other users (“User Content License”). You understand and agree that the Service is a public platform and other users may search for, see, use, and/or re-post any User Content that you make publicly available through the Service.
Use of the Service
Use of software
Any software that is accessed via the Service shall be governed by the terms of the license agreement that accompanies the software or is posted with the software on the Sites where the software can be accessed; however, if no such license agreement is made available, we grant you a limited, revocable, worldwide, royalty-free, non-assignable, non-exclusive license to use the software for your personal, noncommercial use in accordance with the Terms of Service. In the event of any inconsistency between the Terms of Service and any license agreement, the license agreement shall govern in relation to the software.
You may not decompile, reverse engineer, or otherwise attempt to discover the source code of the software. You do not have the right to sublicense the Service, download or modify any portion of the Service, or resell the Service. If you violate the Terms of Service, we reserve the right to terminate your license to the Service without notice.
The software may automatically update from time to time. These updates are designed to improve, enhance, and further develop the software and may take the form of bug fixes, enhanced functions, new software modules, and completely new versions. You agree to receive such updates (and permit us to deliver these to you with or without your knowledge) as part of your use of the software.
8. Third-party content
a. User Content
We are not responsible for and do not necessarily hold the opinions expressed by our users, content contributors, and third parties; such opinions and other statements are theirs alone, not opinions of ELLAM. Content created by users or third parties is the sole responsibility of such users or third parties and its accuracy and completeness are not endorsed or guaranteed. You acknowledge that by providing you with the ability to view and post content through our Service, ELLAM is not undertaking any obligation or liability relating to the content. ELLAM and its affiliates, successors, assigns, employees, agents, directors, officers, and stockholders (i) do not undertake or assume any duty to monitor our site for inappropriate or unlawful content and (ii) assume no responsibility or liability which may arise from the content thereof, including, but not limited to, claims for defamation, libel, slander, infringement, invasion of privacy and publicity rights, obscenity, pornography, profanity, fraud, or misrepresentation. Notwithstanding the foregoing, ELLAM reserves the right to block or remove communications, postings, or materials at any time in our sole discretion.
We may provide links to third-party websites. We do not recommend or endorse the content of any third-party website. We are not responsible for the content of linked third-party websites and we do not make any representations or warranties regarding their content or accuracy. Your use of third-party websites is at your own risk and subject to the terms and conditions of use for such website. You expressly release us from any and all liability arising from your use of any third-party website.
9. Billing and payment
Users of the Service may be required to provide their credit card details to Company or the payment service provider retained by Company. Users will be responsible for paying agreed-upon fees for the Service. Users of the Service will be liable for any taxes required to be paid on the Service provided under the Agreement (other than taxes on the Company’s income).
All paid plans must enter a valid payment account. Free accounts are not required to provide payment account information. An upgrade from the free plan to any paying plan will immediately bill you.
For monthly payment plans, the Service is billed in advance on a monthly basis and is non-refundable. There will be no refunds or credits for partial months of service, upgrade/downgrade refunds, or refunds for months unused with an open account.
All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties, excluding only United States (federal or state) taxes.
11. Disclaimer of warranties and limitation of liability
THE SERVICE AND ALL CONTENT ARE PROVIDED ON AN "AS IS" AND “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, COMPLETENESS, CURRENTNESS, FREEDOM FROM INTERRUPTION, VIRUSES OR OTHER DEFECT, AND NON-INFRINGEMENT.
YOUR SOLE REMEDY AGAINST US FOR DISSATISFACTION WITH THE SERVICE OR ANY CONTENT IS TO STOP USING THE SERVICE OR ANY SUCH CONTENT. IN NO EVENT SHALL WE OR OUR SUBSIDIARIES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, OR CONTENT PROVIDERS (OUR “AFFILIATES”) BE LIABLE FOR ANY DAMAGES, INCLUDING, WITHOUT LIMITATION, INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES, RESULTING FROM THE USE OR INABILITY TO USE THE SERVICE OR THE CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE OR OUR AFFILIATES ARE ADVISED ON THE POSSIBILITY OF SUCH DAMAGES.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ELLAM ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICE; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICE; AND/OR (VII) USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY. IN NO EVENT SHALL ELLAM, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES, OR COSTS IN AN AMOUNT EXCEEDING ONE DOLLAR.
THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF ELLAM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS OF LIABILITY UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
12. Changes to the Service, termination, and indemnity
ELLAM is constantly innovating and finding ways to provide our users with new features and services. Therefore, we may, without prior notice, change the Service, add features, stop providing the Service or features of the Service to you or to users generally, or create usage limits for the Service. We may permanently or temporarily terminate, downgrade, suspend, or prohibit your access to the Service without prior notice and liability for any reason, including if, in our sole determination, you violate any provision of this Agreement, or for no reason. Upon termination of your use of the Service, you continue to be bound by this Agreement.
You agree to defend, indemnify, and hold us and our Affiliates harmless from and against any demands, loss, liability, claims, or expenses (including attorneys’ fees) made against us by any third party due to or arising out of your User Content, use of the Service, violation of these Terms of Service, or violation of any rights of another.
We can change or terminate the service and/or your access to it for any reason. If someone brings a claim against us related to your content or use of the Service, you promise to pay for the cost of legal expenses and any loss or damages we incur.
13. Copyright policy
Company respects the intellectual property of others, and expects users to do the same. If you believe, in good faith, that any materials provided on or in connection with the Service infringe upon your copyright or other intellectual property right, please send the following information to Company's Copyright Agent:
A description of the copyrighted work or other intellectual property that you claim has been infringed, including the URL (internet address) or other specific location on the Service where the material you claim is infringed is located. Include enough information to allow Company to locate the material, and explain why you think an infringement has taken place.
If you believe that the content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner's agent, or pursuant to the law, to post and use the content, you may send a written counter-notice containing the following information to the Copyright Agent:
Repeat infringer policy:
In accordance with the DMCA and other applicable law, Company has adopted a policy of terminating, in appropriate circumstances and at Company's sole discretion, the memberships of users who are deemed to be repeat infringers. Company may also at its sole discretion limit access to the Service and/or terminate the memberships of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
14. Amendments, notification procedures, and changes to the Agreement
We reserve the right, in our sole discretion, to modify, update, or change the Terms of Service ("Updated Terms") from time to time, so you should review this page periodically. When we change the Agreement in a material manner, we will update the “last modified” date at the top of this page. Your continued use of the Service after any such change constitutes your acceptance of the new Terms of Service. If you do not agree to any of these terms or any future Terms of Service, do not use or access (or continue to access) the Service. ELLAM is not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us.
Unless we make a change for legal or administrative reasons, we will provide reasonable advance notice before the Updated Terms become effective. ELLAM may provide such notifications, whether the notifications are required by law or are for marketing or other business-related purposes, to you via email notice, written or hard copy notice, or through posting of such notice on our website, as determined by ELLAM in our sole discretion. The Updated Terms will be effective as of the time of posting, or such later date as may be specified in the Updated Terms, and will apply to your use of the Service from that point forward. The Terms of Service will govern any disputes arising before the effective date of the Updated Terms.
15. Dispute resolution
INFORMAL NEGOTIATIONS. To expedite resolution and reduce the cost of any dispute, controversy or claim related to this Agreement (“Dispute”), you and ELLAM agree to first attempt to negotiate any Dispute (except those Disputes expressly excluded below) informally for at least thirty (30) days before initiating any arbitration or court proceeding. Such informal negotiations will commence upon written notice. Your address for such notices is your billing address, with an email copy to the email address you have provided to ELLAM.
We don’t want to fight. If something goes wrong, contact us and we'll negotiate the problem. If that doesn’t work, we will figure it out in arbitration.
This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by ELLAM without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.
b. Governing law, international use, and users
The Terms of Service will be governed by and construed in accordance with the internal laws, without regard to its conflicts of law provisions. You agree to the personal jurisdiction by and venue in the state and federal courts, and waive any objection to such jurisdiction or venue.
Although the Service may be accessible worldwide, we make no representation that the Service or the materials on the Service are appropriate or available for use in locations outside the India, and accessing the Service from territories where its use is illegal is prohibited. Those who access or use the Service from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable India and local laws and regulations, including but not limited to export and import regulations.
c. Entire agreement/severability
The Terms of Service represent the entire agreement between you and us with respect to the subject matter addressed herein and supersedes all prior to contemporaneous agreements or understandings, written or oral. The Terms of Service shall be binding upon and inure to the benefit of the parties hereto and their respective successors and lawful assigns.
d. No waiver
Any failure by us to enforce or exercise any provisions of the Terms of Service shall not constitute a waiver of that right or provision. Our failure to act with respect to a breach by you or others does not waive our rights to act with respect to subsequent or similar breaches.
e. Attorneys’ and accountants’ fees, remedies
In any action to enforce the Terms of Service, the prevailing party shall be entitled to attorneys’ and accountants’ fees and costs.
You agree that ELLAM's remedy at law for any actual or threatened breach of this Agreement would be inadequate and that ELLAM shall be entitled to specific performance or injunctive relief, or both, in addition to any damages that ELLAM may be legally entitled to recover, together with reasonable expenses of any form of dispute resolution, including, without limitation, attorneys' fees.
No right or remedy of ELLAM shall be exclusive of any other, whether at law or in equity, including without limitation damages injunctive relief, attorneys' fees, and expenses.
No instance of waiver by ELLAM of its rights or remedies under these terms and conditions shall imply any obligation to grant any similar, future, or other waiver.