Spark Growth Inc. Terms of use

Welcome to the Spark Growth application and proprietary software platform (collectively, the “Service”), made available to digital companies to build their content and promote their business. Every time users (“Users,” “you” or “your”) visit or use features of the Service, you agree to be bound by the following Terms of Use (“Terms”). These Terms outline your rights, obligations and restrictions regarding your use of the Service, please read them carefully. If you do not agree to be bound by the Terms and all applicable laws, you should discontinue use of the Service immediately.

These Terms do not apply to the practices of the third-party plug-ins, exchanges, networks or websites that Spark Growth currently has or may in the future have a relationship with, or to our third party payment processor, currently Stripe, or to other companies or individuals that Spark Growth does not own, employ, manage or control.

In addition to these Terms, we have adopted the Spark Growth Privacy Policy (www.spark.app/privacy-policy) (“Privacy Policy”). Please read our Privacy Policy carefully for information relating to our collection, use, and disclosure of your personal information.

Spark Growth may modify the Terms from time to time and each modification will be effective when it is posted on the Service. We will notify you of substantive modifications to these Terms the first time you access the Service following any such modification, and you agree to be bound to any changes to the Terms through your continued use of the Service.

User Eligibility

You must be at least 18 years old to use this Service. This Service is intended for use by individuals 18 years of age or older. Use of the Service by any user shall be deemed to be a representation that the user is 18 years of age or older and is not currently restricted from the Service, or not otherwise prohibited from having a Spark Growth account. You also represent and warrant that you have full power and authority to agree to these Terms and doing so will not violate any other agreement to which you are a party.

Creating an Account

You must provide certain personal information such as your full name, email address and company name to create an account (your “Account”) that you can use to create your company’s landing page and content. Please refer to our Privacy Policy (www.spark.app/privacy-policy) for information about how we protect your personal information.

You are responsible for ensuring that any personal information you provide is accurate and up to date. Spark Growth reserves the right to verify the accuracy of the information you provide at any time. You are responsible for creating a username and a secure password and protecting your Account from unauthorized access. You agree to notify Spark Growth immediately if you believe your user identification, password or other identifying information has been lost, stolen or otherwise compromised. You will be held responsible for any activity that occurs under your Account. You also acknowledge and agree that you are solely responsible for all damages or claims that may arise from any access to or use of this Service by any person to whom you have provided your user identification, password or other identifying information, or by any person who has obtained such information from you, including, but not limited to, any access to or use of this Service that may occur after you have notified us that your user identification, password or other identifying information has been lost, stolen or otherwise compromised.

Adding Content

Once you have an Account, you may build our your company profile by adding content, posts, videos, photographs, images, artwork, graphics, audio clips, comments, data, text, software, scripts, projects, other material and information, and associated trademarks and copyrightable works (such data, information and content, “Content”). By adding Content to your Account, you acknowledge and agree to the following terms and our Privacy Policy (www.spark.app/privacy-policy). You should only upload Content if you are comfortable with these terms:

Content may be visible to other authorized users or agents linked to your Spark Growth Account; and Content that you make publicly available on the Service will be visible to the public.

You will provide accurate Content. Content that is inaccurate, offensive, indecent, inaccurate, objectionable, or otherwise inappropriate may be flagged and removed without notice

All content posted on the Service must comply with all applicable laws (including, without limitation, U.S. copyright law). You represent and warrant that (i) you own or otherwise possess all rights to use the Content you upload; (ii) you have the permission to use the name and likeness of each identifiable individual person and to use such individual's identifying or personal information; (iii) you are authorized to grant all of the rights described in these Terms; and (iv) the use of your Content as contemplated by these Terms will not infringe or violate any intellectual property, privacy, publicity, contract or other rights of any person or entity. If you do not have the right to submit Content for such use, it may subject you to liability.

You will be held solely responsible and liable for your Content and conduct on the Service. Spark Growth will not be responsible or liable for any use of your Content by Spark Growth in accordance with these Terms. You represent and warrant that you have all the rights, power and authority necessary to grant the rights granted herein to any Content that you submit.

Spark Growth will not substantively modify Content without your prior written consent. However, your Content may be modified or adapted (for example, photos may be cropped) in order to meet design and technical requirements of the Service or for any other reason. You are responsible for retaining original copies of your Content.

You or your authorized licensees retain copyright and any other rights you already hold in your Content, but by uploading, posting, contributing, or otherwise providing your Content to Spark Growth, you grant Spark Growth a worldwide, non-exclusive, royalty-free, fully paid limited license to use your Content solely as needed to provide the Service. For clarity, the foregoing license grant does not affect your ownership or license rights in your Content, including the right to grant additional licenses to the material in your Content, unless otherwise agreed in writing.

Guidelines, Fees and Refunds, Campaign Contributions, Rights and Remedies

Permitted Use of the Service

Users may not modify the Service, or any portion of it, except with express written consent of Spark Growth.

When you create an Account, you receive a time-limited trial to the Service. Upon expiry of the free trial, you must upgrade to a paid subscription plan to continue using the Service. For more information about pricing and fees, please refer to our [FEE SCHEDULE – include link]. Spark Growth cannot be responsible for the performance of its payment processor, Stripe, whose has its own separate terms and conditions. Spark Growth does not process refunds, and all payments are final through the applicable subscription period and not subject to refund for any reason other than fraudulent activity and/or stolen credit card information.

You are responsible for any fees charged by your internet service provider or mobile carrier for using the Service, including, but not limited to data transfer fees.

In addition, you agree that you will not use or attempt to use this Service for any purpose other than for the purposes described herein; you may not (and may not allow any third party to) use or attempt to use this Service or upload, download, post, submit or otherwise distribute or facilitate distribution of content on or through the Service for any purpose:

that infringes any patent, trademark, trade secret, copyright, right of publicity or other right of any other person or entity, or violates any law or contract,

that is any way unlawful or prohibited, or that is harmful, threatening, abusive, harassing, deceptive, fraudulent, offensive, obscene, profane, or otherwise destructive to anyone or their privacy or property,

that suggests an express or implied affiliation with Spark Growth (without the express written permission of Spark Growth) or that impersonates any person or entity including an employee or representative of Spark Growth,

that impairs or limits our ability to operate this Service or any other person’s ability to access and use this Service.

Spark Growth reserves the right at all times and for any reason or for no reason at all, in its sole discretion and without notice to you, to deny your access to and use of this Service.

Intellectual Property Rights

We or our licensors own and retain all proprietary rights in the Service. You may not (directly or indirectly) decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive source code or underlying ideas or algorithms of any part of the Service, or modify, translate or otherwise create derivative works of any part of the Service. Any modification of content, or any portion thereof, or use of the content for any other purpose constitutes an infringement of trademark or other proprietary rights of Spark Growth or third parties, and any unauthorized use terminates the permission to use the Service granted by Spark Growth.

Except for the Content, all content and software included on this Service, such as text, graphics, logos, button icons, images, audio clips, digital downloads, data compilations, and software, is the property of Spark Growth or its content/software suppliers and protected by United States and international copyright laws.

Notice and Take Down Procedures

1. Notice of Claims

If you believe any post or information on the Service infringes your copyright or trademark rights, you may request such content be removed by following the notice and take down procedures of the Digital Millennium Copyright Act. To follow those procedures, contact Spark Growth’s copyright agent (identified below) and provide the following information:

A clear statement identifying the works, or other materials believed to be infringed.

A statement from the copyright holder or authorized representative that the content is believed to be infringing.

Sufficient information about the location of the allegedly infringing content so that Spark Growth can find and verify its existence.

Your name, telephone number and e-mail address.

A statement from you under penalty of perjury that the information supplied is accurate, and that you are authorized to act on the copyright owner's behalf.

A signature or the electronic equivalent from the copyright holder or authorized representative.

You acknowledge that if you fail to comply with all of the requirements of this section your DMCA notice may be invalid.

2. Counter-Notice

If you believe that your removed content (or content 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 material in your content, you may send a counter-notice containing the following information to the Copyright Agent:

Your physical or electronic signature;

Identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled;

A statement that you have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content; and

Your name, address, telephone number, and e-mail address, a statement that you consent to the jurisdiction of the state or federal courts of the Commonwealth of Massachusetts, and a statement that you will accept service of process from the person who provided notification of the alleged infringement.

If a counter-notice is received by the Copyright Agent, we may send a copy of the counter-notice to the original complaining party informing that person that we may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may be replaced, or access to it restored in 10 business days or more after receipt of the counter-notice, at our sole discretion.

Spark Growth’s agent for notice of copyright issues on the Service can be reached as follows:


Spark Growth Inc.

Attn: Copyright Agent

1716 Cambridge Street, #35,

Cambridge, MA 02138


General Information

Linking to other Third Party Websites

For your convenience, the Service may provide the opportunity to include third party plug-ins and other integrated third parties services, or links to other products or services offered on other websites or applications. Unless expressly stated otherwise, Spark Growth does not endorse, approve, sponsor or control, and we are not in any way responsible for, any of the content, services, calculations, information, products or materials available at or through any websites, applications or plug-ins to which you connect your Account to to which this Service may provide a link. By using the Service you acknowledge and agree that Spark Growth will not be responsible or liable to you or any other person for any damages or claims that might result from your use of such content, services, calculation, information, products or materials. You should carefully review each website’s privacy statements and conditions of use to understand your rights and responsibilities.

Indemnification

You agree to indemnify and hold Spark Growth, its parent, subsidiaries, affiliates, directors, officers, agents, and other partners and employees, harmless from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, including but not limited to reasonable attorneys’ fees, made by any third party due to or arising out of your account, use of the Service, or violation of the Terms. This defense and indemnification obligation will survive these Terms and your use of the Service.

Disclaimer & Limitation of Liability

EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS, SPARK GROWTH MAKES NO FURTHER REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED. SPARK GROWTH EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES AS TO THE CONDITION, MERCHANTABILITY, NON-INFRINGEMENT, DESIGN, OPERATION OR FITNESS FOR A PARTICULAR PURPOSE OF THE DELIVERABLES.

YOU AGREE THAT UNDER NO CIRCUMSTANCES WILL SPARK GROWTH BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY DAMAGES, INCLUDING WITHOUT LIMITATION SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR OTHER INDIRECT DAMAGES THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE SERVICE, EVEN IF PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.

While we strive to protect your information in accordance with our Privacy Policy (www.spark.app/privacy-policy), Spark Growth can not be liable for the privacy of personal information stored on Spark Growth’ equipment, transmitted over networks accessed by the Service, or otherwise connected with your use of the Service.

Termination

Spark Growth may terminate or suspend your access to all or part of the Service, for any reason, including without limitation your breach of these Terms. In the event these Terms are terminated, the restrictions regarding content appearing on the Service, and the representations and warranties, indemnities, and limitations of liabilities set forth in these Terms will survive termination.

Jurisdiction & Severability

Spark Growth operates the Service from its offices within the United States. The Services are designed for Users within the United States, and Spark Growth makes no representations that content and materials on the Service are legal or appropriate for use from outside the United States. If you choose to access the Service from other locations, you do so at your own risk and are responsible for compliance with any and all local laws. You may not use the Service in violation of U.S. export laws and regulations.

These Terms are not assignable, transferable, or sublicensable by you except with Spark Growth’s prior written consent. Spark Growth may assign, transfer, or delegate any of its rights and obligations hereunder without consent.

These Terms will be governed by and construed in accordance with the laws of The Commonwealth of Massachusetts without regard to its conflict of laws provisions. Any action brought against Spark Growth to enforce these Terms or matters related to the Service will be brought in either the state courts or, if there is exclusive federal jurisdiction, the federal courts of The Commonwealth of Massachusetts. Any claim or cause of action you have with respect to use of the Service must be commenced within one (1) year after the claim arises. In any action or proceeding to enforce rights under the Terms, the prevailing party will be entitled to recover costs and attorneys' fees.

If any provision of these Terms is deemed void, unlawful, or otherwise unenforceable for any reason, that provision will be severed from these Terms and the remaining provisions of these Terms will remain in force. These Terms constitute the entire agreement between you and Spark Growth concerning your use of the Service.

How To Contact Us

Should you have any questions or complaints regarding violations of these Terms, please contact us at 1716 Cambridge Street, #35, Cambridge, MA 02138.

Last updated December 1st, 2018