To-Do.Studio Terms of Service

LAST UPDATED: March 31, 2018

ACCEPTANCE OF TERMS

IMPORTANT -- BY CREATING AN ACCOUNT OR BY UTILIZING THE To-Do.Studio SERVICE YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS.

Welcome to the To-Do.Studio service, website or mobile application (collectively, the "Service"). Your use of the Service is subject to these Terms of Service and To-Do.Studio’s Privacy Policy (collectively, the “Terms of Service” or “Agreement”). These Terms of Service are a legal agreement between You and Slingboards Lab, Inc. (“Slingboards Lab”), a Canadian (Province of Quebec) Corporation, for use of the To-Do.Studio service. "You" refers to any individual who creates an account on the Service, or, if the Service is being used on behalf of an entity by an individual authorized to agree to such terms on behalf of such entity, then "You" refers to such entity. If You do not agree with the terms of this Agreement, do not use the Service. Slingboards Lab reserves the right to update and change the Agreement from time to time without notice or acceptance by You. By using the Service, You signify Your irrevocable acceptance of this Agreement. The website and any downloadable software associated with the Service are protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties.

DESCRIPTION OF SERVICE

The Service includes, and is limited to, a service, web site, or mobile application that allows You access to and use of a single To-Do.Studio Account. "To-Do.Studio" referred to herein means an online daily planner that lets you split workload with your close ones. The Service may contain information, data, text, photographs, videos, audio clips, written posts and comments, software, scripts, graphics, and interactive features generated, provided, or otherwise made accessible on or through the Service (collectively, “Content”). Subject to these Terms of Service, Slingboards Lab grants to You and each user of the Service a worldwide, non-exclusive, non-sublicensable and non-transferable license to use (i.e., to download and display locally) Content solely for purposes of using the Service. Use, reproduction, modification, distribution or storage of any Content for other than purposes of using the Service is expressly prohibited without prior written permission from us. You shall not sell, license, rent, or otherwise use or exploit any Content for commercial use or in any way that violates any third party right. For the purposes of these Terms of Service, “Content” also includes all User Content (as defined below).

A "To-Do.Studio Account" or "Account" referred to herein means a service, web site, or mobile application, provided by Slingboards Lab, where You may use To-Do.Studio to create, update, share, and publish information, data, text, messages or other materials ("User Content"). You retain ownership of your Content, but by uploading it onto the Service, you are granting us a license to use, copy, reproduce, process, adapt, publish, transmit, host and display that Content for the purpose of (i) providing you the Service and associated support; and (ii) analyzing and improving the operation of the Service.

If you are accessing the Service via an application obtained through the Apple App Store, Google App Store or Microsoft App Store (each an “Application”), the following shall apply. This Application may update automatically and if such Application is designed for use on a specific mobile or desktop operating system, then a compatible system is required for use. So long as you comply with these Terms, we grant you a limited, nonexclusive, nontransferable, revocable license to use the Application, solely to access the Service; provided, however, that this license does not constitute a sale of the Application or any copy thereof, and as between Slingboards Lab and You, Slingboards Lab retains all right, title and interest in the Application. If you are using our API to develop an application based on our Service, you will be subject to our API Terms

Unless explicitly stated otherwise, any new features that augment or enhance the current Service, including the release of new tools and resources, shall be subject to the Agreement.

In order to use the Service, You must obtain access to the World Wide Web, either directly or through devices that access web-based content, and pay any service fees associated with such access. In addition, You must provide all equipment necessary to make such connection to the World Wide Web, including a computer and modem or other access device. You also understand and agree that the service may include certain communications from To-Do.Studio, such as service announcements, administrative messages, etc., and that these communications are considered part of the Service and You will not be able to opt out of receiving them. You agree not to access the Service by any means other than through the interfaces that are provided by To-Do.Studio for use in accessing the Service. To-Do.Studio will provide the Service in accordance with this Agreement. To-Do.Studio may at its sole discretion modify the features of the Service from time to time without prior notice.

ACCEPTABLE USE

To-Do.Studio does not claim ownership over any User Content submitted on or through the Service. Your User Content belongs to You. However, by uploading any User Content to the Service, You agree that To-Do.Studio may store and display (only to You, to the extent that You make such User Content private) Your User Content solely as necessary in connection with the Service. To the extent You choose to share any of Your User Content with other users of the Service, You agree to allow these users (i.e., only the users you specify) to view Your User Content and, to the extent applicable, collaborate with You and Your User Content.

You understand that all User Content is the sole responsibility of the person from which such User Content originated. This means that You, and not To-Do.Studio, are entirely responsible for all User Content that You upload, post, transmit or otherwise make available via Your Account. To-Do.Studio does not control the User Content posted via the Service and, as such, does not guarantee the accuracy, integrity or quality of such User Content.

You understand that by using the Service, You may be exposed to User Content that is offensive, indecent or objectionable. Under no circumstances will To-Do.Studio be liable in any way for any User Content, including, but not limited to, for any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the use of any Content posted, transmitted or otherwise made available via the Service. You acknowledge that To-Do.Studio does not pre-screen User Content, but that To-Do.Studio and its designees shall have the right (but not the obligation) in their sole discretion to refuse, modify or move any Content that is available via the Service. Without limiting the foregoing, To-Do.Studio and its designees shall have the right to remove any User Content that violates the Agreement 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 reasonably rely on any Content created by To-Do.Studio or submitted to To-Do.Studio. You acknowledge and agree that To-Do.Studio may preserve User Content and may also disclose User Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to:

  • (a) comply with legal process;
  • (b) enforce the Agreement;
  • (c) respond to claims that any Content violates the rights of third-parties; or
  • (d) protect the rights, property, or personal safety of To-Do.Studio, its users and the public.

If To-Do.Studio discloses User Content to comply with legal process or respond to claims that any User Content violates the rights of third-parties, to the extent permitted by law, regulation or legal process, To-Do.Studio agrees to provide You with prompt notice of any such legal or governmental demand and reasonably cooperate with You in any effort to seek a protective order or otherwise to contest such required disclosure.

You understand that the technical processing and transmission of the Service, including Your User Content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.

Should User Content be found or reported to be in violation with, but not limited to, the following terms, it will be in To-Do.Studio's sole discretion as to what action should be taken. You agree that You will not:

  • (a) upload, post, transmit or otherwise make available any User Content that is unlawful, harmful, threatening, abusive, harassing, tortuous, defamatory, vulgar, obscene, libelous, invasive of another's privacy (up to, but not excluding any address, email, phone number, or any other contact information without the written consent of the owner of such information), hateful, or racially, ethnically or otherwise objectionable;
  • (b) harm minors in any way;
  • (c) impersonate any person or entity, including, but not limited to, a To-Do.Studio official, forum leader, guide or host, or falsely state or otherwise misrepresent Your affiliation with a person or entity;
  • (d) forge headers or otherwise manipulate identifiers in order to disguise the origin of any User Content transmitted through the Service;
  • (e) upload, post or otherwise transmit any User Content that You do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
  • (f) upload, post or otherwise transmit any User Content that infringes any patent, trademark, trade secret, copyright, rights of privacy or publicity, or other proprietary rights of any party;
  • (g) upload, post, or transmit unsolicited commercial email or "spam". This includes unethical marketing, advertising, or any other practice that is in any way connected with "spam", including but not limited to (a) sending mass email to recipients who haven't requested email from You or with a fake return address, (b) promoting a site with inappropriate links, titles, descriptions, or (c) promoting Your site by posting multiple submissions in public forums that are identical;
  • (h) upload, post or otherwise transmit any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
  • (i) interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service;
  • (j) intentionally or unintentionally violate any applicable local, state, national or international law, including, but not limited to, regulations promulgated by the U.S. Securities and Exchange Commission, any rules of any national or other securities exchange, including without limitation, the New York Stock Exchange, the American Stock Exchange or the NASDAQ, and any regulations having the force of law;
  • (k) "stalk" or otherwise harass another;
  • (l) promote or provide instructional information about illegal activities, promote physical harm or injury against any group or individual, or promote any act of cruelty to animals. This may include, without limitation, providing instructions on how to assemble bombs, grenades and other weapons or incendiary devices.
  • (m) offer for sale or sell any item, good or service that (i) violates any applicable federal, state, or local law or regulation, (ii) You do not have full power and authority under all relevant laws and regulations to offer and sell, including all necessary licenses and authorizations, or (iii) To-Do.Studio determines, in its sole discretion, is inappropriate for sale through the Service provided by To-Do.Studio;
  • (n) use the Account website as a redirecting/forwarding service to another website;
  • (o) exceed the scope of the Service that You have signed up for; for example, accessing and using the tools that You do not have a right to use, or having humans share User logins, or deleting, adding to, or otherwise changing other people's comments or User Content as an Account holder. If any user is reported to be in violation with the letter or spirit of these terms, To-Do.Studio retains the right to terminate such account at any time without further warning.

STORAGE, DATA TRANSFER AND SECURITY

You agree that To-Do.Studio has no responsibility or liability for the deletion of, or the failure to store or to transmit, any User Content and other communications maintained by the Service.

In connection with providing you the Service To-Do.Studio may transfer, store and process your Content in the U.S. or in any other country in which To-Do.Studio or its agents maintain facilities. By using the Service you consent to this transfer, processing and storage of your Content.

We will use industry standard technical and organizational security measures in connection with the storage, processing and transfer of your Content that are designed to protect the integrity of that Content and to guard against unauthorized or unlawful access to, use of, or processing of such Content.

API TERMS

You may access the Service via the Application Program Interface ("API"). Any use of the API, including use of the API through a third-party application that accesses the Service, is bound by the terms of this agreement plus the following specific terms:

  • (a) You expressly understand and agree that To-Do.Studio shall not be liable for any damages or losses resulting from your use of the API or third-party products that access data via the API.
  • (b) Abuse or excessively frequent requests to the Service via the API may result in the temporary or permanent suspension of your account's access to the API. To-Do.Studio, in its sole discretion, will determine abuse or excessive usage of the API. To-Do.Studio will make a reasonable attempt via email to warn the account owner prior to suspension.

If you elect to utilize any third party application in connection with your use of the Service, by doing so you are consenting to your Content being shared with such third party application. To understand how such third party application provider utilizes your Content and other information, you should review their privacy policy.

MODIFICATION TO THE SERVICE

The Service may be modified from time to time, often without prior notice to you. Your continued use of the Service constitutes your acceptance of such modifications. To-Do.Studio shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Service. If you are not satisfied with a modification we make to the Service, your sole remedy is to terminate your use of the Service.

TERMINATION

The agreement on free use of the Service is for an indefinite period.

You can terminate the agreement at any time by selecting the "delete your account" option in the account settings, thereby deleting your account. On termination, all your data will be lost as we will delete your account completely. We will inform you of this again separately by email before we permanently delete your account. You are solely responsible for properly canceling your account. An email or phone request to cancel your account is not considered cancellation.

If you terminate a paid Account, reimbursement of already-paid fees for subscription is not possible.

In addition, the agreement may be terminated for just cause. Just cause, which would entitle To-Do.Studio to terminate the agreement, would be if you breach your contractual obligations, in particular the rules of use described in Section ACCEPTABLE USE or API TERMS.

COPYRIGHT

To-Do.Studio respects the intellectual property rights of others and we expect our users to do the same. All content posted on the Service must comply with U.S. copyright law. To-Do.Studio claim no intellectual property rights over the material you provide to the Service. All materials uploaded remain yours.

To-Do.Studio’S INTELLECTUAL PROPERTY RIGHTS

The look and feel of the Service is copyright© Slingboards Lab Inc. All rights reserved. You may not duplicate, copy, or reuse any portion of the visual design elements without express written permission from To-Do.Studio.

The Service (excluding Content provided by users) constitutes Slingboards Lab’s intellectual property and will remain the exclusive property of Slingboards Lab. Any feedback, comments, or suggestions you may provide regarding the Service is entirely voluntary and we will be free to use such feedback, comments or suggestions as we see fit and without any obligation to you.

NO WARRANTY

THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. SLINGBOARDS LAB IS NOT RESPONSIBLE FOR ANY THIRD PARTY CONTENT THAT YOU DOWNLOAD OR OTHERWISE OBTAIN THROUGH THE USE OF THE SERVICE OR FOR ANY DAMAGE OR LOSS OF DATA THAT MAY RESULT. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY THIRD PARTY APPLICATION OR SERVICE THAT PROVIDES ACCESS TO OUR SERVICE (E.G., ANY THIRD PARTY APPLICATION DEVELOPED USING To-Do.Studio’S API).

The Service is controlled, operated and hosted from within North America. We make no representations that the Service is appropriate or available for use in other locations. Those who access or use the Service from other jurisdictions do so at their own risk and are responsible for compliance with all applicable United States and local laws and regulations, including but not limited to export and import regulations.

LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL SLINGBOARDS LAB, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES OR SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, DATA OR OTHER INTANGIBLE LOSSES THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THE SERVICE, WHETHER OR NOT SLINGBOARDS LAB HAS BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE. SLINGBOARDS LAB’S AGGREGATE LIABILITY FOR ALL CLAIMS RELATED TO THE SERVICE SHALL NOT EXCEED THE GREATER OF $100 OR THE AMOUNTS PAID BY YOU TO SLINGBOARDS LAB IN CONNECTION WITH YOUR USE OF THE SERVICE DURING THE TWELVE (12) MONTH PERIOD PRIOR TO THE CLAIM GIVING RISE TO SUCH LIABILITY.

GOVERNING LAW

These Terms will be governed by the laws of Canada, without regard to its conflict of laws principles. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.

The parties consent to the exclusive jurisdiction and venue of the courts located in and serving the City of Montreal, in the province of Quebec, CANADA.

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