Terms of Use

Zoomstra Inc. Terms of Use &
License Agreement for zoomstra.com


Updated April 19, 2012

BY CLICKING THE “I AGREE TO ZOOMSTRA.COM TERMS OF USE” BUTTON DISPLAYED AS PART OF THE SUBSCRIPTION PROCESS, YOU AGREE TO THE FOLLOWING TERMS AND CONDITIONS (THE “AGREEMENT”) GOVERNING YOUR USE OF ZOOMSTRA.COM ONLINE SERVICE, INCLUDING OFFLINE COMPONENTS (COLLECTIVELY, THE “SERVICE”). IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS “YOU” OR “YOUR” SHALL REFER TO SUCH ENTITY. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MAY NOT USE THE SERVICE.

1. Privacy & Security

Zoomstra Inc. privacy and security policies may be viewed at http://www.zoomstra.com/privacy_policy.php   Zoomstra Inc. reserves the right to modify its privacy and security policies in its discretion from time to time. By agreeing to these terms of service you also agree to the privacy policy.

2. Refund Policy

The Zoomstra Inc. refund policy may be viewed at http://www.zoomstra.com/refund.php   Zoomstra.com subscriptions are monthly subscriptions paid for in advance of use. There are no partial refunds for cancellation of a subscription.

3. Use by authorized individuals

To be considered an authorized individual, you must be over 18 years of age with a verifiable email address. The Service may not be used by “bots” or by automated means acting as a human, on behalf of a human or any other related technology.

4. License Grant & Restrictions

Subject to the terms and conditions of this Agreement, Zoomstra Inc. hereby grants you a non-exclusive, non-transferable, worldwide right to use the Service, solely for your own business purposes. All rights not expressly granted to you are reserved by Zoomstra Inc. Through this standard license, you are permitted to create company users (staff) as well as participant users (workbook participants) as well as workbook originals and distributed copies of those workbooks up to the limits authorized by your chosen subscription level of your Zoomstra.com web site. You may not access the Services for competitive analysis, if you are a direct competitor or for the purpose of monitoring or bench marketing performance without the express written consent of Zoomstra Inc. You may only use the Service to support your lawful business purposes and shall not send spam or unsolicited messages in violation of applicable laws. You may not store or distribute obscene, threatening, libelous or otherwise unlawful materials including material harmful to children or which violate any third party privacy rights. You must not store or send materials that contain software viruses, worms, trojan horses or other harmful computer code. You may not interfere or disrupt the Service or attempt to gain unauthorized access to the Service or any related servers, networks or services. You are responsible for all of the activity that occurs in your Site. Your users are required to abide by the terms of this Agreement and all applicable local, state, national and federal laws, treaties and regulations in connection with your use of the Service. This includes data privacy, communications, and the transmission of technical or personal data. You are responsible for maintaining appropriate security procedures with all of the users of your Site ensuring that user ids and passwords are not shared among multiple persons.

5. Account Information and Data

Zoomstra Inc. does not own any data, information or material that you submit to the Service in the course of using the Service (“Customer Data”). You, not Zoomstra Inc. , shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use of all Customer Data, and Zoomstra Inc. shall not be responsible or liable for the deletion, correction, destruction, damage, loss or failure to store any Customer Data. Zoomstra Inc. reserves the right to withhold, remove and/or discard Customer Data without notice for any breach, including, without limitation, your non-payment. Upon termination for breach, your right to access or use Customer Data immediately ceases, and Zoomstra Inc. shall have no obligation to maintain or forward any Customer Data.

6. Intellectual Property Ownership

Zoomstra Inc. alone owns all right, title and interest, including all related intellectual property rights, in and to the zoomstra.com applications, data schemas, web design, graphics and all content used in the Service as well as any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by you or any other party relating to the Service. This Agreement is not a sale and does not convey to you any rights of ownership in or related to the Service, the zoomstra.com applications or the intellectual property rights owned by Zoomstra Inc. The Zoomstra names, the associated logo, and the product names associated with the Service are trademarks of Zoomstra Inc. and no right or license is granted to use them.

7. Charges and Payment of Fees

You are responsible to pay all charges to your account. Each paid subscription will be billed in advance at the start of a billing period. The billing period is for one calendar month. You are responsible for the charges of your service for the entire subscription period once the billing period has begun for the new cycle. There are no partial refunds or credits for subscriptions that are cancelled during a billing period. Please visit the Refund Policy for full details on our refund policy. Zoomstra Inc. provides you with a 12 month price stability promise for your service selection. We promise not to increase the price of your subscription for a minimum of 12 months from the first day you begin a pay account.

8. Data Storage

The maximum disk storage space provided to you at no additional charge is determined by your subscription level and is listed as such.

9. Billing and Renewal

Zoomstra Inc. charges and collects in advance for use of the Service. Zoomstra Inc. will automatically renew and bill your credit card each month on the subsequent anniversary of your subscription enrollment., or each year if you choose an annual subscription. Zoomstra Inc. 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 based solely on Zoomstra Inc. income. You agree to provide Zoomstra Inc. with complete and accurate billing and contact information. This information includes your legal company name, street address, e-mail address, and name and telephone number of an authorized billing contact. You agree to update this information within 30 days of any change to it. If the contact information you have provided is false or fraudulent, Zoomstra Inc. reserves the right to terminate your access to the Service in addition to any other legal remedies. All subscriptions to the Service are billed in U.S. Dollars. If you dispute a charge made by Zoomstra Inc. , you must contact us in writing within 60 days to

C/O Billing Issues
Zoomstra Inc.
6735 N Curtis Ave
Portland, OR 97217

10. Non-Payment and Suspension

In addition to any other rights granted to Zoomstra.com herein, Zoomstra Inc. reserves the right to suspend or terminate the Service if your account becomes delinquent (falls into arrears) due to failure of credit card or debit card processing. Zoomstra Inc. will attempt to contact you via the information provided for your account. If you are unable to satisfy the billing issue within 30 business days of the default, Zoomstra Inc. reserves the right to purge your account and information from the Service.

11.Termination by You

You may terminate the Service at any time through your administrator account. You will find a “terminate subscription” link in the administrator panel. Once you click this link and agree to the termination your account will be immediately purged from the system, all user data and customer data destroyed. You will not be charged again for your subscription. There are no refunds if you terminate your subscription part way through a subscription period. See our Refund Policy for details.

12. Termination for Breach

Any breach of your payment obligations, unauthorized use of the Service, or other failure to comply with the terms of this Agreement will be deemed a material breach of this Agreement. Upon a breach, we may, in our sole discretion, terminate the Service, including your password, account or use of the Service. In addition, Zoomstra Inc. may terminate a free account at any time in its sole discretion. You agree and acknowledge that Zoomstra Inc. has no obligation to retain the Customer Data, and may delete such Customer Data, if you have materially breached this Agreement.

13. Representations & Warranties

Each party represents and warrants that it has the legal power and authority to enter into this Agreement. Zoomstra Inc. represents and warrants that it will provide the Service in a manner consistent with general industry standards reasonably applicable to the provision thereof and that the Service will perform substantially in accordance with the online zoomstra.com documentation under normal use and circumstances. You represent and warrant that you have not falsely identified yourself nor provided any false information to gain access to the Service and that your billing information is correct.

14. Disclaimer of Warranties

ZOOMSTRA INC. MAKES NO REPRESENTATION, WARRANTY, OR GUARANTY AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, TRUTH, AVAILABILITY, ACCURACY OR COMPLETENESS OF THE SERVICE OR ANY CONTENT. ZOOMSTRA INC DOES NOT REPRESENT OR WARRANT THAT (A) THE USE OF THE SERVICE WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA, (B) THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (C) ANY STORED DATA WILL BE ACCURATE OR RELIABLE, (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (E) ERRORS OR DEFECTS WILL BE CORRECTED, OR (F) THE SERVICE OR THE SERVER(S) THAT MAKE THE SERVICE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE SERVICE AND ALL CONTENT IS PROVIDED TO YOU STRICTLY ON AN “AS IS” BASIS. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW BY ZOOMSTRA INC.

15. Internet Delays

THE SERVICE MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS. ZOOMSTRA INC. IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS.

16. Limitation of Liability

IN NO EVENT SHALL EITHER PARTY’S AGGREGATE LIABILITY EXCEED THE AMOUNTS ACTUALLY PAID BY AND/OR DUE FROM YOU IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. IN NO EVENT SHALL EITHER PARTY AND/OR ITS LICENSORS BE LIABLE TO ANYONE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THIS SERVICE, INCLUDING BUT NOT LIMITED TO THE USE OR INABILITY TO USE THE SERVICE, OR FOR ANY CONTENT OBTAINED FROM OR THROUGH THE SERVICE, ANY INTERRUPTION, INACCURACY, ERROR OR OMISSION, REGARDLESS OF CAUSE IN THE CONTENT, EVEN IF THE PARTY FROM WHICH DAMAGES ARE BEING SOUGHT OR SUCH PARTY’S LICENSORS HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

17. Additional Rights

Certain states and/or jurisdictions do not allow the exclusion of implied warranties or limitation of liability for incidental, consequential or certain other types of damages, so the exclusions set forth above may not apply to you.

18. Local Laws and Export Control

The Service provides services and uses software and technology that may be subject to United States export controls administered by the U.S. Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, and other U.S. agencies and the export control regulations of Switzerland and the European Union. You acknowledge and agree that the Site shall not be used, and none of the underlying information, software, or technology may be transferred or otherwise exported or re-exported to countries as to which the United States, Switzerland and/or the European Union maintains an embargo (collectively, “Embargoed Countries”), or to or by a national or resident thereof, or any person or entity on the U.S. Department of Treasury’s List of Specially Designated Nationals or the U.S. Department of Commerce’s Table of Denial Orders (collectively, “Designated Nationals”). The lists of Embargoed Countries and Designated Nationals are subject to change without notice. By using the Service, you represent and warrant that you are not located in, under the control of, or a national or resident of an Embargoed Country or Designated National. You agree to comply strictly with all U.S., Swiss and European Union export laws and assume sole responsibility for obtaining licenses to export or re-export as may be required. This Site may use encryption technology that is subject to licensing requirements under the U.S. Export Administration Regulations, 15 C.F.R. Parts 730-774 and Council Regulation (EC) No. 1334/2000 Zoomstra Inc. makes no representation that the Service is appropriate or available for use in other locations. If you use the Service from outside the United States of America, Switzerland and/or the European Union, you are solely responsible for compliance with all applicable laws, including without limitation export and import regulations of other countries. Any diversion of the Customer Data contrary to United States, Swiss or European Union (including European Union Member States) law is prohibited. None of the Customer Data, nor any information acquired through the use of the Service, is or will be used for nuclear activities, chemical or biological weapons, or missile projects, unless specifically authorized by the United States government or appropriate European body for such purposes.

19. Indemnity

You agree to indemnify and hold Zoomstra Inc. , its subsidiaries and affiliates, and each of their directors, officers, agents, contractors, partners and employees, harmless from and against any loss, liability, claim, demand, damages, costs and expenses, including reasonable attorney’s fees, arising out of or in connection with any Customer Data you use on or through the Service, your use of the Service or the Site, your conduct in connection with the Service or the Site or with any third parties, or any violation of this Agreement or of any law or the rights of any third party.

20. Governing Law; Venue and Jurisdiction

By visiting or using the Site and/or the Service, you agree that the laws of the State of Washington USA, without regard to principles of conflict of laws, will govern these Terms of Use and any dispute of any sort that might arise between you and Zoomstra Inc. or any of our affiliates. With respect to any disputes or claims not subject to arbitration (as set forth below), you agree not to commence or prosecute any action in connection therewith other than in the state and federal courts of Washington, and you hereby consent to, and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to, venue and jurisdiction in the state and federal courts of Washington.

21. Modification to Terms

Zoomstra Inc. reserves the right to modify the terms of this Agreement, and any modification will be effective upon posting. It is your responsibility to regularly review the terms of the service agreement found at www.zoomstra.com/terms_of_use.php The failure of Zoomstra Inc. to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. The Terms of Service constitutes the entire agreement between you and Zoomstra Inc. and govern your use of the Service, superceding any prior agreements between you and Zoomstra Inc. (including, but not limited to, any prior versions of the Terms of Service). If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect. If any provision of these Terms of Use shall be deemed inlawful, void or for any reason unenforceable, then that provision shall be deemed severable form these Terms of Use and shall not affect the validity and enforceability of any remaining provisions.

22. Questions

Any questions about the terms of service should be sent via email to the address support at zoomstra dot com.