Xobni Terms of Service

Welcome to Xobni!

Last Modified: October 20, 2011, formerly the Xobni User Agreement

1. INTRODUCTION

Welcome to Xobni Corporation ("Xobni", "we" or "us"). Xobni is a next-generation relationship management service that automatically creates robust, searchable profiles for anyone you've ever contacted. Seamlessly connect Xobni across Outlook, web mail, mobile and social media sites to bring all your contacts and conversations together into one place - ranked by importance.

2. LEGAL AGREEMENT

These terms of service (this "TOS") govern your use of our Xobni® and Smartr™ services, software, products, and websites (collectively, the "Service"). By using and accessing the Service, you agree to be bound by and comply with this TOS. Certain parts of the Service may require you to agree to additional terms or guidelines. For purposes of this TOS "you" shall mean either you as an individual or the entity on whose behalf you are accepting this TOS and who is afforded all rights and bound by all terms under the Agreement. You represent that you are authorized to accept this TOS and conditions. If you do not agree to be bound by this TOS in its entirety, you may not attempt to use any Xobni services or products.

3. PRIVACY POLICY

At Xobni, we believe you should have control over your information on the Service. Read more at our Privacy Policy located at http://www.xobni.com/legal/privacy.

4. ACCOUNT; MEMBER INFORMATION

You represent that you are of legal age to form a binding contract. In order to use certain Services, you must provide certain information during the registration process ("Registration Data"). You agree that your Registration Data will always be accurate and current, which you can edit at any time by logging in to your account at http://www.xobni.com/account. You consent to the collection and use of your Registration Data and certain other information in accordance with our Privacy Policy located at http://www.xobni.com/legal/privacy.

You are responsible for the safekeeping of your account and are fully responsible for all activities and purchases that occur under your account.

5. SOFTWARE

Some of Xobni’s services require you to download and install Xobni’s proprietary software (the “Software”). Subject to the provisions of this Agreement, Xobni grants you a non-exclusive, non-transferable, non-sublicensable license to install and run the Software in object code format on single computer (or virtual machine), mobile device, or similar equipment, owned or controlled by you (for personal and professional use both inside and outside of an enterprise) and use the Software for the purpose and in the manner it was intended by Xobni. By using the Software you represent and warrant that you have the legal capacity to enter into this Agreement and that you are equal to or older than the minimum age required by your jurisdiction to enter into contracts without parental consent.

6. PREMIUM SERVICES AND FEES

If you purchase or subscribe to any Premium Service (including any Paid Gadgets as described in Section 7), you agree to pay any and all applicable fees (e.g., one-time, or recurring autorenew) incurred in connection with your account at the then-current prices in effect. Xobni will automatically charge you via the payment method you select (e.g,, credit card or paypal account) during the purchase or subscription process. If your purchase or subscription is a recurring one, Xobni will automatically charge you at the beginning of the billing period, and billing will recur automatically at the interval (e.g. monthly or annual subscription) you chose at signup until you change or cancel your Premium Service. You can cancel your Premium Service at any time by going to https://www.xobni.com/account/licenses#. Any change in the chosen payment method will go into effect for the next billing period. You will retain access to the features for which you have already paid until the end of the current billing period, but you will not receive a refund for any amounts you already paid. Unless we state in writing otherwise, all fees and charges are nonrefundable. No purchases are eligible for tax exemptions.

If you are required to provide credit card or other billing information in connection with a free offer for a specific number of days, you will not be charged during the free offer time period, but will be automatically charged on the day after your free time period has ended. Please make a note of when your free offer will expire because you may not receive additional notice prior to the automatic charge if you do not cancel before the free offer time period expires.

For Residents of Germany and France: Right to Withdraw - You have the right to withdraw from your transaction without charge and without giving any reason until delivery of the Premium Service (including Paid Gadgets as described in Section 5) has started. You do not have the right to withdraw from the purchase of a Premium Service once delivery of the Premium Service has started at which point the purchase of the Premium Service is final. Please note that delivery of a Premium Service commences immediately after your purchase.

7. XOBNI GADGET STORE

The Xobni Gadget Store allows you to browse and activate free gadgets, or purchase paid gadgets, as part of the Service.

Gadgets authored by Xobni ("Xobni Gadgets") are offered by Xobni, but integrate a third party service. Your use of Xobni Gadgets is subject to our terms and policies. However, your use of the integrated third party service that you access through the Xobni Gadget is subject to that third party service’s terms and policies, and may be subject to additional fees assessed by the third party service in order for you to access or use certain features of that third party service. You agree to be solely responsible for any such additional fees. Xobni is not responsible for any modification, suspension, discontinuation or disruption of the integrated third party service.

Gadgets authored by third parties ("Third Party Gadgets") are offered by that third party ("Third Party Author") and not Xobni. Your use of these Third Party Gadgets is entirely subject to that Third Party Author’s terms and policies and the Third Party Author is solely responsible for that Third Party Gadget, the content and services therein, any warranties, and any claims that you or any other party may have relating to that Third Party Gadget. You can find the Third Party Author’s terms, policies and support contact information on that gadget’s information page within the Store, and on the Third Party Author’s website. You must direct any questions or complaints about Third Party Gadgets to the Third Party Author.

There are also free ("Free Gadgets") and paid gadgets ("Paid Gadgets"), which can be authored by either Xobni or a Third Party Author.

For any Paid Gadget that is also a Third Party Gadget that you purchase from a Third Party Author, Xobni is acting solely as an agent for the Third Party Author in order to facilitate your purchase, and in this capacity, Xobni Corporation will be the merchant of record on your billing statement. You acknowledge and agree that: (a) you are purchasing the license to any Third Party Gadget from that Third Party Author; (b) Xobni is acting solely as agent for the Third Party Author in providing each such Third Party Gadget to you; and (c) Xobni is not a party to the license between you and the Third Party Author with respect to that Third Party Gadget. The amount you are to pay will depend upon the displayed pricing for the Paid Gadget you choose. Pricing for Paid Gadgets is inclusive of any applicable taxes.

8. CONTENT ON THE SERVICE

The Service allows you to view and manage email, information, data, text, photographs, graphics, video, messages, tags, or other materials from you and other people ("Content") and such Content belongs to you or the person that made it available. This means Xobni is not responsible for the Content or for the consequences of your and others’ actions related to the Content. You agree and understand that Xobni may not be able to (and has no obligation to you) to restrict any use of your Content by any other person, and that Xobni has no control of your Content provided by or to the third party services that you authorize or enable. If you do not want your Content from third party services to appear on the Service, you must go to your account on that third party service providing the Content and either change your privacy settings to block publicly available content, or remove the content entirely.

Note that Content is treated differently than "Feedback" which is covered in Section 8. Xobni does not claim ownership of such Content and you agree that Xobni may use, distribute, syndicate, reproduce, modify, adapt, publicly perform and publicly display such Content solely for the purpose of providing you the Service.

9. FEEDBACK TO XOBNI

By submitting feedback, ideas, ratings, reviews, or suggestions ("Feedback") to Xobni, publicly through web pages (e.g. forums), or privately through customer service, you acknowledge and agree that: (a) your Feedback automatically becomes the property of Xobni without any obligation of Xobni to you; (b) your Feedback does not contain confidential or proprietary information of you or any third party; (c) Xobni may use or disclose such Feedback for any purpose, in any way, in any media worldwide; (d) Xobni may have something similar to the Feedback already under consideration or in development; and (e) you are not entitled to any compensation or reimbursement of any kind from Xobni.

10. MEMBER CONDUCT

While using the Service:

  • You will not harm minors in any way;
  • You will not impersonate any person or entity, or misrepresent your affiliation with a person or entity;
  • You will not engage in any unsolicited or unauthorized advertising, "spamming" or "chain letters," or any other form of solicitation;
  • You will not stalk or otherwise harass another;
  • You will not transmit or make available 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;
  • You will not interfere with or disrupt the Service or servers or networks connected to the Service; or
  • You will not intentionally or unintentionally violate any applicable local, state, national or international law;
  • You will not upload, post, or transmit or make available any Content that (a) is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable; (b) you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information protected under nondisclosure agreements); or (c) infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party.
  • You acknowledge that Xobni may or may not pre-screen Content. We have the right, but not the obligation, in our sole discretion to pre-screen, refuse, or remove any Content on the Service. You understand that you may be exposed to Content on the Service that is offensive, indecent or objectionable.
  • You will not access any of the Services (a) by any means other than through the interface that is provided, or (b) through any automated means (including use of bots, scripts or web crawlers).
  • You will not override or circumvent any security components or violate any usage rules relating to the protection of materials or technology on the Service.

You will not, nor permit any third party to, (a) use, reproduce, modify or prepare derivative works of any portion of the Service or incorporate any portion of the Service into any other Service; (b) transfer, encumber, sublicense, disclose, rent, lease, offer for timesharing or distribute any portion of the Service; or (c) remove, obscure, deface or fail to reproduce in any copy any copyright, trademark or other proprietary rights notice contained in any part of the Service.

You will not, nor permit any third party to, reverse engineer, decompile, disassemble or otherwise attempt to determine the source code, ideas, algorithms or structure underlying any of the Software.

11. PROPRIETARY RIGHTS

All right, title and interest to the Service (which includes any Xobni content or materials made available via the Service, the Service's look and feel, the designs, service marks, trademarks and trade names displayed on the Service) are the property of Xobni, its affiliates, licensors or users, and are protected by copyrights, patents, trademarks or other proprietary rights and laws. You may not use, copy, modify, create a derivative work from, reverse engineer, sell, assign, sublicense or otherwise transfer any right, of any part of the Service without the prior written consent of the respective owner.

12. THIRD PARTY CHARGES

You (and not Xobni) are solely responsible for any fees or charges incurred to access the Service through an internet access or mobile access provider, or other third party, including but not limited to charges incurred to send or receive SMS messages.

13. NO RESALE OF SERVICE

You agree to only use the Service for personal or internal business purposes, and not for any unintended use of the Service. You agree not to reproduce, duplicate, copy, sell, trade, resell, frame, or exploit for any commercial purposes, any portion of the Service's websites.

14. ADVERTISEMENTS; ANNOUNCEMENTS

The Service may display advertisements or announcements. In consideration for Xobni granting you access to and use of the Services, you agree that Xobni may place such advertising or announcements on the Service.

15. INDEMNITY

You agree to indemnify and hold Xobni and its affiliates, members, officers, agents, employees, partners and licensors harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of Content you submit, post, transmit or otherwise make available through the Service, your use of the Service, your connection to the Service, your violation of this TOS, or your violation of any rights of another.

16. MODIFICATIONS TO SERVICE

We reserve the right to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice at any time. You agree that Xobni shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service. You further agree that we may limit the Service at any time, in our sole discretion.

17. TERMINATION

You agree that Xobni may terminate your Xobni account and access to the Service at any time, without notice, for any reason, including but not be limited to, (a) breaches or violations of this TOS or other incorporated agreements or guidelines, (b) requests by law enforcement or other government agencies, (c) a request by you to delete your account, (d) discontinuance or material modification to the Service, (e) unexpected technical or security issues or problems, (f) extended periods of inactivity, (g) engagement by you in fraudulent or illegal activities, or (h) nonpayment of any fees owed by you in connection with the Services. Termination of your Xobni account includes deletion of your Content, deletion of your password and all related information, and files and content associated with your account. Further, you agree that Xobni shall not be liable to you or any third party for any termination of your account or access to the Service.

18. LINKS

The Service or third parties may provide links to other websites or resources. We do not endorse and are not responsible or liable, directly or indirectly, for any damage or loss caused by your use of or reliance on any such content, goods or services available on or through any such site or resource.

19. DISCLAIMER OF WARRANTIES

YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. XOBNI AND ITS AFFILIATES, MEMBERS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

Xobni and its affiliates, members, officers, employees, agents, partners and licensors make no warranty that (i) the Service will meet your requirements; or (ii) the Service will be uninterrupted, timely, secure, error-free, or free of viruses or other harmful components.

Any material downloaded or otherwise obtained through the use of the Service is accessed at your own discretion and risk, and you will be solely responsible for any damage to your computer system or loss of data that results from the download of any such material.

Under no circumstances will Xobni be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via the Service. 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.

20. LIMITATION OF LIABILITY

You expressly understand and agree that Xobni and its affiliates, members, officers, employees, agents, partners and licensors shall not be liable to you for any direct, indirect, incidental, special, consequential or exemplary damages, including, but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if Xobni has been advised of the possibility of such damages), resulting from: (a) the use or the inability to use the Service; (b) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the Service; (c) unauthorized access to or alteration of your transmissions or data; (d) statements or conduct of any third party on the Service; or (e) any other matter relating to the Service.

Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the above limitations may not apply to you.

21. NOTICE

We may provide you with notices, including those regarding changes to this TOS, including but not limited to by email, regular mail, text message, postings on the Service, or other reasonable means now known or developed later.

22. NOTICE AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT OR INTELLECTUAL PROPERTY INFRINGEMENT

We respect the intellectual property of others, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please visit http://www.xobni.com/legal/ip_policy.

23. DISCLAIMER

Any views, statements, advice or other information made available or expressed by third parties or users are those of the respective third party or user and not of Xobni. While we actively seek community participation on our website through these various means, we do not endorse and are not responsible for the reliability or accuracy of any advice, opinion or statement made on the Service.

24. FEES.

You acknowledge that Xobni may charge a fee for the use of any Service, provided that Xobni notifies you of any such fee that applies before you incur it. Subject to the foregoing, you agree to pay any fees incurred by you.

25. MODIFICATION.

Xobni reserves the right to change or modify the Service, any of the terms and conditions contained in this TOS, or any policy governing the Service, at any time. You are responsible for regularly reviewing any updates to this TOS at http://www.xobni.com/legal/tos. Any changes or modifications to this TOS will become binding after your continued use of the Service after such terms have been updated by Xobni.

26. SUPPORT; CHANGES TO SERVICE

Xobni may elect to provide you with customer support, in its sole discretion, and may terminate such support at any time without notice. Xobni may change, limit, suspend, or discontinue any aspect of the Service at any time, including the availability of any feature or content.

27. GENERAL

This TOS shall be governed by applicable U.S. federal law and the laws of the State of California, excluding any conflict of law provisions. This TOS shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods. The parties hereby consent to the exclusive jurisdiction of the U.S. federal and California state courts located in San Francisco, CA, in connection with any dispute arising out of or in connection with this TOS or its subject matter, and the parties irrevocably waive any right that they may have to assert that any such court lacks jurisdiction or that such forum is not convenient. If any provision in this TOS should be held illegal or unenforceable by a court having jurisdiction, such provision shall be modified to the extent necessary to render it enforceable without losing its intent, or severed from this TOS if no such modification is possible, and other provisions of this TOS shall remain in full force and effect. The controlling language of this TOS is English. If you have received a translation into another language, it has been provided for your convenience only. A waiver by either party of any term or condition of this TOS or any breach thereof, in any one instance, shall not waive such term or condition or any subsequent breach thereof. You may not assign or otherwise transfer, by operation of law or otherwise, this TOS or any rights or obligations hereunder. Any such purported transfer or assignment will be void. Subject to the foregoing sentence, this TOS shall be binding upon and shall inure to the benefit of the parties, their successors and assigns. This TOS constitute the entire agreement between the parties concerning the subject matter hereof.

28. CONSUMER RIGHTS INFORMATION

Under California Civil Code Section 1789.3, California users are entitled to the following consumer rights notice: Pricing information is posted as part of the ordering pages for this site. If you have a question or complaint regarding the Service, please send an email to support@xobni.com. You may also contact us by writing to

Xobni Corporation

California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.