Welcome to the Brandly website (the 'Site'). Brandly, Inc. provides its products and services to you subject to the following conditions. Before you may use the Site, you must read and accept all of the terms and conditions in, and linked to, this Terms of Service ('TOS') and the Privacy Policy. This TOS is effective upon acceptance. Use of any functionality of the Site constitutes acceptance of this TOS. If this TOS conflicts with any other documents, the TOS will control for the purposes of usage of the Site. You may only use certain portions of the Site if you are a Brandly registered user. If you do not agree to be bound by this TOS and the Privacy Policy, you may not use the Site in any way.
You are granted permission to access and use this Site for the sole purpose of preparing, evaluating, and ordering products solely through Brandly (referred to herein as “Products”). You agree to use this Site in a responsible manner that is in full compliance with these Terms of Use and with your local laws and regulations, including export and import regulations. Without limitation, this Site may not be utilized for any pornographic use, for any unlawful purpose or use, to defame any person, to violate any person’s right of privacy or publicity, to infringe upon any copyright, trade name, trademark, service mark or other intellectual property right of any person or entity.You agree that you will not use the Site to produce Products that are offensive, unlawful, harassing, libelous, threatening, harmful, obscene, malicious or otherwise objectionable. Brandly reserves the right, in Brandly’s sole discretion, to refuse to accept any content provided by you to Brandly or to process any order at any time and for any reason. Brandly also may terminate its service to and/or the accounts of customers found to be using Brandly to engage in undesirable activities or otherwise violating these Terms of Use. You agree that Brandly shall have no liability of any kind to you or to any third party arising from such refusal or termination.
You are solely responsible for your Content in combination with any other images, graphics, text or other materials you incorporate into your Products. You agree that you will not include any text, image, design, trademark, service mark, or any copyrighted work of any third party in your Products unless you have obtained the appropriate authorizations from the owners. You warrant that your Products do not infringe upon any rights of any third party, including copyright, trademark, right of publicity or privacy, and will not libel or defame any third party, and that you have all required rights or permissions necessary to incorporate third party material into your Products. By placing an order on this Site, you warrant that you have all necessary permission, right and authority to place the order and you authorize Brandly to produce the Products on your behalf. You grant Brandly the right to copy, modify, distribute, use, create derivative works of and vectorize any content you have uploaded for the purpose of fulfilling your order and/or marketing products or services to you. Moreover, you warrant that you have sufficient rights to permit Brandly to copy, distribute, use, modify, create derivative works of and vectorize any uploaded content for the purpose of fulfilling your order and/or marketing products or services to you.
You agree that you are responsible for protecting your password and controlling access to your registered account. You agree that you will be responsible for all orders placed or other actions that are taken through your registered account.
Brandly grants you a limited license to access and make use of the Site and the Service. This license does not include any downloading or copying of account information for the benefit of another vendor or any other third party; caching, unauthorized hypertext links to the Site and the framing of any Content available through the Site uploading, posting, or transmitting any content that you do not have a right to make available (such as the intellectual property of another party); uploading, posting, or transmitting 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; any action that imposes or may impose (in Brandly’s sole discretion) an unreasonable or disproportionately large load on Brandly’s infrastructure; or any use of data mining, robots, or similar data gathering and extraction tools. You may not bypass any measures used by Brandly to prevent or restrict access to the Site. Any unauthorized use by you shall terminate the permission or license granted to you or your organization by Brandly.
The Brandly service is not available to any users suspended or removed from the system by Brandly for any reason. If you or your organization do not qualify, you may not use the Brandly Service or the Site.
In consideration of your use of the Site, you represent that you legally belong to the organization and are not a person barred from receiving services under the laws of the United States or other applicable jurisdiction. You also agree to provide true, accurate, current and complete information about yourself as prompted by the Site's registration form. If you provide any information that is untrue, inaccurate, not current or incomplete (or becomes untrue, inaccurate,not current or incomplete), or Brandly has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Brandly has the right to refuse any and all current or future use of the Site (or any portion thereof).
For purposes of this Agreement, the term 'Content' means any work of authorship and includes, without limitation, video, audio, photographs, images, illustrations, animations, logos, tools, written posts, replies, and comments, information, data, text, software, scripts, executable files, graphics, and interactive features.
As between you and Brandly, you retain ownership of all intellectual property rights to your Content, and Brandly retains ownership of all intellectual property rights to its Service and all Content made available through the Service other than your Content. You agree not to sell,license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Service or any Content made available through the Service (other than your own Content).
As a Subscriber of the Service, you grant to Brandly a worldwide, non-exclusive, royalty-free, full-paid,irrevocable (other than a termination of this Agreement), transferable right and license to download, copy, posted to Brandly for (1) purposes of operating and providing the Service and (2) Brandly's internal business purposes, including without limitation for analyzing usage of and improving its Service.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT Brandly AND ITS SUBSIDIARIES, AFFILIATES, 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 Brandly HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM USE OF THE SITE, CONTENT OR ANY RELATED SERVICES.
You agree to indemnify and hold Brandly (and its officers, directors, agents, subsidiaries, joint ventures, and employees) harmless from any claim or demand, including reasonable attorneys’ fees, or arising out of or related to your breach of this TOS, or your violation of any law or the rights of a third party.
When you use the Site or send emails to Brandly, you are communicating with Brandly electronically. You consent to receive communications electronically from Brandly and its Site Affiliates/Partners (as defined in the Privacy Policy). Brandly will communicate with you by email or by posting notices on the Site. You agree that all agreements, notices, disclosures and other communications that are provided to you electronically satisfy any legal requirement that such communications be in writing.
The Site or third parties may provide links to other World Wide Web sites or resources. Because Brandly has no control over such sites and resources, you acknowledge and agree that Brandly is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products or other materials on or available from such sites or resources. You further acknowledge and agree that Brandly shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource.
The Site may provide users with the ability to send email messages to other users and non-users and to post messages on the Site. Brandly is under no obligation to review any messages, information or content ('Postings') posted on the Site by users and assumes no responsibility or liability relating to any such Postings. Notwithstanding the above, Brandly may from time to time monitor the Postings on the Site and may decline to accept and/or remove any email or Postings. You understand and agree not to use any functionality provided by the Site to post content or initiate communications that contain:
Any unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, profane, hateful, racially, ethnically or otherwise objectionable material of any kind, including, but not limited to, any material which encourages conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any applicable local, state, national or international law.
Advertisements or solicitations of any kind.
Impersonate others or provide any kind of false information.
Personal information such as messages which state phone numbers, social security numbers, account numbers, addresses, or employer references.
Messages by non-spokesperson employees of Brandly purporting to speak on behalf of Brandly or containing confidential information or expressing opinions concerning Brandly.
Messages that offer unauthorized downloads of any copyrighted or private information.
Multiple messages placed within individual folders by the same user restating the same point.
Chain letters of any kind.
Identical (or substantially similar) messages to multiple recipients advertising any product or service, expressing a political or other similar message, or any other type of unsolicited commercial message. This prohibition includes but is not limited to a) Using Brandly invitations to send messages to people who don’t know you or who are unlikely to recognize you as a known contact; b) Using Brandly to connect to people who don’t know you and then sending unsolicited promotional messages to those direct connections without their permission; and c) Sending messages to distribution lists, newsgroup aliases, or group aliases.
In consideration of your use of the Services, you agree to:
provide true, accurate, current and complete information about yourself as prompted by the Registration Process ('Registration Data'); and
maintain and promptly update your Registration Data to keep it true, accurate, current, and complete.
If you provide any information that is untrue, inaccurate, outdated, or incomplete, or if Brandly has reasonable grounds to suspect that such information is untrue, inaccurate, outdated, or incomplete, Brandly may terminate your Account and refuse current or future use of any or all of the Services.
You may designate authorized users of your account. Those authorized users will have full rights to access your account and to take any actions that you are authorized to take under this Agreement. Users of your site or blog who interact with Brandly widget to purchase offers will agree to Brandly TOS and Privacy Policy. You should be aware of our Return and Shipping policies.
Access to and use of password protected and/or secure areas of the Site is restricted to authorized users only. Unauthorized individuals attempting to access these areas of the Site may be subject to prosecution.
The trademarks, logos and service marks ('Marks') displayed on the Site are the property of Brandly and other parties. Users are prohibited from using any Marks for any purpose including, but not limited to use as metatags on other pages or sites on the World Wide Web without the written permission of Brandly or such third party which may own the Marks. All information and content including any software programs available on or through the Site ('Content') is protected by copyright. Users are prohibited from modifying, copying, distributing, transmitting, displaying, publishing, selling, licensing, creating derivative works or using any Content available on or through the Site for commercial or public purposes.
Brandly has implemented the Invisible reCAPTCHA for security purposes, and the usage of Invisible reCAPTCHA by users is subject to the Google Privacy Policy and Terms of Use.
Brandly reserves the right to modify or replace this Agreement at any time and in Brandly's sole discretion. Brandly will indicate at the top of this Agreement the date such document was last updated. Any changes will be effective immediately upon posting the revised version (or such later effective date as may be indicated at the top of the revised Agreement). It is your responsibility to regularly check the Site to determine if there have been changes to this Agreement and to review such changes. Your continued use of the Service following the posting of any changes to the Agreement will constitute your acceptance of any such changes. If you do not agree to the changes, you must stop using the Service.
Brandly respects the intellectual property of others, and we ask our users to do the same. Brandly may, in appropriate circumstances and at its discretion, disable and/or terminate the accounts of users who may be infringing the intellectual property of a third party. 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 provide Brandly’s Copyright Agent the following information:
an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
a description of the copyrighted work or other intellectual property that you claim has been infringed;
a description of where the material that you claim is infringing is located on the Site;
your address, telephone number, and email address;
a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.
Brandly’s agent for notice of claims of copyright or other intellectual property infringement can be reached as follows:
By email:
support@brandly.com
By mail:
Brandly, Inc.
2995 Woodside Rd, Suite 400
Woodside, CA 94062
Notwithstanding any other provisions of this TOS, or any general legal principles to the contrary, any provision of this TOS that imposes or contemplates continuing obligations on a party will survive the expiration or termination of this TOS.
If any of these conditions are deemed invalid, void, or for any reason unenforceable, the parties agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the unenforceable condition shall be deemed severable and shall not affect the validity and enforceability of any remaining condition. From time to time Brandly may offer special promotional offers which may or may not apply to your Brandly account. Headings are for reference purposes only and do not limit the scope or extent of such section. This TOS and the relationship between you and Brandly will be governed by the laws of the State of New York without regard to its conflict of law provisions. You and Brandly agree to submit to the personal jurisdiction of the federal and state courts located in the State of New York with respect to any legal proceedings that may arise in connection with this TOS. The failure of Brandly to act with respect to a breach by you or others does not waive its right to act with respect to subsequent or similar breaches. Brandly does not guarantee it will take action against all breaches of this TOS. Except as otherwise expressly provided in this TOS, there shall be no third-party beneficiaries to this TOS. This TOS constitutes the entire agreement between you and Brandly and governs your use of the Site, superseding any prior agreements between you and Brandly with respect to the Site.