Terms and conditions

Last Updated: August 25, 2020

AIRVOTE TERMS OF SERVICE

Welcome to AirVote! We provide customer satisfaction polling and analysis including customer feedback collection, alerting, data analysis and reporting.

1. DEFINITIONS

“Terms of Service” means this Terms of Service, in its current edition relative to the time of the inquiry, all attached Schedules, Appendices, or Exhibits executed at any time during the currency of these Terms of Service as the context requires

“AirVote” (“we”, “us”, or “our”) means AirVote, LLC, a Domestic Limited Liability Company formed and certified in the state of Texas, USA (File Number: 803438054)

“AirVote Service” means the offerings provided by AirVote through printed media, online software application, consulting, or any related software, tools, and services

“Statement of Work” means a written agreement signed by both Parties which describes the terms, cost, timeline, and other relevant items relating to the Services to be provided by AirVote. Each Statement of Work will be governed by, and subject to, the terms of this Terms of Service. In the event of a conflict between this Terms of Service and the Statement of Work, the Statement of Work shall prevail only in relation to the terms of that Statement of Work. In any case, a single Statement of Work shall not be construed to override other Statements of Work unless otherwise noted in that Statement of Work

“Site” means the functionality provided at air-vote.com, my.air-vote.com, or any sites owned by AirVote

“AirVote Question” means the question displayed on the AirVote sticker or poster asking about Client’s product or service along with the QR codes indicating the customer’s response options

“Question Location” means an additional optional dimension to indicate where the question is posted.  The AirVote point is uniquely identified by the Client’s Site, Question, and Location

“Vote” means an action and all associated comment data from a customer provided via scanning a QR code with a mobile device which is meant to indicate the level of satisfaction with the Client’s service or product

“Client AirVote Data” means the customer feedback data which has been obtained via AirVote Service including, but not limited to customer Vote, Question, Question Location

“Client” means a company or an individual who has registered or provided consent to registering their company or their individual entity with AirVote, including any and all Client Business Sites as defined below

“Client Business Site” means a portion of the Client business establishment in a single business location.  Any other premise or facility located within the Client’s Site will be considered as separate Client or a separate Client Business Site unless it has a subsidiary or an affiliate relationship to the Client

“Active Client” means a Client who created at least one AirVote question which received at least one Vote from a device not owned by AirVote or any of its affiliates, or in the event a separate agreement or Statement of Work has been agreed on in writing between the Client and AirVote

“Individual Account” means account created by an individual for personal use (for example to use on their business cards)

“Corporate Account” means account created on behalf of a company or other legal entity, rather than an individual

“User Account” means an account created optionally upon providing a Vote

“Registration Data” means information about person and/or company as prompted by the AirVote Service’s registration form

“Confidential Information” means any business or technical information relating to the business of AirVote or the Client and their suppliers or customers, including, but not limited to, equipment, software, designs, drawings, compilations of data or information, technology, marketing plans, research, supplier, customer or member information which is disclosed by one Party to the other Party. Confidential Information does not include Client AirVote Data or information that:

1. Is or becomes generally known or available to the public through no act or omission of the recipient;
2. Was rightfully in the recipient’s possession prior to the disclosure and had not been obtained by the recipient either directly or indirectly from the disclosing party;
3. Was independently developed by the recipient without use of or reference to Confidential Information; and
4. Is required to be disclosed by law or valid and binding order of a court or other government authority.

“Disputes” mean any dispute, claim or controversy arising out of or relating to the Site, the Terms of Service or use of the AirVote Service including the determination of the scope or applicability of this Terms of Service to arbitration

• SUMMARY AND HIGHLIGHTS

The following Terms of Service govern your access to and use of the AirVote Service and all Site Content and constitute a binding legal agreement between you and AirVote.

Please read these Terms of Service carefully as they provide important information to you. A few important highlights of these Terms of Service include:

Limited Liabilities. You understand that we offer no warranties, and our liabilities are limited (See Section 11).

Arbitration and Class Action Waiver. You agree to resolve any disputes by individual arbitration and to waive the right to participate in any kind of class action (See Section 12).

Communication About New Features and Products. If you provide us with your email address or phone number (or activate your Account using a referred email address), you agree to receive, as applicable, emails, calls and text messages from us with information relating to third-party products or services that you may be interested in or to provide you general tips, recommendations and educational material (See AirVote’s Privacy Policy).

Modification. You understand that we may change these Terms of Service or any portion of the AirVote Service at any time. Your continued use of the AirVote Service constitutes your acceptance of any modified Terms of Service (See Section 13). 

By accessing or using the AirVote Service in any way, including browsing the Site, registering for an AirVote Account, downloading AirVote Questions or AirVote reports, using the AirVote Service on your mobile device, or by entering into a Statement of Work with AirVote, you are indicating that you have read, understand and agree to be bound by these Terms of Service. If you do not agree to these Terms of Service, then you have no right to access or use the AirVote Service or Site Content. If you accept or agree to these Terms of Service on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms of Service and, in such event, “you” and “your” will refer and apply to that company or other legal entity.

• USING AIRVOTE SERVICE

Who Can Use the AirVote Service?

By accessing or using the AirVote Service, you represent and warrant to AirVote that: (i) you are of legal age to form a binding contract, or, if you are a minor, you have your parent’s permission to use the AirVote Service and your parent has read and agrees to these Terms of Service on your behalf; (ii) all registration information you submit is accurate, current and complete; (iii) you will maintain the accuracy and completeness of such information; and (iv) if you are accepting these Terms of Service on behalf of a company or other legal entity as a Corporate Administrator (as defined below), you have the authority to bind that company or legal entity to these Terms of Service. These Terms of Service are void where prohibited by law, and the right to access the AirVote Service is revoked in such jurisdictions.

Individual Account Registration 

When registering Individual Account with AirVote you agree to: (a) provide true, accurate, current and complete Registration Data and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or we have grounds to suspect that such information is untrue, inaccurate, not current or incomplete, we may suspend or terminate your Individual Account and refuse any and all current or future use of the AirVote Service (or any portion thereof).

Corporate Account Registration

When registering Corporate Account, you agree to: (a) provide true, accurate, current and complete Registration Data about the Client, and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or we have grounds to suspect that such information is untrue, inaccurate, not current or incomplete, we may suspend or terminate the Corporate Account and refuse any and all current or future use of the AirVote Service (or any portion thereof) by the Client.

• FEES AND PAYMENT

By establishing an AirVote Account, you agree to the term, pricing, payment, and billing policies set forth (a) herein, (b) on the Site (including our pricing page), and/or (c) if applicable, in a separately executed Statement of Work. The use of various offerings within the AirVote Service may be subject to additional terms. All fees paid for the AirVote Service are non-refundable and non-transferable except as expressly provided in these Terms of Service or Statement of Work. You are solely responsible for the payment of, and shall pay when due, all applicable sales and use taxes and similar fees now in force, enacted or imposed in the future on the delivery of AirVote Service and/or any related transactions (except for taxes assessed on AirVote’s net income or personal property). If for any reason AirVote pays any such taxes, duties, or excises, you will reimburse AirVote for such taxes, duties, or excises, other than taxes on AirVote’s net income. AirVote reserves the right to change the prices for any service package with fifteen days’ notice to you prior to the next billing cycle, unless otherwise set forth in a Statement of Work. In the event of upfront payment of the AirVote Service monthly fees by the Client and subsequent low AirVote usage which qualifies the Client to waiving such fees for a specific calendar month of low usage, AirVote does not refund the monthly fee to the Client, but extends Client’s paid terms by one month, for every such occurrence.

• TERM AND TERMINATION

The term of your AirVote Service begins when you become an Active Client. The AirVote Service package will automatically renew on a monthly or annual basis depending on your agreement with AirVote. The automatic renewal may not necessarily mean assessing a monthly fee for the AirVote Services. As specified in Section 4, in case of the low usage of the AirVote Services in a specific calendar month, subscription fees for that calendar month will be waived. The AirVote Service may be terminated at any time at the Client’s request sent to team@air-vote.com. All fees and charges are nonrefundable, and there are no refunds or credits for partially used periods. If the Client have executed a Statement of Work, the Term and termination provisions shall be as set forth in such Statement of Work.

If the Client breaches any of these Terms of Service, AirVote will have the right to suspend, disable or terminate the Client’s Account or terminate these Terms of Service, at its sole discretion and without prior notice to the Client. AirVote reserves the right to revoke the Client’s access to and use of the AirVote Service or to terminate any Statement of Work at any time, with or without cause. In the event AirVote terminates these Terms of Service for the Client’s breach, the Client will remain liable for any and all amounts due hereunder. the Client may cancel the Account at any time by sending an email to team@air-vote.com.

If the Client is a party to a Statement of Work, the Client may terminate their obligations under these Terms of Service (a “Termination for Cause”) in the event AirVote fails to perform or observe any material term or condition under these Terms of Service and fails to cure such breach within thirty (30) days after receipt of written notice of such breach.

• PRIVACY AND CONFIDENTIALITY

See AirVote’s Privacy Policy for information and notices concerning AirVote’s collection and use of your personal information.

Each Party will use at least the same degree of care to safeguard and to prevent disclosure of the other Party’s Confidential Information to third parties as it uses to safeguard its own Confidential Information, provided that it must use at least a commercially reasonable degree of care, and shall oblige their employees and others working for them to comply with the provisions of this Terms of Service.

Neither party will use the Confidential Information of the other for any purpose whatsoever, other than fulfilling its obligations under this Terms of Service, and will not disclose the Confidential Information of the other to any third parties except:

• To employees and independent contractors working for the Party, and only to the extent necessary for achieving the objective(s) for which the information was disclosed by the other Party
• If the disclosing party has granted prior written consent for such disclosure; or
• If the recipient is required to disclose the Confidential Information to comply with federal or state/provincial law or an order of a federal or state/provincial court, provided that the recipient:
  • Gives the disclosing party reasonable written notice to allow the disclosing party to seek a protective order or other appropriate remedy
  • Discloses only such Confidential Information as is required by the legislation or court order (based on the advice of recipient’s legal counsel); and
  • Uses commercially reasonable efforts to obtain confidential treatment for the Confidential Information disclosed.
• On termination of this Terms of Service, each party will return or destroy the Confidential Information of the other, as directed by the owner of the information

• LINKS TO THIRD PARTY WEBSITES

The AirVote Service may now or in the future contain links to third-party websites, advertisers, services, or resources that are not owned or controlled by AirVote. You acknowledge and agree that AirVote has no control over and is not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the Content, products, privacy policies, practices, or services on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by AirVote of such websites or resources or the Content, products, practices, privacy policies, or services available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources or the Content, products, or services on or available from such websites or resources. Additionally, your dealings with or participation in promotions of any third parties, including payment and delivery of goods, and any other terms (such as warranties) are solely between you and such third parties. You agree that AirVote shall not be responsible for any loss or damage of any sort relating to your dealings with such third parties. We encourage you to be aware of when you leave the AirVote Service or Site, and to read the terms and conditions and privacy policy of any third-party website or service that you visit. You expressly relieve AirVote from any and all liability arising from your use of any third-party website or services or third-party Content. 

• CLIENT AIRVOTE DATA

Client Data obtained via the course of AirVote Services is the property of AirVote.  However, AirVote will use its judgement to present the Client Data in compliance with the clauses described in the Indemnity Section of this Terms of Service (for example the data may be used in aggregated format for industry trending purposes). The Client may request AirVote to remove its Client Data from the AirVote system.  Removal of the Client Data from the AirVote systems is done at the AirVote’s sole discretion.

• USE OF CLIENT LOGO, IMAGES OF AIRVOTE QUESTIONS, AND REFERENCES

By becoming an Active Client, the AirVote Client provides its explicit consent for AirVote to use its logo, images of AirVote Questions installed at the Client’s Business Site, or references about the Client’s use of AirVote Services on AirVote Site or in AirVote marketing campaigns provided that all the references are true and provided that in all the references to the Active Client, AirVote properly indemnifies the Client (See Section 10).

1. INDEMNITY

AirVote shall indemnify, defend and hold Client and its officers, directors, employees, agents, affiliates, and contractors harmless from any losses, liabilities, expenses or costs arising from claims, investigations, actions or causes of action brought by a third party, to the extent such Claims result from:

• allegations that Client’s use of the AirVote Technology, any third-party technology, or any other information or technology provided by AirVote violates or infringes the intellectual property or other rights of any third party
• the negligence or misconduct of AirVote, or
• a breach of this Terms of Service by AirVote, provided that AirVote’s indemnification obligations hereunder will be reduced to the extent any such Claim results from the negligence, misconduct, or breach of the Terms of Service by a Client Indemnitee.

Client shall indemnify and hold AirVote and its officers, directors, employees, agents, and contractors harmless from any Losses arising from Claims to the extent such Claims result from:

• Client’s unauthorized use of the Deliverables, the Proprietary Information, any third-party technology or any other information or technology provided by AirVote, in contravention of this Terms of Service
• the negligence or misconduct of Client, or
• a breach of this Terms of Service by Client, including its representations or warranties hereunder, provided that Client’s indemnification obligations hereunder will be reduced to the extent any such Claim results from the negligence, misconduct, or breach of the Terms of Service by an AirVote Indemnitee.

1. LIMITATION OF LIABILITY

OTHER THAN LIABILITIES THAT ARISE FROM A BREACH OF SECTIONS 12, HEREOF OR FROM THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF A PARTY, IN NO EVENT SHALL EITHER PARTY BE LIABLE OR OBLIGATED TO THE OTHER PARTY OR ANY THIRD PARTY IN ANY MANNER FOR ANY SPECIAL, NONCOMPENSATORY, CONSEQUENTIAL, INDIRECT, INCIDENTAL, STATUTORY OR PUNITIVE DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, LOST PROFITS AND LOST REVENUE, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT PRODUCT LIABILITY, OR OTHERWISE, EVEN IF SUCH PARTY HAS BEEN INFORMED OF OR IS AWARE OF THE POSSIBILITY OF ANY SUCH DAMAGES IN ADVANCE. OTHER THAN LIABILITIES THAT ARISE FROM THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF AIRVOTE, AND/OR AIRVOTE’S BREACH OF SECTION 12, AIRVOTE’S TOTAL LIABILITY TO CLIENT UNDER THIS TERMS OF SERVICE IS LIMITED TO THE AMOUNT PAID BY CLIENT UNDER THE SPECIFIC SOW FROM WHICH A LIABILITY MAY ARISE.

1. DISPUTE RESOLUTION

PLEASE READ THIS SECTION CAREFULLY — IT AFFECTS YOUR LEGAL RIGHTS AND GOVERNS HOW YOU AND AIRVOTE CAN BRING CLAIMS AGAINST EACH OTHER. THIS SECTION WILL, WITH LIMITED EXCEPTION, REQUIRE YOU AND AIRVOTE TO SUBMIT CLAIMS AGAINST EACH OTHER TO BINDING AND FINAL ARBITRATION ON AN INDIVIDUAL BASIS.

In the event of any dispute you will contact AirVote at team@air-vote.com and you and AirVote will attempt in good faith to negotiate a written resolution of the matter directly. If the matter remains unresolved for 30 days after notification (via certified mail or personal delivery), such matter will be deemed a “Dispute” as defined above. Except for the right to seek injunctive or other equitable relief described under the “Binding Arbitration” section below, should you file any arbitration claims, or any administrative or legal actions without first having attempted to resolve the matter by mediation, then you will not be entitled to recover attorneys’ fees, even if you may have been entitled to them otherwise.

Binding Arbitration

Any Disputes will be settled by binding arbitration, except that each party retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights. This means that you and AirVote both agree to waive the right to a trial by jury. Notwithstanding the foregoing you may bring a claim against AirVote in “small claims” court, instead of by arbitration, but only if the claim is eligible under the rules of the small claims court and is brought in an individual, non-class, and non-representative basis, and only for so long as it remains in the small claims court and in an individual, non-class, and non-representative basis.

Class Action Waiver

You and AirVote agree that any proceedings to resolve Disputes will be conducted on an individual basis and not in a class, consolidated, or representative action. This means that you and AirVote both agree to waive the right to participate as a plaintiff as a class member in any class action proceeding. Further, unless you and AirVote agree otherwise in writing, the arbitrator in any Dispute may not consolidate more than one person’s claims and may not preside over any form of class action 

1. MODIFICATION

AirVote reserves the right, at its sole discretion, to modify, discontinue or terminate the AirVote Service or to modify these Terms of Service, at any time and without prior notice. If we modify these Terms of Service, we will post the modification on the Site or provide you with notice of the modification. We will also update the “Last Updated Date” at the top of these Terms of Service or on the Site or Application. By continuing to access or use the AirVote Service after we have posted a modification on the Site or Application or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms of Service. If the modified Terms of Service are not acceptable to you, your only recourse is to cease using the AirVote Service.

1. SURVIVAL

In the event that your Account is terminated by you or by AirVote for any reason, any licenses granted herein shall terminate, but your obligations described herein under the Sections titled “Fees and Payment”, “Privacy And Confidentiality”, “Client AirVote Data”, “Use of Client Logo, Images of AirVote Questions, And References”, “Indemnity”, and “Limitation of Liability,” as set forth herein, as well as any obligations of yours set forth in the Privacy Policy shall survive any termination or expiration of your use of the AirVote Service or any agreement, including a Statement of Work, between you and AirVote, and you will not be entitled to receive any refunds for any prepaid amounts in the event of any early termination.

1. CONTACTING AIRVOTE

If you have any questions about these Terms of Service, please contact AirVote at team@air-vote.com. You acknowledge and agree that when contacting AirVote, whether by email, chat, or otherwise, you will not include any personally identifiable information in your communications, and that if such information is included in your communications with AirVote, AirVote will have no legal obligation or liability with regard to such information.