Strive Talent Terms & Conditions for Meeting Metrics
Effective Date: April 14, 2021
It is possible that you may enter into a separate agreement for the provision of the App with Strive (the “Separate Agreement”). If there is a conflict between these Terms and a Separate Agreement, the terms of the latter shall control with respect to your and Users’ use of the App.
PLEASE CAREFULLY READ THESE TERMS, AS THEY CONTAIN IMPORTANT INFORMATION ABOUT YOUR RIGHTS AND RESPONSIBILITIES, INCLUDING LIMITATION OF OUR LIABILITY AND BINDING ARBITRATION. IF YOU DO NOT ACCEPT THIS AGREEMENT IN ITS ENTIRETY, YOU MAY NOT ACCESS OR USE THE APP.
Do not hesitate to contact us at email@example.com if you have any questions or want to discuss either of these important documents.
2. AGE POLICY; PERMITTED USERS
Upon your subscription to the App, which may or may not be subject to the terms of a Separate Agreement, Strive will grant you access to the App or certain parts of it, which will allow Strive or Company (if applicable) to add end-user accounts (each such end-user, a “User“) and to control or manage certain features of the App.
You are solely responsible for maintaining the confidentiality of any and all accounts and passwords, including but not limited to the restriction of access to computers and any third-party services, such as Zoom accounts, that connect and/or interact with the App. You agree to accept responsibility for any and all activities or actions that occur under your accounts, whether such account is with our App or a third-party service, and that Strive will not be liable for any activities on your accounts. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account.
3. USE OUTSIDE OF THE UNITED STATES
Strive makes no claim that the App is appropriate or may be used outside of the United States. If you access the App from outside of the United States, you do so at your own risk and are responsible for compliance with the laws of your jurisdiction.
4. OVERVIEW OF APP
The App integrates with the Zoom web-conferencing platform (“Zoom”). The App analyzes Recordings (as that term is defined below) and provides you with different types of metrics extracted from those Recordings to coach and train you to become better managers (collectively, the “Coaching Services”). In order to access the App, you must have a valid account with Zoom. You will also be prompted to create an account with Strive through the App. You will participate in audio and video meetings through Zoom (“Meetings”) that will capture audio and/or video recordings of you (“Recordings”). These Recordings are not stored with Strive; rather, these Recordings will be stored as agreed to by you and Zoom.
Any new or modified features added to or augmenting or otherwise modifying the App or other updates, modifications or enhancements to the App (“Updates”) are also subject to these Terms and Strive reserves the right to deploy Updates at any time.
While the App aims to help Users develop managerial skills, Strive makes no guarantee of any particular professional outcome for you and/or the User.
“Content” shall include all data captured on the Recordings, including, without limitation, any Personal Data.
You are solely responsible for any and all of the Content that is transmitted to Strive on or through the App, including such Content’s legality, reliability, and appropriateness. You represent that all Content will not violate or infringe the rights of others, including, without limitation, any patent, copyright, trademark, trade dress, trade secret, privacy, publicity, or other personal or proprietary right.
Strive reserves the right to terminate your use of the App that Strive deems to be in violation of this Section.
6. YOUR INFORMATION
7. INFORMATION WE MAKE AVAILABLE TO YOU
As part of the App, we may provide you with various information in furtherance of the App. Our intention in doing so is to be helpful and to make the App more useful to you. However, you agree that all information and suggestions that Strive provides to you through the App is strictly for informational purposes and shall not be construed or relied upon in any way, and specifically shall not be construed or relied upon as professional advice of any kind including, but not limited to, medical, legal, tax, or other professional advice. You agree that, to the fullest extent permitted by law, and as detailed below in the “Limitation of Liability” section of these Terms, Strive will not incur any liability at all whatsoever in the event that your reliance on any information provided by Strive results in harm or damage to you.
8. INFORMATION YOU PROVIDE TO US
In addition, we should not be relied upon as a means to store your data or information and we assume no responsibility for such activities.
9. INAPPROPRIATE AND ILLEGAL CONTENT PROHIBITED
You agree not to post, transmit, or make available any inappropriate content on or through the App including, but not limited to, libelous, defamatory, obscene, pornographic, abusive, or threatening content; content that advocates or encourages conduct that could constitute a criminal offense, give rise to civil liability, or otherwise violate any applicable local, state, national, or foreign law or regulation; content that is misleading or not true; or advertise or otherwise solicits funds for goods or services. If you transmit inappropriate content, we may remove such content from our servers, and we may suspend or revoke your access to the App, and we reserve the right to investigate, and seek applicable remedies for, violations of applicable law to the fullest extent of the law.
10. INTELLECTUAL PROPERTY INFRINGEMENT CLAIMS
We take claims of intellectual property infringement seriously. As such, we reserve the right to suspend and/or revoke access to the App for any User who is found to have infringed on the intellectual property rights of third parties, or us, or otherwise is found to have violated any intellectual property laws.
11. YOUR USE OF OTHERS’ INTELLECTUAL PROPERTY
Although you may provide information and content to Strive as part of the use of the App, you agree to be respectful of others’ intellectual property rights. You may not upload, transmit, or otherwise distribute any information or content in violation of intellectual property laws or proprietary rights of any third parties. If you do not respect a third party’s intellectual property or proprietary rights, you are solely responsible for any violations of law. In addition, you are solely responsible for infringement of third party rights caused by any information that is generated or submitted through your use of the App.
12. THIRD PARTY SITES AND APPS
Our App is integrated with Apps provided by third parties as part of the functionality of the App. We have no control over third parties and make no guarantees about, and assume no responsibility for, the information or Apps provided by third parties, except to the extent required by the EU General Data Protection Regulation (“GDPR”).
Additionally, we may provide links to third-party websites and businesses. You acknowledge and agree that we are not responsible for the accuracy, content, or functionality of Apps provided on or by such third-party websites or businesses, and we do not endorse, nor assume any liability related to your use of, such websites or businesses in any way, except to the extent required by GDPR. Nothing on the App shall be considered an endorsement, representation, or warranty of the practices of any Employer.
13. TERMINATION OF YOUR USE OF THE APP
14. PROPER USE OF THE APP
You shall not violate or attempt to violate any security features of the App, including, without limitation, (a) accessing content or data not intended for you, or logging onto a server that you are not authorized to access; (b) attempting to probe, scan, or test the vulnerability of the App, or any associated system or network, or to breach security or authentication measures without proper authorization; (c) interfering or attempting to interfere with services to any user, host, or network, including, without limitation, by means of submitting a virus to the App, overloading, “flooding,” “spamming,” “mail bombing,” “crashing,” or undertaking similar activities; and (d) forging any TCP/IP packet header or any part of the header information in any e-mail or in any posting using the App.
15. OUR INTELLECTUAL PROPERTY
The App, and all files, software, images and accompanying data associated with the App, and other materials, data, information, and processes to which you may have access through the App (collectively “Our IP”) are the property of Strive or are used with permission from third parties. As part of these Terms, we grant you a nonexclusive, nontransferable, and revocable right to use Our IP solely for the purposes for which it is intended. And, specifically, you may not sell, redistribute, download, export, or reproduce Our IP in any way. You also may not decompile, reverse-engineer, disassemble, or otherwise convert Our IP without our permission. This Section does not apply to any component of Our IP that may be offered under an open source license.
16. DISCLAIMER OF WARRANTIES; “AS IS”
WE ARE MAKING THE APP AVAILABLE “AS IS” AND, TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE APP, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. YOU ASSUME THE RISK OF ANY AND ALL DAMAGE OR LOSS FROM USE OF, OR INABILITY TO USE, THE APP. WE DO NOT WARRANT THAT OPERATION OF THE APP WILL BE UNINTERRUPTED OR ERROR-FREE.
17. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE SHALL NOT BE LIABLE FOR DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, LOST PROFITS, OR LOST DATA, REGARDLESS OF THE FORESEEABILITY OF THOSE DAMAGES) ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE APP INCLUDING, BUT NOT LIMITED TO, DAMAGES ARISING FROM OR RELATED TO ANY OF THE FOLLOWING: ANY CLAIM RELATED TO PERSONAL OR BODILY INJURY IN CONNECTION WITH THE USE OF THE APP; ANY HARM OR DAMAGE CAUSED BY, OR OTHERWISE RELATED TO, YOUR RELIANCE ON INFORMATION PROVIDED THROUGH THE APP; ANY LOSS OR UNAUTHORIZED DISCLOSURE OF DATA; ANY HARM OR DAMAGE CAUSED BY, OR OTHERWISE RELATED TO, YOUR USE OF OR INTERACTION WITH ANY APPS OFFERED THROUGH THE APP; AND ANY VIOLATIONS OF APPLICABLE LAWS, RULES, REGULATIONS, AND OTHER AGREEMENTS. THIS LIMITATION SHALL APPLY REGARDLESS OF THE LEGAL THEORY OR FORM OF ACTION.
IN NO EVENT WILL OUR AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS AND YOUR USE OF THE APP EXCEED ONE HUNDRED DOLLARS ($100.00).
THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND US.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES OR CAUSES OF ACTION, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
In the event that any third party, including without limitation a User or Participant, brings a claim against us related to your actions, content, information, or any other use of the App by you, you agree to indemnify, defend, and hold us and our agents harmless from and against any and all third party claims, losses, liability, damages, and/or costs (including reasonable attorney fees and costs) relating to such claim. We will notify you promptly of any such claim and will provide you with reasonable assistance, at your expense, in defending any such claim, provided, however, that our failure to so notify you shall not relieve you of your indemnity obligations, but instead shall reduce those obligations by the amount of damages or increased costs and expenses attributable to our failure to give notice. We reserve the right to approve counsel retained by you, to take control of the defense (at our expense) of any claim for which indemnity is required, and to participate in the defense of any claim (at our expense) for which indemnity is required. You may not settle any claim without our prior consent.
19. DISPUTE RESOLUTION
You agree to resolve any dispute, claim, or controversy with Strive arising out of or relating to your use of the App in the following manner. First, we both agree to attempt in good faith to resolve the dispute informally by contacting each other by email (you can email us at firstname.lastname@example.org . Second, if the dispute is not resolved through informal resolution, we both agree to attempt in good faith to resolve the dispute through mediation administered by JAMS, which shall take place in San Francisco, CA, and the costs of which shall be divided equally between you and Strive. Third, if the dispute is not resolved through informal resolution and mediation, we both agree to participate in binding arbitration administered by JAMS, which shall take place in San Francisco, CA.
Either you or we may bring a lawsuit solely for injunctive relief without first engaging in the dispute resolution process described above.
We both agree that, in the event of arbitration, or in the event of a lawsuit as permitted by this Section or otherwise, the prevailing party shall be entitled to costs and fees (including reasonable attorneys’ fees). Arbitration pursuant to this Section shall be confidential, and neither you, nor Strive, nor the arbitrator may disclose the existence, content or results of any arbitration, except as may be required by law or for purposes of enforcement or appeal of the arbitration award. Judgment on any arbitration award may be entered in any court having proper jurisdiction. There shall be no right or authority for any claims subject to this arbitration clause to be arbitrated on a class action or consolidated basis or on bases involving claims brought in a purported representative capacity on behalf of the general public (including, but not limited to, as a private attorney general). If any portion of this arbitration clause is determined by a court to be inapplicable or invalid, then the remainder shall still be given full force and effect.
YOU AND STRIVE EACH HEREBY IRREVOCABLY WAIVE ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY.
Nothing contained in this Section shall limit our ability to take action related to your access to the App as provided in these Terms.
20. GOVERNING LAW, VENUE, & PERSONAL JURISDICTION
These Terms shall be governed by the laws of the State of Delaware, without regard to conflict of law provisions. In the event that a lawsuit is filed where permitted under the provisions above, or in the event that the provisions above are found not to apply to you or to a given dispute, we both agree that any judicial proceeding will be brought in the federal or state courts of San Francisco County, CA. Both you and we consent to venue and personal jurisdiction there.
21. SEVERABILITY WAIVER
If, for whatever reason, any term or condition in these Terms is found unenforceable, all other terms and conditions will remain unaffected and in full force and effect. The failure to enforce any provision of these Terms is not a waiver of our right to do so later, and no waiver shall be effective unless made in writing and signed by an authorized representative of the waiving party.
22. CHANGES TO THESE TERMS
Strive reserves the right to change these Terms from time to time, with or without notice to you. If you continue to use the App, you consent to the new Terms. Any changes to these Terms will become effective on the “Effective Date” indicated above. If you continue to use the App after the Effective Date, you consent to the new Terms. Strive will always have the latest Terms posted on the App.
23. CONTACT US
If you have any questions about these Terms or our App, please feel free to contact us by email at email@example.com .
24. HEADINGS USED IN THESE TERMS
The section headings contained in these Terms are for reference purposes only and shall not affect the meaning or interpretation of these Terms in any way.