Terms & Conditions
last revised July 7, 2021
These Terms and Conditions (this “Agreement”) are by and between Fulcrum, Technologies, Inc., a Washington corporation (“Company”, “Fulcrum Technologies”, “us”, “our”, and “we”), and all users (“you” or “your”) of Fulcrum Technologies Sitehound, as well as any other Fulcrum Technologies website, media channel or mobile application related thereto (all the foregoing, collectively, the “Services”).
This Agreement sets forth the legally binding terms and conditions that govern your use of the Services. By accessing or using the Services, you are accepting this agreement (on behalf of yourself or the entity that you represent), and you represent and warrant that you have the right, authority, and capacity to enter into this agreement (on behalf of yourself or the entity that you represent). You represent and warrant that (a) you are not located in a country that is subject to any U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country, and (b) you are not listed on any U.S. Government list of prohibited or restricted parties. You may not access or use the Services or accept this agreement if you are not at least 18 years old. If you do not agree with all the provisions of this agreement, do not access and/or use the Services.
If you have any questions about these terms or our Services, please contact us at [email protected].
- Responsibilities. You are responsible for paying all costs related to the transmission of data required to use the Services (downloading, installing, launching, and using). Fulcrum Technologies shall not be liable for fees charged by third parties. If you create an Account: you are responsible for maintaining the confidentiality of your Account login information; you are fully responsible for all activities that occur under your Account; and you agree to immediately notify Fulcrum Technologies of any actual or suspected unauthorized use of your Account or any other breach of security. Fulcrum Technologies cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.
- Access to the Services
- License. Subject to this Agreement, Fulcrum Technologies grants you a non-transferable, non-exclusive, revocable, limited license to use and access the Services solely for your own internal use.
- Certain Restrictions. The rights granted to you in this Agreement are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, or host the Services, whether in whole or in part, or any content displayed on the Services; (b) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Services; (c) you shall not access the Services in order to build a similar or competitive product, or service; and (d) except as expressly stated herein, no part of the Services may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Unless otherwise indicated, any future release, update, or other addition to functionality of the Services shall be subject to this Agreement. All copyright and other proprietary notices on the Services (or on any content displayed on the Services) must be retained on all copies thereof.
- Modification. Fulcrum Technologies reserves the right, at any time, to modify, suspend, or discontinue the Services (in whole or in part) with or without notice to you. You agree that Fulcrum Technologies will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Services or any part thereof.
- Support or Maintenance. You acknowledge and agree that Fulcrum Technologies may, but is not obligated to, provide you with support or maintenance in connection with the Services.
- Ownership. Excluding any User Content that you may provide (defined below), you acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets in the Services and its content are owned by Fulcrum Technologies or Fulcrum Technologies suppliers. Neither this Agreement, nor your access to the Services, transfers to you or any third party any rights, title, or interest in or to such intellectual property rights, except for the limited access rights expressly set forth in Section 2.1. Fulcrum Technologies and its suppliers reserve all rights not expressly granted in this Agreement. There are no implied licenses granted under this Agreement.
- Open Source. Certain items of independent, third-party code may be included in the Services that are subject to the GNU General Public License (“GPL”) or other open-source licenses (“Open-Source Software”). The Open-Source Software is licensed under the terms of the license that accompanies such Open-Source Software. Nothing in this Agreement limits your rights under, or grants you rights that supersede, the terms and conditions of any applicable end-user license for such Open-Source Software. In particular, nothing in this Agreement restricts your right to copy, modify and distribute such Open-Source Software that is subject to the terms of the GPL.
- Subscription. The Service or some parts of the Service are available only with a paid Subscription. You will be billed in advance on a recurring and periodic basis (such as daily, weekly, monthly, or annually), depending on the type of Subscription plan you select when purchasing the Subscription. At the end of each period, your Subscription will automatically renew under the exact same conditions unless you cancel it, or Fulcrum Technologies cancels it. You may cancel your Subscription renewal either through the Sitehound or by contacting Fulcrum Technologies. You will not receive a refund for the fees you already paid for your current Subscription period, and you will be able to access the Service until the end of your current Subscription period. Soon after your Subscription ends, your User Content will be deleted from Fulcrum Technologies servers.
- Billing. You shall provide Fulcrum Technologies with accurate and complete billing information including full name, email, address, phone number, and a valid payment method information.
- Fee. The Company, in its sole discretion and at any time, may modify the Subscription fees. Any Subscription fee change will become effective at the end of the then-current Subscription period. The Company will provide You with reasonable prior notice of any change in Subscription fees to give you an opportunity to terminate Your Subscription before such change becomes effective. Your continued use of the Service after the Subscription fee change comes into effect constitutes your agreement to pay the modified Subscription fee amount.
- Free Trial. Fulcrum Technologies may, at its sole discretion, offer a Subscription with a Free Trial for a limited period. You are required to enter your billing information to sign up for the Free Trial. If you do enter your billing information when signing up for a Free Trial, you will not be able to use the Services. On the last day of the Free Trial period, unless you cancelled your Subscription, you will be automatically charged the applicable Subscription fees for the type of Subscription you have selected. At any time and without notice, Fulcrum Technologies reserves the right to (i) modify the terms and conditions of the Free Trial offer, or (ii) cancel such Free Trial offer. Soon after your Free Trial ends and you have cancelled your subscription, your User Content will be deleted.
- Payments. Unless otherwise agreed in a writing signed by an officer of Fulcrum Technologies, fees for any Services shall be charged by Fulcrum Technologies at its then current rates. You agree to be liable for and shall pay all sales, use, or other applicable taxes, duties, or similar charges except income taxes of Fulcrum Technologies. Any amounts not paid by you when due shall accrue interest at 1% per month or the maximum amount allowed by law, whichever is less. Any amounts paid by you to Fulcrum Technologies for the Services are nonrefundable. Excluding Free Trials, if non-payment is not resolved by the end of your current Subscription period, your subscription will be cancelled, and you will be responsible for the balance due. For Free Trials, if your payment method on file is declined or fails, you have 7 days to resolve before you will no longer be able to use the Services. Soon after your Subscription ends, your User Content will be deleted from the Fulcrum Technologies servers.
- User Content.
- User Content. “User Content” means any and all information, data and content that a user submits to, or uses with, the Services. You are solely responsible for your User Content. You assume all risks associated with use of your User Content, including any reliance on its accuracy, completeness or usefulness by others, or any disclosure of your User Content that personally identifies you or any third party. You hereby represent and warrant that your User Content does not violate our Acceptable Use Policy (defined in Section 3.3). You may not represent or imply to others that your User Content is in any way provided, sponsored, or endorsed by Fulcrum Technologies. Because you alone are responsible for your User Content, you may expose yourself to liability if, for example, your User Content violates the Acceptable Use Policy.
- License. You hereby grant (and you represent and warrant that you have the right to grant) to Fulcrum Technologies an irrevocable, nonexclusive, royalty-free and fully paid, worldwide license to reproduce, distribute, publicly display and perform, prepare derivative works of, incorporate into other works, and otherwise use and exploit your User Content, and to grant sub-licenses of the foregoing rights, for the purposes of including your User Content in the Services. You hereby irrevocably waive (and agree to cause to be waived) any claims and assertions of moral rights or attribution with respect to your User Content.
- Acceptable Use Policy. The following terms constitute our “Acceptable Use Policy”:
- You agree not to use the Services to collect, upload, transmit, display, or distribute any User Content (i) that violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) that is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another’s privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive, promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual or is otherwise objectionable; (iii) that is harmful to minors in any way; or (iv) that is in violation of any law, regulation, or obligations or restrictions imposed by any third party.
- In addition, you agree not to: (i) upload, transmit, or distribute to or through the Services any computer viruses, worms, or any software intended to damage or alter a computer system or data; (ii) send through the Services unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise; (iii) use the Services to harvest, collect, gather or assemble information or data regarding other users, including e-mail addresses, without their consent; (iv) interfere with, disrupt, or create an undue burden on servers or networks connected to the Services, or violate the regulations, policies or procedures of such networks; (v) attempt to gain unauthorized access to the Services (or to other computer systems or networks connected to or used together with the Services), whether through password mining or any other means; (vi) harass or interfere with any other user’s use and enjoyment of the Services; (vi) use software or automated agents or scripts to produce multiple accounts on the Services, or to generate automated searches, requests, or queries to (or to strip, scrape, or mine data from) the Services (provided, however, that we may grant to the operators of public search engines permission to use spiders to copy materials from the Services for the purpose of and to the extent necessary for creating publicly available searchable indices of the materials, subject to parameters we may set from time to time), or (vii) violate any applicable law, regulation or policy.
- Enforcement. We reserve the right (but have no obligation) to review any User Content, and to investigate and/or take appropriate action against you in our sole discretion if you violate the Acceptable Use Policy or any other provision of this Agreement or otherwise create liability for us or any other person. Such action may include removing or modifying your User Content, suspending, or terminating your Account in accordance with Section 8, and/or reporting you to law enforcement authorities.
- Feedback. If you provide Fulcrum Technologies with any feedback or suggestions regarding the Services (“Feedback”), you hereby assign to Fulcrum Technologies all rights in such Feedback and agree that Fulcrum Technologies shall have the right to use and fully exploit such Feedback and related information in any manner it deems appropriate. Fulcrum Technologies will treat any Feedback you provide to Fulcrum Technologies as non-confidential and non-proprietary. You agree that you will not submit to Fulcrum Technologies any information or ideas that you consider to be confidential or proprietary.
- You agree to indemnify and hold Fulcrum Technologies (and its officers, directors, employees, affiliates, and agents) harmless, including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of (a) your use of the Services, (b) your violation of this Agreement, (c) your violation of applicable laws or regulations or (d) your User Content. Fulcrum Technologies reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You agree not to settle any matter without the prior written consent of Fulcrum Technologies. Fulcrum Technologies will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
- Third-Party Links & Ads; Other Users
- Third-Party Links & Ads. The Services may contain links to third-party websites, content, and services, and/or display advertisements for third parties (collectively, “Third-Party Links & Ads”). Such Third-Party Links & Ads are not under the control of Fulcrum Technologies, and Fulcrum Technologies is not responsible for any Third-Party Links & Ads. Fulcrum Technologies does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Links & Ads. You use all Third-Party Links & Ads at your own risk and should apply a suitable level of caution and discretion in doing so. When you click on any of the Third-Party Links & Ads, the applicable third party’s terms and policies apply, including the third party’s privacy and data gathering practices. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction in connection with such Third-Party Links & Ads.
- Other Users. Each user of the Services is solely responsible for any and all of its own User Content. You acknowledge and agree that we are not responsible for any User Content, whether provided by you or by others. We make no guarantees regarding the accuracy, currency, suitability, or quality of any User Content. Your interactions with other users are solely between you and such users. You agree that Fulcrum Technologies will not be responsible for any loss or damage incurred as the result of any such interactions. If there is a dispute between you and any other user, we are under no obligation to become involved.
- Release. You hereby release and forever discharge Fulcrum Technologies (and our officers, employees, agents, successors, and assigns) from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature (including personal injuries, death, and property damage), that has arisen or arises directly or indirectly out of, or that relates directly or indirectly to, the Services (including any interactions with, or act or omission of, other users or any Third-Party Links & Ads). If you are a resident of the State of California, USA, you hereby waive California civil code section 1542 in connection with the foregoing, which states: “a general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.”
- The Services are provided on an “as-is” and “as available” basis, and Fulcrum Technologies (and our suppliers) expressly disclaim any and all warranties and conditions of any kind, whether express, implied, or statutory, including all warranties or conditions of merchantability, fitness for a particular purpose, title, quiet enjoyment, accuracy, or non-infringement. We (and our suppliers) make no warranty that the Services will meet your requirements, will be available on an uninterrupted, timely, secure, or error-free basis, or will be accurate, reliable, free of viruses or other harmful code, complete, legal, or safe. If applicable law requires any warranties with respect to the Services, all such warranties are limited in duration to ninety (90) days from the date of first use.
- Some jurisdictions do not allow the exclusion of implied warranties, so the above exclusion may not apply to you. Some jurisdictions do not allow limitations on how long an implied warranty lasts, so the above limitation may not apply to you.
- Limitation on Liability.
- To the maximum extent permitted by law, in no event shall Fulcrum Technologies (or our suppliers) be liable to you or any third party for any lost profits, lost data, costs of procurement of substitute products, or any indirect, consequential, exemplary, incidental, special or punitive damages arising from or relating to this Agreement or your use of, or inability to use, the Services, even if Fulcrum Technologies has been advised of the possibility of such damages. Access to, and use of, the Services is at your own discretion and risk, and you will be solely responsible for any damage to your device or computer system or business, or loss of data resulting therefrom.
- To the maximum extent permitted by law, notwithstanding anything to the contrary contained herein, our liability to you for any damages arising from or related to this Agreement and the Services (for any cause whatsoever and regardless of the form of the action), will at all times be limited to a maximum of fifty us dollars (U.S. $50). The existence of more than one claim will not enlarge this limit. You agree that our suppliers will have no liability of any kind arising from or relating to this Agreement.
- Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages, so the above limitation or exclusion may not apply to you.
- Term and Termination.
- Subject to this Section, this Agreement will remain in full force and effect while you use the Services. You may stop using the Services at any time. We may suspend or terminate your rights to use the Services for any use of the Services in violation of this Agreement. Upon termination of your rights under this Agreement, your Account and right to access and use the Services will terminate immediately. You understand that any termination of your Account may involve permanent deletion of your User Content associated with your Account. Fulcrum Technologies will not have any liability whatsoever to you for any termination of your rights under this Agreement, including for termination of your Account or deletion of your User Content. Even after your rights under this Agreement are terminated, the following provisions of this Agreement will remain in effect: Sections 2, Certain Restrictions through 2, Payments, and Sections 3 through 10.
- Copyright Policy.
If you believe that another user is, through the use of the Services, unlawfully infringing the copyright(s) in a work, and wish to have the allegedly infringing material removed, the following information in the form of a written notification (pursuant to 17 U.S.C. § 512(c)) must be provided to our designated Copyright Agent, who can be reached at the address set forth below:
your physical or electronic signature;
identification of the copyrighted work(s) that you claim to have been infringed;
identification of the material on the Services that you claim is infringing and that you request us to remove;
sufficient information to permit us to locate such material;
your address, telephone number, and e-mail address;
a statement that you have a good faith belief that use of the objectionable material is not authorized by the copyright owner, its agent, or under the law; and
a statement that the information in the notification is accurate, and under penalty of perjury, that you are either the owner of the copyright that has allegedly been infringed or that you are authorized to act on behalf of the copyright owner.
Please note that, pursuant to 17 U.S.C. § 512(f), any misrepresentation of material fact (falsities) in a written notification automatically subjects the complaining party to liability for any damages, costs and attorney’s fees incurred by us in connection with the written notification and allegation of copyright infringement.
Changes. We may make changes to these Terms from time to time. If we make changes, we will post the amended Terms and Conditions and update the “Last Revised” date above. We may also attempt to notify you by sending an email notification to the address associated with your account or providing notice through our Services. Unless we say otherwise in our notice, the amended Terms will be effective immediately and your continued access to and use of our Services after we provide notice will confirm your acceptance of the changes. If you do not agree to the amended Terms, you must stop accessing and using our Services.
Export. The Services may be subject to U.S. export control laws and may be subject to export or import regulations in other countries. You agree not to export, reexport, or transfer, directly or indirectly, any U.S. technical data acquired from Fulcrum Technologies, or any products utilizing such data, in violation of the United States export laws or regulations.
Disclosures. Fulcrum Technologies is located at the address set forth below. If you are a resident of the state of California, USA, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento, California 95834 or by telephone at (800) 952-5210.
Electronic Communications. The communications between you and Fulcrum Technologies use electronic means, whether you use the Services or send us emails, or whether Fulcrum Technologies posts notices on the Services or communicates with you via email. For contractual purposes, you (a) consent to receive communications from Fulcrum Technologies in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Fulcrum Technologies provides to you electronically satisfy any legal requirement that such communications would satisfy if it were be in a hardcopy writing. The foregoing does not affect your nonwaivable rights.
Arbitration. Please read the following section carefully because it requires you to arbitrate certain disputes and claims with Fulcrum Technologies and limits the manner in which you can seek relief from us.
Except for small claims disputes in which you or Fulcrum Technologies seek to bring an individual action in small claims court located in the county of your billing address or disputes in which you or Fulcrum Technologies seeks injunctive or other equitable relief for the alleged unlawful use of intellectual property, you and Fulcrum Technologies waive your rights to a jury trial and to have any dispute arising out of or related to these Terms or our Services resolved in court. Instead, all disputes arising out of or relating to these Terms or our Services will be resolved through confidential binding arbitration held in King County, Washington in accordance with the Streamlined Arbitration Rules and Procedures (“Rules”) of the Judicial Arbitration and Mediation Services (“JAMS”), which are available on the JAMS website and hereby incorporated by reference. You either acknowledge and agree that you have read and understand the rules of JAMS or waive your opportunity to read the rules of JAMS and any claim that the rules of JAMS are unfair or should not apply for any reason.
You and Fulcrum Technologies agree that any dispute arising out of or related to these terms or our Services is personal to you and Fulcrum Technologies and that any dispute will be resolved solely through individual arbitration and will not be brought as a class arbitration, class action or any other type of representative proceeding.
You and Fulcrum Technologies agree that these Terms affect interstate commerce and that the enforceability of this Section 10.6 will be substantively and procedurally governed by the Federal Arbitration Act, 9 U.S.C. § 1, et seq. (the “FAA”), to the maximum extent permitted by applicable law. As limited by the FAA, these Terms and the JAMS Rules, the arbitrator will have exclusive authority to make all procedural and substantive decisions regarding any dispute and to grant any remedy that would otherwise be available in court; provided, however, that the arbitrator does not have the authority to conduct a class arbitration or a representative action, which is prohibited by these Terms. The arbitrator may only conduct an individual arbitration and may not consolidate more than one individual’s claims, preside over any type of class or representative proceeding or preside over any proceeding involving more than one individual. You and Fulcrum Technologies agree that for any arbitration you initiate, you will pay the filing fee and Fulcrum Technologies will pay the remaining JAMS fees and costs. For any arbitration initiated by Fulcrum Technologies, Fulcrum Technologies will pay all JAMS fees and costs. You and Fulcrum Technologies agree that the state or federal courts of the State of Washington and the United States sitting in King County, Washington have exclusive jurisdiction over any appeals and the enforcement of an arbitration award.
Any claim arising out of or related to these Terms or our Services must be filed within one year after such claim arose; otherwise, the claim is permanently barred, which means that you and Fulcrum Technologies will not have the right to assert the claim.
You have the right to opt out of binding arbitration within thirty (30) days of the date you first accepted the terms of this Section 10, Arbitration by emailing us at [email protected] In order to be effective, the opt out notice must include your full name and clearly indicate your intent to opt out of binding arbitration. By opting out of binding arbitration, you are agreeing to resolve disputes in accordance with Section 10, Miscellaneous.
- Miscellaneous. This Agreement shall be governed by the laws of the State of Washington, USA, without giving effect to any conflict of laws principles that may provide the application of the law of another jurisdiction. Any dispute between the parties that is not subject to arbitration or cannot be heard in small claims court will be resolved in the state and federal courts sitting in Seattle, Washington, USA and the parties waive any objection based on venue or inconvenient forum. In any action or suit to enforce any right or remedy under this Agreement or to interpret any provisions of this Agreement, the prevailing party shall be entitled to recover reasonable attorneys’ fees and costs, including expert witness fees. This Agreement constitutes the entire agreement between you and us regarding the use of the Services. The English language version of this Agreement shall sole governing version and any translation into another language shall be of no force or effect. Our failure to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. The word “including” means “including without limitation”. If any provision of this Agreement is, for any reason, held to be invalid or unenforceable, the other provisions of this Agreement will be unimpaired, and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. Your relationship to Fulcrum Technologies is that of an independent contractor, and neither party is an agent or partner of the other. This Agreement, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Fulcrum Technologies prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. Fulcrum Technologies may freely assign this Agreement. The terms and conditions set forth in this Agreement shall be binding upon assignees.
- Trademark Information. All trademarks, logos and service marks (“Marks”) displayed in connection with the Services are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks.
- Force Majeure. Neither party will be responsible to the other for any delay in performing under this Agreement which results from civil disturbance, undeclared or declared war or other hostilities, acts of terrorism, acts of anarchy, labor strikes or interruptions, earthquakes or other acts of Nature or acts of God, governmental orders, diseases, pandemics, or any cause beyond the reasonable control of such party.
- Contact Information: Fulcrum Technologies, Inc., 1400 112th Ave SE, Suite 100, Bellevue, WA 98004, Email: [email protected]