PhotonPhoton Terms & Conditions of Service
By accessing the website at https://withphoton.com, you are agreeing to be bound by these terms and conditions, collectively the "Terms". These Terms govern how Photon and its affiliates provide their Service to you and describe how the Service may be accessed and used.
1. License
- License Grant. Subject to all limitations and restrictions contained herein Photon grants you a term subscription, software as a service ("SaaS"), nonexclusive, and nontransferable right to use the Service for as long as you are in good standing with respect to the below terms.
- Licensing Mechanism. Each organization or "Team" that joins Photon pays based on the number of distinct Photon users it has on its team. As new users join, Photon will automatically adjust the number of per-user licenses for which the Team is paying, pro-rated as required for users that join off billing cycles. It is your responsibility to ensure no user accounts are being shared, as they are to be licenced on a 1-to-1 ratio to individuals in your organization using Photon, albeit despite the lack of relevance of this use case.
- Restrictions & Limitations of Use.
- You may not purchase, use, or access the Service for the purpose of building a competitive product or service for any other competitive purposes.
- You may not misuse the Service by interfering with normal operation, or attempting to access them using a method other than through the interfaces and instructions that we provide.
- You may not circumvent or attempt to circumvent any limitations that Photon imposes on your account.
- Unless authorized by Photon in writing, you may not probe, scan, or test the vulnerability of any Photon system or network.
- Unless authorized by Photon in writing, you may not use any manual or automated system or software to extract or scrape data from the websites or other interfaces through which we make our service available.
2. Billing
- Billing Mechanism. The Service includes automatically recurring payments for periodic charges ("Subscription"). If you activate a Subscription, you authorize Photon to periodically charge, on a going-forward basis and until cancellation of either the recurring payments or your account, all accrued sums on or before the payment due date for the accrued sums. The "Subscription Billing Date" is the date when you purchase your first subscription to the Service. For information on the "Subscription Fee", please see our Pricing shown above. Your account will be charged automatically on the Subscription Billing Date all applicable fees (typically just your total users multiplied by your per-user subscription fee) for the next subscription period. The subscription will continue unless and until you cancel your subscription or we terminate it. You must cancel your subscription before it renews in order to avoid billing of the next periodic Subscription Fee to your account. We will bill the periodic Subscription Fee to the payment method you provide to us during registration (or to a different payment method if you change your payment information). You may cancel the Subscription by contacting us at team@usephoton.com.
3. Disclaimers & Limitations of Liability
- Disclaimers. While we try to keep our Service up, it may be unavailable from time to time for various reasons. Except as expressly provided in these terms and to the extent permitted by applicable law, the services and any guidance or recommendations therein are provided "as is" and Photon does not make warranties of any kind, express, implied, or statutory, including those of merchantability, fitness for a particular purpose, and non-infringement or any representations regarding availability, reliability, or accuracy of the Service.
- Exclusion of Certain Liability. To the extent permitted by applicable law, Photon, its affiliates, officers, employees, agents, suppliers, and licensors will not be liable for any 1) indirect, consequential, special, incidental, punitive, or exemplary damages whatsoever, or 2) in loss of use, data, business, revenues, or profiles (in each case whether direct or indirect), arising out of or in connection with the services and these terms, and whether based on contract, tort, strict liability, or any other legal theory, even if Photon has been advised of the possibility of such damages and even if a remedy fails of its essential purpose.
- Limitation of Liability. To the extent permitted by applicable law, the aggregate liability of each of Photon, its affiliates, officers, employees, agents, suppliers, and licensors arising out of or in connection with the services and these terms will not exceed the lesser of 1) the amounts paid by you to Photon for use of the services during the 12 month months prior to the event giving rise to the liability; and 2) US$1,000.00.
- Indemnification. You will indemnify and hold harmless Photon and its affiliates, officers, agents, and employees from all liabilities, damages, and costs (including settlement costs and reasonable attorneys' fees) ("Indemnification Amounts") arising out of a third party claim regarding or in connection with your or your end users' use of the Services or breach of these Terms, to the extent that such liabilities, damages and costs were caused by you or your end users.
4. Terms of Termination
- By You. You can terminate your Subscription at any time by emailing team@usephoton.com. Such termination will result in the deactivation or disablement of your account and access to it, and the deletion of content you collected through use of the Service. Terminations are confirmed within 72 business hours and you will not be charged again for that subscription unless you purchase a new one. If you terminate a Subscription in the middle of a billing cycle, you will not receive a refund for any period of time you did not use in that billing cycle unless you are terminating these Terms for any of the following reasons: 1) we have materially breached these terms and failed to cure that breach within 30 days after you have so notified us in writing or 2) a refund is required by law.
- By Photon. Photon may terminate your Subscription at the end of a billing cycle by providing at least 30 days' written notice to you. Photon may terminate your Subscription for any reason by providing at least 90 days' written notice to you and will provide a pro rata refund for any period of time you did not use that billing cycle. Photon may suspend performance or terminate your Subscription for any of the following reasons: 1) you have materially breached these Terms and failed to cure that breach within 30 days after Photon has notified you in writing; 2) you ease your business operations or become subject to insolvency proceedings and the proceedings are not dismissed with 90 days; or 3) you fail to pay fees for 30 days past the due date. Photon has no obligation to retain any data created for support of you or your company (collectively, your "Content") upon termination of the applicable Service.
5. Changes & Updates
- Changes to Terms. Photon may change these Terms at any time for a variety of reasons, such as to reflect changes in applicable law or updates to the Service, and to account for new services or functionality. The most current version will always be posted on the Photon website. If an amendment is material, as determined in Photon's sole discretion, Photon will notify you by email. Notice of amendments may also be posted to Photon's blog or upon your login to your account. Changes will be effective no sooner than the day they are publicly posted. In order for certain changes to become effective, applicable law may require Photon to obtain your consent to such changes, or to provide you with sufficient advance notice of them. If you do not want to agree to any changes made to the terms for the Service, you should stop using the Service, because by continuing to use the Services you indicate your agreement to be bound by the updated terms.
- Chanegs to Services. Photon constantly changes and improves the Service. Photon may add, alter, or remove functionality from the Service it provides to you at any time without prior notice. Photon may also limit, suspend, or discontinue its Service provided to you at its discretion. If Photon discontinues its Service, we will give you advance notice per the "Terms of Termination" section above. Photon may remove content from the Service it provides you at any time in our sole discretion, although we will endeavor to notify you before we do that if it materially impacts you and if practicable under the circumstances.
6. Other Terms
- Assignment. You may not assign these Terms without Photon's prior written consent, which may be withheld in Photon's sole discretion. Photon may assign these Terms at any time without notice to you.
- Entire Agreement. These Terms constitute the entire agreement between you and Photon, and they supersede any other prior or contemporaneous agreements, terms and conditions, written or oral concerning its subject matter. Any terms and conditions appearing on a purchase order or similar document issued by you do not apply to the Service, do not override or form a part of these Terms, and are void.
- Interpretation. The use of the terms "includes", "including", "such as", and similar terms, will be deemed not to limit what else might be included.
- No Waiver. A party's failure or delay to enforce a provision under these Terms is not a waiver of its right to do so later.
- Severability If any provision of these Terms is determined to be unenforceable by a court of competent jurisdiction, that provision will be severed and the remainder of terms will remain in full effect.
7. Photon
- Contracting Entity. References to "Photon", "we", "use", and "our" are references to Photon.