- Definitions. For purposes of these Terms, the following capitalized terms have the following meanings:
(a) “Affiliate(s)” means any entity that, directly or indirectly through one or more intermediaries, controls, is controlled by, or is under common control with, Evensi.
(b) “Evensi” means as defined in the preamble to these Terms, above.
(c) “Evensi Website” means any web site owned, operated, or controlled by Evensi on which the Services are offered and operated, including, but not limited to: (a) the web site located at https://business.evensi.com, and (b) the web site located at https://evensi.com.
(d) “Intellectual Property” means any and all intellectual property and tangible embodiments thereof, including, but not limited to, inventions, discoveries, designs, specifications, developments, methods, modifications, improvements, processes, know-how, show-how, techniques, algorithms, databases, computer software and code (including software and firmware listings, assemblers, applets, compilers, source code, object code, net lists, design tools, user interfaces, application programming interfaces, protocols, formats, documentation, annotations, comments, data, data structures, databases, data collections, system build software and instructions), mask works, formulae, drawings, techniques, supplier and customer lists, hardware, equipment, components, trade secrets, graphics or images, text, audio or visual works, materials that document design or design processes, or that document research or testing, schematics, diagrams, product specifications and other works of authorship.
(e) “Intellectual Property Rights” means, collectively, all rights in, to and under patents, trade secret rights, copyrights, trademarks, service marks, trade dress and similar rights of any type under the laws of any governmental authority, including without limitation, all applications and registrations relating to the foregoing.
(f) “Services” means the event marketing and promotion services offered by Evensi on any Evensi Website.
(g) “Services Agreement” means any subscription or other agreement for use of the Services entered into between You and Evensi that incorporates these Terms by reference.
(h) “Term” means the period identified in any Services Agreement during which Evensi is required to provide services to You.
(i) “You” or “Your” means any person or entity accessing any web site on which the Services (as that term is defined below) are offered and distributed by Evensi, including, but not limited to, any person or entity that creates a user account on the Evensi Website, or becomes a subscriber of the Services, or otherwise uses the Services.
(j) “Your Content” means all data, content, and information (including personal information) owned, held, used or created by You or on your behalf that is submitted to, or stored using the Services.
- Grant of License to Use the Services. Evensi hereby grants to You a limited, worldwide, non-exclusive and non-transferable license, without right of sublicense, to access and use the Services on any Evensi Website during the Term, subject to these Terms and the provisions of any Services Agreement. All rights in the Services not expressly granted hereunder are reserved to Evensi.
- Payment of Fees.
3.1. As a condition of using the Services, you must pay all the applicable fees set out on the Evensi pricing page on the Evensi Website at https://business.evensi.com/plans, as may be amended from time to time by Evensi, or as agreed otherwise in writing between you and Evensi pursuant to a Services Agreement.
3.2. All fees for the Services shall be paid in the manner, and using the payment methods, acceptable to Evensi, as provided on the Evensi Website.
- Cancellation of Services. Cancellation of the Services is available to You, and may be carried out by Evensi, on a limited basis pursuant the terms and conditions set forth below.
4.1. Single Promotion Services – Cancellation for Full Refund. “Single Promotion” type Services may be cancelled for a full refund under the following circumstances:
(a) By You, at any time before commencement of the promotion to which they relate;
(b) by either You or Evensi in the event Evensi fails or is unable to perform those Services due to mistake, or the occurrence of technical or other problems or conditions beyond its reasonable control, including, but not limited to, the force majeure conditions described in Section 14.6 of these Terms; and/or
(c) at the election of Evensi, if providing those Services becomes commercially impracticable.
4.2. Single Promotion Services – Cancellation for No Refund. “Single Promotion” type Services may be canceled at any time with no refund under all other circumstances, including, but not limited to:
(i) After commencement of the promotion to which the Services relate;
(ii) on account of Your mistake in placing the order for the Services or in providing event-related descriptions or scheduling information;
(iii) if the results of the Services fail to meet Your expectations; and/or
(iv) at the election of Evensi, in the event Evensi (or its registered copyright agent designated under the DMCA pursuant to its copyright policy set forth in Section 9 of these Terms) receives a notice of copyright infringement alleging that any materials or information submitted by You to be included as part of the single promotion infringes on any third party’s copyright or other intellectual property rights.
4.3. Monthly Subscription Services – Cancellation for Full Refund. “Monthly Subscription” type Services may be canceled for a full refund under the following circumstances:
(a) By You, prior to initial use of the monthly subscription Services, so long as the subscription remains unused;
(b) by You, after the commencement of any monthly subscription Services, effective as of the first date of the next monthly subscription period after the monthly subscription period in which Evensi receives your request for cancellation;
(c) by either You or Evensi in the event Evensi fails or is unable to perform those Services due to mistake, or the occurrence of technical or other problems or conditions beyond its reasonable control, including, but not limited to, the force majeure conditions described in Section 14.6 hereof, with the refund applicable to any period during which the Services remain unperformed, prorated accordingly; and/or
(d) at the election of Evensi, if providing those Services becomes commercially impracticable;
4.4. Monthly Subscription Services – Cancellation for No Refund. “Monthly Subscription” type Services may be canceled with no refund:
(i) By You at any time after commencement of any monthly subscription period, with no refund applicable to that subscription period once Evensi has commenced performance of the Services required to be performed during that period (but a refund will apply for the unused portion of the subscription, commencing with first date of the next scheduled subscription period after the one in which the request for cancelation is made, as provided in Section 4.2(b) hereof, above); and/or
(ii) at the election of Evensi, in the event Evensi (or its registered copyright agent designated under the DMCA pursuant to its copyright policy set forth in Section 9 of these Terms) receives a notice of copyright infringement pursuant to its copyright policy alleging that any materials or information submitted for use by You as part of a promotion infringes on any third party copyright or other intellectual property rights; provided, however, that the cancellation will apply only to the current subscription period and may continue as of the first date of the next regularly occurring subscription period, so long as You remove the materials or information identified as infringing in the notice prior to the commencement thereof.
4.5. Cancellation Procedure. All requests for cancelation and refund must be directed to the Evensi customer support team at firstname.lastname@example.org and accompanied by the following information: (a) the last four digits of the credit card used to make the purchase of Services; (b) the email address associated with the payment; (c) a link to the event the promotion of which by Evensi is the subject of the Services subject to refund or cancelation; and (d) the transaction number included with the payment confirmation email received from Evensi after payment for the canceled Services subject to refund or cancelation.
4.6. Unused Monthly Subscription Credits. All monthly subscription credits for the Services must be used in the month to which they relate and shall expire at the end of that month. Unused subscription credits may not be carried over to future subscription periods and are not subject to a refund by Evensi.
- Intellectual Property Protection; Reservation of Rights.
5.1. Except with respect to Your Content, Evensi wholly owns and shall retain the entire right, title and interest in and to any and all of the following: (1) any and all Intellectual Property comprising, relating to, and/or forming the basis of the Services and any Evensi Website; and (2) any and all Intellectual Property Rights claiming or covering such Intellectual Property. Nothing in these Terms and/or any Services Agreement, including, but not limited to, Your payment of any fees whatsoever to Evensi, shall be deemed to grant to You any Intellectual Property Rights in or to the Services or any Evensi Website. As a condition of Your use of the Services, You must not contest or dispute that ownership, or the validity of those Intellectual Property Rights.
5.2. As between you and Evensi, title to, and all Intellectual Property Rights in Your Content shall remain Your property. You grant Evensi a worldwide, non-exclusive, royalty-free, transferable, irrevocable license to: (a) use, host, store, copy, modify, make available, and communicate Your Content for any purpose in connection with, and for the purpose of, rendering performance of the Services to You in accordance with these Terms and the provisions of any Services Agreement; and (b) create derivative works from Your Content (such as those resulting from translations, alterations, or modifications) that, in Evensi’s judgment, make Your Content better suited for use in rendering the Services.
5.3. If You provide Evensi with ideas, comments, or suggestions relating to the Services all Intellectual Property Rights in that feedback, and anything created as a result of that feedback (including new material, enhancements, modifications or derivative works), are owned solely by Evensi, and Evensi may use or disclose the feedback for any purpose.
5.4. You acknowledge and agree that Evensi may: (1) use non-personal, anonymous data and information relating to Your use of the Services to generate aggregated statistical and analytical data; (2) use such aggregated statistical and analytical data for Evensi’s internal research and product development purposes, and to conduct statistical analysis using such data; and (3) title to, and all Intellectual Property Rights in, such analytical data is and shall remain Evensi’s property. To the extent not owned by Evensi, you grant Evensi a royalty-free, transferable, irrevocable and perpetual license to use for Evensi’s own business purposes any know-how, techniques, ideas, methodologies, and similar types of Intellectual Property that you might provide to Evensi, or that Eveni may learn or discover in the course of providing the Services to You. Evensi’s rights under Section 3.5 of these Terms, above, will survive termination of any Services Agreement, Your use of the Services, and Your relationship with Evensi.
5.5. You hereby warrant and represent to Evensi that you are the owner of, and/or hold all necessary rights and permissions, to use Your Content in the manner contemplated by these Terms and any Services Agreement and to submit the same to Evensi, and that Your use and submission thereof to Evensi in the manner contemplated by these Terms and any Services Agreement does not violate any agreement between You and any third party and/or infringe on any third party’s rights with respect to the same.
- Third-Party Content. You acknowledge your understanding that Evensi may link to third party websites, services, portals, or feeds as part of its promotion and advertising activities on Your behalf in providing the Services, including, but not limited to, Facebook, Instagram, Messenger, LinkedIn, Pinterest, Google, Spotify, Twitter, Youtube, Snapchat, Bing, Yahoo, Quora, Apple and/or Reddit. Notwithstanding Evensi’s use of such links, Evensi does not endorse, approve, recommend, or hold any responsibility for those websites, services, portals, or feeds, or their respective content or operators, and hereby disclaims all responsibility or liability for the same to the maximum extent permitted by applicable law. Evensi shall not be held responsible for any loss or damage suffered, for any reason, by You as the result of accessing websites to which Evensi or any Evensi Website may contain a link, or which may contain a link to an Evansi Website.
- Use of the Evensi Services.
7.1. You must use each Evensi Website and the Services in accordance with these Terms, solely for the purpose of promoting and advertising one or more events across multiple platforms.
7.2. You may not use any Evensi Website and/or the Services in any manner that violates applicable law or these Terms, including, but not limited to, the limited license granted to You by Evensi under these Terms.
7.3. You may not use any Evensi Website and/or the Services in any manner the intent or effect of which is to: (a) violate the proprietary rights of third parties, including, but not limited to, Intellectual Property Rights and privacy rights; (b) disseminate misinformation or engage in identity theft; (c) disseminate materials that are defamatory, obscene, or harassing under applicable law; (d) undermine the integrity of, or impair other Evensi users’ ability to access, any Evensi Website and/or the Services.
7.4. You may not, directly or indirectly: (a) reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, object code or underlying structure, ideas, know-how or algorithms relevant to the Services or any software, documentation or data related to the Services; or (b) modify, translate, or create derivative works based on, the Services.
7.5. Evensi reserves the right, but shall have no obligation, from time to time, to audit any information, materials, or content provided by you to Evensi, and monitor Your use of the Evensi Websites and the Services, to insure Your compliance with these Terms and the restrictions on use contained herein. Evensi reserves the right to remove or refuse to display any information, materials, or content that Evensi determines to be in breach of these Terms and/or of applicable law.
7.6. Evensy reserves the right to send You service announcements, administrative messages, and other information that, in Evensi’s judgment and discretion, are required or beneficial in connection with your use of the Evensi Websites and/or the Services.
7.7. The Evensi Websites may be viewed, and the Services may be accessed, using mobile phones, tablets, and other devices. These services should not be used if they are distracting, break driving laws or safety regulations.
7.8. As a condition of using the Services, You hereby agree to indemnify Evensi and hold it harmless against any and all liability, claims, costs, expenses, and losses of any kind arising from any claim by a third party that any information, materials, or content provided by You infringes on the rights of that third party (including Intellectual Property Rights and privacy rights) or that such information, materials, or content is defamatory, incorrect, misleading, or illegal under applicable law.
8.2. Evensi may offer You some options for sharing Your information on the Evensi Websites and/or in the course of performing the Services, such as, for illustration purposes only, the ability to refrain from sharing Your name or image. To the extent Evensi offers such options to You, it will honor the sharing and viewing options chosen by you.
- Copyright Policy.
9.1 Reporting Instances of Copyright Infringement. If You are a copyright owner or an agent thereof and believe that any content published by Evensi on any Evensi Website or elsewhere infringes upon Your copyrights, You may submit a notification pursuant by providing Evensi’s Copyright Agent with the following information in writing:
(a) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
(b) Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
(c) Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit Evensi to locate the material;
(d) Information reasonably sufficient to permit Evensi to contact You, such as an address, telephone number, and, if available, an electronic mail;
(e) A statement that You have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
(f) A statement that the information in the notification is accurate, and under penalty of perjury, that You are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. Evensi’s Copyright Agent to receive notifications of claimed infringement is:
Evensi Copyright Agent
Attn: Paolo Privitera
44 Tehama St.
San Francisco, CA 94105, USA
You acknowledge that if You fail to comply with all of the requirements of this Section 9, above, Your notice may not be valid.
- Warranties and Limitation of Liability.
10.1. Evensi shall use reasonable efforts consistent with prevailing industry standards to perform and maintain the Services in a manner which minimizes errors and interruptions in the Services. The Services may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by Evensi or by third-party providers, or because of other causes beyond Evensi’s reasonable control, but Evensi shall use reasonable efforts to provide advance notice in writing posted on the Evensi Websites or by e-mail of any scheduled service disruption. NOTWITHSTANDING THE FOREGOING, EVENSI DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES AND/OR THAT THOSE RESULTS WILL MEET YOUR EXPECTATIONS. EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION 10 OF THESE TERMS, THE SERVICES ARE PROVIDED “AS IS” AND EVENSI DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
10.2. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THESE TERMS OR THE PROVISIONS OF ANY SERVICES AGREEMENT, TO THE HIGHEST DEGREE PERMITTED BY APPLICABLE LAW EVENSI AND ITS OFFICERS, AFFILIATES, REPRESENTATIVES, CONTRACTORS AND EMPLOYEES SHALL NOT BE RESPONSIBLE OR LIABLE WITH RESPECT TO THE SUBJECT MATTER OR PROVISIONS OF THESE TERMS OR ANY SERVICES AGREEMENT, UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY: (A) FOR ERROR OR INTERRUPTION OF USE OR FOR LOSS OR INACCURACY OR CORRUPTION OF DATA OR COST OF PROCUREMENT OF SUBSTITUTE SERVICES OR LOSS OF BUSINESS; (B) FOR ANY INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES; (C) FOR ANY MATTER BEYOND COMPANY’S REASONABLE CONTROL; OR (D) FOR ANY AMOUNTS THAT, TOGETHER WITH AMOUNTS ASSOCIATED WITH ALL OTHER CLAIMS, EXCEED THE FEES PAID BY YOU TO EVENSI FOR THE SERVICES UNDER THESE TERMS OR THE PROVISIONS OF ANY SERVICES AGREEMENT IN THE TWELVE (12) MONTHS PRIOR TO THE ACT THAT GAVE RISE TO THE LIABILITY, IN EACH CASE, WHETHER OR NOT EVENSI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
10.3. You are solely responsible for installation and use of anti-spam, identity protection, and other software and systems designed to ensure security when navigating computer networks and provide adequate protection from viruses and other malicious programs, on devices used to access the internet in general and the Evensi Websites and Services, specifically.
- Software Updates. To the extent that the Evensi Services may require or include the use of downloadable software, You understand and agree that such software could automatically update on Your device when a new version or feature becomes available; provided that for certain services, it may be possible to change the automatic update settings.
- Updates and Changes to the Services. Evensi hereby reserves the right, but shall not be obligated, from time to time to implement updates and improvements to the Evensi Websites and the Services, including new features, and to discontinue certain other Services and features, within Evensi’s sole discretion. All such changes shall become effective and binding at the time of implementation of Evensi. Evensi also reserves the right, but shall not be obligated to, implement new conditions or requirements to Your use of the Evensi Websites and/or the Services in order to conform to changes in applicable law or for any other reason within its discretion. All such changes shall become effective upon notice to You, but shall not retroactively apply to any previously ordered and fully paid for Services.
- Evensi Contact Information.
In the United States:
44 Tehama St.
San Francisco, CA 94105, USA
Phone: (415) 890-3836
Via Canaletto Sud 17, Int. 12
41122 Modena MO, Italy.
- General Provisions:
14.1. Severability. If any provision of these Terms is found to be unenforceable or invalid, that provision will be eliminated, and the remaining provisions of these Terms will otherwise remain in full force and effect and enforceable.
14.2. Assignments. These Terms is not assignable, transferable or sublicensable by You. Evensi may transfer and assign any of its rights and obligations under these Terms without Your consent.
14.3. Entire Agreement. These Terms comprise the complete and exclusive statement of the mutual understanding between You and Evensi regarding your use of the Evensi Websites and the Services and supersedes and cancels all previous written and oral agreements, communications, and other understandings relating to the subject matter of these Terms.
14.4. Relationship Between You and Evensi. No agency, partnership, joint venture, or employment is created as a result of Your use of the Evensi Websites and/or the Services You do not have any authority of any kind to bind Evensi in any respect whatsoever.
14.5. Notices. All notices under these Terms will be in writing and will be deemed to have been duly given: (a) when received, if personally delivered; (b) when receipt is electronically confirmed, if transmitted by facsimile or e-mail; (c) the day after it is sent, if sent for next day delivery by recognized overnight delivery service; and (d) upon receipt, if sent by certified or registered mail, return receipt requested.
14.6 Force Majeure. Failure by Evensi to perform its obligations under this Agreement shall not subject Evensi to any liability or place them in breach of any term or condition of this Agreement to You if such failure is due to any cause beyond the reasonable control of Evensi (“Force Majeure”), unless conclusive evidence to the contrary is provided. Causes of non-performance constituting Force Majeure shall include, but not be limited to, acts of God, fire, explosion, flood, drought, war, riot, sabotage, embargo, strikes or other labor trouble, interruption of or delay in transportation, a national health emergency, or compliance with any order or regulation of any government entity acting with color of right. Evensi shall promptly notify You of the condition constituting Force Majeure circumstances as defined herein and shall exert reasonable efforts to eliminate, cure, and overcome any such causes and to resume performance of its obligations with all possible speed; provided that nothing herein shall obligate Evensi to settle on terms unsatisfactory to it any strike, lockout or other labor difficulty, any investigation or other proceeding by any public authority, or any litigation by any third party.
14.7. Governing Law. These Terms shall be governed by, and construed and enforced in accordance with, the laws of the State of California, without regard to its conflict of laws provisions.
14.8. Venue. All actions or proceedings arising out of or in connection with this Agreement shall be tried and litigated exclusively in the State and Federal courts of competent jurisdiction located in the County of San Francisco, State of California. The aforementioned choice of venue is intended by You and Evensi to be mandatory and not permissive in nature, thereby precluding the possibility of litigation between You and Evensi with respect to or arising out of these Terms and/or in connection with Your use of the Evensi Website and/or the Services in any jurisdiction other than that specified in this Section 14.8. You hereby waive any right You may have to assert the doctrine of forum non conveniens or similar doctrine or to object to venue with respect to any proceeding brought in accordance with this Section 14.8, and stipulate that the State and Federal courts of competent jurisdiction located in the County of San Francisco, State of California shall have in personam jurisdiction and venue over You for the purpose of litigating any dispute, controversy, or proceeding arising out of or related to these Terms and/or your use of the Evensi Websites and/or the Services.
14.9. Conflicts with Service Agreement. In the event of a conflict between these terms and those of any Services Agreement, the terms of the Services Agreement shall prevail.
14.10. Third Party Beneficiaries. These Terms are not intended to, and shall not, give rise to any third-party beneficiary rights.
14.11. Waiver. Evensi’s waiver of Your breach or violation of these Terms or the terms of any Services Agreement shall not be construed as a waiver of any subsequent breach of these Terms.
44 Tehama St,
CA 94105, USA
Phone: (415) 890-3836
Via Canaletto Sud 17, Int. 12
41122 Modena MO