Pliable Terms of Service
Last Updated December 6, 2023
These Pliable, Inc. Terms of Service (these “Terms”)constitute a legally binding agreement between you, theperson or entity accepting these Terms (“Customer” or “you”)and Pliable, Inc. (“Pliable,” “we,” or “us”) with respect to your access to or use of the Pliable Platform. Your accessto and use of the Pliable Platform is offered subject toyour acceptance of all terms and conditions set forth herein.
PLEASE READ THESE TERMS CAREFULLY. BY CLICKING “I ACCEPT” OR BY ACCESSING OR USING THE PLIABLE PLATFORM IN ANY MANNER, YOU: (A) ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THESE TERMS AND BY SUCH OTHER TERMS, CONDITIONS, POLICIES, AND DOCUMENTS THAT MAY BE INCORPORATED HEREIN BY REFERENCE, INCLUDING, WITHOUT LIMITATION, THE PLIABLE PRIVACY POLICY; (B) AFFIRM THAT YOU ARE AT LEAST 18 YEARS OF AGE (OR HAVE REACHED THE AGE OF MAJORITY IN THE JURISDICTION WHERE YOU RESIDE); AND (C) IF YOU ARE ACCEPTING THESE TERMS ON BEHALF OF A COMPANY OR OTHER ORGANIZATION, REPRESENT AND WARRANT THAT YOU HAVE THE ORGANIZATIONAL AND LEGAL AUTHORITY TO ACCEPT THESE TERMS ON SUCH COMPANY’S OR OTHER ORGANIZATION’S BEHALF AND TO BIND SUCH COMPANY OR ORGANIZATION. IF YOU DO NOT AGREE TO THESE TERMS, YOU MAY NOT ACCESS OR USE THE PLIABLE PLATFORM IN ANY MANNER.
THESE TERMS MAY REQUIRE THE USE OF BINDING ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES RATHER THAN JURY TRIALS OR CLASS ACTIONS, IN ACCORDANCE WITH THE TERMS OF SECTION 20 (DISPUTE RESOLUTION) BELOW.
PLIABLE MAY REFUSE ACCESS TO OR USE OF THE PLIABLE PLATFORM FOR YOUR NONCOMPLIANCE WITH ANY PART OF THESE TERMS. THESE TERMS ARE VOID WHERE PROHIBITED BY LAW, AND ANY RIGHTS TO ACCESS OR USE THE PLIABLE PLATFORM ARE REVOKED IN SUCH JURISDICTIONS.
DEFINITIONS
Capitalized terms used herein but not otherwise defined will have the meanings set forth below:
“Process” or “Processing” means the collection, aggregation, collation, examination, extraction, searching, manipulation, analysis or other use of data or information.
“Pliable Platform” means Pliable’s suite of web-based tools designed to facilitate efficient and scalable data Processing by Customers.
“Site” means the Pliable website with a homepage at https://www.pliable.co/, its subdomains and/or other websites, and any associated mobile or desktop applications designated by Pliable for use with the Pliable Platform from time to time.
1. ACCESS TO THE PLIABLE PLATFORM
Subject to Customer’s compliance with these Terms, Pliable grants Customer a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Pliable Platform solely for Customer’s internal business purposes during the term of these Terms.
Customer shall not, and shall not permit any third party to: (i) reverse engineer, decompile, disassemble or otherwise attempt to discover the source code or underlying ideas or algorithms of the Pliable Platform (except to the extent applicable law prohibits or restricts reverse engineering restrictions); (ii) provide any third parties with access to any of the Pliable Platform, or use any of the Pliable Platform for time sharing or similar purposes for the benefit of any third party; (iii) sell, resell, rent or lease the Pliable Platform; (iv) remove any copyright or proprietary notices contained in the Pliable Platform or any output thereof; (v) breach, disable or tamper with, or develop or use (or attempt) any workaround for, any security measure provided or used by the Pliable Platform; (vi) access the Pliable Platform via any bot, web crawler or non-human user; (vii) access or use (or permit a third party to access or use) the Pliable Platform for any competitive purpose.
2. CUSTOMER DATA
Customer is solely responsible for the accuracy, quality, integrity, legality, reliability, and appropriateness of all Customer Data. You will not, and you will ensure that any Authorized Users do not, upload or otherwise submit, directly or indirectly, and including through any Customer Data Source, any Customer Data or other information, materials, or content that: (a) infringes the intellectual property rights, rights of privacy or publicity, or other proprietary rights of any third party, (b) violates any applicable law, or (c) contains any malware, viruses, Trojan horses, spyware, worms, or other malicious or harmful code.
You acknowledge that the Pliable Platform is not designed with security and access management for processing or storing any personal information that imposes specific data security obligations on Pliable for the processing or storage of such data, including, without limitation, any “nonpublic personal information” as defined under the Gramm-Leach-Bliley Act, cardholder, payment card, or related information protected by the Payment Card Industry Data Security Standard, “protected health information” as defined under the Health and Insurance Portability and Accountability Act of 1996, “personal information” as defined under the California Consumer Privacy Act of 2018, as amended by the California Privacy Rights Act of 2020, “personal data” as defined under the General Data Protection Regulation, or other information similar to any of the foregoing, however described, as defined under applicable law.
3. DATA EXPORTING
If indicated in the Order, your Subscription Plan (as defined below) the Pliable Platform’s data exporting functionality, which allows Customer and its Authorized Users to export and/or download Customer-Processed Data to Customer Data Destinations (the “Data Destination Functionality”). Where a Customer Data Destination is also a Customer Data Source, the export or download of Customer-Processed Data to the Customer Data Destination could result in the overwriting of source data from which the Customer-Processed Data was developed.
4. SUBSCRIPTION PLANS
If you cancel your Subscription Plan, you will continue to have access to the Pliable Platform in accordance with the terms of your applicable Subscription Plan for the remainder of the then-current subscription term. PLIABLE DOES NOT PROVIDE REFUNDS OR CREDITS WITH RESPECT TO THE PLIABLE PLATFORM OR ANY SUBSCRIPTION PLAN, INCLUDING FOR ANY PARTIALLY USED SUBSCRIPTION TERMS.
To cancel your Subscription Plan, you may either (i) send a written cancellation request via email to Pliable at support@pliable.co and include the phrase “CANCEL SUBSCRIPTION” in the subject line, or (ii) select the cancellation option available through your account settings.
5. TERM AND TERMINATION
5.1 Term
These Terms shall remain in full force and effect while you use or have access to the Pliable Platform. Pliable may terminate or restrict your access to any or all of the Pliable Platform or your User Account, for any reason and without warning, and Pliable reserves the right to discontinue or modify any aspect of the Pliable Platform at any time.
5.2 Effect of Termination
Upon expiration or termination of these Terms, (a) Pliable shall immediately cease performance of all professional services, (b) all Subscription Plans shall immediately terminate, and Customer and each Authorized User shall cease all access to and use of the Pliable Platform (except as may be permitted by Pliable with respect to the following sentence), and (c) Customer shall promptly pay to Pliable all Fees and other amounts due and owing to Pliable as of the date of such expiration or termination.
Notwithstanding the foregoing, Pliable may grant Customer reasonable access to such Customer-Processed Data as was available to Customer through the Pliable Platform as of the date of such termination or expiration for purposes of permitting Customer to download or export such Customer-Processed Data. To request such reasonable access, Customer must submit an email request to Pliable at support@pliable.co within 30 days following the termination or expiration of Customer’s Subscription Plan. After such 30-day period, Pliable will have no obligation to maintain or provide access to any Customer Data or Customer-Processed Data and may thereafter, at its option and unless legally prohibited, delete all Customer Data, content, integrations, Customer-Processed Data, or other Customer data or information housed in or available through the Pliable Platform or Customer’s User Account(s).
6. DATA USE RIGHTS
You acknowledge and agree that Pliable may monitor Customer’s and its Authorized Users’ use of the Pliable Platform and may track and compile data and information related to such use, including, without limitation, statistical and performance information related to the provision and operation of the Pliable Platform (“Aggregated Statistics”). As between Pliable and Customer, the Aggregated Statistics and all intellectual property rights therein or relating thereto are and shall remain the exclusive property of Pliable. Pliable may, without limitation, (a) make such Aggregated Statistics publicly available, (b) use the Aggregated Statistics to the extent and in the manner required by applicable law or regulation, and (c) use the Aggregated Statistics to maintain, optimize and improve the Pliable Platform, to develop, improve, or offer other Pliable products or services, or to otherwise operate Pliable’s business.
6.1 Feedback
To the extent you or any Authorized User provides Pliable with any suggestions, feature requests, evaluation results, feedback, or other input in relation to any aspect of the Pliable Platform or any professional services (collectively, “Feedback”), you hereby assign and agree to assign to Pliable all right, title and interest in and to such Feedback, including any intellectual property rights therein, and agree that Pliable will be free to use such Feedback in any manner, including by implementing such Feedback in the Pliable Platform, the professional services, and/or Pliable’s other technologies, products and services, without compensation or other obligation to you or any Authorized User.
7. PRIVACY
You acknowledge and agree that all information collected by Pliable is subject to our Privacy Policy. By accessing or using the Pliable Platform in any manner, you consent to all actions we take with respect to your information in compliance with our Privacy Policy.
8. PLATFORM AND DATA SECURITY
Pliable will use commercially reasonable efforts to maintain appropriate physical, administrative, and technical safeguards to protect against the unauthorized accessing, use, or disclosure of Customer Data.
9. THIRD-PARTY WEBSITES AND SERVICES
When you access third party websites or Third Party Services, you do so at your own risk. Pliable encourages you to be aware when you leave the Pliable Platform and to read the terms and conditions and privacy policy of each third-party website or Third Party Service (“Third Party Terms”) that you visit or from which you access or receive any product, service, or data. Pliable has no control over, and assumes no responsibility for, the content, accuracy, Third Party Terms, or practices of any third-party website or Third Party Service.
10. CONFIDENTIALITY
10.1 Confidential Information
“Confidential Information” means (subject to the exclusions below) any non-public information relating to or disclosed by a party in connection with these Terms that should be reasonably understood to be confidential.
11. WARRANTIES AND DISCLAIMERS
PLIABLE PROVIDES THE PLIABLE PLATFORM, PROFESSIONAL SERVICES, AND DELIVERABLES “AS IS” AND “AS AVAILABLE,” WITHOUT ANY WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY, TITLE, AND NON-INFRINGEMENT.
12. JURISDICTION
By accessing or using the Pliable Platform or otherwise agreeing to these Terms (including the Privacy Policy): (i) you are transferring your personal information to the United States; (ii) you hereby consent to such transfer and to the application of the laws of the United States and the State of California with respect to any dispute arising from or related to the Privacy Policy and your use of the Pliable Platform, and to the exclusive jurisdiction of the courts of the United States and the State of California.
13. DISPUTE RESOLUTION
Please read this Section carefully. It impacts the rights that you may otherwise have. It provides for resolution of most disputes through individual arbitration instead of trial courts and class actions. This “Dispute Resolution” section survives any expiration or earlier termination of these Terms.
Informal Dispute Resolution
As a condition precedent which must be satisfied prior to initiating any arbitration or other action against the other party, both you and Pliable agree to the following dispute resolution procedure: In the event of any controversy, claim, action or dispute arising out of or related to the Pliable Platform, or the breach, enforcement, interpretation, or validity of these Terms (“Claim”), the party asserting the Claim must first try in good faith to settle such Claim by providing written notice, by first class or registered mail, to the other party describing the facts and circumstances (including any supporting documentation) of the Claim. The party asserting the Claim must allow the receiving party 30 days in which to respond to or settle the Claim.
For purposes of this Section, notices must be sent as follows:
- If to Pliable: to Pliable, Inc., Attn: Legal/Compliance, 1700 Montgomery Street, Suite 108, San Francisco, CA 94111, with a copy emailed to legal@pliable.co.
- If to you: to any address listed in or associated with your User Account.
Arbitration
To the extent you cannot resolve any Claim through the informal dispute resolution procedure set forth above, and except as otherwise set forth herein, a Claim must be resolved through binding individual arbitration. You agree to give up your right to go to court to assert or defend your rights under these Terms and with respect to any Claim. You and Pliable each expressly delegate to the arbitrator the authority to determine the arbitrability of any Claim, including the scope, applicability, validity, and enforceability of this arbitration provision.
To begin an arbitration proceeding, you must send a written request to Pliable at: Pliable, Inc., Attn: Legal/Compliance, 1700 Montgomery Street, Suite 108, San Francisco, CA 94111, with a copy emailed to legal@pliable.co. You agree that the arbitration will be conducted by the American Arbitration Association (“AAA”) pursuant to its Consumer Arbitration Rules (“AAA Rules”), as modified by this arbitration agreement. The AAA Rules are available on the AAA’s website www.adr.org, or by calling the AAA at (800) 778-7879.
In lieu of arbitration, and notwithstanding anything in this section to the contrary, either you or Pliable may bring any individual claim in small claims court consistent with the jurisdictional and dollar limits that may apply, but only if it is brought and maintained as an individual claim.
14. NOTICES
Notice shall be deemed to have been given upon receipt or, if earlier, two (2) business days after mailing, as applicable. All communications and notices to be made or given pursuant to these Terms shall be in the English language.
15. SEVERABILITY AND WAIVER
If any part or provision of these Terms is held by a court of competent jurisdiction to be invalid, unenforceable, or in conflict with the law, that part or provision shall be replaced with a provision which, as far as possible, accomplishes the original purpose of that part or provision, and the remainder of these Terms will continue in full force and effect. Our failure to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. If we waive any breach of these Terms, such waiver will not constitute a waiver of any other breach. No waiver will be effective unless made in writing.
16. AMENDMENT
Except as otherwise set forth herein, these Terms (including, without limitation, the Order and any Statement of Work) may only be amended by a writing signed by both parties. No term contained in the Order or in any Statement of Work will be deemed to amend the terms of these Terms unless the Order or Statement of Work (as the case may be) references the affected provision in these Terms and provides that the Order or Statement of Work is amending that specific provision (and then only with respect to the services performed pursuant to such Order or Statement of Work).
17. CALIFORNIA RESIDENTS
If you are a California resident, you may report a complaint to the Complaint Assistance Unit of the Division of Consumer Services at the California Department of Consumer Affairs by telephone at (800) 952-5210 or by mail at 400 R Street, Sacramento, CA 95814, United States.
18. ENTIRE AGREEMENT
These Terms, together with the Order and any applicable Statement of Work, constitutes the sole and entire agreement between Customer and Pliable with respect to the subject matter hereof, and supersedes and extinguishes all prior agreements, representations (whether oral or written), and understandings regarding such subject matter.