1. ACCEPTANCE OF TERMS
Except with respect to users governed by the terms of the School Terms, the Solution is not intended for any user under the age of 18. If you are below the age of 18, please read these Terms with your parent or guardian to make sure that you and your parent or guardian understand and agree to these Terms. If you plan to show a Presentation to an audience including individuals below the age of 18, please ensure that the parents or guardians of such individuals first agree to our Audience Member Terms or School Terms, as applicable.
2. KEY DEFINITIONS
In these Terms the following definitions shall apply:
“Annual Fee” means the fee payable by a Customer on an annual basis to subscribe to and use the Solution on an ongoing basis.
“Audience Member Data” means those contact details provided by Audience Members when they sign up to access the Solution.
“Content” means Presentation slides, posts, messages, text, files, images, photos, video, sounds or other materials uploaded to, posted on, transmitted through, or linked from the Solution.
“Event” means a specific date-defined Presentation event in which the Solution is being used by one or more Customer(s).
“Event Fee” means the fee payable by a Customer to use the Solution for an Event on a specific date.
“Presentation” means a combination of PowerPoint and/or PDF files uploaded to the Solution, which are converted and modified to include interactive features, and then subsequently accessed via the Solution.
“Presentation Data” means all data determined by the applicable Customer and collected by us from Audience Members’ interaction with Presentations at Events including, but not limited to, survey and poll responses, questions and feedback.
3. NATURE OF THE SOLUTION
Glisser’s primary purpose is to provide the Solution, which allows users and Audience Members to interact, providing a more interesting, engaging and memorable experience for Audience Members and providing valuable feedback and data for users.
4. ACCESSING THE SOLUTION
4.1 Whilst Glisser will use reasonable efforts to ensure that the Solution is accessible 24 hours a day, 7 days a week, you agree that the Solution is provided on an “as is” or “as available” basis, and accordingly use of the Solution is entirely at your own risk.
4.2 Access to the Solution is provided on a temporary basis and, subject to Section 4.3 below, we reserve the right to withdraw or amend the Solution without notice. In particular, your access to the Solution may be restricted at any time to allow for repairs, maintenance and improvement or for other reasons. We will endeavor to restore availability as soon as we reasonably can.
4.3 Without prejudice to the terms of Section 4.2, we aim to provide you with reasonable notice of any planned maintenance or access restrictions that we intend to carry out that would affect your use of the Solution.
4.4 You are responsible for making all arrangements necessary for you to have access to the Solution. Glisser does not provide the hardware or data networks that are required to deliver the Solution, takes no responsibility for their availability or quality, and is not liable for them.
4.5 From time to time, subject to Section 4.2 above, we may restrict access to some parts of the Solution or the entire Solution generally or to specified users or to users who have registered with us.
5. ACCEPTABLE USE POLICY
5.1 You may access and use the Solution for the purposes of uploading and converting Presentations, adding interactive features to Presentations, presenting, viewing and interacting with converted Presentations, and reviewing interaction data and feedback. Presentations may include Content owned by you or licensed to you by third-party content providers.
5.2 You agree to use the Solution only for lawful purposes and in a way that does not infringe the rights of or restrict or inhibit anyone else’s use and enjoyment of the Solution.
5.3 You agree not to:
(a) share your log-in details or password with any other party;
(b) use the Solution in a way intended to improperly avoid paying an Annual Fee or Event Fee;
(c) (without prejudice to Section 6.1) exceed Presentation size limits of 50MB, or such other Presentation size limits as are notified to you at the point of signing up (for example in respect of Enterprise accounts), or from time to time thereafter;
(d) use the Solution for commercial purposes unless you are a paying Customer;
(e) copy, distribute, sell, resell, give away, or provide access to the Solution to third parties or the general public (except to Audience Members in accordance with these Terms);
(f) sell or provide paid access to Presentations except under the terms of a separate agreement with Glisser;
(g) rent, lease, loan, or time-share Presentations or the use of, or access to, the Solution;
(h) copy, modify, adapt, decompile, disassemble, reverse-engineer, recreate or otherwise attempt to discover any source code contained in the Solution; or
(i) collect personal information from the Solution for use in any manner that violates the law.
5.4 You acknowledge and agree that uploading, downloading, converting, sharing and any other such uses of the Presentations requires a valid and subsisting license from Microsoft Corporation or its affiliates. By performing such acts using the Solution, you confirm that you have been granted such valid and subsisting license from Microsoft Corporation or its affiliates.
5.5 You are entirely responsible for all Content that you upload, post, email or otherwise make available via the Solution. You agree not to upload, post, email, or otherwise make available any Content that:
(a) is false or misleading;
(b) infringes any intellectual property rights (including, without limitation, copyrights, trademarks, patents and trade secrets) of, or a duty of confidentiality to, any other person;
(c) advertises products or services the sale or supply of which is prohibited or restricted by applicable law;
(d) contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; or
(e) is unlawful, harmful, threatening, abusive, harassing, tortious, vulgar, indecent, obscene, pornographic, defamatory, invasive of another’s privacy or rights of publicity, hateful, or racially, ethnically or otherwise offensive or objectionable.
5.6 You understand that all Content posted on, transmitted through or linked from the Solution is the sole responsibility of the person who uploaded (or otherwise made available) that Content and Glisser does not control, and is not responsible for, Content provided by any other person.
5.7 You acknowledge that Glisser does not pre-screen or approve Content, but that Glisser has the right (but not the obligation) in its sole discretion to refuse, delete, edit or move any Content that is available on the Solution for violating the letter or spirit of these Terms or for any other reason.
6. ACCOUNTS AND FEES
6.1 When you first register with us as a Customer you’ll be set up with a free account. We may place limits on the use of this including, but not limited to, the number of Presentation files you can upload, the size of your Presentation files, the number of images or amount of video or audio you can include, the number of Audience Members that can access the Solution, the amount of storage that we offer you and the range of interactive features available.
6.2 We offer subscription (Annual Fee) and ‘per event’ (Event Fee) payment options. All such fees will be as set forth on the payments portal or your invoice. We reserve the right to reject any transaction that does not meet our minimum fee threshold. If you sign up on a subscription basis, you’ll need to set up payment for the Annual Fee via our applicable third-party payments portal, currently operated by ChargeBee. There is a minimum subscription period of 12 months from the day you subscribe and the subscription period will automatically renew for successive 12 month periods unless you provide written notice of your intention to cancel your subscription at least 30 days before the end of the subscription period. If you agree to use the Solution on a ‘per event’ basis, a single Event Fee payment request will be set up, which you will be able to pay via our ChargeBee payments portal or via bank transfer.
6.3 Additional fees may be charged for on-site technical support, pre-event support, white-labelling or other custom modifications to our software – these will be agreed in advance and billed via the payments portal or invoice.
6.4 All fees quoted are exclusive of applicable tax which we’ll charge to you (and which will be payable by you) at the rate in force at the time. You shall pay or reimburse Glisser for Transaction Taxes that Glisser is required to collect on the sale of services sold to you under these Terms, it being understood that this obligation is without prejudice to any statutory obligation that either party may owe to a taxing authority. In the event that Glisser is subject to audit by any taxing authority and Glisser shall not have collected Transaction Taxes from you, you shall provide Glisser with documentary evidence that you have paid the Transaction Taxes to the relevant taxing authority. Glisser is hereby authorized to share such documentary evidence with relevant taxing authorities.
6.5 Where no direct debit or pre-payment arrangement is in place, we’ll supply you with an invoice when a fee becomes due. All invoices will be payable without deduction or set-off within 30 days of receipt. We reserve the right to charge interest on any overdue amount at a rate equal to the prime interest rate (as quoted in the Wall Street Journal, Eastern Edition) plus 2%, such interest accruing daily.
6.6 Where you have subscribed to the Solution, your obligation to pay the Annual Fee won’t be affected by any disruption, discontinuance, downtime or suspension of the Solution for any reason.
7. INTELLECTUAL PROPERTY
7.1 Glisser is the owner or licensee of all the intellectual property rights in and relating to the Solution, including the designs, text, database, graphics and layouts, and you agree not to reproduce, distribute, copy or publicly display any part of them, or to use automated means to download data from the Solution (including, without limitation, spiders, robots, crawlers or data mining tools other than standard internet search engines) other than the data provided pursuant to Section 8 below, without our express permission in writing. We reserve the right to pursue any intellectual property infringement in the courts of the country in which we suffer damage.
7.2 If you perform any of the restricted acts mentioned above in breach of these Terms, your right to use the Solution will cease immediately and you must, at our option, return to us or destroy any copies of the materials that you have made.
7.3 Subject to these Terms, Glisser grants you a non-exclusive and non-transferable license to access the Solution, including the underlying software owned or licensed by Glisser (in object code format only) during your Event (where access is purchased on a ‘per Event’ basis for an Event Fee) or during the subscription period (where access is purchased on a ‘subscription’ basis for an Annual Fee). Except for this limited license, you have no right, title or interest in the Solution. All rights not expressly granted by these Terms are reserved to Glisser, including the right to charge a fee for access to the Solution.
7.4 No license is granted to you in these Terms to use any of Glisser’s trade names or marks. You are not permitted to modify, remove, tamper with, obscure or copy any of Glisser’s trade names or marks.
7.5 The intellectual property rights in Content uploaded by users to the Solution are retained by those users (or their licensors, as applicable), and Content is added to the Solution by users at their own risk. In uploading Presentations and Content to the Solution you:
(a) give us permission to store, display, archive and delete those Presentations and Content in whole or in part; and
(b) grant to us a worldwide, non-exclusive, perpetual, royalty-free license to use any such Presentations and Content, in order to provide the Solution to you, including to store and use the Presentations and Content both before, during and after any Event in accordance with these Terms.
7.6 We reserve the right to embed our trademark or logo into the interactive elements of Presentations. Any permitted modifications made to a Presentation, including the addition of interactive features through the Solution, are owned by the party making such modifications. You are not permitted to remove any identifications, attributions, copyright notices, or other notices or restrictions contained in any Presentation.
7.7 If you believe that a Presentation or other material on the Solution infringes your intellectual property rights, or a notice of infringement is made falsely or mistakenly against your Presentation or other material, please contact us and/or our Copyright Agent (discussed below).
7.8 Reporting Claims of Copyright Infringement. We take claims of copyright infringement seriously. We will respond to notices of alleged copyright infringement that comply with applicable law. If you believe any materials accessible on or from the Site or Solution infringe your copyright, you may request removal of those materials (or access to them) from the Site or Solution by submitting written notification to our Copyright Agent (designated below). In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) (“DMCA”), the written notice (the “DMCA Notice”) must include substantially the following:
(a) Your physical or electronic signature.
(b) Identification of the copyrighted work you believe to have been infringed or, if the claim involves multiple works on the Site or Solution, a representative list of such works.
(c) Identification of the material you believe to be infringing in a sufficiently precise manner to allow us to locate that material.
(d) Adequate information by which we can contact you (including your name, postal address, telephone number and, if available, e-mail address).
(e) A statement that you have a good faith belief that use of the copyrighted material is not authorized by the copyright owner, its agent or the law.
(f) A statement that the information in the written notice is accurate.
(g) A statement, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.
If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your DMCA Notice may not be effective. Please be aware that if you knowingly materially misrepresent that material or activity is infringing, or that material or activity on the Site or Solution is infringing your copyright, you may be held liable for damages (including costs and attorneys’ fees) under Section 512(f) of the DMCA.
7.9 Counter-Notification Procedures. If you believe that material you posted on the Site or Solution was removed or access to it was disabled by mistake or misidentification, you may file a counter-notification with us (a “Counter-Notice”) by submitting written notification to our copyright agent (identified below). Pursuant to the DMCA, the Counter-Notice must include substantially the following:
(a) Your physical or electronic signature.
(b) An identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access disabled.
(c) Adequate information by which we can contact you (including your name, postal address, telephone number and, if available, e-mail address).
(d) A statement under penalty of perjury by you that you have a good faith belief that the material identified above was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled.
(e) A statement that you will consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located (or if you reside outside the United States for any judicial district in which the Site or Solution may be found) and that you will accept service from the person (or an agent of that person) who provided the Site or Solution with the complaint at issue.
The DMCA allows us to restore the removed content if the party filing the original DMCA Notice does not file a court action against you within ten business days of receiving the copy of your Counter-Notice. Please be aware that if you knowingly materially misrepresent that material or activity is infringing, or that material or activity on the Site or Solution is infringing your copyright, you may be held liable for damages (including costs and attorneys’ fees) under Section 512
(f) of the DMCA.
7.10 Repeat Infringers
It is our policy in appropriate circumstances to disable and/or terminate the accounts of users who are repeat infringers.
7.11 Copyright Notices. If you want to review our designated Copyright Agent to receive DMCA Notices please make a request to [email protected]
7.12 Company shall be permitted to publicly identify Customer or Presenter as a user of the Products, including on Company’s websites and marketing materials. Presenter hereby authorizes the Company to use Presenter’s name and marks solely for this purpose.
8.2 We collate information about site traffic, sales, Audience Member Data, Presentation Data and other commercial information which we may use for internal purposes, however this information does not include any information which can identify you personally.
8.3 Where you have paid an Event Fee for an individual Event, we will provide you with the Audience Member Data and Presentation Data collated at that Event. Where you pay Annual Fees by way of a subscription, we will provide you with the Audience Member Data and Presentation Data collated at all of your Events taking place within your subscription period.
8.5 We are entitled to use all Presentation Data for our business information purposes in anonymized format however, where such Presentation Data is provided to you pursuant to Section 8.3, Glisser will not use such Presentation Data without your prior written consent.
9.1 You acknowledge that Glisser may establish limits concerning use of the Solution including, but not limited to, the maximum number of days that Content will be retained by the Solution, the maximum number or size of Presentations, or other Content that may be transmitted or stored by the Solution, and the frequency with which you may access the Solution.
9.2 You agree that Glisser has no responsibility or liability for the deletion or failure to store any Content maintained or transmitted by the Solution. We recommend and advise that you maintain adequate back-up copies of any Content which you upload.
9.3 Glisser shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Solution or any part of it, including for loss of profit or consequential loss or damage.
10. ACCURACY OF INFORMATION
10.1 Although we make reasonable attempts to ensure that it is correct, Glisser cannot guarantee the accuracy of the information on the Solution, and we are not liable for any loss or damage arising from errors in such information.
10.2 Information contained on the Solution is provided for general guidance only. Glisser does not accept any responsibility for any loss or damage which may arise from the reliance on information contained on the Solution.
11. THIRD PARTY LINKS
11.1 The Solution and Content uploaded to the Solution may contain links to other websites which are independent of Glisser. Glisser has not reviewed such websites and does not endorse and is not responsible for the content of any such websites. Accordingly, Glisser makes no representation or warranty as to the accuracy, completeness or authenticity of the information contained on any other website, and if you follow a link to another website you do so at your own risk.
11.2 Our Solution must not be framed on any other website.
12. DEALINGS BETWEEN USERS
12.1 Your interactions with organizations and/or individuals found on or through the Solution are solely between you and such organizations and/or individuals. Glisser shall not be responsible or liable for any loss or damage of any sort arising from any such dealings.
12.2 In the event that you have a dispute with an organization and/or individual found on or through the Solution, you hereby release Glisser, its officers, employees, agents and successors in rights from claims, demands and damages (actual and consequential) of every kind or nature, known or unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such disputes and/or the Solution (save to the extent caused by Glisser’s own negligence or wilful default).
13. DISCLAIMER OF WARRANTIES
13.1 The solution is provided “as is” and Glisser hereby disclaims all warranties, whether express, implied, statutory or other, and Glisser specifically disclaims all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, and all warranties arising from course of dealing, usage or trade practice. Without limiting the foregoing, Glisser makes no warranty of any kind that the solution, or any content or results of the use thereof, will meet the customer’s or any other person’s requirements, operate without interruption, achieve any intended result, be compatible or work with any software, system or other services, be secure, accurate, complete, free of harmful code or error free, be free from defects, viruses, errors and bugs, or will not give rise to any civil or criminal legal liability on the part of the customer or any other person.
13.2 In no event will Glisser be liable to the customer or any third party for any use, interruption, delay or inability to use the solution, lost revenues or profits, delays, interruption or loss of services, business or goodwill, loss or corruption of data, loss resulting from the solution or any service failure thereof, malfunction or shutdown, failure to accurately transfer, read or transmit information, failure to update or provide correct information, system incompatibility or provision of incorrect compatibility information.
14. LIMITATION OF LIABILITY
14.1 In no event will Glisser’s aggregate liability under or in connection with these terms or its subject matter, under any legal or equitable theory, including breach of contract, tort (including negligence), strict liability and otherwise, exceed the total amount paid by the customer to Glisser during the twelve-month period preceding the event giving rise to the claim.
14.2 In no event will Glisser be liable for any consequential, indirect, exemplary, special or punitive damages, whether arising out of or in connection with this agreement, breach of contract, tort (including negligence), strict liability or otherwise, regardless of whether such damages were foreseeable and whether or not the customer was advised of the possibility of such damages.
15.1 You agree to indemnify and hold harmless Glisser, its officers, employees, agents and service providers from any claim or demand, including reasonable legal fees and court costs, made by any third party due to or arising out of Content you submit, post or make available through the Solution, your use of the Solution, your violation of these Terms, or your violation of any rights of any person or organization.
16. TERMINATION AND CANCELLATION
16.1 You may terminate your use of the Solution at any time by terminating any applicable agreements between you and us relating to your use of the Solution and/or discontinuing your access to the Solution and deleting your account details. Non-enterprise Customers who have subscribed to the Solution and pay an Annual Fee may cancel their subscriptions after the 12 month minimum subscription period at any time by giving us at least 30 days’ notice in writing. Enterprise Customers who have subscribed to the Solution and pay an Annual Fee may cancel their subscriptions at the end of the 12 month minimum subscription period by giving us at least 30 days’ notice in writing prior to the expiration of such 12 month minimum subscription period, otherwise the subscription will roll over for an additional subscription period of 12 months. If you cancel your subscription within the 12 month minimum subscription period, your cancellation will take effect immediately but your obligation to pay the Annual Fee shall continue until the expiration of the 12 month minimum subscription period.
16.2 Annual Fees and Event Fees are non-refundable. If you cancel your subscription or Event at any time, your cancellation will take effect immediately and you’ll not have any right to receive any payment or other credit for a refund of any Annual Fees or Event Fees that have already been paid.
16.3 We may cancel your subscription and/or delete, suspend or deactivate your account, block your email address or otherwise terminate or restrict your access to the Solution immediately without notice and remove and discard any of your Content within the Solution if you commit a material breach of these Terms.
16.4 Neither Glisser nor its officers or employees shall be liable to you or any third party for any termination or restriction of your access to the Solution.
16.5 If we cancel as a result of a breach of these Terms, any Annual Fees already paid by you for periods following the cancellation or termination date or Event Fees already paid by you for an Event taking place after the cancellation or termination date, shall be forfeited and shall belong to us.
17.1 If any provision of these Terms is held to be illegal or unenforceable such provision shall be severed and the remainder of these Terms shall remain in full force and effect, unless the business purpose of the contract between us is substantially frustrated as a result.
17.2 These Terms and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of the State of New York without giving effect to any choice or conflict of law provision or rule that would require or permit the application of the laws of any jurisdiction other than those of the State of New York. Any legal suit, action or proceeding arising out of or related to these Terms may be instituted in the federal courts of the United States or the courts of the State of New York, and each party hereby consents to the jurisdiction of, the federal and state courts located in the City of New York within the State of New York.
17.3 If you have any questions about these Terms, please contact us.