Terms and Conditions

EFFECTIVE AS OF SEPTEMBER 26, 2024

GoSpotCheck by FORM
Terms and Conditions

Your use and access of GoSpotCheck by FORM is governed by and subject to these Terms and Conditions (“Terms”). If you do not agree to these Terms, please do not use GoSpotCheck by FORM.

THIS AGREEMENT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND ALSO LIMITS THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE.

Thank you for using GoSpotCheck by FORM, which is owned and provided by WorldAPP, Inc. (“FORM”) and downloading and installing our mobile software application entitled “GoSpotCheck” (the “App”) (collectively, we refer to the App and gospotcheck.com website and the hosted software as a service platform (“Platform”) as the “Service”).

Your use and access of the Service is governed by and subject to these Terms. If you do not agree to these Terms, or if you do not agree with Privacy Policy available on gospotcheck.com, please do not use the Service. In addition, use of the Platform will be subject to any restrictions or limitations that may be contained in the subscription agreement between FORM and your Principal (as defined below) (each a “Subscriber Agreement”).

BY ACCESSING, BROWSING, OR OTHERWISE USING GOSPOTCHECK, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND AND AGREE TO THESE TERMS.

1. LICENSE GRANT; RESTRICTIONS.

a. During any Term for which all applicable Fees have been paid, GSC grants to Subscriber a nonexclusive, nontransferable, non-assignable right and license to: (i) download and distribute the App to the number of Users paid for by Subscriber (“User Limit”) for the purpose of performing Missions and to upload certain information specified by Subscriber to the App (the “Subscriber Content”); (ii) permit the number of Users authorized to access and use the Platform to access the Subscriber Content, including all reports and analyses generated by the Platform based on the Subscriber Content (“Reports”). Subscriber acknowledges and agrees that any App distributed via the Apple Store or Google Play (“App Stores”) are also subject to the applicable rules and policies of each App Store.

b. During the Term, Subscriber grants to GSC: (i) a royalty-free license to store, process, reproduce, publish, and display the Subscriber Content as necessary to provide the Service and Reports to Subscriber, which storage may be accomplished by the use of secure third-party hosting providers; (ii) a royalty-free license to reproduce and display any trademarks provided by Subscriber for use on the Service (“Subscriber Marks”); and (ii) a perpetual, irrevocable, non-exclusive, royalty-free license to use any de-identified, aggregate data generated by Subscriber and each User’s use of the Service and to aggregate such data with data from other GSC customers for the purposes of monitoring and improving the Service or developing new products or services.

c. Subscriber will not: (i) access, use, copy, or distribute the Apps or access to the Platform in a manner that exceeds or violates any limitation set forth in this Agreement; (ii) use or allow the use of the Service for rental or in the operation of a service bureau or time-sharing arrangement, hosting or ASP model; (iii) remove or obscure any copyright, or proprietary rights notice on the Service; or (iv) interfere with, disrupt, alter, translate, or modify the Service, or create an undue burden on the Service or networks connected to the Service. Subscriber also agrees that use of the App and Platform is subject to GSC’s Privacy Policy.

2. OWNERSHIP.

a. GSC owns all IP Rights in the Service, including the App, Platform, and the System and Subscriber does not acquire any right, express or implied, other than those specified in this Agreement. “IP Rights” means all forms of intellectual property rights and protections throughout the world, including, but not limited to, any (a) patents (including any patent applications, together with all reissuances, continuations, continuations-in-part, revisions, extensions and reexaminations thereof), (b) copyrights, (c) Internet domain names, trademarks, service marks, and trade dress, together with all goodwill associated therewith, (d) trade secrets, (e) rights in databases and designs (ornamental or otherwise), (f) moral rights, rights of privacy, rights of publicity and similar rights, and (g) and any other proprietary rights and protections, whether currently existing or hereafter developed or acquired, whether published or unpublished, arising under statutory law, common law, or by contract, and whether or not perfected, including all applications, disclosures and registrations with respect thereto.

b. Subscriber owns all IP Rights in and to the Subscriber Content and the Subscriber Marks. Upon termination of this Agreement, GSC shall (i) cease use of all Subscriber Marks;

(ii) provide Subscriber five (5) business days to retrieve Subscriber Content (subject to any restrictions on Subscriber Content imposed by law or GSC’s Privacy Policy) and (iii) thereafter, upon Subscriber’s request, unless otherwise required by law or legal process, delete Subscriber Content.

3. DISCLAIMER.

EXCEPT AS EXPRESSLY INDICATED IN THIS AGREEMENT AND SUBJECT TO ANY STATUTORY WARRANTIES THAT CANNOT BE EXCLUDED, GSC MAKES NO OTHER EXPRESS OR IMPLIED WARRANTIES WHATSOEVER, INCLUDING WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR THAT THE SERVICE WILL MEET SUBSCRIBER’S REQUIREMENTS.

4. CONFIDENTIAL INFORMATION.

a. “Confidential Information” means any information prepared or delivered to the receiving party by the disclosing party or its representatives (including information or data received by the disclosing party from a third party and as to which the disclosing party has confidentiality obligations), that is: (i) is marked or designated by the disclosing party as confidential; (ii) known to the receiving party, or should be known to a reasonable person given the facts and circumstances of the disclosure, as being treated as confidential or proprietary by the disclosing party.

b. Confidential Information shall not include to information that is; (i) made available to the public other than by breach of this Agreement; (ii) otherwise rightfully received by the non-disclosing party without obligations of confidentiality; (iii) known to the non-disclosing party before receiving the Confidential Information from the disclosing party under this or any prior agreement of the parties; or (iv) disclosed by the disclosing party to a third party without restrictions.

c. Each party shall: (i) keep the Confidential Information of the other party confidential; (ii) take reasonable precautions not to disclose copy, distribute or otherwise disseminate the Confidential Information to any third parties; (iii) disclose the Confidential Information only to those employees, agents and subcontractors who have a legitimate business reason to for the performance of obligations under this Agreement and who are subject confidentiality restrictions no less strict than those contained in this Agreement. Upon the termination, cancellation or expiration of this Agreement for any reason or upon the reasonable request of Subscriber, all Confidential Information, together with any copies that may be authorized herein, shall be returned to Subscriber or, if requested by Subscriber, certified destroyed by GSC.

5. INDEMNIFICATION.

a. GSC will indemnify, defend, release and hold Subscriber harmless from any third-party claim that the Service infringes such third party’s IP Rights, excluding any claim based on (i) modification(s) made to the Service by Subscriber; (ii) use or combination with non-GSC programs. In the event of a claim, GSC may, at its option modify the Service so that it becomes non-infringing, obtain a license from the third-party at no cost to Subscriber; or terminate Subscriber’s access and refund any pre-paid Fees.

b. Subscriber shall indemnify, defend, release, and hold harmless GSC from and against any and all claims, suits, actions, or other proceedings for any loss or damage (including reasonable attorney’s fees) brought by third parties against GSC or its directors, officer or employees to the extent based on or arising from any claim that the Subscriber Content infringes or constitutes a wrongful use of any third party’s IP Rights, or any right of publicity or privacy, or is libelous or defamatory.

c. The indemnified party must notify the indemnifying party promptly in writing of any claim for indemnification; provided that the failure to notify shall not excuse the indemnifying party of its obligations except to the extent such failure materially prejudices the indemnifying party. The indemnified party shall provide reasonable assistance to the indemnifying party at the indemnifying party’s expense. The indemnifying party shall control the defense and settlement of such claim; provided, that the indemnified party may participate in the defense with counsel of its choosing and at its sole expense and the indemnifying party shall not enter into any settlement other than payment of monies, without the indemnified party’s prior written consent.

6. LIMITATION OF LIABILITY.

EXCEPT FOR A PARTY’S INDEMNIFICATION OBLIGATIONS, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, SPECIAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, EVEN IF SUCH PARTY IS INFORMED OF THEIR POSSIBILITY (SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSION OR LIMITATION MAY NOT APPLY). EXCEPT FOR A PARTY’S INDEMNIFICATION OBLIGATIONS, IN NO EVENT SHALL EITHER PARTY’S AGGREGATE, CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, EXCEED THE TOTAL AMOUNT OF FEES PAID BY SUBSCRIBER HEREUNDER. THE FOREGOING SHALL NOT LIMIT SUBSCRIBER’S PAYMENT OBLIGATIONS FOR UNPAID FEES.

7. PERSONAL DATA PROTECTION.

Protection of your data. GSC’s safeguards will include measures for preventing use, modification or disclosure of personal data by GSC personnel except to provide the Service and prevent or address service or technical problems, as compelled by applicable law, or as expressly permitted by Subscriber. To the extent any of Subscriber’s data includes personal data, the terms of the Data Processing Agreement (“DPA”) located here are hereby incorporated by reference and will apply. The DPA sets out how GSC will process personal data on Subscriber’s behalf in connection with the Service provided. GSC will maintain commercially appropriate administrative, physical, and technical safeguards for protection of the security, confidentiality and integrity of the personal data, as described in the DPA, including security measures in Schedule B of the DPA.

CCPA. GSC shall, where applicable, comply with CCPA and any amendments thereto and provide the same level of privacy protection as required by this legal act. GSC acknowledges and agrees that personal information is disclosed by Subscriber only for the business purpose of data collection services provision hereunder, which include but are not limited to mobile task management, reporting, support services and provision of any other services indicated in the applicable Order Form (“Business purpose”). GSC will not sell or share Subscriber personal information as defined in the CCPA. GSC shall not retain, use, or disclose the personal information for any purpose other than for the Business purpose, including retaining, using, or disclosing the personal information for a commercial purpose other than the Business purpose, or as otherwise permitted by the CCPA. GSC also acknowledges and agrees that it shall not retain, use, or disclose the information outside of the direct business relationship between GSC and Subscriber. Notwithstanding the foregoing, GSC may use personal information: (1) for internal use by GSC to build or improve the quality of its services; (2) to prevent, detect, or investigate data security incidents, or protect against malicious, deceptive, fraudulent or illegal activity; (3) to retain and employ another vendor as a subcontractor/service provider; and (4) when required by law, including to comply with state, federal, and local laws; comply with a court mandated order, subpoena, or investigation; to respond to governmental and/or law enforcement requests; and to commence or defend legal claims.

GSC shall not combine the personal information that GSC receives from, or on behalf of, the Subscriber with personal information that it receives from, or on behalf of, another person or persons, or collects from its own interaction with the consumer, provided that GSC may combine personal information to perform any business purpose if and as permitted by the applicable law.

GSC agrees that the Subscriber may take reasonable and appropriate steps to monitor and help ensure that GSC uses the personal information transferred in a manner consistent with the Subscriber’s obligations under the CCPA. GSC will notify the Subscriber if it makes a determination that it can no longer meet its obligations under the CCPA.

GSC hereby grants Subscriber the right, upon notice, to take reasonable and appropriate steps to stop and remediate unauthorized use of Subscriber personal information.GSC will inform Subscriber of any consumer or data subject request received by GSC relating to Subscriber personal information pursuant to applicable data protection laws and shall provide reasonable assistance to Subscriber in responding to such requests.

If GSC engages any other person to assist it in processing personal information for a Business purpose on behalf of Subscriber, or if any other person engaged by GSC engages another person to assist in processing personal information for that Business purpose, GSC shall notify Subscriber of that engagement, and conclude a binding written agreement with another person requiring the same level of data privacy, protection and information security as required by the CCPA or other applicable data protection laws.

8. MISCELLANEOUS.

The interpretation, validity and enforcement of this Agreement, and all legal actions brought under or in connection with the subject matter of the Agreement shall be governed by the laws of the State of Colorado (except that any conflicts-of-law principles of such state that would result in the application of the law of another jurisdiction shall be disregarded). Any legal action brought under or in connection with the subject matter of the Agreement shall be brought only in the United States with the specific Services provided to Customer.

District Court for the District of Denver, Colorado. Each party hereby completely and irrevocably submits to the exclusive jurisdiction of these courts and agrees not to commence any legal action under or in connection with the subject matter of this Agreement in any other court or forum. Each party waives any objection to the laying of the venue of any legal action brought under or in connection with the subject matter of this Agreement in the Federal or state courts sitting in Denver, Colorado, and agrees not to plead or claim in such courts that any such action has been brought in an inconvenient forum. If any provision of the Agreement or any Exhibit thereto is ruled invalid, such invalidity shall not affect the validity of the remaining portions of the Agreement or Exhibit. All rights and remedies conferred under this Agreement or by any other instrument or law shall be cumulative and may be exercised singularly or concurrently. Failure by either party to enforce any term shall not be deemed a waiver of future enforcement of that or any other term. GSC may assign this Agreement at no additional cost, in whole or part, without consent, in connection with the transfer or sale of a portion of, or substantially its entire business to which this Agreement pertains, in the event of a divestiture of part of its business, reorganization, or its merger or consolidation with another company. Nothing contained in this Agreement is intended to constitute Subscriber and GSC as partners or joint ventures, or the employees, agents, or representatives of one another. GSC is acting solely as an independent contractor and not as an agent of Subscriber. Neither party has the authority to bind the other to any third person or otherwise to act in any way as the representative of the other unless otherwise expressly agreed to in writing signed by both parties. Nothing contained in this Agreement is intended to give rise to a partnership or joint venture between the parties or to impose upon the parties any of the duties or responsibilities of partners or joint ventures. Persons furnished by GSC shall be solely the employees or agents of GSC and shall be under the sole and exclusive direction and control of GSC. Neither party will be held responsible for any delay or failure in performance of any part of this Agreement to the extent that such delay or failure is caused by fire, flood, explosion, war, embargo, government requirement, civil or military authorities, Act of God or by the public enemy, acts or omissions of carriers, or other causes beyond the reasonable control of GSC or Subscriber, including with respect to GSC, any failure or delay of any third party providing any part of the Service, such as a third party hosting provider. (each a “Force Majeure Event”). These GoSpotCheck Terms and Conditions (except Sections 1(a)-(b) and 5(a) shall survive termination of the Agreement. This Agreement constitutes the entire Agreement between Subscriber and GSC relating to the subject matter of this Agreement and supersedes all prior or contemporaneous oral or written communications. This Agreement may only be modified in writing, signed by a duly authorized representative of the parties.

EFFECTIVE AS OF JANUARY 1, 2023

GoSpotCheck by FORM
Terms and Conditions

1. Eligibility

You represent and warrant that you (a) are above the legal age of majority in your jurisdiction of residence, (b) have not previously been suspended or removed from the Service; (c) do not have more than one account at any given time for the Services; (d) you will only provide us with true, accurate, current and complete information – if we believe or suspect that your information is not true, accurate, current or complete, we may deny or terminate your access to the Service (or any portion thereof) – and; (e) that you have full power and authority to enter into the Terms and in doing so will not violate any other agreement to which you are a party.

2. Use of Service

The Service enables companies to use cutting edge mobile software and hosted software as a service technologies capture, analyze, and use real-time market intelligence. Specifically, corporate entities (each a “Principal”) can enlist individual users that have downloaded the App to a mobile device to complete specific information gathering tasks and reviews (each a “Mission”) and collect large amounts of information based on criteria specified by the Principal (“Collected Data”) and aggregate and convert that Collected Data into relevant, useful reports accessed via the Platform (“Reports”). Subject to these Terms and the applicable Subscriber Agreement, FORM grants to you a limited license to use the Service for the foregoing purposes and to copy, display, and use the Reports provided by the GoSpotCheck by FORM solely for your Principal’s business purposes. If you are not party to a Subscriber Agreement, FORM hereby grants you a limited license to view and display the GoSpotCheck by FORM solely for the purpose of learning about FORM and the services that it offers.

3. Member Accounts

In order to use certain features of the Service, you will have to create an account (“Member Account”), which may require you to select a username and password. We may refuse to grant you a username for any reason in our sole discretion. You will be responsible for the confidentiality and use of your username and password and agree not to transfer or resell your use of or access to GoSpotCheck by FORM to any third party. YOU ARE ENTIRELY RESPONSIBLE FOR MAINTAINING THE CONFIDENTIALITY OF YOUR USERNAME AND PASSWORD AND FOR ANY AND ALL ACTIVITIES THAT ARE CONDUCTED THROUGH YOUR ACCOUNT. YOU MAY NEVER USE ANOTHER PERSON’S MEMBER ACCOUNT WITHOUT PERMISSION.

4. Intellectual Property Ownership

Except for (a) Collected Data, (b) any logos, trademarks, service marks, or brand identities provided to FORM by a Principal (“Principal Content”), or (c) any personally identifiable information relating to individual users (“User Data”) (collectively,(a)-(c) are referred to as “Principal Materials”), all other text, content and documents available via the Service, including, any videos, names, logos, trademarks, service marks, brand identities, characters, trade names, graphics, designs, copyrights, trade dress, or other intellectual property appearing in and used to operate GoSpotCheck by FORM, including form.com and gospotcheck.com websites, and the organization, compilation, look and feel, illustrations, artwork, videos, music, software and other works within GoSpotCheck by FORM, on form.com and gospotcheck.com websites (the “FORM Materials”) are owned by FORM or used with permission or under license from a third party (each an “Owner”), and are protected under copyright, trademark and other intellectual property and proprietary rights laws. As between FORM and you: (i) all right, title and interest in and to the FORM Materials will at all times remain with FORM and/or the Owners, and (i) all right, title and interest in and to the Principal Materials will remain with the principal, subject to any rights granted to FORM in its Privacy Policy with respect to User Data. Except as expressly provided herein, nothing within GoSpotCheck by FORM, on form.com and gospotcheck.com websites shall be construed as conferring any license under FORM’s and/or its Owner’s intellectual property rights, whether by estoppel, implication or otherwise. Notwithstanding anything herein to the contrary, FORM may revoke any of the foregoing rights and/or your access to GoSpotCheck by FORM, or any part thereof, including the blocking of your IP Address, at any time without prior notice. If you are a Principal, you represent, warrant and covenant that your Principal Materials do not and will not infringe, misappropriate, use or disclose without authorization, or otherwise violate any intellectual property or proprietary right of any third party, and are not unlawful, fraudulent, threatening, abusive, libelous, defamatory, obscene or otherwise objectionable.

5. Restrictions on Use

No other use of the Service or any FORM Materials is authorized. You agree that any copy of the FORM Materials (or any portion of the FORM Materials) that you make must retain all copyright and other proprietary notices contained herein or therein. Framing of GoSpotCheck by FORM, form.com and gospotcheck.com websites or Materials or posting of FORM Materials on other web sites is strictly prohibited. The use or misuse of any FORM Materials, except as provided in these Terms or in a valid Subscriber Agreement, is strictly prohibited. You shall not, without FORM’s express written consent: (a) distribute text or graphics to others, (b) copy and retransmit, disseminate, broadcast, circulate, or otherwise distribute the FORM Materials on any other server, or modify or re-use all or part of the FORM Materials on this system or any other system, (c) use any trade name, trademark, or brand name of FORM in metatags, keywords and/or hidden text, (d) copy, distribute, modify, transmit, perform, reuse, re-post, or otherwise display the FORM Materials, in whole or in part, for public or commercial purposes or modify, translate, alter or create any derivative works thereof, (e) create derivative works from the FORM Materials or commercially exploit the FORM Materials, in whole or in part, in any way, (f) use the Service, the FORM Materials, and/or any portion thereof, in any manner that may give a false or misleading impression, attribution or statement as to FORM, the Owner, or any third party referenced therein, (g) use the FORM Materials, and/or any services and products on the Service or accessible via the Service for unlawful purposes only; or (h) alter, remove or obscure any copyright notice, digital watermarks, proprietary legends or any other notice included in the FORM Materials.

6. Acceptable Use

Your use of the Service is conditioned upon your compliance with the following rules (“Acceptable Use Restrictions”):

You shall not upload to, transmit through, or display via the Service any content that: (i) is unlawful, fraudulent, threatening, abusive, libelous, defamatory, obscene or otherwise objectionable, or infringes our or any third party’s intellectual property or other rights; (ii) contains confidential, proprietary, or trade secret information of any third party; (iii) violates the rights of others, including without limitation any privacy rights or rights of publicity; (iv) impersonates any person or entity, falsely states or otherwise misrepresents your affiliation with any person or entity, or uses any fraudulent, misleading or inaccurate email address or other contact information; (v) violates any applicable laws or regulations; (vi) makes any statement, express or implied, that you are endorsed by FORM; (vii) harms minors in any way, including, but not limited to, by depicting content that violates child pornography laws, child sexual exploitation laws and laws prohibiting the depiction of minors engaged in sexual conduct; (viii) contains any unsolicited promotions, political campaigning, advertising or solicitations; or (ix) in our sole judgment is inappropriate or objectionable or which restricts or inhibits any other person from using or enjoying the Service, or which may expose the FORM, any of its officers, directors, or employees, or other users to any harm or liability of any type.

You shall not use the Service to engage in any of the following activities: (i) accessing, using, or uploading content to, or attempting to access, use, or upload content to another user’s account without permission; or (ii) transmitting, uploading, or downloading, any software or other materials that contain any viruses, worms, trojan horses, defects, date bombs, time bombs or other items of a destructive nature.

You shall not: (i) modify, adapt, sublicense, translate, sell, reverse engineer, decompile or disassemble any portion of the Service; (ii) remove any copyright, trademark or other proprietary rights notices contained in or displayed on any portion of the Service; (iii) “frame” or “mirror” any portion of the Service, or link to any Material other than via the homepage of the URL located at gospocheck.com, form.com or the URLs provided by us to you for such purposes, without our prior written authorization; (iv) use any robot, spider, site search/retrieval application or other manual or automatic device or process to retrieve, index, “data mine” or in any way reproduce or circumvent the navigational structure or presentation of the Service; or (v) harvest or collect information about or from users of the Service. FORM does not permit copyright infringing activities and infringement of intellectual property rights on the Service, and FORM reserves the right to remove Principal Materials without prior notice and/or to terminate a user’s access to the Service, if the User has been notified of infringing activity and has had Principal Materials removed from the Service more than twice. FORM also reserves the right to decide whether Principal Materials is appropriate and complies with these Acceptable Use Restrictions at any time, without prior notice and at its sole discretion.

7. Privacy Policy and Data Protection

Privacy Policy. Privacy Policy applicable to the use of GoSpotCheck by FORM is incorporated into these Terms by reference and describes the collection, use, and sharing of certain personally identifiable information that may be provided in connection with the use of the Service. Please read and understand GoSpotCheck by FORM Privacy Policy before accessing or using the Service.

Protection of your data. FORM’s safeguards will include measures for preventing use, modification or disclosure of personal data by FORM personnel except to provide the Service and prevent or address service or technical problems, as compelled by applicable law, or as expressly permitted by Principal. To the extent any of Principal’s data includes personal data, the terms of the Data Processing Agreement (“DPA”) located here are hereby incorporated by reference and will apply. The DPA sets out how FORM will process personal data on Principal’s behalf in connection with the Service provided. FORM will maintain commercially appropriate administrative, physical, and technical safeguards for protection of the security, confidentiality and integrity of the persnal data, as described in the DPA, including security measures in Schedule B of the DPA.

CCPA. FORM shall, where applicable, comply with CCPA and any amendments thereto, including but not limited to CPRA and provide the same level of privacy protection as required by these legal acts. FORM acknowledges and agrees that personal information is disclosed by Principal only for the business purpose of data collection services provision hereunder, which include but are not limited to mobile task management, reporting, support services and provision of any other services indicated in the applicable Order Form (“Business purpose”). FORM will not sell or share Principal personal information as defined in the CCPA/CPRA. FORM shall not retain, use, or disclose the personal information for any purpose other than for the Business purpose, including retaining, using, or disclosing the personal information for a commercial purpose other than the Business purpose, or as otherwise permitted by the CCPA/CPRA. FORM also acknowledges and agrees that it shall not retain, use, or disclose the information outside of the direct business relationship between FORM and Principal. Notwithstanding the foregoing, FORM may use personal information: (1) for internal use by FORM to build or improve the quality of its services; (2) to prevent, detect, or investigate data security incidents, or protect against malicious, deceptive, fraudulent or illegal activity; (3) to retain and employ another vendor as a subcontractor/service provider; and (4) when required by law, including to comply with state, federal, and local laws; comply with a court mandated order, subpoena, or investigation; to respond to governmental and/or law enforcement requests; and to commence or defend legal claims.

FORM shall not combine the personal information that FORM receives from, or on behalf of, the Principal with personal information that it receives from, or on behalf of, another person or persons, or collects from its own interaction with the consumer, provided that FORM may combine personal information to perform any business purpose if and as permitted by the applicable law.

FORM agrees that the Principal may take reasonable and appropriate steps to monitor and help ensure that FORM uses the personal information transferred in a manner consistent with the Principal’s obligations under the CCPA/CPRA. FORM will notify the Principal if it makes a determination that it can no longer meet its obligations under the CCPA/CPRA. FORM hereby grants Principal the right, upon notice, to take reasonable and appropriate steps to stop and remediate unauthorized use of Principal personal information.

FORM will inform Principal of any consumer or data subject request received by FORM relating to Principal personal information pursuant to applicable data protection laws and shall provide reasonable assistance to Principal in responding to such requests.

If FORM engages any other person to assist it in processing personal information for a Business purpose on behalf of Principal, or if any other person engaged by FORM engages another person to assist in processing personal information for that Business purpose, FORM shall notify Principal of that engagement, and conclude a binding written agreement with another person requiring the same level of data privacy, protection and information security as required by the CCPA/CPRA or other applicable data protection laws.

8. Digital Millennium Copyright Act

FORM is committed to respecting and protecting the legal rights of copyright owners. As such, FORM adheres to the following notice and take down policy, in full compliance with Section 512(c)(3) of the DMCA (17 U.S.C. § 512 et seq.). If you believe any of the Materials infringes upon your intellectual property rights, please submit a notification alleging such infringement (hereafter a “DMCATakedownNotice”). To be valid, a DMCA Takedown Notice must (a) be provided to FORM’s designated agent, (“Copyright Agent”), as set forth below, and (b) include the following:

• A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
• 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;
• Identification of the material claimed to be infringing or to be the subject of infringing activity and that is to be removed or access disabled and information reasonably sufficient to permit the service provider to locate the material;
• Information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and, if available, an electronic mail;
• 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
• A statement that, under penalty of perjury, the information in the notification is accurate and you are authorized to act on behalf of the owner of the exclusive right that is allegedly infringed.

FORM’s Copyright Agent to receive DMCA Takedown Notices is:

General Counsel
Email: [email protected]
Telephone: 781-849-8118

9. Dispute Resolution

DISPUTE RESOLUTION; ARBITRATION; CHOICE OF LAW. PLEASE READ THIS CAREFULLY. IT AFFECTS YOUR RIGHTS.

YOU AGREE THAT BY USING THE SERVICE OR, YOU ARE WAIVING THE RIGHT TO A COURT OR JURY TRIAL OR TO PARTICIPATE IN A CLASS ACTION. YOU AGREE THAT YOU MAY BRING CLAIMS AGAINST FORM ONLY IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, REPRESENTATIVE, OR COLLECTIVE PROCEEDING. ANY ARBITRATION WILL TAKE PLACE ON AN INDIVIDUAL BASIS; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED.

YOU AGREE THAT ANY AND ALL CLAIMS AND DISPUTES ARISING FROM OR RELATING IN ANY WAY TO THE SUBJECT MATTER OF THESE TERMS, YOUR USE OF THE SERVICE, OR YOUR DEALINGS WITH FORM SHALL BE FINALLY SETTLED AND RESOLVED THROUGH BINDING INDIVIDUAL ARBITRATION AS DESCRIBED IN THIS SECTION. THIS AGREEMENT TO ARBITRATE IS INTENDED TO BE INTERPRETED BROADLY. THE ARBITRATION WILL BE GOVERNED BY THE COMMERCIAL ARBITRATION RULES AND THE SUPPLEMENTARY PROCEDURES FOR CONSUMER RELATED DISPUTES OF THE AMERICAN ARBITRATION ASSOCIATION (“AAA”), AS MODIFIED BY THIS SECTION. THE ARBITRATION WILL BE CONDUCTED BY JUDICIAL ARBITER GROUP, INC. (“JAG”) USING ONE ARBITRATOR WITH SUBSTANTIAL EXPERIENCE IN RESOLVING COMMERCIAL CONTRACT DISPUTES, WHO SHALL BE SELECTED FROM THE APPROPRIATE LIST OF JAG ARBITRATORS IN ACCORDANCE WITH THE ARBITRATION RULES AND PROCEDURES OF JAG. IF JAG IS UNABLE OR UNWILLING TO ARBITRATE A DISPUTE, THEN THE DISPUTE MAY BE REFERRED TO ANY OTHER ARBITRATION ORGANIZATION OR ARBITRATOR THAT YOU AND FORM AGREE UPON IN WRITING OR THAT IS APPOINTED PURSUANT TO SECTION 5 OF THE FEDERAL ARBITRATION ACT. FOR ANY CLAIM WHERE THE TOTAL AMOUNT OF THE AWARD SOUGHT IS $10,000 OR LESS, THE ARBITRATOR, YOU MUST ABIDE BY THE FOLLOWING RULES: (A) THE ARBITRATION SHALL BE CONDUCTED SOLELY BASED ON TELEPHONE OR ONLINE APPEARANCES AND/OR WRITTEN SUBMISSIONS; AND (B) THE ARBITRATION SHALL NOT INVOLVE ANY PERSONAL APPEARANCE BY THE PARTIES OR WITNESSES UNLESS OTHERWISE MUTUALLY AGREED BY THE PARTIES. IF THE CLAIM EXCEEDS $10,000, THE RIGHT TO A HEARING WILL BE DETERMINED BY THE AAA RULES, AND THE HEARING (IF ANY) MUST TAKE PLACE IN BOSTON, MASSACHUSETTS. THE ARBITRATOR’S RULING IS BINDING AND MAY BE ENTERED AS A JUDGMENT IN ANY COURT OF COMPETENT JURISDICTION, OR APPLICATION MAY BE MADE TO SUCH COURT FOR JUDICIAL ACCEPTANCE OF ANY AWARD AND AN ORDER OF ENFORCEMENT, AS THE CASE MAY BE.

THERE IS NO JUDGE OR JURY IN ARBITRATION. ARBITRATION PROCEDURES ARE SIMPLER AND MORE LIMITED THAN RULES APPLICABLE IN COURT AND REVIEW BY A COURT IS LIMITED. YOU WILL NOT BE ABLE TO HAVE A COURT OR JURY TRIAL OR PARTICIPATE IN A CLASS ACTION OR CLASS ARBITRATION. YOU UNDERSTAND AND AGREE THAT BY AGREEING TO RESOLVE ANY DISPUTE THROUGH INDIVIDUAL ARBITRATION, YOU ARE WAIVING THE RIGHT TO A COURT OR JURY TRIAL. ANY DISPUTE SHALL BE ARBITRATED ON AN INDIVIDUAL BASIS, AND NOT AS A CLASS ACTION, REPRESENTATIVE ACTION, CLASS ARBITRATION OR ANY SIMILAR PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE THE CLAIMS OF MULTIPLE PARTIES.

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING IN ANY WAY TO THESE TERMS OF USE, YOUR USE OF THE SERVICE, OR YOUR DEALINGS WITH FORM MUST BE COMMENCED IN ARBITRATION WITHIN TWO (2) YEARS AFTER THE CAUSE OF ACTION ACCRUES. AFTER THAT TWO (2)-YEAR PERIOD, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED. SOME JURISDICTIONS DO NOT ALLOW TIME LIMITATIONS OTHER THAN THOSE SET FORTH IN SUCH STATE’S STATUTE OF LIMITATIONS LAWS. IN SUCH CASES, THE APPLICABLE STATUTE OF LIMITATIONS PROVIDED FOR UNDER THE LAWS OF SUCH STATE SHALL APPLY.

YOU AGREE THAT ALL CHALLENGES TO THE VALIDITY AND APPLICABILITY OF THE ARBITRATION PROVISION—I.E. WHETHER A PARTICULAR CLAIM OR DISPUTE IS SUBJECT TO ARBITRATION—SHALL BE DETERMINED BY THE ARBITRATOR. NOTWITHSTANDING ANY PROVISION IN THESE TERMS TO THE CONTRARY, IF THE CLASS-ACTION WAIVER ABOVE IS DEEMED INVALID OR UNENFORCEABLE YOU AGREE THAT YOU SHALL NOT SEEK TO, AND WAIVE ANY RIGHT TO, ARBITRATE CLASS OR COLLECTIVE CLAIMS. IF THE ARBITRATION PROVISION IN THIS SECTION IS FOUND UNENFORCEABLE OR TO NOT APPLY FOR A GIVEN DISPUTE, THEN THE PROCEEDING MUST BE BROUGHT EXCLUSIVELY IN THE STATE COURTS OF COMPETENT JURISDICTION OR THE UNITED STATES DISTRICT COURT LOCATED IN BOSTON, MASSACHUSETTS, AS APPROPRIATE, AND YOU AGREE TO SUBMIT TO THE PERSONAL JURISDICTION OF EACH OF THESE COURTS FOR THE PURPOSE OF LITIGATING SUCH CLAIMS OR DISPUTES, AND YOU STILL WAIVE YOUR RIGHT TO A JURY TRIAL, WAIVE YOUR RIGHT TO INITIATE OR PROCEED IN A CLASS OR COLLECTIVE ACTION, AND REMAIN BOUND BY ANY AND ALL LIMITATIONS ON LIABILITY AND DAMAGES INCLUDED IN THESE TERMS. THIS ARBITRATION AGREEMENT WILL SURVIVE TERMINATION OF YOUR USE OF THE SERVICE AND YOUR RELATIONSHIP WITH FORM. THIS ARBITRATION AGREEMENT INVOLVES INTERSTATE COMMERCE AND, THEREFORE, SHALL BE GOVERNED BY THE FEDERAL ARBITRATION ACT, 9 U.S.C. §§ 1-16 (“FAA”), AND NOT BY STATE LAW. INFORMATION ON AAA AND HOW TO START ARBITRATION CAN BE FOUND AT WWW.ADR.ORG OR BY CALLING 800-778-7879.

IF YOU WISH TO OPT-OUT OF THE AGREEMENT TO ARBITRATE, WITHIN 45 DAYS OF WHEN YOU FIRST USE THE SERVICE OR SUBMIT THROUGH THE SERVICE A REQUEST FOR INFORMATION, YOU MUST SEND US A LETTER STATING, “REQUEST TO OPT-OUT OF AGREEMENT TO ARBITRATE” AT THE FOLLOWING ADDRESS:

General Counsel
Email: [email protected]
Telephone: 781-849-8118

In the event you opt out of the arbitration provision, you agree to litigate exclusively in the state or Federal courts in Boston, Massachusetts, and you hereby consent and submit to the personal jurisdiction of such courts for the purpose of litigating any such action. These Terms will be governed by the laws of the State of Massachusetts, without giving effect to any principles of conflicts of laws.

10. Disclaimers

Without limiting the foregoing, the Service, and all components and elements of the Service, are provided to you “AS IS” and “AS AVAILABLE” without warranty of any kind, either express or implied, including but not limited to, fitness for a particular purpose, title, or non-infringement. Should applicable law not permit the foregoing exclusion of express or implied warranties, then FORM hereby grants the minimum express or implied warranty required by such applicable law. No advice or information, whether oral or written, obtained by you from FORM, its employees, agents, suppliers or any other persons shall create any warranty, representation or guarantee not expressly stated in this section. Additionally, FORM does not make any warranties that the Service will be uninterrupted, secure or error free or that your use of the Service will meet your expectations, or that the Service, or any result, component, or portion thereof, is correct, accurate, or reliable. FORM reserves the right to change any part of the Service at any time without notice.

11. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, AND WITHOUT LIMITING ANYTHING ELSE IN THESE TERMS, OUR ENTIRE LIABILITY AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO THE USE OF ANY SERVICE, APP, FORM.COM OR GOSPOTCHECK.COM WEBSITES WILL BE: (A) WHERE SUCH LIABILITY RELATES TO SUBSCRIBER AGREEMENT, OUR AGGREGATE LIABILITY FOR ALL CLAIMS RELATED TO THAT SUBSCRIBER AGREEMENT WILL BE THE VALUE OF FEES PAID BY THE PRINCIPAL FOR THE PAST THREE (3) MONTHS; OR (B) IN RELATION TO ANY OTHER CLAIM, THE AMOUNT OF $2,000.

IN NO EVENT WILL WE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES ARISING FROM YOUR USE OF FORM.COM OR GOSPOTCHECK.COM WEBSITES, APP, OR SERVICES OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF FORM.COM OR GOSPOTCHECK.COM WEBSITES, APP, OR SERVICES EXCEPT AS SET FORTH IN A SUBSCRIBER AGREEMENT. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS OUR LIABILITY WILL BE LIMITED TO THE EXTENT PERMITTED BY APPLICABLE LAW.

THE FOREGOING LIMITATIONS WILL APPLY WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE, OR WE WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY SO SOME OR ALL OF THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.

IF YOU ARE A CALIFORNIA RESIDENT, 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.”.

IF YOU ARE ACCESSING THE SERVICE FROM NEW JERSEY, YOU (A) ASSUME ALL RISKS OF LOSSES OR DAMAGES RESULTING FROM YOUR USE OF OR INABILITY TO USE THE SERVICE; (B) IRREVOCABLY WAIVE ALL LOSSES OR INDIRECT, SPECIAL, CONSEQUENTIAL, PUNITIVE OR INCIDENTAL DAMAGES (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, LOST DATA OR BUSINESS INTERRUPTION) THAT MAY OCCUR AS A RESULT OF YOUR USE OF THE SERVICE; AND (C) EXPRESSLY AGREE TO RELEASE AND DISCHARGE FORM AND ITS AFFILIATES, EMPLOYEES, AGENTS, REPRESENTATIVES, SUCCESSORS, OR ASSIGNS FROM ANY AND ALL CLAIMS OR CAUSES OF ACTION RESULTING, DIRECTLY OR INDIRECTLY, FROM YOUR USE OF THE SERVICE; AND (D) YOU VOLUNTARILY GIVE UP OR WAIVE ANY RIGHT THAT YOU MAY OTHERWISE HAVE TO BRING A LEGAL ACTION AGAINST FORM FOR LOSSES OR DAMAGES, WHETHER BASED ON WARRANTY, CONTRACT, TORT OR OTHER LEGAL THEORY, INCLUDING ANY CLAIM BASED ON ALLEGED NEGLIGENCE ON THE PART OF FORM AND THEIR AGENTS AND EMPLOYEES. YOU ACKNOWLEDGE THAT YOU HAVE CAREFULLY READ THIS “WAIVER AND RELEASE” AND FULLY UNDERSTAND THAT IT IS A RELEASE OF LIABILITY.

12. Assignment

Except as set forth in a Subscriber Agreement governing your access to the Service, these Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by FORM without restriction.

13. Notice

From time to time, FORM may revise these Terms. To help you stay current of any changes, FORM notes the date these Terms were last updated above. Your use of the Service following the posting of any revised Terms shall be deemed acceptance of the revised Terms. FORM strongly recommends checking these Terms periodically. If you disagree with the provisions of these Terms at any time, your sole remedy is to terminate your use of the Service. Continued use of the Service constitutes your agreement to these Terms as in effect.

14. Termination

FORM may cancel, suspend or block your use of the Service without notice if there has been a violation of these Terms, Privacy Policy, or the applicable Subscriber Agreement, including non-payment of any fees due to FORM. Your right to use the Service will end once your Member Account is terminated, and any data you have stored on the Service, including Content and Materials, may be unavailable later, unless FORM is required to retain it by law or a valid Subscriber Agreement. You may terminate your Member Account at any time. FORM is not responsible or liable for any records or information that is made unavailable to you as the result of your termination of your Member Account. YOU AGREE THAT FORM WILL NOT BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY TERMINATION OF YOUR ACCESS TO THE SERVICE, CONTENT OR MATERIALS EXCEPT AS SET FORTH IN A VALID SUBSCRIBER AGREEMENT. Any limitations on liability that favor FORM will survive the expiration or termination of these Terms for any reason.

15. Miscellaneous

FORM’s failure to enforce any provision of these Terms shall not be deemed a waiver of such provision nor of the right to enforce such provision. If any part of these Terms is determined to be invalid or unenforceable pursuant to applicable law, including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of these Terms shall continue in effect. FORM reserves a right to use contractors to perform the Service, but will be responsible for their performance, subject to the terms of these Terms. A printed version of these Terms and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.