Terms of Use

Effective Date: February 6, 2018

Please read these Terms of Use (the "Terms") and our Privacy Policy carefully, as they govern your access to and use of our websites, the Spot service and our mobile applications (which we collectively call “Spot”).

These Terms are a contract between our Customer and Palace Inc., a Delaware corporation with offices in California, that provides Spot (which we refer to in these Terms as “Palace”, “us”, “we”, and “our”), and governs your use of Spot. Our “Customer” is either (i) an individual user of Spot or (ii) a business or organization, where an individual registers such business or organization to use Spot on behalf of that business or organization. When we refer to “you” in these Terms, we are referring to our Customer. By accessing and using Spot, you are accepting and agreeing to comply with these Terms. The individual who registers an entity represents and warrants to us, on behalf of the Customer, that such individual has the authority to bind the Customer to these Terms. If you do not accept all of the provisions of these Terms, you may not access or use Spot. By using Spot, you also acknowledge and accept the provisions of our Privacy Policy, which describes the information we obtain from you, and how we use it.

Please note: These Terms include mandatory arbitration provisions to resolve disputes, rather than jury trials or class actions, and also limit the remedies available to you in the event of a dispute.

Eligibility to Use Spot

A. To access or use Spot, (1) you must be 13 years of age or older and, if under 18 or the age of majority in your jurisdiction, your use of Spot must be under the supervision of a parent or guardian or other responsible adult and (2) you, or (where applicable) the adult supervising your use of Spot, must have the power and authority to enter into these Terms. Except as set forth above, or as otherwise approved by us, Spot is for your personal, non-commercial use unless you enter into a separate agreement with us for your commercial use.

B. You may only use Spot if you comply with our User Guidelines. We reserve the right to suspend or ban access or use of Spot for anyone who fails to comply with our User Guidelines or otherwise violates these Terms, in our sole discretion. You may not use Spot if we have banned you.

Providing Spot to You

Availability

Palace will endeavor to make Spot available 24 hours a day, 7 days a week, excluding such periods when Spot may be unavailable due to necessary maintenance, updates or other factors, and unanticipated downtime. We anticipate that Service unavailability will be infrequent and of very limited duration and should we know that there will be any extended unavailability, we will use reasonable efforts to provide advance notice to you. However, Palace does not offer any guarantee or warranty that Spot will be available at all times, or that it will continue to be offered indefinitely.

Working with Third-Parties

Palace utilizes various skilled third-parties (“Service Providers”) to provide technical or other services relating to all or part of our fulfillment of Spot, and you hereby agree that such involvement by these Service Providers is acceptable. Please see our Privacy Policy to understand the extent to which any third-party may have access to Your Content.

Modifications

We retain the right, in our sole discretion, to modify Spot at any time, with or without notice, including modifications that may affect the previous mode of operation of Spot. We expect that any such modifications will enhance Spot, but it is possible that you may not agree with us. For example, if you use a certain level of Spot, we may create a new tier of Spot, or an additional feature which would only be available if you subscribe for such other tier or feature. We also reserve the right to change the information we require from you to utilize certain features of Spot.

Support and Updates

While we expect to provide updates and other modifications to Spot from time to time, and guidance on how to use Spot as it may be updated, we shall not have any obligation to provide specific support to you with respect to the use or modifications of Spot.

We may share information about future enhancements or other changes to Spot, but you should not rely upon them when deciding to subscribe. Your decision to subscribe should be based upon the functionality available when you are making that decision, and not on the potential future functionality.

Your Spot Usage

Spot allows you to submit information about inappropriate interactions in a workplace environment, solely for your own record-keeping purposes or to report such interactions with the applicable organization, or our researchers. These interactions may occur at your place of employment, or as part of an interviewing or job-placement process. While we invite you to specify a variety of information, including personal information that identifies you and the other individual(s) involved, we do not consider this a requirement and enable you to determine how much information to provide. Please understand that you are solely responsible for any and all content that you submit to Spot ("Your Content"). You understand that you may expose yourself to liability if Your Content or other use of Spot violates applicable law or any third-party right.

We have strict internal policies that prohibit Palace personnel from monitoring your communications with the Spot chatbot. For more information about your options in providing personal information, and how such information is managed by Palace and within Spot, please see our Privacy Policy.

In order for you to use Spot, you must go through an interview with Spot’s chatbot. A chatbot is a computer application that is similar to common messaging applications, but you do not chat with a human at Palace. Spot will ask you about your experience and follow up with a set of questions to help you recall as many details as possible. We offer you the option to email yourself a link with instructions on how to download the PDF of the interview, or you may also choose to download it directly with your browser.

Should you wish to send your chat log to someone, you will be given the opportunity to remove details that you feel uncomfortable sharing and include a cover page, revealing as much personal information as you feel comfortable with. Should you wish to identify yourself, you must use your real name. Moreover, we require you to provide a valid email address if you would like to take advantage of our optional service to email a report to someone. Emails will be sent from our server so you do not have to use your email account.

You will be given a link, including a unique identifier that is also printed on your PDF report, to a website on which you can check if your addressee has received the report and whether or not it has been downloaded. Until it has been downloaded, we offer you the option to send a reminder. You are responsible for maintaining the confidentiality of all PDFs you have downloaded and the website link that indicates the status of the email you may have asked us to send.

If you email a report link to yourself, or decide to send a report to someone else, the data of that report is stored on our servers for 30 days after it is downloaded. If you share a report with someone else who does not decide to download the report, the data will be removed after a period of approximately three months. You may manually delete reports from our servers via the link you received by email or during the chat conversation. For more details please see our Privacy Policy.

You agree to notify us immediately if you suspect any unauthorized use of Your Content or access to data you submitted to Spot and/or Palace. Links to downloadable content (reports) are subject to cancellation or suspension by Spot at any time.

User Guidelines

You represent and warrant that you will use Spot solely for lawful purposes in a manner consistent with these Terms, and you agree that you will not:

Ownership of Spot

Subject to your ownership of Your Content, Palace and its licensors exclusively own all right, title and interest in and to Spot, including all images, text and other content provided or made available to you by Palace within, or in conjunction with, Spot, and all associated intellectual property rights therein. You acknowledge that Spot is protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying Spot. Palace hereby grants to you a nontransferable, nonexclusive license right to access and use Spot, in accordance with these Terms. Except for this license, Palace retains all rights, title and interests in Spot.

Your Content

Ownership

As between you and Palace, you shall be deemed the owner of Your Content, subject only to the Operations License expressly granted by you to us in these Terms. You are solely responsible for all Your Content. You represent and warrant that Your Content is truthful and accurate, you have the right to submit Your Content to Spot, and that you have all rights that are necessary to grant us the Operations License under these Terms. You also represent and warrant that neither Your Content, nor your provision of Your Content through Spot, nor any use of Your Content by Palace on or through Spot will infringe, misappropriate or violate a third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.

Grant of Operations License

In order for us to legally process Your Content in the manner necessary to provide Spot, you must grant Palace certain rights with respect to Your Content so that technical actions we take in operating Spot are not considered legal violations. For example, we need to be able to collect, process, transmit, store, copy and publish Your Content in order to provide Spot. Accordingly, you hereby grant Palace a non-exclusive, transferable, sublicensable, worldwide, royalty-free license to use, copy, modify, create derivative works based upon, distribute, publicly display, publicly perform and distribute Your Content in connection with operating and providing Spot, only for the purpose of providing Spot, and for no other purpose (the “Operations License”). You agree that the Operations License granted to us may be extended by us to our Service Providers to the degree necessary in order for Spot to be provided, as well as our researchers if you elect to share Your Content for research purposes.

Protecting Your Content

The protection of Your Content is a top priority for us, so we have implemented and will maintain administrative, physical, and technical safeguards designed to prevent unauthorized access, use, modification, deletion and disclosure of Your Content by our personnel. Palace has designed Spot to enable you to enter Your Content so that a report may be automatically generated without any Spot personnel reviewing Your Content. Palace’s policy is that none of our personnel will review Your Content or any report, unless you contribute Your Content for our researchers (“Your Research Content”). We will endeavor to only share Your Content, in accordance with our Privacy Policy, with Service Providers that contractually agree to reasonable data practices for maintaining the confidentiality and security of Your Content and preventing unauthorized access. However, you acknowledge and agrees that Palace shall have no responsibility for adequate security, protection and backup of Your Content in the possession or control of any recipient to whom you send a report, or our Service Providers or researchers, or if you choose to use unencrypted gateways to connect to Spot.

If you contribute Your Research Content to Spot, our systems will automatically, without any human review, delete the portions of Your Research Content where we expect you to provide information that would identify you or any other person or organization. After that automated process is completed, Spot’s personnel or our researchers will review the remains of Your Research Content and endeavor to remove any other information that may identify anyone or any organization that may have been included in descriptions of the incident. We take these steps to minimize the chance of sharing information that could identify any individual or organization. However, when submitting Your Research Content, you acknowledge and agree: (i) Palace will share Your Research Content with our researchers and neither we nor they are then under any obligation of confidentiality, express or implied, with respect to Your Research Content; (ii) Palace shall be entitled to use or disclose (or choose not to use or disclose) Your Research Content for any purpose, in any way; (iii) Your Research Content automatically becomes Palace’s property without any obligation to you; and (iv) you are not entitled to any accounting, compensation or reimbursement of any kind from Palace under any circumstances. To be clear, Palace shall be entitled to utilize Your Research Content in any way without restriction or obligation to you. Without limiting these rights, you hereby grant Palace a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sublicensable and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit Your Research Content for any purpose.

Links to Third-Party Websites

Spot may contain links to third-party websites placed by us as a service to those interested in certain services or information. Your use of all such links to third-party websites is at your own risk. We do not monitor or have any control over, and make no claim or representation regarding third-party website content or services, or the parties operating them, and cannot ensure that such links will continue to operate properly or direct you to the intended location. To the extent such links are provided by us, they are provided only as a convenience, and a link to a third-party website does not imply our endorsement, adoption or sponsorship of, or affiliation with, such third-party website, or their endorsement or affiliation with Spot or Palace. When you leave Spot, our terms and policies do not govern your use of third-party websites, so please review their terms carefully.

Legal Advice

We want to ensure you understand that Palace does not provide any legal advice to you, through our offering of the Spot service or otherwise. We provide Spot as a service to enable you to promptly record and preserve experiences that may or may not constitute discrimination, harassment or other illegal or improper activity in the jurisdiction within which you work. If you feel that you have been treated unfairly at work, we encourage you to use Spot to record your experience so that it may be available should you wish to pursue a legal or other remedy. We will endeavor to provide guidance in our handbook as to what constitutes unlawful discrimination and harassment in certain jurisdictions, but you should consult with your relevant human resources personnel and personal legal advisor if you wish to obtain legal guidance, or direction on what actions you must take in order to preserve and enforce your rights.

Enforcement by Palace

Removal of Content

While Palace has no obligation to do so, Palace reserves the right to review and delete Your Content (or portion thereof) that has been submitted to us or is stored on our servers that we believe, in our sole discretion, violates these Terms (including our User Guidelines), or that we deem, in our sole discretion, inappropriate. If you see any content or materials submitted through Spot that you believe violates these Terms, you may report such content or materials by sending us an email, either by clicking on the email link at the bottom of report links or by sending us an email to hello@talktospot.com. Once notified, we will review the identified content or materials and consider possible ways how to prevent such incidents in the future. Please note: our interpretation of our policies and the decision whether or not to take action and block certain usage of Spot is within our sole discretion. You understand and agree that if we choose not to respond to your request, that decision will not constitute a violation of these Terms or any agreement we have with you.

Policy Regarding Copyright or Trademark Infringement Claims

Palace respects the intellectual property of others and asks that users of Spot do the same. If you believe that one of our users is, through the use of Spot, unlawfully infringing the copyright(s) in a work, and wish to have the allegedly infringing material removed from Spot, you must send us a written notice containing the following information:

  1. identification of the copyrighted work(s), trademark or other intellectual property that you claim has been infringed, including whether the item is a particular image (and describe it in detail) or written work (including the text of the copyrighted work);
  2. identification of the location in Spot containing the material that you claim is infringing and, if possible, the contact information for the person you believe responsible for the infringing act in connection with that that work that you request us to remove;
  3. your name, physical address, telephone number, and e-mail address;
  4. a statement that you have a good faith belief that use of the objectionable material is not authorized by the copyright owner, its agent, or under the law; and
  5. provide a physical or electronic signature of the person authorized to act on behalf of the owner of the copyright, trademark or other intellectual property interest that is allegedly infringed and a statement from you, made under penalty of perjury, that the information in the notification is accurate and that you are either the copyright, trademark or other intellectual property owner or you are authorized to act on behalf of the intellectual property owner’s behalf.

Please note that, pursuant to 17 U.S.C. § 512(f), any misrepresentation of material fact (falsities) in a written notification automatically subjects the complaining party to liability for any damages, costs and attorney’s fees incurred by us in connection with the written notification and allegation of copyright infringement.

Note that each owner of intellectual property is responsible for protecting their rights and taking any legal or other action they determine to be appropriate to do so, and Spot does not accept any obligation to take any particular action to enforce or protect any party’s intellectual property rights on their behalf.

Other Enforcement Actions

While we have no obligation to do so, we reserve the right to investigate and take appropriate action in our sole discretion against you if you violate these Terms, including without limitation: removing Your Content (or portions thereof) from Spot; suspending your rights to use Spot, including blocking IP addresses from which you may have filed a report; reporting you to law enforcement, regulatory authorities, or administrative bodies; and taking legal action against you.

Defending Our Users

While we have no obligation to do so, we reserve the right, to the fullest extent permitted by applicable law, to take appropriate action to protect the anonymity of our users against the enforcement of subpoenas or other information requests that seek a user's electronic address or identifying information.

Feedback

We welcome feedback, comments and suggestions for improvements to Spot (“Feedback”). You can submit Feedback by emailing us at hello@talktospot.com. You acknowledge and agree: (i) Feedback does not contain confidential or proprietary information; (ii) Palace is not under any obligation of confidentiality, express or implied, with respect to any Feedback; (iii) Palace shall be entitled to use or disclose (or choose not to use or disclose) such Feedback for any purpose, in any way; (iv) Palace may already have under consideration or in development ideas similar to or the same as such Feedback; (v) your Feedback automatically becomes Palace’s property without any obligation to you; and (vi) you are not entitled to any accounting, compensation or reimbursement of any kind from Palace under any circumstances. To be clear, Palace shall be entitled to utilize all Feedback in any way without restriction or obligation to you. Without limiting these rights, you hereby grant Palace a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sublicensable and transferable license under any and all intellectual property rights that you own or control to use, copy, modify, create derivative works based upon and otherwise exploit the Feedback for any purpose.

Warranty Disclaimers

You acknowledge that a variety of actions we take or allow to occur may impair or prevent you from accessing Your Content or using Spot at certain times and/or in the same way, for limited periods or permanently, and agree that Palace has no responsibility or liability as a result of any such actions or results, including, without limitation, for the deletion of, or failure to make available to you, Your Content. You agree that we shall not be liable to you or to any third party for any modification, suspension or discontinuance of any part of Spot.

You acknowledge that a variety of actions we take or allow to occur may impair or prevent you from accessing Your Content or using Spot at certain times and/or in the same way, for limited periods or permanently, and agree that Palace has no responsibility or liability as a result of any such actions or results, including, without limitation, for the deletion of, or failure to make available to you, Your Content. You agree that we shall not be liable to you or to any third party for any modification, suspension or discontinuance of any part of Spot.

The Service is designed to work with multiple Service Providers, but we may not have control over how our Service integrates from time to time with such services, and we do not control the operation of those services. Accordingly, you acknowledge and agree that (i) we are not responsible for the performance of such Service Providers, including, without limitation, the performance of any email delivery service or their use or treatment of Your Content therein; (ii) we are not responsible for any technical inability to access Your Content in Spot; and (iii) we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such services or applications.

SPOT IS PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. We make no warranty that Spot will meet your requirements or be available on an uninterrupted, secure, or error-free basis.

Indemnity

To the maximum extent permitted by applicable law, you will indemnify and hold harmless Palace and its officers, directors, employee and agents, from and against any claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way connected with (i) your access to or use of Spot or Your Content, (ii) Your Research Content, or (iii) your violation of these Terms.

Limitation of Liability

NEITHER PALACE NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING SPOT WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF ANY SUBSTITUTE SERVICE ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE SPOT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT PALACE HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

IN NO EVENT WILL PALACE’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE SPOT EXCEED THE LESSER OF (I) THE AMOUNT YOU HAVE PAID TO PALACE FOR USE OF SPOT DURING THE THEN-CURRENT OR MOST RECENT SUBSCRIPTION TERM OR (II) ONE HUNDRED DOLLARS ($100), IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO PALACE, AS APPLICABLE.

THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN PALACE AND YOU.

Dispute Resolution

Governing Law

These Terms and any action related thereto will be governed by the laws of the State of California without regard to its conflict of laws provisions. Exclusive jurisdiction and venue for actions related to these Terms or your use of Spot will be the state and federal courts located in San Francisco County, California, United States, and both parties consent to the jurisdiction of such courts with respect to any such actions.

Alternative Dispute Resolution Process

Unless you are subject to the Mandatory Arbitration Provisions set out below, and subject to any applicable laws, if a claim arises between you and Palace where the total value of such claim is less than US$10,000, the party initiating the claim may elect to have the dispute resolved pursuant to a binding arbitration process that does not require attendance in person. This “Alternative Dispute Resolution Process” shall be initiated by either of us sending notice to the other, in which event you and Palace agree to use our reasonable efforts to agree within thirty (30) days upon an individual or service to manage the Alternative Dispute Resolution Process (the “Arbitration Manager”) according to the following requirements: (i) neither party shall be required to attend any proceeding in person, (ii) the proceeding will be conducted via written submissions, telephone or online communications or as otherwise agreed upon, (iii) the fees for the Arbitration Manager will be borne equally by the parties or be submitted to the Arbitration Manager to determine as part of the dispute and (iv) the judgment rendered by the Arbitration Manager may be entered in any court of competent jurisdiction for enforcement.

If you are a resident of the European Union (EU), please note that we offer this Alternative Dispute Resolution Process, but we cannot offer you the European Commission Dispute Platform as we do not have an establishment in the EU.

Mandatory Arbitration Provisions

If you reside in the United States or are otherwise subject to the US Federal Arbitration Act, you and Palace agree to resolve any claims relating to these Terms or Spot - except any dispute relating to the enforcement or validity of intellectual property rights - through final and binding arbitration by a single arbitrator, except as set forth under Exceptions to Agreement to Arbitrate below. This includes disputes arising out of or relating to interpretation or application of this "Mandatory Arbitration Provisions" section, including its enforceability, revocability, or validity. The Federal Arbitration Act governs the interpretation and enforcement of these Mandatory Arbitration Provisions.

You can decline this agreement to arbitrate by contacting us at hello@talktospot.com and clearly stating your election to opt out of arbitration, and providing your name, email and physical addresses, within 30 days of your first use of Spot.

The American Arbitration Association (AAA) will administer the arbitration under its Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (to the extent applicable), as modified by these Mandatory Arbitration Provisions. You may review those rules and procedures, and obtain a form for initiating arbitration proceedings at the AAA's website. The arbitrator will decide the substance of all claims in accordance with the laws of the State of California, including recognized principles of equity, and will honor all claims of privilege recognized by law. The arbitrator's award shall be final and binding and judgment on the award rendered by the arbitrator may be entered in any court possessing jurisdiction over the parties, except for a limited right of appeal under the Federal Arbitration Act.

The arbitration will be held in the United States county where you live or work, San Francisco (CA), or any other location we agree to. If, however, the value of the relief sought is US$10,000 or less, either of us may elect to have the arbitration conducted by telephone or based solely on written submissions, which election shall be binding on us, subject to the arbitrator's discretion to require an in-person hearing. Attendance at an in-person hearing may be made by telephone by you and/or us, unless the arbitrator requires otherwise.

The AAA rules will govern payment of all arbitration fees. If the amount of the claim exceeds US$10,000 and you are able to demonstrate that the costs of arbitration will be prohibitive as compared to the costs of litigation, Palace will pay as much of the filing, administration and arbitrator fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. If the arbitrator determines the claim(s) you assert in the arbitration are frivolous, Palace will not pay any of your fees and, if Palace has paid any of your fees, you agree to reimburse Palace for all such fees associated with the arbitration paid by Palace on your behalf, which you otherwise would be obligated to pay under the AAA's rules.

We agree with you that there shall be exceptions to the requirement to resolve disputes under the Mandatory Arbitration Provisions, as described in this paragraph. Either you or Palace may assert claims, if they qualify, in small claims court in San Francisco, California or any United States county where you live or work. In addition, either the Customer or Palace may bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of Spot, or intellectual property infringement (for example, trademark, trade secret, copyright, or patent rights) without first engaging in arbitration or the informal dispute-resolution process described above. If the agreement to arbitrate is found not to apply to you or your claim, you agree to the exclusive jurisdiction of the state and federal courts in San Francisco County, California to resolve your claim.

No Class Actions

You may only resolve disputes with us on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, consolidated, or representative action. Class arbitrations, class actions, private attorney general actions, and consolidation with other arbitrations aren't allowed. If this specific paragraph is held unenforceable, then the entirety of this "Mandatory Arbitration Provisions" section will be deemed void.

Special Notice for California Users

Under California Civil Code Section 1789.3, users of Spot from California are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210. You may of course contact us at hello@talktospot.com, or send us a message at:

Palace Inc.
Attn: Legal Department
1266 Harrison Street
San Francisco, CA, 94103
USA

Termination

These Terms remain in effect while you use Spot. We may suspend or terminate any services that are part of Spot, for any or no reason, without notice to you. We will have no liability whatsoever to you for any termination or related deletion of your information. All provisions of these Terms shall survive termination or expiration of these Terms except those provisions granting access to or use of Spot. For the avoidance of doubt, you agree that these Terms apply to your use of Spot and Your Content posted on Spot at any time prior to the termination or expiration of these Terms.

Changes to Terms

We may revise these Terms from time to time by posting an updated version on Spot. The revised Terms will be effective immediately. You may always determine if the Terms have changed by checking the Effective Date at the top of these Terms. If we make a change that we believe materially reduces your rights or increases your responsibilities we will notify you by means of a notice on this website prior to the change becoming effective. We may provide notice of changes in other circumstances as well. Any such changes will not apply to any claim brought prior to the effective date of the revised Terms incorporating such changes. We encourage you to periodically review this page for the latest information on our Terms. Your continued use of Spot is subject to the most current effective version of these Terms. Except for changes made by us as described here, no other amendment or modification of these Terms shall be effective unless set forth in a written agreement expressly amending these Terms and bearing a written signature by you and us. For clarity, email or other communications will not constitute an effective written agreement for this purpose.

Third-Party Discovery

You agree to waive your right to file a pre-suit discovery proceeding seeking a user's identifying information from Spot. If you intend to propound discovery seeking a user's identifying information, you agree to do so pursuant to a valid California subpoena, properly issued in connection with an active lawsuit and properly served on our registered agent in California at Palace Inc., c/o All Turtles, 1266 Harrison Street, California, CA 94013. You further agree that all such subpoenas and discovery proceedings arising from such subpoenas shall be issued from, brought and resolved exclusively in the state courts located within the federal courts in the Northern District of California, as appropriate, and you agree to submit to the personal jurisdiction of each of these courts for such discovery proceedings.

Export

Spot may be subject to U.S. export control laws and may be subject to export or import regulations in other countries. You agree not to export, reexport, or transfer, directly or indirectly, any U.S. technical data acquired from Palace, or any products utilizing such data, in violation of the United States export laws or regulations.

Electronic Communication

The communications between you and Palace use electronic means, whether you use Spot or send us emails, or whether Palace posts notices on Spot or communicates with you via email. For contractual purposes, you (a) consent to receive communications from Palace in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Palace provides to you electronically satisfy any legal requirement that such communications would satisfy if it were be in a hard copy in writing. The foregoing does not affect your non-waivable rights.

Entire Agreement

Except as specifically stated in any other agreement we have with you, these Terms constitute the entire agreement between you and us regarding the use of Spot and these Terms supersede all prior proposals, negotiations, agreements, and understandings concerning the subject matter of these Terms. You represent and warrant that no person has made any promise, representation, or warranty, whether express or implied, not contained herein to induce you to enter into this agreement. Our failure to exercise or enforce any right or provision of the Terms shall not operate as a waiver of such right or provision. If any provision of the Terms is found to be unenforceable or invalid, then only that provision shall be modified to reflect the parties' intention or eliminated to the minimum extent necessary so that the Terms shall otherwise remain in full force and effect and enforceable. To the extent allowed by law, the English version of these Terms are binding. The Terms, and any rights or obligations hereunder, are not assignable, transferable or sublicensable by you except with Spot's prior written consent, but may be assigned or transferred by us without restriction. Any attempted assignment by you shall violate these Terms and be void. The section titles in the Terms are for convenience only and have no legal or contractual effect; as used in the Terms, the word "including" means "including but not limited to."



Please contact us with any questions regarding these Terms by contacting us here.

Contact Information

hello@talktospot.com

Palace Inc.
Attn: Legal Department
1266 Harrison Street
San Francisco, CA, 94103
USA