These terms were updated and effective as of January, 2021.
This TERMS OF SERVICE is a legal agreement (“Agreement”) between User and Content Bacon. Inc., (“Content Bacon”). BY ACCESSING AND/OR USING THE SERVICE(S), YOU ARE AGREEING, ON BEHALF OF YOURSELF AND/OR YOUR COMPANY, TO BE BOUND BY THE MOST RECENT TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT ACCESS AND/OR USE THE SERVICE(S).
This Agreement between Content Bacon and you, governs your use of the Content Bacon service, and the website (www.ContentBacon.com) including, without limitation, all content such as text, information, images, applications, templates software and other information, services and materials (collectively, the “Service”) and all information made available to you or by you through this site by Content Bacon.com, and/or third parties. The "Customer" shall mean the entity or person invoiced by Content Bacon for use of the Service, and “You” or “User” shall mean a unique user of the Service whether a Customer or not (as defined by unique URL, IP address or other unique identification).
This Agreement comprises the entire agreement between User and Content Bacon, and supersedes any and all prior or contemporaneous negotiations, discussions or agreements, whether written or oral, between the parties regarding the subject matter contained herein.
Content Bacon, in its sole discretion, reserves the right to revise, update and change this Agreement from time to time without notice to you, and you agree to be bound by such modifications or revisions. Any new features that augment or enhance the current Service, including the release of new features and resources, shall be subject to this Agreement. You agree to use the Service at your own risk and you understand that Content Bacon is not responsible for the content posted on the ContentBacon.com or provided as part of the Service.
PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING CONTENT BACON’S WEBSITE AND/OR SERVICES. BY ACKNOWLEDGING THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO THIS AGREEMENT, REGISTERING FOR CONTENT BACON’S SERVICES, AND/OR ACCESSING OR USING CONTENT BACON’S WEBSITE AND/OR SERVICES, YOU ARE ACCEPTING AND AGREEING TO BE BOUND BY THIS AGREEMENT .
IF YOU OR THE CUSTOMER YOU REPRESENT DO NOT AGREE TO THIS AGREEMENT, THEN DO NOT ACKNOWLEDGE THAT YOU AGREE TO THIS AGREEMENT AND DO NOT USE CONTENT BACON’S WEBSITE OR THE SERVICES.
Violation of any of the terms below may result in the termination of your Account.
1. Service Plans
The Service is available as a paid service plan (a “Content Bacon Account”). Each Content Bacon Account invoiced to and paid by the Customer in accordance with Section 2 herein comprises a single Content Bacon Account through ContentBacon.com with an unlimited number of Users.
Payment for Services under a Content Bacon Account shall be at prices and under terms stated on the ContentBacon.com website, or as otherwise stated or quoted by Content Bacon, from time to time. All prices are exclusive of taxes (VAT or otherwise), which may or may not be added to the price, depending on applicable law and the legal residence of the Customer.
Content Bacon is entitled to adjust the prices, functionality and number of Users for the Service, from time to time, and within its sole and absolute discretion. Adjusted prices shall take effect upon any subsequent term of the Service. By agreeing to the terms of this Agreement You hereby authorize Content Bacon to automatically charge the credit or debit card provided by You for any subsequent term of Service.
Payment shall be made automatically by charges assessed against the Customer’s credit card or by other designated payment method, as noted on the Content Bacon website, or as otherwise instructed by Content Bacon, from time to time.
In case of non-payment for any reason or any violation of this Agreement, Content Bacon shall be entitled - without liability - to immediately bar Customer's access to the Service and bar access to the Content Bacon Account in question, and to terminate Customer’s Content Bacon Account. Customer agrees and acknowledges that Content Bacon has no obligation to retain Uploaded or Synchronized Data (as defined in Section 7 hereunder) and that such Uploaded or Synchronized Date may be irretrievably deleted if the account is forty-five (45) days or more delinquent.
3. Right of Use
At the time of entering into this Agreement, the Customer is granted a non-exclusive, non- transferable right to use the Service, solely for Customer’s own internal business purposes, subject to this Agreement. All rights not expressly granted to You are reserved by Content Bacon.
The right of use is at all times conditioned on compliance with the terms of this Agreement, and for Customer, prompt and timely payment regarding the Service. Breach of any term of this Agreement, or non-payment or delay in payment shall terminate any right of use granted to the User and Customer under this Agreement.
The Service may not be used in any way that is illegal or promotes illegal activities or in a manner that might be libelous or defamatory or otherwise malicious or harmful to any person or entity, or discriminatory based on race, sex, religion, nationality, disability, sexual orientation, or age or is otherwise indecent.
You shall not (i) license, sublicense, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Service in any way; (ii) modify or make derivative works based upon the Service; (iii) create Internet "links" to the Service or "frame" or "mirror" any content on any other server or wireless or Internet-based device; or (iv) reverse engineer or access the Service in order to (a) build a competitive product or service, (b) build a product using similar ideas, features, functions or graphics of the Service, or (c) copy any ideas, features, functions or graphics of the Service.
You may use the Service only for your internal business purposes and shall not: (i) send spam or otherwise duplicative or unsolicited messages in violation of applicable laws; (ii) send or store infringing, obscene, threatening, libelous, or otherwise unlawful or tortuous material, including material harmful to children or violative of third party privacy rights; (iii) send or store material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs; (iv) interfere with or disrupt the integrity or performance of the Service or the data contained therein; (v) attempt to gain unauthorized access to the Service or its related systems or networks; or (vi) use the Service, including the content, our intellectual property rights, Content Bacon technology and our trademarks and service marks for any commercial purposes (i.e. soliciting customers, resale, etc.) without Content Bacon’s prior written consent.
For the avoidance of doubt, any termination by either of the parties or the expiration of the term of this Agreement shall only have effect for the future, and shall have no retroactive effects. Notwithstanding the above, the rights and obligations in Sections 7-11 and 20 shall stay in full force and effect after said expiration or termination of this Agreement.
Access to the Service is available at https://www.ContentBacon.com. Upon entering into a contract with the Customer, Content Bacon, in addition to direct communication, will provide the Customer with access to an online document management and collaboration platform for accessing the Service or Content Bacon, upon request, can utilize Customer’s existing document management platform.
Access to the Service is only available to the Customer and Users, subject to compliance with this Agreement and, in the case of Customer, making the applicable payments for the Service under this Agreement.
All accounts, usernames and passwords are personal, and are to be considered part of Confidential Information (as defined in Section 20 hereunder). The User or Customer is at all times fully liable for all acts and omissions by Users whom the Customer has granted access and agrees to indemnify Content Bacon for all claims and losses related to such acts and omissions.
5. Service Level
Content Bacon will at all times reasonably attempt to achieve the highest possible availability and shortest possible access time for the Service, but no warranties of any kind, regarding any specific availability or time of access are granted. The Service is hosted by Content Bacon, or a subcontractor of its choice. All data stored as part of the Service may be backed up on a regular basis. If Customers with a paid service plan experience loss of data, Content Bacon may use reasonable efforts to attempt to restore data from the most recent working backup; provided, however, Content Bacon gives no warranties with respect to recovering or restoring any lost Customer data. The User and/or Customer is always encouraged to make its own backups of all data stored on the Service.
6. Your Responsibilities
You are responsible for all activity occurring under your Content Bacon Account and shall abide by all applicable local, state, national and foreign laws, treaties and regulations in connection with your use of the Service, including those related to data privacy, international communications and the transmission of technical or personal data. In addition, you shall be responsible for abiding by any and all internal policies, procedures and regulations, which are required, by your employer and/or the Users of your account. You shall: (i) notify Content Bacon immediately of any unauthorized use of any password or account or any other known or suspected breach of security;
(ii) report to Content Bacon immediately and use reasonable efforts to stop immediately any copying or distribution of content that is known or suspected by You or other users to violate this Agreement or the intellectual property rights of third parties; and (iii) not impersonate another Content Bacon user or provide false identity information to gain access to or use the Service. By accessing the Service, You represent and warrant that you have not falsely identified yourself nor provided any false information to gain access to the Service and that your billing information is correct.
Content Bacon does not own any data, information or material that You or others integrate or submit to the Service in the course of using the Service ("Uploaded or Synchronized Data"). You shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use any and all Uploaded or Synchronized Data that You submit. Content Bacon shall not be responsible or liable for the deletion, correction, destruction, damage, loss or failure to store any Uploaded or Synchronized Data.
The Customer and/or User are fully liable for the legality of all Uploaded or Synchronized Data stored by the Customer and/or User on the Service. Furthermore the Customer and/or User is fully liable, if such Uploaded or Synchronized Data is infringing upon third party rights, and accordingly agrees to indemnify Content Bacon for all claims and losses related to such infringement and/or illegality.
If Content Bacon on its own or through any third party has notice that Uploaded or Synchronized Data stored by the Customer and/or User is in violation of any law or infringes third party rights, Content Bacon shall have the unfettered right to - without liability to the Customer or User -
immediately suspend access to such data without prior notice to the User or Customer. The Customer and/or User may be notified by Content Bacon of any such action under this Section, when reasonable and possible.
For Content Bacon Accounts, the administrator shall have control over all applicable Uploaded or Synchronized Data submitted to the Service, and all Uploaded or Synchronized Data will be deemed to be owned by and the property of the applicable organization. Upon request by the applicable administrator, Content Bacon may remove, modify, edit or otherwise alter any applicable Uploaded or Synchronized Data.
8. Intellectual Property Rights
You shall defend, indemnify and hold Content Bacon, its licensors and each such party's parent organizations, subsidiaries, affiliates, officers, directors, employees, attorneys and agents harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys' fees and costs) arising out of or in connection with: (i) a claim alleging that use of the
Service or any Uploaded or Synchronized Data infringes the rights of, or has caused harm to, a third party; (ii) a claim, which if true, would constitute a violation by You of your representations and warranties made herein; or (iii) a claim arising from the breach by You or other Users of this Agreement (iv) your use of and access to the Content Bacon website. This defense and indemnification obligation will survive the expiration or termination of this Agreement and your use of the Services.
10. Disclaimer of Warranties
CONTENT BACON AND ITS LICENSORS MAKE NO REPRESENTATION, WARRANTY, OR GUARANTY AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, TRUTH, AVAILABILITY, ACCURACY OR COMPLETENESS OF THE SERVICE OR ANY CONTENT. CONTENT BACON AND ITS LICENSORS DO NOT REPRESENT OR WARRANT THAT (i) THE USE OF THE SERVICE WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA, (ii) THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (iii) ANY STORED DATA WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (v) ERRORS OR DEFECTS WILL BE CORRECTED, OR (vi) THE SERVICE OR THE SERVER(S) THAT MAKE THE SERVICE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE SERVICE AND ALL CONTENT IS PROVIDED TO YOU STRICTLY ON AN "AS IS" BASIS. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON- INFRINGEMENT OF THIRD PARTY RIGHTS, ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW BY CONTENT BACON AND ITS LICENSORS. CONTENT BACON IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS.
11. Limitation of Liability
IN NO EVENT SHALL CONTENT BACON BE LIABLE FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL OR INCIDENTAL LOSS, EXEMPLARY OR OTHER DAMAGES RELATED TO THIS AGREEMENT OR WHETHER DIRECT OR INDIRECT: (i) LOSS OF DATA, (ii) LOSS OF INCOME, (iii) LOSS OF OPPORTUNITY, (iv) LOST PROFITS, AND (v) COSTS OF RECOVERY OR ANY OTHER DAMAGES; (vi) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/ OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (vii) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR WEBSITE, (viii)
ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR WEBSITE BY ANY THIRD PARTY, AND/OR (ix) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE , HOWEVER CAUSED AND BASED ON ANY THEORY OF LIABILITY, AND INCLUDING, BUT NOT LIMITED TO, BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR OTHERWISE, AND WHETHER OR NOT CONTENT BACON HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT PERMITTED BY APPLICABLE LAW, CONTENT BACON’S LIABILITY HEREUNDER IS LIMITED TO THE TOTAL AMOUNT PAID TO CONTENT BACON BY CUSTOMER IN THE TWELVE (12) MONTHS DIRECTLY PRECEDING THE OCCURRENCE(S) THAT CAUSE THE DAMAGES. SOME JURISDICTIONS DO NOT ALLOW LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO CUSTOMER.
If any provision of this Agreement is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect. No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and Content Bacon’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision. Content Bacon reserves the right to amend this Agreement at any time and without notice, and it is your responsibility to review this Agreement for any changes. Your use of the Content Bacon Website following any amendment of this Agreement will signify your assent to and acceptance of its revised terms.
12. Legal Authority
If You are signing up for the Services on behalf of a business entity or company, You represent and warrant that: the entity is qualified and licensed to do business and in good standing in every jurisdiction where such qualification and licensing is required for purposes of this Agreement; You have the full right, power and authority to enter into this Agreement on the entity’s behalf and to ensure the entity performs its obligations hereunder; You have taken all necessary corporate action to authorize this Agreement and You are authorized to bind the entity to all terms of this Agreement; and this Agreement will constitute the legal, valid and binding obligation of the entity, enforceable against it in accordance with its terms. If You are signing up for the Services on Your own behalf, You agree that You are personally bound by this Agreement.
13. Force Majeure
Neither party will be responsible for any delay, interruption or other failure to perform under this Agreement due to acts beyond its reasonable control, but only for so long as such conditions persist. Force majeure events include, but are not limited to: natural disasters (e.g., lightning, earthquakes, hurricanes, floods); wars, riots, terrorist activities, and civil commotions; activities of local exchange carriers, telephone carriers, wireless carriers, Internet service providers, and other third parties; explosions and fires; embargoes, strikes, and labor disputes; governmental decrees; and any other cause beyond the reasonable control of a party.
14. Personal Data.
15. Terms and Termination of Service
Content Bacon may give notice by means of a general notice on the Service, electronic mail to your e-mail address on record in Content Bacon's account information, or by written communication sent by first class mail or pre-paid post to your address on record in Content Bacon's account information. Such notice shall be deemed to have been given upon the expiration of forty eight (48) hours after mailing or posting (if sent by first class mail or pre-paid post) or twelve (12) hours after sending (if sent by email).
17. Modification to Terms
Content Bacon reserves the right to modify the terms and conditions of this Agreement or its policies relating to the Service at any time and within its sole and absolute discretion, effective upon posting of an updated version of this Agreement on the Content Bacon website at https://www.ContentBacon.com/terms. You are responsible for regularly reviewing this Agreement. Continued use of the Service after any such changes shall constitute your consent to such changes.
This Agreement may not be assigned by you without the prior written approval of Content Bacon but may be assigned without your consent by Content Bacon.
19. Scope of Service
It is your responsibility to provide all data required to enable us to provide the Services requested. Your communications with us regarding matters raised in this Service are “confidential,” not “privileged”. That means, in most cases our communications cannot be disclosed to third parties without your consent and approval. Although we will perform the Services to the best of our ability, we cannot and have not made any guarantees regarding the outcome of any services that we perform. Any discussions that we have with you about the outcome of any matter are our best professional estimates only and are limited by our knowledge at the time they are made. These statements about outcomes are not guarantees of future performance and undue reliance should not be placed on them. Such forward-looking statements necessarily involve known and unknown risks and uncertainties, which may cause actual performance and results in future periods to differ materially from any projections of future performance or result expressed or implied by such forward-looking statements.
Unless expressly authorized in writing by the other party, neither party shall disclose to any third party any Confidential Information of the other party, nor use such Confidential Information in any manner other than to perform its obligations under this Agreement. Confidential Information means any non-public information and/or materials provided by a party under this Agreement to the other party and reasonably understood to be confidential, but shall not include Uploaded or Synchronized Data.
The foregoing restrictions do not apply to any information that (i) is publicly disclosed through no fault of the receiving party, (ii) is already lawfully in the receiving party’s possession and not subject to a confidentiality obligation to the disclosing party, (iii) becomes known to the receiving party from a third party having an apparent bona fide right to disclose the information, or (iv) is Confidential Information that the receiving party is obligated to produce pursuant to an order of a court of competent jurisdiction or a valid administrative subpoena, provided receiving party supplies disclosing party with timely notice of such court order or subpoena. Furthermore, Customer and User will keep in confidence all passwords and/or other access information related to the Services. Customer and User acknowledge that Content Bacon and its licensors retain all intellectual property rights and title, in and to, all of their Confidential Information and/or other proprietary information. This shall include, but not be limited to: products, services, and the ideas, concepts, techniques, inventions, processes, software or works of authorship developed, embodied in, or practiced in connection with the Services provided by Content Bacon hereunder.
21. Attorneys’ Fees and Costs.
In the event of any dispute arising under this Agreement, whether or not a lawsuit or other proceeding is filed, the prevailing party shall be entitled to recover its reasonable attorneys’ fees and costs, whether incurred before suit, during suit, or at the appellate level, including all attorneys’ fees and costs incurred in litigating entitlement to attorneys’ fees and costs, as well as all attorneys’ fees and costs determining or quantifying the amount of recoverable attorneys’ fees and costs. The reasonable costs to which the prevailing party is entitled shall include all costs that are taxable under any applicable statute, rule, or guideline, as well as all non-taxable costs, including, but not limited to, costs of investigation, copying costs, electronic discovery costs, telephone charges, mailing and delivery charges, information technology support charges, consultant and expert witness fees, travel expenses, court reporter fees, and mediator fees, regardless of whether such costs are otherwise taxable under any applicable statute, rule, or guideline.
22. Governing Law; Jurisdiction; Venue
This Agreement is governed by the laws of the State of Florida without regard to conflicts of laws. The courts having exclusive jurisdiction over matters pertaining to this Agreement are the State or Federal Courts of Florida located in Broward County, Florida.
23. WAIVER OF JURY TRIAL
THE PARTIES TO THIS AGREEMENT HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE ANY RIGHT THEY MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION BASED UPON THE AGREEMENT OR ARISING OUT OF, UNDER OR IN CONNECTION WITH THE AGREEMENT, THE SERVICES OR ANY COURSE OF DEALING, COURSE OF CONDUCT, STATEMENTS (WHETHER VERBAL OR WRITTEN) OR ACTIONS OF ANY PARTY HERETO.