Last Modified: May ___, 2019
Definitions The following definitions applies to these Terms and Conditions:
"TheSparkOne," “Ourselves,” “We,” and "Us,” refers to TheSparkOne, LLC, an Arizona limited Liability Company.
“User,” “You,” and “Your” refers to you, the person accessing Sparkfly Labs’ website and other services.
“The Website” refers to Sparkfly Labs’ website located at www.sparkflylabs.com.
“Our Services” refers to the Website, our consultation, co-innovation and co-incubation services offered through Sparkfly Labs, and any other services provided by TheSparkOne in connection with the Website or Sparkfly Labs.
“These Terms and Conditions” refers to these Terms and Condition that you are currently accessing and all incorporated agreements as described herein.
Any use of the above terminology or other words in the singular, plural, capitalization and/or he/she or they, are taken as interchangeable and therefore as referring to same.
Agreement to be Bound and Modification of Terms These Terms and Conditions explain the rules and guidelines for using our Services. By purchasing, downloading, browsing, accessing, or otherwise using our Services, you agree to be bound by all terms and conditions contained herein. If you do not agree with these Terms and Conditions, you should not use the services we provide, or you should discontinue your use if you have already used such services. We may modify these Terms and Conditions at our discretion at any time. You are therefore advised to re-read these Terms and Conditions on a regular basis. Any change in these Terms and Conditions will be posted on the Website. Any modification will not apply retroactively and will become effective when they are posted. Your continued use of our Services constitutes an affirmative: (1) acknowledgment of the modifications; and (2) agreement to abide and be bound by the modifications. If you do not agree to any of the modified terms, you should stop using our Services immediately.
Age Restrictions Children under the age of thirteen (13) may not use our Services. If you are a resident of a country outside the United States, you must comply with your country’s applicable laws and regulations regarding the age of majority.
Payment Terms The Website is provided to users free of charge. We will not collect any charges for browsing or otherwise accessing the Website. You are advised that your mobile carrier’s standard data charges will still apply if you access the Website through a mobile phone. TheSparkOne will not be liable for any data charges that you incur while using the Website.
Fees for the consultation, co-innovation and co-incubation services offered through Sparkfly Labs are made on a case-by-case basis. Please contact us at [email protected] for questions regarding the specifics of your project and pricing. We will provide you a quote for your consultation, co-innovation and co-incubation project prior to providing services to you. Your project will be divided into milestones with certain deliverables and fees due for each milestone. We will agree upon a set schedule of milestones prior to providing any services. Payments for Sparkfly Labs may be made via credit card, PayPal, or e-check. Upon registering for Sparkfly Labs, you authorize us to charge your indicated payment method in accordance with the terms and conditions agreed upon at registration.
Refunds and Cancellations All purchases for Sparkfly Labs are final unless a refund is offered pursuant to these Terms and Conditions. TheSparkOne does not guarantee specific results through our Services. Every business is different. Every technology is different. Every audience is different. TheSparkOne assumes no liability or responsibility for any information, advice, or lack thereof from consultation and co-incubation services provided.
However, we are dedicated to delivering you the highest quality services at affordable prices and want you to be fully satisfied with every purchase. If you are not satisfied with any of the services we provide, please contact use at [email protected] so we may accommodate your request for a refund and/or cancellation. Refunds and/or cancellations will be granted on a case-by-case basis for milestones that have not been accepted by you. If you have accepted a milestone for any portion of a Sparkfly Labs project, no refunds and/or cancellations will be given for the work completed pursuant to that milestone. In other words, refunds and/or cancellations will only be given if work for a project or milestone has not begun or for remaining milestones of a project. TheSparkOne reserves the right to deny any refund or cancellation request for violations of these Terms and Conditions.
Currencies All fees for Sparkfly Labs will be quoted in United States Dollars (USD). We will not held responsible for any currency fluctuations incurred when receiving or sending payments in foreign currencies.
Disclaimer Of Warranties YOU AGREE THAT USE OF OUR SERVICES IS AT YOUR SOLE RISK. OUR SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WE MAKE NO WARRANTY THAT OUR SERVICES WILL MEET YOUR REQUIREMENTS, OR THAT OUR SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DO WE MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF OUR SERVICES OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH OUR SERVICES OR THAT DEFECTS IN OUR SERVICES WILL BE CORRECTED, NOR THAT OUR SERVICES OR THE SERVER THAT MAKES OUR SERVICES AVAILABLE ARE FREE FROM ERRORS, DEFECTS, DESIGN FLAWS OR OMISSIONS OR FROM VIRUSES OR OTHER HARMFUL COMPONENTS. YOU UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF OUR SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER, MOBILE PHONE OR TABLET OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THESPARKONE, OR THROUGH OUR SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
Limitation Of Liability WE WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, RESULTING FROM THE USE OR THE INABILITY TO USE OUR SERVICES OR FOR COST OF PROCUREMENT OF SUBSTITUTE SERVICES OR RESULTING FROM ANY MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OUR SERVICES OR RESULTING FROM UNAUTHORIZED DISCLOSURE OR ACCESS TO OR ALTERATION OR LOSS OF YOUR TRANSMISSIONS OR DATA, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, USE, DATA OR OTHER INTANGIBLES, WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT, UNDER ANY CIRCUMSTANCES, SHALL OUR LIABILITY EXCEED ONE HUNDRED U.S. DOLLARS ($100.00).
SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Data Storage and Other Limitations We will take reasonable precautions to protect your data and back up our data; however, we cannot guarantee that your data will not be lost, susceptible to viruses, or intercepted by third party hackers. You should take reasonable precautions to back up your data and prevent the loss and disclosure of your data. We assume no responsibility for the deletion or failure to store data.
User Conduct Your use of our Services is subject to all applicable local, state, national and international laws and regulations. You agree (1) to comply with all applicable laws regarding the transmission of your data through our Services; (2) not to use our Services for illegal purposes; (3) not to interfere or disrupt other users’ use of our Services; (4) to comply with all regulations, policies and procedures of networks connected to our Services; (5) not to manipulate identifiers to disguise the origin of any content transmitted to or through our Services; (6) reverse engineer any aspect of our Services; (7) attempt to access any portion of our Services you have not been granted access or authorization to use; (8) create an account, post content, or access content through any bot, spider, crawler, or similar unauthorized automated device, and/or (9) not to use or cause our Services to be used to facilitate the transmission of unsolicited or unauthorized material - this includes any promotional materials, URLs, "junk mail," "chain letters," "pyramid schemes," or any other form of unauthorized solicitation that you may upload, post, transmit, or otherwise make available. We reserve the right, at our sole discretion, to immediately terminate your access to our Services if your actions are in violation of this Section.
Rights of Other Users You agree not to transmit through our Services any unlawful, harassing, libelous, abusive, threatening, harmful, vulgar, obscene or otherwise objectionable material of any kind or nature. You further agree not to transmit any material that encourages conduct that could constitute a criminal offense, give rise to civil liability or otherwise violate any applicable local, state, national or international law or regulation. Attempts to gain unauthorized access to other customer systems are prohibited. You shall not interfere with another user’s use and enjoyment of the services we offer. We may, at our sole discretion, immediately terminate any services offered to you should your conduct fail to conform to this Section.
Indemnification You agree to indemnify and hold TheSparkOne, its parents, subsidiaries, affiliates, officers and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your use of our Services, content provided by you, your violation of these Terms and Conditions, or your infringement or another user’s infringement through access of your computer of any intellectual property or other right of any person or entity.
Proprietary Rights to Our Services You acknowledge that TheSparkOne is the sole and exclusive owner of all right, title and interest in and to all trademarks, copyrights and all other rights in and to all software, computer programs, works of authorship, writings (whether or not copyrightable), inventions (whether or not patentable), discoveries, methods, improvements, processes, ideas, systems, know-how, data, and any other intellectual creations of any nature whatsoever used in our Services, other than certain content you contribute to us through Sparkfly Labs for consultation and co-incubation services. You will retain ownership and we acknowledge you retain ownership of any intellectual property rights you hold in content that you contribute through Sparkfly Labs.
Copyright Protection We are committed to protecting the intellectual property rights of others. If you think your copyright protections are being violated through our Services, please contact us as outlined in the “Notices” Section below. We will respond to notices of alleged copyright infringement and terminate accounts of repeat infringers according to the process set out in the U.S. Digital Millennium Copyright Act.
Termination of our Services You may terminate your use of the Website at any time within your sole discretion. Please contact us at [email protected] for requests to terminate services provided through Sparkfly Labs.
We reserve the right to terminate your access to our Services for failure to adhere to these Terms and Conditions. If you object to any of provision of these Terms and Conditions or any subsequent modifications or become dissatisfied with our Services in any way, you should discontinue use of our Services immediately.
Upon termination, your right to use our Services immediately ceases. We may keep any content that you contributed to us through Sparkfly Labs for a reasonable period of time for legal, backup, or audit purposes.
Modifications to Our Services We reserve the right to modify or discontinue our Services or any aspect of our Services with or without notice. We will not be liable to you or any third party if we exercise our right to modify or discontinue our Services.
Notices All notices to TheSparkOne may be made via email to [email protected] We may broadcast notices or messages through the Website to inform you of any changes to these Terms and Conditions, our Services, or other matters of importance. Email addresses, email links, and contact forms are provided as a convenience. You are cautioned that contacting us via email or transmitting data to us over the internet may be misdirected or intercepted. You should exercise caution in sending us any sensitive or confidential information by email.
Laws These Terms and Conditions shall be governed by and construed in accordance with the laws of Arizona, excluding its conflict of law provisions. The parties both agree to submit to the exclusive jurisdiction of the courts of Arizona. If any provision(s) of these Terms and Conditions is held by a court of competent jurisdiction to be contrary to law, then such provision(s) shall be construed, as nearly as possible, to reflect the intentions of the parties with the other provisions remaining in full force and effect. The parties that any cause of action arising out of or related to the services created hereunder must commence within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred.
Arbitration Any dispute, claim or controversy arising out of these Terms and Conditions or your use of our Services will be settled by arbitration in Phoenix, AZ. Such arbitration shall be conducted in accordance with the rules of the American Arbitration Association. The party requesting arbitration shall serve upon the other party a notice demanding arbitration and a description of the issue or issues to be arbitrated. Any award issued as a result of the arbitration may be entered as a final judgment or order in any court of competent jurisdiction and enforced accordingly. Notwithstanding this provision, the aggrieved party shall be entitled to injunctive and/or equitable relief in a court of competent jurisdiction. All costs and expenses of the arbitration, including reasonable attorney fees, shall be allocated among the parties as determined by the arbitrator.
Entire Agreement These Terms and Conditions are the entire agreement between the parties and supersedes all prior agreements between the parties regarding the subject matter contained herein.