Terms of Service

Last updated May 10, 2018

These Terms may be updated from time to time as explained below. We encourage you to refer to these Terms regularly to ensure your compliance. They can be found at https://delighted.com/terms.

Please read these Terms of Service (“Terms”) carefully before using www.delighted.com (the “Website”) or the products or services offered by Delighted (the “Services”). The Services are owned and operated by Delighted, LLC (“Delighted”). Terms and all other operating rules, policies (including, without limitation, Delighted’s Privacy Policy) and procedures that may be published from time to time on this Site by Delighted (collectively, the “Agreement”) take effect when you click an “I Accept” button or checkbox presented with these Terms or, if earlier, when you use any of the Services or Website. You represent to us that you are lawfully able to enter into contracts (e.g., you are not a minor). If you are agreeing to these Terms for an entity, such as the entity you work for, you represent to us that you have legal authority to bind that entity. For purposes of these Terms, “you” means you and the entity you represent and also refers to any person accessing the Services by any method on your behalf.

The Services

Delighted (“we” or “us”) provide “Subscription Services”, which are the series of proprietary computer software programs developed by us as delivered to you that facilitate and automate the process of conducting surveys, reporting, products and related systems, security, updates and improvements thereto and support services accessed by you using a web browser and the Internet under an Application Service Provider (ASP) model.

Your account

If you create an account on the Services, you are responsible for maintaining the security of your account and you are fully responsible for all activities that occur under the account and any other actions taken in connection with the account. You must not use Delighted to send unsolicited messages that could be considered spam. You must immediately notify Delighted of any unauthorized uses of your account or any other breaches of security. Delighted will not be liable for any acts or omissions by You, including any damages of any kind incurred as a result of such acts or omissions.

Acceptable Use

You may only use the Services to solicit feedback about your own products, services, or brands. You may not use the Services for general market research about products, services, or brands not provided or owned by You.

You are solely responsible for all Customer Data (as defined below), and are liable for your Customer Data and the manner in which you collect or distribute your Data to third parties. We reserve the right to remove any Customer Data from our Services that we determine is in violation of these Terms.

We may suspend your account at any time without notice for conduct that violates these Terms. Additionally, if you violate these Terms, you may be subject to legal liability and prosecution.

The following is a non-exhaustive list of content and use of the Services that are unacceptable and a violation of these Terms:

  1. Use of the Services that violates applicable law;
  2. Reverse engineer or tamper with the security of the Services;
  3. Resell the Services or permit third parties to use the Services without our prior written consent;
  4. Make unauthorized copies of any content in the Services;
  5. Except for legal and valid research purposes, upload Data that contains or contains links to nudity, pornography, adult content, sex, profanity, or foul language;
  6. Collect sensitive personal information;
  7. Upload, send, or store malicious software or Data that condones, promotes, contains, or links to warez, cracks, hacks, their associated utilities, or other piracy related information, whether for educational purposes or not;
  8. Upload Data that infringes any copyrights, trademarks, patents, trade secrets or other intellectual property;
  9. Upload Data that is racist or otherwise extremely offensive to others, including content that aggravates, harasses, threatens, defames or abuses others;
  10. Upload or display Data that exploits images of children under 18 years of age;
  11. Upload binary files or executable code;
  12. Perform vulnerability tests, network scans, penetration tests, or other investigative techniques on our software or Services;
  13. Use of the Delighted API to substantially replicate products or services offered by Delighted, including the republication of Delighted content or the creation of a separate similar platform for public use.

If Delighted believes that you have violated or attempted to violate these conditions or the spirit of these terms, your ability to use and access the Delighted services may be temporarily or permanently revoked, with or without notice, in Delighted’s sole discretion.

You must comply with all applicable laws, rules, regulations and/ or guidelines including those governing privacy, data protection and spam. Spam includes, without limitation, unsolicited mass e-mail or other messages, promotions, advertising, or solicitations. You agree not to send email messages to any person that has opted out or otherwise objected to receiving messages from you or another sender on whose behalf you may be acting. In plain words, you agree not to send spam.

If your use of the Services requires you to comply with specific regulations, you are solely responsible for such compliance, unless we agree otherwise. You may not use the Services in a way that would subject us to those specific regulations without our prior written agreement.

You may not make the Services available to, or use the Services for the benefit of, anyone other than you or your users. User accounts cannot be shared by multiple individuals, and each individual should have their own user account to use the Services. User means your employees or other personnel who have been issued an individual password or other secured means of accessing the Services.

Customer data

“Customer Data” means any profile information, data, and other content or information input or generated on behalf of you, directly or indirectly, to Delighted in connection with the Services. You own all right, title and interest in all Customer Data. Delighted shall only use Customer Data in accordance with Delighted’s Privacy Policy. You hereby grant to Delighted a non-exclusive, worldwide, royalty-free, fully paid up, sublicensable (directly and indirectly), transferable, perpetual and irrevocable license to (a) anonymize and/or aggregate the Data and use such anonymized and/or aggregated data (“Usage Data”) for our business purposes, including but not limited to deriving statistical, usage data, and other data related to the functionality of the Services, improving the Services, developing and making available other products and services, and sharing such data with our affiliates and business partners.

You are solely responsible for the accuracy, quality, integrity, legality, reliability, classification, and intellectual property right to use Customer Data and shall obtain and maintain all consents necessary for using and processing the Data in accordance with this Agreement. You hereby represent and warrant that (a) any personally identifiable information about your end users that you provide to Delighted was, is, and will be collected with the informed consent of such end users, (b) you have obtained all necessary rights, releases, and permissions to provide such Customer Data to Delighted, and (c) the collection, use, and disclosure of such information by you does not violate any laws or rights of any third party, including without limitation any Intellectual Property Rights, rights of privacy, or rights of publicity, and is not inconsistent with the terms of any applicable privacy policies. Delighted takes no responsibility and assumes no liability for any Customer Data that you or any other User or third party provides, posts, publishes or transmits using the Services. You shall be solely responsible for Customer Data and the consequences of using, disclosing, or transmitting it, and you agree that Delighted is only acting strictly as a data processor.

Fees, Payment and Renewal

Certain portions of the Services may be provided for a fee or other charge. If you choose to use paid elements of the Services, you agree to the terms of sale, pricing, payment and billing policies applicable to such fees and charges, posted or linked here. Delighted may add new services for additional fees and charges, or change fees and charges for existing services, at any time in its sole discretion.

During the subscription term, you will pay us those certain fees and charges specified when you select a subscription plan, and as may be notified to you from time to time. You acknowledge and agree that you shall be responsible for paying all fees due for the full term of your subscription, regardless of whether or not you cancel such subscription prior to the end of such term. You further acknowledge and agree that the term of your subscription shall automatically renew for additional successive terms equal to the period of your initial term, unless you provide Delighted with notice of your intent not to renew your subscription at least thirty (30) days prior to the end of the then-current subscription term.

To use the Delighted Services, you must provide a current, valid, accepted method of payment which you may update from time to time (“Payment Method”). All information that you provide in connection with a purchase or transaction or other monetary transaction interaction with the Services must be accurate, complete, and current. You hereby authorize us to charge your Payment Method for any fees and charges owed by you to Delighted. You can change your Payment Method by visiting our website and navigating to your “Plans & Billing” or reach out to our Customer Concierge team. If a payment is not successfully settled, due to expiration, insufficient funds, or otherwise, and you do not change your Payment Method or cancel your account, we may suspend your access to the service until we have obtained a valid Payment Method. When you update your Payment Method, you authorize us to continue charging the updated Payment Method, and you remain responsible for any uncollected amounts. This may result in a change to your payment billing dates. If you provide credit card details to make payments for any fees or any other charges, you hereby agree to allow Delighted to request payment at any time. You are responsible for all applicable taxes on the fees and charges paid by you, including, without limitation, any and all sales, use, and value-added taxes but not any taxes imposed on Delighted income.

You shall pay each invoice issued by Delighted by the applicable due date and in the currency specified by Delighted on the applicable invoice. Any amounts not paid when due shall bear interest at the rate of one and one-half percent (1.5%) per month or the maximum rate allowed by law, whichever is less.

No refunds

If you cancel your subscription for any reason, you will not receive a refund or exchange for any unused time, fees or usage on a subscription, any license or subscription fees for any portion of the Services, or for anything else.

Intellectual Property

Delighted owns all right, title and interest in and to the Services as delivered, all related Software and technology, and all of our content provided in connection with the Services, including all intellectual property rights in the foregoing. Nothing contained in this agreement, or this website, should be construed as granting any license or right to use any trademark without our prior written permission. This Agreement does not transfer from Delighted to you any Delighted or third party intellectual property. Delighted, the Delighted logo, the product names associated with the Services, and all other trademarks, service marks, graphics and logos used in connection with Delighted, are trademarks of Delighted (or its licensors, where applicable) and no right or license is granted to Subscriber to use them. Other trademarks, service marks, graphics and logos used in connection with the Services may be the trademarks of other third parties. Your use of the Services grants you no right or license to reproduce or otherwise use any Delighted or third-party trademarks.

You agree that Delighted may use your name, logo, or any other identifying words or marks used by and/or associated with you to identify you as a customer of Delighted, for use in connection with marketing, promoting, and advertising the Services, for use in customer references and case studies involving you, and for use in other activities related to Delighted’s business.

Security

We shall maintain appropriate technical and organizational measures to protect Customer Data from (a) accidental destruction, loss and alteration; and (b) unauthorized disclosure of, or access to, Data transmitted, stored or otherwise processed as set forth herein. However, you acknowledge that Delighted Services are self-service and you own and control your accounts. You are responsible for controlling access to your account, including creating a strong password, protecting that password, and preventing unauthorized account usage or users.

Confidentiality

“Confidential Information” includes these Terms other agreements between you and us, business and marketing plans and strategies, non-public business and technology information, trade secrets, Data, any written materials marked as confidential and any other information, including visual and oral information, which reasonably should be understood to be confidential. Each of you and us will use commercially reasonable efforts, including appropriate technology and industry practices, to ensure the confidentiality, integrity and security of all Confidential Information. We maintain a comprehensive Privacy Policy. The above confidentiality obligations do not apply to information that you or we, as a recipient of such information from the other party, can document and prove: (i) was rightfully in such recipient’s possession or known to such recipient prior to receipt of such information; (ii) is or has become public knowledge through no fault of the recipient; (iii) is rightfully obtained by the recipient from a third party without breach of any confidentiality obligation; (iv) is independently developed by employees of the recipient who had no access to such information; or (v) is required to be disclosed pursuant to a regulation, law or court order (but only to the minimum extent required to comply with such regulation or order and, if permitted by applicable law, with advance notice to the recipient).

Termination

Delighted reserves the right to suspend or terminate your use of the Website and the Services at any time, without notice, if you are found in violation of these Terms.

Delighted may terminate your access to all or any part of the Services at any time, with or without cause, with or without notice, effective immediately. If you wish to terminate this Agreement or your Delighted account (if you have one), you may simply discontinue using the Services. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

Following any termination, Delighted will discontinue providing Services, and you will cease using Services. Within thirty (30) days after the end of the Term or termination of this Agreement you will pay to Delighted all outstanding undisputed fees due and owing as of the effective date of termination.

Disclaimer of warranties

WE MAKE NO REPRESENTATION, WARRANTY, OR GUARANTY AS TO THE RELIABILITY, ACCURACY, OR COMPLETENESS OF THE WEBSITE, SOFTWARE OR SERVICES. WE DO NOT REPRESENT OR WARRANT THAT: (A) YOUR USE OF THE SERVICES SHALL BE TIMELY, UNINTERRUPTED, OR ERROR-FREE, OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEMS, OR DATA; (B) THE SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS; OR (C) ALL NON-CONFORMITIES CAN BE OR WILL BE CORRECTED. ALL SERVICES PROVIDED BY US HEREUNDER ARE STRICTLY ON AN “AS IS” BASIS. EXCEPT TO THE EXTENT PROHIBITED BY LAW, WE EXPRESSLY DISCLAIM ALL REPRESENTATIONS OR WARRANTIES, CONDITIONS AND REPRESENTATIONS, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, AND MERCHANTABILITY. WE DO NOT MAKE ANY WARRANTIES, REPRESENTATIONS OR CONDITIONS WITH RESPECT TO ANY THIRD PARTY CONTENT, EXPRESS OR IMPLIED.

Limitation of liability

Delighted, its suppliers and/or licensors, disclaim any liability for damages caused by our Services or the contents of this website, unless due solely to our intentional wrongdoing. Our aggregate liability for any claim or damage arising out of or related to the services or website is limited to your direct damages and shall not exceed the fees you have paid us in the one (1) month period immediately preceding the event giving rise to such claim. In no event shall we be liable for lost profits, lost data, interruptions of business, or any special, incidental or consequential damages arising out of the use of or inability to use this website or the services, regardless of whether we have notice of the potential for such loss or damage.

General representation and warranty

You represent and warrant that (i) your use of the Service will be in strict accordance with the Delighted Privacy Policy, with this Agreement and with all applicable laws and regulations (including without limitation any local laws or regulations in your country, state, city, or other governmental area, regarding online conduct and acceptable content, and including all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside) and (ii) your use of the Service will not infringe or misappropriate the intellectual property rights of any third party.

Indemnification

To the extent allowed by law, You agree to indemnify and hold Delighted, and if applicable, its contractors, licensors, subsidiaries, affiliates, directors, officers, employees and agents, harmless from and against any and all claims and expenses, including reasonable attorneys’ fees, arising from the use of the Service, including but not limited to your violation of this Agreement. This indemnification expressly includes your responsibility for any and all liability arising from the violation or infringement of copyrights, trademarks or other proprietary rights and from the use of any libelous or unlawful material contained within your Data.

Modifications to this Agreement Changes

Delighted reserves the right, at its sole discretion, to modify or replace any part of this Agreement at any time by posting a revised version on this website or by sending a message to the email address associated with your account. The modified terms will become effective upon posting or, if we notify you by email, as stated in the email message. By continuing to use the Services after the effective date of any modifications to this Agreement, you agree to be bound by the modified terms. It is your responsibility to check this website regularly for modifications to these Terms. We last modified the Terms on the date listed at the top of these Terms. It is your responsibility to check this Agreement periodically for changes. Your continued use of or access to the Service following the posting of any changes to this Agreement constitutes acceptance of those changes. Delighted may also, from time to time, in the future, offer new services and/or features through the Services (including, the release of new tools and resources). Such new features and/or services shall, at all times, be subject to the terms and conditions of this Services.

Miscellaneous

This Agreement constitutes the entire agreement and understanding between Delighted and You concerning the subject matter hereof. Any other terms, conditions, or policies from any other agreements, such as purchase orders, written communications, or oral communications, are null and void.

These Terms will be governed by the laws of the State of Delaware and the United States without regard to conflicts of laws provisions thereof, and without regard to the United Nations Convention on the International Sale of Goods or the Uniform Computer Information Transactions Act (UCITA). The exclusive jurisdiction and venue for actions related to the subject matter hereof shall be the Utah state, and United States federal, courts located in Salt Lake City, Utah, and both parties irrevocably consent to personal jurisdiction of such courts and waive all objections thereto.

In the event that any one or more of these provisions should be held invalid, illegal or unenforceable, such provisions will be modified, if possible, to the minimum extent necessary to make them valid and enforceable, or if they cannot be so modified, then severed, and the remaining provisions contained herein will not in any way be affected or impaired and will remain in full force and effect.

Our failure to enforce strict performance of any provision of these Terms does not constitute a waiver of the right to subsequently enforce such provision.

You are not permitted to sublicense the Services to third parties without our prior written permission. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.