Plain-English Terms of Service

We last updated this policy August 2, 2017.

Welcome to BrightReps. Here on the left you'll find our terms of service in plain-English and the corresponding legal terms of service on the right.

Please review our terms, you must agree to them in order to use BrightReps.

We may change our terms of service from time to time. If we do, we will post a note on our website or email you.

Legal Terms of Service

Date of Last Revision: August 2, 2017

Please Read Carefully Before Using This Website: The following terms of service (“Terms of Service”) govern your use of the BrightReps Website (the “Site”) and the BrightReps web-based, application integration and data linking service accessed through the Site (“Service”), all of which are operated by BrightReps (“BrightReps”, “we,” “us,” or “our”). By using the Site and/or the Service, you (“You”, “Your”, or “Customer”) irrevocably agree that such use is subject to these Terms of Service. If you do not agree to these Terms of Service, you may not use the Site or the Service. If you are entering into these Terms of Service on behalf of an entity, you represent that you have the actual authority to bind such entity to these Terms of Service.

BrightReps expressly reserves the right to modify the Terms of Service at any time in its sole discretion, and without prior notice to you, by including such alteration and/or modification in these Terms of Service, along with a notice of the effective date of such modified Terms of Service. Any continued use by you of the Site or the Service after the posting of such modified Terms of Service shall be deemed to indicate your irrevocable agreement to such modified Terms of Service. Accordingly, if at any time you do not agree to be subject to any modified Terms of Service, you may no longer use the Site or Service.


User Account Registration; Passwords and Fees

You will need to sign up for an account to use BrightReps. Keep your password safe and let us know if you detect any unusual behavior on your account immediately. You also must be at least 18 (or have your parent's permission) to use BrightReps.

You may upgrade, downgrade or cancel your use of the Service at any time, but we do not provide prorated refunds or adjustments. To cancel your User Account, you must contact us at support@brightreps.com.

(a) Account Registration and Use License: In order to access and use all of the features of the Service, you are required to open an account (“User Account”) by registering with BrightReps. When you register for your User Account you must provide true, accurate, current and complete information (“Account Information”), and you agree to update the Account Information in order to ensure that it is current. Upon proper registration and opening of a User Account, and subject to all of the terms and conditions of these Terms of Service, BrightReps hereby grants to you the personal, non-transferable right and license to use the Service, solely for your own internal business purposes, until such time as either you or BrightReps elect to terminate such right in accordance with these Terms and Conditions.

(b) Eligibility: As an express condition of being permitted to open a User Account, you represent and warrant that you (i) have the legal capacity (including, without limitation, being of sufficient age) to enter into contracts under the law of the jurisdiction in which you reside, (ii) are not on a list of persons barred you from receiving services under U.S. laws (including, without limitation, the Denied Persons List and the Entity List issued by the U.S. Department of Commerce, Bureau of Industry and Security) or other applicable jurisdiction. You must be 18 years of age or older to use the Site, provided that if you are under the age of 18, your parent or legal guardian, as applicable, must expressly consent to your use of the Site.

(c) Passwords: Upon registration on the Site, you will provide BrightReps with a password to access your account. You are responsible for maintaining the confidentiality of your password and for all of your activities and those of any third party that occur through your account, whether or not authorized by you. You agree to immediately notify BrightReps of any suspected or actual unauthorized use of your User Account. You agree that BrightReps will not under any circumstances be liable for any cost, loss, damages or expenses arising out of a failure by you to maintain the security of your password.


Site Content

Unless otherwise noted, information published on this site are copyrighted works of BrightReps.

Third party information, such as data accessed through a service on BrightReps, is subject to the copyrights of those third-party systems.

You can copy information on this site for your own personal use. Please do not infringe the copyrights of others using BrightReps or your account may be deleted.

(a) BrightReps Content: Except as may be otherwise noted, the information, materials (including, without limitation, HTML, text, audio, video, white papers, press releases, data sheets, product descriptions, software and FAQs and other content) available on the Site and/or the Service (collectively, “BrightReps Content”) are the copyrighted works of BrightReps and its licensors, and BrightReps and its licensors expressly retain all right title and interest in and to the BrightReps Content, including, without limitation, all intellectual property rights therein and thereto. Except as expressly permitted in these Terms of Service, any use of the BrightReps Content may violate copyright and/or other applicable laws.

(b) Third Party Content: In addition to BrightReps Content, the Site and/or the Service may contain information and materials provided to BrightReps by third parties (collectively, “Third Party Content”). Third Party Content is the copyrighted work of its owner, who expressly retains all right title and interest in and to the Third-Party Content, including, without limitation, all intellectual property rights therein and thereto. In addition to being subject to these Terms of Service, Third Party Content may also be subject to different and/or additional terms of use and/or privacy policies of such third parties. Please contact the appropriate third party for further information regarding any such different and/or additional terms of use applicable to Third Party Content.

(c) Limited Site Content License: BrightReps grants you the limited, revocable, non-transferable, non-exclusive right to use the BrightReps Content and Third Party Content (collectively, “Site Content”) by displaying the Site Content on your computer, and downloading and printing pages from the Site containing Site Content, under the condition that (i) such activity is solely for your personal, education or other noncommercial use, (ii) you do not modify or prepare derivative works from the Site Content, (iii) you do not obscure, alter or remove any notice of copyright set forth on any Site pages or Site Content, (iv) you do not otherwise reproduce, re-distribute or publicly display any of the Site Content and (v) you do not copy any Site Content to any other media or other storage format.

(d) Trademarks: All trademarks, service marks and logos included on the Site (“Marks”) are the property of BrightReps or third parties, and you may not use such Marks without the express, prior written consent of BrightReps or the applicable third party.

(e) Monitoring of Site Content and use of Service: BrightReps reserves the right, but does not undertake the obligation, to monitor use of the Site and/or the Service, and to investigate and take appropriate legal action against any party that uses the Site in violation of these Terms of Service or applicable law. BrightReps reserves the right to accept, reject or modify any Site Content or User Content, but assumes no liability based on its acceptance, rejection, modification or failure to modify any Site Content or User Content.

(f) Copyright Infringement: As a condition of your right to use the Site and the Service, you agree to respect the intellectual property rights of others. Accordingly, you agree not to upload or post to the Site or the Service any copyrighted materials, trademarks or other proprietary information belonging to any third party without the prior written consent of the applicable third party. You acknowledge that BrightReps will terminate your access to the Site and/or the Service if you repeatedly infringe the copyright of third parties. If you believe that your copyrighted work has been illegally uploaded or posted on the Site or the Service, you may send a written notice to BrightReps at support@brightreps.com. BrightReps reserves all rights to seek damages and fees associated with infringement and or fraud.


Your Use of the Site and Service

To use BrightReps, you must agree you won't use BrightReps to break any local laws. You can't republish or resell BrightReps.

You can use BrightReps but that doesn't mean you can copy or redistribute our intellectual property (like our trademarks, name, logo, source code, etc), or reverse engineer our software. Again, you have to follow your local laws when using BrightReps.

BrightReps shall have the right to collect and analyze data and other information relating to your use of the Service.

There may be fees associated with the use of our Service. You can upgrade or downgrade your account by contacting us.

BrightReps may have user-submitted content. By uploading content to BrightReps, you are effectively transferring ownership of that content to us. We may moderate this content or remove it at our discretion. Sometimes we will access your content in order to provide support or technical assistance.

Please note that BrightReps does not receive any rights in any information or data from your accounts with third party services (i.e., Zendesk) that is passed through or is processed by BrightReps, unless you choose to make it publicly available on BrightReps.

Backup your content! We do our absolute best to ensure against data loss but we can't guarantee against it. It is always a good practice to regularly backup your data, regardless of whether you use BrightReps. We encrypt our data where possible, but there may be times when data is communicated insecurely (for example email or an unencrypted API we work with).

Our terms of service are effectively a contract between you and BrightReps so make sure you read them.

We may feature partners and reviews on our website. We will ask your permission before using your name or photo. We normally contact people via email to obtain their permission.

(a) Account and Use of Service: You may use your User Account for the Service only in accordance with these Terms of Service and only for lawful purposes. You are responsible for your own communications, including the upload, transmission and posting of information, and are responsible for the consequences of their posting on or through the Service.

(b) You will not, directly or indirectly: reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, object code or underlying structure, ideas, know-how or algorithms relevant to the Services or any software, documentation or data related to the Services (“Software”); modify, translate, or create derivative works based on the Services or any Software (except to the extent expressly permitted by BrightReps or authorized within the Services); use the Services or any Software for timesharing or service bureau purposes or otherwise for the benefit of a third party; or remove any proprietary notices or labels. With respect to any Software that is distributed or provided to You for use on Customer premises or devices, BrightReps hereby grants Customer a non-exclusive, non-transferable, non-sublicensable license to use such Software during the Term only in connection with the Services.

(c) Fees: Some features of the Service may only be accessed and used upon the payment of applicable fees (“Fees”). Fees may vary depending on usage in accordance with our current pricing policy. If you do not initially register for a version of the Service that requires the payment of a fee, you may be permitted to use all of the features of the Service for a limited period of days (“Free Trial Period”). Upon the expiration of the Free Trial Period, you will only be able to access and use those features of the Service the use of which does not require the payment of a Fee, unless you subsequently upgrade to a paid version of the Service. All Fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties, excluding only United States (federal or state) taxes.

(d) Payments: You will pay BrightReps the then applicable fees described in the Scope of Work (“SOW”) form or the Services and Implementation Services in accordance with the terms therein (the “Fees”). If Your use of the Services exceeds the Service Capacity set forth on the SOW or otherwise requires the payment of additional fees (per the terms of this Agreement), You shall be billed for such usage and you agree to pay the additional fees in the manner provided herein. Unpaid amounts are subject to a finance charge of 1.5% per month on any outstanding balance, or the maximum permitted by law, whichever is lower, plus all expenses of collection and may result in immediate termination of Service. BrightReps reserves the right to change the Fees or applicable charges and to institute new charges and Fees at the end of the Initial Service Term or then current renewal term, upon thirty (30) days prior notice to Customer (which may be sent by email). If You believe that BrightReps has billed You incorrectly, you must contact BrightReps no later than 60 days after the closing date on the first billing statement in which the error or problem appeared, in order to receive an adjustment or credit.

(e) Term and Termination: Subject to earlier termination as provided below, this Agreement is for the Initial Service Term as specified in the Scope of Work form, and shall be automatically renewed for additional periods of the same duration as the Initial Service Term (collectively, the “Term”), unless either party requests termination at least thirty (30) days prior to the end of the then-current term.

In addition to any other remedies it may have, either party may also terminate this Agreement upon thirty (30) days’ notice (or without notice in the case of nonpayment), if the other party materially breaches any of the terms or conditions of this Agreement. Customer will pay in full for the Services up to and including the last day on which the Services are provided. Upon any termination, BrightReps will make all Customer Data available to Customer for electronic retrieval for a period of thirty (30) days, but thereafter BrightReps may, but is not obligated to, delete stored Customer Data. All sections of this Agreement which by their nature should survive termination will survive termination, including, without limitation, accrued rights to payment, confidentiality obligations, warranty disclaimers, and limitations of liability.

(f) Upgrading and Downgrading: Any upgrade or downgrade in your Service use will result in the new Fees being charged at the next billing cycle. There will be no prorating for downgrades in between billing cycles. Downgrading your Service may cause the loss of features or capacity of your User Account. BrightReps does not accept any liability for such loss.

(g) Prohibited Conduct: BrightReps specifically prohibits any use of the Site or the Service for (i) uploading software or programs which contain any harmful code, including, but not limited to, viruses, worms, time bombs or Trojan horses; (ii) impersonating another person; (iii) engaging in or encouraging conduct that would constitute a criminal offense, give rise to civil liability or otherwise violate any city, state, national or international law or regulation, or which fails to comply with accepted Internet protocol; or (iv) transmitting or transferring (by any means) information or software derived from the Site or the Service to foreign countries or certain foreign nations in violation of US export control laws. In addition, you are prohibited from violating or attempting to violate the security of the Site, the Service or BrightReps’ system or network security, including, without limitation, the following: (w) accessing data not intended for users of the Site or the Service, or gaining unauthorized access to an account, server or any other computer system; (x) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures; (y) attempting to interfere with the function of the Site, the Service, host or network, including, without limitation, via means of submitting a virus to the Site, overloading, “flooding”, “mailbombing”, “crashing”, or sending unsolicited e-mail, including promotions and/or advertising of products or services; or (z) forging any TCP/IP packet header or any part of the header information in any e-mail or newsgroup posting. Violations of the Site’s or BrightReps’ system or network security may result in civil or criminal liability.

(h) User Content: If you elect to display, post, submit or otherwise make available to others, on the Site any content or works of authorship, including, without limitation, images, audio files, text, software (but excluding User software) or other materials, (collectively, “User Content”), you hereby grant to BrightReps a perpetual, irrevocable, royalty-free, worldwide, non-exclusive right and license, including the right to grant sublicenses to third parties, to use, reproduce, publicly display, publicly perform, prepare derivative works from and distribute such User Content, for any purpose. In addition, you hereby irrevocably represent and warrant to BrightReps that (i) you have all necessary power, authority, right, title and/or licenses to grant to BrightReps the foregoing right and license and (ii) the posting, submission, display by you of User Content on the Site, and the exercise by BrightReps of the foregoing license does not and will not (1) violate any applicable law or government regulation or (2) infringe any right of publicity or invades the privacy of others, or any intellectual property right of any third party, (iii) no User Content you provide (1) will constitute obscene, pornographic, indecent, profane or otherwise objectionable material, (2) is discriminatory, hateful or bigoted toward, or abusive of, any group or individual, or (3) is libelous or defamatory. For the avoidance of doubt, any information or data from your accounts with third party services (i.e., Zendesk) that is passed through or is processed by BrightReps and which you do not make publicly available on BrightReps, is not User Content, and BrightReps does not receive any rights in such information or data.

(i) Suggestions: You hereby grant to BrightReps a royalty-free, worldwide, transferable, sublicensable, irrevocable, perpetual license to use or incorporate into the Site and/or the Service any suggestions, enhancement requests, recommendations or other feedback provided by you to BrightReps that is related to the Site and/or the Service.

(j) Indemnification: You hereby irrevocably agree to indemnify, defend and hold BrightReps, its affiliates, directors, officers, employees and agents harmless from and against any and all loss, costs, damages, liabilities and expenses (including attorneys’ fees) arising out of or related to (i) any third-party claim resulting from a breach by you of any of your covenants, representations or warranties contained in these Terms of Use and/or (ii) your use of the Site and/or the Service.

(k) Integrations: Subject to all of the terms and conditions of these Terms of Service, you may use the BrightReps integrations platform (“Platform”) to create additional work flows or features for the Service that leverage your application programming interfaces (“API(s)”). BrightReps reserves the right to accept or reject any such additional features.

(l) BrightReps shall have the right to collect and analyze data and other information relating to the provision, use and performance of various aspects of the services and related systems and technologies (including, without limitation, information concerning Customer Data and data derived therefrom), and BrightReps will be free (during and after the term hereof) to (i) use such information and data to improve and enhance services and for other development, diagnostic and corrective purposes in connection with services and other BrighReps offerings, and (ii) disclose such data solely in aggregate or other de-identified form in connection with its business. No rights or licenses are granted except as expressly set forth herein.

(m) Export Control: You hereby represent and warrant that (i) you understand and acknowledge that some Site Content may be subject to export, re-export and import restrictions under applicable law, (ii) you will not use the Site or any Site Content in a manner that violates the U.S. Export Administration Act of 1979 and the regulations of the U.S. Department of Commerce and (iii) you are not located in, under the control of, or a national or resident of any country to which the United States has embargoed goods.


Linked Websites

BrightReps links to third party sites with their own terms of service which are distinct and different from our own.

The Site may contain links to other websites that are not owned or operated by BrightReps, and you agree that BrightReps provides links to such websites solely as a convenience and has no responsibility for the content or availability of such websites, and that BrightReps does not endorse such websites or any products or services associated therewith. Your use of such websites will be subject to the terms of use applicable to each such website.


LIMITATION OF LIABILITY

We specifically limit our liability if something goes wrong.

(a) Warranty Disclaimer: THE SITE AND, SITE CONTENT AND THE SERVICE ARE PROVIDED STRICTLY ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND BRIGHTREPS MAKES NO WARRANTY THAT THE SITE, SERVICE OR SITE CONENT ARE COMPLETE, SUITABLE FOR YOUR PURPOSE, OR ACCURATE. ON BEHALF OF ITSELF AND ITS LICENSORS, BRIGHTREPS HEREBY EXPRESSLY DISCLAIMS ANY AND ALL IMPLIED, STATUTORY OR OTHER WARRANTIES WITH RESPECT TO THE SITE, SITE CONTENT AND SERVICE, OR THE AVAILABILITY OF THE FOREGOING, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFIRNGEMENT. THE ENTIRE RISK AS TO RESULTS OBTAINED THROUGH USE OF THE SITE, SERVICE AND/OR THE SITE CONTENT RESTS WITH YOU AND BRIGHTREPS MAKES NO REPRESENTATION OR WARRANTY THAT THE AVAILABILITY OF THE SITE AND OR THE SERVICE WILL BE UNINTERRUPTED, OR THAT THE SITE, SERVICE AND/OR THE SITE CONTENT WILL BE ERROR FREE OR THAT ALL ERRORS WILL BE CORRECTED.

(b) Limitation of Liability: TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT BRIGHTREPS SHALL NOT BE LIABILE TO YOU FOR ANY DAMAGES ARISING OUT OF OR CONNECTED TO YOUR USE OF, OR INABILITY TO USE, THE SITE, THE SERVICE OR THE SITE CONTENT, INCLUDING, WITHOUT LIMITATION, ANY AND ALL DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, SPECIAL, EXEMPLARY OR STATUTORY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF BUSINESS, LOSS OR PROFITS, LOSS OF REVENUE, LOSS OF DATA., LOSS OF GOODWILL OR FOR ANY COST OF COVER OR COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES), EVEN IF BRIGHTREPS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND REGARDLESS OF THE LEGAL THEORY UNDER WHICH DAMAGES ARE SOUGHT, WHETHER IN BREACH OF CONTRACT OR IN TORT, INCLUDING NEGLIGENCE. You acknowledge that you have read, understand and agree to BrightReps’ Privacy Policy located at https://www.brightreps.com/privacy, which is hereby incorporated into and made a part of these Terms of Service by this reference.


Location of the Site and your Use

BrightReps may operate servers across the world and they are controlled from offices in the United States. You are responsible for compliance with any local laws that may affect you, geographically speaking.

BrightReps operates or controls the operation of this Site and the Service from offices in the United States. In addition, the Site and the Service may be mirrored, and other websites operated or controlled by BrightReps may be located, at various locations in and outside of the United States. BrightReps makes no representation or warranty that all of the features of this Site or Service will be available to you outside of the United States, or that they are permitted to be accessed outside of the United States. You acknowledge that you are solely responsible for any decision by you to use of this Site and/or the Service from other locations, and that such use may be subject to, and that you are responsible for, compliance with applicable local laws.


General

These terms of service are final. Disputes are handled in California.

These Terms of Service constitute the entire agreement and understanding between the parties concerning the subject matter hereof, notwithstanding any different or additional terms that may be contained in the form of purchase order or other document used by you to place orders or otherwise effect transactions hereunder, which such terms are hereby rejected. These Terms of Service supersede all prior or contemporaneous discussions, proposals and agreements between you and BrightReps relating to the subject matter hereof. No amendment, modification or waiver of any provision of these Terms of Service will be effective unless in writing and signed by an officer of BrightReps. If any provision of these Terms of Service is held to be invalid or unenforceable, the remaining portions will remain in full force and effect and such provision will be enforced to the maximum extent possible so as to affect the intent of the parties and will be reformed to the extent necessary to make such provision valid and enforceable. No waiver of rights by BrightReps may be implied from any actions or failures to enforce rights under these Terms of Service. These Terms of Service are intended to be and are solely for the benefit of BrightReps and you and do not create any right in favor of any third party. These Terms of Service will be governed by and construed in accordance with the laws of the State of California, without reference to its conflict of laws principles. All disputes arising out of or relating to these Terms of Service will be submitted to the exclusive jurisdiction of a court of competent jurisdiction located in California, and each party irrevocably consents to such personal jurisdiction and waives all objections to this venue.


Privacy

You can find our full privacy policy here.

Please visit https://www.brightreps.com/privacy to understand how BrightReps collects and uses personal information.

We specifically limit our liability if something goes wrong.