SPIDX TERMS OF SERVICE
What’s covered in these terms
We know it’s tempting to skip these Terms of Service, but it’s important to establish what you can expect from us as you use SPIDX services, and what we expect from you.
These Terms of Service reflect the way SPIDX’s business works, the laws that apply to our company, and certain things we’ve always believed to be true. As a result, these Terms of Service help define SPIDX’s relationship with you as you interact with our services. For example, these terms include the following topic headings:
- What you can expect from us, which describes how we provide and develop our services
- What we expect from you, which establishes certain rules for using our services
- Content in SPIDX services, which describes the intellectual property rights to the content you find in our services — whether that content belongs to you, SPIDX, or others
- In case of problems or disagreements, which describes other legal rights you have, and what to expect in case someone violates these terms
Understanding these terms is important because, to use our services, you must accept these terms.
SPIDX services are provided by, and you’re contracting with:
organized under the laws of the State of New York, USA, and operating under the laws of the USA
3rd Floor #1005
New York, NY 10001
If you’re under the age required in your country to manage your own SPIDX Account, you must have your parent or legal guardian’s permission to use a SPIDX Account. Please have your parent or legal guardian read these terms with you.
If you’re a parent or legal guardian, and you allow your child to use the services, then these terms apply to you and you’re responsible for your child’s activity on the services.
Your relationship with SPIDX
These terms help define the relationship between you and SPIDX. Broadly speaking, we give you permission to use our services if you agree to follow these terms, which reflect how SPIDX’s business works and how we earn money. When we speak of “SPIDX,” “we,” “us,” and “our,” we mean SPIDX LLC and its affiliates.
What you can expect from us
Provide useful services
We provide services that are subject to these terms, including:
- prove your identity
- protect your passwords
- secure your access
- prevent identity fraud
Improve SPIDX services
We’re constantly developing new technologies and features to improve our services. For example, we invest in artificial intelligence that uses machine learning to enhance facial recognition, and to provide you with innovative features. As part of this continual improvement, we sometimes add or remove features and functionalities, increase or decrease limits to our services, and start offering new services or stop offering old ones.
If we make material changes that negatively impact your use of our services or if we stop offering a service, we’ll provide you with reasonable advance notice and an opportunity to export your content from your SPIDX Account, except in urgent situations such as preventing abuse, responding to legal requirements, or addressing security and operability issues.
What we expect from you
Follow these terms and service-specific additional terms
The permission we give you to use our services continues as long as you meet your responsibilities in:
- these terms
- service-specific additional terms, which could, for example, include things like additional age requirements
Although we give you permission to use our services, we retain any intellectual property rights we have in the services.
You must follow these basic rules of conduct:
- comply with applicable laws, including export control, sanctions, and human trafficking laws
- respect the rights of others, including privacy and intellectual property rights
- don’t abuse or harm others or yourself (or threaten or encourage such abuse or harm) — for example, by misleading, defrauding, defaming, bullying, harassing, or stalking others
- don’t abuse, harm, interfere with, or disrupt the services
Permission to use your content
Some of our services are designed to let you upload, submit, store, send, receive, or share your content. You have no obligation to provide any content to our services and you’re free to choose the content that you want to provide. If you choose to upload or share content, please make sure you have the necessary rights to do so and that the content is lawful.
Your content remains yours, which means that you retain any intellectual property rights that you have in your content. We need your permission if your intellectual property rights restrict our use of your content. You provide SPIDX with that permission through this license.
This license covers your content if that content is protected by intellectual property rights.
What’s not covered
- This license doesn’t affect your privacy rights — it’s only about your intellectual property rights
- This license doesn’t cover these types of content:
- publicly-available factual information that you provide. That information doesn’t require a license because it’s considered common knowledge that everyone’s free to use.
- feedback that you offer, such as suggestions to improve our services. Feedback is covered in the Service-related communications section below.
This license is:
- worldwide, which means it’s valid anywhere in the world
- non-exclusive, which means you can license your content to others
- royalty-free, which means there are no fees for this license
This license allows SPIDX to:
- host, reproduce, distribute, communicate, and use your content — for example, to save your content on our systems and make it accessible from anywhere you go
- publish, publicly perform, or publicly display your content, if you’ve made it visible to others
- modify and create derivative works based on your content, such as reformatting or translating it
- sublicense these rights to:
- other users to allow the services to work as designed
- our contractors who’ve signed agreements with us that are consistent with these terms, only for the limited purposes described in the Purpose section below
This license is for the limited purpose of:
- operating and improving the services, which means allowing the services to work as designed and creating new features and functionalities. This includes using automated systems and algorithms to analyze your content:
- for malware, and illegal content
- to recognize patterns in data
- to customize our services for you
This analysis occurs as the content is sent, received, and when it is stored.
- using content you’ve shared publicly to promote the services
- developing new technologies and services for SPIDX consistent with these terms
This license lasts for as long as your content is protected by intellectual property rights.
If you remove from our services any content that’s covered by this license, then our systems will stop making that content publicly available in a reasonable amount of time. There are two exceptions:
- If you already shared your content with others before removing it
- If you make your content available through other companies’ services
Using SPIDX services
Your SPIDX Account
If you meet these age requirements you can create a SPIDX Account for your convenience. Some services require that you have a SPIDX Account in order to work.
You’re responsible for what you do with your SPIDX Account, including taking reasonable steps to keep your SPIDX Account secure, and we encourage you to regularly perform security checkups.
Using SPIDX services on behalf of an organization
Many organizations, such as businesses, non-profits, and schools, take advantage of our services. To use our services on behalf of an organization:
- an authorized representative of that organization must agree to these terms
- your organization’s administrator may assign a SPIDX Account to you. That administrator might require you to follow additional rules and may be able to access or disable your SPIDX Account.
If you choose to give us feedback, such as suggestions to improve our services, we may act on your feedback without obligation to you.
Content in SPIDX services
Some of our services give you the opportunity to make your content publicly available or available through other companies’ services.
- See the Permission to use your content section for more about your rights in your content, and how your content is used in our services
- See the Removing your content section to learn why and how we might remove user-generated content from our services
If you think someone is infringing your intellectual property rights, you can send us notice of the infringement and we’ll take appropriate action. For example, we suspend or close the SPIDX Accounts of repeat copyright infringers.
Some of our services include content that belongs to SPIDX. You may use SPIDX’s content as allowed by these terms and any service-specific additional terms, but we retain any intellectual property rights that we have in our content. Don’t remove, obscure, or alter any of our branding, logos, or legal notices. If you want to use our branding or logos, please obtain the appropriate permission.
Some of our services give you access to content that belongs to other people . You may not use this content without that person ’s permission, or as otherwise allowed by law.
Software in SPIDX services
Some of our services include downloadable software. We give you permission to use that software as part of the services.
The license we give you is:
- worldwide, which means it’s valid anywhere in the world
- non-exclusive, which means that we can license the software to others
- royalty-free, which means there are no fees for this license
- personal, which means it doesn’t extend to anyone else
- non-assignable, which means you’re not allowed to assign the license to anyone else
Some of our services include software that’s offered under open source license terms that we make available to you. Sometimes there are provisions in the open source license that explicitly override parts of these terms, so please be sure to read those licenses.
You may not copy, modify, distribute, sell, or lease any part of our services or software. Also, you may not reverse engineer or attempt to extract any of our source code unless you have our written permission or applicable law lets you do so.
When a service requires or includes downloadable software, that software sometimes updates automatically on your device once a new version or feature is available. Some services let you adjust your automatic update settings.
In case of problems or disagreements
By law, you have the right to (1) a certain quality of service, and (2) ways to fix problems if things go wrong. These terms don’t limit or take away any of those rights. For example, if you’re a consumer, then you continue to enjoy all legal rights granted to consumers under applicable law.
We provide our services using reasonable skill and care. If we don’t meet the quality level described in this warranty, you agree to tell us and we’ll work with you to try to resolve the issue.
The only commitments we make about our services are (1) described in the Warranty section, (2) stated in the service-specific additional terms, or (3) provided under applicable laws. We don’t make any other commitments about our services.
And unless required by law, we don’t provide implied warranties, such as the implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
For all users
These terms only limit our responsibilities as allowed by applicable law. Specifically, these terms don’t limit SPIDX’s liability for death or personal injury, fraud, fraudulent misrepresentation, gross negligence, or willful misconduct.
Other than the rights and responsibilities described in this section (in case of problems or disagreements), SPIDX won’t be responsible for any other losses, unless they’re caused by our breach of these terms or service-specific additional terms.
For business users and organizations only
If you’re a business user or organization, then to the extent allowed by applicable law:
- You’ll indemnify SPIDX and its directors, officers, employees, and contractors for any third-party legal proceedings (including actions by government authorities) arising out of or relating to your unlawful use of the services or violation of these terms or service-specific additional terms. This indemnity covers any liability or expense arising from claims, losses, damages, judgments, fines, litigation costs, and legal fees.
- SPIDX won’t be responsible for the following liabilities:
- loss of profits, revenues, business opportunities, goodwill, or anticipated savings
- indirect or consequential loss
- punitive damages
- SPIDX’s total liability arising out of or relating to these terms is limited to the greater of (1) US$100 or (2) 125% of the fees that you paid to use the relevant services in the 12 months before the breach
If you’re legally exempt from certain responsibilities, including indemnification, then those responsibilities don’t apply to you under these terms. For example, the United Nations enjoys certain immunities from legal obligations and these terms don’t override those immunities.
Taking action in case of problems
Before taking action as described below, we’ll provide you with advance notice when reasonably possible, describe the reason for our action, and give you an opportunity to fix the problem, unless we reasonably believe that doing so would:
- cause harm or liability to a user, third party, or SPIDX
- violate the law or a legal enforcement authority’s order
- compromise an investigation
- compromise the operation, integrity, or security of our services
Removing your content
If we reasonably believe that any of your content (1) breaches these terms, service-specific additional terms or policies, (2) violates applicable law, or (3) could harm our users, third parties, or SPIDX, then we reserve the right to take down some or all of that content in accordance with applicable law. Examples include child pornography, content that facilitates human trafficking or harassment, and content that infringes someone else’s intellectual property rights.
Suspending or terminating your access to SPIDX services
SPIDX reserves the right to suspend or terminate your access to the services or delete your SPIDX Account if any of these things happen:
- you materially or repeatedly breach these terms, service-specific additional terms or policies
- we’re required to do so to comply with a legal requirement or a court order
- we reasonably believe that your conduct causes harm or liability to a user, third party, or SPIDX — for example, by hacking, phishing, harassing, spamming, misleading others, or scraping content that doesn’t belong to you
If you believe your SPIDX Account has been suspended or terminated in error, you can appeal.
Of course, you’re always free to stop using our services at any time. If you do stop using a service, we’d appreciate knowing why so that we can continue improving our services.
Handling requests for your data
Settling disputes, governing law, and courts
For information about how to contact SPIDX, please visit our contact page.
New York law will govern all disputes arising out of or relating to these terms, service-specific additional terms, or any related services, regardless of conflict of laws rules. These disputes will be resolved exclusively in the federal or state courts of New York County, New York, USA, and you and SPIDX consent to personal jurisdiction in those courts.
To the extent that applicable local law prevents certain disputes from being resolved in a New York court, then you can file those disputes in your local courts. Likewise, if applicable local law prevents your local court from applying New York law to resolve these disputes, then these disputes will be governed by the applicable local laws of your country, state, or other place of residence.
About these terms
By law, you have certain rights that can’t be limited by a contract like these terms of service. These terms are in no way intended to restrict those rights.
These terms describe the relationship between you and SPIDX. They don’t create any legal rights for other people or organizations, even if others benefit from that relationship under these terms.
We want to make these terms easy to understand, so we’ve used examples from our services. But not all services mentioned may be available in your country.
If these terms conflict with the service-specific additional terms, the additional terms will govern for that service.
If it turns out that a particular term is not valid or enforceable, this will not affect any other terms.
If you don’t follow these terms or the service-specific additional terms, and we don’t take action right away, that doesn’t mean we’re giving up any rights that we may have, such as taking action in the future.
We may update these terms and service-specific additional terms (1) to reflect changes in our services or how we do business — for example, when we add new services, features, technologies, pricing, or benefits (or remove old ones), (2) for legal, regulatory, or security reasons, or (3) to prevent abuse or harm.
If we materially change these terms or service-specific additional terms, we’ll provide you with reasonable advance notice and the opportunity to review the changes, except (1) when we launch a new service or feature, or (2) in urgent situations, such as preventing ongoing abuse or responding to legal requirements. If you don’t agree to the new terms, you should remove your content and stop using the services. You can also end your relationship with us at any time by closing your SPIDX Account.