Last Updated: May 25, 2018
The gist:
We (the folks at TwtPickin, Inc.) provide Listly - the platform that makes lists of all kinds social, fun, and embeddable through our website located at list.ly and would love for you to use it. Our basic service is free, and we offer paid upgrades for advanced features. Our Platform and service is designed to give you as much control and ownership over what goes on your site as possible and encourage you to express yourself freely. However, be responsible in what you publish. The Platform is only provided for lawful purposes and not for engaging in or promoting illegal activity. Also, don’t do things that would harm the Platform or make it less enjoyable for others.
The terms “Listly,” “we,” “us,” and “our” include Twtpickin, Inc. and our affiliates. We use the terms “you” and “your” to mean any person using our Platform and associated Service. We use the word “Platform” to mean any website, application, or service (“Service”) offered by Listly, including content we offer and electronic communications we send. We provide our Platform to you subject to these Terms of Service. Your use of the Platform signifies that you agree to this Agreement. If you are using the Platform for an organization, you agree to this Agreement on behalf of that organization, and represent you have authority to bind that organization to the terms contained in this Agreement. If you do not or are unable to agree to this Agreement, do not use our Platform.
If you signup for an account on the Service, 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 describe or assign keywords to your content in a misleading or unlawful manner, including in a manner intended to trade on the name or reputation of others, and Listly may change or remove any description or keyword that it considers inappropriate or unlawful, or otherwise likely to cause Listly liability. You must immediately notify Listly of any unauthorized uses of your account or any other breaches of security. Listly 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.
If you make a list on the Service, contribute to other people’s list on the Service, post material to the Service, post links on the Service, or otherwise make (or allow any third party to make) material available by means of the Service (any such material, “Content”), You are entirely responsible for the content of, and any harm resulting from, that Content. That is the case regardless of whether the Content in question constitutes text, graphics, an audio file, or computer software. By making Content available, you represent and warrant that:
General Terms. Optional paid services such as Listly Pro and Listly Team are available on the Service. By selecting an Upgrade you agree to pay Listly the monthly or annual subscription fees indicated for that service. Payments will be charged on a pre-pay basis on the day you sign up for an Upgrade and will cover the use of that service for a monthly or annual subscription period as indicated. Upgrade fees are not refundable.
Automatic Renewal. Unless you notify Listly before the end of the applicable subscription period that you want to cancel an Upgrade, your Upgrade subscription will automatically renew and you authorize us to collect the then-applicable annual or monthly subscription fee for such Upgrade (as well as any taxes) using any credit card or other payment mechanism we have on record for you. Upgrades can be canceled at any time in the Upgrade page on the Service.
Listly has not reviewed, and cannot review, all of the material, including computer software, posted to the Service, and cannot therefore be responsible for that material’s content, use or effects. By operating the Service, Listly does not represent or imply that it endorses the material there posted, or that it believes such material to be accurate, useful or non-harmful. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. The Service may contain content that is offensive, indecent, or otherwise objectionable, as well as content containing technical inaccuracies, typographical mistakes, and other errors. The Service may also contain material that violates the privacy or publicity rights, or infringes the intellectual property and other proprietary rights, of third parties, or the downloading, copying or use of which is subject to additional terms and conditions, stated or unstated. Listly disclaims any responsibility for any harm resulting from the use by visitors of the Service, or from any downloading by those visitors of content there posted.
We have not reviewed, and cannot review, all of the material, including computer software, made available through the websites and webpages to which Listly links, and that link to Listly. Listly does not have any control over those non-Listly websites and webpages, and is not responsible for their contents or their use. By linking to a non-Listly website or webpage, Listly does not represent or imply that it endorses such website or webpage. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. Listly disclaims any responsibility for any harm resulting from your use of non-Listly websites and webpages.
As Listly asks others to respect its intellectual property rights, it respects the intellectual property rights of others. If you believe that material located on or linked to by Listly violates your copyright, you are encouraged to notify Listly in accordance with Listly's Digital Millennium Copyright Act (“DMCA”) Policy. Listly will respond to all such notices, including as required or appropriate by removing the infringing material or disabling all links to the infringing material. Listly will terminate a visitor’s access to and use of the Service if, under appropriate circumstances, the visitor is determined to be a repeat infringer of the copyrights or other intellectual property rights of Listly or others. In the case of such termination, Listly will have no obligation to provide a refund of any amounts previously paid to Listly.
This Agreement does not transfer from Listly to you any Listly or third party intellectual property, and all right, title and interest in and to such property will remain (as between the parties) solely with Listly. Listly, Listly logo, and all other trademarks, service marks, graphics and logos used in connection with Listly, or the Service are trademarks or registered trademarks of Listly or Listly’s licensors. Other trademarks, service marks, graphics and logos used in connection with the Service may be the trademarks of other third parties. Your use of the Service grants you no right or license to reproduce or otherwise use any Listly or third-party trademarks.
Listly reserves the right to display advertisements on your lists on Listly or embedded elsewhere unless you have purchased a Pro account. You can read more about advertisements and partners that provide these ads in our privacy policy and cookie policy.
Listly reserves the right to display attribution links such as ‘A Listly List’ on Service and lists embedded elsewhere on the web. These attributions may not be altered or removed regardless of upgrades purchased.
Listly may terminate your access to all or any part of the Service at any time, with or without cause, with or without notice, effective immediately. If you wish to terminate this Agreement, you may simply discontinue using the Service. 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.
The Service is provided “as is”. Listly and its suppliers and licensors hereby disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement. Neither Listly nor its suppliers and licensors, makes any warranty that the Service will be error free or that access thereto will be continuous or uninterrupted. You understand that you download from, or otherwise obtain content or services through, the Service at your own discretion and risk.
In no event will Listly, or its suppliers or licensors, be liable with respect to any subject matter of this agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement for substitute products or services; (iii) for interruption of use or loss or corruption of data; or (iv) for any amounts that exceed the fees paid by you to Listly under this agreement during the twelve (12) month period prior to the cause of action. Listly shall have no liability for any failure or delay due to matters beyond their reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.
You represent and warrant that (i) your use of the Service will be in strict accordance with the Listly 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.
You agree to indemnify and hold harmless Listly, its contractors, and its licensors, and their respective directors, officers, employees and agents from and against any and all claims and expenses, including attorneys’ fees, arising out of your use of the Service, including but not limited to your violation of this Agreement.
This Agreement constitutes the entire agreement between Listly and you concerning the subject matter hereof, and they may only be modified by a written amendment signed by an authorized executive of Listly, or by the posting by Listly of a revised version. Except to the extent applicable law, if any, provides otherwise, this Agreement, any access to or use of the Service will be governed by the laws of the state of California, U.S.A., excluding its conflict of law provisions, and the proper venue for any disputes arising out of or relating to any of the same will be the state and federal courts located in San Francisco County, California. Except for claims for injunctive or equitable relief or claims regarding intellectual property rights (which may be brought in any competent court without the posting of a bond), any dispute arising under this Agreement shall be finally settled in accordance with the Comprehensive Arbitration Rules of the Judicial Arbitration and Mediation Service, Inc. (“JAMS”) by three arbitrators appointed in accordance with such Rules. The arbitration shall take place in San Francisco, California, in the English language and the arbitral decision may be enforced in any court. The prevailing party in any action or proceeding to enforce this Agreement shall be entitled to costs and attorneys’ fees. If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. You may assign your rights under this Agreement to any party that consents to, and agrees to be bound by, its terms and conditions; Listly may assign its rights under this Agreement without condition. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.
Listly reserves the right, at its sole discretion, to modify or replace any part of this Agreement. 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. Listly may also, in the future, offer new services and/or features through the Service (including, the release of new tools and resources). Such new features and/or services shall be subject to the terms and conditions of this Agreement.
