Effective as of December 14th, 2020
Lookback Group, Inc ("Lookback" or "we") is a company headquartered in Palo Alto, California. We build and operate the Lookback Platform (as defined below), which aims to help companies make their apps and websites as fantastic possible. The Lookback Platform enables people working at and with these companies to connect with everyday users of apps and websites ("Participants") for the purpose of performing user experience research sessions ("Sessions") hosted by a company or other entity (each a "Customer"). Lookback and our Customers have separately entered into agreements ("Contracts") that, among other things, allow them to invite or otherwise authorize you to use the Lookback Platform (in which case, you and any other such user will be referred to herein as an "End User" or simply as "you").
ARBITRATION NOTICE FOR U.S. RESIDENTS: EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN SECTION 14.3 BELOW, YOU AGREE THAT DISPUTES BETWEEN YOU AND LOOKBACK WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION RATHER THAN IN COURT. PLEASE REVIEW CAREFULLY SECTION 14.2 "MANDATORY ARBITRATION OF DISPUTES" BELOW FOR DETAILS REGARDING ARBITRATION.
1. The Use of the Lookback Platform
1.1 General Eligibility
To use the Lookback Platform, you must be at least 18 years old and you must not otherwise be barred from using the Lookback Platform under applicable law. It is not permitted to sign up for or use the Lookback Platform using bots or other automated methods.
1.2 Participant Eligibility
You may have been invited to use and access the Lookback Platform by one of our Customers. If so: Customer has separately entered into another written agreement ("Customer Agreement") with us for a subscription to the Lookback Platform, and you acknowledge that your rights to use the Lookback Platform are subject to the Customer's rights and obligations under the Customer Agreement. For example, a Customer may suspend, terminate, grant, restrict, or modify your ability to access certain data or content within the Lookback Platform (including data or content that you upload to or post on the Lookback Platform).
If you are under 18 years old, you may only use the Lookback Platform under the supervision of your parent or legal guardian, who must accept these terms on your behalf. Parents or legal guardians are responsible for the acts of their children using the Lookback Platform.
1.3 Restrictions on Use
You will not, and will not encourage or enable anyone else to:
- use the Lookback Platform for any illegal or unauthorized purpose;
- interfere with, alter, or disrupt the Lookback Platform or the servers on which the Lookback Platform and Lookback Content (as defined below) are hosted, including without limitation by transmitting any worms, viruses, spyware, malware or any other code of a destructive or disruptive nature;
- post, upload, publish, submit or transmit any content that: (i) is fraudulent, false, misleading or deceptive; (ii) is defamatory, obscene, or offensive; (iii) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (iv) is violent or threatening or promotes violence or actions that are threatening to any person or entity; or (v) promotes illegal or harmful activities or substances;
- try to access data on the Lookback Platform that you have no permission to access, including, but not limited to, personally identifiable information from other End Users of the Lookback Platform without their permission;
- avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Lookback or any of Lookback's providers or any other third party (including another End User) to protect the Lookback Platform or Lookback Content;
- copy or share the Lookback Platform, including, but not limited to, any software associated with the Lookback Platform (whether in object or source code form), or any Lookback trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Lookback's express written consent;
- decipher, decompile, disassemble or reverse engineer any of the software used to provide the Lookback Platform or the Lookback Content;
- download or share the Sessions in a manner not authorized by Lookback, use any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) to get permanent access to the Sessions; nor
- use the Lookback Platform in any way that does not comply with all applicable laws, rules and regulations.
We reserve the right, but are not obligated, to remove or disable access to any content, including User Content as defined in section 2 below, at any time and without notice, including, but not limited to, if we, at our sole discretion, consider it objectionable or in violation of these Terms. We have the right to investigate violations of these Terms or conduct that affects the Lookback Platform. We may also consult and cooperate with law enforcement authorities to prosecute End Users who violate the law.
2. Content and Content Rights
2.1 User Content
Permissions to your User Content In order to operate the Lookback Platform, we need to be able to make use of your User Content. So, you grant Lookback a worldwide, non-exclusive, transferrable, royalty-free license, with the right to sublicense, to use, process, copy, distribute (subject to the restrictions in the following sentence), create derivative works based upon, display, and perform your User Content, only as reasonably necessary to provide, maintain and improve the Lookback Platform. The foregoing right to distribute extends only to (a) authorized End Users of the Lookback Platform, and (b) third parties authorized by Lookback (e.g., cloud computing platform providers) to assist in providing the Lookback Platform; provided, however, that such third parties will protect your User Content at least as well as Lookback protects it.
2.2 Lookback Content
Lookback and its licensors own all right, title and interest in and to the Lookback Platform and the Lookback Content, including all associated intellectual property rights. You acknowledge that the Lookback Platform and Lookback Content are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Lookback Platform or Lookback Content.
2.3 Rights in Lookback Content Granted by Lookback
2.4 DMCA / Copyright Policy
Lookback respects copyright law and expects its users to do the same. It is Lookback's policy to terminate in appropriate circumstances End Users who repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders. Please see Lookback's Copyright and IP Policy at lookback.com/dmca, for further information.
3. Rights and Terms for Lookback Applications
3.1 Our License to You
distribute, transfer, sublicense, lease, lend or rent the Lookback Applications to any third party; (iii) reverse engineer, decompile or disassemble the Lookback Applications, except as permitted under applicable law; or (iv) make the functionality of the Lookback Applications available to multiple users through any means. Lookback reserves all rights in and to the Lookback Applications not expressly granted to you under these Termsof Use.
3.2 Additional Information: Apple App Store
This Section 3.1 applies to any App that you acquire from the Apple App Store or use on an iOS device. Apple has no obligation to furnish any maintenance and support services with respect to the App. In the event of any failure of the App to conform to any applicable warranty, you may notify Apple, and Apple will refund the App purchase price to you (if applicable) and, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App. Apple is not responsible for addressing any claims by you or any third party relating to the App or your possession and use of it, including, but not limited to: (i) product liability claims; (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement and discharge of any third-party claim that your possession and use of the App infringe that third party's intellectual property rights. Apple and its subsidiaries, are third-party beneficiaries of these Terms, and upon your acceptance of the Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary thereof. You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a terrorist-supporting country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. You must also comply with any applicable third-party terms of service when using the App.
6. Intellectual property rights
The Lookback Platform and all intellectual property rights therein are the property of Lookback. The Lookback Platform is licensed, and not sold to you. Lookback retains ownership of the Lookback Platform and the code on which the Lookback Platform is based.
We welcome feedback, comments and suggestions for improvements to the Lookback Platform ("Feedback"). You grant to us a non-exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sublicensable and transferable license under any and all intellectual property rights that you own or control to use your Feedback without any restriction or compensation to you.
8. Warranty Disclaimers
THE LOOKBACK PLATFORM AND LOOKBACK CONTENT ARE PROVIDED "AS IS," WITHOUT WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, LOOKBACK EXPLICITLY DISCLAIMS ANY AND ALL WARRANTIES, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. LOOKBACK MAKES NO WARRANTY THAT THE LOOKBACK PLATFORM WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. WE MAKE NO WARRANTY REGARDING THE QUALITY, ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS, OR RELIABILITY OF THE LOOKBACK PLATFORM OR LOOKBACK CONTENT.
9. Limitation of liability
THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN LOOKBACK AND YOU.
You will indemnify and hold Client and its officers, directors, employees and agents, harmless from and against any claims, disputes demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal and accounting fees arising out of or in any way connected with (a) your access to or use of the Services, (b) your User Content, or (c) your violation of these Terms.
11. Links to Third Party Websites or Resources
The Lookback Platform may contain links to third-party websites or resources. Lookback provides these links only as a convenience and are not responsible for the content, products or services on or available from those websites or resources or links displayed on such websites. You acknowledge sole responsibility for and assume all risk arising from, your use of any third-party websites or resources.
12. Entire agreement
14. Governing law and Arbitration
14.1 Governing Law
14.2 Mandatory Arbitration of Disputes
We each agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services (collectively, "Disputes") will be resolved solely by binding, individual arbitration and not in a class, representative or consolidated action or proceeding. You and Lookback agree that the U.S. Federal Arbitration Act governs the interpretation and enforcement of these Terms, and that you and Lookback are each waiving the right to a trial by jury or to participate in a class action. This arbitration provision shall survive termination of these Terms.
As limited exceptions to section 14.2 above: (i) we both may seek to resolve a Dispute in small claims court if it qualifies; and (ii) we each retain the right to seek injunctive or other equitable relief from a court to prevent (or enjoin) the infringement or misappropriation of our intellectual property rights.
14.4 Conducting Arbitration and Arbitration Rules
The arbitration will be conducted by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules (the "AAA Rules") then in effect, except as modified by these Terms. The AAA Rules are available at (www.adr.org) or by calling 1-800-778-7879. A party who wishes to start arbitration must submit a written Demand for Arbitration to AAA and give notice to the other party as specified in the AAA Rules. The AAA provides a form Demand for Arbitration at (www.adr.org).
Any arbitration hearings will take place in the county (or parish) where you live, unless we both agree to a different location. The parties agree that the arbitrator shall have exclusive authority to decide all issues relating to the interpretation, applicability, enforceability and scope of this arbitration agreement.
14.5 Arbitration Costs
Payment of all filing, administration and arbitrator fees will be governed by the AAA Rules, and we won't seek to recover the administration and arbitrator fees we are responsible for paying, unless the arbitrator finds your Dispute frivolous. If we prevail in arbitration we'll pay all of our attorneys' fees and costs and won't seek to recover them from you. If you prevail in arbitration you will be entitled to an award of attorneys' fees and expenses to the extent provided under applicable law.
14.6 Injunctive and Declaratory Relief
Except as provided in section 14.3 above, the arbitrator shall determine all issues of liability on the merits of any claim asserted by either party and may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claim. To the extent that you or we prevail on a claim and seek public injunctive relief (that is, injunctive relief that has the primary purpose and effect of prohibiting unlawful acts that threaten future injury to the public), the entitlement to and extent of such relief must be litigated in a civil court of competent jurisdiction and not in arbitration. The parties agree that litigation of any issues of public injunctive relief shall be stayed pending the outcome of the merits of any individual claims in arbitration.
14.7 Class Action Waiver
YOU AND LOOKBACK AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, if the parties' Dispute is resolved through arbitration, the arbitrator may not consolidate another person's claims with your claims, and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable, then the entirety of this Dispute Resolution section shall be null and void.
With the exception of any of the provisions in section 14.7 of these Terms ("Class Action Waiver"), if an arbitrator or court of competent jurisdiction decides that any part of these Terms is invalid or unenforceable, the other parts of these Terms will still apply.
15.2 Waiver of Rights
16. Contact Information