Terms of Service

PLEASE READ THIS CAREFULLY. By accessing any site or service on the ballotboxonline.com domain, you are agreeing to the following binding contract. BallotBoxOnline LLC only permits access to such sites and services to those individuals who unconditionally agree to these Terms of Service (“TOS”). No modification or waiver of these TOS is effective unless it is in writing and signed by an officer of BallotBoxOnline LLC; other BallotBoxOnline personnel are not authorized to make any modifications. If you do not agree to these terms, you must not access or use any site or service within the ballotboxonline.com domain.

Terms Applicable Only to our Customers

This portion of the TOS is part of the contract between BallotBoxOnline, LLC (we or us) and each of our customers.  A customer is any organization that has created a “BallotBox” account on our system, in the format https://your-account-name.ballotboxonline.com. 

The individual who registers a BallotBox account for an organization represents and warrants to us that the organization authorized creation of the account and is bound by this contract.  If that is not true, then in addition to our other rights, the individual who registered that account shall have all of the obligations and liabilities under this contract as a customer.

A customer may have a free subscription or a paid subscription, depending on our offerings from time to time. Each customer will have one or more Admins who administer that customer’s Account. 

Product Levels and Feature Changes.  We offer the BallotBox Service in a number of different subscription levels, with different features and prices for each level.  We may modify the subscription levels, or modify the features of a subscription level, at any time.  However, we will not reduce the functionality of any Account’s paid subscription during the current one-year term of that subscription. 

When a paid subscription expires, we will automatically convert that paid Account to a free Account. That way, the customer can continue to access its information about past polls, can enjoy the benefits of the free Account, and can upgrade back to a paid subscription level in the future.

Support and Professional Services.  Each subscription level offers different types of support, as described in our published documentation.  A Customer’s subscription level determines what support is available.  The support options available for each subscription level are explained at www.ballotboxonline.com/plans.

Payment.  An Account has access to the features of a paid subscription level upon payment for that level.  We may suspend access to the Account, or revert it to a free Account, if payment is reversed or otherwise not received. We can change the Service Fee that will apply to any renewal of a subscription, or any new subscription, at any time without notice.  All payments made by a customer are non-refundable except to the extent this TOS expressly provides for a refund.

Term and Termination; Survival.  Free Accounts do not have a subscription term.  The term of a customer’s paid subscription will commence when the Account is upgraded to that level, regardless of when the customer’s first poll using that subscription is deployed to voters, and will continue in effect for the period of time stated on our web site at the time the subscription is paid for. 

Notwithstanding any other provision in this TOS, we may terminate a customer’s Account immediately if the customer (including any Admin or Officer of the customer) materially breaches these TOS, except that if such breach is inadvertent and not the result of Customer’s failure to exercise due care, then Customer shall have fifteen (15) days after receipt of notice to fully cure such breach and thereby prevent termination.

All provisions of the TOS survive the expiration or termination of Customer’s subscription, except for a Customer’s obligation to pay and our obligation to provide access to the Account, and except as specifically noted elsewhere in this TOS.

Free Accounts.  When paid subscription expires without renewal, that Account will automatically be converted to a Free account.  We may change the restrictions and features of Free accounts at any time; however, no such change will impact any poll that has already been deployed, so long as its voting period is shorter than 90 days.  If no Admin associated with a Free account has logged into that Account for a period of time (which we may adjust from time to time), we may delete that free Account so long as we first give the Admins on that Account at least 30 days emailed notice.  If any Admin logs into that Account during that notice period, the Account will not be deleted.  In addition, we may discontinue offering free Accounts altogether at any time effective 90 days after we email our then current customers. 

Retention of Old Data.  We will not delete information that is stored in an Account, regardless of how old it is, without first providing at least 90 days’ notice to all of the Admins for that Account.

Security. To use the Service, the Admin(s) for each customer will receive security credentials necessary to access that customer Account. Each customer is fully responsible for all activities that occur through the use of any Admin account or Officer account created within that customer Account, except for the actions of BallotBox personnel undertaken without that customer’s consent.  Each customer must notify us immediately if any unauthorized use of our system is suspected, or any other compromise of security.  We will use commercially reasonable efforts to maintain the security of our BallotBox Service, and so long as we do, we are not responsible for disclosures of information that result from breaches of security.

Confidentiality.  We agree to keep information created or stored in our systems, or otherwise given to us by a customer’s Admin for use with the BallotBox Service, in confidence, and not to use or disclose that information voluntarily, except (i) to assist that customer in its use of its BallotBox Account; (ii) to detect, prevent, stop, or mitigate damage from any breach of these TOS, any threat to any person or property, or any unauthorized use of any BallotBoxOnline resource; (iii) if we reasonably believe the use or disclosure is necessary to respond to legal process or to comply with a requirement of applicable law; is relevant to the assertion or defense of a legal claim; or is necessary to protect the rights, property, or personal safety of BallotBoxOnline or any other person; or (iv) as permitted by BallotBoxOnline’s privacy policy.

Limited Warranty for Paid Plans Only. We expressly warrant to customers with paid subscriptions that the BallotBox Service will perform substantially in accordance with our published documentation for that subscription level, as updated from time to time, and that we will use commercially reasonable efforts to cause the BallotBox Service to be online and available to popular and modern Web browsers on broadband Internet connections.  We make no other warranty to customers with paid subscriptions. For example, because the Service is provided by a Web server over the Internet, it may be periodically unavailable for short periods of time, and because the Service requires the voters specified by Customer to receive emails from our server, the effectiveness of the Service may be affected by various email delivery problems outside of our reasonable control (including but not limited to spam filters); neither would constitute a breach of this warranty.  We make no warranty at all to customers with free Accounts, and provide the Service to those customers AS IS. 

Limited Warranty Remedies. In the event of a material breach of this warranty that substantially reduces the value of a paid subscription to a customer, that customer shall promptly notify us in writing, providing reasonable details of the problem and its impact on that customer.  We will use all commercially reasonable efforts to cure the issue as quickly as we can.  If we cure the issue within a reasonable time, then, as that customer’s sole and exclusive remedy for any and all such breaches of warranty that overlap in time, the Term of that customer’s paid subscription shall be extended without additional charge by the period of time that the breach of warranty existed.  If BallotBoxOnline does not cure the breach within a reasonable time, the customer shall be entitled, as its sole and exclusive remedy for this breach, to terminate Customer’s paid subscription upon 10 days written notice, and to receive a refund from us equal to the Service Fee for the remaining portion of the term of that paid subscription, pro-rated by day.

Publicity. BallotBoxOnline may use Customer’s name and marks in any medium to show Customer as a current or former customer, subject to any reasonable trademark usage rules communicated to BallotBoxOnline in writing prior to each such use.

No Sharing or Reselling of any Service; Assignment.  Customers shall not share, resell, assign or transfer any rights or obligations under these TOS or to a BallotBox paid subscription without our prior written consent.  We may assign or otherwise transfer our contracts with some or all of our customers in connection with a sale, transfer, or license of assets of BallotBoxOnline, LLC that would be sufficient to permit that buyer, transferee or licensee to perform our commitments to those customers. These TOS bind and inure to the benefit of each party’s successors and permitted assignees.

Terms Applicable to Everyone

The following terms apply to everyone accessing any server, service or resource on the ballotboxonline.com domain, and forms a binding contract between BallotBoxOnline, LLC (we or us) and that person (you).  That includes but is not limited to (i) visitors browsing our site without logging in, (ii) our customers and their respective Admins, (iii) officers for a particular customer poll, and (iv) voters who have been invited by a customer to vote.

Modification to these TOS.  BallotBoxOnline LLC may update these TOS from time to time effective 30 days after the revised TOS are posted at www.BallotBoxOnline.com/tos.  The revised TOS will apply to you without further notice unless you are a customer; if you are a customer, we will provide emailed notification to our customers’ Admins about any change to these TOS.

Warranty Disclaimer.  Except for the express limited warranty provided to customers with paid subscriptions that is expressly set forth above in these TOS, ALL SERVICES AVAILABLE FROM US, WHETHER OR NOT PROVIDED ON OR THROUGH THE BALLOTBOXONLINE.COM DOMAIN, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS.  WE EXPRESSLY DISCLAIM ALL IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

Limitation of Liability.  BALLOTBOXONLINE, LLC SHALL NOT BE LIABLE TO ANYONE (WHETHER A CUSTOMER, ADMIN, OFFICER, VOTER, OR ANY OTHER PERSON) FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). 

In addition, to the maximum extent permitted by applicable law, BALLOTBOXONLINE, LLC SHALL NOT BE LIABLE TO YOU FOR ANY CONTRACT OR TORT DAMAGES ARISING OUT OF OR RELATED IN ANY WAY TO THIS CONTRACT OR THE SERVICES PROVIDED OR TO BE PROVIDED BY BALLOTBOXONLINE, LLC IN EXCESS OF THE AGGREGATE AMOUNT YOU ACTUALLY PAID TO BALLOTBOXONLINE, LLC DURING THE ONE-YEAR PERIOD IMMEDIATELY PRECEDING YOUR ASSERTION OF A CLAIM. 

Indemnity.  You agree to defend, indemnify and hold BallotBoxOnline, LLC and its managers, officers, directors, employees, and agents harmless from and against any and all claims, losses, liabilities, and expenses (including reasonable attorneys’ fees, expert witness charges, and other reasonable costs of investigation and defense, as they are incurred) arising from or related to (i) your breach of any covenant or warranty set forth in these TOS; (ii) the use of any server, service or resources of BallotBoxOnline, LLC, by you or, if you are a customer, any Admin, Officer, or voter associated with your customer Account; or (iii) your actions or negligence, or the actions or negligence of persons using your account or an account created by or for you within the BallotBox Service.  There are no intended third-party beneficiaries to these TOS except for those persons expressly entitled to indemnification under this paragraph.

Privacy Policy.  Our privacy policy, available at www.BallotBoxOnline.com/privacy, is incorporated into these TOS.

Age Restriction.  We do not knowingly accept personally identifiable information about children (ages 13 and younger). By using any ballotboxonline.com site or service, you promise not to transmit any such personally identifiable information to us or through our system.

Proprietary Rights.  You agree that we hold certain copyright, trademark, and other intellectual property rights in the BallotBox Service and the software used to provide the BallotBox Service. You may suggest modifications or improvements to our services or software, but you assign to us any intellectual property rights you may otherwise have in any resulting modification of or improvement to our services or software. You agree not to reverse engineer or duplicate the functionality of the BallotBox Service or the software used to provide the BallotBox Service, to assist or cooperate with any other person’s effort to do so, or to permit use of your account to facilitate doing so.

Data Storage.  We currently store all information provided or used in connection with the BallotBox Service on servers and other networked storage devices physically located in the United States. Each person transmitting information, including personally identifiable information, to us is fully and solely responsible for ensuring that the transmission of this information to us, and the use of the BallotBox Service, comply with all applicable data or privacy protection legislation and other applicable laws.

Responsibility for Information Provided to Us.  You are entirely responsible for all information that you upload or otherwise provide to us. We do not control the information provided by anyone in connection with the BallotBox Service, and we do not guarantee the accuracy or completeness of such information. Under no circumstances will we be liable in any way for any information you provide, or any third party provides, for any loss or damage of any kind.

Restrictions on Use. You agree to not use the BallotBox Service or to access any of our resources to:

• upload, post, email, transmit or otherwise make available anything that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable
• harm any person, including any minors, in any way
• disguise your identity, impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity
• disguise the origin of any information transmitted through or in connection with the BallotBox Service
• circumvent any security mechanisms or any limitations we may place on an account (by way of example only, this includes your commitment not to set up multiple accounts and thereby to circumvent any limits we may place on the number of voters you may have under your subscription)
• transmit or otherwise make available anything that you do not have a right to make available under any law or under contractual or fiduciary relationships (for example, insider information about a public company, or confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements)
• transmit or otherwise make available anything that misappropriates or infringes any person’s intellectual property rights
• interfere with or disrupt the BallotBox Service or the servers or networks we use, or thwart any of our published requirements or policies
• violate any applicable local, state, national or international law
• “stalk” or otherwise harass another person

Links.  We may provide links to other Web sites or resources over which we have no control. You acknowledge and agree that we do not endorse and are not responsible or liable for anything on any site or resource over which we do not have control.

Governing Law.  THIS CONTRACT IS GOVERNED BY TEXAS LAW EXCEPT FOR ITS CONFLICTS OF LAWS PRINCIPLES, AND IS MADE AND IS PERFORMABLE EXCLUSIVELY IN TRAVIS COUNTY, TEXAS.

No Waiver.  The failure of either Party to exercise any right shall not waive such right or any other term of the TOS.

Entire Agreement.  These TOS, combined with the online forms submitted by you, if any, constitutes the entire agreement between BallotBoxOnline, LLC, and you related in any way to the BallotBox Service, and supersedes any prior oral or written promises or agreements. Terms in a purchase order, or in any document not signed by an officer of BallotBoxOnline LLC, do not modify or become part of any contract with BallotBoxOnline, LLC. Neither party is relying on any representation or warranty other than those expressly set forth in the TOS.

Attorney’s Fees.  The prevailing party in any dispute relating to the TOS or to BallotBoxOnline is entitled to recover its reasonable attorneys’ fees, expert witness expenses, and other out-of-pocket costs incurred in connection with such dispute.

Dispute Resolution.  THE EXCLUSIVE VENUE TO RESOLVE ANY DISPUTE RELATED IN ANY WAY TO THIS CONTRACT OR TO BALLOTBOXONLINE, LLC LIES IN TRAVIS COUNTY, TEXAS.  You agree not to aggregate claims brought under or related to this contract with any other person’s claims.  You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to BallotBoxOnline, LLC, the BallotBox Service, or this contract must be filed within one (1) year after such claim or cause of action arose or be forever barred.

Last revised: May 22, 2017.