The Innovia Platform Services Agreement

Welcome to TheCommunityCloud.com or TeamStub.com (the Innovia Platform or Platform).

Through its Platform, The Innovia Group LLC, a New York State Limited Liability Company (Innovia, Us, We or Our), provides a communications and marketing platform that helps minority organization increase member engagement and connect its members to employers and discounted services. Our Platform includes, online chat, message boards, member directories, workshops and event registrations, member groups, document and meeting collaboration, the online sale of products, professional services, and tickets; candidate sourcing, job boards, resume parsing, resume searching, resume submission, candidate screening, and co-employment services (the Service or Services).

The Service Agreement, together with the Refund Policy, Security Practices, Policies & Infrastructure, and Privacy Policy describe the terms and conditions applicable to all users, organizations, candidates, employers and companies (you or your) (collectively Members) access, submission and use of the Service.

Parties: THIS IS AN AGREEMENT BETWEEN YOU OR THE COMPANY THAT YOU REPRESENT AND Us AND GOVERNS YOUR USE OF THE SERVICE.

Acceptance of the Terms: You agree that by clicking “Sign Up” or similar, registering, accessing, or using the Services, you are entering into a legally binding agreement with us and that you are of legal age and are authorized to use the Services on behalf of a company.

If you do not agree to the General Terms, do not use any of our Services. If you agree to the General Terms and do not agree to any Service Specific Terms, do not use the corresponding Service. You can accept the Terms by checking a checkbox or clicking on a button indicating your acceptance of the terms or by actually using the Services or by signing this agreement .

Subscription to Beta Service: We may offer certain Services as closed or open beta services (“Beta Service” or “Beta Services”) for the purpose of testing and evaluation. You agree that we have the sole authority and discretion to determine the period of time for testing and evaluation of Beta Services. We will be the sole judge of the success of such testing and the decision, if any, to offer the Beta Services as commercial services. You will be under no obligation to acquire a subscription to use any paid Service as a result of your subscription to any Beta Service. We reserve the right to fully or partially discontinue, at any time and from time to time, temporarily or permanently, any of the Beta Services with or without notice to you. You agree that Innovia will not be liable to you or to any third party for any harm related to, arising out of, or caused by the modification, suspension or discontinuance of any of the Beta Services for any reason.

Fees and Payments – The Services are available under subscription plans of various duration. Payments for subscription plans of duration of less than a year can be made only by Credit Card. Your subscription will be automatically renewed at the end of each subscription period unless inform us that you do not wish to renew the subscription. At the time of automatic renewal, the subscription fee will be charged to the Credit Card last used by you. We provide you the option of changing the details if you would like the payment for the renewal to be made through a different Credit Card. If you do not wish to renew the subscription, you must inform us at least 30 days prior to the renewal date. If you have not informed us that you do not wish to renew the subscription, you will be presumed to have authorized Us to charge the subscription fee to the Credit Card last used by you. Please click here to know about our Refund Policy.

From time to time, we may change the price of any Service or charge for use of Services that are currently available free of charge. Any increase in charges will not apply until the expiry of your then current billing cycle. You will not be charged for using any Service unless you have opted for a paid subscription plan.

Useage: You may use the Services for your personal and business use or for internal business purposes in the organization that you represent. You may connect to the Services using any Internet browser supported by the Services or download the mobile app from the App Store. You are responsible for obtaining access to the Internet and the equipment necessary to use the Services. You can create and edit content with your user account and if you choose to do so, you can publish and share such content.

Usage Restrictions: In addition to all other terms and conditions of this Agreement, you shall not: (i) transfer the Services or otherwise make it available to any third party; (ii) provide any service based on the Services without prior written permission; (iii) use the third party links to sites without agreeing to their website terms & conditions; (iv) post links to third party sites or use their logo, company name, etc. without their prior written permission; (v) publish any personal or confidential information belonging to any person or entity without obtaining consent from such person or entity; (vi) use the Services in any manner that could damage, disable, overburden, impair or harm any server, network, computer system, resource of Innovia; (vii) violate any applicable local, state, national or international law; and (viii) create a false identity to mislead any person as to the identity or origin of any communication.

The Subscription: This subscription includes a custom Community Cloud web Theme, web hosting, a SSL domain certificate, a Community Cloud custom iOS and Android App, access to the member portal, a listing on The Community Cloud Marketplace, and any on going maintenance, resolution of software defects, software enhancements or new features that are included in the product roadmap and delivered in accordance to our product implementation schedule.

Subscription Fee: You agree to an annual subscription fee of $7,200 to be paid in 12 monthly installments of $600 per month.

Initial Subscription Commencement: This subscription shall commence upon Acceptance of Terms (2) and payments shall commence on 10/11/2017. Payment shall be processed automatically on the 11th of each month. If the 11th falls on a weekend or Holiday, the payment will be processed the Friday before the weekend or the business day before the Holiday.

New Feature, Enhancement or Schedule Requests: You can submit enhancement and new feature requests at anytime by submitting a support ticket. You understand that this subscription does not include your submitted enhancement or new feature requests and it is Our sole discretion to include enhancement or new feature request into Our product roadmap or to adjust Our product implementation schedule.

However, should we and you agree to do so, the associated costs, if any, to modify our product road map or product implementation schedule are outside the scope of this subscription plan agreement and shall be addressed as a separate statement of work between you and Us.

Service Availability: We have designed our Service infrastructure to meet a 98% availability goal. You will be notified of any scheduled maintenance that would make the Service unavailable for use.

Service Assurances: If you are currently maintaining your data on personal computers or your own servers, the odds are that we offer a better level of security than what you currently have in place.

User generated content and data are backed up daily and incremental backups are performed throughout the day.

We retain backups for 30 days.

In the event that there is a disaster or failure, your data will be restored to the last successful daily and incremental backup.

Service Security – Our Security, practice and Infrastructure policy outlines some of the mechanisms and processes we have implemented to help ensure that your data is protected. Our security practices are grouped in four different areas, Physical Security; Network Security; People Processes and Redundancy, and Business Continuity.

Standard Support – Your subscription includes our standard support package. You can submit a support ticket via the Platform or by sending an email to support@innoviacloud.com. We respond to support requests in one (1) business day

Optional Support – At anytime, you can enroll into an optional support plan should you require a more dedicated customer experience

Merchant Services – We are not a Merchant Services Provider, Payment Gateway, or reseller of payment processing services and does not dictate Merchant Services or Payment Processing Fees.

A 3rd party payment processor is used to process your Card or Bank payments. Upon your request, We establish a Merchant Account with account holders email address and can immediately submit your payment requests to the 3rd Party.

You will be contacted by the 3rd party payment processor who will verify your identity and banking instructions so that your payments are automatically deposited to your bank account.

Merchant Services Fees – The Merchant Services fee are 2.9% of the amount plus (+) $0.30.

The Community Cloud Service Fee – There is a small convenience fee for each integrated payment type that We process on your behalf. Table 1. lists Our standard Community Cloud Service fee and your Discounted Community Cloud Service Fee.

Integrated Payment Type Standard Community Cloud Service Fee
Event Ticket Sale 3%
Collection of Membership Dues 3%
Donations 3%
Product Purchase 3%
Professional Service and Bookings fees. 3%
Workshop Enrollment 3%

Table 1.

You understand and agree to pay Your Discounted Community Cloud Service Fee.

Combined Service Fees: The combined Service Fee is 5.9% of the amount + $0.30. It is composed of the Merchant Services Fee and The Community Cloud Service fee.

Service Fee Payee Options: Service fees can be paid by You, the cardholder or the bank account owner that is making the payment. For each payment type, you can select a payer option as listed in table 2.

Option Your Cardholder Pays… You Receive…
1 The amount and the Combined Service Fee. The Full amount.
2 The Amount The amount less the Combined Service Fee
3 The amount and The Community Cloud Service  Fee The amount less the Merchant Service Fee.

Table 2.

Data Ownership – We respect your right to ownership of content created or stored by you. You own the content created or stored by you. Unless specifically permitted by you, your use of the Services do not grant Us the license to use, reproduce, adapt, modify, publish or distribute the content created by you or stored in your user account for Our commercial, marketing or any similar purpose. But you grant Us permission to access, copy, distribute, store, transmit, reformat, publicly display and publicly perform the content of your user account solely as required for the purpose of providing the Services to you.

User Generated Content – You may transmit or publish content created by you using any of the Services or otherwise. However, you shall be solely responsible for such content and the consequences of its transmission or publication. Any content made public will be publicly accessible through the internet and may be crawled and indexed by search engines. You are responsible for ensuring that you do not accidentally make any private content publicly available. Any content that you may receive from other users of the Services, is provided to you AS IS for your information and personal use only and you agree not to use, copy, reproduce, distribute, transmit, broadcast, display, sell, license or otherwise exploit such content for any purpose, without the express written consent of the person who owns the rights to such content. In the course of using any of the Services, if you come across any content with copyright notice(s) or any copy protection feature(s), you agree not to remove such copyright notice(s) or disable such copy protection feature(s) as the case may be. By making any copyrighted/copyrightable content available on any of the Services you affirm that you have the consent, authorization or permission, as the case may be from every person who may claim any rights in such content to make such content available in such manner. Further, by making any content available in the manner aforementioned, you expressly agree that Innovia will have the right to block access to or remove such content made available by you if Innovia receives complaints concerning any illegality or infringement of third party rights in such content. By using any of the Services and transmitting or publishing any content using such Service, you expressly consent to determination of questions of illegality or infringement of third party rights in such content by the agent designated by Innovia for this purpose.

For procedure relating to complaints of illegality or infringement of third party rights in content transmitted or published using the Services, see the Innovia IPR Complaints.

If you wish to protest any blocking or removal of content by Innovia, you may do so in the manner provided here.

Innovia Content –  All text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music, artwork and computer code (collectively, “Innovia Content”), including but not limited to the design, structure, selection, coordination, expression, “look and feel” and arrangement of such Content, contained on the Platform is owned, controlled or licensed by or to Us, and is protected by trade dress, copyright, patent and trademark laws, and various other intellectual property rights and unfair competition laws.

Except as expressly provided in these Terms of Use, no part of the Service and no Innovia Content may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted or distributed in any way (including “mirroring”) to any other computer, server, Website or other medium for publication or distribution or for any commercial enterprise, without our express prior written consent.

Complaints – If we receive a complaint from any person against you with respect to your activities as part of use of the Services, we will forward the complaint to the primary email address of your user account. You must respond to the complainant directly within 10 days of receiving the complaint forwarded by us and copy Us in the communication. If you do not respond to the complainant within 10 days from the date of our email to you, we may disclose your name and contact information to the complainant for enabling the complainant to take legal action against you. You understand that your failure to respond to the forwarded complaint within the 10 days’ time limit will be construed as your consent to disclosure of your name and contact information by Us to the complainant.

Communications from The Innova Group – The Service may include certain communications from Us, such as service announcements, administrative messages and newsletters. You understand that these communications shall be considered part of using the Services. As part of our policy to provide you total privacy, we also provide you the option of opting out from receiving newsletters from us. However, you will not be able to opt-out from receiving service announcements and administrative messages.
User Sign up Obligations: You need to sign up for a user account by providing all required information in order to access or use the Services. If you represent an organization and wish to use the Services for corporate internal use, we recommend that you, and all other users from your organization, sign up for user accounts by providing your corporate contact information. In particular, we recommend that you use your corporate email address. You agree to: a) provide true, accurate, current and complete information about yourself as prompted by the signup process; and b) maintain and promptly update the information provided during sign up to keep it true, accurate, current, and complete. If you provide any information that is untrue, inaccurate, outdated, or incomplete, or if We have reasonable grounds to suspect that such information is untrue, inaccurate, outdated, or incomplete, We may terminate your user account and refuse current or future use of any or all of the Services.

Organization Accounts and Administrators – When you sign up for an account for your organization you may specify one or more administrators. The administrators will have the right to configure the Services based on your requirements and manage end users in your organization account. If your organization account is created and configured on your behalf by a third party, it is likely that such third party has assumed administrator role for your organization. Make sure that you enter into a suitable agreement with such third party specifying such party’s roles and restrictions as an administrator of your organization account.

You are responsible for i) ensuring confidentiality of your organization account password, ii) appointing competent individuals as administrators for managing your organization account, and iii) ensuring that all activities that occur in connection with your organization account comply with this Agreement. You understand that We are not responsible for account administration and internal management of the Services for you.

You are responsible for taking necessary steps for ensuring that your organization does not lose control of the administrator accounts. You may specify a process to be followed for recovering control in the event of such loss of control of the administrator accounts by sending an email to legal@innoviacloud.com, provided that the process is acceptable to Us. In the absence of any specified administrator account recovery process, We may provide control of an administrator account to an individual providing proof satisfactory to Us demonstrating authorization to act on behalf of the organization. You agree not to hold Us liable for the consequences of any actions We take in good faith in this regard.

Modification of Terms of Service – We may modify the Terms upon notice to you at any time through a service announcement or by sending email to your primary email address. If we make significant changes to the Terms that affect your rights, you will be provided with at least 30 days advance notice of the changes by email to your primary email address. You may terminate your use of the Services by providing Us notice by email within 30 days of being notified of the availability of the modified Terms if the Terms are modified in a manner that substantially affects your rights in connection with use of the Services. In the event of such termination, you will be entitled to prorated refund of the unused portion of any prepaid fees. Your continued use of the Service after the effective date of any change to the Terms will be deemed to be your agreement to the modified Terms.

Links to Other Sites – This Platform may contain links to other independent third-party Web sites (“Linked Sites”). These Linked Sites are provided solely as a convenience to our visitors. Such Linked Sites are not under Our control, and We are not responsible for and does not endorse the content of such Linked Sites, including any information or materials contained on such Linked Sites. You will need to make your own independent judgment regarding your interaction with these Linked Sites.

Disclaimers – INNOVIA DOES NOT PROMISE THAT THE PLATFORM OR ANY CONTENT, SERVICE OR FEATURE OF THE PLATFORM WILL BE ERROR-FREE OR UNINTERRUPTED, OR THAT ANY DEFECTS WILL BE CORRECTED, OR THAT YOUR USE OF THE PLATFORM WILL PROVIDE SPECIFIC RESULTS. THE PLATFORM AND ITS CONTENT ARE DELIVERED ON AN “AS-IS” AND “AS-AVAILABLE” BASIS. ALL INFORMATION PROVIDED ON THE PLATFORM IS SUBJECT TO CHANGE WITHOUT NOTICE. INNOVIA CANNOT ENSURE THAT ANY FILES OR OTHER DATA YOU DOWNLOAD FROM THE PLATFORM WILL BE FREE OF VIRUSES OR CONTAMINATION OR DESTRUCTIVE FEATURES. INNOVIA DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF ACCURACY, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. INNOVIA DISCLAIMS ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS AND CONDUCT OF ANY THIRD PARTIES IN CONNECTION WITH OR RELATED TO YOUR USE OF THE PLATFORM AND/OR ANY OF OUR SERVICES. YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF THE PLATFORM AND ANY LINKED SITES. YOUR SOLE REMEDY AGAINST INNOVIA FOR DISSATISFACTION WITH THE PLATFORM OR ANY CONTENT IS TO STOP USING THE PLATFORM OR ANY SUCH CONTENT. THIS LIMITATION OF RELIEF IS A PART OF THE BARGAIN BETWEEN THE PARTIES.

The above disclaimer applies to any damages, liability or injuries caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft or destruction of or unauthorized access to, alteration of, or use, whether for breach of contract, tort, negligence or any other cause of action.
Status username, password or account as a result of your failing to keep your account information secure and confidential.
You may not use anyone else’s INNOVIA username, password or account at any time without the express permission and consent of the holder of that INNOVIA username, password or account. INNOVIA cannot and will not be liable for any loss or damage arising from your failure to comply with these obligations.
Limitation of Liability: Except where prohibited by law, in no event will INNOVIA be liable to you for any indirect, consequential, exemplary, incidental or punitive damages, including lost profits, even if INNOVIA has been advised of the possibility of such damages.
If, notwithstanding the other provisions of these terms, INNOVIA is found to be liable to you for any damage or loss which arises out of or is in any way connected with your use of the PLATFORM or any Content, Our liability shall in no event exceed the greater of (1) the total of any subscription or similar fees with respect to any service or feature of or on the Platform paid in the six months prior to the date of the initial claim made against INNOVIA, or (2) US$100.00. Some jurisdictions do not allow limitations of liability, so the foregoing limitation may not apply to you.
Indemnity: You agree to indemnify and hold INNOVIA, its officers, directors, shareholders, predecessors, successors in interest, employees, agents, subsidiaries and affiliates, harmless from any demands, loss, liability, claims or expenses (including attorneys’ fees), made against INNOVIA by any third party due to or arising out of or in connection with your use of the Platform.

Violation of this Agreement –  In adhere to its Complaint policy, INNOVIA may disclose any information we have about you (including your identity) if we determine that such disclosure is necessary in connection with any investigation or complaint regarding your use of the Service, or to identify, contact or bring legal action against someone who may be causing injury to or interference with (either intentionally or unintentionally) INNOVIA’s rights or property, or the rights or property of visitors to or users of the Platform, including INNOVIA’s customers. We reserves the right at all times to disclose any information that We deem necessary to comply with any applicable law, regulation, legal process or governmental request. We may also disclose your information when We determine that applicable law requires or permits such disclosure, including exchanging information with other companies and organizations for fraud protection purposes.

You acknowledge and agree that INNOVIA may preserve any transmittal or communication by you with Us through the Platform or any service offered on or through the Platform, and may also disclose such data if required to do so by law or We determine that such preservation or disclosure is reasonably necessary to
– comply with legal process,
– enforce these Terms of Use,
– respond to claims that any such data violates the rights of others, or
– Protect the rights, property or personal safety of INNOVIA, its employees, users of or visitors to the Platform, and the public.

You agree that We may, in Our sole discretion and in accordance with Our complaint policy, terminate your access to the Platform, for cause, which includes (but is not limited to)
– requests by law enforcement or other government agencies,
– a request by you (self-initiated account deletions),
– discontinuance or material modification of the Platform or any service offered on or through the Platform, or
– Unexpected technical issues or problems.

If INNOVIA does take any legal action against you as a result of your violation of this agreement, We will be entitled to recover from you, and you agree to pay, all reasonable attorneys’ fees and costs of such action, in addition to any other relief granted to INNOVIA. You agree that We will not be liable to you or to any third party for termination of your access to the Platform as a result of any violation of this agreement.

Governing Law; Dispute Resolution – You agree that all matters relating to your access to or use of the Platform, including all disputes, will be governed by the laws of the United States and by the laws of the State of New York without regard to its conflicts of laws provisions. You agree to the personal jurisdiction by and venue in the state and federal courts in Kings County, Brooklyn, and waive any objection to such jurisdiction or venue. Any claim under these Terms of Use must be brought within one (1) year after the cause of action arises, or such claim or cause of action is barred. Claims made under the separate statements of work for new features, enhancements or new Services are not subject to this limitation. No recovery may be sought or received for damages other than out-of-pocket expenses, except that the prevailing party will be entitled to costs and attorneys’ fees. In the event of any controversy or dispute between Us and you arising out of or in connection with your use of the Platform, the parties shall attempt, promptly and in good faith, to resolve any such dispute. If we are unable to resolve any such dispute within a reasonable time (not to exceed thirty (30) days), then either party may submit such controversy or dispute to mediation. If the dispute cannot be resolved through mediation, then the parties shall be free to pursue any right or remedy available to them under applicable law.

Miscellaneous –  If any of the provisions of this agreement are held by a court or other tribunal of competent jurisdiction to be void or unenforceable, such provisions shall be limited or eliminated to the minimum extent necessary and replaced with a valid provision that best embodies the intent of these provision, so that this agreement shall remain in full force and effect. This agreement constitute the entire agreement between you and Us with regard to your use of the Platform, and any and all other written or oral agreements or understandings previously existing between you and Us with respect to such use are hereby superseded and cancelled. Our failure to insist on or enforce strict performance of these provisions shall not be construed as a waiver by Us of any provision or any right it has to enforce this agreement, nor shall any course of conduct between Us and you or any other party be deemed to modify any provision of this agreement. This agreement shall not be interpreted or construed to confer any rights or remedies on any third parties.

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