Website Terms of Use
Version 1.6

Last revised on:

The website located at www.initialstate.com, init.st (the “Site”) and the Application Program Interface (“API”) for accessing the Site (together the “Services”) are copyrighted works belonging to Initial State Technologies, Inc. (“Initial State”, “us”, “our”, and “we”). Certain features of the Site may be subject to additional guidelines, terms, or rules, which will be posted on the Site in connection with such features. All such additional terms, guidelines, and rules are incorporated by reference into these Terms of Use.

These Terms of Use (these “Terms”) set forth the legally binding terms and conditions that govern your use of the Services. By accessing or using the Services, you are accepting these Terms (on behalf of yourself or the entity that you represent), and you represent and warrant that you have the right, authority, and capacity to enter into these Terms (on behalf of yourself or the entity that you represent). You may not access or use the Services or accept the Terms if you are not at least 13 years old. If you do not agree with all of the provisions of these Terms, do not access and/or use the Services.

  1. 1. Accounts

    1. 1.1 Account Creation.

      In order to use certain features of the Site, you must register for an account (“Account”) and provide certain information about yourself as prompted by the account registration form. You represent and warrant that:
      1. (a) all required registration information you submit is truthful and accurate;
      2. (b) you will maintain the accuracy of such information. You may delete your Account at any time, for any reason, by following the instructions on the Site. Initial State may suspend or terminate your Account in accordance with Section 10.

    2. 1.2 Account Responsibilities.

      You are responsible for maintaining the confidentiality of your Account login information and are fully responsible for all activities that occur under your Account. You agree to immediately notify Initial State of any unauthorized use, or suspected unauthorized use of your Account or any other breach of security. Initial State cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.

    3. 1.3 Account Access.

      Your login may only be used by one person - a single login shared by multiple people is not permitted.

  2. 2. Access To The Site

    1. 2.1 Access Rights.

      Subject to these Terms, Initial State grants you a non-transferable, non-exclusive, revocable, limited right to use and access the Site for your own personal or commercial use, subject to the restrictions in Section 2.2 below.

    2. 2.2 Certain Restrictions.

      The rights granted to you in these Terms are subject to the following restrictions:
      1. (a) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Site;
      2. (b) you shall not access the Site in order to build a similar or competitive website, product, or service; and
      3. (c) except as expressly stated herein, no part of the Site may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means. Unless otherwise indicated, any future release, update, or other addition to functionality of the Site shall be subject to these Terms. All copyright and other proprietary notices on the Site (or on any content displayed on the Site) must be retained on all copies thereof.

    3. 2.3 Modification.

      Initial State reserves the right, at any time, to modify, suspend, or discontinue the Site (in whole or in part) with or without notice to you. You agree that Initial State will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Site or any part thereof.

    4. 2.4 No Support or Maintenance.

      You acknowledge and agree that Initial State will have no obligation to provide you with any support or maintenance in connection with the Site.

    5. 2.5 Ownership.

      Excluding any User Content that you may provide (defined below), you acknowledge that all the intellectual property rights, including copyrights, patents, trademarks, and trade secrets, in the Site and its content are owned by Initial State or Initial State’s suppliers, including Aggregated Statistics (defined below) and any information, data, or other content derived from Initial State's monitoring of your access to or use of the Services (“Provider IP”). Neither these Terms (nor your access to the Site) transfers to you or any third party any rights, title or interest in or to such Provider IP, except for the limited access rights expressly set forth in Section 2.1. Initial State and its suppliers reserve all rights not granted in these Terms. There are no implied licenses granted under these Terms.

  3. 3. API Terms

    1. 3.1 API Access.

      You may send data to your Initial State account and access your account data via an API. Any use of the API, including use of the API through a third-party product that accesses the Site, is bound by these Terms of Service.

    2. 3.2 API Abuse.

      Abuse of the Site via the API may result in the temporary or permanent suspension of your account's access to the API. Initial State, in its sole discretion, will determine abuse or excessive usage of the API. Initial State will make a reasonable attempt via email to warn the account owner prior to suspension.

    3. 3.3 Excessive Bandwidth Usage.

      If your bandwidth usage significantly exceeds the average bandwidth usage (as determined solely by Initial State) of other Initial State customers, we reserve the right to immediately disable your account or throttle your API access until you can reduce your bandwidth consumption.

    4. 3.4 Excessive Input Streaming Data Metering.

      If the amount of incoming streaming data sent to your Initial State account through the Initial State Events API (as documented at https://initialstateeventsapi.docs.apiary.io/#) exceeds three million events (an event defined as a key/value pair) within a billable month, we reserve the right to immediately throttle your API access until the next billable month.

    5. 3.5 API Modifications.

      Initial State reserves the right at any time to modify or discontinue, temporarily or permanently, your access to the API (or any part thereof) with or without notice.

    6. 3.6 Trigger Usage.

      If your trigger usage—defined as either (i) the number of triggered actions taken (e.g. sms, email) or (ii) the number of evaluated events in active trigger streams— significantly exceeds the average trigger usage (as determined solely by Initial State) of other Initial State customers, we reserve the right to immediately disable your account or throttle your API access until you can reduce your trigger usage. SMS notifications are available only to United States phone numbers.

    7. 3.7 Aggregated Statistics.

      Notwithstanding anything to the contrary in these Terms, Initial State may monitor your use of the Services and collect and compile data and information related to your use of the Services that is used by Initial State in an aggregate and anonymized manner, including to compile statistical and performance information related to the provision and operation of the Services (“Aggregated Statistics”). As between Initial State and you, all right, title, and interest in Aggregated Statistics, and all intellectual property rights therein, belong to and are retained solely by Initial State. You acknowledge that Initial State may compile Aggregated Statistics based on User Content input into the Services. You agree that Initial State may (i) make Aggregated Statistics publicly available in compliance with applicable law, and (ii) use Aggregated Statistics to the extent and in the manner permitted under applicable law; provided that such Aggregated Statistics do not identify your Confidential Information.

  4. 4. Payment, Refunds, Upgrading, and Downgrading Terms

    1. 4.1 Payment Account Information.

      All paid plans must enter a valid payment account. Free accounts are not required to provide payment account information.

    2. 4.2 Upgrading.

      When upgrading from a free plan to any paying plan, Initial State will immediately bill you.

    3. 4.3 Monthly and Yearly Recurring Billing.

      Monthly payment plans are billed in advance on a monthly basis. When changing from a monthly billing cycle to a yearly billing cycle, Initial State will immediately bill for a full year of service and continue billing on a yearly basis until the plan is downgraded to a monthly billing cycle or to a free plan.

    4. 4.4 Downgrading.

      Downgrading plans will result in a credit for future Services applied to your account in proportion to any unused, partial month, or months of service. No monetary refunds will be given for unused, partial month, or months of service that result from downgrading plans. Downgrading your Service may cause the loss of content, features, or capacity of your Account. Initial State does not accept any liability for such loss.

    5. 4.5 Taxes, Levies, and Duties.

      All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and you shall be responsible for payment of all such taxes, levies, or duties.

  5. 5. User Content

    1. 5.1 User Content.

      “User Content” means any and all information and content that a user submits to, or uses with, the Site (e.g., content in the user’s profile or postings). You are solely responsible for your User Content. You assume all risks associated with use of your User Content, including any reliance on its accuracy, completeness or usefulness by others, or any disclosure of your User Content that personally identifies you or any third party. You hereby represent and warrant that your User Content does not violate our Acceptable Use Policy (defined in Section 5.2). You may not represent or imply to others that your User Content is in any way provided, sponsored or endorsed by Initial State. Because you alone are responsible for your User Content, you may expose yourself to liability if, for example, your User Content violates the Acceptable Use Policy. Initial State is not obligated to backup any User Content, and your User Content may be deleted at any time without prior notice. You are solely responsible for creating and maintaining your own backup copies of your User Content if you desire.

    2. 5.2 Acceptable Use Policy.

      The following terms constitute our “Acceptable Use Policy”:

      1. You agree not to use the Services to collect, upload, transmit, display, or distribute any User Content that:
        1. (i) violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right;
        2. (ii) is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another’s privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive, promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual or is otherwise objectionable;
        3. (iii) is harmful to minors in any way; or
        4. (iv) is in violation of any law, regulation, or obligations or restrictions imposed by any third party.
      2. In addition, you agree not to:
        1. (i) upload, transmit, or distribute to or through the Services any computer viruses, worms, or any software intended to damage or alter a computer system or data;
        2. (ii) send through the Services unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise;
        3. (iii) use the Services to harvest, collect, gather or assemble information or data regarding other users, including e-mail addresses, without their consent;
        4. (iv) interfere with, disrupt, or create an undue burden on servers or networks connected to the Services, or violate the regulations, policies or procedures of such networks;
        5. (v) attempt to gain unauthorized access to the Services (or to other computer systems or networks connected to or used together with the Services), whether through password mining or any other means;
        6. (vi) harass or interfere with any other user’s use and enjoyment of the Services; or
        7. (vii) use software or automated agents or scripts to produce multiple accounts on the Site, or to generate automated searches, requests, or queries to (or to strip, scrape, or mine data from) the Site (provided, however, that we conditionally grant to the operators of public search engines revocable permission to use spiders to copy materials from the Site for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials, subject to the parameters set forth in our robots.txt file).

    3. 5.3 Enforcement.

      We reserve the right (but have no obligation) to review any User Content, and to investigate and/or take appropriate action against you in our sole discretion if you violate the Acceptable Use Policy or any other provision of these Terms or otherwise create liability for us or any other person. Such action may include removing or modifying your User Content, terminating your Account in accordance with Section 10, and/or reporting you to law enforcement authorities.

    4. 5.4 Feedback.

      If you provide Initial State with any feedback or suggestions regarding the Services (“Feedback”), you hereby assign to Initial State all rights in such Feedback and agree that Initial State shall have the right to use and fully exploit such Feedback and related information in any manner it deems appropriate. Initial State will treat any Feedback you provide as non-confidential and non-proprietary. You agree that you will not submit to Initial State any information or ideas that you consider to be confidential or proprietary.

  6. 6. Indemnification.

    You agree to defend, indemnify, and hold Initial State (and its affiliates, officers, employees, and agents) harmless against any losses suffered or incurred by Initial State, including costs and attorneys’ fees, arising out of or relating to any claim or demand made by any third party due to or arising out of
    1. (a) your use of the Services,
    2. (b) your violation of these Terms, including the Acceptable Use Policy,
    3. (c) your violation of applicable laws or regulations, or
    4. (d) your User Content.

    You agree to indemnify and hold harmless Initial State and its affiliates against any losses suffered or incurred by Initial State or its affiliates and arising out of or relating to any violation by you of any Export Control Law, or of any agreement, warranty or representation made in this clause/section, in connection with your use of the Services, including, without limitation, attorney’s fees and any and all costs associated with the removal of any information subject to ITAR control from information technology systems owned, operated, leased, or otherwise employed by Initial State or its affiliates to provide the Services.

    Initial State reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these matters. You agree not to settle any matter without the prior written consent of Initial State. Initial State will use reasonable efforts to notify you of any such claim or demand upon becoming aware of it.

  7. 8. Disclaimers

    THE SERVICES ARE PROVIDED ON AN AS-IS AND AS AVAILABLE BASIS, AND INITIAL STATE (AND OUR AFFILIATES AND SUPPLIERS) EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ALL WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, ACCURACY, OR NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE\. WE (AND OUR AFFILIATES AND SUPPLIERS) MAKE NO WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS, WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS, OR WILL BE ACCURATE, RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, COMPLETE, LEGAL, OR SAFE. IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SERVICES, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF FIRST USE.

    SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

  8. 9. Limitation On Liability

    TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL INITIAL STATE (OR OUR AFFILIATES OR SUPPLIERS) BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST DATA, COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS, OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR RELATING TO THESE TERMS OR YOUR USE OF, OR INABILITY TO USE, THE SERVICES, EVEN IF INITIAL STATE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SERVICES ARE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR COMPUTER SYSTEM, OR LOSS OF DATA RESULTING THEREFROM.

    TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO A MAXIMUM OF FIFTY US DOLLARS (U.S. $50). THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. YOU AGREE THAT OUR SUPPLIERS WILL HAVE NO LIABILITY OF ANY KIND ARISING FROM OR RELATING TO THIS AGREEMENT.

    SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

  9. 10. Term And Termination.

  10. 10.1 Trial Period.

    You may elect to access and use the Services during an initial 14-day trial period (“Trial Period”) pursuant to these Terms. You will not be charged for the Trial Period, however, you will be automatically enrolled in an Initial Term at the end of the Trial Period at the then current list price. You may terminate these Terms and stop the auto enrollment process by providing written notice to Initial State prior to the expiration of the Trial Period.

  11. 10.2 Initial Term.

    Upon receipt of payment, the term of these Terms (the “Initial Term”) shall begin on the Effective Date of the Trial Period and, will continue in effect for one (1) year or one (1) month (depending on selected plan), unless terminated earlier pursuant to these Terms’ express provisions.

  12. 10.3 Renewal Term.

    Upon expiration of the Initial Term, these Terms will automatically renew for subsequent one (1) year periods (each a "Renewal Term"), upon receipt of payment for the Renewal Term. If the Term is renewed for any Renewal Terms pursuant to this Section, the terms and conditions of these Terms during each such Renewal Term shall be the same as the terms and conditions in effect immediately prior to such renewal, subject to any change in the fees payable hereunder by you during the applicable Renewal Term. If either party provides timely notice of its intent not to renew these Terms, or if you fail to make a timely payment for any subsequent Renewal Term, then these Terms shall expire at the end of the then-current Term.

  13. 10.4 Termination.

    Subject to this Section, these Terms will remain in full force and effect while you use the Services. We may suspend or terminate your rights to use the Services (including your Account) at any time for any reason at our sole discretion, including for any use of the Services in violation of these Terms. Upon termination of your rights under these Terms, your Account and right to access and use the Site will terminate immediately. You understand that any termination of your Account may involve deletion of your User Content associated with your Account from our live databases. Initial State will not have any liability whatsoever to you for any termination of your rights under these Terms, including for termination of your Account or deletion of your User Content. Even after your rights under these Terms are terminated, the following provisions of these Terms will remain in effect: Sections 2.2 through 2.5, and Sections 5 through 11.

  14. 11. General.

  15. 11.1 Changes.

    These Terms are subject to occasional revision, and if we make any substantial changes, we may notify you by sending you an e-mail to the last e-mail address you provided to us (if any), and/or by prominently posting notice of the changes on our Site. You are responsible for providing us with your most current e-mail address. In the event that the last e-mail address that you have provided us is not valid, or for any reason is not capable of delivering to you the notice described above, our dispatch of the e-mail containing such notice will nonetheless constitute effective notice of the changes described in the notice. Any changes to these Terms will be effective upon the earlier of thirty (30) calendar days following our dispatch of an e-mail notice to you (if applicable) or thirty (30) calendar days following our posting of notice of the changes on our Site. These changes will be effective immediately for new users of our Site. Continued use of our Site following notice of such changes shall indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes.

  16. 11.2 Governing Law.

    These Terms are governed by and construed in accordance with the laws of the State of Oregon without giving effect to any choice or conflict of law provision or rule that would require or permit the application of the laws of any jurisdiction other than those of the State of Oregon.

  17. 11.3 Export.

    The Services are be subject to U.S. export control laws (“Export Laws”). You agree to use the Services only in compliance with the Export Laws and shall not use the Services in a manner that causes you or Initial State to violate applicable Export Laws, including without limitation, to export, reexport, or transfer, directly or indirectly, any U.S. technical data acquired from Initial State, or any products utilizing such data, in violation of the United States export laws or regulations to any prohibited destination, end-user, or end-use without prior government authorization. You acknowledge that the Services contain encryption functionality, which may be subject to import or use restrictions, and represents that you shall not use the Services in a manner that violates any applicable restrictions related to the use of cryptography.

  18. 11.4 US Government Rights.

    Each of the documentation and the software components that constitute the Services is a "commercial item" as that term is defined at 48 C.F.R. § 2.101, consisting of "commercial computer software" and "commercial computer software documentation" as such terms are used in 48 C.F.R. § 12.212. Accordingly, if you are an agency of the US Government or any contractor therefor, you only receive those rights with respect to the Services and documentation as are granted to all other end users, in accordance with (a) 48 C.F.R. § 227.7201 through 48 C.F.R. § 227.7204, with respect to the Department of Defense and their contractors, or (b) 48 C.F.R. § 12.212, with respect to all other US Government users and their contractors.

  19. 11.5 Disclosures.

    Initial State is located in Nashville, TN. If you are a California resident, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Product of the California Department of Consumer Affairs by contacting them in writing at 400 R Street, Sacramento, CA 95814, or by telephone at (800) 952-5210.

  20. 11.6 Electronic Communications.

    The communications between you and Initial State use electronic means, whether you use the Site or send us emails, or whether Initial State posts notices on the Site or communicates with you via email. For contractual purposes, you
    1. (a) consent to receive communications from Initial State in an electronic form; and
    2. (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Initial State provides to you electronically satisfy any legal requirement that such communications would satisfy if it were be in a hardcopy writing. The foregoing does not affect your non-waivable rights.

  21. 11.7 Entire Terms.

    These Terms constitute the entire agreement between you and Initial State regarding the use of the Services. Our failure to exercise or enforce any right or provision of these Terms shall not operate as a waiver of such right or provision. The section titles in these Terms are for convenience only and have no legal or contractual effect. The word “including” means including without limitation. If any provision of these Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. Your relationship to Initial State is that of an independent contractor, and neither party is an agent or partner of the other. These Terms, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you without Initial State’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. Initial State may freely assign these Terms. These Terms shall be binding upon assignees.

  22. 11.8 Copyright/Trademark Information.

    Initial State reserves all rights in the Services. All trademarks, logos and service marks (“Marks”) displayed on the Site are our property or the property of other third parties. You are not permitted to use these Marks without our prior written consent or the consent of any such third parties.