OLM DealFlow
Terms of Service

Please read these Terms and Conditions (“Terms”, “Terms and Conditions”) carefully before using OLM DealFlow (the “Service”) operated by Open Letter Marketing LLC (“OLM”, “us”, “we”, or “our”).

This User Agreement (the “Agreement”) is a legal agreement between you and OLM and it governs your use of olmdealFlow.com and openlettermarketing.com (the “Websites”) and the Service. By using the Service, you consent to the terms of this Agreement and to the terms of the OLM Terms and Conditions posted on our Websites. If you do not agree to these Terms and Conditions, do not use any portion of the Websites.

Accessing the Service
The Service is made available to you only for your private use, or if you are signing up on behalf of your company, for the use of your company.  You must be a registered user on the Podio.com platform to access the Service. Please keep your Podio password secure. If you lose your password for your account, you will not be able to access your data and will need to contact Podio directly to recover. You and your company are solely responsible for any activity that occurs under your user names, including, without limitation, all SPAM and other legal compliance.

Communications
When you visit our Websites or send e-mails to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by e-mail, through your OLM DeaFlow Podio workspaces, or by posting notices on our Websites. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.

Data
In using the Service, you acknowledge that we and/or our third-party partners are authorized to copy and store such data for backup purposes and to access same to extent necessary for support purposes. You agree to comply with all data privacy and other laws with regard to the data we store for you.  You shall defend and indemnify us for any claim, costs or damages that may arise from your breach of your obligations set forth in this Agreement.  In the event we are served with legal process to turn over your data, unless prohibited by law, we shall endeavor to provide you advance notice before turning over said data.

Accounts
When you create an account with us, you guarantee that you are above the age of 18, and that the information you provide us is accurate, complete, and current at all times. Inaccurate, incomplete, or obsolete information may result in the immediate termination of your account on the Service.

You are responsible for maintaining the confidentiality of your account and password, including but not limited to the restriction of access to your computer and/or account. You agree to accept responsibility for any and all activities or actions that occur under your account and/or password, whether your password is with our Service or a third-party service. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account.

You may not use as a username the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than you, without appropriate authorization. You may not use as a username any name that is offensive, vulgar or obscene.

Subscriptions
Some parts of the Service are billed on a subscription basis (“Subscription(s)”). You will be billed in advance on a recurring and periodic basis (“Billing Cycle”). Billing cycles are set on a monthly or annual basis depending on the package selected.

At the end of each Billing Cycle, your Subscription will automatically renew under the exact same conditions unless you cancel it or OLM cancels it. You may cancel your Subscription renewal under your account portal or submitting a support ticket.

A valid payment method, including credit card, is required to process the payment for your Subscription. You shall provide OLM with accurate and complete billing information and a valid payment method information. By submitting such payment information, you automatically authorize OLM to charge all Subscription fees incurred through your account to any such payment instruments.

Should automatic billing fail to occur for any reason, OLM will issue an electronic invoice indicating that you must proceed manually, within a certain deadline date, with the full payment corresponding to the billing period as indicated on the invoice.

Refunds
Except when required by law, paid Subscription fees are non-refundable.

Rights to Software and Service
The Service is owned exclusively by OLM or is licensed to OLM by our third-party partners.  You may not sell or distribute the Service to anyone else.  Your registration for the Service grants you a non-exclusive, non-transferable, non-sublicensable license of the software (in executable code form only), only for the purpose of accessing and using the Service. Except for the limited license granted in this Agreement, all rights in and to the software and Service are expressly reserved, and no implied licenses are granted by OLM.

The software offered as part of the Service and its structure, organization, source code, and documentation contains valuable trade secrets of OLM and its licensors, and, accordingly, you agree not to (and agree not to allow third parties to): (1) sublicense, lease, rent, loan, transfer or distribute the software and/or Service, or any derivative thereof, to any third party;  (2) modify, adapt, translate, or prepare derivative works from the software or Service; (3) decompile, reverse engineer, disassemble or otherwise attempt to derive source code from the software or Service; (4) extract portions of the software’s files for use in other applications; or (5) remove, obscure or alter OLM’s, or any third-party’s, trademarks, copyright or other proprietary rights notices affixed to, contained within or accessed in conjunction with, or through, the software or Service. 

Content
Our Service allows you to post, link, store, share and otherwise make available certain information, text, graphics, videos, or other material (“Content”). You are responsible for the Content that you post on or through the Service, including its legality, reliability, and appropriateness.

By posting Content on or through the Service, You represent and warrant that: (i) the Content is yours (you own it) and/or you have the right to use it and the right to grant us the rights and license as provided in these Terms, and (ii) that the posting of your Content on or through the Service does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person or entity. We reserve the right to terminate the account of anyone found to be infringing on a copyright.

You retain any and all of your rights to any Content you submit, post or display on or through the Service and you are responsible for protecting those rights. We take no responsibility and assume no liability for Content you or any third-party posts on or through the Service. However, by posting Content using the Service you grant us the right and license to use, modify, perform, display, reproduce, and distribute such Content on and through the Service.

OLM has the right but not the obligation to monitor and edit all Content provided by users.

In addition, Content found on or through this Service are the property of OLM or used with permission. You may not distribute, modify, transmit, reuse, download, repost, copy, or use said Content, whether in whole or in part, for commercial purposes or for personal gain, without express advance written permission from us.

Termination
You may terminate your Service at any time by extracting your data and canceling your subscription under your account portal or submitting a support ticket.

Your rights to use the Service shall automatically terminate upon your breach of the terms and conditions of this Agreement. OLM may refuse, or discontinue participation of, any user at any time at its sole discretion.

When the Service is terminated, you will no longer have access to your data; however, if the termination of service is for any reason other than due to your breach, we shall endeavor to make your data available for you to download for a period of thirty (30) days before removing your workspace from the system. Thereafter, OLM has no obligation to provide you with a copy of your data and may remove and discard any data.

All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

Changes
There are times when OLM may modify, suspend or discontinue providing the Service. Unless prohibited by judicial or other similar order, OLM will notify you of any modification, suspension, or discontinuance of the Service, either by sending an email to the email address you provide with your registration, notifying you in your Podio workspaces, or by a posting on our Websites. OLM may modify this Agreement and the amendments will be effective upon acceptance of registration for new users and will be effective for you 30 days after we post any amended terms on our Websites. If you do not agree to the changes, you will have to terminate your account at that time.

OLM, in its sole discretion and at any time, may modify the Subscription fees for the Subscriptions. Any Subscription fee change will become effective at the end of the then-current Billing Cycle.

OLM will provide you with a reasonable prior notice of any change in Subscription fees to give you an opportunity to terminate your Subscription before such change becomes effective.

Your continued use of the Service after the Subscription fee change comes into effect constitutes your agreement to pay the modified Subscription fee amount.

Links to Other Websites
Our Service may contain links to third party web sites or services that are not owned or controlled by OLM.

OLM. has no control over, and assumes no responsibility for the content, privacy policies, or practices of any third party web sites or services. We do not warrant the offerings of any of these entities/individuals or their websites.

You acknowledge and agree that OLM shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such third party web sites or services.

We strongly advise you to read the terms and conditions and privacy policies of any third party web sites or services that you visit.

Indemnification
You agree to defend, indemnify and hold harmless OLM and its licensee and licensors, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees), resulting from or arising out of a) your use and access of the Service, by you or any person using your account and password; b) a breach of these Terms, or c) Content posted on the Service.

Limitation of Liability
In no event shall OLM, nor its directors, employees, partners, agents, suppliers, or affiliates, be liable for any indirect, incidental, special, consequential or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from (i) your access to or use of or inability to access or use the Service; (ii) any conduct or content of any third party on the Service; (iii) any content obtained from the Service; and (iv) unauthorized access, use or alteration of your transmissions or content, whether based on warranty, contract, tort (including negligence) or any other legal theory, whether or not we have been informed of the possibility of such damage, and even if a remedy set forth herein is found to have failed of its essential purpose.

Disclaimer
Your use of the Service is at your sole risk. The Service is provided on an “AS IS” and “AS AVAILABLE” basis. The Service is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement or course of performance.

OLM, its subsidiaries, affiliates, and its licensors do not warrant that a) the Service will function uninterrupted, secure or available at any particular time or location; b) any errors or defects will be corrected; c) the Service is free of viruses or other harmful components; or d) the results of using the Service will meet your requirements.

Governing Law
These Terms shall be governed and construed in accordance with the laws of Massachusetts, United States, without regard to its conflict of law provisions.

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect. These Terms constitute the entire agreement between us regarding our Service, and supersede and replace any prior agreements we might have had between us regarding the Service.

Miscellaneous 
The failure of OLM to exercise or enforce any right or provision of this Agreement does not constitute a waiver of such right or provision. If, for any reason, a court of competent jurisdiction finds any provision or portion of this Agreement to be unenforceable, the remainder of this Agreement will continue in full force and effect.

This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter. Any waiver of any provision of this Agreement will be effective only if in writing and signed by OLM.

Contact
If you have any questions about this Agreement, please contact us at [email protected]