Last Updated: March 28, 2019
Information that our European users submit through the Alloy Service or the Site is sent to and stored on secure servers located in the United States of America and may be transferred by us to our other offices and/or to the third parties (such as our Partner Companies), who may be situated in the United States of America or elsewhere outside the European Economic Area (EEA) and may be processed by staff operating outside the EEA. The US and other non-EEA countries do not have similar data protection laws to the European Union, and you should be aware in particular that the law and practice in the United States in respect of law enforcement authority access to data is significantly different from Europe. Where we transfer your information we will take all reasonable steps to ensure that your privacy rights continue to be protected consistent with our obligations under local law. By submitting information via the Alloy Service, you agree to this storing, processing and/or transfer.
We do not intentionally gather or process Personal Data about individuals who are under the age of 13. If we inadvertently hold or have access to Personal Data about anyone under 13, please let us know so we can delete it.
First Mile Group collects Personal Data and Anonymous Data from you when you visit our Site and/or when you send us information or communications in connection with your use of the Alloy Service. "Personal Data" means data that allows someone to identify you or your potential customers, including, for example, name, address, geographic location of computer or mobile device, telephone number, social security number, credit card number, email address and bank account information, as well as any other non-public information that is associated with or linked to any of the foregoing data. "Anonymous Data" means data about you or your potential customers that is not associated with or linked to your Personal Data; Anonymous Data does not permit the identification of individual persons. We collect Personal Data and Anonymous Data, as described below.
We collect Personal Data from you, such as first and last name, email and mailing addresses, telephone number, professional title, company name, payment information and password, when you register for the Alloy Service. We also retain information on your behalf, such as the Personal Data described above and any correspondence. If you provide us feedback or contact us via email, we will collect your name and email address, IP address, as well as any other content included in the email, in order to send you a reply, and any information that you submit to us. We may also collect Personal Data at other instances in Alloy Service user experience where we state that Personal Data is being collected. In addition to Personal Information that we collect on you, we also collect the Personal Data of your potential customers that you submit to us for processing through the Alloy Service.
We may receive Personal Data about you from other sources like companies that provide services (such as payment processing services) in connection with the Alloy Service (collectively, "Partner Companies"). Our Partner Companies may supply us with Personal Data, such as your name and email and mailing address information or your login credentials for such Partner Company's website or service, in order to help us provide the Alloy Service. We may add this information to the information we have already collected from you via our website in order to perform and improve the Alloy Service. In addition, in process of processing the Personal Data of your potential customers through the Alloy Service, we may receive further Personal Data regarding your potential customers from various information service providers utilized by the Alloy Service.
The Alloy Service (which may be hosted by a third-party service provider) may collect Personal Data from you, such as browser type, geographic location of your mobile device or computer, operating system and version, Internet Protocol (IP) address, domain name, information about your application, operating environment and hardware profiles and/or a date/time stamp for your visit. We may also use Identifiers (as defined below) and navigational data like Uniform Resource Locators (URL) to gather information regarding the date and time of your visit and/or access to the Alloy Service and your activity on the Alloy Service. Like most Internet services, we automatically gather this Personal Data and store it in log files each time you visit the Site, use the Application or access your account on our network.
When you interact with the Site or the Application, we try to make that experience simple and useful. We use industry standard identifiers, such as cookies and mobile device identifiers which perform a similar role. Cookies are small pieces of information which are issued to your computer or mobile device (as the case may be) when you visit a website or access or use a mobile application and which store and sometimes track information about your use of the Site or Application (as the case may be). A number of cookies we use last only for the duration of your web or Application session and expire when you close your browser or exit the Application. Other cookies are used to remember you when you return to the Site or Application and will last for longer. We refer to cookies and the mobile device equivalents as "Identifiers."
We use Identifiers to:
Some of the Identifiers used by the Site are set or accessed (as appropriate) by us, and some a by third parties who are delivering services on our behalf.
Most web and mobile device browsers automatically accept cookies but, if you prefer, you can change your browser to prevent that or to notify you each time a cookie is set. You can also learn more about cookies by visiting www.allaboutcookies.org which includes additional useful information on cookies and how to block cookies using different types of browser or mobile device. Please note, however, that by blocking or deleting cookies used on the Site or Application, you may not be able to take full advantage of the Site or Application (as the case may be).
In addition to cookies, tracking Gifs may be set by us or third parties in respect of your use of the Site or Application. Tracking Gifs are small image files within the content of the Site or Application so we or third parties can understand parts of the Site are visited and which functions of the Application are used and whether particular content is of interest.
We collect, process your Personal Data, provided by or collected as described above, for the purposes and on the legal bases identified in the following:
We may create Anonymous Data records from Personal Data by excluding information that render the data personally identifiable. We use this Anonymous Data to analyze request and usage patterns so that we may enhance the content and functionality of the Alloy Service. First Mile Group reserves the right to use for other purposes and to disclose Anonymous Data to third parties in its discretion.
First Mile Group receives specific contractual authorization from all Customers which it receives data from for processing in line with one or more purposes as outlined above, and for processing the data within the United States.
We may share your Personal Data with Partner Companies to provide technical support or to provide specific services, such as maintenance services, database management or payment processing for purchases. Partner Companies will have access to your Personal Data only to perform these services on our behalf and are obligated not to disclose or use it for any other purpose. They may be located, or their data processing activities may take place, in the United States of America or elsewhere outside the European Economic Area (EEA). The US and other non-EEA countries do not have similar data protection laws to the European Union, and you should be aware in particular that the law and practice in the United States in respect of law enforcement authority access to data is significantly different from Europe. Additionally, Personal Data of your potential customers that you provide through the Alloy Service will be disclosed to the various third party information database providers used in the provision of identity verification services through the Alloy Service.
First Mile Group may sell/divest/transfer the company (including any shares in the company), or any combination of its products, services, assets and/or businesses. Personal Data may be among the items sold or otherwise transferred in these types of transactions, you will be notified via email and/or a prominent notice on our Web site of any change in ownership or uses of your personal information. We may also sell, assign or otherwise transfer such information in the course of corporate divestitures, mergers, acquisitions, bankruptcies, dissolutions, reorganizations, liquidations, similar transactions or proceedings involving all or a portion of the company.
Regardless of any choices you make regarding your Personal Data (if applicable), First Mile Group may disclose Personal Data if it believes in good faith that such disclosure is necessary to (a) comply with relevant laws or to respond to subpoenas or warrants or lawful requests from government authorities served on Alloy; or (b) protect or defend the rights, reputation or property of First Mile Group or users of the Alloy Service.
Except as otherwise stated in this policy, we do not sell, trade, share, or rent the Personal Data collected from our services to third parties. You expressly consent to the sharing of Personal Data as described in this policy.
First Mile Group offers you the choice of receiving different types of communication and information related to our company, products and services. You may subscribe to e-newsletters or other publications; you may also elect to receive marketing communications and other special offers from us via email. If at any time you would like to change your communication preferences, we provide unsubscribe links and an opt-out mechanism for your convenience. You may also access and manage your preferences from your account.
Changes to the personal data of your potential customers should be sent to us immediately. You may change aspects of any of your Personal Data in your account by editing your profile within the registration portion of the Site or by sending an email to us at firstname.lastname@example.org. You may request deletion of your account information by us, but please note that we may be required (by law or otherwise) to keep this information and not delete it (or to keep this information for a certain time, in which case we will comply with your deletion request only after we have fulfilled such requirements). We will respond to your request to access within 30 days.
We will retain your information for as long as your account is active or as needed to provide you services. We will retain and use your information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements.
Where a Member accesses the Application or the Alloy Service because their employer is a Corporate Member, First Mile Group has no direct relationship with that Member. In that situation, a Member who seeks access, or who seeks to correct, amend, or delete inaccurate data should direct his query to the Alloy’s Corporate Member (the data controller). If the Corporate Member requests First Mile Group to remove the data, we will respond to their request within 30 business days.
First Mile Group will retain data we process on behalf of our Corporate Members for as long as needed to provide services to our Corporate Member. First Mile Group will retain and use this information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements.
Our Site may offer publicly accessible blogs or community forums. You should be aware that any information you provide in these areas may be read, collected, and used by others who access them. To request removal of your personal information from our blog or community forum, contact us at email@example.com. In some cases, we may not be able to remove your personal information, in which case we will let you know if we are unable to do so and why.
certain information about the Personal Data (if any) we disclosed to third parties for direct marketing purposes in the preceding calendar year. If applicable, this information would include a list of the categories of Personal Data that was shared and the names and addresses of all third parties with which we shared information in the immediately preceding calendar year. If you are a California resident and would like to make such a request, please submit your request in writing to firstname.lastname@example.org.
First Mile Group is committed to protecting the security of Personal Data. We use a variety of industry-standard security technologies and procedures to help protect Personal Data from unauthorized access, use, or disclosure. When you enter sensitive information on the Alloy Service, we encrypt the transmission of that information using secure socket layer technology (SSL). We also require you to enter a password to access your account information. Please do not disclose your account password to unauthorized people. Despite these measures, you should know that First Mile Group cannot fully eliminate security risks associated with Personal Data. Should you have any questions regarding our security procedures, or wish to report any potential system failures or breaches, please contact us at email@example.com
Under applicable law, you have, among others, the rights (under the conditions set out in applicable law): (i) to check whether and what kind of personal data we hold about you and to request copies of such data, (ii) to request correction, supplementation or deletion of your personal data that is inaccurate or processed in non-compliance with applicable requirements, and (iii) to request us to restrict the processing of your personal data, (iv) in certain circumstances, to object for legitimate reasons to the processing of your personal data or to revoke consent previously granted where such revocation has no effect on the lawfulness of the processing prior to the revocation, (v) to request data portability, (vi) to know the identities of third parties to which your personal data are transferred, and (vii) to lodge a complaint with the competent authority.
If you want to learn more about the personal information that First Mile Group has about you, or you would like to update or change that information, please contact us by email at firstname.lastname@example.org.
First Mile Group makes good faith efforts to provide individuals with access to their Personal Information, although there may be circumstances in which First Mile Group is unable to comply with your request, including but not limited to: where the information contains legal privilege, would compromise others’ privacy or other legitimate rights, where the burden or expense of providing access would be disproportionate to the risks to the Individual’s privacy in the case in question or where it is commercially proprietary. If First Mile Group is unable to comply with your request we will provide you with an explanation of why that conclusion has been made, and provide a point of contact for further inquiries.
Last Updated Date: March 28, 2019
YOU ACKNOWLEDGE AND AGREE THAT, BY REGISTERING FOR AN ALLOY ACCOUNT, CLICKING ANY APPLICABLE “ACCEPT TERMS” BUTTON, ACCESSING OR USING THE APPLICATION OR ANY APPLICATION UPGRADES, OR ACCESSING OR USING THE ALLOY SERVICE, OR BY DOWNLOADING, SUBMITTING OR POSTING ANY CONTENT FROM OR ON OR THROUGH THE Alloy Service, YOU ARE INDICATING THAT YOU HAVE READ, UNDERSTAND AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE. IF YOU DO NOT AGREE TO THESE TERMS OF SERVICE, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE ALLOY SERVICE OR SITE CONTENT. If you accept or agree to these Terms of Service on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms of Service and, in such event, “you” and “your” will refer and apply to that company or other legal entity.
“Content” means text, graphics, photos, software, audio, video, information or other materials.
“Corporate Member” means a Member that is a company or other legal entity, rather than an individual.
“First Mile Group Content” means Content that First Mile Group makes available through the Site or Alloy Service, including any Content licensed to First Mile Group from a third party, but excluding Member Content.
“Member” means a person or entity who completes Alloy’s account registration process, as described under “Account Registration” below.
“Member Content” means Content that a Member uploads, submits or transmits to be processed through the Alloy Service.
“Site Content” means First Mile Group Content and Member Content.
First Mile Group reserves the right, at its sole discretion, to modify, discontinue or terminate the Alloy Service or to modify these Terms of Service, at any time and without prior notice. If we modify these Terms of Service, we will post the modification on the Site or provide you with notice of the modification. We will also update the “Last Updated Date” at the top of these Terms of Service or on the Site or Application. By continuing to access or use the Alloy Service after we have posted a modification on the Site or Application or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Terms of Service. If the modified Terms of Service are not acceptable to you, your only recourse is to cease using the Alloy Service.
Certain portions of the Alloy Service may, or may in the future, have different terms and conditions posted on the Site or may require you to agree with and accept additional terms and conditions. First Mile Group may, in its sole discretion, make premium or different applications, software or services available to you that are subject to different terms and conditions and narrower licenses than as set forth herein. If there is a conflict between these Terms of Service and terms and conditions posted for a specific portion of the Alloy Service, the latter terms and conditions shall take precedence with respect to your use of or access to that portion of the Alloy Service.
By accessing or using the Alloy Service you represent and warrant to First Mile Group that: (i) you are of legal age to form a binding contract; (ii) all registration information you submit is accurate, current and complete; (iii) you will maintain the accuracy and completeness of such information; (iv) if you are accepting these Terms of Service on behalf of a company or other legal entity, you have the authority to bind that company or legal entity to these Terms of Service. You also certify that you are legally permitted to use and access the Alloy Service and take full responsibility for the selection and use of and access to the Alloy Service. These Terms of Service are void where prohibited by law, and the right to access the Alloy Service is revoked in such jurisdictions.
In order to access the Alloy Service, you must register to create an account (“Account”) and become a Member. When registering with First Mile Group you agree to: (a) provide true, accurate, current and complete information about yourself (or, if applicable, the Corporate Member you represent) as prompted by the Alloy Service’s registration form (such information being the “Registration Data”) and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or we have grounds to suspect that such information is untrue, inaccurate, not current or incomplete, we may suspend or terminate your account and refuse any and all current or future use of the Alloy Service (or any portion thereof).
You may not authorize any third party (other than, if applicable, the employees, consultants or agents of the Corporate Member you represent) to access or use the Alloy Service on your behalf. You are responsible for maintaining the confidentiality of the user ID and password, and are fully responsible for all activities that occur under your user ID or password. You agree to immediately notify First Mile Group of any unauthorized use of your user ID or password or any other breach of security. First Mile Group cannot and will not be liable for any loss or damage arising from any unauthorized use of your account.
By providing us with your email address, you agree to receive all required notices electronically, to that email address. From time to time, First Mile Group will use this email address to send you notifications about product updates and improvements, company news and events.
Users will be responsible for paying agreed-upon fees for the Service. The Service is billed on a monthly basis and all fees paid for the Alloy Service are non-refundable and non-transferable except as expressly provided in these Terms of Service. All fees and applicable taxes, if any, are payable in United States dollars. You are solely responsible for the payment of, and shall pay when due, all applicable sales and use taxes and similar fees now in force, enacted or imposed in the future on the delivery of Alloy Service and/or any related transactions (except for taxes assessed on Alloy’s net income or personal property).
If your use of the Alloy Service is subject to a recurring subscription fee, your Alloy Service subscription will automatically renew, unless we terminate it, or you notify us by telephone or email (email@example.com) of your decision to terminate your current Alloy Service subscription. You must cancel any such Alloy Service subscription before it renews in order to avoid billing of subscription fees for the renewal term. All fees and charges are nonrefundable and there are no refunds or credits for partially used periods.
Subject to your compliance with these Terms of Service, First Mile Group grants you a limited non-exclusive, non-transferable license to access and use the Alloy Service solely for your internal business use.
Alloy Service. First Mile Group shall own and retain all right, title, and interest in and to the Alloy Service (except for any licensed content and software components included therein). Member agrees not to reverse engineer, decompile, distribute, license, sell, transfer, disassemble, copy, alter, modify, or create derivative works of the Alloy Service or otherwise use the Alloy Service in any way that violates the use restrictions contained in these Terms of Service. First Mile Group does not grant to Member any license, express or implied, to the intellectual property of First Mile Group or its licensors. Member further acknowledges and agrees that any information regarding the design, “look and feel”, specifications, components, functionality or operation and payment terms and pricing (if applicable) of the Alloy Service is considered the confidential and proprietary information of First Mile Group (collectively “First Mile Group Confidential Information”).
Member Data. Subject to the section below labeled “Assignment of Certain Member Data”, Member shall retain all right, title and interest in and to (a) all graphics, images, files, data and other information transmitted by Member to First Mile Group in connection with its use of the Alloy Service and (b) reports and other materials generated by the Alloy Service following such transmission (collectively, “Member Data”), provided, however, that Member hereby grants to First Mile Group a worldwide, royalty-free, non-exclusive license to use (i) Member Data solely for purposes of deriving insights, building models and otherwise maintaining and improving the Alloy Service and (ii) non-identifiable, anonymous, aggregated data regarding Member’s use of the Alloy Service compiled by First Mile Group solely for marketing purposes or distribution to third party research firms.
First Mile Group Logos and Designs. Alloy’s graphics, logos, designs, page headers, button icons, scripts and service names are trademarks or trade dress of Alloy’s in the U.S. and/or other countries. Alloy’s trademarks and trade dress may not be used, including as part of trademarks and/or as part of domain names, in connection with any product or service in any manner that is likely to cause confusion and may not be copied, imitated, or used, in whole or in part, without Alloy’s prior written permission.
Member Art. Member shall retain all right, title and interest in and to all of Member’s logos, promotional graphics and related marketing designs (collectively, the “Member Art”), provided, however, that Member hereby grants to First Mile Group a worldwide, royalty-free, non-exclusive license to use the Member Art, as well as Member’s corporate and/or trade name, for purposes of fulfilling its obligations hereunder and marketing Alloy’s products and services to third parties, subject to Member’s right in each instance to approve the manner and form of such use (which approval shall be in writing and shall not be unreasonably withheld or delayed).
We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Alloy Service (“Feedback”). You may submit Feedback by emailing us at firstname.lastname@example.org or through the applicable section of the Alloy Service. You acknowledge and agree that all Feedback will be the sole and exclusive property of First Mile Group and you hereby irrevocably assign to First Mile Group and agree to irrevocably assign to First Mile Group all of your right, title, and interest in and to all Feedback, including without limitation all worldwide patent rights, copyright rights, trade secret rights, and other proprietary or intellectual property rights therein. At Alloy’s request and expense, you will execute documents and take such further acts as First Mile Group may reasonably request to assist First Mile Group to acquire, perfect, and maintain its intellectual property rights and other legal protections for the Feedback.
You agree not to do any of the following:
First Mile Group will have the right to investigate and prosecute violations of any of the above to the fullest extent of the law. First Mile Group may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms of Service. You acknowledge that First Mile Group has no obligation to monitor your access to or use of the Alloy Service, or to review or edit any Member Content, but has the right to do so for the purpose of operating the Alloy Service, to ensure your compliance with these Terms of Service, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body.
If you believe that your copyrighted work has been copied in a way that constitutes copyright infringement and is accessible through the Alloy Service, please notify Alloy’s copyright agent, as set forth in the Digital Millennium Copyright Act of 1998 (DMCA). For your complaint to be valid under the DMCA, you must provide the following information in writing:
Alloy’s Designated Copyright Agent to receive notifications of claimed infringement can be reached as follows:
Attention: Copyright Agent
First Mile Group, Inc. d/b/a Alloy
386 Troutman Street, Suite 2R
Brooklyn, NY 11237
For clarity, only DMCA notices should go to the Alloy’s Designated Copyright Agent. Any other feedback, comments, requests for technical support or other communications should be directed to First Mile Group via email@example.com.
If you breach any of these Terms of Service, First Mile Group will have the right to suspend, disable or terminate your Account or terminate these Terms of Service, at its sole discretion and without prior notice to you. First Mile Group reserves the right to revoke your access to and use of the Alloy Service at any time, with or without cause. In the event First Mile Group terminates these Terms of Service for your breach, you will remain liable for any and all amounts due hereunder. You may cancel your Account at any time by sending an email to firstname.lastname@example.org.
THE Alloy Service AND SITE CONTENT ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, First Mile Group EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. First Mile Group MAKES NO WARRANTY THAT THE Alloy Service OR SITE CONTENT WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. First Mile Group MAKES NO WARRANTY REGARDING THE QUALITY OF ANY PRODUCTS, Alloy Service OR SITE CONTENT PURCHASED OR OBTAINED THROUGH THE Alloy Service OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY CONTENT OBTAINED THROUGH THE Alloy Service.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM First Mile Group OR THROUGH THE Alloy Service, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE Alloy Service. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE Alloy Service.
You agree to defend, indemnify, and hold Alloy, its officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with your access to or use of the Alloy Service, or your violation of these Terms of Service, including breach of any representations or warranties herein.
YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE Alloy Service AND SITE CONTENT REMAINS WITH YOU. NEITHER First Mile Group NOR ANY OTHER PERSON OR ENTITY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE Alloy Service OR SITE CONTENT WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, Alloy Service INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR Alloy Service, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF Alloy Service OR FROM THE USE OF OR INABILITY TO USE THE Alloy ServiceS OR SITE CONTENT, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE Alloy Service OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE Alloy Service, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT First Mile Group HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
IN NO EVENT WILL ALLOY’S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF Alloy Service OR FROM THE USE OF OR INABILITY TO USE THE Alloy Service OR SITE CONTENT EXCEED THE AMOUNTS YOU HAVE PAID TO First Mile Group FOR USE OF THE Alloy Service OR CONTENT. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN First Mile Group AND YOU. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
These Terms of Service and any action related thereto will be governed by the laws of the State of New York without regard to its conflict of laws provisions. The exclusive jurisdiction and venue of any action with respect to the subject matter of these Terms of Service will be the state and federal courts located in the Southern District of New York and each of the parties hereto waives any objection to jurisdiction and venue in such courts.
These Terms of Service constitute the entire and exclusive understanding and agreement between First Mile Group and you regarding the Alloy Service and Site Content, and these Terms of Service supersede and replace any and all prior oral or written understandings or agreements between First Mile Group and you regarding the Alloy Service.
You may not assign or transfer these Terms of Service, by operation of law or otherwise, without Alloy’s prior written consent. Any attempt by you to assign or transfer these Terms of Service, without such consent, will be null and of no effect. First Mile Group may assign or transfer these Terms of Service, at its sole discretion, without restriction. Subject to the foregoing, these Terms of Service will bind and inure to the benefit of the parties, their successors and permitted assigns.
Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms of Service, will be in writing and given: by First Mile Group (i) via email (in each case to the address that you provide) or (ii) by posting to the Site. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.
The failure of First Mile Group to enforce any right or provision of these Terms of Service will not constitute a waiver of future enforcement of that right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Alloy. Except as expressly set forth in these Terms of Service, the exercise by either party of any of its remedies under these Terms of Service will be without prejudice to its other remedies under these Terms of Service or otherwise. If for any reason a court of competent jurisdiction finds any provision of these Terms of Service invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms of Service will remain in full force and effect.
If you have any questions about these Terms of Service, please contact First Mile Group at email@example.com or 386 Troutman Street, Suite 2R, Brooklyn, NY 11237
Last Updated Date: March 10, 2016
This Alloy API Service Level Agreement (“SLA”) governs the use of the Alloy API under the terms of the First Mile Group Terms of Service (the “TOS”) between The First Mile Group, Inc. (“The First Mile Group”, “Alloy”, “us” or “we”) and users of the Alloy API (“you” or “Customer”). This SLA applies separately to each account using the Alloy API. Unless otherwise provided herein, this SLA is subject to the terms of the TOS and capitalized terms will have the meaning specified in the TOS. First Mile Group reserves the right to change the terms of this SLA in accordance with the TOS.
First Mile Group will use commercially reasonable efforts to make the Alloy API available 99.95% of the time. In the event First Mile Group does not meet the goal of 99.95% API availability in a given calendar month (“Monthly Uptime Percentage”), you will be eligible to receive a Service Credit as described below.
The following capitalized terms shall be given the meaning set forth below:
|Monthly Uptime Percentage||Service Credit|
To apply for a Service Credit, the customer must submit a ticket via the Account Portal within 30 days of the month in which the Unavailable Time occurred. The ticket must include (i) "SLA Claim" as the subject of the ticket; (ii) the dates and times of the Unavailable Time for which you are requesting credit; and (iii) any applicable information that documents the claimed outage.
Notwithstanding anything to the contrary, no Unavailable Time shall be deemed to have occurred with respect to any unavailability, suspension or termination of the Alloy API, or any other Alloy API performance issues, that (i) are caused by factors outside of Alloy’s reasonable control, including, without limitation, any force majeure event, third-party service related problems or issues, or Internet access or related problems beyond the demarcation point of First Mile Group or its direct hosting subcontractors (i.e beyond the point in the network where First Mile Group maintains access and control over the Alloy Services); (ii) result from any actions or inactions of Customer or any third party (other than Alloy’s direct hosting subcontractor); (iii) result from Applications, equipment, software or other technology and/or third party equipment, software or other technology (other than third party equipment within Alloy’s direct control); or (iv) arise from Alloy’s suspension and termination of Customer’s right to use the Alloy Services in accordance with the TOS, (v) scheduled maintenance; or (vi) problems or issues related to alpha, beta or not otherwise generally available First Mile Group features or products (collectively, the “Exclusions”).
Service Credits shall be your sole and exclusive remedy for any unavailability or non-performance of the Alloy Services or other failure by us to provide the Alloy Services.