Linkifly, a product administered by Brixial Technologies Pvt. Ltd. in Bikaner, Rajasthan, India ("Linkifly," "us," or "we") offers a suite of services including URL shortening, custom-branded links, link management, bio page, domain for rent marketplace, and analytics (collectively referred to as the "LINKIFLY Services"). This document ("Agreement") outlines the rules and regulations governing your usage of LINKIFLY Services, forming a legally binding contract between you and LINKIFLY.
BY CREATING A LINKIFLY ACCOUNT, UPGRADING TO A PAID ACCOUNT, OR BY ACCESSING OR UTILIZING THE LINKIFLY SERVICES, YOU CONFIRM THAT YOU'VE READ, UNDERSTOOD, AND AGREE TO ADHERE TO THESE TERMS. IF YOU DON'T AGREE WITH THESE TERMS, YOU'RE NOT AUTHORIZED TO ACCESS OR USE THE LINKIFLY SERVICES.
PLEASE NOTE THAT THIS AGREEMENT INCLUDES AN ARBITRATION CLAUSE AND A CLASS ACTION WAIVER OUTLINED IN THE ARBITRATION SECTION BELOW. BY AGREEING TO THESE TERMS, YOU CONSENT TO SETTLE ANY DISPUTES THROUGH BINDING, INDIVIDUAL ARBITRATION AND RELINQUISH YOUR RIGHT TO A JURY TRIAL OR PARTICIPATION AS A PLAINTIFF OR CLASS MEMBER IN ANY SUPPOSED CLASS ACTION OR REPRESENTATIVE LEGAL ACTION.
1. UPDATES & SCOPE
Changes to Agreement: LINKIFLY holds the right to alter or replace this Agreement whenever it deems necessary. Any changes will be posted on our site or notified to you via your LINKIFLY Account Details page. Continuing to use LINKIFLY Services after any changes implies your acceptance of these changes. It is your responsibility to periodically review this Agreement for updates. If you don't agree with the changes, your only option is to stop using LINKIFLY Services.
Current Services & Changes: As of the agreement's effective date, LINKIFLY provides certain services to you. However, LINKIFLY can add, modify, suspend, discontinue, or update its services at any time. After such changes, LINKIFLY is not obligated to maintain or support any previous versions of the services.
Enterprise Customers: If you have purchased a LINKIFLY Enterprise Plan, these terms may be modified or supplemented by an additional enterprise agreement and one or more order forms. Any conflicting terms will be controlled by these additional documents.
Support & Training: The level of customer support and training you receive depends on the LINKIFLY Services tier you've purchased, as detailed on our pricing page.
2. PAID ACCOUNTS
Fees: LINKIFLY provides fee-based services offering extra features. The pricing and services for paid accounts are detailed on the LINKIFLY's pricing page and may change periodically. If you opt for a paid account, you agree to pay LINKIFLY all relevant fees for your chosen service tier. Fees are non-refundable unless required by law or explicitly permitted in this Agreement.
Auto-renewals and Trials: If your account is set for auto-renewal or is in a trial period, LINKIFLY will automatically charge your account at the end of the trial or start of each renewal term, unless you notify us of cancellation or auto-renewal disablement before the current term ends. If you have a paid plan lasting twelve months or longer, we will notify you 30 days before renewal, including any changes in fees.
Payment: Payments will be due immediately, unless otherwise specified, and will be charged using your selected method on LINKIFLY's online payments platform. If payments are overdue, LINKIFLY may suspend or terminate the Services. Unpaid fees may incur a finance charge of 1.5% per month (18% per annum), or the maximum permitted by law, whichever is lower, plus all collection expenses.
Marketplace: In the Marketplace, if a purchase is made using a certain payment method, the same method will be used to transfer payment to the seller. For instance, if a domain is rented using Bitcoin, we will transfer that Bitcoin to the seller. The exchange rate at the time of purchase will be the Market Exchange Rate. Listing domains for rent is free for sellers, and renting a domain is free for buyers. Each transaction has a fixed 20% commission for sellers.
Taxes: Fees do not include taxes or any other governmental charges ("Taxes"). You are responsible for all Taxes arising from this Agreement or your use of LINKIFLY Services. If required by law, LINKIFLY will invoice you for these Taxes, and you agree to pay as per the invoice terms.
Downgrades: If fees are overdue, LINKIFLY reserves the right to downgrade, suspend, or terminate your access to any or all of its services.
3. USAGE RIGHTS, DATA METRICS AND COMPLIANCE
Access Credentials: LINKIFLY will provide you with non-transferable access credentials for its services. You must not misrepresent or mask identities when using LINKIFLY Services or seeking access credentials. Furthermore, you must not use a username or Branded Short Domain that infringes on the rights of any other person or entity without proper authorization, or use a name that is offensive, vulgar, or obscene. You also must not exceed any access granted by LINKIFLY. You must protect all access credentials provided by LINKIFLY and ensure their confidentiality and security. If you are a corporate entity, only your employees and contractors ("Personnel") may use the LINKIFLY Services, and you must require your Personnel to comply with all laws and restrictions set out in this Agreement. You also accept full responsibility for any acts or omissions by your Personnel, whether authorized or not. LINKIFLY may change the method of accessing its services at its discretion.
Compliance Monitoring: LINKIFLY may monitor your usage of its services to ensure compliance with this Agreement. If LINKIFLY identifies any usage it believes violates this Agreement, it will notify you and allow five (5) business days for you to rectify this non-compliance. Failure to remedy non-compliance within this timeframe gives LINKIFLY the right to suspend or terminate your use of its services. If LINKIFLY believes that the security of your account has been compromised, or that your account is being used for illegal purposes, it reserves the right to suspend your use of its services without notice. Furthermore, LINKIFLY may suspend or terminate your access to its services without notice if you violate this Agreement.
4. INTELLECTUAL PROPERTY & USAGE LIMITATIONS
Ownership: LINKIFLY retains exclusive ownership of all rights and interests in its services and Link Metrics, including all related documentation, source code, tools, scripts, processes, methodologies, inventions, know-how, concepts, formatting, visual attributes, ideas, database rights, copyrights, patents, trade secrets, and other intellectual property. This includes any enhancements, modifications, and improvements of these materials ("LINKIFLY Materials"). Except for any content or services provided by you, you acknowledge and agree to this ownership arrangement. This agreement or any other document does not transfer ownership of the LINKIFLY Materials. Apart from the limited usage rights explicitly granted in this agreement, no other rights to LINKIFLY Materials are conferred, and all other rights are reserved.
Feedback: You are not obligated to provide any suggestions, enhancement requests, recommendations, or other feedback regarding the LINKIFLY Services or Link Metrics ("Feedback"). If you choose to do so, all rights and interests in such Feedback will be assigned to LINKIFLY and will become its exclusive property upon creation.
Usage Restrictions: You must not share access credentials beyond the user limitations of the service tier you've purchased. Neither you nor your Personnel should allow a third party to:
(i) Access the services or export data from the services to develop a service, software, documentation, or data for a URL shortening service other than LINKIFLY or create shortened links or a service that competes with or resembles any aspect of the LINKIFLY Services or Link Metrics.
(ii) Use, modify, display, perform, copy, disclose, or create derivative works of the LINKIFLY Services beyond what is expressly permitted in this agreement.
(iii) Attempt to discover the source code of the LINKIFLY Services or Link Metrics by reverse engineering, decompiling, disassembling, mimicking, screen-scraping, framing, or mirroring, or by any other means.
(iv) Benchmark, encumber, distribute, sublicense, assign, share, sell, rent, lease, pledge, or transfer the LINKIFLY Services or Link Metrics to any third party.
(v) Transmit harmful, disabling, or malicious code or devices, or content that is infringing, defamatory, unlawful, tortious, deceptive, misleading, fraudulent, abusive, indecent, or otherwise offensive, or content that contains personal information or violates a third party's intellectual property, privacy, or publicity rights ("Prohibited Content") through the LINKIFLY Services.
(vi) Access via automated or unauthorized means, interfere with, disrupt, or attempt to monitor, override access or circumvent security measures for the LINKIFLY Services or Link Metrics or related systems, including via robots, spiders, and other electronic methods.
(vii) Obscure, remove, or alter any proprietary rights or other notices on the LINKIFLY Services or Link Metrics.
In case of a breach or threat of breach of these restrictions or any security or legal concerns, LINKIFLY reserves the right to immediately revoke the rights granted in Section 3. You agree that, in addition to any other remedies available to it at law or in equity, LINKIFLY is entitled to injunctive relief to prevent the breach or threatened breach of your obligations under this section, without any requirement to demonstrate irreparable harm or post a bond.
Technical Restrictions: You must not exceed the specified number or frequency of API calls, concurrent URL shortens, or other access to or use of LINKIFLY services as detailed in the relevant documentation or provided by LINKIFLY in an Order Form. If LINKIFLY believes that you have attempted to exceed or bypass these limits, it may suspend or block your access to the services. LINKIFLY may monitor your use of its services to ensure your compliance with this Agreement.
Open Source Software: The LINKIFLY services may include software that, as a condition of use, copying, modification, or redistribution, requires the software and derivative works thereof to be disclosed or distributed in source code form, be licensed for making derivative works, or be redistributed free of charge (“Open Source Software”). If any Open Source Software license terms conflict with this Agreement, those terms will take precedence, but only concerning that Open Source Software. Any Open Source Software license agreement is strictly between you and the licensor of the Open Source Software, and you must comply with that license agreement.
Third Party Materials: LINKIFLY services may utilize third-party software or source code, including Open Source Software (“Third Party Materials”). LINKIFLY does not have control over these Third Party Materials and is not responsible or liable for them. While LINKIFLY is not obliged to monitor Third Party Materials, it may, at its discretion, remove or modify such materials, including to comply with the law. You agree to comply with all terms and conditions and privacy policies associated with any Third Party Materials.
Trademarks: LINKIFLY grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use LINKIFLY's names, logos, designs, and other trademarks incorporated into the LINKIFLY (“LINKIFLY Marks”) during the Term, solely for displaying such notice as part of the LINKIFLY Services. You acknowledge the validity of the LINKIFLY Marks and LINKIFLY's ownership of them. Any goodwill derived from your use of the LINKIFLY Marks will benefit LINKIFLY. You will not challenge the LINKIFLY Marks or LINKIFLY's ownership of them, either during or after the term of this Agreement. You agree to sign any documents reasonably requested by LINKIFLY or required by law to establish LINKIFLY's exclusive ownership and rights in the SLINKIFLY Marks, or to obtain their registration. You agree to use the LINKIFLY Marks in line with LINKIFLY's Brand Assets, to protect and maintain the LINKIFLY Marks and LINKIFLY's rights therein. LINKIFLY has the right to revoke the license granted in this section and/or to review and approve the manner of use of the LINKIFLY Marks, and you agree to modify the use of any LINKIFLY Marks that do not meet LINKIFLY's standards. Despite the above, you may not use any LINKIFLY Marks in a way that implies any partnership with, sponsorship by, or endorsement by LINKIFLY
5. CUSTOMER SERVICES, CONTENT AND INFORMATION
Customer Services: LINKIFLY is not liable for any product or service you access through or use in connection with LINKIFLY services, or any end user, customer, or personnel’s use thereof ("Customer Service"). You must not use LINKIFLY services in a way that implies any partnership with, sponsorship by, or endorsement of your services by LINKIFLY. You must not suggest or imply that LINKIFLY is the creator or responsible for the views or content of your services. LINKIFLY services should not be used in connection with any prohibited content or any activities where the use or failure of LINKIFLY services could cause death, injury, property or environmental damage, or could negatively affect or create liability for LINKIFLY in any way.
6. REPRESENTATIONS AND WARRANTIES
Customer Content Guarantees: You assure us that your content and all related information used for the LINKIFLY link analytics, including its collection, use and provision, will not infringe on any third-party rights, like intellectual property, privacy and publicity rights. You confirm that your content and any related information used for LINKIFLY link analytics comply with all relevant laws, regulations, guidelines and requirements including those related to privacy, data security, unsolicited messaging, deceptive practices, and U.S. trade or export restrictions. You confirm that you have obtained all required consents, approvals, authorizations, and permissions, and complied with your privacy policies and all third-party terms and conditions or privacy policies regarding the receipt, use, and provision of your content and related information. Lastly, you assure us that none of your content or information used for LINKIFLY link analytics includes personally identifiable information or persistent identifiers from individuals under 13 years old.
Additional Customer Guarantees: You further assure us that you have put in place industry-standard security measures to protect the LINKIFLY services, your content and services from unauthorized access. You will not do anything that would subject the LINKIFLY services to any open-source or similar license which obligates the granting of any rights in the LINKIFLY services. You will not harm, damage, interfere with, or otherwise impair the LINKIFLY services or link analytics. In the event of a security breach or unauthorized access, you will promptly investigate and notify LINKIFLY, and take all necessary corrective actions in compliance with applicable laws and LINKIFLY requirements, all at your expense. Lastly, you assure us that your use of the LINKIFLY services, your content and services will comply with all laws and will not violate or infringe on any third-party intellectual property, privacy or publicity rights.
LINKIFLY DISCLAIMERS: LINKIFLY SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT ANY WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. WE DO NOT GUARANTEE THAT LINKIFLY SERVICES WILL BE SECURE, AVAILABLE AT ALL TIMES OR PLACES, OR THAT THE SHORTENED URLS AND LINK ANALYTICS WILL BE ACCURATE OR ERROR-FREE. WE DO NOT GUARANTEE THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR THOSE OF YOUR USERS, PERSONNEL, OR CUSTOMERS. WE DO NOT TAKE RESPONSIBILITY FOR THIRD-PARTY PRODUCTS OR SERVICES (LIKE OPEN SOURCE SOFTWARE, SOCIAL MEDIA PLATFORMS, THIRD-PARTY MATERIALS, OR HOST OR APP STORE PROVIDERS). YOU ACKNOWLEDGE THAT THE FIGURES PROVIDED IN THE LINKIFLY LINK ANALYTICS ARE ESTIMATES AND MAY CONTAIN STATISTICAL ERRORS. WE DO NOT GUARANTEE THAT THE LINKIFLY LINK ANALYTICS WILL BE COMPLETELY CORRECT, ACCURATE, TIMELY OR RELIABLE. WE DISCLAIM ANY LIABILITY FOR YOUR USE OR RELIANCE ON THE LINKIFLY LINK ANALYTICS.
7. INDEMNITY AND LIABILITY
Customer's Indemnification: As a customer, you agree to defend, indemnify, and hold harmless LINKIFLY, its parent company, subsidiaries, affiliates, and their employees, officers, directors, contractors, customers, business partners, successors, and assigns (collectively, "LINKIFLY Indemnitees") from any third-party claims, actions, and related damages, liabilities, and costs (including reasonable attorney's fees and expenses) that arise from or are related to your content, services, products, actions, agreement breaches, or law violations. This also includes any allegations of intellectual property, privacy, or publicity infringement related to your content or services. LINKIFLY will promptly inform you of any claim for which it seeks indemnification. However, any delay in notifying you won't affect your indemnification responsibilities unless it causes significant prejudice to you. You will be in charge of defending any claim under this section, but LINKIFLY can approve any counsel you use and may participate in the defense at your expense. Any settlement of indemnification claims requires LINKIFLY's consent.
8. LIMITATION OF LIABILITY
RESTRICTION ON LIABILITY: UNDER NO CIRCUMSTANCES WILL LINKIFLY BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE, OR ANY OTHER LEGAL OR EQUITABLE THEORY RELATED TO THE LINKIFLY SERVICES, LINK METRICS, OR OTHERWISE FOR ANY CLAIM RELATED TO LOST PROFITS, DATA LOSS, COST OF PROCURING SUBSTITUTE GOODS OR SERVICES, OR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, COMPENSATORY, OR CONSEQUENTIAL DAMAGES OF ANY KIND. THIS INCLUDES ANY ISSUES RELATED TO BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, REGARDLESS OF THEIR ORIGIN; ANY PERMANENT OR TEMPORARY STOPPAGE OF THE LINKIFLY SERVICES; THE DELETION, CORRUPTION, OR FAILURE TO STORE ANY OF YOUR CONTENT OR OTHER DATA MAINTAINED OR TRANSMITTED THROUGH YOUR USE OF THE LINKIFLY SERVICES; YOUR FAILURE TO PROVIDE ACCURATE ACCOUNT OR OTHER INFORMATION TO LINKIFLY; ANY LIABILITY RESULTING FROM YOUR FAILURE TO KEEP YOUR PASSWORD OR ACCOUNT DETAILS SECURE AND CONFIDENTIAL; YOUR INABILITY TO ACCESS THE LINKIFLY SERVICES DUE TO MALFUNCTION(S) IN EQUIPMENT, INFRASTRUCTURE, SYSTEM, OR THE NETWORK YOU USE; OR CLAIMS EXCEEDING A TOTAL OF $100.
9. DURATION AND TERMINATION OF AGREEMENT
Length of Agreement: This agreement begins from the date you, as the customer, accept the terms by creating an account or purchasing a service plan ("Effective Date"). The agreement will continue for the period you selected unless it's ended as allowed in this document ("Initial Term"). If your paid account is set to auto-renew, please refer to section 2(B) for details about auto-renewal.
Lifetime Plan Duration: Our Lifetime Plan offers an incredible opportunity to enjoy uninterrupted access and benefits for an extended period. Although termed "Lifetime," the plan entails a subscription validity of five years from the date of purchase. This entitles you to experience the full range of features and services our platform offers for an extensive duration, ensuring you receive the utmost value from your investment. We aim to provide transparency and clarity regarding the terms of this plan, allowing you to make an informed decision.
Termination Rights: LINKIFLY has the right to end this agreement at any moment at its own discretion. When this agreement expires or is terminated, all rights and access granted to you automatically stop, and you and your team must stop using LINKIFLY services immediately. Additionally, you must return all of LINKIFLY's confidential information, or if LINKIFLY directs, destroy it. Any part of this agreement that, by its nature, should continue after the termination or expiration of the agreement will do so.
10. LAW AND DISPUTE RESOLUTION
Applicable Law: This agreement and all transactions involved will be governed and interpreted under the Federal Arbitration Act and the laws of the State of New York, excluding any conflict of law provisions and the United Nations Convention on Contracts for the International Sale of Goods.
Deadline for Claims: To the maximum extent allowed by law, you agree that any claim or cause of action related to your use of LINKIFLY Services, LINKIFLY Link Metrics, or this agreement must be filed within one (1) year after such claim or cause of action arose, or it will be permanently barred.
Dispute Resolution by Arbitration: We both agree that any dispute, claim, or controversy arising out of or related to these Terms of Service, or regarding the use of Services or Content, will be resolved solely by binding individual arbitration, not in any class or collective action. You and LINKIFLY agree that the U.S. Federal Arbitration Act governs these Terms of Service, and that both of us are waiving the right to a trial by jury or to participate in a class action. This arbitration provision will continue even after the termination of these Terms of Service.
Exceptions and Opt-Out: Limited exceptions to this Dispute Resolution section include (i) you may seek to resolve a dispute in a small claims court if it qualifies, and (ii) we both have the right to seek injunctive or other equitable relief from a court to prevent the infringement or misappropriation of our intellectual property rights. This Arbitration Agreement does not apply to individuals located in the European Economic Area.
Arbitration Process: The arbitration will be conducted by the American Arbitration Association (“AAA”). The arbitration will be under the AAA's Consumer Arbitration Rules for individuals and under the AAA's Commercial Arbitration Rules for organizations. The AAA Rules can be found at www.adr.org or by calling 1-800-778-7879. A party who wishes to start arbitration must submit a written Demand for Arbitration to AAA and give notice to the other party as specified in the AAA Rules.
If your claim is for U.S. $10,000 or less, you can choose whether the arbitration will be conducted solely based on documents submitted to the arbitrator, through a hearing conducted over the phone or video conference, or by an in-person hearing as established by the AAA Rules. If your claim exceeds U.S. $10,000, the right to a hearing will be determined by the AAA Rules. Any arbitration hearings will take place in the county where you live, unless we both agree on a different location. We both agree that the arbitrator has the exclusive authority to resolve all issues related to the interpretation, applicability, enforceability, and scope of this arbitration agreement.
Arbitration Costs: Payment of all filing, administration, and arbitrator fees will be governed by the applicable AAA Rules. If you are an individual and your dispute is for less than $10,000, we’ll pay for all filing, administration, and arbitrator fees and expenses unless the arbitrator finds your dispute frivolous. If we win in arbitration, we'll pay all of our attorney's fees and costs and won't seek to recover them from you. If you win in arbitration, you'll be entitled to an award of attorney's fees and expenses as provided under applicable law.
Class Action Limitation: You and LINKIFLY agree that any claims or disputes will be handled individually, not as part of a larger class or group lawsuit. If a dispute ends up in arbitration, the arbitrator can't merge your claims with someone else's or oversee any kind of group legal action. If for some reason this rule can't be enforced, then the whole Dispute Resolution section will be nullified.
Changes to Dispute Resolution Terms: If LINKIFLY decides to change any part of this Dispute Resolution section after you've first agreed to these Terms of Service, you have the right to reject those changes. You can do this by sending a written notice (an email to [email protected] is acceptable) within 30 days from when the changes took effect. By rejecting the changes, you're saying that you want any disputes with LINKIFLY to be handled based on the Dispute Resolution terms that were in effect when you first agreed to the Terms of Service (or any later changes that you accepted).
Severability: Except for the rule about class action lawsuits, if a court or arbitrator decides that any part of these Terms of Service is invalid or can't be enforced, the rest of the Terms of Service will still be valid and in effect.
Relationship Between Parties: Under this agreement, both parties are independent contractors. Neither party is considered the other's employer, employee, agent, or representative. They're also not considered partners or joint ventures in any sense.
Entire Agreement and Severability: This agreement contains all the terms agreed upon by the parties and it replaces any previous communications or proposals, whether they were oral, written, or electronic. If any part of this agreement is deemed unenforceable or invalid, it will be scaled back or removed as necessary, but the rest of the agreement will still be valid and enforceable.
Force Majeure: Except for any fees owed, neither party is responsible for any delays or failures to fulfill their obligations if caused by factors outside their control. This could include cyber-attacks, mechanical or electronic failures, acts of God, terrorism, war, natural disasters, transportation or telecommunication issues, labor disputes, or issues with third-party providers.
Assignment: Neither party can transfer this agreement to someone else unless it's to an affiliated entity or as part of a merger, acquisition, or other change of control. Any such assignment needs the other party's written permission.
Notices: Unless stated otherwise, all notices related to this agreement should be in writing and sent to the addresses listed above. Notices are considered delivered when they're received in person, sent via fax or email, or the day after being sent via an overnight delivery service.
Headings and Interpretation: The headings in this agreement are just for convenience and won't affect how the agreement is interpreted. Phrases like "including," "for example," or "such as" should be understood as if followed by "without limitation."
Export: Both parties must obey all applicable laws and regulations regarding export and import control. Specifically, the LINKIFLY Services can't be exported or re-exported without the necessary licenses from the U.S. and foreign governments.
Government Use: The LINKIFLY Services are commercial items, as defined by certain U.S. federal regulations. Any use of these services by government entities is prohibited unless explicitly allowed by this agreement. If you're using the services as a government employee or representative, and you're legally unable to accept certain clauses in this agreement, those clauses won't apply to you as required by law.
General: If LINKIFLY doesn't enforce a right or provision in these Terms, it doesn't mean they're waiving their right to do so in the future. If a court finds any part of these Terms invalid or unenforceable, it will be enforced as much as possible, and the rest of the Terms will remain in effect.
Publicity: As a customer, you're allowing LINKIFLY to use your logos or trademarks. They can use these in their marketing materials or on their website to show that you're a customer who uses the LINKIFLY services.
Getting in Touch with LINKIFLY, if you're confused about any of these terms, feel free to get in touch with us. You can reach us at [email protected].