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Samepage Terms of Service

Revised: January 8, 2021

Welcome to Samepage! These terms of service (“Terms”) form an agreement between You (“You”, “Your” or related capitalized terms), and any organization You represent, and Samepage Labs Inc. (“Samepage”, “we”, “us” or “our,” including any person or entity affiliated with Samepage (each such person or entity, “Samepage Party”). By going through the Signup process and clicking the “Create” box, and/or by using our hosted team collaboration service (“Service”), You agree that these Terms govern Your access to the Samepage website (the “Website”), Your use of the Service and the downloadable software available for utilization with the Service (“Software”), and any associated documentation (“Documentation,” and the Documentation, Website, Service and Software are collectively referred to herein as the “Samepage Services”). If You are subscribing on behalf of a company, organization or another legal entity (“Entity”), You are agreeing to these Terms on behalf of such Entity. If You are not such Entity’s authorized legal representative, or if You do not agree with the Terms (to include the terms provided in the associated agreements and policies referenced below), do not complete the signup process or click the “Create” box. Samepage may revise these Terms at any time and will provide written notice of such changes to You and will give You an opportunity to accept the revised Terms by clicking the “I accept” box. If You do not accept the revised Terms, Samepage reserves the right to suspend or terminate access to and use of such Service by You and Your Users.

About Samepage

Samepage is a cloud hosted team collaboration solution which allows You to upload, store, share and collaborate online with other users of the Service with respect to data, files, materials, text, audio, video, images and other content (“Content,” as further defined below) . The Service offered in both free and paid versions (aka a “Free Account” and a “Pro Account” and together, “Service Plan(s)”). A description of each of the account options, including features, capabilities and limitations is included in the Website under the “Pricing” tab. You may also download the Software (i.e., the Service’s desktop client that allows You to synchronize Your files in the cloud from Your desktop device, and our mobile client which allows You to use the Service effectively using a mobile device).

Using Samepage Services

When subscribing to use the Service, You must: (a) provide true, accurate, current and complete information about Yourself as requested in the 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. Registration may be done independently via the Website or by contacting our Sales Team and completing a Samepage generated service orders form (“Form”) executed or approved by You with respect to Your subscription to the Service, which Form may detail, among other things, the number of users authorized to use the Service under your subscription to the Service and the Service Plan applicable to Your subscription. Once You register to the Service You will automatically be granted a Samepage organization (“Organization”) for the timeframe and Service Plan to which you elect to subscribe (“Subscription Term”). During the Subscription Term You can invite other users (“Users”) to Your Organization to collaborate with You using the Service, and You will be charged for each such User account (a “Seat”) at the rate applicable to Your Subscription Plan and/or specified in an applicable Form, prorated for the time remaining for Your Subscription Term.

During the Subscription Term and subject to compliance by You and other Users in Your Organization with these Terms, You have the limited right to access and use a Service consistent with the Service Plan(s) that You subscribe to, together with all applicable associated services, for Your internal business purposes. Without limiting the foregoing, Your right to access and use the Samepage Application Programming Interface developed and enabled by Samepage (“API”) is also subject to the restrictions and policies implemented by the Samepage from time to time with respect to the API as set forth in the Documentation or otherwise communicated to You in writing.

A high speed Internet connection is required for proper transmission of the Service. You are responsible for procuring and maintaining the network connections that connect Your network to the Service, including, but not limited to, "browser" software that supports protocols used by Samepage, including the protocols accepted by Samepage, and to follow procedures for accessing services that support such protocols. We are not responsible for notifying You or Your Users of any upgrades, fixes or enhancements to any such software or for any compromise of data, Content (which includes “Personal Data,” as further defined below) transmitted across computer networks or telecommunications facilities (including but not limited to the Internet) which are not owned, operated or controlled by Samepage. We assume no responsibility for the reliability or performance of any connections as described in this section. Only you and Your authorized Users may use Your account. Be sure to keep Your account credentials confidential, and to contact us right away if You suspect misuse of Your account or Your Content or if You suspect any security breach in the Services. You are responsible for all activities that take place within Your account. Samepage will not be liable for any loss or damage arising from any unauthorized use of Your account.

If a third party such as an employer or school gave You Your account, that party has rights to Your account and may (i) manage Your account, reset Your password, or suspend or cancel Your account; (ii) view Your account's usage and profile data, including how and when Your account is used; and (iii) read or store Content in Your account.

Levels of Service

Samepage understands how critical the Service is to may of its customers, and makes significant efforts to keep the Service up and running at all times.You may view the Service uptime information page to learn more about current and historical system status. In addition, Samepage will provide guaranteed levels of service, with rights and remedies as described in the Samepage Service Level Agreement (“SLA”). The SLA is subject to change at any time and Samepage will provide written notice of such changes to you and will give you an opportunity to accept the revised SLA.

Acceptable Use of Samepage Services

Access to and use of the Services is governed under these Terms and the Samepage Acceptable Use Policy (the "AUP"), found here and incorporated into these Terms. We retain the right to block or otherwise prevent delivery of any type of file, email or other communication to or from the Services as part of our efforts to protect the Services, protect You and other customers, and/or stop users of the Service from breaching these Terms.

In addition, You agree not to (a) license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share, or otherwise commercially exploit or make the Service available to any third party, other than authorized Users in furtherance of Your internal business purposes as expressly permitted by these Terms; (b) manipulate the Service to assign to Users in your organization free external user roles to avoid payment for Samepage by such users; (c) use the Service to process data on behalf of any third party, except where such third party is a subscriber to the Service and only as expressly authorized by such subscriber to the Service; (d) modify, adapt, or hack the Service or otherwise attempt to gain unauthorized access to the Service or related systems or networks; (e) falsely imply any sponsorship or association with Samepage, (f) use the Service in any unlawful manner, including but not limited to violation of any person’s privacy rights; (g) use the Service to send unsolicited or unauthorized bulk mail, junk mail, spam, pyramid schemes or other forms of duplicative or unsolicited messages; (h) use the Service to store or transmit files, materials, data, text, audio, video, images or other content that infringes on any person’s intellectual property rights; (i) use the Service in any manner that interferes with or disrupts the integrity or performance of the Services and its components; (j) attempt to decipher, decompile, reverse engineer or otherwise discover the source code of any software making up the Samepage Services; (k) use the Service to knowingly post, transmit, upload, link to, send or store any content that is unlawful, racist, hateful, abusive, libelous, obscene, or discriminatory; (l) use the Service to store or transmit any “protected health information” as that term is defined in 45 C.F.R. 160.103, unless expressly agreed to otherwise in writing by Samepage; (m) use the Service to knowingly post transmit, upload, link to, send or store any viruses, malware, Trojan horses, time bombs, or any other similar harmful software (“Malicious Software”); or (n) attempt to use, or use the Service in violation of these Terms.

You are responsible for compliance with the provisions of these Terms by Users and for any and all activities that occur under Your account, as well as for all Content. Without limiting the foregoing, You are solely responsible for ensuring that use of the Service to store and transmit Content is compliant with all applicable laws and regulations as well as any and all privacy policies, agreements or other obligations You may maintain or enter into with Users. You also maintain all responsibility for determining whether the Samepage Services or the information generated thereby is accurate or sufficient for Your purposes. Access to and use of the Service is restricted to the specified number of individual Users permitted under Your subscription to the Service. You agree and acknowledge that each User will be identified by a unique username and password (“Login”) and that a User may only be used by one (1) individual. You will not share a User Login among multiple individuals. You and Your Users are responsible for maintaining the confidentiality of all Login information for Your account.

We reserve the right to suspend your Service account, in Our reasonable discretion, in case of a violation of these Terms, and also to temporarily suspend Your access to and use of a Service: (a) during planned downtime for upgrades and maintenance to the Service (of which We will use commercially reasonable efforts to notify You in advance both through Our Site and a notice to Your account owner and Agents) (“Planned Downtime”); (b) during any unavailability caused by circumstances beyond Our reasonable control, such as, but not limited to, acts of God, acts of government, acts of terror or civil unrest, technical failures beyond Our reasonable control (including, without limitation, inability to access the Internet), or acts undertaken by third parties, including without limitation, distributed denial of service attacks; or (c) if We suspect or detect any Malicious Software connected to Your account or use of the Service by You and other Users. In either circumstance, we will make commercially reasonably efforts to notify You in advance if access to the Services becomes unavailable.

Confidential Information

In these Terms, “Confidential Information” means all information disclosed by You to the relevant Samepage Party or by the Samepage Party to You which is in tangible form and labeled “confidential” (or with a similar legend) or which a reasonable person would understand to be confidential given the nature of the information and circumstances of disclosure, including, but not limited to information relating to the Samepage Party’s security policies and procedures. For purposes of these Terms, these Terms as well as Content shall be deemed Confidential Information. Notwithstanding the foregoing, Confidential Information shall not include information that (a) was already known to the receiving party at the time of disclosure by the disclosing party; (b) was or is obtained by the receiving party by a third party not known by the receiving party to be under an obligation of confidentiality with respect to such information; (c) is or becomes generally available to the public other than by violation of these Terms or another valid agreement between the Parties; or (d) was or is independently developed by the receiving party without use of the disclosing party’s Confidential Information.

Subject to the express permissions of these Terms, each party will protect each other’s Confidential Information from unauthorized use, access or disclosure in the same manner as each protects its own Confidential Information, but with no less than reasonable care. Except as otherwise expressly permitted pursuant to these Terms, each of us may use each other’s Confidential Information solely to exercise our respective rights and perform our respective obligations under these Terms and shall disclose such Confidential Information (a) solely to those of our respective employees, representatives, subcontractors and agents who have a need to know such Confidential Information for such purposes and who are bound to maintain the confidentiality of, and not misuse, such Confidential Information; (b) as necessary to comply with an order or subpoena of any administrative agency or court of competent jurisdiction; or (c) as reasonably necessary to comply with any applicable law or regulation. The provisions of this Section shall supersede any non-disclosure agreement by and between the Parties that would purport to address the confidentiality and security of Content and such agreement shall have no further force or effect with respect to Content.

Data Privacy and Security

Samepage will maintain commercially reasonable administrative, physical and technical safeguards to protect the security, confidentiality and integrity of Content. These safeguards include encryption of Content in transmission (using TLS or similar technologies), except for Other Services (as defined herein) that may be connected to the Service by third parties that do not support encryption, which You may link to through the Service at Your election. Our compliance with the provisions of this Section shall be deemed compliance with Our obligations to protect Content, including specifically Personal Data.

You are solely responsible for Your Content, which we define as any Content You upload, store, process and/or share using the Service or any Content that is shared with You. Such Content includes “Personal Data,” which is defined herein as any information relating to an identified or identifiable natural person where an identifiable person is one who can be identified, directly or indirectly, in particular by reference to an identification number or to one or more factors specific to their physical, physiological, mental, economic, cultural or social identity. You will: (a) be solely responsible for the nature, quality and accuracy of the Content; (b) ensure that the Content (including the storage or transmission thereof) complies with these Terms and any and all applicable laws; (c) promptly handle and resolve any notices and claims relating to the Content, including any notices sent to You by any person claiming that any Content violates any person's rights, such as take-down notices pursuant to the Digital Millennium Copyright Act and any other notices; and (d) maintain appropriate security, protection and backup copies of the Content, which may include, Your use of additional encryption technology to protect the Content from unauthorized access.

In subscribing to and/or using the Service You represent and warrant that: (a) You have all the rights in the Content contained in Your account; and (b) the storage, use or transmission of the Content doesn't violate any law or these Terms. Except for material that we license to You, we don't claim ownership of any Content that is transmitted, stored, or processed in Your account. We also don't control, verify, or endorse the Content that You and others make available on or from Your account using the Services. Notwithstanding the foregoing, You hereby grant Samepage, its employees and agents the right, to use, modify, adapt, reproduce, distribute, display and disclose Content posted on Your account solely to the extent necessary to provide the Services or as otherwise permitted by these Terms. Samepage has no liability of any kind as a result of the deletion of, correction of, destruction of, damage to, loss of or failure to store or encrypt any Content.

To the extent Content constitutes Personal Data, You and Samepage hereby agree that You shall be deemed to be the data controller and Samepage (or the relevant Samepage Party) shall be deemed to be the data processor as those terms are understood under the European Directive 95/46/EC on the protection of individuals with regard to the processing of Personal Data and on the free movement of such data (“Directive,” and any applicable national legislation implementing the Directive). In providing the Service, Samepage may engage another Samepage Party and other authorized service providers, to Process Content, including and without limitation, any associated Personal Data pursuant to these Terms within the European Economic Area (the “EEA”), the United States and in other countries and territories. Under no circumstances will the relevant Samepage Party be deemed a data controller with respect to Content under the Directive or any relevant law or regulation of any Member State as defined in the Directive. You agree that We and the service providers that We utilize to assist in providing the Service to You shall have the right to access Your account and to use, modify, reproduce, distribute, display and disclose Service Data to the extent necessary to provide the Service, including, without limitation, in response to Your support requests. Any third party service providers We utilize will only be given access to Your account and Service Data as is reasonably necessary to provide the Service and will be subject to confidentiality obligations which are commercially reasonable and substantially consistent with the standards described in these Terms, as well as the data transfer restrictions applicable to Personal Data as set forth in these Terms.

Unless otherwise specifically agreed to by Samepage, Content may be hosted or otherwise Processed by the Samepage Party in the U.S. and/or the EEA. Samepage Labs Inc. participates in and complies with the EU-U.S. and Swiss-U.S. Privacy Shield Frameworks and the Privacy Shield Principles regarding the collection, use, and retention of information about you that is transferred from the European Union or Switzerland (as applicable) to the U.S. (as further described in our Privacy Policy).

Intellectual Property Rights

Each of us shall maintain all rights, title and interest in and to all our respective patents, inventions, copyrights, trademarks, domain names, trade secrets, know-how and any other intellectual property and/or proprietary rights (collectively, “Intellectual Property Rights”). The rights granted to You and Users to use the Services under these Terms do not convey any additional rights in the Service, or in any Intellectual Property Rights associated therewith. Subject only to limited rights to access and use the Service as expressly stated herein, all rights, title and interest in and to the Samepage Services and all hardware, Software, Additional Services and other components of or used to provide the Services, including all related Intellectual Property Rights, will remain with the Samepage Party and belong exclusively to the Samepage. Samepage shall have a fully paid-up, royalty-free, worldwide, transferable, sub-licensable, irrevocable and perpetual license to implement, use, modify, commercially exploit, and/or incorporate into the Service or otherwise use any suggestions, enhancement requests, recommendations or other feedback We receive from You, Users or other third parties acting on Your behalf. Samepage® and other product and service names, and logos used or displayed on the Service are registered or unregistered trademarks of one or more members of Samepage (collectively, “Marks”), and You may only use applicable Marks to identify You as a Subscriber; provided You do not attempt, now or in the future, to claim any rights in the Marks, degrade the distinctiveness of the Marks, or use the Marks to disparage or misrepresent Us, Our services or products.

Third Party Services and Content

In these Terms, “Other Services” means third party products, applications, services, software, products, networks, systems, directories, websites, databases and information which the Service links to, or which You may connect to or enable in conjunction with the Service, including, without limitation, Other Services which may be integrated directly into Your account. If You decide to enable, access or use Other Services, be advised that Your access and use of such Other Services is governed solely by the terms and conditions of such Other Services, and We do not endorse, are not responsible or liable for, and make no representations as to any aspect of such Other Services, including, without limitation, their content or the manner in which they handle data (including Content) or any interaction between You and the provider of such Other Services. You irrevocably waive any claim against Samepage with respect to such Other Services. We are not liable for any damage or loss caused or alleged to be caused by or in connection with Your enablement, access or use of any such Other Services, or Your reliance on the privacy practices, data security processes or other policies of such Other Services. You may be required to register for or log into such Other Services on their respective websites. By enabling any Other Services, You are expressly permitting Samepage to disclose Your Login as well as Content as necessary to facilitate the use or enablement of such Other Services.

Service Provider Terms

Samepage may be obliged to pass through certain terms from its service providers. You must comply with all such service provider terms. The current service provider terms are set forth at the end of these Terms. Samepage may also make them available on its website.

Fees and Billing; No Refunds

Unless otherwise indicated on a Form referencing these Terms and subject to the other terms in this Section, all charges associated with Your access to and use of the Service (“Subscription Charges”) are due in full upon commencement of Your Subscription Term, or with respect to any additional services related to the Samepage Services and which We may offer during Your Subscription Term (“Additional Service(s)”), at the time such Additional Service is purchased, subscribed to or otherwise deployed. If You fail to pay Your Subscription Charges or charges for other services indicated on any Form referencing these Terms within five (5) business days of Our notice to You that payment is due or delinquent, or if You do not update payment information upon Our request, in addition to Our other remedies, We may suspend or terminate access to and use of such Service by You and Your Users.

If You choose to upgrade Your Service Plan or increase the number of User authorized to access and use the Service during Your Subscription Term (a “Subscription Upgrade”), any incremental Subscription Charges associated with such Subscription Upgrade will be prorated over the remaining period of Your then current Subscription Term, charged to Your Account and due and payable upon implementation of such Subscription Upgrade. In any future Subscription Term, Your Subscription Charges will reflect any such Subscription Upgrades.

No refunds or credits for Subscription Charges or other fees or payments will be provided to You if You elect to downgrade Your Service Plan. Downgrading Your Service Plan may cause loss of content, features, or capacity of the Service as available to You under Your Account, and Samepage does not accept any liability for such loss.

Unless otherwise stated, Our charges do not include any taxes, levies, duties or similar governmental assessments, including value-added, sales, use or withholding taxes assessable by any local, state, provincial or foreign jurisdiction (collectively “Taxes”). You are responsible for paying Taxes except those assessable against the Samepage Party based on its income. We will invoice You for such Taxes if We believe We have a legal obligation to do so and You agree to pay such Taxes if so invoiced.

If You pay by credit card or certain other payment instruments, the Service provides an interface for the Service account owner to change credit card information (e.g. upon card renewal). The account owner will receive a receipt upon each receipt of payment. You hereby authorize the Samepage payment agent to bill Your credit card or other payment instrument in advance on a periodic basis in accordance with the terms of the Service Plan for the Service and for periodic Subscription Charges applicable to Additional Services until You terminate Your subscription to the Service, and You further agree to pay any Subscription Charges so incurred. You agree to promptly update your account information with any changes (for example, a change in Your billing address or credit card expiration date) that may occur. Our payment agent uses a third-party intermediary to manage credit card processing and this intermediary is not permitted to store, retain or use Your billing information except to process Your credit card information for the Payment Agent.

We may, at our sole discretion, choose to offer discounts through promotional campaigns, referrals or other promotions. Samepage reserves the right to offer such promotions at its sole discretion. Promotions have no monetary or cash value and can only be used by You to the extent offered as a discount off of Subscription Charges for the applicable Service. Promotions may only be applied to Subscription Charges due for the Service specifically identified by Samepage when offering such promotions, and such promotions can only be used by You and are non-transferable. Promotions can only be used during the time when they are still valid as indicated in the applicable promotional materials or by the Samepage representative who offers You such a promotion.

Suspension and/or Termination

Either party may elect to terminate Your subscription to the Service as of the end of Your then current Subscription Term by providing notice, in accordance with these Terms, on or prior to the date thirty (30) days preceding the end of such Subscription Term. Unless Your subscription to the Services is so terminated, Your subscription to the Service (including any and all Additional Services) will renew for a Subscription Term equivalent in length to the then expiring Subscription Term. Unless otherwise provided for in any Form or otherwise agreed to in writing between You and a Samepage representative, the Subscription Charges applicable to Your subscription to the Service for any such subsequent Subscription Term shall be Our standard Subscription Charges for the Service Plan and Additional Services to which You have subscribed or which you have deployed, as applicable, as of the time such subsequent Subscription Term commences. No refunds or credits for Subscription Charges or other fees or payments will be provided to You if You elect to terminate Your subscription to the Service or cancel Your Account prior to the end of Your then effective Subscription Term. Following the termination or cancellation of Your subscription to the Service and/or Account, We reserve the right to delete all Service Data in the normal course of operation. Service Data cannot be recovered once Your Account is cancelled. If You terminate Your subscription to the Service or cancel Your account prior to the end of Your then effective Subscription Term, or We effect such termination or cancellation pursuant to these Terms, in addition to other amounts You may owe Samepage, You must immediately pay any then unpaid Subscription Charges, if any, associated with the remainder of such Subscription Term. This amount will not be payable by You in the event You terminate Your subscription to the Service or cancel Your Account as a result of a material breach of these Terms by Samepage, provided that You provide advance notice of such breach to Samepage and afford Samepage not less than thirty (30) days to reasonably cure such breach. We reserve the right to modify, suspend or terminate the Service (or any part thereof), Your account or Your and/or any User’s access and use the Services, and remove, disable and discard any Content if We believe that You or any of Your Users have violated these Terms. This includes the removal or disablement of Content in accordance with Our Copyright Infringement Notice and Takedown Policy available here. Unless legally prohibited from doing so, We will use commercially reasonable efforts to contact You directly via email to notify You when taking any of the foregoing actions. We shall not be liable to You, any User or any other third party for any such modification, suspension or discontinuation of Your rights to access and use the Service. Any suspected fraudulent, abusive, or illegal activity by You or any User may be referred to law enforcement authorities at Our sole discretion.

Disclaimer of Warranties



We will indemnify and hold You harmless, from and against any claim against You by reason of Your use of the Service as permitted hereunder, brought by a third party alleging that the Service infringes or misappropriates a third party’s valid patent, copyright, trademark or trade secret (an “IP Claim”). We shall, at Our expense, defend such IP Claim and pay damages finally awarded against You in connection therewith, including the reasonable fees and expenses of the attorneys engaged by the Samepage or Samepage Party for such defense, provided that (a) You promptly notify Samepage of the threat or notice of such IP Claim; (b) We will have the sole and exclusive control and authority to select defense attorneys, defend and/or settle any such IP Claim; and (c) You fully cooperate with Samepage in connection therewith. If use of the Service by You or Your Users has become, or in Our opinion is likely to become, the subject of any such IP Claim, We may at its option and expense (a) procure for You the right to continue using the Service as set forth hereunder; (b) replace or modify the Service to make it non-infringing; or (c) if options (a) or (b) are not commercially reasonable or practicable as determined by the Samepage, terminate Your subscription to the Service and repay You, on a pro-rated basis, any Subscription Charges previously paid to Samepage for the corresponding unused portion of Your Subscription Term for such Service. We will have no liability or obligation under this Section with respect to any IP Claim if such claim is caused in whole or in part by (i) compliance with designs, data, instructions or specifications provided by You; (ii) modification of the Service by anyone other than Samepage; or (iii) the combination, operation or use of the Service with other hardware or software where the Service would not by itself be infringing. The provisions of this Section state the sole, exclusive and entire liability of Samepage and any Samepage Party to You and constitute Your sole remedy with respect to an IP Claim brought by reason of access to or use of the Service by You or any of Your Users.

You agree to indemnify, defend and hold Samepage, Samepage Parties and their respective directors, officers, employees and agents harmless from and against any and all claims, losses, damages, liabilities, judgments, penalties, fines, costs and expenses (including reasonable attorneys fees), arising out of or in connection with (i) Your use of the Services by You in a manner not authorized by or in violation of these Terms (to include any other agreement or policies referenced herein), and/or applicable law, (ii) any other breach by You of these Terms, or (iii) Your Content, including but not limited to any claim involving infringement or misappropriation of third-party rights, violations of the right of privacy or publicity, and/or the use, development, design, manufacture, production, advertising, promotion and/or marketing of Your Content; provided that We promptly notify you of the threat or notice of such claim.



Copyright Complaints and Removal Policy

Samepage does not tolerate content that appears to infringe any Intellectual Property rights. We shall handle all notices of alleged copyright infringement that comply with our DMCA Policy, and We reserve the right to delete or disable Content alleged to violate these Terms and to terminate repeat infringers.

Export Compliance Use Restrictions

The Service and other Software or components of the Service that We may provide or make available to You and other Users in Your Organization may be subject to U.S. export control and economic sanctions laws. You agree to comply with all such laws and regulations as they relate to access to and use of the Service, Software and such other components by You and other Users in Your Organization. You shall not access or use the Service if You are located in any jurisdiction in which the provision of the Samepage Services or other components is prohibited under U.S. or other applicable laws or regulations (a “Prohibited Jurisdiction”) and You shall not provide access to the Services to any government, entity or individual located in any Prohibited Jurisdiction. You represent, warrant and covenant that (a) You and the Users in Your Organization are not named on any U.S. government list of persons or entities prohibited from receiving U.S. exports, or transacting with any U.S. person; (b) You and the Users in Your Organization are not a national of, or a company registered in, any Prohibited Jurisdiction; (c) You shall not permit Users in Your Organization to access or use the Service in violation of any U.S. or other applicable export embargoes, prohibitions or restrictions; and (d) You shall comply with all applicable laws regarding the transmission of technical data exported from the United States and the country in which You and other Users in Your Organization are located.

Governing Law

These Terms (and any Additional Terms, as defined herein) shall be governed by the laws of California without regard to conflict of laws principles. You hereby expressly agree to submit to the exclusive personal jurisdiction of the courts located in Santa Clara County, California for the purpose of resolving any dispute relating to this Agreement or access to or use of the Service by You or any Users in Your Organization.


You may not assign Your rights or delegate Your duties under these Terms either in whole or in part without Samepage’s prior written consent (which consent shall not be unreasonably withheld), except to an affiliate or a party that acquires substantially all of Your assets or business or a majority of Your stock as part of a corporate merger or acquisition. Any attempted assignment or delegation without such consent will be void. This Agreement will bind and inure to the benefit of either party’s successors and permitted assigns.

Force Majeure

Except for performance of a payment obligation, neither party shall be liable under these Terms for delays, failures to perform, damages, losses or destruction, or malfunction of any equipment, or any consequence thereof, caused or occasioned by, or due to fire, earthquake, flood, water, the elements, labor disputes or shortages, utility curtailments, power failures, explosions, civil disturbances, governmental actions, shortages of equipment or supplies, unavailability of transportation, acts or omissions of third parties, or any other cause beyond its reasonable control. If the force majeure continues for more than thirty (30) calendar days, then either party may terminate Your Account for convenience upon written notice to the other party.


If any provision of these Terms, or a portion thereof, shall be adjudged by the arbitrator or a court of competent jurisdiction to be unenforceable or invalid, that portion shall be eliminated or limited to the minimum extent necessary so that these Terms shall remain in full force and effect and enforceable.


The following sections will survive the expiration, termination or rescission of these Terms: Confidential Information, Data Privacy and Security, Intellectual Property Rights, Fees and Billing, Suspension and/or Termination, Limitation of Liability, Disclaimer of Warranties, Governing Law.

Entire Agreement

These Terms together with any Form, and the AUP, SLA, Privacy Policy and DMCA Policy, and any other agreements and policies referenced herein (which are incorporated into these Terms by reference) and any subsequent written amendments thereto (which could include email communications between the parties) represent the sole, exclusive and integrated mutual understanding of the parties concerning Your use of the Services, and supersedes and cancels all previous and contemporaneous written and oral agreements and communications between the parties relating to the subject matter of these Terms. These Terms and any Form(s) shall apply in lieu of the terms or conditions in any purchase order or other order documentation You or any Entity which You represent provides (all such terms or conditions being null and void), and, except as expressly stated herein, there are no other agreements, representations, warranties, or commitments which may be relied upon by either party with respect to the subject matter hereof; provided that any revisions to these Terms shall only be binding to Samepage if executed in a writing expressly overriding these Terms and signed by both Parties.

Notwithstanding the foregoing, additional terms may apply to certain features, functionality, or services We offer as part of or distinct from the Service, including Associated Services (the “Additional Terms”). In those instances, We will notify You of such Additional Terms prior to the activation of these features, functionality, or services and the activation of these features, functionality, or services in Your Account will be considered acceptance of the Additional Terms. All such Additional Terms will be considered incorporated into these Terms when You or any Agent authorized as an administrator in Your Account activate the feature, functionality, or service. Where there is a conflict between these Terms and the Additional Terms, the Additional Terms will control.

We may amend these Terms from time to time, in which case the new Terms will supersede prior versions. Your continued use of the Service following the effective date of any such amendment may be relied upon by Samepage as Your consent to any such amendment. Our failure to enforce at any time any provision of these Terms does not constitute a waiver of that provision or of any other provision of the Terms.

Federal Government End Use Provisions

If You are a U.S. federal government department or agency or contracting on behalf of such department or agency, this Service 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 those terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202-1 through 227.7202-4, as applicable, this Service is licensed to You with only those rights as provided under the terms and conditions of these Terms.


All notices to be provided by Samepage to You under this Agreement may be delivered in writing (a) by nationally recognized overnight delivery service (“Courier”) or U.S. mail to the contact mailing address provided by You on any Form; or (b) electronic mail to the electronic mail address You provide Samepage as part of the Registration Data or in a Form. You must give notice to Samepage in writing with respect to all legal notices, by Courier or U.S. Mail to the following address: Samepage Labs Inc., 1999 S. Bascom, Suite 700, Campbell, CA 95008, U.S.A., Attn: Legal Department. All notices shall be deemed to have been given immediately upon delivery by electronic mail, or if otherwise delivered upon receipt or, if earlier, two (2) business days after being deposited in the mail or with a Courier as permitted above.

If You have any legal questions or comments regarding these Terms, please contact us at

Third Party Service Provider Terms (as of 11/2020):

  • Google Maps Flow-Down Terms: The Services include Google Maps features and content. Use of Google Maps features and content is subject to the then-current versions of the: (1) Google Maps/Google Earth Additional Terms of Service at; and (2) Google Privacy Policy at
  • Google Drive Flow-Down Terms: You must comply with all applicable laws, regulations, and the terms located at

Privacy Policy

For Privacy Policy please navigate to Privacy Center

Samepage DMCA Policy

Samepage Labs Inc. (“Samepage”) respects the intellectual property rights of others and expects its users to do the same. In accordance with the Digital Millennium Copyright Act of 1998, the text of which may be found on the U.S. Copyright Office website at, Samepage will respond expeditiously to claims of copyright infringement committed using Samepage Services (the “Services”) and/or the Samepage Website (the “Website”) if such claims are reported to Samepage’s Designated Copyright Agent identified in the sample notice below.

If You are a copyright owner, authorized to act on behalf of one, or authorized to act under any exclusive right under copyright, please report alleged copyright infringements taking place on the Services on or through the Website by completing the following DMCA Notice of Alleged Infringement and delivering it to Samepage’s Designated Copyright Agent. Upon receipt of Notice as described below, Samepage will take whatever action, in its sole discretion, it deems appropriate, including removal of the challenged content from the Site.

DMCA Notice of Alleged Infringement (“Notice”)

Identify the copyrighted work that You claim has been infringed, or if multiple copyrighted works are covered by this Notice You may provide a representative list of the copyrighted works that You claim have been infringed.

Identify the material or link You claim is infringing (or the subject of infringing activity) and to which access is to be disabled, including at a minimum, if applicable, the URL of the link shown on the Services or on the Website or the exact location where such material may be found.

Provide Your company affiliation (if applicable), mailing address, telephone number, and, if available, email address.

Include both of the following statements in the body of the Notice:

  • "I hereby state that I have a good faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner, its agent, or the law (e.g., as a fair use)."
  • I hereby state that the information in this Notice is accurate and, under penalty of perjury, that I am the owner, or authorized to act on behalf of, the owner, of the copyright or of an exclusive right under the copyright that is allegedly infringed.

Provide Your full legal name and Your electronic or physical signature.

Deliver this Notice, with all items completed, to Samepage’s Designated Copyright Agent:

Copyright Agent
c/o General Counsel
Samepage Labs Inc.
1999 S. Bascom, Suite 700
Campbell, CA 95008

Submitting a DMCA Counter-Notification

Samepage will notify You that it has removed or disabled access to copyright-protected material that You provided, if such removal is pursuant to a valid DMCA take-down notice that Samepage has received. If You receive such notice from Samepage, You may provide Samepage with a counter-notification in writing to Samepage’s Designated Copyright Agent that includes all of the following information:

  1. Your physical or electronic signature;
  2. Identification of the material that has been removed or to which access has been disabled, and the location at which the material appeared before it was removed or access to it was disabled;
  3. A statement from You under the penalty of perjury, that You have a good faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; and
  4. Your name, physical address and telephone number, and a statement that You consent to the jurisdiction of a court for the judicial district in which your physical address is located, or if Your physical address is outside of the United States, for any judicial district in which Samepage may be located, and that You will accept service of process from the person who provided notification of allegedly infringing material or an agent of such person.

Samepage Service Level Agreement (SLA)

As part of our commitment to provide you an outstanding experience in using Samepage, we will always do our best to provide the following service levels:

Service Level Guaranty

We guaranty that your Samepage service will be available 99.99% of the time in any given calendar month period (more specifically defined below as Monthly Uptime Percentage).


If we fail to meet the guaranty stated above, all our Samepage Pro Plan customers will be eligible for the Service Credit detailed below. Credits will be calculated as a percentage of the fees You’ve incurred during the month of Your billing cycle in which You experience Service Unavailability (to be applied at the beginning of your next billing cycle).

Montly Uptime Percentage Service Credit
99% - 99.9% 10%
95% - 99% 25%
Less than 95% 50%

Please note that the Service Credit stated above is Your sole and exclusive remedy for Service Unavailability.

This SLA does not apply to Service Unavailability:

  1. Caused by factors outside Samepage’s reasonable control;
  2. That resulted from Your or third party hardware or software;
  3. That resulted from actions or inactions of You or third parties, including, without limitation:
    1. Your breach of the Samepage Terms of Service (e.g., if Your account has a past due unpaid balance) and any related agreements or policies,
    2. Your failure to adhere to Service configuration requirements,
    3. Your use of non-supported platforms,
    4. Your misuse of Your Samepage account in any way (see Acceptable Use Policy)
  4. During Scheduled Downtime (of which we shall attempt to provide advanced notice of at least 48 hours); or
  5. During beta, trial services or other non-paid services.

Definitions, for purposes of this SLA:

“Service Unavailability” is defined as any period of time lasting 5 minutes or more in which at least 10% of Samepage users are unable to access Samepage for which they have appropriate permissions, except in cases where the SLA doesn’t apply as detailed above. The ability to access Samepage is determined by automated monitoring conducted by Samepage that attempts to render Samepage every minute supplemented by server logs. Downtime for all users is calculated by the sum of all minutes Samepage is inaccessible.

“Scheduled Downtime” is defined as: (i) Service Unavailability within pre-established maintenance windows; or (ii) Service Unavailability during hardware or software maintenance or upgrades scheduled by Samepage or requested by You.

“Monthly Uptime Percentage” is calculated by taking the total number of minutes in a calendar month minus the total number of minutes of Service Unavailability in that month, all divided by the total number of minutes in that calendar month.

Please note that we reserve the right to revise this SLA at any time without prior notice, although we will make reasonable efforts to provide prior notice via email.

Samepage Acceptable Use Policy

This Samepage Acceptable Use Policy ("AUP") describes unacceptable practices and prohibited actions while using Samepage hosted document collaboration services (these “Services” are further defined in the Samepage Terms of Service). By registering an account and using the Services, You agree to abide by this AUP, which may be amended from time to time without notice. If at any time You disagree with this AUP, You must stop using the Services. If You violate this AUP, Samepage may suspend or terminate Your Samepage Account immediately and without notice, although in some cases You may be given an opportunity to cure Your violation.

Compliance and Liability

This AUP is intended to protect You, us, our other customers, and the Services and Internet community in general from improper, inappropriate, abusive, or illegal activity. When using the Services, You are required to comply with this AUP and are expected to adhere to commonly accepted practices of the Internet community. The prohibited uses described below are intended as guidelines regarding improper and inappropriate conduct, and should not be interpreted as an exhaustive list.

Samepage assumes no liability for Your Content (as defined in Samepage Terms of Service) or Your use of the Services.

Prohibited Uses:

Illegal Use

The Services may only be used for lawful purposes. You may not use, or encourage, promote, facilitate or instruct others to use, the Services for any illegal, harmful or offensive use, or to transmit, store, display, distribute or otherwise make available Content that is illegal, harmful, or offensive. Prohibited activities or content include:

  • Illegal Activities. Any illegal activities, including but not limited activities which constitutes an illegal threat made against any person or organization, activities which violate export control laws or regulations, activities related to advertising, transmitting, or otherwise making available gambling sites or services or disseminating, activities related to promoting or facilitating child pornography.
  • Harmful or Fraudulent Activities. Activities that may be harmful to Samepage or others, to include but not limited to offering or disseminating fraudulent goods, services, schemes, or promotions (e.g., make-money-fast schemes, ponzi and pyramid schemes, phishing, or pharming), or engaging in other deceptive practices.
  • Infringing Content. Content that infringes or misappropriates the intellectual property or proprietary rights of others.
  • Offensive Content. Content that is defamatory, obscene, indecent, abusive, invasive of privacy, or otherwise objectionable, to include but not limited to child pornography, relates to bestiality, or depicts non-consensual sex acts.
  • Harmful Content. Content or other computer technology that may damage, interfere with, surreptitiously intercept, or expropriate any system, program, or data, to include but not limited to viruses, Trojan horses, worms, time bombs, or cancelbots.


The Services may not be used in a manner which purposely alters or forges Your identity. You may not engage, without limitation, in the following activities:

  • Sending any message or transmitting any electronic communication using a name or address other than Your own for purposes of deception.
  • Impersonating someone else by altering Your source IP address or by using forged headers or other identity information.
  • Fraudulently concealing, forging or otherwise falsifying Your identity in connection with any use of the Services.


The Services may not be used to violate the security or integrity of any application, software, computer, system, network; such behavior may result in criminal or civil liability. You may not engage, without limitation, in the following activities:

  • Gaining unauthorized access to, or attempting to compromise or test the normal functioning, operation or security of any network, system, computing facility, equipment, data or information.
  • Engaging in any activities that may interfere with the ability of others to access or use the Services, their system, or the Internet (i.e., denial attacks).
  • Monitoring or crawling any data, information or communications on any network or system not owned by You without authorization.
  • Gaining unauthorized access to the user accounts or passwords of other users of any system.
  • Attempting to intercept, redirect or otherwise interfere with communications intended for others.
  • Intentionally transmitting files or messages containing computer viruses or propagating worms, Trojan horses, or "spyware" programs.
  • Using manual or electronic means to avoid the use limitations related to the Services, such as access and storage restrictions.
  • Operating network services like open proxies, open mail relays, or open recursive domain name servers.


The Services may not be used to distribute electronic mail in an improper or illegal manner. You may not engage, without limitation, in the following activities:

  • Distributing, publishing, sending, or facilitating the sending of unsolicited mass e-mail (i.e., spamming) for any purpose.
  • Altering or obscuring packet or mail headers message origin or sender’s identity.
  • Enlisting a third party to transmit unsolicited mass or commercial email on Your behalf.
  • Collecting responses from unsolicited mass or commercial email, or advertising Your website or Your identity in such email.
  • Transmitting a large amount of email to a recipient with the intent to disable their system (i.e., mail bombing).
  • Using another party's electronic mail server to relay email without express permission.

Usenet and Newsgroups

The Services may not be used to violate the guidelines or restrictions imposed by the charter of any newsgroup. You may not engage, without limitation, in the following activities:

  • Posting any commercial message or advertisement, unless permitted by the charter of the newsgroup.
  • Cross-posting a message to unrelated newsgroups or to any newsgroups where the post does not meet that newsgroup's charter.
  • Repetitious posting of off-topic or disruptive messages, unless specifically invited by the charter of the newsgroup.

Monitoring and Enforcement

Samepage reserves the right to investigate any violation of this AUP or misuse of the Services without notice to You. Accordingly, we may:

  • investigate violations of this Policy or misuse of the Services;
  • remove, disable access to, or modify any content or resource that violates this AUP or any other agreement we have with You for use of the Services; and/or
  • suspend or terminate the Services.

Samepage may report any activity that it suspects violates any law or regulation to appropriate law enforcement officials, regulators, or other appropriate third parties. Our reporting may include disclosing Your information. We also may cooperate with appropriate law enforcement agencies, regulators, or other appropriate third parties to help with the investigation and prosecution of illegal conduct by providing network and systems information related to alleged violations of this AUP. You are obligated to cooperate with us regarding the investigation and reporting of any such activity as needed. We bear no liability with regard to this provision.

With respect to illegal or unlawful acts or conduct by You, we will take the above enforcement actions where it deems local law has been violated.

Notification of Violation

If You become aware of any violation of this AUP by any person, including downstream end-users, or third parties, You must immediately notify us via e-mail at

Trademark Usage Guidelines

For Licensees, Press and Other Third Parties

The Samepage® brand is widely associated with high quality software-based customer service products and services sold by Samepage Labs Inc. (“Samepage”). This and other trademarks of Samepage (“Trademarks”) are valuable and important intellectual property assets of the company. Thousands of transactions are performed around the world every day by individuals and companies using Samepage’s products and services, and a uniform, proper use of our Trademarks by all our licensees is key to our ability to associate our Trademarks with the quality of our products and services. Anyone who uses our Trademarks must abide by these Guidelines, as updated by Samepage from time to time at its sole discretion. Samepage reserves the right to revoke certain or all uses of its Trademarks in its sole discretion.

These Guidelines set out our policies for proper use of our Trademarks by our licensees and other authorized users. They were designed to help you to properly refer to our Trademarks, correctly use our logos in different circumstances, and otherwise guide your permissible use of the Trademarks. We ask all users of our Trademarks to follow these Guidelines carefully when using any of these Trademarks.


A trademark is a word, name, logo, symbol, design or slogan (or a combination thereof) that identifies the goods or services of a specific person or company, and distinguishes them from the goods and services of others. A trademark helps its owner to assure consumers of the quality and unique attributes of such products and services, thus helping the promotion of those goods and services.


Samepage is the exclusive owner of its Trademarks, and we reserve all rights not expressly granted in these Guidelines. Particularly, all the goodwill derived from using our Trademarks shall inure solely to the benefit of Samepage. The following list specifies registered and other Trademarks of Samepage in the United States and other countries:

Stylized Trademarks (word marks and logos):

®; ®

Word Trademarks:

Samepage® (top level Trademark associated with all of Samepage’s team collaboration service)

Our list of Trademarks is always changing as we add new products and services. For an updated list of our Trademarks please review this section in these Guidelines periodically at

If you are a licensed user of our Trademarks, please also refer to special trademark usage requirements that may be included in your license agreement. You must abide by such requirements in addition to complying with these Guidelines. If you have any questions about these Guidelines or our Trademarks, please contact us at

You may use our Trademarks to accurately refer to or describe the Samepage products or services, as long as you observe these Guidelines and maintain a clear distinction between your products and services or the products and services of any third party, and Samepage’s products or services, and between your or any third party trademarks and our Trademarks. You may not mislead anyone to think that your products or services, or any third party’s products or services, are somehow offered, endorsed or sponsored by, or otherwise affiliated with Samepage or any of its subsidiaries.


Use our Trademarks with permission.

You may not use our Trademarks unless you have an agreement with Samepage or you otherwise receive our permission to use the Trademarks. Upon receiving our written permission, your use must be limited to these Guidelines, and the limited permission you have received to use specific Trademarks.

Include appropriate ® or ™ symbol.

A trademark that has been registered with a trademark office in the applicable jurisdiction is noted with a ®. A trademark that has not been registered with a trademark office is noted with a ™. Always include the appropriate trademark symbol (® or ™, as indicated near each of our Trademarks) next to any of our Trademarks in the most prominent place where you use such Trademarks in any document, or as soon as practicable thereafter.

Once marked, it is not necessary to mark subsequent appearances of the trademark in the work; however all headings, titles and subtitles in the work that references our Trademarks should contain the proper trademark symbol.

If the character set of your projects lacks special symbols and superscript characters, use the following substitute trademark notices. Note the capitalization and spacing:

(R) instead of ®

(TM) instead of ™

Provide appropriate trademark attribution.

Include an attribution statement when using any Samepage Trademarks. The statement should read: “All of Samepage’s trademarks used are trademarks or registered trademarks of Samepage Labs, Inc.”

If it is not feasible to include an attribution statement, and if it is not required by any agreement you may have with Samepage, it is acceptable to use a general purpose attribution statement in a form such as the following: “All other trademarks are the property of their respective owners.”

Provide appropriate trademark attribution.

Include an attribution statement when using any Samepage Trademarks. The statement should read: “All of Samepage’s trademarks used are trademarks or registered trademarks of Samepage Labs, Inc.”

Usage rules for our logos.

In using our logos (i) do not alter or distort the appearance of the logo in any way, for example, by adding your own design elements or colors, or changing the font; (ii) use our logos exactly as they appear on our website at, without materially changing their size; (iii) allow for clear space around our logos; (iv) maintain the legibility of our logos and keep them sharp, clear and well-produced; and (v) do not use them for decorative purposes in marketing or packaging materials, or in your website.

Distinguish our Trademarks from your trademarks.

Do not place your company name, trademarks, service marks or product names immediately next to (or combined with) our Trademarks. Keep our word Trademarks distinguishable from the surrounding text – acceptable ways to do that include capitalizing our word Trademarks, enclosing them in quotes, and/or using a different font or style for our Trademarks.

In describing your services or products in reference to Samepage’s products and services, make sure that (i) the reference phrase you use is accurate and complies with the requirements of these Guidelines; (ii) our Trademarks are clearly distinguished from your products and services names; and (iii) our Trademarks are not part of, mixed with, or incorporated into the names of your company, or your products, services or domain names.

Do not use our Trademarks as the name of your company, products or as your domain name.

Do not use all or parts of our Trademarks in a manner that may imply sponsorship, affiliation or endorsement between Samepage and your company, products or services, or that may dilute the distinctive nature of our Trademarks. For example, do not use company, product, website or domain names that combine our Trademarks with other words, terms or trademarks (e.g., naming your product “samepagexyz” or your website “”).

Do not copy the look and feel of Samepage’s Trademarks, Website or product line.

Do not imitate our Trademarks, logos, logotypes, trade dress, or other elements of our product packaging and website in any of your advertising, product packaging, promotional or other materials. For example, in describing Samepage’s products or services, do not use the typestyle we use for our logos so as to create an impression of association between Samepage, and your company. As another example, do not name your product or service “samecloud,” “sameservice” or a similar name in marketing materials promoting your products or services.

Do not alter our Trademarks.

You may not change the appearance of our Trademarks by abbreviating them, incorporating them into acronyms, changing their spelling, using them in parts, changing their looks, or using improper capitalization.

Use our Trademarks only as Adjectives

Use our Trademarks as adjectives followed by the appropriate generic product noun describing the relevant product or service (e.g., “the Samepage® team collaboration platform rocks”). You may also use the Trademarks without a modifier but only when describing the underlying product’s properties (e.g., “Samepage® provides great sharing tools” but not “Samepage® works well”). NEVER USE OUR TRADEMARKS IN NOUN, VERB, PLURAL OR POSSESSIVE FORMS.

Do not bid on our Trademarks.

Unless expressly permitted in an agreement between you and Samepage, you may not bid on any Trademark or any variant or extension thereof as a key word on any Web-based search engine or other contextual advertising platform.

Do not attempt to register our marks.

You may not attempt to register any of our Trademarks. Similarly, you may not register in any jurisdiction a domain name that uses all or a part of our Trademarks in a manner that may create confusion as to Samepage’s sponsorship, affiliation or endorsement of your company, products or services, or in an attempt to cyber squat on any of our trademark rights.

Do not use our Trademarks in a disparaging or degrading manner.

You may not use our Trademarks in a manner that causes disparagement to or misrepresents the nature of Samepage or its products, or otherwise diminishes the underlying brand value of our Trademarks.

Other Commitments.

If requested, you must provide Samepage Labs, Inc. with samples of your marketing materials that contain any of our Trademarks.

Finally, if you are aware of any usage by any person of our Trademarks in violation of these Guidelines, please contact us at and inform us of such usage.