Terms of service

Effective: December 2019

Welcome to Pilotly, where you can research your media content and communications. Create a custom survey specific to your advertisement, TV show, film, Snap story, Facebook Video ad, brand and objectives including a copy of your advertisement ("Content") and questions and other criteria you designate ("Survey").

We conduct the Survey and return the information generated from participant responses ("Survey Results"), in a format you design, to help you decide if your content works as intended or to understand who is most interested in your content. We even compare your content vis-a-vis other content (those of competitors, celebrated campaigns and more) and chart the results to bring context to your Survey Results.

Before you start testing content on Pilotly and reviewing results through your Insight Insights Dashboard (“Dashboard”), please read carefully the following terms and conditions ("Terms of Service" or "Agreement") which contain important information regarding your rights, obligations and restrictions in connection with the services provided by Pilotly, Inc. ("Pilotly") including dashboard.pilot.ly (the "Dashboard") and pilot.ly (the “Viewer Portal) (collectively, the "Service"). Use of the Service is conditioned on your acceptance without modification of these Terms of Service. Your use of the Service indicates your agreement to all such terms and conditions. If you do not agree to all of them, you may not use the Service.

Changes to terms of service

We reserve the right, at our sole discretion, to change, add or remove portions of the Terms of Service, at any time without sending you notice. It is your responsibility to check the Terms of Service each time before using the Site. Changes to these terms and conditions are effective immediately when posted on the Site. Your use of the Service after we post changes to these Terms and Conditions indicates your agreement to such changes.

Rules and policies

Your use of certain sections of the Site may be subject to other posted terms and conditions that govern your use of that section and the specific services, features or transactions available in that section, all of which are hereby made a part of the Terms of Service. If there is conflict between the following terms, and the terms posted for a specific service, feature or transaction offered on the Site, unless otherwise stated in the Terms of Service the latter terms shall control regarding that specific service, feature or transaction.

Privacy

Except as otherwise expressly provided for herein, the Service is subject to Pilotly‘s Privacy Policy at https://business.pilot.ly/legal/privacy/, which is made a part of the Terms of Service by this reference. Your use of the Service indicates your agreement to be bound by our Privacy Policy.

Who can use the services

No one under 13 is allowed to create an account or use the Services. We may offer additional Services with additional terms that may require you to be even older to use them. So please read all terms carefully.

By using the Services, you state that:

You can form a binding contract with Pilotly.
You are not a person who is barred from receiving the Services under the laws of the United States or any other applicable jurisdiction—meaning that you do not appear on the U.S. Treasury Department’s list of Specially Designated Nationals or face any other similar prohibition.
You will comply with these Terms and all applicable local, state, national, and international laws, rules, and regulations.

If you are using the Services on behalf of a business or some other entity, you state that you are authorized to grant all licenses set forth in these Terms and to agree to these Terms on behalf of the business or entity. If you are using the Services on behalf of an entity of the U.S. Government, you agree to the Amendment to Pilotly Inc. Terms of Service for U.S. Government Users.

Content

You agree that the Site and its digital content (downloaded or samples), including but not limited to all software, text, images, graphics, user interfaces, videos (other than publicly available videos), photographs, trademarks and service marks and logos used by Pilotly, artwork and other works of authorship on the Site (collectively, "Content"), including the design, selection, arrangement, and coordination of such Content on the Site, is the property of Pilotly or its content suppliers and is protected by copyright, trade dress, and trademark laws, and various other intellectual property rights laws. You agree to not use any Content in any way whatsoever except in compliance with the Terms of Service. No element of the Site or its Content may be reproduced, recorded, retransmitted, sold, rented, broadcast, distributed, published, downloaded, uploaded, posted, publicly displayed, altered to make new works, performed, digitized, compiled, translated, transmitted in any way to any another computer or website or medium, or for any commercial purpose, without Pilotly‘s prior express written consent unless expressly permitted by these Terms of Service. Pilotly will vigorously protect and enforce its rights and intends to prosecute any infringement, misappropriate or other violation of its rights to the fullest extent provided by applicable law.

Pilotly grants you a limited license to access the Site to use the Service to create and order Surveys. You may not to download any Content other than page caching or Survey Results you purchase. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of Pilotly without its express written consent.

Survey results

As between you and Pilotly, you own the Survey Results, but Pilotly owns all other Content use to display the Survey Results as well as the information comparing your content in relation to other content ("Comparison Data"). Pilotly will not use your content for any purpose other than to conduct the Survey to which it relates. Pilotly grants you the right and license to reproduce, distribute, and display any Comparison Data and Content you download (without alteration) to understand your Survey Results, solely for internal, personal use. In return, you grant Pilotly the right and license to use your Survey Results (but not your content) in connection with the Service anonymously or in combination with other survey results in aggregated form (such as, by way of example and not of limitation, to update our normative database of content performance).

Submissions

Pilotly does not claim ownership of any materials ("Submissions") you provide to Pilotly (including feedback and suggestions), or post, upload (including your Ads), input or submit to the Service for review by Survey participants, other Pilotly members or others. However, by providing, posting, uploading, inputting, submitting ("Posting") your Submissions you grant Pilotly permission to use your Submissions (excluding your Content) in connection with the operation of its business. No compensation will be paid with respect to the use of such Submissions. Pilotly is under no obligation to use any Submissions you Post and Pilotly may remove any Submissions at any time in its sole discretion. By Posting a Submission (including your Content) you warrant and represent to Pilotly that you own or otherwise control all of the rights to your Submissions which are necessary for you to Post them on the Site.

Registration and log-in information

To order a Survey or access certain Services including Posting Submissions, you must first open an account. To open an account you must complete the registration process by providing Pilotly with current, complete and accurate information as prompted by the applicable registration form. You choose a password and a user name. Pilotly will send you an e-mail message (using the e-mail you designate when registering) to validate your account. Upon timely validation, you become a registered Pilotly member. You are entirely responsible for maintaining the confidentiality of your password and account information. Furthermore, you are entirely responsible for any and all activities that occur under your account. You agree to notify Pilotly immediately of any unauthorized use of your account or any other breach of security. Pilotly will not be liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge. However, you could be held liable for losses incurred by Pilotly or another party due to someone else using your account or password. The Service is not transferable, such that you may not authorize other persons to use your account. Any distribution by you of your account name and password my result in termination of your account.

Your account

You are responsible for any activity that occurs in your Pilotly account. So it’s important that you keep your account secure. One way to do that is to select a strong password that you don’t use for any other account.

By using the Services, you agree that, in addition to exercising common sense:

You will not create more than one account for yourself.
You will not create another account if we have already disabled your account, unless you have our written permission to do so.
You will not buy, sell, rent, or lease access to your Pilotly account
You will not share your password.
You will not log in or attempt to access the Services through unauthorized third-party applications or clients.

If you think that someone has gained access to your account, please immediately reach out to dev@pilotl.y.

Payment and delivery

The fee for each Survey you order through the Service is the Total Order price displayed in the Order Summary. When you click the Submit Your Study button, Pilotly will charge that fee (including any applicable taxes) to the credit card account you enter. Pilotly will conduct the Survey ordered promptly after it has reviewed the contents of the study for fielding approval and received payment of the fee. YOU ARE RESPONSIBLE FOR THE TIMELY PAYMENT OF ALL FEES AND TAXES AND FOR PROVIDING PILOTLY WITH VALID CREDIT CARD ACCOUNT DETAILS FOR PAYMENT OF ALL FEES AND TAXES. If your study receives fielding approval and for any reason Pilotly fails to deliver Survey Results within seven days of study fielding, Pilotly will refund the user based on how many panelist completes were not achieved with respect to the completion goal. For example, if your study is targeting 300 panelist completes and Pilotly only delivers Survey Results for 280 panelists, you will be refunded for 20 panelists completes (five dollars times twenty, resulting in a one-hundred refund)

Unless otherwise stated during the order submission process, Survey Results should be ready for delivery within forty-eight (48) hours after you place your order. This timeframe is an estimate. Actual turn-around times may vary due to a range of factors (mostly beyond our control), including, by way of example and not of limitation, continuity of third-party services, national or local holidays, the ease or difficulty finding the target audience, or occurrences typically considered force majeure events. When your study is complete, Pilotly will send you an e-mail message (using your account e-mail address) that your Survey Results are ready for review. Follow the instructions in the e-mail message to retrieve them. Thereafter, you will receive an additional email message containing a link to your summary report, which gives further insights into your Survey Results. To access the Site and to download or print the Survey Results, you must have (and are responsible for having) all equipment, software, network connections and/or carrier services necessary to access the Site, including, but not limited to, a computer or mobile device that is in working order and compatible with the Service and format of the Survey Results.

Consent to communication with you; opt-out

By establishing an account with us, you authorize Pilotly to contact you at your account e-mail address for administrative and promotional purposes. Pilotly may send you notice with respect to the Service or your account by sending an e-mail message to your account e-mail address, by sending a letter via postal mail to the contact address listed in your account contact information, or by a posting on the Site. Notices shall become effective immediately. If you wish, you may "opt-out" of receiving communications from Pilotly for promotional purposes by sending an e-mail to unsubscribe-list@pilot.ly.

Termination of service

You or Pilotly may terminate your access to the Service for any reason at any time and without notice. If you ordered a Survey before termination but have not yet received the Survey Results, Pilotly will send you the Survey Results when complete. You agree that Pilotly will not be liable to you or to any third party for termination of your access to the Service as provide herein. All payments for Surveys you order are NONREFUNDABLE.

Warranty and disclaimers

Pilotly warrants only that your Survey Results will provide information to help you decide whether, at the time of and under the criteria you specified for your Survey, your Ad works as you intended. EXCEPT AS SO WARRANTED, SURVEY RESULTS, THE SITE AND SERVICE ARE PROVIDED TO YOU "AS IS" AND "AS AVAILABLE." Only you can and should decide if your Ad performs according to your own objectives be they creative, strategic, business and otherwise. Survey Results are one of many factors.

Limitation of liability

THE ENTIRE RISK ARISING OUT OF THE USE OF THE SITE, SERVICES AND SURVEY RESULTS REMAINS WITH YOU. IN NO EVENT SHALLPILOTLY OR ITS LICENSORS OR ANY OF THEIR OFFICERS, DIRECTORS, MEMBERS, MANAGERS, EMPLOYEES, AGENTS OR AFFILIATES BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, DIRECT, INDIRECT, SPECIAL, PUNITIVE, OR OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR OTHER PECUNIARY LOSS) ARISING OUT OF THIS AGREEMENT OR THE USE OF OR INABILITY TO USE ANY PRODUCTS, WITH THE DELAY OR INABILITY TO USE THE SITE OR RELATED SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE PRODUCT OR SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES AND RELATED GRAPHICS OBTAINED THROUGH THE SITE, OR OTHERWISE ARISING OUT OF THE USE OF THE SITE WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE EVEN IF PILOTLY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN THE EVENT THAT ANY LIMITATION OF LIABILITY SHALL FAIL OF ITS ESSENTIAL PURPOSE, THE MAXIMUM LIABILITY THAT PILOTLY SHALL HAVE TO YOU IS LIMITED TO ANY AMOUNTS ACTUALLY PAID BY YOU TO PILOTLY.

Indemnity, disclosure

Notwithstanding anything to the contrary, you agree to indemnify and hold Pilotly (and its respective managers, members, agents and representatives) harmless for all costs, damages, liabilities and expenses (including reasonable attorneys’ fees) incurred by Pilotly arising out of or related to any investigation, claim, suit or proceeding in connection with your failure to comply with any provision(s) of the Terms of Service. Pilotly reserves the right to disclose any personal information about you or your use of the Service, including its contents, without your prior permission if Pilotly has a good faith belief that such action is necessary to: (1) conform to legal requirements or comply with legal process; (2) protect and defend the rights or property of Pilotly or its affiliated companies; (3) enforce the terms or use; or (4) act to protect the interests of its members or others.

Policy to terminate privileges for copyright infringement

Pursuant to 17 U.S.C. § 512 as amended by Title II of the Digital Millennium Copyright Act (the "Act"), Pilotly will terminate the account of any member who uses his or her or its privileges to unlawfully transmit copyrighted material without a license, valid defense or fair use privilege to do so. After proper notification by the copyright holder or its agent to the Pilotly and later confirmation through court order or an admission by the member that an account has been an instrument of unlawful infringement, Pilotly will terminate the infringing member‘s account. Pilotly may also in its sole discretion decide to terminate a member‘s account privileges prior to that time if it has good belief that infringement has in fact occurred. In addition, pursuant to 17 U.S.C. § 512(c), Pilotly has implemented procedures for receiving written notification of claimed infringements and for processing such claims in accordance with the Act. Pilotly respects the intellectual property of others and we ask other to do the same. If you believe that your copyright has been infringed through the Pilotly‘s Site, please contact Alisa Banda via e-mail to abanda@wsgr.com or mail at:

Alisa Banda

Wilson Sonsini Goodrich & Rosati

One Market Street

Spear Tower, Suite 3300

San Francisco, CA 94105

Any written notice describing the infringing activity must include the following information:

An electronic or physical signature of the person authorized to act on behalf of the owner of an exclusive that is allegedly infringed;
A description of the allegedly infringing work or material;
A description of where the allegedly infringing material is located on the site;
Information reasonably sufficient to allow us to contact you, such as your address, telephone number and e-mail address;
A statement by you that you have a good faith belief that the disputed use of the material is not authorized by the copyright or other proprietary right owner, its agent, or the law; and
A statement by you that the above information and notification is accurate, and under penalty of perjury, that you are the copyright owner or authorized to act on behalf of the owner whose exclusive right is allegedly infringed.

Electronic signatures and contracts

Your use of the Site includes the ability to enter into agreements and/or to make purchases electronically. YOU ACKNOWLEDGE THAT YOUR ELECTRONIC SUBMISSIONS CONSTITUTE YOUR AGREEMENT AND INTENT TO BE BOUND BY SUCH AGREEMENTS AND TO PAY FOR SUCH PURCHASES. YOUR AGREEMENT AND INTENT TO BE BOUND BY ELECTRONIC SUBMISSIONS APPLIES TO ALL RECORDS RELATING TO ALL TRANSACTIONS YOU ENTER INTO ON THE SITE, INCLUDING NOTICES OF CANCELLATION, POLICIES, AND CONTRACTS.

Governing law

You agree that all matters relating to your access to or use of or purchases made from the Site, including all disputes arising out of the Terms of Service, will be governed by the laws of the United States and by the laws of the State of California without regard to its conflicts of laws provisions. You agree to the personal jurisdiction by and venue in the state and federal courts in Orange County, California.

Assignment

We reserve the right to assign the Terms of Service without notice to you or your consent so long as the assignee agrees to be bound by its terms.

These Terms of Service were last modified: May 5th, 2018