Joemetric is a software company that allows Network Members (“The JoeNetwork”) to respond to survey requests, and allows companies or individuals to create surveys that are deployed via an iPhone application. JoeMetric and the information in the JoeNetwork is housed in the United States.

This Terms of Use Agreement ("Agreement") sets forth the legally binding terms for your use of JoeMetric. By using  JoeMetric, you agree to be bound by this Agreement.  The term "User" refers to a Customer or a JoeNework Member. You are only authorized to use JoeMetric (regardless of whether your access or use is intended) if you agree to abide by all applicable laws and to this Agreement. Please read this Agreement carefully and save it. If you do not agree with it, you should discontinue use of the JoeMetric immediately. If you wish to become a Member, or wish to deploy surveys, you must read this Agreement and indicate your acceptance during the Registration process.

JoeMetric may modify this Agreement from time to time and such modification shall be effective upon posting by JoeMetric on the JoeMetric Website. You agree to be bound to any changes to this Agreement when you use the JoeMetric Services after any such modification is posted. It is therefore important that you review this Agreement regularly to ensure you are updated as to any changes.

Eligibility.Use of and Membership in the JoeMetric Services is void where prohibited. By using the JoeMetric Services, you represent and warrant that (a) all registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; (c) you are 14 years of age or older; and (d) your use of the JoeMetric Services does not violate any applicable law or regulation. Your profile may be deleted and your Membership may be terminated without warning, if we believe that you are under 14 years of age.

Term. This Agreement shall remain in full force and effect while you use the JoeMetric Services or are a Member. You may terminate your Membership at any time, for any reason, by following the instructions on the Member's Account Settings page. JoeMetric may terminate your Membership at any time, without warning. Even after Membership is terminated, this Agreement will remain in effect, including sections 5-17.

Fees. You acknowledge that JoeMetric reserves the right to charge its customers for the JoeMetric Services and to change its fees from time to time in its discretion. If JoeMetric terminates your Membership because you have breached the Agreement, you shall not be entitled to the refund of any unused portion of subscription fees.

Password. When you sign up to become a Member, you will also be asked to choose a password. You are entirely responsible for maintaining the confidentiality of your password. You agree not to use the account, username, or password of another Member at any time or to disclose your password to any third party. You agree to notify JoeMetric immediately if you suspect any unauthorized use of your account or access to your password. You are solely responsible for any and all use of your account.

Non-commercial Use by Members. The JoeMetric Services are for the personal use of Members only and may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by JoeMetric. Illegal and/or unauthorized use of the JoeMetric Services, including collecting usernames and/or email addresses of Members by electronic or other means for the purpose of sending unsolicited email or unauthorized framing of or linking to the JoeMetric Website is prohibited. Commercial advertisements, affiliate links, and other forms of solicitation may be removed from Member profiles without notice and may result in termination of Membership privileges. Appropriate legal action will be taken for any illegal or unauthorized use of the JoeMetric Services.

Proprietary Rights in Content on JoeMetric.

JoeMetric does not claim any ownership rights in the text, files, images, photos, video, sounds, musical works, works of authorship, or any other materials (collectively, "Content") that you post to the JoeMetric Services. After posting your Content to the JoeMetric Services, you continue to retain all ownership rights in such Content, and you continue to have the right to use your Content in any way you choose. By displaying or publishing ("posting") any Content on or through the JoeMetric Services, you hereby grant to JoeMetric a limited license to use, modify, publicly perform, publicly display, reproduce, and distribute such Content solely on and through the JoeMetric Services. Without this license, JoeMetric would be unable to provide the JoeMetric Services. For example, without the right to modify Member Content, JoeMetric would not be able to digitally compress music files that Members submit or otherwise format Content to satisfy technical requirements, and without the right to publicly perform Member Content, JoeMetric could not allow Users to listen to music posted by Members. The license you grant to JoeMetric is non-exclusive (meaning you are free to license your Content to anyone else in addition to JoeMetric), fully-paid and royalty-free (meaning that JoeMetric is not required to pay you for the use on the JoeMetric Services of the Content that you post), sublicensable (so that JoeMetric is able to use its affiliates and subcontractors such as Internet content delivery networks to provide the JoeMetric Services), and worldwide (because the Internet and the JoeMetric Services are global in reach). This license will terminate at the time you remove your Content from the JoeMetric Services. The license does not grant JoeMetric the right to sell your Content, nor does the license grant JoeMetric the right to distribute your Content outside of the JoeMetric Services.

You represent and warrant that: (i) you own the Content posted by you on or through the JoeMetric Services or otherwise have the right to grant the license set forth in this section, and (ii) the posting of your Content on or through the JoeMetric Services does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person. You agree to pay for all royalties, fees, and any other monies owing any person by reason of any Content posted by you to or through the JoeMetric Services.

The JoeMetric Services contain Content of JoeMetric ("JoeMetric Content"). JoeMetric Content is protected by copyright, trademark, patent, trade secret and other laws, and JoeMetric owns and retains all rights in the JoeMetric Content and the JoeMetric Services. JoeMetric hereby grants you a limited, revocable, nonsublicensable license to reproduce and display the JoeMetric Content (excluding any software code) solely for your personal use in connection with viewing the JoeMetric Website and using the JoeMetric Services.

The JoeMetric Services contain Content of Users and other JoeMetric licensors. Except for Content posted by you, you may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, or sell any Content appearing on or through the JoeMetric Services.

Content Posted.

JoeMetric may delete any Surveys that, in the sole judgment of JoeMetric, violates this Agreement or which may be offensive, illegal or violate the rights, harm, or threaten the safety of any person. JoeMetric assumes no responsibility for monitoring the JoeMetric Services for inappropriate Content or conduct. If at any time JoeMetric chooses, in its sole discretion, to monitor the JoeMetric Services, JoeMetric nonetheless assumes no responsibility for the Content, no obligation to modify or remove any inappropriate Content, and no responsibility for the conduct of the User submitting any such Content.

You are solely responsible for the Content that you post on or through any of the JoeMetric Services, and any material or information that you transmit to the JoeNetwork. JoeMetric does not endorse and has no control over the Content. Content is not necessarily reviewed by JoeMetric prior to posting and does not necessarily reflect the opinions or policies of JoeMetric. JoeMetric makes no warranties, express or implied, as to the Content or to the accuracy and reliability of the Content or any material or information that you transmit to other Members.

Content/Activity Prohibited. The following is a partial list of the kind of Content that is illegal or prohibited to post on or through the JoeMetric Services. JoeMetric reserves the right to investigate and take appropriate legal action against anyone who, in JoeMetric's sole discretion, violates this provision, including without limitation, removing the offending communication from the JoeMetric Services and terminating the Membership of such violators. Prohibited Content includes, but is not limited to Content that, in the sole discretion of JoeMetric:

is patently offensive and promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;

harasses or advocates harassment of another person;

exploits people in a sexual or violent manner;

contains nudity, violence, or offensive subject matter or contains a link to an adult website;

promotes information that you know is false or misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;

promotes an illegal or unauthorized copy of another person's copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacture-installed copy-protect devices, or providing pirated music or links to pirated music files;

involves the transmission of "junk mail," "chain letters," or unsolicited mass mailing, instant messaging, "spimming," or "spamming";

contains restricted or password only access pages or hidden pages or images (those not linked to or from another accessible page);

furthers or promotes any criminal activity or enterprise or provides instructional information about illegal activities including, but not limited to making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses;

solicits passwords or personal identifying information for commercial or unlawful purposes from other Users;

involves commercial activities and/or sales without our prior written consent such as contests, sweepstakes, barter, advertising, or pyramid schemes;

includes a photograph of another person that you have posted without that person's consent; or

for band and filmmaker profiles, uses sexually suggestive imagery or any other unfair, misleading or deceptive Content intended to draw traffic to the profile.

The following is a partial list of the kind of activity that is illegal or prohibited on the JoeMetric Website and through your use of the JoeMetric Services. JoeMetric reserves the right to investigate and take appropriate legal action against anyone who, in JoeMetric's sole discretion, violates this provision, including without limitation, reporting you to law enforcement authorities. Prohibited activity includes, but is not limited to:

criminal or tortious activity, including child pornography, fraud, trafficking in obscene material, drug dealing, gambling, harassment, stalking, spamming, spimming, sending of viruses or other harmful files, copyright infringement, patent infringement, or theft of trade secrets;

interfering with, disrupting, or creating an undue burden on the JoeMetric Services or the networks or services connected to the JoeMetric Services;

attempting to impersonate another Member or person;

for band profiles, copying the code for your JoeMetric Player and embedding it into other profiles or asking other Members to embed it into their profiles;

using the account, username, or password of another Member at any time or disclosing your password to any third party or permitting any third party to access your account;

selling or otherwise transferring your profile;

using any information obtained from the JoeMetric Services in order to harass, abuse, or harm another person;

displaying an advertisement on your profile, or accepting payment or anything of value from a third person in exchange for your performing any commercial activity on or through the JoeMetric Services on behalf of that person, such as placing commercial content on your profile, posting blogs or bulletins with a commercial purpose, selecting a profile with a commercial purpose as one of your "Top 8" friends, or sending private messages with a commercial purpose; or

using the JoeMetric Services in a manner inconsistent with any and all applicable laws and regulations.

Privacy. Use of the JoeMetric Services is also governed by our Privacy Policy, which is incorporated into this Agreement by this reference.

Disclaimers. JoeMetric is not responsible for any incorrect or inaccurate Content posted in connection with the JoeMetric Services, whether caused by Users of the JoeMetric Services or by any of the equipment or programming associated with or utilized in the JoeMetric Services. Inclusion of any linked website on the JoeMetric Services does not imply approval or endorsement of the linked website by JoeMetric. When you access these third-party sites, you do so at your own risk. JoeMetric takes no responsibility for third party advertisements which are posted through JoeMetric Services, nor does it take any responsibility for the goods or services provided by its advertisers. JoeMetric is not responsible for the conduct, whether online or offline, of any User of the JoeMetric Services. JoeMetric assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any User or Member communication. JoeMetric is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, failure of any email or players due to technical problems or traffic congestion on the Internet or on any of the JoeMetric Services or combination thereof, including any injury or damage to Users or to any person's computer related to or resulting from participation or downloading materials in connection with the JoeMetric Services. Under no circumstances shall JoeMetric be responsible for any loss or damage, including personal injury or death, resulting from use of the JoeMetric Services, attendance at a JoeMetric event, from any Content posted on or through the JoeMetric Services, or from the conduct of any Users of the JoeMetric Services, whether online or offline. The JoeMetric Services are provided "AS-IS" and as available and JoeMetric expressly disclaims any warranty of fitness for a particular purpose or non-infringement. JoeMetric cannot guarantee and does not promise any specific results from use of the JoeMetric Services.

Limitation on Liability. IN NO EVENT SHALL JOEMETRIC BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT DAMAGES ARISING FROM YOUR USE OF THE SERVICES, EVEN IF JOEMETRIC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, JOEMETRIC'S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO JOEMETRIC FOR THE JOEMETRIC SERVICES DURING THE TERM OF MEMBERSHIP.

U.S. Export Controls. Software available in connection with the JoeMetric Services (the "Software") is further subject to United States export controls. No Software may be downloaded from the JoeMetric Services or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the Software is at your sole risk.

Disputes. If there is any dispute about or involving the JoeMetric Services, you agree that the dispute shall be governed by the laws of the State of Ohio, USA, without regard to conflict of law provisions and you agree to exclusive personal jurisdiction and venue in the state and federal courts of the United States located in the State of Ohio. Either JoeMetric or you may demand that any dispute between JoeMetric and you about or involving the JoeMetric Services must be settled by arbitration utilizing the dispute resolution procedures of the American Arbitration Association (AAA) in the state of Ohio, USA, provided that the foregoing shall not prevent JoeMetric from seeking injunctive relief in a court of competent jurisdiction.

Indemnity. You agree to indemnify and hold JoeMetric, its subsidiaries, and affiliates, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your use of the JoeMetric Services in violation of this Agreement and/or arising from a breach of this Agreement and/or any breach of your representations and warranties set forth above and/or if any Content that you post on the JoeMetric Website or through the JoeMetric Services causes JoeMetric to be liable to another.

Other. This Agreement is accepted upon your use of the JoeMetric Application or any of the JoeMetric Services and is further affirmed by you becoming a Customer or Member. This Agreement constitutes the entire agreement between you and JoeMetric regarding the use of the JoeMetric Services. The failure of JoeMetric to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. JoeMetric is a trademark of JoeMetric, Inc. This Agreement operates to the fullest extent permissible by law. If any provision of this Agreement is unlawful, void or unenforceable, that provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions.

Please contact us at info@joemetric.com with any questions regarding this Agreement.

I HAVE READ THIS AGREEMENT AND AGREE TO ALL OF THE PROVISIONS CONTAINED ABOVE.