Terms and Conditions

This User Agreement (the "Agreement") governs all of your use of our internet-delivered service (the "Service"), whether you access it from our Web site at justdo.com ("Site"), from our mobile applications, API, or mobile Web sites, or from any other application or access point we make available to you. THIS AGREEMENT GOVERNS ALL USE YOU MAKE OF THE SERVICE, INCLUDING YOUR FREE OR PAID USE (IF ANY).

This Agreement is a legal contract between JustDo Inc. ("we," "us," or "JustDo") and you. By accessing the Service, you agree to the terms and conditions of this Agreement. If you accepting this Agreement on behalf of a company, you represent and warrant that you have the legal authority to bind your company to this Agreement and that you have read and understood this Agreement. If you do not have such authority or if you or your company does not agree with the terms of the Agreement, you should not accept it. If you are accepting this Agreement on behalf of your company, then the terms "you" and "your" refer to your company whenever used below.

We reserve the right to modify this Agreement by posting an updated version on our Site. Any updated version will become effective 10 days after posted. If you do not agree to any modified terms, you may terminate the Agreement in the manner described below. Your continued use of the Service after notice will constitute your acceptance of the modified Agreement.

1. Permitted Use. Among other features, the Service allows the creation of Projects’ tasks-lists ("Projects"). Into those Projects, you , your organization’s members, and your organization’s guests (collectively "Users") can add tasks, remove or change tasks, organize, prioritize, share tasks, up/download related information, create reports, etc.
2. Organization's Members, Guests and Administrators. You may create one or more organizations (group of persons associated with one or more Projects) and add members or invite guests to your organization. The main difference between members and guests of an organization is that members can initiate new Projects under the organization’s umbrella, while guests can not do so. We will also allow you to assign System Administrators rights to one or more of your organization members. "System Administrator(s)" can (1) add/remove/invite members and guests to the organization,(2) provide or revoke System Administrators rights to other members of the organization, (3) deal with subscription and payment methods.
3. Logins Permissions. Each login (i.e., username/email-address and password) may be used only by a single individual. You are responsible for all use and misuse of the Service that occurs under yours and your members and guests login credentials, and you agree to notify JustDo of any unauthorized access or use of which you become aware.
4. Prohibited Use. You will not (and will ensure that your organization members and guests do not): (a) "frame," distribute, resell, or permit access to the Service by any third party other than for its intended purposes ; (b) shared login credentials (c) use the Service other than in compliance with applicable laws; (d) interfere with the Service or disrupt any other user’s access to the Service; (e) reverse engineer, attempt to gain unauthorized access to the Service, or attempt to discover the underlying source code or structure of the Service; (f) submit to the Service any content or data that is false, misleading, defamatory, threatening, offensive, or infringing of intellectual property rights, or that contains mass mailings or any form of "spam"; (g) submit to the Service any routine, device or other undisclosed feature, including a so-called time bomb, virus, software lock, drop dead device, malicious logic, worm, Trojan horse or trap or back door or software routine, that is designed to delete, disable, deactivate, interfere with or otherwise harm any software, program, data, device, system or service, or which is intended to provide unauthorized access or to produce unauthorized modifications; (h) reproduce, copy,duplicate, copy, sell, or exploit any commercial service any proprietary content.
5. Prohibited Use Related to Personal Data, and Responsibility for Special Categories of Personal Data. You are responsible for ensuring that you have the necessary consent for processing any special categories of personal data and/or child data for the information that you process with JustDo. When sharing data through collaborative type projects, it is important that you make all stakeholders aware that data including potentially personal data could be accessed by other parties.

1. You represent and warrant that you have all rights, permissions and consents necessary to submit your content to JustDo. You acknowledge that all the content uploaded or shared by you, your organization’s members and guests on the Service ("Data"), shall belong to you, respective author, or a person from which such Data has originated. JustDo does not control the Data posted via the Service.
2. Under no circumstances we shall be liable in any way for any Data, including, but not limited to any errors or omissions in any Data, or for any loss or damage of any kind incurred as a result of the use of any Data posted to or by the Service.
3. JustDo has no responsibility to enforce any confidentiality obligation that the Users of the Service may have.

Please see our Privacy Policy. Please note that by its nature our system is a collaborative one, and therefore content that you and your members and guests submit to your Project(s) potentially can become available to other members and guests of your organization, depending on how your Project(s) member decide to share such information.

JustDo may make certain application programming interfaces (APIs)available to you as part of our Service (collectively, "JustDo APIs"). JustDo grants you a non-exclusive, non-transferable license, only while this Agreement remains in effect, to use any such JustDo APIs solely to access and use the Service for your internal use. You agree not to distribute, disclose or make available the JustDo APIs to any third party or to distribute, disclose or make available any software application or Website that incorporates or calls the JustDo APIs.

1. Subscriptions. If you maintain a paid subscription to the Service, your subscription period is established when you purchase your subscription. Unless you notify us in the account administration area of the Service before the end of your subscription term, your subscription will automatically renew for successive subscription periods of the same length.
2. Renewal and Cancellation. Once a subscription period (initial or renewal) commences, all subscription fees paid for that period are non-refundable. You may cancel your subscription at any time before the end of the then-current subscription period using the cancellation procedure available through the account administration area of the Service, in which case your subscription will not renew.
3. Access to Projects. When you cancel your subscription you and your organization’s members and guests will have no access to the projects associated with your organization.

1. Service Fees. Unless we otherwise agree in writing, we charge our fees in advance at the beginning of each subscription period. You may view your current subscription plan and billing information at any time in your account administration pages. You agree to pay the fees in effect for your subscription at the time you purchase or renew Services. Current pricing for subscription plans is available online.
2. Billing Information. When you subscribe for a paid Service, you will provide us with either a valid, up-to-date credit card number or the other payment information we request. If you have selected a credit card or Paypal as your payment method, you authorize us to charge your credit card (or Paypal account, as applicable) for Service Fees on the first day of your initial subscription period and each renewal subscription period. If we cannot charge you for any reason we may deny access to any Service and terminate this agreement.

1. Term. This Agreement begins when you first create a login for the Service and accept this Agreement. It remains in effect indefinitely unless terminated as provided in this Section.
2. Termination by You. You may terminate this Agreement at any time by written notice to us in accordance with this Agreement. We will not be obligated to refund any fees to you when you terminate. Your termination will be effective immediately upon our acknowledgement, and in no event later than 30 days from your notice to us. Note that your cancellation of a subscription does not, in and of itself, terminate this Agreement.
3. Termination by Us for Cause. We may terminate this Agreement and your access to the Service immediately, without any obligation to notify you or refund any fees, if you are in breach of this Agreement, you misappropriate or infringe any of our intellectual property or proprietary rights, or you fail to make any payment when due.
4. Termination by Us for Convenience. In addition, we may terminate this Agreement at any time, for any reason or no reason, by giving you 10 days’ written notice to the email address you provide when you register for the Service. If we discontinue your access to the Service at the end of this 10 day period, our termination will be effective at the end of this period, and we will refund any prepaid, unused subscription fees for the Service as soon as practicable thereafter. Otherwise, no fees are refundable, and you may continue using the Service through the end of your subscription period, at which point our termination will become effective.
5. Effect of Termination. Upon expiration or termination of this Agreement: (a) all rights and obligations of the parties will cease, except for obligations that by their nature survive termination of this agreement; and (b) notwithstanding any provision of any surviving section, you will have no further right to use the Service.
6. No Obligation to Retain Data. After termination or expiration of this Agreement, JustDo has no obligation to retain, and may delete, Your Data from the Service at any time.
7. Data Removal after License Expiration. We reserve the right to remove completely, without warning, any data uploaded to an organization whose license has expired, two weeks after expiration.

1. Service and Documentation. As between the parties, JustDo retains all right, title and interest in and to (a) the Service and the technology and software used to provide it, and all intellectual property and proprietary rights therein; and (b) all electronic and print documentation and other content and data (excluding Your Data) made available through the Service. Except for your rights to access and use the Service set forth in this Agreement, nothing in this Agreement licenses or conveys any of JustDo’s intellectual property or proprietary rights to anyone, including you.
2. Feedback. You agree that JustDo will have a perpetual right to use and incorporate into the Service any feedback or suggestions for enhancement that you or Your Users provide to JustDo concerning the Service ("Feedback"), without any obligation of compensation.
3. Organization Admin Access. You acknowledge and agree that within an organization, information, including but not limited to chat messages, files uploaded, tasks created, even tasks that were not explicitly shared with the Organization Admins and may appear not to be shared from the user interface, shall be deemed accessible to the Organization's Admin.

You acknowledge that your use of the Service is governed by the Privacy Policy

1. Disclaimer. Your use of the Service is at your sole risk. The Service is provided on an ‘as is’ and ‘as available’ basis. You acknowledge that, as an internet-delivered software application, the Service may experience periods of downtime, including but not limited to scheduled maintenance.

   Accordingly,JUSTDO MAKES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE SERVICE OR ANY DATA OR CONTENT MADE AVAILABLE THROUGH THE SERVICE, WHETHER EXPRESS OR IMPLIED. JUSTDO SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ACCURACY. JUSTDO DOES NOT WARRANT THAT THE SERVICE WILL BE ERROR-FREE OR OPERATE WITHOUT INTERRUPTIONS OR DOWNTIME.

2. Liability Limitation; Damages Exclusion. JUSTDO WILL NOT BE LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL, SPECIAL, INDIRECT, OR PUNITIVE DAMAGES IN CONNECTION WITH ANY CLAIM OF ANY NATURE ARISING UNDER THIS AGREEMENT, EVEN IF JUSTDO HAS BEEN GIVEN ADVANCE NOTICE OF SUCH POSSIBLE DAMAGES. IN ADDITION, JUSTDO’S AGGREGATE LIABILITY FOR ALL CLAIMS OF ANY NATURE ARISING OUT OF THIS AGREEMENT, REGARDLESS OF THE CAUSE OF ACTION, WILL NOT EXCEED THE FEES ACTUALLY PAID TO JUSTDO UNDER THIS AGREEMENT DURING THE ONE MONTH PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

You hereby agree to defend, indemnify and hold harmless JustDo and its corporate affiliates, directors, officers, employees, successors, assigns and agents from and against any claim, demand or action, and all resulting damages, settlement amounts, penalties, costs and expenses, that arises out of our relates to (i) your violation of this agreement; (ii) Your Data (except to the extent such claim arises from JustDo’s use of Your Data in violation of this Agreement), including without limitation claims that Your Data infringes or violates any intellectual property or proprietary right of a third party, violates any confidentiality obligation owed to a third party, or violates any applicable law; or (iii) violation of any applicable laws.

Notices must be addressed as follows: if to us, to info@justdo.com. If to you, to the contact name and address or email address that you have provided us.

This Agreement represents the entire agreement between JustDo and you with respect to your use of the Service and the related matters set forth in this Agreement. As between JustDo and you, this Agreement expressly supersedes (i) any terms or conditions stated in your purchase order, order documentation or similar document (whether submitted or executed before or after the start date of your subscription period, if applicable), (ii) any online agreement that you or Your User may have accepted, or may accept in the future, in the course of using the Service, and (iii) any other contemporaneous or prior agreements or commitments regarding the Service or the other subject matter of this Agreement.

This Agreement has been written in the English language, and you agree that the English language version will govern your use of the Service and the other matters described in this Agreement. Neither party is liable for delay or default under this Agreement if caused by conditions beyond its reasonable control (e.g., technology malfunctions or acts of God). This Agreement is governed by the internal laws of the State of Delaware, without regard to its conflicts of law rules, and each party hereby consents to exclusive jurisdiction and venue in the state and federal courts located in Wilmington, Delaware for any dispute arising out of this Agreement. Either party may assign this Agreement in connection with a merger or similar transaction, or to any third party acquiring all or substantially all of such party’s assets or equity securities, without any requirement to obtain permission for such assignment; otherwise, neither party may assign this Agreement to a third party without the written consent of the other party in advance. This Agreement will bind and benefit the parties, their successors, and their permitted assigns. Each party is an independent contractor to (and may not act on behalf of or bind) the other.