Trial access

These Muck Rack Trial Access Supplemental Terms of Use (these “Terms”) are an agreement between You and Muck Rack (“Muck Rack”). They apply to Muck Rack’s Trial Service (the “Offering”), and any updates to the Offering (except to the extent such updates are accompanied by new or additional terms, in which case those different terms apply prospectively and do not alter Your or Muck Rack’s rights relating to a pre-updated version of the Offering). As used in these Terms and unless separately identified as applicable to either an individual or entity, “You” and “Your” refer to both you individually and the entity on behalf of which You are entering into these Terms.

YOU ARE ACKNOWLEDGING YOUR ACCEPTANCE BY USING THE OFFERING, YOU (A) ACCEPT THESE TERMS AND AGREE THAT YOU ARE LEGALLY BOUND BY ITS TERMS; AND (B) REPRESENT AND WARRANT THAT: (I) YOU ARE 18 YEARS OF AGE; AND (II) IF YOU ARE ENTERING INTO THESE TERMS ON BEHALF OF A CORPORATION, GOVERNMENTAL ORGANIZATION, OR OTHER LEGAL ENTITY, YOU HAVE THE RIGHT, POWER, AND AUTHORITY TO ENTER INTO THESE TERMS ON BEHALF OF SUCH ENTITY AND BIND SUCH ENTITY TO ITS TERMS. IF YOU DO NOT AGREE TO THESE TERMS, MUCK RACK WILL NOT AND DOES NOT LICENSE TO YOU OR OTHERWISE GIVE YOU ACCESS OR USE RIGHTS WITH RESPECT TO THE OFFERING, AND YOU MUST NOT DOWNLOAD, INSTALL, OR OTHERWISE USE THE OFFERING.

1.    INSTALLATION AND USE RIGHTS.

a)    General. Subject to Your ongoing compliance with these Terms, Muck Rack gives You a nonexclusive, non transferable, nonsublicensable, revocable and limited right to access and use the Trial Offering for internal business purposes.

b)    Use Requirements. Your use of the Offering is subject to the following, and You warrant to Muck Rack the same:

i.    You will use the Offering solely for internal purposes.

ii.    You will not use the Offering in connection with content which may contain sensitive user materials, such as health care, financial services or government-related information.

iii.    You will comply with all applicable laws, rules and regulations related to Your access and use of the Offering, including but not
limited to privacy and security laws (as detailed further in Section 4).

c)    Third Party Software. The Offering may include third party applications that Muck Rack or the applicable third party offers You under these Terms as part of the Offering. Your use of such third party applications is subject to full compliance with the applicable terms of such third party applications.

d)    Open Source Components. The Offering may contain third party copyrighted software licensed under open source licenses with source code availability obligations.

2.    TERM AND TERMINATION.

a)    Term. These Terms are effective on Your acceptance and may be terminated by Muck Rack in its sole discretion for any or no reason per Section 9, “Changes to the Offering.” Muck Rack may extend these Terms at its discretion.

b)    Access to data. You may not be able to access data used in the Offering when it stops running or when these Terms terminate.

3.    FEEDBACK. 

If You give feedback about the Offering to Muck Rack, You give to Muck Rack, without charge, the right to use, share and commercialize Your feedback in any way and for any purpose. You will not give feedback that is subject to a license that requires Muck Rack to license its software or documentation to third parties because Muck Rack includes Your feedback in them. These rights survive these Terms.

4.    DATA PROTECTION.

4.1.  Definitions.

a)       “Controller” means the natural or legal person, public authority, agency or any other body which alone or jointly with others determines the purposes and means of the Processing of Personal Data.

b)       “Data Protection Law” means any law, rule, regulation, decree, statute, or other enactment, order, mandate or resolution, applicable to You or Muck Rack, relating to data security, data protection and/or privacy, including Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to processing of personal data and the free movement of that data (“GDPR”), and any implementing, derivative or related legislation, rule, regulation, and regulatory guidance, as amended, extended, repealed and replaced, or re-enacted.

c)       “Personal Data” means any data or information that constitutes personal data or personal information under any applicable Data Protection Law, including any information relating to a natural person.

d)       “Personal Data Breach” means a breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to Personal Data.

e)       “Processing” means any operation or set of operations that is performed on Personal Data, whether or not by automated means, such as collection, recording, organization, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination, or otherwise making available, alignment or combination, restriction, erasure, or destruction. “Process” and “Processed” will have a corresponding meaning.

f)        “Sensitive Data” means Personal Data revealing racial or ethnic origin, political opinions, religious or philosophical beliefs, or trade union membership, and the processing of genetic data, biometric data for the purpose of uniquely identifying a natural person, data concerning health or data concerning a natural person's sex life or sexual orientation.

4.2.  Description of the Data Processing Activities.

a)       Subject Matter of the Processing: Information, including Personal Data, that the parties Process in connection with the Offering.

b)       Duration of the Processing: The parties will Process Personal Data consistent with the duration of these Terms.

c)       Nature and Purpose of the Processing: The Offering will enable You to analyze the activity and characteristics of Your websites and users of Your websites, for example, capturing data about user mouse movements and performance data about specific web pages.

d)       Type of Personal Data Implicated by the Processing: The Offering assigns a unique user ID to each user. Any information associated with that user ID is Personal Data. Muck Rack may collect statistical data about Your use of the Offering.

e)       Categories of Individuals Affected by the Processing: Individuals who access Your websites that have integrated the Offering. The parties may also Process the Personal Data of their respective employees in the course of using the Offering.

4.3.  Data Security.  

With respect to confidential information, including Personal Data, and any aggregated data that the parties may create from Personal Data, the parties will implement reasonable physical, technical, and organizational security controls to prevent or mitigate the effect of a breach of security that could or did cause the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, such confidential information or aggregate data. When the parties choose security controls, they will take into account the state of the art; cost of implementation; the nature, scope, context, and purposes of Personal Data Processing; and the risk to individuals of a security incident or breach affecting confidential information or aggregate data.

4.4.  Data Processing Obligations.

a)       Compliance with Law. The parties will comply with Data Protection Law.

b)       Privacy Policy. Any data collected during enrollment for the Trial Access, including without limitation your name, contact information, and payment information, is governed by these terms and the Muck Rack Privacy Policy.

c)       Status of the Parties; Data Uses.

i.       You and Muck Rack are independent Controllers of the Personal Data Processed in connection with the Offering. The parties agree that neither of them are a “processor,” “service provider,” or equivalent status under Data Protection Law in connection with the Offering. The parties agree that they are independently responsible under Data Protection Law for the Personal Data they may receive from each other in connection with their performance of these Terms.

ii.       You will not knowingly disclose Personal Data that includes Sensitive Data to Muck Rack.

iii.       Muck Rack may use the Personal Data it collects in connection with the Offering for any purpose in accordance with the Muck Rack Privacy Statement, including to provide the Offering; improve Muck Rack’s products and services, including reporting and performance analysis; and create user profiles for purposes that include advertising. Muck Rack may also use non personal data it collects in connection with the Offering to provide and improve Muck Rack’s products and services.  

d)       Lawful Basis of Processing. To the extent that You are required by Data Protection Laws to have a lawful basis of Processing Personal Data, such as consent or legitimate interests, Your Processing of Personal Data will be consistent with that lawful basis. If Your lawful basis of Processing is consent, You will obtain consent consistent with applicable Data Protection Law and the scope of the consent you obtain will enable Muck Rack to use the Personal Data it collects for the purposes described in this Section. For example, for individuals in the European Union, you must obtain consent for your use of cookies or other local storage, retain records of consent, and provide individuals with a clear means to revoke consent.

e)       Cooperation. The parties will make commercially reasonable efforts to assist each other, upon request, to make information available necessary to demonstrate compliance with Data Protection Law, respond to inquiries from governmental entities, and respond to requests from individuals to exercise rights afforded to them under Data Protection Law.

f)   Security Incidents. You will notify Muck Rack without undue delay upon becoming aware of a Personal Data Breach affecting the Personal Data in connection with these Terms.

4.5.  Conflict with Other Data Protection Terms.

To the extent you have entered into a separate Muck Rack Data Protection Agreement, in the event of any conflict between this Agreement and the Muck Rack Data Protection Agreement, these Terms will prevail.

5.    SCOPE OF LICENSE. 

The Offering is licensed, not sold. Muck Rack reserves all other rights. You will not (and have no right to):

a)    work around any technical limitations in the Offering that only allow You to use it in certain ways;

b)    reverse engineer, decompile or disassemble the Offering;

c)    remove, minimize, block, or modify any notices of Muck Rack or its suppliers in the Offering;

d)    use the Offering in any way that is against the law or to create or propagate malware; or

e)    share, publish, distribute, or lend the Offering, provide the Offering as a stand-alone hosted solution for others to use, or transfer the Offerings or this agreement to any third party.

6.    EXPORT RESTRICTIONS. 

You must comply with all domestic and international export laws and regulations that apply to the Offerings, which include restrictions on destinations, end users, and end use.

7.    SUPPORT SERVICES. 

Muck Rack is not obligated under these Terms or otherwise to provide any support services for the Offering. Any support provided is “as is”, “with all faults”, and without warranty of any kind.

8.    UPDATES.

The Offerings may periodically check for updates, and download and install them for You. You may obtain and will use updates only from Muck Rack or authorized sources. You agree to receive these automatic updates without any additional notice. Updates may not include or support all existing Offering features, services, or peripheral devices.

9.    CHANGES TO THE OFFERING. 

Muck Rack may change (including by removing features, adding or removing source types, or charging additional fees for features previously provided free or at different rates), update, enhance or modify the Offering at any time and may require You to obtain and use the most recent versions. Modifications may affect your ability to use the Offering and may require You to change (at Your sole cost) the way You previously used it. If any modification is unacceptable to You, Your only recourse is to stop using the Offering. Your continued use of the Offering following any update or change to the Offering will constitute Your binding acceptance to the update or change. Muck Rack will not be liable for any costs that You incur, or for lost profits or damages of any kind related to any such modification. Muck Rack may cancel or suspend Your use of the Offering or our provision of the Offering partially or in its entirety at any time. Muck Rack’s cancellation or suspension may be without cause, without notice, or both. Upon cancellation, Your right to use the Offering will cease immediately.

10. FEES AND PAYMENTS. 

Muck Rack may charge fees for use of or access to some or all of the Offering. If Muck Rack decides to charge, or charge additional or lesser fees for the Offering, such fees and additional terms and conditions will be disclosed to You prior to the effective date when such fees or requirements would be imposed. If You do not agree to such modifications, then You must stop using the Offering. If You do not stop using the Offering, Your use of the Offering will continue under the modified contract.

11. YOUR RESPONSIBILITY. 

You will indemnify and hold Muck Rack (and its directors, officers, affiliates, and agents) harmless from and against any and all loss, liability, and expense (including reasonable attorneys’ fees and costs) suffered or incurred by reason of any claims, proceedings, or suits based on or arising out of any breach (or alleged breach) by You of these Terms or any part of it, or that otherwise relates to Your Content, Your application(s), or Your use of the Offering. You are responsible to defend any claim using mutually-agreed counsel, subject to Muck Rack’s right to participate with counsel it selects, and You will not publicize any claim or agree to any settlement that imposes any obligation or liability on Muck Rack (or its directors, officers, affiliates, and agents) without Muck Rack’s prior written consent, such consent provided by Muck Rack in its sole discretion.

12. BINDING ARBITRATION AND CLASS ACTION WAIVER. 

If You and Muck Rack have a dispute, You and Muck Rack agree to try for 60 days to resolve it informally. If You and Muck Rack can’t, You and Muck Rack agree to binding individual arbitration before the American Arbitration Association under the Federal Arbitration Act (“FAA”), and not to sue in court in front of a judge or jury. Instead, a neutral arbitrator will decide. Class action lawsuits, class-wide arbitrations, private attorney-general actions, and any other proceeding where someone acts in a representative capacity are not allowed; nor is combining individual proceedings without the consent of all parties.

13. ENTIRE AGREEMENT. 

These Terms, and any other terms Muck Rack may provide for supplements, updates, or third-party applications, is the entire agreement for the Offering, and supersede all other oral and written agreements and understandings with respect to the Offering. Muck Rack may make changes to these Terms by providing notice to You, which may be via email or posting a revised Terms of Use on its website or otherwise. Your continued use of the Offering after Muck Rack provides You sufficient notice pursuant to the preceding sentence constitutes Your binding acceptance of such revised Terms of Use.

14. APPLICABLE LAW AND PLACE TO RESOLVE DISPUTES. 

You will comply with all applicable laws, regulations and ordinances. The laws of the state of Delaware, U.S.A. govern the interpretation of these Terms, claims for its breach, and all other claims (including consumer protection, unfair competition, and tort claims), regardless of conflict of laws principles, except that the FAA governs everything related to arbitration. You and Muck Rack consent to exclusive jurisdiction and venue in the federal court in King County, Washington for all disputes heard in court (excluding arbitration).

15. CONSUMER RIGHTS; REGIONAL VARIATIONS. 

These Terms describe certain legal rights. You may have other rights, including consumer rights, under the laws of Your state, province, or country. These Terms do not change those other rights if the laws of Your state, province, or country do not permit it to do so.

16. DISCLAIMER OF WARRANTY.

THE OFFERING AND ANY DOCUMENTATION RELATED THERETO PROVIDED OR MADE AVAILABLE BY MICROSOFT IS PROVIDED ON AN “AS IS” AND “WHERE-IS” BASIS, WITH ALL FAULTS AND DEFECTS. YOU ACKNOWLEDGE THAT YOU BEAR THE FULL AND SOLE RISK OF USING THE OFFERING. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MICROSOFT HEREBY DISCLAIMS ALL WARRANTIES, GUARANTEES, OR CONDITIONS, EXPRESS OR IMPLIED WITH RESPECT TO THE OFFERING OR THE SUBJECT MATTER OF THESE TERMS, INCLUDING ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

17. LIMITATION ON AND EXCLUSION OF DAMAGES.

IN NO EVENT WILL MUCK RACK BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE OFFERING OR THESE TERMS.

This limitation applies to (a) anything related to the Offering, content (including code) on third party Internet sites, or third party applications; and (b) claims for breach of contract, warranty, guarantee, or condition; strict liability, negligence, or other tort; or any other claim; in each case to the extent permitted by applicable law.

It also applies even if Muck Rack knew or should have known about the possibility of the damages. The above limitation or exclusion may not apply to You because Your state, province, or country may not allow the exclusion or limitation of incidental, consequential, or other damages.

18. CONFIDENTIAL INFORMATION. 

The Offering, including its user interface, features and documentation, is confidential and proprietary to Muck Rack and its suppliers.

a)    Use. For five years after installation of the Offering, You may not disclose
confidential information to third parties. You may disclose confidential information only to Your employees and consultants who need to know the information. You must have written agreements with them that protect the confidential information at least as much as these Terms.

b)    Survival. Your duty to protect confidential information survives these Terms.

c)    Exclusions. You may disclose confidential information in response to a judicial or governmental order. You must first give written notice to Muck Rack to allow it to seek a protective order or otherwise protect the information. Confidential information does not include information that:

i.      becomes publicly known through no wrongful act;

ii.    You received from a third party who did not breach confidentiality obligations to Muck Rack or its suppliers; or

iii.   You developed independently without use of Muck Rack’s confidential information.

d)    Marketing. You agree that Muck Rack may reference You and your marks and logos as a user of the Offering in a case study, press release, or on its website or other marketing collateral, without Your prior written consent, or any other obligation or accounting to You. You may withdraw your consent to this section (18(d)) by sending an email to: hello@muckrack.com.

e) Publicity. You will not communicate with the press or public regarding the Offering without Muck Rack’s prior written consent.

19. SURVIVAL.

The following sections of these Terms survive termination: 2, 3, 4, 6, 7, and 11-19.