Last Modified: August 19, 2021
Please review these terms (the “Agreement”) carefully. Wherever used in this Agreement, “you”, “your”, “Customer”, and similar terms mean the person or legal entity accessing or using the Enterprise Services. For the avoidance of doubt, if you are accessing and using the Enterprise Services on behalf of a company (such as your employer) or other legal entity, “you”, “your” or “Customer” means the company or other legal entity that you are using the Services on behalf of.
By purchasing, accessing or using the Enterprise Services offered by Hootsuite Inc. (“Hootsuite”, “we”, “us”, or “our” ), you are confirming that you have read, understand and accept this Agreement. This Agreement can be updated from time to time in accordance with Section 10.5 below. You are responsible for regularly reviewing the most current version of this Agreement, which is published at: http://www.hootsuite.com/legal/enterprise-terms. When we change this Agreement, we will update the “Last Modified” date above.
This Agreement applies only to the Enterprise Services, as further defined below. The terms that apply to the use of Hootsuite’s publicly available websites or use of other services (such as Hootsuite’s Free, Professional, and Team plans) (the “Self-Serve Services”) are available at www.hootsuite.com/legal/terms.
By purchasing, accessing or using the Enterprise Services, you confirm that:
A. You will only use our Enterprise Services for business and professional reasons (the Enterprise Services are not for use by consumers and may only be used for business and professional purposes);
B. You accept and will comply with this Agreement; and
C. You are responsible for anyone that uses our Enterprise Services through your account (“Authorized Users”), which may include your employees, consultants or contractors, or the employees, consultants or contractors of your Affiliates. If you are a marketing agency or similar organization and provide access to our Enterprise Services to any of your clients or their employees, they are also your Authorized Users.
1. Hootsuite Terminology.
(a) We use capitalization for terms that have a special meaning in this Agreement. While some terms are defined elsewhere, this section sets out the definitions of some key terms.
“Affiliates” are companies or entities that either you or we own, that own either you or us, or that have the same owner or corporate parent as either you or us, as applicable.
An “Authorization Form” is a document that we issue and that is signed or otherwise agreed to by you, which describes the Enterprise Services and/or Partner Services you are purchasing, including the fees, the quantities purchased, and any other details specifically related to those services.
“Content” is a generic term that means all information and data (such as text, images, photos, videos, audio and documents) in any format that is uploaded to, downloaded from or appears on our Enterprise Services.
“Customer Content” is Content that you or your Authorized Users provide to us or upload to our Enterprise Services.
“Ads Content” is Customer Content that you or your Authorized Users provide in connection with your creation, posting, or management of paid advertisements on Facebook, Instagram, or any other applicable Social Network.
“Mentions” are the Content that a third party (in other words, someone other than you, an Authorized User or Hootsuite) creates and that we obtain on your behalf and at your instruction from Social Networks or other Third-Party Services that you connect to our Enterprise Services. For example, posts created by followers that appear on your Facebook page would be considered Mentions.
“Enterprise Services” means services included in Hootsuite’s Enterprise or Business plans and any other Hootsuite products or services made available to you through an Authorization Form, but does not include: i) Hootsuite’s Self-Serve Services; or ii) any Third-Party Services (including, without limitation, Sparkcentral Services).
“Third-Party Services” are services that are not provided by Hootsuite that you may access or use in connection with our Enterprise Services. They include: “Social Networks”, which are the social networking sites supported by our Enterprise Services (such as Twitter, Facebook, LinkedIn, and Instagram); “Partner Services”, which are services offered by third-parties and resold by Hootsuite as an authorized reseller; “Sparkcentral Services”, which are Partner Services offered by our Affiliate, Sparkcentral Europe NV (“Sparkcentral”), that you may purchase through us as a reseller; and services accessible through the extensions and applications available in the Hootsuite App Directory (http://apps.hootsuite.com/).
(b) Headings used in this Agreement are for convenience of reference only and do not affect the construction or interpretation of this Agreement.
2. Hootsuite’s Responsibilities.
2.1 Enterprise Services. During the Term, subject to the terms and conditions of this Agreement, we will make the Enterprise Services available to you in accordance with the applicable Authorization Form and the Service Level Agreement published at http://www.hootsuite.com/legal/enterprise-service-level-agreement.
2.5 Updates. Our Enterprise Services evolve constantly. So long as we do not breach the warranty set out in Section 9.2(a), we may change our Enterprise Services (such as by changing, adding or removing features) at any time, for any reason, and may or may not provide notice of those changes to you.
2.6 Social Networks. Our Enterprise Services interact with Social Networks and depend on the availability of those Social Networks and the features and functionality they make available to us, which we do not control and may change without notice. If at any time a Social Network stops making some or all of its features or functionality available to us, or available to us on reasonable terms as determined by Hootsuite in its sole discretion (each an “API Change”), we may stop providing access to those features or functionality and we will not be liable to you or any third party for any such change.
3. Content & Third-Party Services.
3.1