On Hand User Terms of Service

Effective Date: November 1, 2021

On Hand LLC (“Onhand,” “we,” “our”) offers a variety of productivity, collaboration, and organizational tools available online, including via a mobile application (collectively, the “Service”), and websites, including but not limited to www.onhand.us, p.onhand.us, p.mp.onhand.us (the “Websites”).

Onhand has three different types of users depending on the Onhand products used:

• We call users of the Websites “Site Visitors.”
• We call users who use the free version of the Onhand Service “Free Users.” While Free Users can access and use the Service, they have access to a more limited set of Service features and functionality than Subscribers.
• We call users who use the Service as part of a paid Onhand subscription plan (regardless of the subscription tier) “Subscribers.” The Service features and functionalities available to Subscribers are determined by the subscription tier and the specific terms agreed to between Onhand and the organization (e.g., your employer or another entity or person, called the “Customer”) that entered into a separate agreement that governs delivery, access, and use of the Service (the “Customer Agreement”).

We refer to these three types of users collectively as “Users” or “you” for purposes of these User Terms of Service (the “Terms”). Regardless of what type of User you are, these Terms create a legal agreement directly between you and Onhand and explain the rules governing use of the Service and Websites. By accessing or using the Service and Websites, you acknowledge and agree that you have read, understand, and agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, please do not access or use the Service and Websites.

IMPORTANT NOTICE: DISPUTES ABOUT THESE TERMS AND THE SERVICE AND WEBSITES PROVIDED BY ONHAND ARE SUBJECT TO BINDING ARBITRATION AND A WAIVER OF CLASS ACTION RIGHTS AS DETAILED IN THE “MANDATORY ARBITRATION AND CLASS ACTION WAIVER” SECTION BELOW.

We may, from time to time, modify these Terms. Please check this page periodically for updates. If you do not agree to, or cannot comply with, the modified Terms, you must stop using the Service and Websites. The updated Terms will take effect upon their posting and will apply on a going-forward basis, unless otherwise provided in a notice to you, and except as provided in the Mandatory Arbitration and Class Action Waiver section of these Terms. Your continued use of the Service and Websites after any such update constitutes your acceptance of such changes.

Table of Contents

Contents

1       ELIGIBILITY AND SCOPE

1.1         General

1.2         Location

2       ACCOUNT REGISTRATION AND USE

2.1         Account Registration and Confidentiality

2.2         Unauthorized Account Use

3       OUR PROPRIETARY RIGHTS

4       USER CONTENT AND FEEDBACK

4.1         User Content and Submissions on the Service

4.1.1          Free User Content

4.1.2          Subscriber User Content on the Service

4.2         Feedback on the Websites

4.3         User Content and Feedback Representations

5       LICENSE AND ACCEPTABLE USE

5.1         Your License

5.2         Acceptable Use

6       PRIVACY

7       WARRANTIES, DISCLAIMERS AND LIMITATION OF LIABILITY

8       EXCLUSIONS AND LIMITATIONS

9       INDEMNITY

10          THIRD-PARTY LINKS AND SERVICE AND WEBSITES

11          MODIFICATION

12          MANDATORY ARBITRATION AND CLASS ACTION WAIVER

12.1      Application

12.2      Initial Dispute Resolution

12.3      Binding Arbitration

12.4      Arbitrator’s Powers

12.5      Filing a Demand

12.6      Class Action Waiver

12.7      Exception: Litigation of Intellectual Property and Small Claims Court Claims

12.8      30-Day Right to Opt Out

12.9      Changes to This Section

12.10         Survival

13          CONTROLLING LAW AND SEVERABILITY

14          GENERAL TERMS

14.1      Force Majeure

14.2      No Waiver

14.3      Third-Party Beneficiaries

14.4      Statute of Limitations

14.5      Miscellaneous

14.6      Notices

15          QUESTIONS

 

1         ELIGIBILITY AND SCOPE

1.1        General

To use the Service and Websites you must be, and represent and warrant that you are, at least 13 years of age and competent to agree to these Terms. If Onhand has previously prohibited you from accessing or using the Service and Websites, you are not permitted to access or use the Service and Websites.

1.2        Location

These Terms are applicable to Users located in the United States only. If you are located outside of the United States, you will be presented with a different set of terms.

2         ACCOUNT REGISTRATION AND USE

2.1        Account Registration and Confidentiality

To access the Service and Websites, you must register for an Onhand account by creating a user name and password. You agree to provide us with accurate, complete, and current registration information about yourself. It is your responsibility to ensure that your password remains confidential and secure. By registering, you agree that you are fully responsible for all activities that occur under your user name and password. We may assume that any communications we receive under your account have been made by you. If you are a billing owner, an administrator, or if you have confirmed in writing that you have the authority to make decisions on behalf of a Customer (“Account Administrator”), you represent and warrant that you are authorized to make decisions on behalf of the Customer and agree that Onhand is entitled to rely on your instructions.

2.2        Unauthorized Account Use

You are responsible for notifying us at policy@onhand.us if you become aware of any unauthorized use of or access to your account. You understand and agree that we may require you to provide information that may be used to confirm your identity and help ensure the security of your account. Onhand will not be liable for any loss, damages, liability, expenses or attorneys’ fees that you may incur as a result of someone else using your password or account, either with or without your knowledge and/or authorization, and regardless of whether you have or have not advised us of such unauthorized use. You will be liable for losses, damages, liability, expenses and attorneys’ fees incurred by Onhand or a third party due to someone else using your account. In the event that the Account Administrator or Customer loses access to an account or otherwise requests information about an account, Onhand reserves the right to request from the Account Administrator or Customer any verification it deems necessary before restoring access to or providing information about such account in its sole discretion.

3         OUR PROPRIETARY RIGHTS

The Service and Websites are owned and operated by Onhand and contain materials (including all software, design, text, editorial materials, informational text, photographs, illustrations, audio clips, video clips, artwork and other graphic materials, and names, logos, trademarks and services marks) which are derived in whole or in part from materials supplied by Onhand and its partners, as well as other sources, and are protected by United States copyright laws, international treaty provisions, trademarks, service marks and other intellectual property laws. The Service and Websites are also protected as a collective work or compilation under U.S. copyright and other law and treaties. You agree to abide by all applicable copyright and other laws, as well as any additional copyright notices or restrictions contained in the Service and Websites. You acknowledge that the Service and Websites have been developed, compiled, prepared, revised, selected, and arranged by Onhand and others through the application of methods and standards of judgment developed and applied through the expenditure of substantial time, effort, and money and constitute valuable intellectual property of Onhand and such others. You agree to protect the proprietary rights of Onhand and all others having rights in the Service and Websites during and after the term of these Terms and to comply with all written requests made by Onhand or its suppliers and licensors (collectively, “Suppliers”) of content or otherwise to protect their and others’ contractual, statutory, and common law rights in the Service and Websites. You agree to notify Onhand immediately upon becoming aware of any claim that the Service and Websites infringe upon any copyright, trademark, or other contractual, statutory, or common law rights. All present and future rights in and to trade secrets, patents, copyrights, trademarks, service marks, know-how, and other proprietary rights of any type under the laws of any governmental authority, domestic or foreign, including without limitation rights in and to all applications and registrations relating to the Service and Websites shall, as between you and Onhand, at all times be and remain the sole and exclusive property of Onhand. Any unauthorized use of any material contained on or through the Service and Websites may violate copyright laws, trademark laws, the laws of privacy and publicity and communications regulations and statutes.

4         USER CONTENT AND FEEDBACK

4.1        User Content and Submissions on the Service

The Service allows you to create business matters made up of, but not limited to categories of operations, business development and legal matters.  Each of these categories are made up of activities including, but not limited to tasks, insurance, requisites, permits, projects, leads, orders, violations, lawsuits, tickets and claims along with assets, vendors, company people, associated information, text, files, and other materials (collectively, “User Content”) and to share that User Content with others. User Content submitted or otherwise made available to the Service is subject to the following terms:

4.1.1         Free User Content

Free Users maintain ownership of the User Content that they submit to the Service (“Free User Content”). By submitting Free User Content, Free Users grant Onhand a license to access, use, copy, reproduce, process, adapt, publish, transmit, and display that Free User Content, as permitted by Onhand’s Privacy Policy, including if required to do so by law or in good faith to comply with legal process. We reserve the right to remove any Free User Content on the Service that violates these Terms or that is otherwise objectionable in Onhand’s sole discretion.

4.1.2         Subscriber User Content on the Service

Content submitted to the Service by Subscribers (“Subscriber User Content”) is owned and controlled by the Customer as set forth in the introduction to these Terms and the Customer Agreement, except with respect to Subscriber User Content submitted by students pursuant to a Customer Agreement with an educational institution (“Student Content”). Such Student Content is owned by the student and not the educational institution. Onhand maintains a limited, non-exclusive and non-transferrable (except in connection with the sale or transfer of its business) license to access, use, copy, reproduce, process, adapt, publish, transmit, host, and display Subscriber User Content for the following limited purposes: (i) to maintain, provide and improve the Service; (ii) to prevent or address technical or security issues and resolve support requests; (iii) to investigate when we have a good faith belief, or have received a complaint alleging, that such Subscriber User Content is in violation of the Customer Agreement or these Terms; (iv) to comply with a valid legal subpoena, request, or other lawful process that meets the requirements of the Customer Agreement and our Law Enforcement Guidelines; and (v) as otherwise set forth in our Customer Agreement or as expressly permitted in writing by the Customer.

4.2        Feedback on the Websites

The Websites may have certain features that allow you to submit comments, information, and other materials (collectively, “Feedback”) to Onhand and share such Feedback with other users, or the public. By submitting Feedback through the Websites, you grant Onhand a license to access, use, copy, reproduce, process, adapt, publish, transmit, host, and display that Feedback for any purpose (including in testimonials or other Onhand marketing materials and where required to do so by law or in good faith to comply with legal process.). We reserve the right to remove any Feedback posted in public forums for any reason at our sole discretion.

4.3        User Content and Feedback Representations

You acknowledge and agree that you have all required rights to submit User Content and Feedback without violation of any third-party rights. You understand that Onhand does not control, and is not responsible for, User Content or Feedback, and that by using the Service and/or Websites, you may be exposed to User Content or Feedback from other users that is offensive, indecent, inaccurate, misleading, or otherwise objectionable. Please also note that User Content and Feedback may contain typographical errors, other inadvertent errors or inaccuracies. You agree that you will indemnify, defend, and hold harmless Onhand for all claims resulting from User Content or Feedback you submit through the Service and/or Websites. We reserve the right, at our own expense, to assume the exclusive defense and control of such disputes, and in any event, you will cooperate with us in asserting any available defenses.

5         LICENSE AND ACCEPTABLE USE

5.1        Your License

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-sublicensable, non-transferable, and revocable license to access and use the Service and Websites only for your own internal use (or, for Subscribers, uses authorized by the Customer), and only in a manner that complies with all legal requirements that apply to you or your use of the Service and Websites, including the Onhand Privacy Policy and these Terms. Onhand may revoke this license at any time, in its sole discretion.

5.2        Acceptable Use

All Users must comply with the following rules regarding acceptable use of the Service and Websites. Disruption of the Service. You may not:

• access, tamper with, or use non-public areas of the Service and Websites, Onhand’s computer systems, or the technical delivery systems of Onhand’s providers;
• probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measure;
• access or search the Service and Websites by any means other than Onhand’s publicly supported interfaces (for example, “scraping”);
• attempt to disrupt or overwhelm our infrastructure by intentionally imposing unreasonable requests or burdens on our resources (e.g. using “bots” or other automated systems to send requests to our servers at a rate beyond what could be sent by a human user during the same period of time); or
• interfere with or disrupt the access of any user, host or network, including, without limitation, by sending a virus, overloading, flooding, spamming, mail-bombing the Service and Websites, or by scripting the creation of User Content in such a manner as to interfere with or create an undue burden on the Service and Websites.

Misuse of the Service and Websites. You may not utilize the Service and Websites to carry out, promote or support:

• any unlawful or fraudulent activities;
• the impersonation of another person or entity or the misrepresentation of an affiliation with a person or entity in a manner that does or is intended to mislead, confuse, or deceive others;
• activities that are defamatory, libelous or threatening, constitute hate speech, harassment, or stalking;
• the publishing or posting of other people’s private or personal information without their express authorization and permission;
• the sending of unsolicited communications, promotions advertisements, or spam;
• the publishing of or linking to malicious content intended to damage or disrupt another user’s browser or computer; or
• the promotion or advertisement of products or services other than your own without appropriate authorization.

User Content Standards Within the Service and Websites. You may not post any User Content on the Service or Websites that:

• violates any applicable law, any third party’s intellectual property rights, or anyone’s right of privacy or publicity;
• is deceptive, fraudulent, illegal, obscene, pornographic (including child pornography, which, upon becoming aware of, we will remove and report to law enforcement, including the National Center for Missing and Exploited children), defamatory, libelous or threatening, constitutes hate speech, harassment, or stalking;
• contains any personal information of minors;
• contains any sensitive personal information, such as financial information, payment card numbers, social security numbers, or health information without Onhand’s prior written consent granted as part of a Customer Agreement;
• contains viruses, bots, worms, or similar harmful materials; or
• contains any information that you do not have a right to make available under law or any contractual or fiduciary duty.

Violations of this Section 5. In addition to any other remedies that may be available to us, Onhand reserves the right to take any remedial action it deems necessary, including immediately suspending or terminating your account or your access to the Service or Websites, upon notice and without liability for Onhand should you fail to abide by the rules in this Section 5 or if, in Onhand’s sole discretion, such action is necessary to prevent disruption of the Service or Websites for other users. If you are a Subscriber, Onhand reserves the right to notify the Customer’s Account Administrator(s) or other Customer representative(s) of any violations of these Terms.

6         PRIVACY

For information about how we collect, use, and share the data we collect from and about you, please see our Privacy Policy which is incorporated by reference into these Terms.

7         WARRANTIES, DISCLAIMERS AND LIMITATION OF LIABILITY

THE SERVICE AND WEBSITES AND USER CONTENT, WHETHER PROVIDED BY ONHAND, ITS LICENSORS, ITS VENDORS OR ITS USERS, AND OTHER INFORMATION ON OR ACCESSIBLE FROM THE SERVICE AND WEBSITES ARE PROVIDED “AS IS” WITHOUT WARRANTY, REPRESENTATION, CONDITION, OR GUARANTEE OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES, REPRESENTATIONS, CONDITIONS OR GUARANTEES OF QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, ALL OF WHICH ARE DISCLAIMED TO THE FULLEST EXTENT PERMITTED BY LAW. SPECIFICALLY, BUT WITHOUT LIMITATION, ONHAND DOES NOT WARRANT THAT: (i) THE INFORMATION AVAILABLE ON THE SERVICE AND WEBSITES IS FREE OF ERRORS; (ii) THE FUNCTIONS OR FEATURES (INCLUDING BUT NOT LIMITED TO MECHANISMS FOR THE DOWNLOADING AND UPLOADING OF USER CONTENT) WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS; (iii) DEFECTS WILL BE CORRECTED, OR (iv) THE SERVICE AND WEBSITES OR THE SERVER(S) THAT MAKE THE SERVICE AND WEBSITES AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. IN NO EVENT SHALL ONHAND OR ITS AFFILIATES, LICENSORS, VENDORS, OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR OTHER REPRESENTATIVES BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, LOSS OF USE, OR COSTS OF OBTAINING SUBSTITUTE GOODS OR SERVICES), ARISING OUT OF OR IN CONNECTION WITH THE SERVICE AND WEBSITES, ANY MATERIALS, INFORMATION, OR RECOMMENDATIONS APPEARING ON THE SERVICE AND WEBSITES, OR ANY LINK PROVIDED ON THE SERVICE AND WEBSITES, WHETHER OR NOT ONHAND HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND WHETHER BASED UPON WARRANTY, CONTRACT, TORT, STRICT LIABILITY, VIOLATION OF STATUTE, OR OTHERWISE. THIS EXCLUSION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. IN ANY EVENT, OUR AGGREGATE LIABILITY WILL NOT EXCEED THE AMOUNT PAID FOR THE SERVICE OR WEBSITES TO WHICH THE CLAIM RELATES OR, IF THE CLAIM DOES NOT RELATE TO A PRODUCT OR SERVICE, $100. ONHAND DOES NOT WARRANT, ENDORSE, GUARANTEE OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICE AND WEBSITES OR ANY WEBSITE FEATURED OR LINKED TO THROUGH THE SERVICE AND WEBSITES, AND ONHAND WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICE AND WEBSITES. ONHAND WILL NOT BE LIABLE FOR THE OFFENSIVE OR ILLEGAL CONDUCT OF ANY THIRD PARTY. YOU VOLUNTARILY ASSUME THE RISK OF HARM OR DAMAGE FROM THE FOREGOING. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE AND TO THE FULLEST EXTENT PERMITTED BY LAW. If you are a California resident, you hereby waive California Civil Code §1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.” This release includes the criminal acts of others.

8         EXCLUSIONS AND LIMITATIONS

Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages such as above in Section 7. Accordingly, some of the above limitations may not apply to you. If you are a New Jersey resident, or a resident of another state that permits the exclusion of these warranties and liabilities, then the limitations in Section 7 specifically do apply to you.

9         INDEMNITY

YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD ONHAND AND ITS RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, MEMBERS, SHAREHOLDERS, CONTRACTORS, OR REPRESENTATIVES (AND ALL SUCCESSORS AND ASSIGNS OF ANY OF THE FOREGOING), HARMLESS FROM AND AGAINST ANY CLAIM OR DEMAND, INCLUDING WITHOUT LIMITATION, REASONABLE ATTORNEYS’ FEES AND DISBURSEMENTS, MADE BY ANY THIRD PARTY IN CONNECTION WITH OR ARISING OUT OF YOUR USE OF THE SERVICE AND WEBSITES, YOUR CONNECTION TO THE SERVICE AND WEBSITES, YOUR VIOLATION OF THE TERMS OR ONHAND’S PRIVACY POLICY, YOUR VIOLATION OF AN APPLICABLE LAW, YOUR SUBMISSION, POSTING, OR TRANSMISSION OF USER CONTENT TO THE SERVICE AND WEBSITES, AND/OR YOUR VIOLATION OF ANY RIGHTS OF ANOTHER INDIVIDUAL OR ENTITY. WE RESERVE THE RIGHT, AT OUR OWN EXPENSE, TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF SUCH DISPUTES, AND IN ANY EVENT YOU WILL COOPERATE WITH US IN ASSERTING ANY AVAILABLE DEFENSES.

10    THIRD-PARTY LINKS AND SERVICE AND WEBSITES

The Service and Websites may provide (1) information and content provided by third parties; (2) links to third-party websites or resources, such as sellers of goods and services; and (3) third-party products and services for sale directly to you. Onhand is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for (i) any content, advertising, products, or other materials on or available from such sites or resources, (ii) any errors or omissions in these websites or resources, or (iii) any information handling practices or other business practices of the operators of such sites or resources. You further acknowledge and agree that Onhand shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any linked sites or resources. Your interactions with such third parties will be governed by the third parties’ own terms of service and privacy policies, and any other similar terms.

11    MODIFICATION

Onhand reserves the right at any time to modify or discontinue, temporarily or permanently, the Service and Websites (or any part thereof), with or without notice. You agree that Onhand shall not be liable to you or any third party for any modification, suspension or discontinuance of the Service and Websites.

12    MANDATORY ARBITRATION AND CLASS ACTION WAIVER

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

12.1    Application

You and Onhand agree that these Terms affect interstate commerce and that the Federal Arbitration Act governs the interpretation and enforcement of these arbitration provisions. This Section 12 is intended to be interpreted broadly and governs any and all disputes between us including but not limited to claims arising out of or relating to any aspect of the relationship between us, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory; claims that arose before these Terms or any prior agreement (including, but not limited to, claims related to advertising); and claims that may arise after the termination of these Terms. The only disputes excluded from this broad prohibition are the litigation of certain intellectual property and small court claims, as provided below.

12.2    Initial Dispute Resolution

Most disputes can be resolved without resort to arbitration. If you have any dispute with us, you agree that before taking any formal action, you will contact us at policy@onhand.us and provide a brief, written description of the dispute and your contact information (including your username, if your dispute relates to an account). Except for intellectual property and small claims court claims, the parties agree to use their best efforts to settle any dispute, claim, question, or disagreement directly through consultation with Onhand, and good faith negotiations shall be a condition to either party initiating a lawsuit or arbitration.

12.3    Binding Arbitration

If the parties do not reach an agreed-upon solution within a period of thirty (30) days from the time informal dispute resolution is initiated under the Initial Dispute Resolution provision above, then either party may initiate binding arbitration as the sole means to resolve claims, (except as provided in section 12.7 below) subject to the terms set forth below. Specifically, all claims arising out of or relating to these Terms (including the Terms’ formation, performance, and breach), the parties’ relationship with each other, and/or your use of Onhand shall be finally settled by binding arbitration administered by the JAMS Comprehensive Arbitration Rules & Procedures (“JAMS”). The JAMS rules will govern payment of all arbitration fees. Onhand will pay all arbitration fees for claims less than $25,000. If you receive an arbitration award that is more favorable than any offer we make to resolve the claim, we will pay you $1,000 in addition to the award. Onhand will not seek its attorneys’ fees and costs in arbitration unless the arbitrator determines that your claim is frivolous.

12.4    Arbitrator’s Powers

The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability, or formation of these Terms including but not limited to any claim that all or any part of these Terms is void or voidable, whether a claim is subject to arbitration, or the question of waiver by litigation conduct. The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity. The arbitrator’s award shall be written and shall be binding on the parties and may be entered as a judgment in any court of competent jurisdiction.

12.5    Filing a Demand

To start an arbitration, you must do the following: (a) Write a Demand for Arbitration (“Demand”) that (i) briefly explains the dispute, (ii) lists your and Onhand’s names and addresses, (iii) specify the amount of money in dispute, if applicable, (iv) identify the requested location for a hearing if an in-person hearing is requested, and (v) state what you want in the dispute; (b) send one copy of the Demand to JAMS, along with a copy of these Terms and the filing fee required by JAMS; and (c) Send one copy of the Demand for Arbitration to us at policy@onhand.us.

The parties understand that, absent this mandatory arbitration provision, they would have the right to sue in court and have a jury trial. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court. If you are a resident of the United States, arbitration may take place in the county where you reside at the time of filing, unless you and we both agree to another location or telephonic arbitration. For individuals residing outside the United States, arbitration shall be initiated in Queens County, New York, United States, and you and Onhand agree to submit to the personal jurisdiction of any federal or state court in Queens County, New York, United States, in order to compel arbitration, stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator.

12.6    Class Action Waiver

The parties further agree that the arbitration shall be conducted in the party’s respective individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. YOU AND ONHAND AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provisions set forth above shall be deemed null and void in their entirety and the parties shall be deemed to have not agreed to arbitrate disputes.

12.7    Exception: Litigation of Intellectual Property and Small Claims Court Claims

Notwithstanding the parties’ decision to resolve all disputes through arbitration, either party may bring enforcement actions, validity determinations or claims arising from or relating to theft, piracy or unauthorized use of intellectual property in state or federal court with jurisdiction or in the U.S. Patent and Trademark Office to protect its intellectual property rights (“intellectual property rights” means patents, copyrights, moral rights, trademarks, and trade secrets, but not privacy or publicity rights). Either party may also seek relief in small claims court in Queens County, New York for disputes or claims within the scope of that court’s jurisdiction.

12.8    30-Day Right to Opt Out

You have the right to opt out and not be bound by the arbitration and class action waiver provisions set forth above by sending written notice of your decision to opt out to policy@onhand.us with the subject line, “ARBITRATION AND CLASS ACTION WAIVER OPT-OUT.” The notice must be sent within the later of 30 days of your first use of the Service or within 30 days of changes to this section being announced on the Site. Otherwise you shall be bound to arbitrate disputes in accordance with the terms of these paragraphs. If you opt out of these arbitration provisions, Onhand also will not be bound by them.

12.9    Changes to This Section

Onhand will provide thirty (30) days’ notice of any changes to this section by posting on the Service and Websites. Amendments will become effective thirty (30) days after they are posted on the Service and Websites or sent to you by email. Changes to this section will otherwise apply prospectively only to claims arising after the thirtieth (30th) day. If a court or arbitrator decides that this subsection on “Changes to This Section” is not enforceable or valid, then this subsection shall be severed from the section entitled Mandatory Arbitration and Class Action Waiver, and the court or arbitrator shall apply the first Mandatory Arbitration and Class Action Waiver section in existence after you began using the Service and Websites.

12.10    Survival

This Mandatory Arbitration and Class Action Waiver section shall survive any termination of your use of the Service and Websites.

13    CONTROLLING LAW AND SEVERABILITY

These Terms shall be construed in accordance with and governed by the laws of New York notwithstanding its conflicts of law principles. Any dispute arising out of these terms and conditions or the use of this site shall be initiated and conducted in the state or federal courts of Queens County, New York, and you and Onhand consent to the exclusive jurisdiction of such courts.

14    GENERAL TERMS

14.1    Force Majeure

Under no circumstances shall Onhand or its licensor or supplier be held liable for any delay or failure in performance resulting directly or indirectly from an event beyond its reasonable control.

14.2    No Waiver

No waiver of any provision of these Terms will be binding unless in writing, no waiver of any provisions of these Terms will be deemed a further or continuing waiver of such provision or any other provision, and the failure of Onhand to exercise or enforce any right or remedy in these Terms does not waive that right or remedy. If an arbitrator or a court of competent jurisdiction finds any provision of these Terms to be invalid, the parties agree that the court should endeavor to give effect, to the maximum extent permitted by law, to the parties’ intentions as reflected in the provision, and the other provisions of these Terms will remain in full force and effect.

14.3    Third-Party Beneficiaries

You agree that, except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to these Terms.

14.4    Statute of Limitations

Except for residents of New Jersey, you agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the use of the Service and Websites and/or these Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred.

14.5    Miscellaneous

These Terms (and all terms and conditions incorporated herein) constitute the entire agreement between you and Onhand and govern your use of the Service and Websites, and supersede any prior agreements between you and Onhand on the subject matter. These Terms, and any rights or licenses granted hereunder, may not be assigned or delegated by you. These Terms, and any rights or licenses granted hereunder, may be assigned or delegated by Onhand without restriction. These Terms bind and inure to the benefit of each party and the party’s successors and permitted assigns. These Terms may not be modified by an oral statement by a representative of Onhand. No agency, partnership, joint venture or employee-employer relationship is intended or created by these Terms. You agree that any agreements made by and between you and us in electronic form are as legally binding as if made in physical written form. If you are using the Service and Websites for or on behalf of the U.S. government, your license rights do not exceed those granted to non-government consumers. The section titles in these Terms are for convenience only and have no legal or contractual effect. Any provision of these Terms that by its nature is reasonably intended to survive beyond termination of these Terms shall survive.

14.6    Notices

We may deliver notice to you by e-mail, posting a notice on the Service and Websites or any other method we choose and such notice will be effective on dispatch. If you give notice to us, it will be effective when received and you must use the following physical or email address: (1) On Hand LLC, 375 Beach 92^nd Street, Rockaway Beach, NY 11693; or (2) policy@onhand.us.

15    QUESTIONS

If you have any questions about these Terms, please contact us at policy@onhand.us.

On Hand Privacy Statement

Effective: November 1, 2021

Onhand is a work management platform that provides businesses with the tools to orchestrate their work.

At Onhand, our mission is your mission. Our customers’ trust and partnership are very important to us.

As you use and interact with Onhand’s websites, products, and services, we process information from and about you in order to provide access to our tools, an enhanced experience, and support. That means that we collect, use, transmit, store, share, and erase your information.

This Privacy Statement describes how Onhand processes your information and explains the choices available to you with respect to your information. To learn more about Onhand’s commitment to your privacy, please read our Privacy Commitment.

If you have any questions or concerns about how Onhand processes your information or about this Privacy Statement, you can email us any time at policy@onhand.us. Additionally, if you’re looking to exercise your privacy rights, you can do so here.

Table of Contents

Contents

1       Our Relationship With You

2       Information We Process

2.1         Information Onhand Receives Directly From You

2.1.1          Information needed to create an account

2.1.2          Information you provide to us through your use of Onhand

2.1.3          Other information you may provide to us when you interact with Onhand in other ways

2.2         Information automatically processed when you visit our websites or use our mobile app

2.2.1          Information related to your use of Onhand and our websites

2.3         Information Onhand Receives from Other Sources

3       How We Use Your Information

3.1         Provide services to you and operate our business

3.2         Provide you with support and get your feedback

3.3         Combined Information

3.4         Aggregated and De-identified data

3.5         Legal bases for processing

4       How We Share Your Information

5       Protection, Storage, Transfer & Retention of Your Information

5.1         Security

5.2         Storage

5.3         Transfer of Your Information Out of EEA, UK, and Switzerland

5.4         Data Retention

6       Other Important Information

6.1         Use by children under 16

6.2         Marketing Practices and Choices

6.3         Do-Not-Track

6.4         Legal Bases for Processing Your Information

7       Your Privacy Rights

7.1         Your Privacy Rights

7.2         Information About Your Rights

7.3         California Rights

7.4         Nevada Rights

7.5         Exercising Your Rights

8       Changes To Our Privacy Statement

9       Contact Us and Privacy Questions

 

1         Our Relationship With You

In situations where our users are subject to our Subscriber Agreement, Enterprise Master Services Agreement, or other Master Services Agreement to use Onhand’s services, Onhand is the processor/service provider (a provider that processes personal data on behalf of or at the direction of a controller, or other similar designation under the law) and our customer (usually a company or organization) is the controller/business (the entity that decides how and why information is processed) of the information provided to Onhand via use of Onhand. In all other cases, Onhand is the controller of the information.

For example, if you create an account with

• your corporate email address, your company is the controller of that information.
• a free email domain (like gmail.com) or personal email account, Onhand is the controller.

Onhand can be used by companies or by individual users:

If you’re using Onhand through your company, educational institution, or with your company email address, your company or educational institution’s own Onhand administrator is responsible for the accounts associated with that company or institution and can: restrict, suspend, or terminate your access to or ability to use the services, access information about you, access or retain information stored with us (including your workspace content and log data about your use of Onhand), and restrict your ability to edit, restrict, modify, or delete information associated with your use of our products and services.

2         Information We Process

Onhand processes information we receive directly from you, automatically collected when you use Onhand or visit one of our websites, and collected by Onhand from third parties. However, please note that this Privacy Statement does not apply to the processing of your information by third-parties through your use of any third-party integrations available via our services. Please visit those third-party websites directly for more information on their privacy and data protection practices.

2.1        Information Onhand Receives Directly From You

2.1.1        Information needed to create an account

This includes information that is needed for Onhand to create an account for you and manage your ability to log in and out of Onhand:

• Identifiers, such as first and last name and email address
• Your password for Onhand (hashed) – unique, long, and strong, please
• Information related to a third-party authentication identity provider, such as Google Authenticator

If you upgrade your account to a paid account, Onhand may collect:

• Billing information, such as name, address, and telephone number
• Financial information, such as credit card information collected by our payment processors on our behalf
• Information about your chosen Onhand plan

2.1.2        Information you provide to us through your use of Onhand

• Information you provide in activities, assets, and people
• Information uploaded to Onhand, such as attachments
• Profile photo and other information you choose to include to describe yourself, only collected if you do choose to provide it, such as your gender pronouns
• Professional or employment information, such as your title or role at your company
• Any other information you choose to provide while using Onhand that identifies or can be reasonably associated with you

2.1.3        Other information you may provide to us when you interact with Onhand in other ways

You may voluntarily provide us with information when you interact with us in other ways, such as when you directly interact with Onhand staff, such as our sales, user research, or user operations groups. Onhand may process:

• Your requests, questions, and responses to us via forms or email
• Information you provide in connection with Onhand sweepstakes, contests, or research studies, if you choose to participate
• Information to verify your identity
• Your date of birth
• Your audio and video, if you participate in a sales call or user research study and do not opt out of call recording, which also involves the collection of biometric information associated with the call recordings

2.2        Information automatically processed when you visit our websites or use our mobile app

2.2.1        Information related to your use of Onhand and our websites

We may also collect the following:

• Metadata and inference information related to your use of Onhand, our websites, and third-party integrations to better understand the way you work in Onhand. We may log the actions you take as you use Onhand, including but not limited to the number of Onhand subscriptions you work in, the number of activities you are assigned, when you change an activity or comment, the features and embedded content you interact with, the types of files you share, and what, if any, third-party integrations you use.
• Internet network activity, cookies, and similar tracking technologies, including data our servers automatically record, such as your web request, IP address, browser type and settings, referring/exit pages and URLs, number of clicks, date and time stamp information, language preferences, and other such information. Please visit our Cookie Notice for more information about the types of information we collect via cookies, including information about advertising and analytics, and how we use it.
• Information collected as a result of participation in beta testing
• Information about how you interact with our marketing websites, like onhand.us, such as where you click, how long you visit a page, your scrolling, mouse hovers, and other data to help us better understand your experience and provide you with the best user experience
• Device information and activity when you use Onhand via a mobile device, such as the type of device you are using, device IDs, operating system version, and mobile network information, which may include your mobile phone number.
• Derived device geolocation information, such as approximate geographic location inferred from an IP address

2.3        Information Onhand Receives from Other Sources

Sometimes Onhand receives your information from third-parties (other individuals, marketing services, third-party integrations), which may include:

• Information processed from third-party integrations you set up with Onhand. For example a third-party integration may give us access to information stored in that third party that Onhand will process to facilitate the integration
• Name, email, and business contact information
• Information about you provided to us from other individuals or users of Onhand

3         How We Use Your Information

Onhand uses your information to operate our products and services, communicate with you, process transactions when you change Onhand plans, for security and fraud prevention, and to comply with the law. We may process your information to:

3.1        Provide services to you and operate our business

• Maintain, provide, and improve our products and services
• Help us better understand user interests and needs, and customize Onhand for you
• Analyze and research how you interact with our websites and applications
• Protect Onhand and you, for example:
• Securing our systems and products against fraud or unauthorized activity
• Identifying, troubleshooting, and fixing bugs and errors
• Complying with global laws and regulations
• Investigate (in good faith) alleged violations of our User Terms of Service
• Comply with a valid legal subpoena, request, or other lawful process that meets the requirements of our Law Enforcement Guidelines or that we otherwise determine is necessary to respond to
• If you use Onhand as part of an organization, company, or academic institution, Onhand will process your personal information as required by our contract with your organization or academic institution. Those contractual terms may differ from, and take precedence over, the uses described in this Privacy Statement.

In addition, we use information about your use of Onhand, account information (such as your email address and name), and information related to third-party integrations to:

• Communicate with you:
• About Onhand by phone, text, email, or chat
• To share important notices and updates, product changes, and other necessary notices such as security and fraud alerts
• To advertise or market Onhand services to you. You have the ability to unsubscribe from promotional communications at any time
• Facilitate reporting and analyze performance of the Onhand platform or features available in Onhand
• Provide webinars or public presentations
• Demonstrate Onhand or provide you access to a demo Onhand instance
• Process your information at your direction
• Provide cross-device management of your account. For example, we may locate or try to locate the same unique users across multiple browsers or devices (such as smartphones or tablets), or work with service providers that do this, in order to save your preferences across devices and analyze usage of our products and services.

3.2        Provide you with support and get your feedback

• Respond to your requests for information
• Help identify and troubleshoot any issues with your account and answer your questions
• Resolve support requests
• Provide you with reports about usage
• Survey your opinions through surveys, research studies, and questionnaires

3.3        Combined Information

Unless otherwise prohibited by law, we may combine the information that we collect through your use of our products and services with information that we receive from other sources, both online and offline, and use that combined information as set out above.

3.4        Aggregated and De-identified data

We may aggregate and/or de-identify information related to your use of Onhand (such as how many activities or assets you created) so that such information can no longer be linked to you or your device. We may use such aggregated and de-identified data for any purpose, including but not limited to for research and marketing purposes, and may also share such data with any third parties, including advertisers, promotional partners, sponsors, event promoters, and/or others.

3.5        Legal bases for processing

For more information about the legal bases Onhand relies on to process your information, please visit Other Important Information.

4         How We Share Your Information

We need to share the information we collect about you to make our products and services run smoothly and to operate our business under the following conditions:

• Service Providers and Subprocessors
  We may provide access to or share your information with select third parties that use the information on our behalf to assist in providing Onhand’s services, website, and features. These third parties provide a variety of services to us, including without limitation sales, marketing, provision of content and features, advertising, analytics, research, data storage, security, fraud prevention, and other services.
• Advertising and Marketing
  We may provide information collected when you visit an Onhand website (such as email addresses) to service providers, who may “match” this information in de-identified form to cookies (or mobile ad identifiers) and other proprietary IDs, in order to provide you with more relevant Onhand ads when you visit other websites.
• Because you ask us to share
  We may disclose your information to third parties when you ask us to do so. This includes when you connect Onhand with other tools via our available integrations.
• Consistent with your settings within our products and services
  Please note that the information you submit through and share in Onhand may be viewable by other users in your workspace, team, division, organization, depending on the specific settings you have selected and if an organization has been created for your domain.
• Business Transfers
  If the ownership of all or substantially all of our business changes, or all or some of our assets are sold as part of a bankruptcy or other proceeding, we may transfer your information to the new owner so that the services can continue to operate. In such case, your information would remain subject to the promises and commitments contained in this Privacy Statement until the acquiring party updates it. If such transfer is subject to additional mandatory restrictions under applicable laws or agreements, Onhand will comply with those restrictions.
• Compliance with legal obligations
  To comply with a valid legal subpoena, request, or other lawful process that meets the requirements of our Law Enforcement Guidelines. We will notify individuals or customers of that request unless: we are prohibited from doing so by law or court order; or there are exceptional circumstances, such as an emergency involving the risk of bodily injury or death to a person or group of people or potential harm to minors.
• If you have one, your company’s own Onhand account administrator
  If you’re using Onhand in connection with an organization, academic institution, or company domain, your company’s own Onhand account administrator can export data associated with the domain they manage if they have a subscription plan that allows them to do so.
• Public Forums
  Our public forums, such as the Onhand community forum, make it possible for you to upload and share comments or feedback publicly with other users. Any information that you submit through such public forums is not confidential, and Onhand may use it for any purpose (including in testimonials or other Onhand marketing materials). Any information you post openly in these ways will be available to the public at large and potentially accessible through third-party search engines. Such information can be read, collected and/or used by other users, and it could be used to send you unsolicited messages.

We use and share the categories of information we collect from and about you consistent with the various business purposes we discuss throughout this Privacy Statement. We do not share your information with third parties for their own direct marketing purposes. We do not sell your information as defined under applicable law. For more information, see our Privacy Commitment.

5         Protection, Storage, Transfer & Retention of Your Information

5.1        Security

Onhand takes technical and organizational measures to protect your information against accidental or unlawful destruction or accidental loss, alteration, unauthorized disclosure or access. However, no method of transmission over the Internet, and no means of electronic or physical storage, is absolutely secure, and so we cannot ensure or warrant the security of that information. We are constantly updating and improving our safeguards, and you can read up to date information about our security practices by visiting our Trust page.

5.2        Storage

When you use Onhand, some information about you will be stored in the United States. For more information about our EU data storage options, please visit our Trust page.

5.3        Transfer of Your Information Out of EEA, UK, and Switzerland

When you use our products and services, information about you will be transferred to the United States where the majority of Onhand’s data processing occurs. We may also transfer information that we collect about you to third party processors across borders from your country or jurisdiction to other countries or jurisdictions around the world.

Onhand uses appropriate technical and operational safeguards for cross-border transfers of personal data collected in the European Economic Area (EEA), United Kingdom, and Switzerland, as required by applicable local law, including the Standard Contractual Clauses.

Onhand remains certified under the EU-US Privacy Shield and Swiss-US Privacy Shield, but does not rely on these frameworks to transfer personal data. You can find out more information about Onhand’s certification under these frameworks here.

5.4        Data Retention

We will retain your information for the period necessary to fulfill the purposes outlined in this Privacy Statement, to make our products and services available to you, or as instructed by you, unless a longer retention period is required or permitted by law.

6         Other Important Information

6.1        Use by children under 16

If you are under the age of 16, you may not have an Onhand account or use Onhand’s products or services. We do not knowingly process any information from, or direct any of our products or services to, children under the age of 16.

6.2        Marketing Practices and Choices

If you receive email from us, we may use certain analytics tools, such as clear GIFs, to capture data, such as when you open our message or click on any links or banners our email contains. This data allows us to gauge the effectiveness of our communications and marketing campaigns.

You may instruct us not to use your contact information to contact you by email, postal mail, or phone regarding products, services, promotions, and special events that might appeal to your interests by contacting us at the “Onhand Contact Info” section below. In commercial email messages, you can also opt out by following the instructions located at the bottom of such emails.

Please note that, regardless of your request, we may still use and share certain information as permitted by this Privacy Statement or as required by applicable law. For example, you may not opt out of certain transactional, operational, or service-related emails, such as those reflecting our relationship or transactions with you.

6.3        Do-Not-Track

Do Not Track is a privacy preference that users can set in certain web browsers. We are committed to providing you with meaningful choices about the information collected on our websites for third party purposes, and that is why we provide the ability to opt out, if needed, and adjust your cookie preferences. We do not currently recognize or respond to browser-initiated DNT signals. To learn more about Do Not Track, you can do so here. For more information about how Onhand uses cookies and similar tracking technologies, visit our Cookie Notice.

6.4        Legal Bases for Processing Your Information

Our legal basis under the General Data Protection Regulation (GDPR), a data protection and privacy regulation in the European Union, for collecting and using your information described above will depend on the particular type of information and the specific context in which we collect it. However, some examples of legal bases for processing that we rely on:

• Where use of your information is necessary to perform our obligations under a contract with you (for example, to comply with the User Terms of Service which you accept by using Onhand’s services or to fulfill the terms of a contract signed with companies)
• Where use of your information is necessary for our legitimate interests or the legitimate interests of others (for example, to provide security, operate our products and services, prevent fraud, analyze use of and improve our products and services, and for similar purposes)
• Where use of your information is necessary to comply with a legal obligation
• Where we have your consent to process data in a certain way

7         Your Privacy Rights

7.1        Your Privacy Rights

Onhand users from around the world use our products to bring clarity to their work. Regardless of what country you’re located in, we respect your ability to know, access, correct, export, restrict the processing of, and delete your information, and have extended those rights globally. We will not discriminate against you for exercising your privacy rights.

7.2        Information About Your Rights

Upon your request, and subject to applicable legal exceptions, we will:

• provide access to and/or a copy of certain information we hold about you
• prevent the processing of your information for promotional purposes (including any direct marketing processing based on profiling)
• update information which is out of date or incorrect
• delete certain information which we have about you
• restrict the way that we process and disclose some of your information
• transfer your information to a third-party provider of services
• revoke your consent for the processing of your information

7.3        California Rights

In addition to the rights and information listed above, California consumers and their authorized agents can request information about:

• The categories of information we collect or disclose about you; the categories of sources of such information; the business or commercial purpose for collecting your information; and the categories of third parties we share or disclose your information. For your convenience and so you don’t have to request it, we’ve included that information in this Privacy Statement.
• The financial incentives that we offer to you, if any.

Onhand does not sell your data, as defined under applicable law, such as the California Consumer Privacy Act (CCPA).

7.4        Nevada Rights

Under Nevada law, certain Nevada consumers may opt out of the sale of information about you. We do not sell your data. However, if you are a Nevada resident you may submit a request to opt out of any potential future sales under Nevada law by completing Onhand’s Nevada Opt-Out Form. Please note, if needed, we may take reasonable steps to verify your identity and the authenticity of the request.

7.5        Exercising Your Rights

We will need to verify your identity and may need to verify your relationship with Onhand (for example, if you’re an administrator of an Onhand Subscription and you’re making a request on behalf of another individual) for security and to prevent fraud.

We may take additional steps to verify that you are authorized to make the request. If you are an end user of Onhand’s services and not a direct customer of Onhand (for example, your company uses Onhand and you’re an employee or authorized representative of that company), you should direct requests relating to your information to the administrator of your company’s Onhand account. We will redirect you to your administrator or notify the administrator directly. To exercise your privacy rights, please make a request by filling out this form.

Please note, however, that certain information may be exempt from such requests in some circumstances, which may include if we need to keep processing your information for our legitimate interests or to comply with a legal obligation.

8         Changes To Our Privacy Statement

We will update this Privacy Statement to make sure it accurately reflects our data collection and use practices, our amazing features, advances in technology, or as applicable laws require. We will comply with applicable legal requirements regarding providing you with notice and/or consent when we make such changes, depending on the type of change made. We also provide information about how our Privacy Statement has changed over time below.

9         Contact Us and Privacy Questions

Onhand is located at 375 Beach 92^nd Street, Rockaway Beach, NY 11693. If you wish to contact us or if you have any questions about or complaints in relation to this notice or data protection, please contact us at policy@onhand.us.

On Hand Subscriber Agreement

Effective: November 1, 2021

If you have a separate written agreement with Onhand, this Subscriber Agreement will not apply to you.

This Subscriber Agreement is between On Hand LLC (“Onhand”) and the organization agreeing to the terms of this Agreement (“Customer”), and, together with all applicable exhibits, attachments, addenda, and Order Forms, is the complete agreement of the parties regarding Customer’s order of the premium or business version of the Service or Professional Services (the “Agreement”). This Agreement shall be effective on the earliest of (a) the date Customer clicks a button indicating its agreement with the terms of this Agreement, (b) the date Customer enters into an Order Form or other ordering document incorporating this Agreement, or (c) Customer’s use of the Service (the “Effective Date”). In the event of a conflict, an exhibit, attachment, addendum, or Order Form prevails over this Subscriber Agreement. End Users that are invited to use the Service by Customer are subject to the Onhand User Terms of Service available at https://www.onhand.us/policy/.

Table of Contents

Contents

1       Definitions

1.1         “Affiliate”

1.2         “Customer Data”

1.3         “Documentation”

1.4         “End User”

1.5         “Order Form”

1.6         “Professional Services”

1.7         “Service”

1.8         “Subscription”

1.9         “Subscription Term”

2       The Service

2.1         Provision of the Service and Availability

2.2         Access Rights

2.3         Affiliates

2.4         Acceptable Use Terms

2.5         Security; Protection of Customer Data

2.6         Administration of Customer’s Account

2.7         Customer’s Use of Third-Party Services

3       Representations and Warranties

3.1         Mutual Warranties

3.2         By Onhand

3.2.1          Service Warranties

3.2.2          Professional Services Warranty

3.2.3          Malicious Code

3.3         By Customer

3.4         Disclaimer

4       Payment

4.1         Payment

4.2         End User Subscriptions

4.3         Taxes

4.4         Auto-renewal

5       Term and Termination

5.1         Term

5.2         Termination for Cause

5.3         Effect of Termination

5.4         Treatment of Customer Data Following Expiration or Termination

6       Confidentiality

6.1         Definition of Confidential Information

6.2         Protection of Confidential Information

6.3         Equitable Relief

6.4         Compelled Disclosure

6.5         Sensitive Personal Information

7       Intellectual Property Rights

7.1         Intellectual Property Rights

7.2         Feedback

8       Indemnification

9       Liability

10          Export Control and Economic Sanctions Compliance

11          Miscellaneous

11.1      Governing Law; Venue

11.2      Notices

11.3      Publicity

11.4      Channel Partners

11.5      Consents

11.6      Access to Non-Production Versions of the Service

11.7      Relationship of the Parties

11.8      Force Majeure

11.9      Severability; No Waiver

11.10         Assignment

11.11         Modifications

11.12         Government Agencies

11.13         Dispute Resolution

 

1         Definitions

1.1        “Affiliate”

means any entity that Controls, is Controlled by, or is under common Control with the Onhand or the Customer entity agreeing to these terms, where “Control” means ownership of more than 50% of the voting interests of the subject entity.

1.2        “Customer Data”

means all information that Customer or its End Users submit to the Service.

1.3        “Documentation”

means Onhand’s user guides, as updated from time to time, accessible via the “Help” feature of the Service.

1.4        “End User”

means any individual who is authorized by Customer to use the Service under Customer’s account, including Customer’s or its Affiliates’ employees, consultants, contractors, or agents.

1.5        “Order Form”

means an ordering document or an online order entered into between Customer and Onhand (or Affiliates of either party) specifying the Service or Professional Services to be provided under this Agreement.

1.6        “Professional Services”

means the customer success services provided by Onhand or its subcontractor.

1.7        “Service”

means Onhand’s work management software as a service platform.

1.8        “Subscription”

means the access to the Service acquired by Customer on a per End User basis.

1.9        “Subscription Term”

means the term identified in the applicable Order Form or other ordering document, including any renewal term, during which Customer’s End Users are permitted to use the Service.

2         The Service

2.1        Provision of the Service and Availability

Onhand will make the Service acquired under an Order Form or other ordering document available to Customer and its End Users during the applicable Subscription Term pursuant to this Agreement. Onhand may update the content, functionality, and user interface of the Service from time to time in its sole discretion. Some features and functionality may be available only with certain versions of the Service. Customer agrees that its acquisition of the Service under this Agreement is not contingent on the delivery of future features or functionality.

2.2        Access Rights

Onhand grants to Customer a non-exclusive, non-sublicenseable, non-transferable (except as specifically permitted in this Agreement) right to access and use the Service during the applicable Subscription Term pursuant to this Agreement, solely for Customer’s internal business purposes, and subject to the applicable Order Form or other ordering document.

2.3        Affiliates

In addition to any access rights a Customer Affiliate may have as an End User of Customer, a Customer Affiliate may separately acquire Subscriptions or Professional Services under this Agreement by entering into an Order Form that incorporates by reference the terms of this Agreement, and in each such case, all references in this Agreement to the Customer will be deemed to refer to the applicable Affiliate for purposes of that Order Form.

2.4        Acceptable Use Terms

The Service may not be used for unlawful, harmful, obscene, offensive, or fraudulent Customer Data or activity. Examples of prohibited activities are advocating or causing harm, interfering with or violating the integrity or security of a network or system, evading filters, sending unsolicited, abusive, or deceptive messages, introducing viruses or harmful code, or violating third party rights. Customer will not (a) make the Service available to anyone other than Customer and its End Users or use the Service for the benefit of anyone other than Customer or its Affiliates; (b) rent, sublicense, re-sell, assign, distribute, time share or similarly exploit the Service (including allowing its employees or employees of its Affiliates to access the Service as guests instead of acquiring End User Subscriptions for such employees); (c) reverse engineer, copy, modify, adapt, or hack the Service; (d) access the Service, the Documentation, or Onhand’s Confidential Information to build a competitive product or service; or (e) allow End User Subscriptions to be shared or used by more than one individual End User (except that End User Subscriptions may be reassigned to new End Users replacing individuals who no longer use the Service for any purpose). Onhand may request that Customer suspend the account of any End User who: (a) violates this Agreement or Onhand’s User Terms of Service; or (b) is using the Service in a manner that Onhand reasonably believes may cause a security risk, a disruption to others’ use of the Service, or liability for Onhand. If Customer fails to promptly suspend or terminate such End User’s account, Onhand reserves the right to do so.

2.5        Security; Protection of Customer Data

Onhand will implement and maintain reasonable administrative, organizational, and technical safeguards designed for the protection, confidentiality, and integrity of Customer Data. In addition, the Onhand Data Processing Addendum, available at https://onhand.com/terms#data-processing (“DPA”), will apply to any Customer Personal Data (as such term is defined in the DPA) included in Customer Data.

2.6        Administration of Customer’s Account

Customer acknowledges that it retains administrative control over to whom it grants access to Customer Data hosted in the Service. Customer may specify one or more End Users as administrators (each an “Administrator”) to manage its account, and Onhand is entitled to rely on communications from such Administrators and other Customer employees when servicing Customer’s account. Customer is responsible for use of the Service by its End Users and for their compliance with this Agreement. Customer is solely responsible for the accuracy, quality, and legality of Customer Data. Customer will promptly notify Onhand if it becomes aware of any unauthorized use or access to Customer’s account or the Service.

2.7        Customer’s Use of Third-Party Services

Customer may install or enable third party services for use with the Service, such as online applications, offline software products, or services that utilize the Onhand API or otherwise connect with the Service (“Third Party Services”). Any acquisition and use by Customer or its End Users of such Third-Party Services is solely the responsibility of Customer and the applicable third-party provider. Customer acknowledges that providers of such Third-Party Services may have access to Customer Data in connection with the interoperation and support of such Third-Party Services with the Service. To the extent Customer authorizes the access or transmission of Customer Data through a Third-Party Service, such Third-Party Service terms will govern, and Onhand will not be responsible for, any use, disclosure, modification or deletion of such Customer Data or for any act or omission on the part of such third-party provider or its service.

3         Representations and Warranties

3.1        Mutual Warranties

Each party represents and warrants that it will comply with all laws, rules, and regulations applicable to the exercise of its rights and performance of its obligations under this Agreement.

3.2        By Onhand

3.2.1        Service Warranties

Onhand warrants during the applicable Subscription Term that: (a) the Service will materially conform to the applicable Documentation; and (b) Onhand will not materially decrease the functionality of the Service. For any breach of the foregoing warranties, as Onhand’s sole liability and Customer’s exclusive remedy, Onhand will correct the non-conforming Service, and, if Onhand is unable to correct the Service within a commercially reasonable time following receipt of written notice of breach, then Customer will be entitled to terminate the applicable Order Form and receive a refund of any prepaid, unused fees applicable to the remaining portion of the Subscription Term measured from the effective date of termination.

3.2.2        Professional Services Warranty

Onhand warrants that the Professional Services will be performed in a professional and workmanlike manner using resources with the requisite skills, experience, and knowledge. For any breach of this warranty, as Onhand’s sole liability and Customer’s exclusive remedy, Onhand will, at its option (a) re-perform the applicable Professional Services that fail to meet this warranty, or (b) refund to Customer the fees paid for the non-conforming Professional Services.

3.2.3        Malicious Code

Onhand warrants that the Service is free from, and Onhand will not introduce, software viruses, worms, logic bombs, Trojan horses or other code, files, or scripts intended to do harm (“Malicious Code”).

3.3        By Customer

Customer represents and warrants that it is entitled to transfer the Customer Data to Onhand so that Onhand and its authorized third-party service providers may lawfully use, process, and transfer the Customer Data in accordance with this Agreement on Customer’s behalf.

3.4        Disclaimer

Except as expressly provided for in this Agreement, Onhand does not warrant uninterrupted or error-free operation of the Service or that Onhand will correct all defects or prevent third party disruptions or unauthorized third-party access. These warranties are the exclusive warranties from Onhand and replace all other warranties, including the implied warranties or conditions of satisfactory quality, merchantability, non-infringement, and fitness for a particular purpose. Onhand warranties will not apply if there has been misuse, modification, damages not caused by Onhand, or failure to comply with instructions provided by Onhand. Each party disclaims all liability for any harm or damages caused by any third-party hosting providers. Onhand makes beta, trial, proof of concept, and “sandbox” versions of the Service available as-is without warranties of any kind.

4         Payment

4.1        Payment

Customer will pay all undisputed amounts due under the applicable Order Form within thirty (30) days of invoice date. If Customer disputes any part of an invoice in good faith, Customer will pay the undisputed part and provide Onhand with notice and detail of the dispute no later than the invoice due date. Amounts due are payable in the currency set forth in the applicable invoice and are non-cancelable and non-refundable unless otherwise provided in this Agreement. For customers located outside of the United States, Onhand may require that payment be made to the bank account of a local Onhand Affiliate. Customer is responsible for providing complete and accurate billing information to Onhand, including the purchase order number at the time of purchase if Customer requires one. Onhand reserves the right to suspend Customer’s account in the event that Customer’s account becomes overdue and is not brought current within ten (10) business days following notice. Unpaid amounts may be subject to interest at the lesser of 1.5% per month or the maximum permitted by law plus collection costs. Suspension will not relieve Customer’s obligation to pay amounts due. For transactions where Customer is permitted to make payment via credit card, Customer agrees that, if eligible, Onhand may update Customer’s payment information through the use of account refresher services provided by third party payment processors.

4.2        End User Subscriptions

Subscription fees are based on annual or monthly periods (or pro rata portions of such periods, calculated on a daily basis) that begin on the Subscription start date and each annual or monthly anniversary of the start date. Subscriptions to the Service are sold in tiers based on the number of End Users. Customer may add End Users to their Subscription at any time on written notice to Onhand (email notice acceptable), however the number of End Users acquired under a Subscription cannot be decreased during the applicable Subscription Term. Onhand reserves the right to calculate the total number of End Users on a periodic basis, and, if such number exceeds Customer’s current plan size, Onhand reserves the right to invoice Customer for the tier that corresponds to the number of End Users on a pro rata basis for the remaining months in Customer’s then-current annual Subscription Term, so that all End User Subscription Terms are coterminous. Onhand reserves the right to revise fee rates and/or the billable amount structure for the Service at any time and will provide Customer with notice pursuant to Section 11.2 (Notices) below of any such changes at least twenty (20) days prior. Onhand may charge Customer the then-current pricing for the applicable Subscription if the number of End Users is modified and/or if Customer changes its Subscription plan.

4.3        Taxes

Any fees charged to Customer are exclusive of taxes. Except for those taxes based on Onhand’s net income, Customer will be responsible for all applicable taxes in connection with this Agreement including, but not limited to, sales, use, excise, value-added, goods and services, consumption, and other similar taxes or duties. If any withholding is required by law, Customer will pay Onhand any additional amounts necessary to ensure that the net amount that Onhand receives, after any such withholding, equals the amount Onhand would have received if no withholding had been applied. Upon request, Customer will provide documentation showing that the withheld amounts have been paid to the relevant taxing authority. Onhand’s failure to charge appropriate tax due to incomplete or incorrect information provided by Customer will not relieve Customer of its obligations under this Section 4.3 (Taxes). If Customer is exempt from certain taxes, Customer will provide proof of such exemption to Onhand without undue delay upon execution of the applicable Order Form.

4.4        Auto-renewal

Customer agrees that its Subscription will automatically renew on an annual or monthly basis depending on Customer’s Subscription (the “Renewal Date”). Customer authorizes Onhand to automatically charge Customer for the applicable fees on or after the Renewal Date unless the Subscription has been terminated or cancelled in accordance with this Agreement. If Customer wishes to reduce the number of End Users in its Subscription, it must do so prior to the Renewal Date. Customer must cancel its Subscription prior to the Renewal Date in order to avoid billing of the next period’s Subscription fees. Customer can cancel its Subscription anytime online by going into its account settings and following the instructions provided. If Customer chooses to cancel its Subscription during the Subscription Term, Customer may use the Service until the end of Customer’s then-current Subscription Term or renewal period, but will not be issued a refund for the most recently (or any previously) charged fees.

5         Term and Termination

5.1        Term

This Agreement commences on the Effective Date and will remain in effect until all Subscriptions to the Service granted in accordance with this Agreement have expired or been terminated, or this Agreement is otherwise terminated in accordance with its terms.

5.2        Termination for Cause

Either party may terminate this Agreement and any Order Form under this Agreement: (a) upon thirty (30) days written notice if the other party is in material breach of this Agreement and fails to cure such breach within the notice period, except that termination will take effect upon receipt of notice in the event of a breach of Section 2.4 (Acceptable Use Terms); or (b) if the other party ceases its business operations or becomes subject to insolvency proceedings and the proceedings are not dismissed within sixty (60) days.

5.3        Effect of Termination

Upon expiration or termination of this Agreement for any reason, all Subscriptions and any other rights granted to Customer under this Agreement will immediately terminate, and Customer will immediately cease all use of the Service. Upon any termination by either party pursuant to Section 5.2 (Termination for Cause), Onhand will refund to Customer a prorated amount of prepaid, unused fees applicable to the remaining portion of the Subscription Term measured from the effective date of termination. In no event will any termination relieve Customer of the obligation to pay any fees accrued or payable to Onhand for the Service or Professional Services in the period prior to the effective date of termination. Any terms that by their nature extend beyond the Agreement termination remain in effect until fulfilled and apply to successors and assignees.

5.4        Treatment of Customer Data Following Expiration or Termination

Customer agrees that following expiration or termination of this Agreement, Onhand may immediately deactivate Customer’s account(s) associated with the Agreement. Onhand will make Customer Data available to Customer for export in accordance with the Documentation as long as Onhand receives written notice within thirty (30) days after the effective date of expiration or termination from Customer regarding its intent to import such Customer Data. After such thirty (30) day period, Onhand will have no obligation to retain Customer Data and will thereafter, unless legally prohibited, be entitled to delete all Customer Data in its systems or otherwise in its possession or under its control. Subject to any limitations in Customer’s Subscription plan, upon Customer’s request at policy@onhand.us, Onhand will, within one-hundred and eighty (180) days of receipt of such request, securely destroy all Customer Data from its systems; provided that all back-ups will be deleted within thirty (30) days after such one-hundred and eighty (180) day period.

6         Confidentiality

6.1        Definition of Confidential Information

During the course of performance under this Agreement, each party may make available to the other party information that is identified as, or should reasonably be understood by the receiving party to be, proprietary or confidential (the “Confidential Information”). Confidential Information specifically includes this Agreement, the Service, Order Form(s), Customer Data, business plans, product plans and roadmaps, strategies, forecasts, projects and analyses, financial information and fee structures, business processes, methods and models, and technical documentation. Confidential Information does not include information that is: (a) publicly available when received, or subsequently becomes publicly available through no fault of the receiving party; (b) obtained by receiving party from a source other than the disclosing party without obligation of confidentiality; (c) developed independently by the receiving party; or (d) already in the possession of the receiving party without obligation of confidentiality.

6.2        Protection of Confidential Information

The receiving party will use the same care and discretion to avoid disclosure, publication, or dissemination of the disclosing party’s Confidential Information as it uses with its own similar information that it does not wish to disclose, publish or disseminate, but in no event less than a reasonable degree of care. The receiving party may disclose Confidential Information to its employees, Affiliates, consultants, subcontractors, or advisors (“Representatives”) who have a need to know such Confidential Information for the purpose of performing under this Agreement and only to those who are obligated to maintain the confidentiality of such Confidential Information upon terms at least as protective as those contained in this Agreement. If the parties entered into a non-disclosure agreement prior to executing this Agreement, the terms of this Section 6 (Confidentiality) will control in the event of any conflict or inconsistency.

6.3        Equitable Relief

In the event of a breach of this Section 6 (Confidentiality), the disclosing party may seek appropriate equitable relief in addition to any other remedy.

6.4        Compelled Disclosure

The receiving party may disclose Confidential Information to the extent required by law or court order. However, subject to applicable law, the receiving party will give the disclosing party prompt notice to allow the disclosing party a reasonable opportunity to obtain a protective order.

6.5        Sensitive Personal Information

Customer agrees that it will not use the Service to send or store personal information deemed “sensitive” or “special” under applicable law, including but not limited to financial account information, social security numbers, government-issued identification numbers, health information, biometric or genetic information, personal information collected from children under the age of 16, geo-location information of individuals, or information about an individual’s racial or ethnic origin, trade union membership, sex life or sexual orientation, political opinions, or religious or philosophical beliefs (collectively, “Sensitive Personal Information”).

7         Intellectual Property Rights

7.1        Intellectual Property Rights

Use of the Service will not affect Customer’s ownership or license rights in Customer Data. Onhand and its authorized third-party service providers may use, host, store, backup, transmit, and display Customer Data to (a) provide the Service and Professional Services under this Agreement and (b) improve the Service as long as neither Customer nor its End Users are publicly identified. Neither this Agreement nor Customer’s use of the Service grants Customer or its End Users ownership in the Service, including any enhancements, modifications or derivatives of the Service.

7.2        Feedback

If Customer submits any feedback to Onhand regarding the Service or Professional Services, Onhand may use such feedback for any purpose without any compensation or obligation to Customer provided such use does not violate Section 6 (Confidentiality).

8         Indemnification

• If a third party asserts a claim against Customer that the Service as acquired under the Agreement infringes a patent or copyright, Onhand will (a) defend Customer against that claim and (b) pay amounts finally awarded by a court against Customer or included in a settlement approved by Onhand. To obtain such defense and payment by Onhand, Customer must promptly (i) notify Onhand in writing of the claim, (ii) supply information requested by Onhand, and (iii) allow Onhand to control, and reasonably cooperate in, the defense and settlement, including mitigation efforts.
• Onhand has no responsibility for claims based on non-Onhand products and services, items not provided by Onhand, or any violation of law or third-party rights caused by Customer Data or other Customer materials.
• If a third party asserts a claim against Onhand that Customer Data infringes a patent or copyright or violates a privacy right, Customer will (a) defend Onhand against that claim and (b) pay amounts finally awarded by a court against Onhand or included in a settlement approved by Customer. To obtain such defense and payment by Customer, Onhand must promptly (i) notify Customer in writing of the claim, (ii) supply information requested by Customer, and (iii) allow Customer to control, and reasonably cooperate in, the defense and settlement, including mitigation efforts.
• This Section states each party’s entire obligation and exclusive remedy regarding the third-party claims described in the Section.

9         Liability

• A party’s entire liability in the aggregate for all claims related to the Agreement (regardless of the basis of the claim) will not exceed any actual direct damages incurred by the other party up to the total amount paid by Customer under this Agreement in the twelve (12) months preceding the first event giving rise to liability.
• Neither party will be liable for (a) special, incidental, exemplary, or indirect damages, or any economic consequential damages, or (b) lost profits, business, value, revenue, goodwill, or anticipated savings.
• The following are not subject to the limitation in Section 9.1 and the exclusion in Section 9.2: (a) a party’s indemnification payments set forth in Section 8 (Indemnification), and (b) damages that cannot be limited under applicable law.

10    Export Control and Economic Sanctions Compliance

Each party represents that it is not named on any U.S. government list of prohibited or restricted parties, nor is it owned or controlled by or acting on behalf of any such parties. Customer agrees that it will not access or use the Service in any manner that would cause any party to violate any U.S. or international embargoes, economic sanctions, or export controls laws or regulations.

11    Miscellaneous

11.1    Governing Law; Venue

Both parties agree to (i) the application of the laws of the State of New York, United States, without regard to conflict of law principles and (ii) the exclusive jurisdiction and venue in the state or Federal courts located in New York City, New York. The United Nations Convention on Contracts for the International Sale of Goods does not apply to transactions under the Agreement.

11.2    Notices

Onhand may give general notices related to the Service that apply to all customers by email, in-app notifications, or posting them through the Service. Other notices under the Agreement must be in writing and sent to the business mailing or email address specified in this Section or the Order Form, unless a party designates in writing a different address. Notices are deemed given when received. Notices to Onhand must be sent to policy@onhand.us with a copy to On Hand LLC, 375 Beach 92^nd Street, Rockaway Beach, NY 11693, Attn: Legal Department.

11.3    Publicity

Onhand may include Customer’s name and logo in Onhand’s online customer list and in print and electronic marketing materials.

11.4    Channel Partners

Customer may acquire Subscriptions through Onhand channel partners. Such channel partners are independent from Onhand and unilaterally determine their prices and terms. Onhand is not responsible for their actions, omissions, statements or offerings.

11.5    Consents

Where approval, acceptance, consent, access, cooperation, or similar action by either party is required, such action will not be unreasonably withheld.

11.6    Access to Non-Production Versions of the Service

Customer may be provided with access to beta, trial, proof of concept, or sandbox versions of the Service or features within the Service (collectively, the “Non-Production Versions of the Service”). Customer acknowledges and understands that its use of the Non-Production Versions of the Service is not required and is at Customer’s own risk, and that Non-Production Versions of the Service are made available on an “as is” basis without warranties of any kind, may be discontinued or modified at any time, and may be subject to other terms. Non-Production Versions of the Service are not for production use, not supported, and not subject to availability or security obligations. Onhand will have no liability for any harm or damage arising out of or in connection with Non-Production Versions of the Service.

11.7    Relationship of the Parties

Onhand is an independent contractor, not Customer’s agent, joint venture, partner, or fiduciary. No right or cause of action for any third party is created by the Agreement or any transaction under it.

11.8    Force Majeure

Neither party is responsible for failure to fulfill its non-monetary obligations due to causes beyond its control.

11.9    Severability; No Waiver

If any provision of the Agreement is invalid or unenforceable, the remaining provisions remain in full force and effect.

11.10     Assignment

Neither party may assign the Agreement, in whole or in part, without the prior written consent of the other. However, either party may assign the Agreement to its Affiliate or to its successor in interest in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets.

11.11     Modifications

Onhand may revise this Agreement from time to time by posting the modified version on its website. If, in Onhand’s sole discretion, the modifications proposed are material, Onhand will provide Customer with notice in accordance with Section 11.2 (Notices) at least thirty (30) days prior to the effective date of the modifications being made. By continuing to access or use the Service after the posted effective date of modifications to this Agreement, Customer agrees to be bound by the revised version of the Agreement.

11.12     Government Agencies

If Customer is a Government agency utilizing Onhand’s Service in an official capacity, Customer’s use of the Service shall be subject to this Subscriber Agreement and the Amendment to Onhand Subscriber Agreement Applicable to U.S. Government Customers.

11.13     Dispute Resolution

All disputes arising out of this Agreement shall be finally settled by the Judicial Arbitration and Mediation Service (“JAMS”) under the JAMS arbitration rules (the “Rules”), in San Francisco, California, with English as the official language, by one impartial arbitrator appointed by the mutual agreement of the parties or else in accordance with the Rules. The arbitrator will have no authority to award injunctive relief or damages excluded by or exceeding limits in this Agreement. Nothing in this Agreement will prevent either party from resorting to judicial proceedings for (a) interim relief to prevent material prejudice or a breach of confidentiality provisions or intellectual property rights, (b) determining the validity or ownership of any copyright or patent owned or asserted by a party or its Affiliates, or (c) debt collection in amounts below USD $100,000 (or its equivalent).

On Hand Cookies Notice

Effective: November 1, 2021

This Cookie Notice describes the types of cookies and similar tracking technologies we use on our services via our websites and apps, how we use them, and what your choices are for controlling cookies.

Table of Contents

Contents

1       What are Cookies?

2       How does Onhand use cookies?

3       Types of cookies we use

4       Duration of cookie storage

5       Cookie management

6       Disabling cookies

7       Changes to this Notice

8       Contact us

 

1         What are Cookies?

Cookies are small text files that are downloaded to your computer or mobile device by a website via your web browser or mobile app when you visit a website or other online service. Cookies store information about how you use an online service so that the website can recognize your device, provide functionality, enhance your experience (like remembering your preferred language), analyze usage patterns, and personalize content and advertising.

When we say “cookie,” we don’t mean the delicious ones with chocolate chips. We are, however, talking about similar online tracking tools and technologies, such as web beacons (also called tracking pixels). Like cookies, web beacons allow us to analyze how visitors to our websites use Onhand and deliver personalized content. Web beacons can also be included in emails we send to determine whether they have been read or acted on. For additional information on cookies, please visit www.allaboutcookies.org

2         How does Onhand use cookies?

Onhand uses cookies to collect a variety of information for different purposes. Here are examples of the types of information that we collect through cookies:

• Information related to your login so we can remember that you’ve logged in before or so you can stay logged in after you leave the website
• Number of visitors, the frequency with which the websites and apps are used, the pages viewed, the clicks made, and the total duration of use
• The name of the website visited prior to visiting our websites and mobile apps
• Information about your browser, IP address, browsing preferences
• Whether you are a first-time visitor
• Your viewing preferences (e.g. layout, sizing preferences, language, etc.)

Some examples of how we use this information collected through cookies includes to:

• Remember the activities you are involved in to provide access to those activities each time you log-in
• Customize your visit to our websites and mobile apps based on prior preferences you made
• Tailor our advertising and marketing messages to you, based on our understanding or the understanding of our third-party service providers, to highlight features we offer that might interest you
• Analyze usage trends across our user base to improve our website, mobile apps, and services, and inform how we can offer you new services

Visit our cookies table for details about the specific cookies used for these purposes.

3         Types of cookies we use

Some of the cookies we use are first-party cookies, which are created by us to help make Onhand work properly and analyze usage. We also allow certain third-party providers to place third-party cookies to enable third-party features or functionalities or to assist us with our analytics and advertising activities.

• Strictly necessary cookies: These cookies are strictly necessary to provide you with certain features. For example, these cookies allow you to access secure areas that require registration and set your privacy preferences. Because these cookies are essential to providing services to you, they cannot be disabled.
• Performance Cookies (also commonly known as Analytics Cookies): These cookies allow us or our third-party analytics providers to collect information and statistics on use of our services by you and other visitors. This information helps us to improve our services and products for the benefit of you and others.
• Functionality Cookies: These cookies provide enhanced functionality, providing chat support, allowing you to more easily complete forms, personalizing content to your preferences, and selecting your communications preferences. If you do not enable these cookies, or choose to disable them in the future, that could impact your ability to use certain features.
• Targeting Cookies: These cookies, provided by our third-party advertising partners, collect information about your browsing habits, as well as your preferences for various features and services. They also provide us with auditing, research, and reporting to know when advertising content has been displayed and how successful the content has been. This information allows us and our third-party advertising providers to display relevant advertising content.
• Social media cookies: These cookies are used when information is shared through a social media sharing button (such as a “like” button), or when you link your account or engage with our content on or through a social networking site such as Facebook, Twitter, or Snapchat.

4         Duration of cookie storage

The length of time that cookies are stored on your device will vary, depending on whether the cookies are temporary or persistent.

Session cookies. We use temporary cookies called session cookies on our secure pages to assign and register a session ID. This allows you to visit and use our websites and services without interruption, and provides us with internal reporting. These cookies expire when you close your browser.

Persistent cookies. Persistent cookies are used by us and our third-party providers to understand visitors’ browsing behavior over a longer period of time or to provide additional features or customization. They can stay on your device for different lengths of time, from 24 hours, to a week, or several years, depending on their function. These cookies survive after your browser is closed and can be used to recognize your device when you reopen your browser and revisit our websites and apps.

5         Cookie management

All visitors. There are a number of ways you can manage what cookies are set on your devices. As mentioned above, deleting or disabling cookies may impact your ability to use certain features and functionalities. We currently do not respond to Do Not Track (DNT) signals.

Browser settings. You can disable and/or delete most types of cookies by using your browser settings. As the means by which to activate or deactivate cookies varies from one web browser to another (e.g., Safari, Chrome, Mozilla Firefox), you should visit your specific web browser’s help menu for more information on cookie preferences. You can also configure your browser at any time to be notified of the receipt of a cookie, so that you can decide whether you want to accept it or not. Please note that currently, it is technically impossible for you to synchronize your settings across the different browsers and devices you use. You must therefore set them on each browser/device that you currently use and each time you use a new browser or device.

Depending on the region, you may be asked to consent to cookies when you first visit one of our websites. To manage your cookie settings, you can adjust them in our cookie preference center here: Cookie Settings

6         Disabling cookies

If you choose to deactivate cookies, you may continue to use certain parts of our services and websites. However, some useful features may not work anymore, depending on which cookies you deactivate. For example, you might not be able to use our address lookup functionality to simplify data input, and content may not be as relevant to your preferences.

Please note that if you have disabled one or more cookies, we may continue to use the information that was collected by such cookies before they were deactivated. However, we will cease to collect any new information via the opted-out cookie once a cookie has been deactivated.

7         Changes to this Notice

We may update this notice as necessary to account for changes in our practices or legal requirements. Please revisit this notice regularly to stay informed about our use of cookies.

8         Contact us

If you have any questions about how we use cookies, you can contact us at policy@onhand.us.

On Hand DMCA Policy

We respect artist and content owner rights and we expect our users to do the same. It is our policy to respond to claims of infringement in compliance with the Digital Millennium Copyright Act of 1998 (“DMCA”). If you are a copyright owner, or authorized on behalf of one, and you believe that the copyrighted work has been copied in a way that constitutes copyright infringement that is taking place through the Service, please complete the following DMCA Notice and deliver it to our Designated DMCA Agent at the contact information provided below.

You must provide the following information in writing in your DMCA Notice:

1. Identify the copyrighted work that you claim has been infringed;
2. Identify the material that is claimed to be infringing and where it is located on the Service;
3. Provide reasonably sufficient information to permit us to contact you, such as your address, telephone number, and, e-mail address;
4. Provide a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or law;
5. Provide a statement, made under penalty of perjury, that the above information is accurate, and that you are the copyright owner or are authorized to act on behalf of the owner; and
6. Provide an electronic or physical signature of a person authorized to act on behalf of the copyright owner;

Deliver the DMCA Notice, with the above information completed, to our Designated DMCA Agent at:

DMCA Notice
On Hand LLC
375 Beach 92^nd Street
Rockaway Beach, NY 11693
policy@onhand.us

UNDER FEDERAL LAW, IF YOU KNOWINGLY MISREPRESENT THAT ONLINE MATERIAL IS INFRINGING, YOU MAY BE SUBJECT TO CRIMINAL PROSECUTION FOR PERJURY AND CIVIL PENALTIES, INCLUDING MONETARY DAMAGES, COURT COSTS, AND ATTORNEYS’ FEES.

Please be aware that this procedure is only for notifying us that your copyrighted material has been infringed. The preceding requirements are intended to comply with our rights and obligations under the DMCA, including 17 U.S.C. §512(c), but do not constitute legal advice.

In accordance with the DMCA and other applicable law, we have adopted a policy of terminating, in appropriate circumstances, users who are deemed to be repeat infringers. We may also limit access to the Service and/or terminate the accounts of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.

For questions about these or any Onhand terms or policies, email us at policy@onhand.us.

On Hand API Terms and Conditions

Effective: November 1, 2021

Thank you for using the Onhand Application Programming Interfaces (the “Onhand APIs”). These API Terms and Conditions (the “API Terms”), together with the Onhand Terms of Service, form a binding contract between you, or the company or legal entity that you represent, and Onhand. As used in these API Terms, “we,” “our” and “us” refers to Onhand, and “you,” and “your,” refers to the individual, company or legal entity that you represent.

By agreeing to these API Terms, you agree to abide by these API Terms and any and all guidelines or other documentation provided by Onhand for use in connection with the Onhand APIs (the “API Documentation”). In the event of any inconsistency between these API Terms and the Terms of Service, these API Terms shall control.

Some of these API Terms apply to your own use of the Onhand APIs to develop, test, and support Your Application, while others apply to your access and use of the Onhand APIs to receive, modify, use, and display User Content from the Onhand Service in Your Application or to distribute Your Application to end users and allow such end users to access your integration of the Onhand APIs within Your Application. Not all of the provisions of these API Terms may apply to your specific use of the Onhand APIs in each instance.

If you are accepting these API Terms on behalf of a company or other legal entity, you represent and warrant that you have the legal authority to bind such entity to these API Terms.

1         License Grants and Restrictions

1.1        API License Grant

Subject to your compliance with these API Terms, we grant you a non-exclusive, revocable, non-transferable and non-sublicensable license to (i) access and use the Onhand APIs and API Documentation to receive, modify, use, and display user content (the “User Content”) from the Onhand service (the “Onhand Service”) in your website or native application for mobile devices (“Your Application”) subject to the permissions of the relevant users’ accounts; (ii) use the Onhand APIs, API Documentation, or User Content to develop, test, and support Your Application, and (iii) distribute Your Application to end users and to allow such end users to access your integration of the Onhand APIs within Your Application. You may not use the Onhand APIs for any other purpose without Onhand’s prior written consent. If you are integrating the Onhand APIs in Your App, you may charge for Your Application; however, you may not sell, rent, lease, sublicense, redistribute, or syndicate access to the Onhand APIs.

1.2        Trademark License Grant

Subject to your compliance with these API Terms, we grant you a non-exclusive, revocable, non-transferable and non-sublicensable license to reproduce and display the Onhand name and logo (the “Onhand Marks”) in accordance with the Onhand Trademark Guidelines and solely to promote or advertise your integration of the Onhand APIs in Your Application.

1.3        All of our rights not expressly granted by these API Terms are hereby retained

1.4        In connection with your use of the Onhand APIs, you must:

1. Obtain the explicit consent of the user before collecting, using, posting, or sharing any User Content obtained through the Onhand APIs on a user’s behalf. Mere authorization of your application by the user does not constitute consent.
2. Comply with the Onhand Terms of Service
3. Comply with any requirements or restrictions imposed on usage of User Content by the owner of such content. Although the Onhand APIs can be used to provide you with access to User Content, neither Onhand’s provision of the Onhand APIs to you nor your use of the Onhand APIs overrides any requirements or restrictions placed on such User Content by the user or a third party with a legal interest in the User Content.
4. Maintain a user agreement and privacy policy for Your Application, which is prominently identified or located where users download or access Your Application. Your privacy policy must meet applicable legal standards and describe the collection, use, storage and sharing of data in clear, understandable and accurate terms. You must promptly notify us in writing via email to policy@onhand.us of any breaches of your user agreement or privacy policy that impact or may impact users of the Onhand APIs, the Service, or the Website.
5. Obtain the consent of a user prior to deleting or destroying any of the content associated with their Onhand account.
6. Provide attribution to Onhand as the source of data in accordance with the following guidelines:
   1. Display an Onhand Mark so it is clear to the user that the data is from Onhand.
   2. Link the logo in such Onhand Mark to https://onhand.us.
   3. Comply at all times with trademark guidelines provided by Onhand when using or displaying the Onhand Marks.

1.5        You (and Your App) May Not:

1. Access, store, or share User Content to which the user has not granted you explicit access rights, or user’s login credentials.
2. Make requests that exceed our rate limits or use the Onhand APIs in a manner that impacts the stability of Onhand’s servers or impacts the behavior of other applications using the Onhand APIs.
3. Engage in any activity that (i) compromises, breaks, or circumvents any of our technical processes or security measures associated with the Onhand APIs, the Service, or the Website or (ii) poses a security vulnerability to other users.
4. Use “nofollow” tags on your links to Onhand. All links back to Onhand should be followable.
5. Request or publish information impersonating an Onhand user or misrepresent any user or other third party in requesting or publishing information.
6. Create or disclose metrics about, or perform any statistical analysis of, the Onhand APIs.
7. Display Onhand’s Marks or User Content in a manner that could reasonably imply an endorsement, relationship or affiliation with or sponsorship between you or a third party and Onhand, other than your permitted use of the Onhand APIs under these API terms.
8. Display the User Content on any site that disparages Onhand or its products or services, or infringes any Onhand intellectual property or other rights.
9. Copy, sell, rent, lease, transfer, assign, sublicense, disassemble, reverse engineer or decompile (except to the limited extent expressly authorized under applicable statutory law), modify or alter any part of the Onhand APIs.
10. Sell, rent, lease, share, transfer, assign, or sublicense any User Content or other information or data obtained through the Onhand APIs, directly or indirectly, to or with any third party, including any data broker, ad network, ad exchange, or other advertising or monetization-related party.
11. Use the User Content in any advertisements or for purposes of targeting advertisements (whether such advertisements appear in Your Application or elsewhere).
12. Attempt to cloak or conceal your identity or your application’s identity when requesting authorization to use the Onhand APIs.
13. Use the Onhand APIs for any application that constitutes, promotes or is used primarily for the purpose of dealing in:
    1. spyware or any other malicious programs or code;
    2. activities that violate any law or regulation, or any rights of any person, including but not limited to intellectual property rights;
    3. activities that, in Onhand’s sole judgment, are offensive or might harm Onhand’s business or its reputation.
14. Access the Onhand APIs or API Documentation in order to replicate or compete with the Onhand APIs, the Service, or the Website.

2         Usage Limitations

Onhand may limit the maximum User Content that may be accessed, the rate at which such User Content may be accessed, and/or the number of network calls that Your Application may make via the Onhand APIs. Onhand may change such usage limits at any time, and/or may utilize technical measures to prevent over-usage and/or stop usage of the Onhand APIs by an application after any usage limitations are exceeded.

3         Fees and Payment

The Onhand APIs are currently provided for free, but Onhand reserves the right to charge fees for the future use of or access to the Onhand APIs. If we do charge a fee for use of the Onhand APIs, we will provide you with reasonable notice and you can stop using the Onhand APIs at any time.

4         Suspension and Termination

Your license to utilize the Onhand APIs and the Onhand Marks shall continue until it is terminated by either party as set forth herein. You may terminate this license at any time by discontinuing use of the Onhand APIs. Onhand may suspend or terminate your right and license to use all or any of the Onhand APIs or the API Documentation at any time, with or without cause, and without notice to you. Upon termination of your license for any reason, you shall destroy and remove from all computers, hard drives, networks, and other storage media all copies of User Content and Onhand Marks.

5         Disclaimer of Any Warranty

Onhand does not represent or warrant that any Onhand APIs are free of inaccuracies, errors, bugs or interruptions, or are reliable, accurate, complete or otherwise valid. THE ONHAND APIs ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH NO WARRANTY OF ANY KIND AND ONHAND EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES AND CONDITIONS, INCLUDING, BUT NOT LIMITED TO, ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AVAILABILITY, SECURITY, TITLE AND/OR NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE ONHAND APIs WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. YOUR USE OF THE ONHAND APIs IS AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE THAT RESULTS FROM THE USE OF ANY ONHAND APIs INCLUDING, BUT NOT LIMITED TO, ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA.

6         Limitation of Liability

ONHAND SHALL NOT, UNDER ANY CIRCUMSTANCES, BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR IN CONNECTION WITH USE OF THE ONHAND APIs, WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE, PRODUCT LIABILITY OR OTHERWISE), OR ANY OTHER PECUNIARY LOSS, WHETHER OR NOT ONHAND HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL OUR AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE API TERMS (WHETHER IN CONTRACT OR TORT OR UNDER ANY OTHER THEORY OF LIABILITY) EXCEED $100. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE LIMITATIONS IN SECTIONS 5-7 MAY NOT APPLY TO YOU. IF YOU ARE A NEW JERSEY RESIDENT, OR A RESIDENT OF ANOTHER STATE THAT PERMITS THE EXCLUSION OF THESE WARRANTIES AND LIABILITIES, THEN THE ABOVE LIMITATIONS SPECIFICALLY DO APPLY TO YOU.

7         Release and Waiver

To the maximum extent permitted by applicable law, you hereby release and waive all claims against Onhand, and its subsidiaries, affiliates, officers, agents, licensors, co-branders or other partners, and employees from any and all liability for claims, damages (actual and/or consequential), costs and expenses (including litigation costs and attorneys’ fees) of every kind and nature, arising from or in any way related to your use of the Onhand APIs, the User Content or the Onhand Marks. If you are a California resident, you waive your rights under California Civil Code 1542, which states, “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.” You understand that any fact relating to any matter covered by this release may be found to be other than now believed to be true and you accept and assume the risk of such possible differences in fact. In addition, you expressly waive and relinquish any and all rights and benefits that you may have under any other state or federal statute or common law principle of similar effect, to the fullest extent permitted by law.

8         Indemnification

To the maximum extent permitted by applicable law, you agree to indemnify and hold harmless Onhand and its subsidiaries, affiliates, officers, agents, licensors, co-branders or other partners, and employees from any and all third-party claims arising from or in any way related to your use of the Onhand APIs, including any liability or expense arising from all claims, losses, damages, liabilities, costs and fees (including reasonable attorneys’ fees) of every kind and nature. Notwithstanding anything contained in the preceding sentence, (a) we will always be free to choose our own counsel if we pay for the cost of such counsel; and (b) no settlement may be entered into by you, without our express written consent (such consent not to be unreasonably withheld), if: (i) the third party asserting the claim is a government agency, (ii) the settlement arguably involves the making of admissions, (iii) the settlement does not include a full release of liability, or (iv) the settlement includes terms other than a full release of liability and the payment of money.

9         Remedies

You acknowledge that your breach of these API terms may cause irreparable harm to Onhand, the extent of which would be difficult to ascertain. Accordingly, you agree that, in addition to any other remedies to which Onhand may be legally entitled, Onhand shall have the right to seek immediate injunctive relief in the event of a breach of these API terms by you or any of your officers, employees, consultants or other agents.

10    General Terms

10.1    Publicity

You grant us the right to use your company name and logo as a reference for marketing or promotional purposes on our website and in other public or private communications with our existing or potential developers and customers, subject to your standard trademark usage guidelines as provided to us from time-to-time.

10.2    Beta Programs

You may be invited to participate in review and/or testing of pre-release versions of new and/or modified or enhanced Onhand APIs or related tools, which may be identified to Customer as “alpha,” “beta,” “preview,” “pre-release,” “early access,” or “evaluation” products or services (each, a “Beta Product”, and each program for evaluating such Beta Product, a “Beta Program”). You acknowledge and understand that participation in any Beta Program is not required and is at your own risk, and that Beta Products are made available on an “as is” basis without warranties (express or implied) of any kind, and may be discontinued or modified at any time. Beta Products are for evaluation, development, and testing purposes only, and are not for production use, not supported, not subject to availability or security obligations, and may be subject to additional terms. Section 10.a above does not apply to Beta Programs. Onhand shall have no liability for any harm or damage arising out of or in connection with Beta Products. The Beta Products, including without limitation your assessment, use, or testing of any Beta Product, or any other interaction with any Beta Product, are Confidential Information of Onhand.

10.3    Relationship of the Parties

You and Onhand are independent contractors and these API Terms do not create a partnership, franchise, joint venture, agency, fiduciary, or employment relationship between the parties. You shall not have any authority to assume or create any obligation for or on behalf of Onhand, express or implied, and you shall not attempt to bind Onhand to any contract without its express consent.

10.4    Severability

If any provision of these API Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision and that the other provisions remain in full force and effect.

10.5    Governing Law

These API Terms and the relationship between you and Onhand shall be governed by the laws of the State of California without regard to its conflict of law provisions. You and Onhand agree to submit to the personal jurisdiction of the courts located within the city and county of San Francisco, CA.

10.6    No Waiver

Onhand’s failure to exercise or enforce any right or provision of these API Terms shall not constitute a waiver of such right or provision.

10.7    Survival

Sections 1.c, 4, 5, 6, 7, 8, and all of the subsections of Section 10 will survive any termination or expiration of the API Terms.

10.8    Entire Agreement

These API Terms, together with the Onhand Terms of Service, constitute the entire agreement between the parties and supersedes all prior and contemporaneous agreements, proposals or representations, written or oral, concerning its subject matter. In the event of any inconsistency between these API Terms and the Onhand Terms of Service, these API Terms shall control.

For questions about these or any Onhand terms or policies, email us at policy@onhand.us.

On Hand Law Enforcement Data Request Guidelines

These guidelines are intended to provide law enforcement authorities with information regarding the process for requesting records from Onhand. So that we can ensure compliance with our user Terms of Service and Privacy Policy, we respond only to law enforcement requests that adhere to established legal process and applicable law.

1. U.S. Legal Process Requirements. We disclose user information solely in accordance with our published Terms of Service and applicable U.S. law, including the federal Stored Communications Act (“SCA”), 18 U.S.C. Sections 2701-2712. In accordance with U.S. law:
   1. A jurisdictionally valid subpoena, issued in connection with an official criminal investigation, is required to compel the disclosure of basic user records, which may include name, length of service, credit card information (including billing address), email address(es), and an IP address, if available.
   2. A court order is required to compel the disclosure of certain records or other information related to a user account (not including contents of communications), which may include message headers and IP addresses, in addition to the basic user records identified above.
   3. A search warrant properly issued under the procedures described in the Federal Rules of Criminal Procedure or equivalent state warrant procedures, based on a showing of probable cause, is required to compel the disclosure of the stored contents of any account, which may include messages, attachments, or other content of communications within a user’s account.
2. International Legal Requirements. In the case of requests from law enforcement outside of the U.S., a Mutual Legal Assistance Treaty (MLAT) request or letter rogatory may be required to compel the disclosure of the contents of an account.
3. Account Preservation Requests. We will take reasonable steps to preserve account records in connection with official criminal investigations for a period of 90 days pending our receipt of a formal legal request for user data. You may request the preservation of records via email or mail as indicated below.
4. Information Required in Connection With Your Request.
   1. Your Contact Information.
      1. Requesting Agency’s name
      2. Requesting Agent’s name
      3. Requesting Agent’s badge/identification number
      4. Requesting Agent’s Agency-issued Email address
      5. Requesting Agent’s telephone number, including extension
      6. Requesting Agent’s mailing address (PO Box not acceptable)
      7. Requested response date (please allow at least 3 weeks for processing)
   2. Data Request Information
      1. Full (first and last) name of the Onhand User
      2. Email address(es) associated with the User’s account
      3. A clear and specific description of the data being requested (we will be unable to process overly broad or vague requests)
5. Data Availability. We will search for and disclose data that is specified with particularity in an appropriate form of legal process and which we are reasonably able to locate and retrieve.
6. User Notification. Onhand’s policy is to notify users of requests for their information, which includes a copy of the request, prior to disclosure so that they may have an opportunity to challenge such request unless: (a) we are prohibited from doing so by law or court order; (b) there are exceptional circumstances, such as an emergency involving the risk of bodily injury or death to a person or group of people or potential harm to minors; or (c) prior notice would be counterproductive (for example, if we believe that the account in question has been hijacked). Law enforcement officials who believe that notification would jeopardize an investigation should obtain a proper court order or other appropriate process establishing that notice is prohibited. Please note that Officer authored affidavits, cover letters or similar statements are not sufficient to preclude notice to our users. Please note that in situations where a data request draws attention to an ongoing violation of our Terms of Service we may, in order to protect our service and its Users, take action to prevent any further abuse, including actions that could notify the User(s) who are the subject of your data request that we are aware of their misconduct.
7. Submitting Your Request.  A data request may be served by sending an email to policy@onhand.us, by certified mail, express courier, or in person at our corporate headquarters at the following address: On Hand LLC, 375 Beach 92^nd Street, Rockaway Beach, NY 11693

For questions about these or any Onhand terms or policies, email us at policy@onhand.us.

Onhand Subprocessors

Effective Date: November 1, 2021

Onhand and its affiliates engage third-party subprocessors and Onhand affiliates to help us provide services to our customers. A subprocessor is a third-party processor engaged by Onhand or in some cases, an Onhand affiliate, who receives data from Onhand and processes personal data on behalf of our customers.

As a condition of permitting a subprocessor to process personal data, Onhand (and its affiliates as applicable) will enter into a written agreement with each subprocessor containing data protection obligations at least as protective as the technical and organizational measures Onhand has put into place to protect customer personal data from accidental or unlawful destruction, loss, alteration, or unauthorized disclosure or access.

Please subscribe below to receive notifications of subprocessor changes.

Third-Party Subprocessors

Entity Name	Subprocessing Activity	Entity Country
Amazon Web Services, Inc.	Cloud Service Provider	United States

Onhand Affiliates

None at this time

Updates

As Onhand continues to grow, we may decide to work with new Subprocessors and will provide you with notice when that happens as required under your applicable agreement with Onhand.