Smoll.Click Terms of Service
Last Updated: March, 2019

Smoll.Click, Inc. (“Smoll.Click,” “we” or “our”) provides URL shortening, custom-branded link, and link management and analytics products and services to its users (collectively, the “Smoll.Click Services”). Please read these Terms of Service (the “Agreement”) carefully, as they govern your access to and use of the Smoll.Click Services and constitutes a binding legal agreement between you and Smoll.Click. If you accept this Agreement or use the Smoll.Click Services on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that company or other legal entity to the Agreement and, in such event, “you”, “your” and “Customer” will refer and apply to that company or other legal entity. If you have been granted access to and use of the Smoll.Click Services by and on behalf of the primary account holder, whether directly or through an administrator, you also agree to abide by this Agreement. In addition to this Agreement, Customer’s use of the Smoll.Click Services is governed by the Smoll.Click Privacy Policy and Smoll.Click’s DMCA Copyright Policy.



Modifications. Smoll.Click reserves the right, in its sole discretion, to modify or replace this Agreement at any time. If we modify these Terms, we will post the modification on our site or provide you with notice of the modification on your Smoll.Click Account Details page. By continuing to access or use the Smoll.Click Services after the effective date of the modification, you are indicating that you agree to be bound by the modified Agreement. Customer agrees that it is Customer’s responsibility to check this Agreement periodically for changes and that its use of the Smoll.Click Services following the posting of any changes to this Agreement constitutes acceptance of those changes. If the modified Agreement is not acceptable to you, your only recourse is to cease using the Smoll.Click Services.
Scope & Current Offerings. As of the Effective Date, Smoll.Click offers certain Smoll.Click Services to Customer. Smoll.Click may add, remove, suspend, discontinue, modify or update the Smoll.Click Services at any time, at its discretion. After the effective date of such update, Smoll.Click shall bear no obligation to run, provide or support legacy versions of the Smoll.Click Services.
Smoll.Click Enterprise Customers. If you have purchased a Smoll.Click Enterprise Plan, these terms may be supplemented or modified by a supplemental enterprise agreement and one or more order forms, the terms of which will control to the extent they conflict with these Terms.
Support, Uptime & Training. The training and level of customer support for the tier of Smoll.Click Services you purchase is set forth on the Smoll.Click Services pricing page.

Fees. Smoll.Click offers fee-based Smoll.Click Services that provide additional features and functionality. Pricing and services for paid accounts are described on Smoll.Click’s Services pricing page and may be updated from time to time. If you sign up for a paid account, you agree to pay Smoll.Click all applicable fees for the tier of Smoll.Click Services according to your selection. Fees are non-refundable except as required by law or as otherwise specifically permitted in this Agreement.
Auto-renewals and Trials. If your account is set to auto-renew or is in a trial period and you have already provided a method of payment to Smoll.Click for the Services, Smoll.Click will charge your payment account automatically at the end of the trial or beginning of each renewal term for the renewal term, unless you notify us that you want to cancel or disable auto-renewal before the expiration of the then-current term. You may terminate the Agreement in your account’s Account Details page, or, if you purchased your Service through a Smoll.Click account representative by contacting your Smoll.Click account representative. If you are on a paid account plan lasting twelve (12) months or longer, we will notify you within 30 days before your account renews, including any changes in the Fees for the plan.
Payment. Customer will pay Smoll.Click invoices on the payment interval selected. If not otherwise specified, payments will be due immediately. Customer authorizes Smoll.Click to charge Customer for all applicable Fees using Customer’s selected payment method through Smoll.Click’s online payments platform. Customer will provide complete and accurate billing and contact information to Smoll.Click. Smoll.Click may suspend or terminate the Services if Fees are past due. Unpaid Fees are subject to a finance charge of one percent (1.5%) per month (18% per annum), or the maximum permitted by law, whichever is lower, plus all expenses of collection, including reasonable attorneys’ fees.
Taxes. Fees are exclusive of taxes, duties, levies, tariffs, and other governmental charges (collectively, “Taxes”), and Customer is responsible for all Taxes resulting from this Agreement or Customer’s use of the Smoll.Click Services. Smoll.Click will invoice Customer for Taxes when required to do so by applicable law, and Customer agrees to provide payment under the terms of the invoice. In the event Customer is required by law to deduct and withhold any Taxes on amounts payable under this Agreement, any amounts required to be withheld will be promptly deducted and timely remitted by the Customer on behalf of Smoll.Click to the appropriate taxation authority and Customer agrees that it will provide Smoll.Click with copies of all necessary documents (including but not limited to tax receipts received from the applicable tax authority) in order for Smoll.Click to claim and receive a foreign tax credit in an amount corresponding to the amount withheld by the Customer.
Downgrades. Smoll.Click reserves the right to downgrade, suspend or terminate Customer’s access to any or all Smoll.Click Services if Fees are past due.

License to Smoll.Click Services. Subject to the terms and conditions of this Agreement and payment of all Fees due hereunder, Smoll.Click grants Customer, and any other party agreed in an Order Form, a limited, revocable, non-exclusive, non-sublicensable, non-transferable right and license to use the Smoll.Click Services solely to shorten uniform resource locators (“URL”), receive certain Smoll.Click Link Metrics (defined in Smoll.Click’s Privacy Policy) and, for Enterprise Plan Customers, to utilize the other products and services defined on the applicable Order Form during the Term.
Smoll.Click Link Metrics. As part of the provision of Smoll.Click Services, Smoll.Click collects and generates Smoll.Click Link Metrics, which are described in Smoll.Click’s Privacy Policy. Certain, limited Smoll.Click Link Metrics are published on Smoll.Click’s website. Customer acknowledges and agrees that all Smoll.Click Link Metrics are owned by Smoll.Click, and that Smoll.Click has the right to use, license, sell or otherwise dispose of Smoll.Click Link Metrics as detailed in Smoll.Click’s Privacy Policy. Smoll.Click does not make all Smoll.Click Link Metrics available to Customer. Customer may access, use, and copy the limited Smoll.Click Link Metrics we make available to Customer according to the Customer’s service tier. Customer may not combine any Smoll.Click Link Metrics with any personally identifiable information and may not sublicense, sell, syndicate or otherwise share Smoll.Click Link Metrics with any third party.
Access Credentials. Smoll.Click shall provide Customer with non-transferable access credentials for the Smoll.Click Services. Customer shall not (i) misrepresent or mask identities when using the Smoll.Click Services or seeking access credentials; (ii) select or use as a username or Branded Short Domain a name subject to any rights of a person or entity other than Customer without appropriate authorization; (iii) select or use, as Customer’s username or Branded Short Domain, a name that is otherwise offensive, vulgar or obscene; or (iv) exceed any access permitted by Smoll.Click. Customer shall safeguard all access credentials provided by Smoll.Click and shall ensure the confidentiality and security thereof. To the extent Customer is a corporate entity rather than an individual (1) only employees and contractors of Customer (“Personnel”) may use the Smoll.Click Services; (2) Customer shall require its Personnel to comply with all Laws and the use restrictions (including user seat restrictions) set out in the Agreement or otherwise prescribed by Smoll.Click and shall not share access credentials to exceed the user limitations of the service tier Customer has purchased; (3) Customer represents and warrants that its Personnel have the capacity and authority to enter into this Agreement; and (4) Customer acknowledges that it shall be fully responsible for any acts or omissions of its Personnel, whether authorized or unauthorized. Smoll.Click may update, refresh or change the manner of accessing the Smoll.Click Services in its discretion.
Compliance Monitoring. Smoll.Click may monitor Customer’s use of the Smoll.Click Services for compliance with the Agreement. If Smoll.Click observes usage of the Smoll.Click Services that it believes are not in compliance with the Agreement, Smoll.Click will notify the Customer and give the Customer five (5) business days to remedy its non-compliance. If Customer does not remedy its non-compliance within five (5) business days, Smoll.Click reserves the right to suspend or terminate Customer’s use of the Smoll.Click Services. Smoll.Click reserves the right to suspend Customer’s use of the Smoll.Click Services without notice in the event that it believes, in good faith, the security of Customer’s Smoll.Click account has been compromised, or the Customer’s Smoll.Click account is being used for an unlawful purpose. And may suspend or terminate Customer’s access to the Services without notice for violation of the Agreement.
Except for any Customer Content or Customer Services, Customer acknowledges and agrees that Smoll.Click is the sole and exclusive owner of all right, title and interest in and to the Smoll.Click Services and Smoll.Click Link Metrics and all related documentation, source code, tools, scripts, processes, techniques, methodologies, inventions, know-how, concepts, formatting, arrangements, visual attributes, ideas, database rights, copyrights, patents, trade secrets, and other intellectual property, and all derivatives, enhancements, modifications and improvements thereof (“Smoll.Click Materials”). Nothing in this Agreement or any other document shall be deemed to transfer ownership of the Smoll.Click Materials. Except for the limited license rights expressly granted herein, no rights to Smoll.Click Materials are granted hereunder and all rights in such Smoll.Click Materials are reserved.
Customer is not required to provide any suggestions, enhancement requests, recommendations or other feedback regarding the Smoll.Click Services or Smoll.Click Link Metrics (“Feedback”). However, if Customer does so, all right, title and interest in and to such Feedback shall be assigned to, and shall become the sole and exclusive property of, Smoll.Click upon its creation.
License Restrictions. Customer shall not share access credentials to exceed the user limitations of the service tier Customer has purchased. Customer and its Personnel shall not, and shall not permit any third party to: (i) access the Services or export data from the Services to create a service, software, documentation or data for a URL shortening service other than Smoll.Click or create shortened links or a service that is competitive with, substantially similar or confusingly similar to any aspect of the Smoll.Click Services or Smoll.Click Link Metrics; (ii) use, modify, display, perform, copy, disclose or create derivative works of the Smoll.Click Services except as expressly permitted herein; (iii) reverse engineer, decompile, disassemble, mimic, screen-scrape, frame or mirror the Smoll.Click Services or Smoll.Click Link Metrics, or use any other means to attempt to discover their source code except as expressly permitted herein; (iv) benchmark, encumber, distribute, sublicense, assign, share, sell, rent, lease, pledge or otherwise transfer the Smoll.Click Services or Smoll.Click Link Metrics to any third party; (v) transmit harmful, disabling or malicious code or devices, or infringing, defamatory, unlawful, tortious, deceptive, misleading, fraudulent, abusive, indecent or otherwise offensive content, or content that contains someone’s personal information or violates a third party’s intellectual property, privacy or publicity rights (“Prohibited Content”) through the Smoll.Click Services; (vi) access via automated or unauthorized means, interfere with, disrupt or attempt to monitor, override access or circumvent security measures for, the Smoll.Click Services or Smoll.Click Link Metrics or related systems, including via robots, spiders and other electronic methods; and (vii) obscure, remove or alter any proprietary rights or other notices on the Smoll.Click Services or Smoll.Click Link Metrics. Notwithstanding anything to the contrary herein, Smoll.Click may, in its sole discretion, immediately revoke the grant of rights set forth in Section 3 if Customer breaches or threatens to breach the restrictions in this Section or creates other security or legal concerns. Customer hereby agrees that Smoll.Click will be entitled, in addition to any other remedies available to it at law or in equity, to injunctive relief to prevent the breach or threatened breach of Customer’s obligations under this Section, without any requirement to demonstrate irreparable harm or post a bond.
Technical Restrictions. Customer shall not exceed the number and/or frequency of API calls, concurrent URL shortens or other access to or use of Smoll.Click Services in the relevant documentation or as otherwise provided by Smoll.Click in an Order Form. If Smoll.Click believes that Customer has attempted to exceed or circumvent these limitations, Smoll.Click may suspend or block Customer’s access to the Smoll.Click Services. Smoll.Click may monitor Customer’s use of the Smoll.Click Services, including to ensure Customer’s compliance with this Agreement.
Open Source Software. Smoll.Click Services may incorporate software that is subject to terms that, as a condition of use, copying, modification or redistribution, require such software and derivative works thereof to be disclosed or distributed in source code form, to be licensed for the purpose of making derivative works, or to be redistributed free of charge (“Open Source Software”). To the extent any Open Source Software license terms are inconsistent with this Agreement, then such rights in the applicable Open Source Software license shall take precedence over the rights granted in this Agreement, but solely with respect to such Open Source Software. Any applicable Open Source Software license is solely between Customer and the applicable licensor of the Open Source Software and Customer shall comply with the applicable Open Source Software license.
Third Party Materials. Smoll.Click Services may utilize third party software or source code, including without limitation Open Source Software (“Third Party Materials”). Smoll.Click has no control over Third Party Materials. Accordingly, Smoll.Click is not responsible or liable for any Third Party Materials. While Smoll.Click has no obligation to monitor Third Party Materials, Smoll.Click may remove or modify such Third Party Materials in its discretion, including without limitation to comply with Law. Customer agrees to comply with all terms and conditions and privacy policies related to any Third Party Materials.
Trademarks. Smoll.Click grants Customer a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use Smoll.Click’s names, logos, designs, and other trademarks incorporated into the Smoll.Click Services (“Smoll.Click Marks”) during the Term and solely for the purposes of displaying such notice as part of the Smoll.Click Services. Customer recognizes the validity of the Smoll.Click Marks and Smoll.Click’s ownership and title thereto. Any goodwill derived from the use of the Smoll.Click Marks by Customer shall inure to the benefit Smoll.Click. Customer will not challenge the Smoll.Click Marks, or Smoll.Click’s ownership and title thereto, or the USPTO application or registration thereof, either during or subsequent to the term of this Agreement. Customer shall execute such documents as may be reasonably requested by Smoll.Click, or required by law, to establish Smoll.Click’s sole and exclusive ownership and rights in the Smoll.Click Marks, or to obtain registration thereof.
Customer Services.
Smoll.Click shall have no liability for any Customer product or service accessed through or making use of the Smoll.Click Services or any end user, customer or Personnel’s use thereof (“Customer Service”). Customer shall not use the Smoll.Click Services in any manner implying any partnership with, sponsorship by, or endorsement of the Customer Service by Smoll.Click. Customer shall not suggest or imply that Smoll.Click is the author of or otherwise responsible for the views or content of the Customer Service. The Smoll.Click Services shall not be used in connection with any Prohibited Content, or any activities where the use or failure of the Smoll.Click Services could lead to death, personal injury or property or environmental damage or adversely impact or impose liability on Smoll.Click in any manner.
Customer Content. Customer hereby grants to Smoll.Click an irrevocable, perpetual, non-exclusive, sublicensable, transferable, royalty-free, worldwide license, to use, copy, import, display, reproduce, perform, distribute, create derivative works, alter or modify all URLs and other information provided by Customer to Smoll.Click (“Customer Content”) in connection with the provision, operation and promotion of the Smoll.Click Services, creation of Smoll.Click Link Metrics and for other business purposes. Smoll.Click’s collection, use and sharing of personal information Smoll.Click receives from Customer or third parties (including social media networks) is described Smoll.Click’s Privacy Policy. As stated in our Privacy Policy, where permitted by law, if you register a Smoll.Click Account with an email address on a domain owned by an organization, such as your employer, we may share your email address and information about your Account with our sales team and the business to explore the business’ interest in creating or managing an enterprise account or for related purposes.

Customer grants Smoll.Click the right to use Customer’s logos or trademarks in marketing or publicity materials and on its website to identify Customer as a customer that uses the Smoll.Click Services.

Contacting Smoll.Click.
If you have any questions about these Terms, please contact us at Smoll.Click.