| Before | After | ||
|---|---|---|---|
| 0 | Customer Terms and Conditions Update Calendly Notetaker has entered Limited Availability and will be included under our standard Terms of Use beginning December 10, 2025. | 0 | Customer Terms and Conditions Effective Date : June 1, 2026 If you are a Customer, and do not otherwise have an MSA with Calendly, these Customer Terms and Conditions (the “ Customer Terms ”) govern your access and use of the Services. |
| 1 | If you have access and continue using Notetaker on or after that date, you agree to these updated Terms. | — | Removed |
| 2 | If you do not have access, the Notetaker-specific terms do not apply. | — | Removed |
| 3 | Effective Date : December 10, 2025 If you are a Customer, and do not otherwise have an MSA with Calendly, these Customer Terms and Conditions (the “ Customer Terms ”) govern your access and use of the Services. | — | Removed |
| 5 | As part of these Customer Terms, you agree to comply with the most recent version of our Acceptable Use Policy , Data Processing Addendum and any applicable Order Form which are incorporated by reference into these Customer Terms. | 2 | As part of these Customer Terms, you agree to comply with all applicable Policies, Data Processing Addendum and any applicable Order Form which are incorporated by reference into these Customer Terms. |
| 6 | Capitalized terms used below but not defined in these Customer Terms have the meaning set forth in the Definitions . | 3 | Capitalized terms used below but not defined in these Customer Terms have the meaning set forth in the Definitions. |
| 10 | SCOPE If you are an individual Customer and registered using your personal email, you and you alone are entitled to the rights and responsible for the obligations under these Customer Terms. | 7 | SCOPE . |
| 8 | If you are an individual Customer and registered using your personal email, you and you alone are entitled to the rights and responsible for the obligations under these Customer Terms. | ||
| 15 | If any terms in the Industry-Specific Supplement (“ Industry-Specific Terms ”) apply to you (e.g. Customer is a U.S government entity), those terms are also incorporated by reference herein and you agree to fully comply with the applicable Industry-Specific Terms . | 13 | If any terms in the Industry-Specific Supplement (“ Industry-Specific Terms ”) apply to you (e.g. Customer is a U.S government entity), those terms are also incorporated by reference herein and you agree to fully comply with the applicable Industry-Specific Terms. |
| 21 | You agree that the total number of Authorized Users will not exceed the number set forth in an applicable Order Form, or as duly purchased by an Entity. | 19 | You agree that the total number of Authorized Users will not exceed the number set forth in an applicable Order Form, or as duly purchased by you. |
| 23 | Calendly shall provide support for the Services as may be described on Calendly’s Website . | 21 | Calendly shall provide support for the Services as may be described on Calendly’s Website. |
| 26 | For more information regarding Calendly’s security practices, you can visit https://calendly.com/security . | 24 | For more information regarding Calendly’s security measures, you can visit https://calendly.com/security. |
| 28 | Calendly reserves the right (but does not have the obligation) to investigate complaints or reported violations of these Customer Terms and to take any action Calendly deems appropriate, including but not limited to suspending access to the Services, terminating your account, or permanently revoking your access to the Services, reporting any suspected unlawful activity to law enforcement officials, regulators, or other third parties and disclosing any information necessary or appropriate to such persons or entities relating to your account, Customer Data, e-mail addresses, usage history, posted materials, IP addresses, and traffic information, as allowed under our Privacy Notice. | 26 | Calendly reserves the right (but does not have the obligation) to investigate complaints or reported violations of these Customer Terms and to take any action Calendly deems appropriate, including but not limited to suspending access to the Services, terminating your account, or permanently revoking your access to the Services, reporting any suspected unlawful activity to law enforcement officials, regulators, or other third parties and disclosing any information necessary or appropriate to such persons or entities relating to your account, Customer Data, Usage Data, as allowed under our Privacy Notice. |
| 29 | You agree to promptly notify Calendly in the event that you are made aware of any unauthorized or illegal use of the Services, by emailing support@calendly.com . | 27 | You agree to promptly and without undue delay notify Calendly in the event that you are made aware of any unauthorized or illegal use of the Services, by contacting our support . |
| 30 | Data Protection : The terms of the Data Processing Addendum (“ DPA ”) are available and posted as of the Effective Date are hereby incorporated by reference and shall apply to the extent Customer Data includes Personal Data, as defined in the DPA. | 28 | Data Protection : The terms of the data processing addendum posted on the Calendly Website (“ DPA ”) are hereby incorporated by reference and shall apply to the extent Customer Data includes Personal Data, as defined in the DPA. |
| 29 | Beta Services . | ||
| 30 | From time to time, Calendly may make Beta Services available to you at no charge. | ||
| 31 | Any use of Beta Services is subject to the Beta Services terms at https://calendly.com/legal/beta-terms. | ||
| 33 | Where cooperation with Calendly is required or reasonably requested in connection with Calendly’s obligations under these Customer Terms, you will cooperate with Calendly, and Calendly will not be liable for delay or failure to provide Services to the extent caused by your failure or delay to cooperate or make relevant personnel or data available. | 34 | Where cooperation with Calendly is required or reasonably requested in connection with Calendly’s obligations under these Customer Terms, you agree that you will cooperate with Calendly, and Calendly will not be responsible or liable for the delay or failure of any performance obligations under these Customer Terms s to the extent caused by your failure or delay to cooperate or make relevant personnel or data available. |
| 35 | You and your access and use of the Services (including by Authorized Users and Invitees) must comply at all times with these Customer Terms, the Acceptable Use Policy and all Applicable Laws. | 36 | You and your access and use of the Services (including by Authorized Users and Participants) must comply at all times with these Customer Terms, the Acceptable Use Policy and all Applicable Laws. |
| 37 | If you use the Services outside the United States of America, you are solely responsible for following all Applicable Laws in the jurisdiction which you access the Services. | 38 | If you use the Services outside the United States of America, you are solely responsible for following all Applicable Laws in the jurisdiction in which you access the Services. |
| 40 | You acknowledge that you remain liable for the acts and omissions of any third party (including Invitees) that you allow, enable, or otherwise provide access to the Services, including their compliance with these Customer Terms. | 41 | You acknowledge that you remain liable for the acts and omissions of any third party (including Participants) that you allow, enable, or otherwise provide access to the Services, including their compliance with these Customer Terms. |
| 43 | By registering for a Calendly account, you state that you are at least 18 years of age, and you are responsible for ensuring that all Invitees are at least 18 years old, unless otherwise permitted by the applicable Industry-Specific Terms . | 44 | By registering for a Calendly account, you state that you are at least 18 years of age, and you are responsible for ensuring that all Participants are at least 18 years old, unless otherwise permitted by the applicable Industry-Specific Terms. |
| 47 | You shall use commercially reasonable efforts to prevent unauthorized access to, or use of Customer’s or its Authorized Users’ accounts and shall immediately notify Calendly at support@calendly.com of any known unauthorized use. | 48 | You shall use commercially reasonable efforts to prevent unauthorized access to, or use of Customer’s or its Authorized Users’ accounts and shall promptly and without undue delay notify Calendly using our support page of any known unauthorized use. |
| 49 | You acknowledge that your (and any Authorized Users’) registration of a Calendly account and use of the Services serves as your consent to Calendly’s processing of Personal Data as set forth in our Privacy Notice . | 50 | You acknowledge that your (and any Authorized Users’) registration of a Calendly account and use of the Services serves as your consent to Calendly’s processing of Personal Data as set forth in our Privacy Notice. |
| 53 | You acknowledge and agree that the meeting intelligence Services (also referred to in certain materials or communications as “Meeting Recaps” or “Calendly Notetaker”) may provide you with artificial intelligence (AI)-created Output based on content you have input into it, which may be inaccurate or false. | 54 | You acknowledge and agree that the Services may provide you with artificial intelligence (AI)-created Output based on your Input, which may be inaccurate or false. |
| 56 | Invitees . | 57 | Participants . |
| 57 | The Services allow you to connect with Invitees. | 58 | The Services allow you to connect with Participants. |
| 58 | You are responsible for how you share and publicize your scheduling link and for understanding the settings and controls for the Services. | 59 | You are responsible for how you share and publicize your scheduling link, for example, and for understanding the settings and controls for the Services. |
| 59 | As such, you are responsible for the activities of your Invitees, even if such Invitee is not from your organization or domain. | 60 | As such, you are responsible for the activities of your Participants, even if such Participant is not from your organization or domain. |
| 60 | Meeting Intelligence Services . | 61 | Calendly Notetaker . |
| 61 | To the extent you utilize the meeting intelligence Services, you also agree and understand: TPAs. You must be logged into and allow a connection from the meeting intelligence Services to an active TPA video conferencing tool for which TPA terms and fees may apply. | 62 | Certain Calendly Services provide features that enable you to record, transcribe and summarize meetings with Participants and other individuals ( "Calendly Notetaker" ). |
| 62 | Invitee Consent. | 63 | To the extent you utilize the Calendly Notetaker Services, you also agree and understand: TPAs. You must be logged into and allow a connection from the Calendly Notetaker Services to an active TPA video conferencing tool for which TPA terms and fees may apply. |
| 63 | Calendly may provide you with configurable functionality to help inform Invitees and other individuals that the meeting is being recorded, transcribed and summarized. | 64 | Participant Consent. |
| 65 | For such features, Calendly may provide you with functionality to help inform Participants and other individuals of this activity. | ||
| 65 | However, you are solely responsible for providing any notices to, and obtaining consent from, Invitees and other individuals in connection with any recording, including AI-generated transcriptions and summaries of such recordings, as required by Applicable Law. | 67 | However, you are solely responsible for providing any notices to, and obtaining consent from, Participants and other individuals in connection with any recording, including AI-generated transcriptions and summaries of such recordings, as required by Applicable Law. |
| 66 | Calendly makes no representations or warranties that the above-mentioned functionality is sufficient to obtain consent in all applicable jurisdictions in which meeting attendees may reside. | 68 | Calendly makes no representations or warranties that the above-mentioned functionality is sufficient to obtain consent under Applicable Law. |
| 67 | ACCOUNT SET-UP General. | 69 | ACCOUNT SET-UP . |
| 69 | You are authorized by Calendly to set up one Free Account only (unless otherwise approved in writing by Calendly). | 71 | You are authorized by Calendly to set up one account only (unless otherwise approved in writing by Calendly). |
| 72 | In order to create an account, you must first submit applicable registration-related information as requested via the Services or by Calendly, which include your email address and your name, and which Calendly may retain. | 74 | In order to create an account, you must first submit applicable registration-related information as requested via the Services or by Calendly, which include your email address and your name, and which Calendly may retain as described in the Privacy Notice. |
| 73 | Once you submit the required registration information, we will determine whether to approve your proposed account, in our sole discretion. | 75 | Once you submit the required registration information, we will determine whether to approve your proposed account, at our sole discretion. |
| 78 | Should you believe your method and or the credentials to access the Services have been compromised in any way, you must immediately notify us at support@calendly.com Billing . | 80 | Should you believe your method and or the credentials to access the Services have been compromised in any way, you must promptly and without undue delay notify us using our support page . |
| 79 | Calendly or our third-party payment processors may collect your billing information when you upgrade to a Paid Account, and by providing such billing information, you hereby authorize Calendly (and its third-party payment processors) to use such information for billing purposes and otherwise in accordance with our Privacy Notice . | 81 | Billing . |
| 82 | Calendly or our third-party payment processors may collect your billing information when you upgrade your Free Account to a Paid Account, and by providing such billing information, you hereby authorize Calendly (and its third-party payment processors) to use such information for billing purposes and otherwise in accordance with our Privacy Notice. | ||
| 85 | If you are an individual Customer registered using an email domain of an Entity you are acting on behalf of, such Entity has the right to control, manage, monitor, and obtain reports on your use of the Services via a Paid Account. | 88 | Please click here for more information on how such Entity may manage and control your account, and the Customer Data which you transmit to the account If you are an individual Customer registered using an email domain of an Entity you are acting on behalf of, such Entity has the right to control, manage, monitor, and obtain reports on your use of the Services via a Paid Account. |
| 88 | If you are an Authorized User, the Entity which authorized you to access the Services may manage and control your account with Calendly. | 91 | FEES AND PAYMENT . |
| 89 | Please click here for more information on how such Entity may manage and control your account, and the Customer Data which you transmit to the account. | 92 | If you register for a Paid Account, you agree to pay all applicable Fees related to your use and access of the Services based on the Plan Tier purchased, as described fully on our pricing page, Order Form and/or Invoice, as applicable. |
| 90 | FEES AND PAYMENT General. | — | Removed |
| 91 | If you register for a Paid Account, you agree to pay all applicable Fees related to your use and access of the Services based on the Plan Tier purchased, as described fully on our pricing page. | — | Removed |
| 96 | Taxes. | 97 | Taxes . |
| 102 | Credits . | ||
| 103 | Certain Plan Tiers may provide access to certain AI Features subject to specified usage limits, restrictions, or include credit amounts (“Credits”). | ||
| 104 | In addition, you may be permitted to purchase Credits that could be applied toward eligible AI Features, as set forth in an applicable invoice, Order Form, or the billing page of your account, and as further described in the Documentation. | ||
| 105 | Credits are not legal tender or currency, have no cash value, and are not redeemable for cash or refunds. | ||
| 106 | Credits are non-transferable, non-assignable, and may not be shared, sold, or transferred to any other person or account unless otherwise stated explicitly by Calendly. | ||
| 103 | Term lengths are either month-to-month or in annual (12-month) increments or another duration as determined by Calendly. | 109 | Term lengths are either month-to-month or in annual (12-month) increments or another duration as may be determined by Calendly. |
| 107 | Each Renewal Subscription Term may include a price increase of the Consumer Price Index (“ CPI ”) + 3% unless we notify you of a different rate before each Renewal Subscription Term starts. | 113 | Each Renewal Subscription Term may also include a renewal price increase of the Consumer Price Index (“ CPI ”) + 3% unless we notify you of a different rate before each Renewal Subscription Term starts. |
| 109 | If you are billed via invoice, or are on the Calendly Enterprise Plan Tier you must provide Calendly with forty-five (45) days' written notice prior to the end of the then-current term of any requests for changes to (i) your Plan Tier, (ii) the number of licenses in your account, (ii) terms of an applicable Order Form, (iii) or any other similar modifications to your account, including requests to terminate the Services at the end of the then-current Initial or Renewal Subscription Term. | 115 | If you are billed via invoice, or are on the Calendly Enterprise Plan Tier you must provide Calendly with thirty (30) days' written notice prior to the end of the then-current Initial or Renewal Subscription Term of any requests for changes to (i) your Plan Tier, (ii) the number of licenses in your account, (ii) terms of an applicable Order Form, (iii) or any other similar modifications to your subscription, including requests to terminate the Services at the end of the then-current Initial or Renewal Subscription Term. |
| 111 | SUSPENSION & TERMINATION; CANCELLATION Suspension; Termination . | 117 | SUSPENSION & TERMINATION; CANCELLATION . |
| 112 | Calendly may suspend or terminate your access to and use of the Services, including suspending access to or terminating your account (either a Free Account or Paid Account), or permanently revoke your access to the Services, at our sole discretion, at any time with notice to you, including without limitation if Calendly reasonably determines that: Your use of the Calendly IP disrupts or poses a security risk to the Calendly IP or to any other customer; You are using the Calendly IP in violation of these Customer Terms including the DPA , AUP , and Industry-Specific Terms for fraudulent activities; You have ceased to continue your business in the ordinary course, made an assignment for the benefit of creditors or similar disposition of its assets, or become the subject of any bankruptcy, reorganization, liquidation, dissolution, or similar proceeding; or Our provision of the Services to you is prohibited by Applicable Law. | 118 | Suspension; Termination . |
| 113 | You agree that Calendly will have no liability for any consequences that you may incur as a result of suspending, terminating, or revoking your account and/or access to the Services. | 119 | Calendly may suspend or terminate your access to and use of the Services, including suspending access to or terminating your account (either a Free Account or Paid Account), or permanently revoke your access to the Services, at our sole discretion, at any time with or without notice to you, including without limitation if Calendly reasonably determines that: Your use of the Calendly IP disrupts or poses a security risk to the Calendly IP or to any other customer; You are using the Calendly IP in violation of these Customer Terms including the DPA, AUP, and Industry-Specific Terms for fraudulent activities; You have ceased to continue your business in the ordinary course, made an assignment for the benefit of creditors or similar disposition of your assets, or become the subject of any bankruptcy, reorganization, liquidation, dissolution, or similar proceeding; or Our provision of the Services to you is prohibited by Applicable Law. |
| 120 | You agree that Calendly will have no liability for any consequences that you may incur as a result of suspending, terminating, or revoking your account and/or access to the Services in accordance with this Section 6. | ||
| 115 | You may request to cancel a Paid Account, downgrade to a different Plan Tier, or terminate your Calendly account completely, by accessing the billing page of your account or by contacting support@calendly.com , whereby such request will be effective as of the end of the then-current Initial or Renewal Subscription Term, unless otherwise determined by Calendly. | 122 | You may request to downgrade a Paid Account to a Free Account switch to a different Plan Tier, or to reduce the number of licenses in your Paid Account by accessing the billing page of your account or by contacting support , as applicable, whereby such request will be effective as of the end of the then-current Initial or Renewal Subscription Term, unless otherwise determined by Calendly. |
| 116 | Any request to terminate a Calendly account completely will be effective immediately (unless otherwise determined by Calendly). | 123 | Any request to delete a Calendly account completely will be effective immediately (unless otherwise determined by Calendly). |
| 119 | THIRD PARTY APPLICATIONS Third Party Applications . | 126 | THIRD PARTY APPLICATIONS . |
| 127 | Third Party Applications. | ||
| 123 | Integrations . | 131 | Integrations. |
| 130 | FAIR USE; SMS Fair Use . | 138 | FAIR USE; SMS. |
| 131 | Certain Calendly features, like notifications, may be aggregated and collectively sent from fewer email addresses or phone numbers. | 139 | Fair Use . |
| 132 | This means those features are used concurrently by a number of customers. | 140 | Certain features of the Services, including notifications, AI Features, and use of Calendly's API, and credit-based or credit-enabled functionality may be provided through shared or collectively operated systems and infrastructure. |
| 133 | If a single customer places disproportionately high demands on the Services, it may adversely affect the Calendly experience for other users, and Calendly will have the right to immediately suspend access to the Services upon its reasonable belief that use of the Services may or will adversely affect the use or experience of other users (“ Fair Use ”). | 141 | Because such features are used concurrently by multiple customers excessive, abusive, or disproportionate use by a single customer may impair the availability, performance, or experience of the Services for other users.Calendly may immediately suspend, limit, or restrict access to the affected Services or features upon its reasonable belief that your use of the Services has, may or will adversely affect the use or experience of other users (“ Fair Use ”). |
| 134 | The vast majority of our customers use the Services considerately and their usage levels don't adversely impact service capacity. | — | Removed |
| 135 | However, even the activity of a small number of customers who use the Services inappropriately has the potential to significantly impact the service for other customers. | — | Removed |
| 137 | If you (or any of your Authorized Users) consent to the use of the SMS notifications feature in concert with the scheduling automation Services, you agree to comply with the terms and conditions of the Twilio Acceptable Use Policy when sending and/or receiving such SMS notifications and acknowledge that your (and any of your Authorized Users’) utilization of SMS notifications are continuously monitored. | 143 | If you (or any of your Authorized Users) use SMS notifications features, you agree to comply with the terms and conditions of the Twilio Acceptable Use Policy when sending and/or receiving such SMS notifications and acknowledge that your (and any of your Authorized Users’) utilization of SMS notifications are continuously monitored. |
| 140 | If you use Calendly’s functionality that sends SMS notifications from Calendly to an Invitee on your behalf related to the scheduled meeting between you and your Invitee, such messages may contain editable fields that Calendly Users are responsible for completing. | 146 | If you use Calendly’s functionality that sends SMS notifications from Calendly to a Participant on your behalf, you agree that you will only send such SMS notifications to Participants that have provided consent, as required by Applicable Laws. |
| 141 | Calendly Users are not authorized to send Invitees any messages that include marketing or promotional information. | 147 | Such messages may contain editable fields that you are responsible for completing. |
| 142 | Calendly Users are solely responsible for ensuring that the content of such messages does not contain any marketing or promotional information. | 148 | You are not authorized to send Participants any messages that include marketing or promotional information. |
| 143 | EMBEDDING CALENDLY INTO A WEBSITE The Services include the ability for you to embed the Services into your website (the “ Embedded Services ”) (more information in this Help Center article ). | 149 | You are solely responsible for ensuring that Participants have provided consent in compliance with Applicable Laws and that the content of such messages does not contain any marketing or promotional information. |
| 150 | EMBEDDING CALENDLY INTO A WEBSITE . | ||
| 151 | The Services include the ability for you to embed the Services into your website (the “ Embedded Services ”) (more information in this Help Center article ). | ||
| 146 | Customer acknowledge and agree that Calendly collects certain information about your website visitors when they interact with the Embedded Services as set out in our Privacy Notice. | 154 | You acknowledge and agree that Calendly collects certain information about your website visitors when they interact with the Embedded Services as set out in our Privacy Notice. |
| 147 | If you use the Embedded Services, you must notify your website visitors in your privacy policy that you use Calendly in your website and that Calendly collects certain information as set out in our Privacy Notice . | 155 | If you use the Embedded Services, you must notify your website visitors in your privacy policy that you use Calendly in your website and that Calendly collects certain information as set out in our Privacy Notice posted on the Calendly Website. |
| 153 | AI/MACHINE LEARNING SUPPLEMENTAL TERMS AI Features . | 161 | AI/MACHINE LEARNING SUPPLEMENTAL TERMS . |
| 154 | Calendly may make available certain products, features and functionality as part of its Services that include artificial intelligence, machine learning, or similar functionality (“ AI Features ”). | 162 | AI Features . |
| 163 | Calendly may make available certain AI Features. | ||
| 158 | You are responsible for any content you share or upload to the AI Features (“Input”), including ensuring that your use of AI Features complies with these Customer Terms. | 167 | You are responsible for any Input, including ensuring that your use of AI Features complies with these Customer Terms. |
| 159 | Calendly will treat this Input as Customer Data. | — | Removed |
| 161 | Certain AI Features may provide an Ooutput based on content you have input into them. | 169 | Certain AI Features may provide an Output, and you acknowledge and agree that such Output may be inaccurate, incorrect, or unintended. |
| 162 | You acknowledge and agree that such AI Features may provide output that is inaccurate or false. | 170 | You are responsible for your use of such Output and for ensuring your use complies with Applicable Laws. |
| 163 | You are responsible for your use of such output and for ensuring your use complies with any applicable law. | 171 | You agree to review all Output prior to utilizing it. |
| 164 | You agree to review all output prior to using it. | — | Removed |
| 167 | CONFIDENTIAL INFORMATION Use and Protection . | 174 | CONFIDENTIAL INFORMATION . |
| 175 | Use and Protection . | ||
| 175 | INTELLECTUAL PROPERTY Calendly . | 183 | INTELLECTUAL PROPERTY . |
| 184 | Calendly . | ||
| 177 | Subject to your compliance with these Customer Terms and your applicable Order Form, Calendly grants to you a limited, revocable, non-exclusive, non-transferable (except in compliance with Section 17(c)), non-sublicensable right to access and use the Services and applicable Documentation following the set-up of an account. | 186 | Subject to your compliance with these Customer Terms and your applicable Order Form, Calendly grants to you a limited, revocable, non-exclusive, non-transferable (except in compliance with Section 17(c)), non-sublicensable right to access and use the Services and applicable Documentation. |
| 195 | You grant to Calendly a worldwide, royalty-free, non-exclusive, non-transferable (except in compliance with Section 17(c)), sublicensable license to use, distribute, host, copy, transmit, and display Customer Data as reasonably necessary for Calendly to provide and operate the Services in accordance with these Customer Terms, including related internal purposes such as quality control, information security, prevention and detection of spam, fraud, and abuse, troubleshooting, and product improvement and development, including to train computational models and algorithms and generating outputs and data sets, and related/machine learning purposes provided that Calendly will not use Customer Data for model or algorithm training, generating AI-based outputs and data sets, or related machine learning, without your permission. | 204 | You grant to Calendly a worldwide, royalty-free, non-exclusive, non-transferable (except in compliance with Section 17(c)), sublicensable license to use, distribute, host, copy, transmit, and display Customer Data as reasonably necessary for Calendly to provide and operate the Services in accordance with these Customer Terms, including related internal purposes such as quality control, information security, prevention and detection of spam, fraud, and abuse, troubleshooting, and product improvement and development. |
| 196 | Subject to the limited licenses granted herein, Calendly acquires no right, title or interest in any Customer Data. | 205 | Subject to the limited licenses granted herein, Calendly acquires no rights, titles or interests in any Customer Data. |
| 201 | All ownership and Intellectual Property Rights in and to TPAs and the use of such content is governed by separate third party terms between you and the third-party provider. | 210 | All ownership and Intellectual Property Rights in and to TPAs and the use of such content is governed by separate third-party terms between you and the third-party provider. |
| 202 | WARRANTY; DISCLAIMER Mutual . | 211 | WARRANTY; DISCLAIMER . |
| 212 | Mutual . | ||
| 205 | Calendly represents and warrants that: (A) the Services will perform materially in accordance with the Documentation; and (B) the Services will be regularly scanned using commercially available scanning program designed to ensure the Services are free of viruses, exploitable security vulnerabilities, malware and other harmful and malicious code (“ Harmful Code ”) (but we are not responsible for harmful materials submitted by Customer, Authorized Users, or Invitees). | 215 | Calendly represents and warrants that: (A) the Services will perform materially in accordance with the Documentation; and (B) the Services will be regularly scanned using commercially available scanning programs designed to ensure the Services are free of viruses, exploitable security vulnerabilities, malware and other harmful and malicious code (“ Harmful Code ”) (but we are not responsible for harmful materials submitted by or as a result of the acts or omissions of Customer, Authorized Users, or Participants ). |
| 208 | In the event of non-conformance of this Section 13(b), you must promptly provide Calendly with written notice describing the material non-conformance in the Services. | 218 | In the event of non-conformance as set forth in this Section 13(b), you must promptly provide Calendly with written notice describing the material non-conformance in the Services. |
| 209 | Upon such notice, Calendly shall make a reasonable determination, in its sole discretion, as to the degree of the non-conformity and, if material use commercially reasonable efforts to correct such non-conformance. | 219 | Upon such notice, Calendly shall make a reasonable determination, in its sole discretion, as to the degree of the non-conformity and, if material, use commercially reasonable efforts to correct such non-conformance. |
| 210 | If Calendly cannot, in its sole discretion, correct such non-conformance within thirty (30) days from the date of notification, then you may terminate your subscription by providing written notice to support@calendly.com . | 220 | If Calendly cannot, in its sole discretion, correct such non-conformance within thirty (30) days of Calendly's receipt of written notification, then, subject to Section 13(b)(ii) below, you may terminate your subscription by providing written notice to Calendly Support . |
| 211 | Should you terminate these Customer Terms under this Section 13(b), subject to Section 13(b)(ii) below, Calendly shall promptly refund you with a pro-rated portion of any prepaid, unused Fees for the terminated portion of the Subscription Term. | 221 | Calendly shall promptly refund you with a pro-rated portion of any prepaid, unused Fees for the terminated portion of the Subscription Term. |
| 213 | Calendly shall have no obligation or liability under this Section 13(b) if the non-conformance is caused by or based on: (A) modifications to the Services not made by Calendly; (B) use of the Services in combination with any products, services, data (including Customer Data), software, hardware or business process not supplied by Calendly, including TPAs; or (C) use of the Services in violation of these Customer Terms, including but not limited to the Acceptable Use Policy . | 223 | Calendly shall have no obligation or liability under this Section 13(b) if the non-conformance is caused by or based on: (A) modifications to the Services not made by Calendly; (B) use of the Services in combination with any products, services, data (including Customer Data), software, hardware or business process not supplied by Calendly, including TPAs; or (C) use of the Services in violation of these Customer Terms, including but not limited to the Acceptable Use Policy. |
| 215 | You represent and warrant, either on behalf of yourself as an individual Customer or on behalf of your Entity that: (A) you own the Customer Data and/or TPAs or otherwise have the right to use, and permit Calendly to use, the Customer Data and/or TPAs as contemplated under these Customer Terms; (B) the use of the Customer Data does not and will not violate the privacy rights, publicity rights, contract rights, Intellectual Property Rights, or any other rights of any third party, or violate Applicable Laws; and (C) the Customer Data does not contain: (x) protected health information or information subject to Health Insurance Portability and Accountability Act (“ HIPAA ”) compliance or other relevant law or regulation; (y) information subject to Sarbanes-Oxley Act (“ SOX ”), Gramm-Leach-Bliley Act (“ GLBA ”) requirements or other relevant law or regulation; or (z) information that falls within the definition of “special categories of data” under data protection laws. | 225 | You represent and warrant, either on behalf of yourself as an individual Customer or on behalf of your Entity that: (A) you own the Customer Data and/or TPAs or otherwise have the right to use, and permit Calendly to use, the Customer Data and/or TPAs as contemplated under these Customer Terms; (B) the use of the Customer Data does not and will not violate the privacy rights, publicity rights, contract rights, Intellectual Property Rights, or any other rights of any third party, or violate Applicable Laws; (C) your Output does not slander, defame, libel, or invade the right of privacy of any other person nor could it be deemed by a reasonable person to be objectionable, profane, indecent, pornographic, harassing, threatening, embarrassing, hateful, or otherwise inappropriate; and (D) the Customer Data does not contain: (x) protected health information or information subject to Health Insurance Portability and Accountability Act (“ HIPAA ”) compliance or other relevant law or regulation; (y) information subject to Sarbanes-Oxley Act (“ SOX ”), Gramm-Leach-Bliley Act (“ GLBA ”) requirements or other relevant law or regulation; or (z) information that is considered “sensitive personal information,” “special categories of data” or analogous terms under data protection laws. |
| 216 | To the extent you utilize the meeting intelligence Services, you further represent and warrant that your Output does not slander, defame, libel, or invade the right of privacy of any other person nor could it be deemed by a reasonable person to be objectionable, profane, indecent, pornographic, harassing, threatening, embarrassing, hateful, or otherwise inappropriate. | — | Removed |
| 227 | TO THE EXTENT YOU UTILIZE THE MEETING INTELLIGENCE SERVICES, CALENDLY FURTHER DISCLAIMS ALL LIABILITY WITH RESPECT TO ANY OUTPUT, INCLUDING BUT NOT LIMITED TO THE ACCURACY, RELIABILITY, QUALITY OR COMPLETENESS OF THE OUTPUT. | 236 | TO THE EXTENT YOU UTILIZE AI FEATURES, CALENDLY FURTHER DISCLAIMS ALL LIABILITY WITH RESPECT TO ANY OUTPUT, INCLUDING BUT NOT LIMITED TO THE ACCURACY, RELIABILITY, QUALITY OR COMPLETENESS OF THE OUTPUT. |
| 229 | INDEMNIFICATION Calendly Indemnification . | 238 | INDEMNIFICATION . |
| 239 | Calendly Indemnification . | ||
| 236 | You shall defend Calendly against any Third-Party Claim: (i) alleging that the combination of a TPA or configuration provided by you and used with the Services, infringes or misappropriates such third party’s Intellectual Property Rights; or (ii) arising from (A) your use of the Services in an unlawful manner or in violation of these Customer Terms, the Documentation, or Order Form, (B) any Customer Data or your use of Customer Data with the Services, or (C) a TPA provided by you, and will indemnify Calendly from any damages, reasonable attorney fees and costs finally awarded against Calendly as a result of, or for amounts paid by Calendly under a settlement approved by Customer in writing of, a Third-Party Claim. | 246 | You shall defend Calendly against any Third-Party Claim: (i) alleging that the combination of a TPA or configuration provided by you and used with the Services, infringes or misappropriates such third party’s Intellectual Property Rights; or (ii) arising from (A) your use of the Services in an unlawful manner or in violation of these Customer Terms, including the Documentation, or an applicable Order Form, (B) any Customer Data or your use of Customer Data with the Services, or (C) a TPA provided by you, and will indemnify Calendly from any damages, reasonable attorney fees and costs finally awarded against Calendly as a result of, or for amounts paid by Calendly under a settlement approved by Customer in writing of, a Third-Party Claim. |
| 237 | For the meeting intelligence Services, Calendly may employ AI or other similar technologies, which may include the processing of Customer Data. | 247 | Calendly may employ AI Features or other similar technologies, which may include the processing of Customer Data. |
| 238 | Calendly will take reasonable means to preserve the privacy and security of such data, but Calendly is not liable for any loss or harm resulting from your use of AI or similar technologies. | 248 | Calendly will take reasonable means to preserve the privacy and security of such data, but Calendly is not liable for any loss or harm resulting from your use of AI Features or similar technologies. |
| 239 | By utilizing the meeting intelligence Services, you understand and accept the risks involved with the use of AI or similar technologies and agree to indemnify and hold Calendly harmless for any such Third Party Claim resulting from such usage. | 249 | By utilizing the AI Features, you understand and accept the risks involved with the use of AI or similar technologies and agree to indemnify and hold Calendly harmless for any such Third Party Claim resulting from such usage. |
| 247 | IN NO EVENT WILL CALENDLY HAVE ANY LIABILITY ARISING OUT OF OR RELATED TO THESE CUSTOMER TERMS OR THE SERVICES FOR: (I) ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, WHETHER FORESEEABLE OR UNFORESEEABLE, (II) THE DELAY OR INABILITY TO USE THE SUBSCRIPTION SERVICES, APIS OR ANYTHING PROVIDED IN CONNECTION WITH THESE CUSTOMER TERMS, (III) COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES, OR TECHNOLOGY, OR (IV) LOSS OF REVENUE OR ANTICIPATED PROFITS, LOST BUSINESS OR LOST SALES, OR LOST DATA; IN EACH CASE, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EVEN IF CALENDLY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR EVEN IF A REMEDY OTHERWISE FAILS OF ITS ESSENTIAL PURPOSE. | 257 | IN NO EVENT WILL CALENDLY HAVE ANY LIABILITY ARISING OUT OF OR RELATED TO THESE CUSTOMER TERMS OR THE SERVICES FOR: (I) ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, WHETHER FORESEEABLE OR UNFORESEEABLE, (II) THE DELAY OR INABILITY TO USE THE CALENDLY IP, (III) COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES, OR TECHNOLOGY, OR (IV) LOSS OF REVENUE OR ANTICIPATED PROFITS, LOST BUSINESS OR LOST SALES, OR LOST DATA; IN EACH CASE, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EVEN IF CALENDLY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR EVEN IF A REMEDY OTHERWISE FAILS OF ITS ESSENTIAL PURPOSE. |
| 259 | For all Disputes, you must first give us an opportunity to cure or resolve the Dispute which is first done by emailing us at support@calendly.com and providing us with the following information: (i) your name, (ii) your address, (iii) a written description of your claim, and (iv) a description of the specific relief you seek. | 269 | For all Disputes, you must first give us an opportunity to cure or resolve the Dispute which is first done by contacting us at Calendly Support and providing us with the following information: (i) your name, (ii) your address, (iii) a written description of your claim, and (iv) a description of the specific relief you seek. |
| 294 | MISCELLANEOUS Entire Agreement and Order of Precedence . | 304 | MISCELLANEOUS . |
| 295 | These Customer Terms, together with each Order Form and the DPA , Acceptable Use Policy and any applicable supplemental terms contain the entire agreement between you and us and, therefore, supersede all prior or contemporaneous negotiations, discussions or agreements between Calendly and you about the Services. | 305 | Entire Agreement and Order of Precedence . |
| 296 | In the event of any conflict between these Customer Terms, an Order Form, the DPA , Acceptable Use Policy , or any other supplemental terms or attachments hereto, the DPA and then these Customer Terms take precedence unless any applicable supplemental terms explicitly state otherwise. | 306 | These Customer Terms, together with each Order Form and the DPA, Acceptable Use Policy and any applicable supplemental terms contain the entire agreement between you and us and, therefore, supersede all prior or contemporaneous negotiations, discussions or agreements between Calendly and you about the Services. |
| 297 | Any definitions found in the Privacy Notice , Acceptable Use Policy , FERPA COPPA Privacy Policy , and Data Processing Addendum are hereby adopted by reference in these Customer Terms. | 307 | In the event of any conflict between these Customer Terms, an Order Form, the DPA, Acceptable Use Policy, or any other supplemental terms or attachments hereto, the DPA, then the Order Form and then these Customer Terms take precedence unless any applicable supplemental terms explicitly state otherwise. |
| 308 | Any definitions found in the Privacy Notice, Acceptable Use Policy, FERPA COPPA Privacy Policy, and Data Processing Addendum are hereby adopted by reference in these Customer Terms. | ||
| 305 | Customer may revoke the license at any time by contacting marketing@calendly.com and legal@calendly.com . | 316 | Customer may revoke the license at any time by contacting marketing@calendly.com and legal@calendly.com ; provided that any preapproved and published uses shall be unaffected by such revocation except for Calendly's use of Customer's name or logo on its Website . |
| 318 | Each Party acknowledges and agrees that a breach or threatened breach by such Party of any of its obligations under Section 11 or, in the case of Customer, Section 2(b) or the Acceptable Use Policy , would cause the other Party irreparable harm for which monetary damages would not be an adequate remedy and agrees that, in the event of such breach or threatened breach, the other party will be entitled to seek equitable relief, including a restraining order, an injunction, specific performance, and any other relief that may be available from any court, without any requirement to post a bond or other security, or to prove actual damages or that monetary damages are not an adequate remedy. | 329 | Each Party acknowledges and agrees that a breach or threatened breach by such Party of any of its obligations under Section 11 or, in the case of Customer, Section 2(b) or any applicable Policy, may cause the other Party irreparable harm for which monetary damages would not be an adequate remedy and agrees that, in the event of such breach or threatened breach, the other party will be entitled to seek equitable relief, including a restraining order, an injunction, specific performance, and any other relief that may be available from any court, without any requirement to post a bond or other security, or to prove actual damages or that monetary damages are not an adequate remedy. |
| 325 | For Calendly, any legal notices shall be sent to legal@calendly.com . | 336 | For Calendly, any legal notices shall be sent to legal@calendly.com and any non-legal notices shall be sent to support@calendly.com. |
| 337 | A notice will be deemed to have been duly given the day after it is successfully sent via email. | ||
Follow unlimited companies, monitor the clauses that matter across every platform, and get the full institutional analysis on what each change obligates you to do.