This Agreement applies to:
For the rest of this document, these will be referred to as Balsamiq Services.
Other Balsamiq products and services are covered by other agreements, as specified on EULA & Terms of Service.
Because we believe in establishing long-term relationships with our customers, we decided to use plain English instead as much as possible, to make our terms as clear as possible.
Please don’t forget that we are real people: take a look at our company page to get to know us a little. We are not perfect, but we’re trying our hardest, because we genuinely care about your success.
Our subscription Services include the concept of a Site or Space Owner, or Administrator. For the rest of this document, these will collectively be referred to as Owners.
Should you have other questions or concerns about this document, please get in touch!
This is a living document. With your help, we want to make it the best in the industry.
If you read something that rubs you the wrong way, or if you think of something that should be added, please get in touch! We’re all ears!
We don’t amend this document for any particular customer, but if your changes apply to all of our customers, we’ll be happy to update it for everyone. Scroll to the bottom to see the history so far.
We improve this document over time. If the changes are significant, we will provide a prominent notice on our home page, product login screens, or by sending you an email notification. By continuing to use the Service, you will implicitly accept the changes we make.
Your access and use of the Balsamiq Service is always subject to the most current version of this document.
Email and phone support is also included, but only provided to Owners.
Owners are responsible for first-level support to the people on their Balsamiq Service Site or Space or subscription. If you have an issue with your Balsamiq Service, contact your Owner(s) first.
We continuously update our documentation so that users can help themselves and Owners are better equipped to help their users.
We take pride in providing excellent customer support, but we are also a small team and value our work/life balance. This means that although we’ll try our best, we do not guarantee 24/7 support.
myBalsamiq also requires the Adobe Flash Player.
Your devices have to be able to access our servers on port 443.
Balsamiq for Desktop and our Server plugins can be run behind your firewall. Note that those are governed by a different License Agreement.
For our other Services, the answer is no, and it’s not planned.
We also provide answers to information security questionnaire for each of our Services on our Information Security page.
Balsamiq Materials are all the information, data, documents (e.g. white papers, press releases, datasheets, FAQs, etc.), communications, downloads, files, text, images, photographs, graphics, videos, webcasts, publications, content, tools, resources, software, code, programs and products on the Balsamiq Services produced by Balsamiq.
Balsamiq Materials are protected by copyrights, trademarks, patents, trade secrets and all other intellectual property and proprietary rights, and any unauthorized use of the Balsamiq Materials may violate such laws and the Terms of Service.
You agree not to copy, republish, frame, download, transmit, modify, adapt, create derivative works based on, rent, lease, loan, sell, assign, distribute, display, perform, license, sublicense or reverse engineer the Balsamiq Service or Balsamiq Materials or any portions of them.
You agree that you will not decompile, reverse engineer or otherwise attempt to discover the source code of the software. Any copying or redistribution of the software is prohibited, including any copying or reproduction of the software to any other server or location for further reproduction, redistribution or use on a service bureau basis. Any unauthorized use, copying or distribution of the software is expressly prohibited by law, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible.
The trademarks, logos and service marks displayed on the Services are the property of Balsamiq or other third parties. You are not permitted to use them without the prior written consent of Balsamiq or such third party that may own the Marks. Balsamiq and the Balsamiq logo are trademarks of Giacomo Guilizzoni, licensed to Balsamiq.
Balsamiq does not claim intellectual property rights over wireframes created with Balsamiq Services nor the assets your users upload.
For Balsamiq Cloud and myBalsamiq, we leave it to each Space or Site Owner(s) to decide who should own the IP of the wireframes created using their Balsamiq Site or Space. We encourage Owner(s) to make their policy clear to their users.
You acknowledge and agree that Balsamiq has no liability of any kind should anyone you granted access to your content modify, destroy, corrupt, copy or distribute it, or violate the Terms of Service or other limitations that you may impose on the use of your shared content.
Balsamiq does not pre-screen user materials that users provide or otherwise submit via Balsamiq Services; however, Balsamiq may remove any posted or submitted user materials from Balsamiq Services for any reason without notice in its sole discretion. By posting or submitting your user materials, you represent and warrant that you own or otherwise control all of the intellectual property rights and other rights to your user materials as described in these Terms of Service, including all the rights necessary for you to post or submit your user materials.
In addition, by posting or otherwise submitting your user materials that contain images, photographs, pictures, videos, webcasts or that are otherwise graphical in whole or in part (“Images”), you represent and warrant that: (a) you own the copyright in such Images, or that you have obtained all necessary license(s) from the copyright owner(s) of such Images to use such Images, or portions thereof, in keeping with your use in connection with Balsamiq Services and as otherwise permitted by these Terms of Service; (b) in the event you choose to grant licenses and sublicenses to such Images, you have the rights necessary to grant the licenses and sublicenses described in these Terms of Service; and © you have received consent from any and all persons depicted in such Images to use the Images as set forth in these Terms of Service, including the distribution, public display, public performance and reproduction of such Images.
You are solely and entirely responsible for all of your user materials that you post or otherwise submit via Balsamiq Services. You shall assume all risks associated with the use of your user materials including any reliance on the accuracy, completeness or usefulness of your user materials. Balsamiq does not guarantee the accuracy, integrity or quality of your user materials. You acknowledge and agree that by accessing or using Balsamiq Services, you may be exposed to user materials from others that are offensive, indecent or otherwise objectionable.
In short, we do not. Like all other cloud-based applications, we are vulnerable to the inherent unreliability of the Internet. We do not offer contracted SLA for availability to Balsamiq Services and your data.
That said, high reliability is something we are proud of and something we deliberately chose to compete on. We have developers, system administrators and support staff on call, 24/7.
We monitor Balsamiq Services closely and have set up automated alarms to be notified (via email and SMS) when a Balsamiq Service is under stress, so that we can deal with the issue before it becomes a problem that might impact customer access.
You can see for yourself how we’re doing on this front by looking at this Pingdom-powered report.
You acknowledge and agree that Balsamiq shall not be liable for any failure to store your materials on Balsamiq Service at any time.
You agree that you shall not:
Materials and Services provided by third parties are governed by separate agreements accompanying such materials and services. Balsamiq offers no guarantees and assumes no responsibility or liability of any type with respect to the third-party services, including any liability resulting from incompatibility between a third-party service, Balsamiq Materials, the Balsamiq Services or another third-party service. You agree that you will not hold Balsamiq responsible or liable with respect to the third-party services.
In the event of your or others’ access to or use of a Balsamiq Service or Materials in connection with the transmission of spam unsolicited e-mail or postings in violation of these Terms of Service, you acknowledge and agree that Balsamiq would be irreparably harmed thereunder and that monetary damages would be an insufficient and ineffective remedy; therefore you agree that Balsamiq is entitled to obtain immediate injunctive relief against any such transmission (in addition to all other remedies available at law or in equity). Balsamiq may without restriction block, filter or delete unsolicited e-mail.
For our Services that allow you to specify a subdomain, you may not engage in subdomain squatting. Service accounts that are inactive for more than 6 months may also be removed without further notice. Some of the factors that we take into account when determining what conduct is considered to be subdomain squatting are:
Attempts to sell, buy, or solicit other forms of payment in exchange for Service subdomains are also violations and may result in permanent account suspension.
We may block, restrict, disable, suspend or terminate your access to all or part of the Balsamiq Services at any time in our sole discretion, without prior notice or liability to you. To this day, we have never had to do this, and we hope it never happens.
If you breach any of the terms and conditions in this document, your authorization to access or use the Balsamiq Service automatically terminates. Any materials downloaded or printed from the Balsamiq Service in violation of the Terms of Service must be immediately destroyed.
If you think we removed your access by mistake, get in touch and we’ll give you our reasoning.
Balsamiq will, in appropriate circumstances, terminate the accounts of users who infringe the intellectual property rights of others. Balsamiq will investigate notices of copyright infringement and take appropriate actions under the Digital Millennium Copyright Act, Title 17, United States Code, Section 512©(2) (“DMCA”).
If you believe that your work has been used or copied in a way that constitutes copyright infringement and such infringement is occurring on a Balsamiq Service or on sites linked to from Balsamiq Services, please provide written notification of claimed copyright infringement to the designated agent for Balsamiq, which must contain the following elements:
Balsamiq’s designated agent for notice of claims of copyright infringement can be reached here.
Balsamiq Services may include links that will take you to other sites outside of the Balsamiq Service. The linked sites are provided by Balsamiq to you or the creators of the wireframes as a convenience and the inclusion of the links do not imply any endorsement by Balsamiq of any linked site. Balsamiq has no control of the linked sites and you therefore acknowledge and agree that Balsamiq is not responsible for the contents of any linked site, any link contained in a linked site or any changes or updates to a linked site. You further acknowledge and agree that Balsamiq is not responsible for any form of transmission (e.g. webcasting) received from any linked site.
Balsamiq may run advertisements and promotions from third parties via Balsamiq Services or Materials in any manner or mode and to any extent. Your communications, activities, relationships and business dealings with any third parties advertising or promoting via Balsamiq Services or Materials, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, shall be solely matters between you and such third parties. You acknowledge and agree that Balsamiq is not responsible or liable for any loss or damage of any kind incurred as the result of any such dealings or as the result of the presence of such non-Balsamiq advertisers on Balsamiq Services or Materials.
The Balsamiq Services and Balsamiq Materials are provided by Balsamiq under these Terms of Service “as is” without warranty of any kind, either express, implied, statutory or otherwise, including, but not limited to, the implied warranties of title, non-infringement, merchantability or fitness for a particular purpose. Without limiting the foregoing, Balsamiq makes no warranty that:
Balsamiq Services and Balsamiq Materials may include technical or other mistakes, inaccuracies, or typographical errors. Balsamiq may make changes to Materials and Services, including the prices and descriptions of any software or products listed, at any time in its sole discretion and without notice. Balsamiq Services and Balsamiq Materials may be out of date, and Balsamiq makes no commitment to update the Materials and Services.
You acknowledge and agree that:
Balsamiq does not control or endorse the materials found in any Service and specifically disclaims any liability with regard to the Services and any actions resulting from your use of Balsamiq Services and Balsamiq Materials and participation in any Services. Managers, hosts, Space Owners, project members and other third parties are not authorized Balsamiq spokespersons, and their views do not necessarily reflect those of Balsamiq. To the maximum extent permitted by law, Balsamiq will have no liability related to user materials arising under intellectual property rights, libel, privacy, publicity, obscenity or other laws. Balsamiq also disclaims all liability with respect to the misuse, loss, modification or unavailability of any user materials.
The use Balsamiq Services, Balsamiq Materials or the downloading or other use of any materials is done at your own discretion and risk and with your agreement that you will be solely responsible for any damage to your computer system, loss of data or other harm that results from such activities. Balsamiq assumes no liability for any computer virus or other similar software code that is downloaded to your computer from the site or in connection with any Services or Materials. No advice or information, whether oral or written, obtained by you from Balsamiq or via the site, Services or Materials shall create any warranty not expressly stated in the Terms of Service. Balsamiq will not be liable for any loss that you may incur as a result of someone else using your password or account with respect to the site or any Services or materials, either with or without your knowledge.
Some states or jurisdictions do not allow the exclusion of implied warranties or limitations on how long an implied warranty may last, so the above limitations may not apply to you. To the extent permissible, any implied warranties are limited to ninety (90) days.
You agree to indemnify and hold Balsamiq and its officers, co-branders, other partners and employees harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of:
In no event shall Balsamiq, its officers, directors, employees, partners or suppliers be liable to you or any third party for any special, punitive, incidental, indirect or consequential damages or losses of any kind, or any damages or losses whatsoever, including those resulting from loss of use, data or profits, whether or not foreseeable or if Balsamiq has been advised of the possibility of such damages or losses, and on any theory of liability, including breach of contract or warranty, negligence or other tortious action, or any other claim arising out of or in connection with:
Some jurisdictions prohibit the exclusion or limitation of liability for consequential or incidental damages. Accordingly, the limitations and exclusions set forth above may not apply to you.
Balsamiq Services can be accessed from countries around the world and may contain references to Balsamiq products, Services and programs that are not available in your country. These references do not imply that Balsamiq intends to announce such products, Services or programs in your country. The Services are controlled, operated and administered by Balsamiq and its affiliates from their offices within the United States of America and Italy. Balsamiq makes no representation that the Balsamiq Services and Balsamiq Materials are appropriate or available for use at other locations outside the United States, and access to the Services from territories where the Services or Materials are illegal is prohibited. If you access the Services from a location outside the United States, you are responsible for compliance with all local laws.
The export and re-export of Balsamiq Software are controlled by the United States Export Administration Regulations, and such Software may not be exported or re-exported to Cuba, Iran, Libya, North Korea, Sudan, Syria, or any country to which the United States embargoes goods. In addition, the Software may not be distributed to persons on the Table of Denial Orders, the Entity List, or the List of Specially Designated Nationals.
By accessing Software, you are certifying that you are not a national of Cuba, Iran, Libya, North Korea, Sudan, Syria or any country to which the United States embargoes goods, and that you are not a person on the Table of Denial Orders, the Entity List, or the List of Specially Designated Nationals.
All Balsamiq Software, products and publications are commercial in nature. The Software and documentation available on the Services are “Commercial Items,” as that term is defined at 48 C.F.R. §2.101, consisting of “Commercial Computer Software” and “Commercial Computer Software Documentation,” as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §§227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are licensed to U.S. Government end users (A) only as Commercial Items and (B) with only those rights as are granted to all other users pursuant to the Terms of Service and the applicable license agreement.
Balsamiq Services (excluding linked sites) is controlled by Balsamiq from its offices within the state of California, United States of America. By accessing Balsamiq Services, you agree that all matters relating to your access to, or use of, Balsamiq Services shall be governed by the statutes and laws of the State of California, without regard to the conflicts of laws principles thereof. The parties specifically disclaim the U.N. Convention on Contracts for the International Sale of Goods. You also agree and hereby submit to the exclusive personal jurisdiction and venue of the Superior Court of San Francisco County and the United States District Court for the Northern District of California with respect to such matters.
The Terms of Service and other rules, guidelines, licenses and disclaimers posted via Balsamiq Services or in connection with the Materials and Services constitute the entire agreement between Balsamiq and you with respect to your access to or use of Balsamiq Services and Materials superseding any prior agreements between you and Balsamiq on such subject matter (including any prior versions of the Terms of Service). Notwithstanding the foregoing, to the extent that any terms set forth in the Terms of Service expressly contradict any terms of a written agreement between you and Balsamiq regarding the use of specific Services or Materials (including Service-specific Terms of Service and Software-specific licenses) (“Executed Agreement”), such contradictory terms set forth in the Executed Agreement shall govern. You may also be subject to additional terms and conditions that may apply when you use other Balsamiq Services, third party content or third party software. If for any reason a court of competent jurisdiction finds any provision of the Terms of Service, or portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of the parties as reflected by that provision, and the remainder of the Terms of Service shall continue in full force and effect. Any failure by Balsamiq to enforce or exercise any provision of the Terms of Service or related right shall not constitute a waiver of that right or provision. The section titles used in the Terms of Service are purely for convenience and carry with them no legal or contractual effect.
A note to other startups: working on a great new startup but don’t know where to start when it comes to ToS documents? Go ahead and copy/paste this document, search and replace and make it yours! :) Two things though: a) make sure to have it looked over by your lawyer - you do have a lawyer right? ;) - and b) we’d appreciate a backlink, even in small gray-on-white font at the very bottom. You’ll get good karma points, which is just what new startups needs the most. :) Good luck!