Terms of Service: YOUBORA ANALYTICS Free
These Terms of Service (“ToS”) apply to your use of the YOUBORA Analytics Free platform provided by NicePeopleAtWork, S.L., hereinafter “NPAW” or “We” (its affiliates and/or subsidiaries) and the company, organization or individual (“You”) named on the applicable online form requesting access to the YOUBORA Analytics Free (as defined below), and establish the agreement between NPAW and that entity (“Agreement”).
For any questions about this document, please contact firstname.lastname@example.org.
When used in these ToS, the following definitions apply:
"Account" refers to the account for the YOUBORA Free Service.
"Application Data" or “ Your Data” means all data, regardless of format or owner, provided or identified to NPAW to be sent or received using NPAW’s services, and/or data hosted, stored or cached by NPAW at your direction (including related to third parties using the Demo Services).
“SDKs” means certain software development kits provided by NPAW, which may be used or incorporated into to the Your service for the purpose of collecting Application Data.
"YOUBORA Analytics Free" (“Service”, “Free Service”) means free version of YOUBORA Analytics platform, hosted by NPAW and offered in the form of Software as a Service, enabling You to upload, process, manage and visualize Your Data.
- Fees and Service
Service is provided without charge to You for up to 200.000 Plays per month per Account, above this limit a play will have a cost of $0,001. When the monthly limit is reached you’ll be contacted by one of our sales representatives.
NPAW may change its fees for the Service from time to time.
By registering for a YOUBORA Analytics Free account, NPAW grants you a non-exclusive, revocable, non-sublicensable, non-transferable, limited license to access and use the Service in accordance with these ToS. You are solely and fully responsible and liable to NPAWfor the activity that occurs on your account, including the acts or omissions of each user on your account (such as your employees, contractors and service providers) or any other person accessing or using the Service through or in connection with your account. When creating your account, you must provide accurate and complete information.You must keep all access credentials and authentication keys to use in relation with the Service strictly confidential and notify us if you suspect or become aware of any breach of security or unauthorized use of your account. NPAW will not be liable for any losses caused by any unauthorized use of your account. NPAW may establish certain limits to the use of the Service. We will notify you of this.
All communications will be through the email address provided by you on creating your account. By providing us your email address you consent to our using the email address to send you service-related notices, including any notices required by law. We may also use your email address to send you other messages, such as changes to features of the Service and special offers. If you do not want to receive such email messages, you may opt out or change your preferences in your account settings. Opting out may prevent you from receiving email messages regarding updates, improvements, or offers.
- Delivery of the Services
Subject to these ToS, NPAW will provide You the Service. For and during the provision of the Services, NPAW grants Youa non-exclusive, limited license to install and use the supported SDKs, plug-insor other software program provided by NPAW to Youfor the sole purpose of interacting with the Service. Youmay not reveal, modify, reengineer, redistribute or transfer such software to any third party.
The Service is subject to change from time to time, in our sole discretion, without prior notice to you. NPAW has no obligation to update, correct, maintain, or continue to provide any aspect of the Service.
- Restrictions on use
In addition to other obligations hereunder,
- You agree to use the Service strictly in accordance with any applicable technical documentation provided by NPAW for its products and services.
- You will not frame, copy, lease, sell, assessing, transfer or otherwise permit any third party use of the Service through your account.
- You will not use the Service in any manner that negatively impacts the stability of Company's servers, the operation or performance of the Services, or the behaviour of other applications using the Service.
- You will not use the Site, Tools or Service in any manner or for any purpose that violates any applicable law, regulation, legal requirement or obligation, contractual obligation, or any right of any person.
- You will not use the Service in any manner that may cause any harm or damage to third parties, nor create the risk of such harm of damage.
- You will not transmit to or through the Service any information or content that is illegal, defamatory, offensive, or that you do not have the right to transmit.
- You will not attempt to interfere with, compromise the system integrity or security or decipher any transmissions to or from the servers running the Service, nor bypass the measures we may use to prevent or restrict access to the Service, including without limitation features that prevent or restrict use or copying of any content or enforce limitations on use of the Service or the content therein; and
- You will not transmit viruses, worms, or other software agents through the Service.
Your account will be active and these ToS apply until terminated hereunder.
- You may terminate your account at any time by notice in writing to email@example.com.
- We may terminate your account at any time by notice in writing to your contact email address (a) if you breach any of these ToS, or (b) if you do not respond within 30 days to any email notification from us to you for any purpose, or (c) if your account is inactive for more than 60 days at any time.
- We may cancel your account and terminate these terms immediately without notice if we become aware or suspect that you access and/or use the Service for any competitive purposes or are in breach of any third party rights.
On termination, we will remove and delete all Your Data in the Demo Service, except as required for any legal purpose to defend our interests.
- IPR and Data
Except for the limited rights expressly granted herein, neither Party transfers to the other Party any rights in any data, technology, software or other intellectual property rights, and all right, title and interest in and to such data, technology, software, or other intellectual property rights remains the sole property of the respective owner.
- NPAW grants You a license to use the Service and software relevant to YOUBORA Analytics Free required for the provision of the Services for the duration of these ToS.
- You grant NPAW an irrevocable, assignable, sublicensable, transferable, fully paid, royalty-free, and worldwide right and license to copy, store, reproduce, distribute, publicly display, modify, use, and create derivative works of the Your Data and Analytics Data (as defined below) to: (a) provide the Service to you; and (b) improve Company's products and services and (c) provide reports and other information as indicated below.
NPAW may have access to and develop, in connection with the provision of its Services to You, certain anonymized analytics or other aggregate data (collectively “Analytics Data”), as well as any available diagnostic data based on Your use of the Services (“Diagnostic Data”). NPAW may use the Analytics and Diagnostic Data for the purpose of performing and improving the Services and any of NPAW’s products and services.
NPAW may also publish or release to third parties as part of its commercial services certain aggregated Analytics and Diagnostic Data around Service use and performance. You grant NPAW a non-exclusive right to use, reproduce, aggregate, distribute and publicly display the Analytics and Diagnostic Data on an aggregated and non-identifiable basis for these purposes. In the event such Data contains personal data, the provisions of clause 8 (Data Protection) shall apply and You grant NPAW the right to anonymize and aggregate such data for the aforementioned purposes.
In any event, except as indicated herein, NPAW will (i) maintain as confidential all Analytics and Diagnostic Data, using a degree of care that is appropriate to avoid unauthorized access, use or disclosure, (ii) use and disclose such Analytics and Diagnostic Data on an anonymous basis solely for the purposes of providing Services and Deliverables to its clients, and (iii) not use or combine Analytics and Diagnostic Data with personal data that identifies or may identify any individuals.
Data processed by YOUBORA Analytics Free forYouduring the Service may be deleted on termination. In case the account is reactivated, for any reason, historical data won’t be available.
Confidential Information of a party includes prices, business plans, Your data, financial data and any other information, in any form or medium, that either party designates as confidential or which a reasonable party would understand to be confidential under the circumstances. Confidential Information does not include information that: (i) is known to the receiving party prior to its receipt from the disclosing party by means that are not in violation hereof; (ii) becomes known (independently of disclosure by the disclosing party) to the receiving party from a source other than one having an obligation of confidentiality to the disclosing party; (iii) becomes known and generally available to the public or otherwise ceases to be confidential. Each party agrees to keep all Confidential Information of the other party secret, and to apply reasonable measures to maintain such confidentiality both during the term hereof and for a period of at least 3 years after termination of these Terms. You will not disclose Confidential Information except to employees and agents who need to know it and have agreed in writing to keep it confidential. You shall not use any Confidential Information other than in the course of the activities permitted hereunder.
- Data Protection
The Privacy Addendum set out in https://nicepeopleatwork.com/privacy-policy, applies for processing any personal data under the responsibility of subscribing clients (and data controllers) in the course of the provision of the Services.
All Your Application Data is deemed confidential, including without limitation any of Your data containing third party “personal information” or “personally identifiable information” or the like (“PII”). This data will not be processed for any other purpose than that necessary to provide the Services and other permitted purposes set out in these ToS.
Both NPAW and You undertake to comply with the provisions of applicable law and the Privacy Addendum with respect to any User Personal Data contained in Your Application Data that is collected or processed by it, acting either or both as Data Controller and/or Data Processor.
In the event any Your Application Data processed by NPAW contains any User PII, You are considered Data Controller and You appoint NPAW as a Data Processor of such data, in accordance with applicable privacy law, for the purpose of providing the Services. Please note that NPAW is also Data Controller of this data, for its own limited purposes of anonymizing the data and improving, developing and optimising its services for clients.
The Service may track and collect technical data that can be considered personal data such as IP address, including data that may identify the end-users or other data which can be reasonably linked to such information by NPAW.
- NPAW Representations, Warranties and disclaimer
NPAW warrants that the Services provided in accordance with the terms of this agreement will not violate any applicable law, rule or regulation, breach an agreement with, or infringe the copyright or other intellectual property rights of, a third party.
DISCLAIMER OF WARRANTIES. EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE YOUBORA FREE SERVICE AND ALL ASSOCIATED SOFTWARE, DATA AND TOOLS ARE PROVIDED "AS IS" AND YOUR USE OF THE SAME IS AT YOUR SOLE RISK. EXCEPT TO THE EXTENT REQUIRED BY APPLICABLE LAW, NPAW DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. NPAW DOES NOT WARRANT THAT THE SERVICES WILL BE ERROR FREE OR UNINTERRUPTED.
We have no responsibility nor assume any liability in relation to any of Your Data.
- Your Representations, Warranties, Covenants and Indemnification
You represent and warrant that you have all necessary rights, licenses and consents to provide, receive, access and/or use the Service.
You covenant, represents and warrants that You own all right, title and interest in Your Application Data or possess the necessary rights to permit the Application Data to be stored and processed in the Service.
You warrant that your use of the Services will not violate any applicable law, rule or regulation, breach an agreement with, nor infringe the intellectual property rights or any other rights of a third party. If You breach the foregoing covenants, representations or warranties, then NPAW, in addition to any other remedies available under law or in equity, may, at its sole discretion, suspend any of the Service or terminate your account.
You represent and warrant have the written consent of each and every identifiable natural person in Your Data, if any, to use or process such person's name or likeness in the manner contemplated by the Service and any other personal data related to such person.
You agree to indemnify and defend and hold harmless NPAW and its officers, directors and employees against any and all claims (including third-party discovery actions), liabilities, costs, damages, reasonable costs and expenses, including reasonable attorneys’ fees, relating to or arising from any third party claim with respect to your use of the Service, or any breach by You of these ToS, including without limitation any of the above representations, warranties and covenants, or any gross negligence or wilful misconduct on your or your agents’ part.
- Limitation of Liability
THIS IS A FREE SERVICE PROVIDED FOR INTERNAL PURPOSES ONLY. UNLESS OTHERWISE STATED, AND EXCEPT TO THE EXTENT REQUIRED BY APPLICABLE LAW, NEITHER PARTY SHALL BE LIABLE OR RESPONSIBLE TO THE OTHER FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOST REVENUE, LOST PROFITS, LOSS OF DATA OR BUSINESS INFORMATION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER ARISING UNDER CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND WITHOUT LIMITING THE FOREGOING, NAPW’S LIABILITY TO YOU FOR ANY BREACH OF THIS AGREEMENT SHALL BE LIMITED TO THE DIRECT DAMAGES ARISING FROM SUCH BREACH AND SHALL NOT IN ANY EVENT EXCEED THE AMOUNT OF 100 EUROS.
These limitations do not apply to any damages for personal injury, death or caused by fraud or wilful misconduct.
- Force Majeure
Neither party will be liable for any failure or delay due to any cause beyond its reasonable control, including but not limited to acts of war, acts of God, terrorism, earthquake, flood, riot, sabotage, labor shortage or dispute, utility outage, governmental act or failure of the Internet (not resulting from the actions or omissions of NPAW or You).
- General Provisions
The laws of Spain applicable to contracts will govern the construction and operation of these ToS and use of the Service without regard to any conflict of laws provisions. Any action brought in connection with this agreement against NPAW will be brought in the competent court of Barcelona, Spain.
NPAW and You are independent contractors and this agreement does not establish any relationship of partnership, joint venture, or agency between NPAW and You.
These ToS, along with the SLA and Privacy Addendum constitute the complete agreement between the parties with respect to the subject matter hereof and supersedes and replaces any and all prior or contemporaneous discussions, negotiations, understandings and agreements, written and oral, regarding such subject matter.
These TOS may be changed by NPAW at its sole discretion and the changes will become effective upon posting and notice to you. The provisions intended to survive (including but not limited to the provisions regarding Intellectual Property, Indemnity, Limitation of Liability and Confidentiality) will survive any expiration or termination of this agreement.