Please read these Terms and Conditions carefully before using the Alluvium Products for the processing of data operated by Alluvium.
Your access to and use of the Service is conditioned on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who access or use the Service.
The permissions you give us
We need certain permissions from you to provide our services:
· Read data from the host application
· Act as User
· Full Administration
· Space Administration
· Project Administration
· Permission to update software that you use or download: If you download or use our software, you give us permission to download and install updates to the software where available.
Who can use our product
Only Authorized Users may access and use the software. We provide these services to you and others to make your required data work for you. All use of software must be solely for the benefit of you or your affiliates and must be within the scope of use. We need you to make the following commitments:
· Provide accurate information about yourself. You must register for an account with us in order to make use of our products and services. You must keep your registration current so that we may send notices, statements and other information to you by email or through your account. You are responsible for all actions taken through your account.
· Do not share your password, give access to your account to others
· Create only one account and use our product without any fraudulent or malicious intent.
Authorized Users are responsible for data downloaded.
We try to make Alluvium broadly available to everyone, but you cannot use our services if:
· We’ve previously disabled your account for violations of our terms and policies
· You are prohibited from receiving our products, services or software under applicable laws
Use of the Software
Subject to the terms and conditions of this Agreement, Alluvium grants you a non-exclusive, non-sublicensable and non-transferable license to install and use the software during the applicable License Term for your own business purposes, in accordance with this Agreement, your applicable scope of use, the Documentation, the General Data Protection Regulation and applicable law
Restrictions: Except as otherwise expressly permitted in this Agreement, you will not: (i) reproduce, modify, adapt or create derivative works of any part of the software; (ii) rent, lease, distribute, sell, sublicense, transfer, or provide access to the software to a third party; (iii) interfere with any license key mechanism in the software or otherwise circumvent mechanisms in the software intended to limit use; (iv) reverse engineer, disassemble, decompile, translate, or otherwise seek to obtain or derive the source code, underlying ideas, algorithms, file formats or non-public APIs to the Software, except to the extent expressly permitted by the GDPR or other applicable laws (and then only upon advance notice to us); (v) remove or obscure any proprietary or other notices contained in the Software; (vi) use the Software for competitive analysis or to build competitive products; (i) publicly disseminate information regarding the performance of the Software; or (vii) encourage or assist any third party to do any of the foregoing.
In any use of the Software, you must not remove, obscure, or alter in any way the following attribution to Alluvium on all user interfaces to the Software: “Powered by Alluvium,” which must in every case include a hyperlink to Alluvium and which must be in the same format as delivered in the Software.
Warranties and Disclaimer
General warranties. Each party represents and warrants that it has the legal power and authority to enter into this Agreement. If you are an entity, you represent and warrant that this Agreement and each Order is entered into by an employee or agent of such entity with all necessary authority to bind such entity to the terms and conditions of this Agreement.
Virus warranty. Alluvium further represents and warrants that it will take reasonable commercial efforts to ensure that the Software, in the form and when provided to you, will be free of any viruses, malware, or other harmful code. For any breach of the foregoing warranty, your sole and exclusive remedy, and Alluvium’s sole obligation, is to provide a replacement copy of the Software promptly upon notice.
Warranty Disclaimer. EXCEPT AS EXPRESSLY SET FORTH IN (GENERAL WARRANTIES CLAUSE) AND (VIRUS WARRANTY CLAUSE), ALL SOFTWARE, SUPPORT AND MAINTENANCE AND ANY ADDITIONAL SERVICES ARE PROVIDED “AS IS,” AND ALLUVIUM AND ITS SUPPLIERS EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND REPRESENTATIONS OF ANY KIND, INCLUDING ANY WARRANTY OF NON-INFRINGEMENT, TITLE, FITNESS FOR A PARTICULAR PURPOSE, FUNCTIONALITY, OR MERCHANTABILITY, WHETHER EXPRESS, IMPLIED, OR STATUTORY. ALLUVIUM WILL NOT BE LIABLE FOR DELAYS, INTERRUPTIONS, SERVICE FAILURES OR OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR OTHER SYSTEMS OUTSIDE THE REASONABLE CONTROL OF ALLUVIUM. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER ALLUVIUM NOR ANY OF ITS THIRD PARTY SUPPLIERS MAKES ANY REPRESENTATION, WARRANTY OR GUARANTEE AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, TRUTH, AVAILABILITY, ACCURACY OR COMPLETENESS OF ANY SOFTWARE OR ANY CONTENT THEREIN OR GENERATED THEREWITH, OR THAT: (A) THE USE OF ANY SOFTWARE WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE; (B) THE SOFTWARE WILL OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM, OR DATA; (C) THE SOFTWARE (OR ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SOFTWARE) WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS); (D) ERRORS OR DEFECTS WILL BE CORRECTED; OR (E) EXCEPT AS EXPRESSLY SET FORTH IN (VIRUS WARRANTY CLAUSE), THE SOFTWARE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU MAY HAVE OTHER STATUTORY RIGHTS, BUT THE DURATION OF STATUTORILY REQUIRED WARRANTIES, IF ANY, WILL BE LIMITED TO THE SHORTEST PERIOD PERMITTED BY LAW.
Limitations of Liability
Consequential Damages Waiver. EXCEPT FOR EXCLUDED CLAIMS (DEFINED BELOW), NEITHER PARTY (NOR ITS SUPPLIERS) WILL HAVE ANY LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT FOR ANY LOSS OF USE, LOST OR INACCURATE DATA, LOST PROFITS, FAILURE OF SECURITY MECHANISMS, INTERRUPTION OF BUSINESS, COSTS OF DELAY OR ANY INDIRECT, SPECIAL, INCIDENTAL, RELIANCE OR CONSEQUENTIAL DAMAGES OF ANY KIND, EVEN IF INFORMED OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE.
Liability Cap. EXCEPT FOR EXCLUDED CLAIMS, EACH PARTY’S AND ITS SUPPLIERS’ AGGREGATE LIABILITY TO THE OTHER ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE AMOUNT ACTUALLY PAID OR PAYABLE BY YOU TO US UNDER THIS AGREEMENT IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE CLAIM.
Excluded Claims. “Excluded claims” means (1) amounts owed by you under any Orders, (2) either party’s express indemnification obligations in this Agreement, and (3) your breach of (Restrictions clause).
Nature of Claims and Failure of Essential Purpose. The parties agree that the waivers and limitations specified in (Limitations of Liability) apply regardless of the form of action, whether in contract, tort (including negligence), strict liability or otherwise and will survive and apply even if any limited remedy specified in this Agreement is found to have failed of its essential purpose.
Informal Resolution. In the event of any controversy or claim arising out of or relating to this Agreement, the parties will consult and negotiate with each other and, recognizing their mutual interests, attempt to reach a solution satisfactory to both parties. If the parties do not reach settlement within a period of sixty (60) days, either party may pursue relief as may be available under this Agreement pursuant to (Governing Law; Jurisdiction). All negotiations pursuant to this Section will be confidential and treated as compromise and settlement negotiations for purposes of all rules and codes of evidence of applicable legislation and jurisdictions.
Governing Law Jurisdiction/GDPR
This Agreement will be governed by and construed in accordance with the applicable laws of the United Kingdom U.K and European Union, without giving effect to the principles of that jurisdiction relating to conflicts of laws. Each party irrevocably agrees that any legal action, suit or proceeding arising out of or related to this Agreement must be brought solely and exclusively in, and will be subject to the service of process and other applicable procedural rules of, the United Kingdom and European Union, and each party irrevocably submits to the sole and exclusive personal jurisdiction of the courts in the United Kingdom and the European Union, generally and unconditionally, with respect to any action, suit or proceeding brought by it or against it by the other party. In any action or proceeding to enforce a party’s rights under this Agreement, the prevailing party will be entitled to recover its reasonable costs and attorneys’ fees.
The lawful basis for processing are set out in Article 6 of the GDPR. At least one of these must apply whenever you process personal data:
(a) Consent: the individual has given clear consent for you to process their personal data for a specific purpose.
(b) Contract: the processing is necessary for a contract you have with the individual, or because they have asked you to take specific steps before entering into a contract.
(c) Legal obligation: the processing is necessary for you to comply with the law (not including contractual obligations).
(d) Vital interests: the processing is necessary to protect someone’s life.
(e) Public task: the processing is necessary for you to perform a task in the public interest or for your official functions, and the task or function has a clear basis in law.
(f) Legitimate interests: the processing is necessary for your legitimate interests or the legitimate interests of a third party, unless there is a good reason to protect the individual’s personal data which overrides those legitimate interests
Additionally this software shows GDPR compliance as it;
Offers users a choice of granular consent
Enable users to withdraw their consent as easily as they gave it
Document all consent in a secure and encrypted fashion
Ask for renewed consent at least once every 12 months
These specifications are existent on the condition that personal data is being collected
We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material we will provide 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.
If you have any questions about these Terms, please contact us.