Madtrix Service Terms & Conditions
These Terms and conditions of Service are a binding legal agreement between Customer and Madtrix (”Supplier”), regarding Customer’s use of Supplier’s websites (madtrix.io) and Supplier’s software and services. Please read these Terms carefully. The term Customer shall also include customer’s employees or other authorized users to the extent applicable and permitted under the customer’s subscription of the Service.
By creating an account with Supplier, the customer agrees to be bound by the Terms and Policies (as defined below) and become a party to this agreement. If Customer does not agree to the terms of this agreement, the Customer does not have the right to use the service. In addition, when using certain features of the Service Customer also may be subject to the guidelines, terms, and agreements applicable to such features (“Conditions”). All such Conditions are incorporated by reference into these Terms. If these Terms are inconsistent with any Condition, the terms of the Condition will control. Supplier may periodically make changes to these Terms and Conditions or introduce new provisions, terms or conditions governing the use of the Service. The supplier will notify registered users of changes by posting updates to www.madtrix.io and/or by email.
By using the Service, the Customer accepts these Terms and Conditions and any modifications that Supplier may make to these Terms and Conditions from time to time. It is Customer’s responsibility to review the most recent version of the Terms and Conditions frequently and remain informed of any changes to it. If Customer continues to use the Service after Supplier modifies the Terms and Conditions, the Customer will be deemed to have consented to such modified terms for Customer’s use of the Service as of the date of the modification. If the Customer does not agree to any provision of these Terms or Conditions, the Customer should not use the Service.
1. The Service
The Service – Madtrix – is an analytics and reporting solution that helps companies to analyze and visualize marketing and other data and results. The service consists of software as a service (SaaS) solution and/or related professional services or consultancy.
2. Eligibility
The Service is not intended for users that are consumers (being individual acting primarily for purposes other than a trade, business or profession) and the applicability of consumer protection legislation is therefore excluded. Customers must be 18 years of age or older to enter into this agreement and use the Service. Customers represent and warrant that any information Customer submit is true and accurate and that Customer is 18 years of age or older and is fully able and competent to enter into and abide by these Terms and Conditions.
3. Account Registration
Customers must register to use certain features of the Services. When Customer register, Customer agree to (a) provide accurate, current and complete information about itself as may be prompted by registration forms on the Service (“Registration Data”); (b) maintain the security of any logins, passwords, or other credentials that Customer select or that are provided to Customer for use on the Service; (c) maintain and promptly update the Registration Data, and any other information Customer provides to Supplier, and to keep all such information accurate, current, and complete; and (d) notify Supplier immediately of any unauthorized use of Customer’s account or any other breach of security by emailing Supplier at contact@madtrix.io.
4. Free Trial
Supplier may at its sole discretion offer Customer free trials for selected features of the Service or a limited-time trial period of the entire Service. Once the Customer’s free trial period ends, the Customer’s ability to access the Service will terminate. The supplier reserves the right to determine if the Customer is eligible for a free trial and to discontinue any free trial without notice at the Supplier’s sole discretion.
5. Fees and Pricing
Access to selected features of the Service may be provided to Customer with a charge. Supplier will charge fees for certain features, either on a one-time or a subscription basis (“Paid Services”). Supplier reserves the right to implement fees or change the fees for certain services at any time by providing Customer notice on the Service or otherwise. Supplier can offer multiple payment methods for receiving payment from the Customer. When Customer purchases any Paid Services with a credit card, Customer authorizes Supplier or its third-party payment processors to charge the credit card identified by Customer for all applicable fees for Customer’s purchase, including all applicable taxes.
Customer represents and warrants that Customer is authorized to use this credit card. Customer agrees that Supplier’s payment provider can store Customer’s credit card information. If Supplier does not receive payment from Customer’s credit card provider, Customer agrees to pay all amounts due upon demand and Supplier may suspend Customer’s access to the Services until full payment is received. All sales are final and Supplier will not issue refunds, including prepaid monthly fees. If Customer chooses an automatic recurring payment and later decides to end the subscription, canceling the payment is Customer’s responsibility. The supplier does not refund automatic payments that are not canceled in time.
6. Use Restrictions
Customer’s right to use the Service is personal, limited to Customer’s internal business purposes and the purpose set out in section 1 above, non-transferable, non-exclusive, revocable and subject to Customer’s compliance with the Terms and Conditions at all times, including Customer’s timely payment of all applicable fees for Paid Services. Without limiting the generality of the foregoing, Customer will not: (a) access, monitor, or copy any content or
information on the Service using any robot, spider, scraper, or other automated means or any manual process for any purpose without Supplier’s express written permission; (b) violate the restrictions in any robot exclusion headers on the Service or bypass or circumvent other measures employed to prevent or limit access to the Service; (c) take any action that imposes, or may impose, in Supplier’s discretion, an unreasonable or disproportionately large load on Supplier’s infrastructure; (d) deep-link to any portion of the Service for any purpose without Supplier’s express written permission; (e) “frame”, “mirror,” or otherwise incorporate any part of the Service into any other website without Supplier’s prior written authorization; or (f) intentionally or unintentionally violate any applicable local, provincial national, or international law or regulation. Supplier may at any time suspend or terminate Customer’s access to the Service, if Supplier has reason to believe that Customer is not complying with the Terms and Conditions or Customer is otherwise abusing the Service.
7. Third-party services, data, and content
The Service allows Customer to gather data from multiple third-party data sources and services, including various third-party websites. The third-party services from which the data can be gathered are selected by Supplier at its sole discretion and Supplier reserves the right to select, discontinue and change such available sources at any time. Supplier assumes no liability whatsoever for the data or other content collected from third-party services.
Customer is solely responsible for ascertaining that it has the right to use the Service for gathering and processing any such data by using the Service, and Customer must obtain any such consents and authorizations as may be needed from time to time in relation to such data or other content and their processing by using the Service. The Service may be used as an add-on to various third-party services and software. Supplier does not assume any liability for such third-party services or software, and Customer is exclusively responsible for obtaining any necessary licenses or consents needed for their use.
Customer must familiarise themselves with the applicable terms and conditions, including any restrictions on use, in relation to any such third-party services and Customer agrees to comply with such third-party terms and conditions in addition to these Terms and the Conditions. Furthermore, the Service may contain links to Web pages and content of third parties as a service to those interested in this information. Supplier does not monitor, endorse, or adopt, or have any control over, any third-party content. Supplier undertakes no responsibility to update or review any third-party content and can make no guarantee as to its accuracy or completeness.
Additionally, if Customer follows a link or otherwise navigate away from the Service, Customer should be aware that these Terms will no longer govern. Customer should review the applicable terms and conditions, including privacy and data gathering practices, of any third-party content or service provider to which Customer navigate from the Service. Customer or its representative access and use third-party content at its own risk. The Service may contain advertisements and promotions from third parties. Customer’s business dealings or correspondence with, or participation in promotions of, advertisers other than Supplier, and any terms, conditions, warranties, or representations associated with such dealings, are solely between Customer and such third party.
8. Changes to the Service
Supplier reserves the right to modify, discontinue, and restrict, temporarily or permanently, all or part of the Service without notice at its sole discretion. Neither Supplier nor its suppliers or licensors will be liable to Customer or to any third party for any modification, discontinuance, or restriction of the Service.
9. Term and Termination
Customer’s account and subscription of the Service remain in effect unless Customer cancel it or unless Supplier terminates Customer’s account as provided by these Terms. Customer’s account and subscription of the Service may depend on Customer’s choice, be automatically renewable or valid for a fixed period. Unless
Customer’s subscription is made for a fixed period, Customer’s subscription of the Service will remain in effect and will be renewed automatically at the end of each subscription period unless Customer cancels its subscription or Supplier terminate it. If Customer’s subscription is made for a fixed period, the subscription will automatically terminate at the end of the agreed subscription period. Upon the termination or expiration of the subscription, Customer must immediately stop using the Service and must destroy any copies of the same in Customer’s possession. Notwithstanding any provision of these Terms, Supplier reserves the right, at its sole discretion, to terminate Customer’s account and to block, restrict, and prevent Customer’s future access to, and use of, the Service subject to reasonable notice.
10. Feedback & Reference Use
Any materials, including but not limited to comments, suggestions, ideas, or other information, provided by Customer in the form of email or other submissions to Supplier (excluding material that Customer post on the Service in accordance with these Terms and Conditions) (collectively “Feedback”), are non-confidential and
Customer hereby grants to Supplier a non-exclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right to use Customer’s Feedback for any purpose without compensation or attribution to Customer.
Supplier is entitled to use Customer’s name and logo as a reference in Supplier’s marketing.
11. Trademarks
Madtrix, the Madtrix logos, and any other product or service name or slogan contained on the Service are trade names, trademarks or registered trademarks of Supplier and its suppliers’ or licensors’, and may not be copied, imitated or used, in whole or in part, without the prior written permission of the applicable trade name or trademark holder. All other trade names, trademarks, registered trademarks, product names and company names or logos mentioned on the Service are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, Supplier or otherwise, does not constitute or imply endorsement, sponsorship, or recommendation thereof by Supplier, or vice versa.
12. Ownership and intellectual property rights
Supplier, its affiliates, and its suppliers and licensors own all right, title, and interest, including all intellectual property rights, in and to the Service, and any services available in connection with the Service. Except for those rights expressly granted in these Terms and Conditions, no other rights are granted, either express or implied, to Customer. All copying, distribution or other use of the Service or any third party services or content except as expressly permitted hereunder is prohibited without the prior written consent of the relevant rights holders.
13. Privacy Policy and processing of data
Supplier may collect registration and other information about Customer through the Service. Supplier’s collection and use of this information are described in the Supplier’s Privacy Policy available at madtrix.io web-site. Supplier’s description of the data file is available upon request. To the extent any of the data processed in connection with Customer’s use of the Service constitutes personal data under applicable legislation, Customer hereby authorize Supplier to process such data (and any other data, regardless of whether they constitute personal data or not) on Customer’s behalf for the purposes of providing the Service in accordance with the Terms and Conditions and applicable legislation. Customer agree that these Terms and Conditions (including the Privacy Policy) constitute the instructions in accordance with which any such data is processed, and that Supplier will not be able to adhere to any further instructions provided by Customer in relation to any personal or other data. Supplier agrees on its behalf that Supplier’s personnel involved in providing the Service to
Customer has committed to confidentiality obligations with regard to personal data (if any) processed in connection with the Service and that Supplier has taken such security measures as Supplier deem commensurate in relation to such personal data (if any). Customer agrees that it is exclusively Customer’s responsibility to comply with any and all obligations of data controller set out in applicable legislation and that the Service is provided “as is” and “as available” in accordance with these Terms and Conditions. Taking into account the nature of the Service, Customer further agrees that Supplier cannot commit to assist Customer in providing any technical or organisational measures for the fulfilment of Customer’s obligations as data controller in relation to possible requests for exercising the data subjects’ rights laid down in
the applicable legislation.
Customer agrees that Supplier may engage third parties including other data processors in connection with the Service and that such third parties may be located, and Customer’s data may be processed, outside the European Economic Area (including e.g. in the United States) subject to applicable legislation. Supplier may provide information regarding such third party data processors upon request, and always subject to Supplier’s confidentiality obligations. If Customer does not approve Supplier’s use of any third party processors, Customer is advised to stop using the Service immediately. Supplier has no obligation to store and Supplier will not store any of Customer’s data after the termination of the account and/or subscription of the Service unless otherwise agreed or required under applicable law.
Customer may have the right, in accordance with applicable legislation only, to receive information necessary to demonstrate compliance with the obligations laid down in these Terms and Conditions and applicable legislation and, where and to the extent mandated under applicable legislation to do so, Supplier may allow for, and contribute to, audits, including inspections, conducted by Customer in relation to personal data in relation to the Service provided to Customer only. The timing and other practicalities related to any such audit or inspection are determined by Supplier and any such information and assistance are provided exclusively on Customer’s cost and expense. Supplier reserves the right to charge for any additional work or other costs incurred in connection with Customer using such rights.
14. Indemnification
Customer will defend, indemnify and hold harmless the Supplier, its subsidiaries, affiliates, partners and third-party advertisers and their respective directors, officers, agents, employees, licensors, and suppliers from and against any costs, damages, expenses, and liabilities (including, but not limited to, reasonable attorneys’ fees) arising out of or related to Customer’s use of the Service, Customer’s violation of these Terms or Conditions, or violation of any rights of a third party or applicable legislation.
15. Disclaimer of Warranties
Customer’s use of the service, including, without limitation, its use of any content accessible through the service and Customer’s interactions and dealings with any service users, is at Customer’s sole risk. The service and all content available on and through the service are provided on an “as is” and “as available” basis. Supplier and its subcontractors and licensors expressly disclaim all warranties of any kind, whether express or implied, including but not limited to the implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.
Supplier does not warrant uninterrupted use or operation of the Service or Customer’s access to any content. No advice or information, whether oral or written, obtained by Customer from the service will create any warranty regarding the Supplier, that is not expressly stated in these terms and conditions.
16. Limitation of Liability
Neither Supplier nor its sub-contractors or licensors will be liable for any indirect, incidental, special, consequential, or exemplary damages, including, without limitation, damages for loss of profits, goodwill, use, data, or other intangible losses (even if Supplier or any sub-contractor or licensor has been advised of the possibility of these damages), arising out of or relating to Customer’s access to or use of, or Customer’s inability to access or use, the Service or any content.
The maximum total liability of Supplier and its sub-contractors and licensors to Customer for all claims under these Terms and Conditions or otherwise in relation to the Service, whether in contract or otherwise, is EUR 100 (VAT 0%). Each provision of these terms that provides for a limitation of liability, disclaimer
of warranties, or exclusion of damages is to allocate the risks under these terms between the parties. This allocation is an essential element of the basis of the bargain between the parties. Each of these provisions is severable and independent of all other provisions of these terms. The limitations in this section will apply even if any limited remedy fails of its essential purpose.
17. Consent to Electronic Communications
By using the Service, Customer consent to receiving electronic communications from Supplier. These communications may include notices about the account and information concerning or related to the Service. Customer agrees that any notices, agreements, disclosures, or other communications that Supplier sends to Customer electronically will satisfy any legal communication requirements, including that such communications be in writing. Customer is responsible for organizing electronic communication services (internet connection) on its own cost to access the Service.
18. Governing law and dispute resolution
These Terms shall be governed and construed in accordance with the laws of Finland, without giving effect to principles of conflicts of law or to the Convention on Contracts for the International Sale of Goods. Any dispute, controversy or claim arising out of or relating to this contract, or the breach, termination or validity thereof, shall be finally settled by arbitration in accordance with the Arbitration Rules of the Finland Chamber of Commerce. The seat of arbitration shall be Helsinki, Finland. The number of arbitrators shall be one. The language of the arbitration shall be Finnish or English.
19 .Other terms
Supplier’s failure to act in a particular circumstance does not waive Supplier’s ability to act with respect to that circumstance or similar circumstances. Any provision of these Terms that is found to be invalid, unlawful, or unenforceable will be severed from these Terms, and the remaining provisions of these Terms will continue to be in full force and effect. The section headings and titles in these Terms and Conditions are for convenience only and have no legal or contractual effect. Any provision in these Terms that by its nature should survive the termination of Customer’s license to access the Service or any termination of these Terms and Conditions (including, without limitation, provisions governing indemnification, limitations on liability, disclaimers of warranty, and ownership of intellectual property) will continue to remain in full force and effect after any such termination.
These Terms, including all Conditions, constitute the entire agreement between Customer and Supplier concerning the Service. These Terms supersede all prior agreements or communications between Customer and Supplier regarding the subject matter of these Terms and Conditions.
20. Questions & Contact Information
For any questions, feedback or concerns about the Service, or these Terms and Conditions, Customer may contact Madtrix Team at contact@madtrix.io.
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