Effective as of September, 2022
TABLE OF CONTENTS
- Service Eligibility
- Intellectual Property Rights
- Licence For Service Improvement
- Enforcement Rights
- Changes To Our Services
- Third-Party Services
- Limitation Of Liability
- Governing Law And Dispute Resolution
- Other Terms
- How To Contact Us
Please read this Agreement carefully. By creating an account or accessing or using the Services, You acknowledge that You accept and agree to be bound by the terms of this Agreement. Your use of our Services is also subject to our Privacy Notice, which covers how we collect, use, share, and store Your personal information.
IF You DO NOT AGREE TO THESE TERMS AND OUR PRIVACY NOTICE, You MAY NOT ACCESS OR USE OUR SERVICES.
We may modify this Agreement from time to time. We will notify You by email, through the App, or by presenting You with a new version of the Agreement for You to accept if we make modifications that materially change Your rights. We agree that changes cannot be retroactive. If You object to any changes, You may close Your account or discontinue use of our services. Your continued use of our Services after we publish or send a notice about our changes to these terms means that You are consenting to the updated terms as of their effective date.
- SERVICE ELIGIBILITY
To use our Services You must be at least 13 years old (16 for EEA residents) and You may be required to create or update an account where You will be asked to provide certain personal information, which may include Your name and email address. This information will be held and used in accordance with our Privacy Notice, which can be found at firstname.lastname@example.org. You agree that You will supply accurate and complete information to OOTech, and that You will update that information promptly after it changes.
Creating an account with false information is a violation of our terms, including accounts registered on behalf of others or persons under the age of 13 (16 for EEA residents).
If You are aware of anyone that does not comply with the age requirements, please contact us at email@example.com and we will take steps to delete or terminate their account.
- Legal Compliance
You must use the Services in compliance with and only as permitted by the applicable law. If Your use of our Services requires You to comply with industry-specific regulations applicable to such use, You will be solely responsible for such compliance. You must not use the Services in a way that would subject OOTECH to any industry-specific regulations. You acknowledge and agree that we are not responsible for any liabilities arising from Your violation of this restriction.
- Your Account
Users of our App may create an account to access certain features of the App.
Account holders agree to:
- use a strong password
- not transfer any part of Your account
- follow the law and not use the App in an unacceptable way as specified in section 3.3 below. You are responsible for anything that happens through Your account unless You close it or report misuse
In the case where a User chooses to do a passwordless sign up, the authentication method requires that the User enters in the APP the verification code that was sent to the email used. This requires that the User use an email address that is not compromised and only accessible by them to prevent unauthorized access to the User’s account.
As between You and others (including Your employer), Your account belongs to You. However, if the Services were purchased by another party for You to use, the party paying for such Service has the right to control access to and get reports on Your use of such paid Service; however, they do not have rights to Your personal account.
If You buy any of our paid Services, You agree to pay us the applicable fees and taxes and to additional terms specific to the paid Services. Failure to pay these fees will result in the termination of Your paid Services. Also, You agree that:
- Your purchase may be subject to foreign exchange fees or differences in prices based on location.
- We may store and continue billing Your payment method (e.g., credit card) even after it has expired, to avoid interruptions in Your Services and to use to pay other Services You may buy.
- If You purchase a subscription, Your payment method automatically will be charged at the start of each subscription period for the fees and taxes applicable to that period. To avoid future charges, cancel before the renewal date.
- All of Your purchases of Services are subject to section 3.4 below.
- We may calculate taxes payable by You based on the billing information that You provide us at the time of purchase.
Through the User settings section of the APP, Users can view all the purchases made in the App.
- For insight studies, no refund will be issued after the insight study has been initiatied.
- Purchases made through Apple are subject to Apple’s refund policy.
- Notices And Messages
You’re okay with us providing notices and messages to You regarding our Services through our websites, apps, and the contact information You provided. If Your contact information is out of date, You may miss out on important notices.
You agree that we will provide notices and messages to You in the following ways:
(1) within the Service, or
(2) to the contact information You provided us (e.g., email, mobile number)
You agree to keep Your contact information up to date.
- Unacceptable Uses
You are responsible for Your conduct and the conduct of Users acting on Your behalf. You must ensure that You or Your representative do not:
- misuse the Services by interfering with their normal operation, or attempting to access them using a method other than through the interfaces and instructions we provide
- circumvent or attempt to circumvent any limitations that OOTech imposes on Your account (such as any User limits in a Service Order)
- probe, scan, or test the vulnerability of any OOTech system or network, unless with prior written authorization of OOtech
- decipher, decompile, disassemble, translate, create derivative works, reverse engineer or otherwise attempt to reconstruct, identify or discover any source code, algorithms, underlying ideas or underlying user interface techniques in the Services or any of the software used to provide the Services, or attempt to do so
- directly or indirectly identify a User contrary to the terms of any confidentiality obligation or other privacy setting, or attempt to do so
- transmit any viruses, malware, or other types of malicious software, or links to such software, through the Services
- engage in abusive or excessive use of the Services, which is usage significantly in excess of average usage patterns that adversely affect the speed, responsiveness, stability, availability, or functionality of the Services for other customers and their users. OOTech will use reasonable efforts to notify You of any abusive or excessive usage to provide You with an opportunity to reduce such usage to a level acceptable to OOTech
- use the Services to infringe the Intellectual Property Rights of others, or to commit any unlawful activity
- attempt to circumvent any license, timing or use restrictions that are built into the Services; or
- unless authorized in writing by OOTech, lend, resell, lease or sublicense or otherwise use the Services for the benefit of a third party
- Suspension Of Users
If a User breaches any part of section 3.6 or otherwise uses the Services in a manner that OOtech reasonably believes will cause OOTech liability or disrupt others’ use of the Services, then OOTech may request that You suspend or close the applicable User account until the breach has been cured or the use in such manner has stopped. If You fail to comply with such a request, then OOTECH may suspend or close the applicable User account.
- INTELLECTUAL PROPERTY RIGHTS
OOTech reserves all of its intellectual property rights in the Services. Trademarks and logos used in connection with the Services are the trademarks of their respective owners. OOTech and OOLoop logos and other OOTech trademarks, service marks, graphics and logos used for our Services are trademarks or registered trademarks of OOTech.
- LICENCE FOR SERVICE IMPROVEMENT
You grant OOTech a worldwide, royalty free licence to use, reproduce, distribute, modify, adapt, and create derivative works, archive, or otherwise use data collected for the purposes of Service Improvement and creating de-identified aggregate data (“Data Sets”). Data Sets may be made publicly available and may be used after termination of this Agreement provided that such Data Sets cannot directly or indirectly identify the Customer or its Users.
- ENFORCEMENT RIGHTS
We are not obligated to monitor access or use of our Services. However, we reserve the right to do so for purposes of operating and maintaining our Services, ensuring Your compliance with this Agreement, and complying with applicable legal requirements. We may disclose unlawful conduct to law enforcement authorities, and pursuant to valid legal process, we may cooperate with law enforcement authorities to prosecute users who violate the law. We reserve the right (but are not required) to remove or disable any content posted to the App or access to App at any time and without notice, and at our sole discretion if we determine in our sole discretion that Your content or use of the App is objectionable or in violation this Agreement.
OOTech has no liability or responsibility to users of our Services or any other person or entity for performance or non-performance of the aforementioned activities.
- CHANGES TO THE OUR SERVICES
From time to time and without prior notice to You, we may change, expand, and improve our Services. We may also, at any time, cease to continue operating part or all of the certain Services or selectively disable certain features of the certain Services. Your use of our Services does not entitle You to the continued provision or availability of that Service. Any modification or elimination of any Service or any particular features will be done in our sole and absolute discretion and without an ongoing obligation or liability to You. If we do make a change that results in a material decrease in functionality, You may terminate Your subscription.
Both You and OOTech may terminate this Agreement at any time with notice to the other. On termination, You lose the right to access or use our Services. The following shall survive termination:
- Our rights to use and disclose Your feedback
- Users and/or Visitors’ rights to further re-share content and information You shared through the Services
- Sections 4, 5, 9, 10 and 12 of this Agreement
- Any amounts owed by either party prior to termination remain owed after termination.
You may close Your account by visiting the platform authentication section of the APP to delete Your account. This will permanently delete Your account and all related data stored on our servers, if applicable. If You choose to delete Your account, it will remain active for 30 days before everything is wiped clean.
Once Your account is deleted, a User can continue to use the App anonymously without signing in. This will allow the User access to the limited features available in that mode. However, if a user decides to re login to their account within the 30 days after they have activated a deletion request, that request will automatically be cancelled and the User will need to repeat the delete account process if they still wish to delete their account.
- Consequences of Termination
If this Agreement is terminated:
- by You due to breach by OOTech, we will provide You with a pro rata refund for any fees prepaid by You applicable to the period following the termination of this Agreement; or
- by OOTech due to breach by You, we will bill You, and You will pay, for any accrued but unbilled fees for the subscription term, and You will remain liable to pay any invoices outstanding on the termination date.
In no event will expiration or termination of this Agreement relieve You of any fees payable for the period prior to the date of termination.
- Data Exports
The Services include functionality that enables You to export data in Your account at any time during the term of this Agreement. If the foregoing functionality is not operational, we may assist You to export any data that existed in Your account at the time of termination, provided You make such a request before the end of Your subscription term. However, we do not guarantee that all data can be exported and only data that is permitted to be transferred to You within the terms of any applicable confidentiality requirement or other privacy setting will be transferred to You. Upon written request, OOTech will delete all data from its production environments.
- THIRD-PARTY SERVICES
Our Services may give You access to links to third-party websites, apps, or other products or services (“Third Party Services”). OOtech does not control Third Party Services in any manner and, accordingly, does not assume any liability associated with such Third Party Services. You need to take appropriate steps to determine whether accessing a Third Party Service is appropriate, including protecting Your personal information and privacy in using any such Third Party Services and complying with relevant agreements.
- WARRANTY DISCLAIMER
Except as expressly provided in this Agreement and to the extent permitted by applicable law, neither party makes any warranties of any kind, express, implied, statutory, or otherwise, including those of merchantability, fitness for a particular purpose, and non-infringement. OOTech provides the services on an “as is” basis and, except as expressly provided in this Agreement and to the extent permitted by applicable law, we make no representations regarding the availability, reliability, or accuracy of the Services or any portion thereof, or regarding any customer data or other content associated with Your account.
- LIMITATION OF LIABILITY
TO THE FULLEST EXTENT PERMITTED BY LAW (AND UNLESS OOTECH HAS ENTERED INTO A SEPARATE WRITTEN AGREEMENT THAT OVERRIDES THIS AGREEMENT), OOTECH, INCLUDING ITS AFFILIATES, WILL NOT BE LIABLE IN CONNECTION WITH THIS AGREEMENT FOR LOST PROFITS OR LOST BUSINESS OPPORTUNITIES, REPUTATION (E.G., OFFENSIVE OR DEFAMATORY STATEMENTS), LOSS OF DATA (E.G., DOWN TIME OR LOSS, USE OF, OR CHANGES TO, YouR INFORMATION OR CONTENT) OR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES.
OOTECH AND ITS AFFILIATES WILL NOT BE LIABLE TO You IN CONNECTION WITH THIS AGREEMENT FOR ANY AMOUNT THAT EXCEEDS (A) THE TOTAL FEES PAID OR PAYABLE BY You TO OOTECH FOR THE SERVICES DURING THE TERM OF THIS AGREEMENT, IF ANY, OR (B) CAD $1000.
You agree to defend, indemnify, and hold OOTech, its officers, directors, employees, agents, licensors, and suppliers, harmless from and against any claims, actions or demands, liabilities and settlements including without limitation, reasonable legal and accounting fees, resulting from, or alleged to result from Your violation of this Agreement.
- GOVERNING LAW AND DISPUTE RESOLUTION
This Agreement is governed by the laws of Ontario and these laws apply to the use of our Websites or our App by You, notwithstanding Your domicile, residency or physical location. The Websites and the App are intended for use only in jurisdictions where it may lawfully be offered for use.
Before commencing any form of litigation, including court proceedings, professional mediation or arbitration, each party agrees to:
- give the other party notice of the dispute and its nature;
- give the other party the opportunity to remedy any breach of this Agreement within 30 days; and
- hold good faith negotiations with the other party to settle the disputed matter.
- OTHER TERMS
- Force Majeure
Neither party will be liable for inadequate performance to the extent caused by a condition (for example, natural disaster, act of war or terrorism, riot, governmental action, pandemic, health emergency or general internet disturbance) that was beyond the party’s reasonable control (except for payment of any money owed).
The use of the terms includes, including, such as and similar terms, will be deemed not to limit what else might be included.
- No Waiver
A party’s failure or delay to enforce a provision under this Agreement is not a waiver of its right to do so later.
If any provision of this Agreement is determined to be unenforceable by a court of competent jurisdiction, that provision will be severed from this Agreement and the remaining terms will remain in full effect.
- Third Party Beneficiaries
There are no third party beneficiaries to this Agreement.
- CONTACT US