Terms of Service
Please read this Agreement carefully and immediately cease using the Services if you do not agree to it.
These Terms and Conditions, and any other terms and policies referred to in these Terms and Conditions, form the agreement between Finkit Solutions Ltd with incorporation number HE 424428 (referred to as “SaaS Provider”, “we” or “us”) and the user (referred to as “Customer” or “you”), collectively referred to as the Parties or each a Party, (Agreement).
The SaaS Provider owns, or holds the relevant rights to, the MyFinkit Service and will license the use of the Software as a service to the Customer.
The Customer wishes to license the SaaS Services available athttps://myfinkit.com/ (Site) from the SaaS Provider.
This Agreement sets out the terms upon which the SaaS Provider has agreed to grant a license to the Customer to use the SaaS Services. This Agreement is binding on any use of the Services and applies to the Customer from the time that the SaaS Provider provides the Customer with an account (Customer’s account) to access and use the Services (Effective Date).By accessing and/or using the Services you:
- agree to use the Services in accordance with this Agreement.
By using our Services and subscribing on our Site, you acknowledge that you have read, understood, and accepted this Agreement and you have the authority to act on behalf of any person or entity for whom you are using the Services, and you are deemed to have agreed to this Agreement on behalf of any entity for whom you use the Services.
On or from the Effective Date and during the Term, the SaaS Provider agrees to provide the Services in accordance with the terms of this Agreement.
The Customer agrees the SaaS Provider owns or holds the applicable licenses to all Intellectual Property Rights including but not limited to copyright in the Software and SaaS Services and any documentation provided with the Services by the SaaS Provider to the Customer including any Customer configuration documentation.
The SaaS Provider reserves the right to change or remove features of the SaaS Services from time to time. Where there is any material alteration to the SaaS Services in accordance with this clause, the SaaS Provider will provide the Customer with 30 Business Days’ notice and the Customer agrees that any material alteration is at the SaaS Provider’s discretion.The Parties agree that the SaaS Provider:
- will supply the Services on a non-exclusive basis.
- does not make any warranty or representation as to the ability of the facilities or services of any third-party suppliers; and
- is not liable for any failure in, fault with or degradation of the Services if that failure, fault or degradation is attributable to or caused by any failure of the Customer Environment or the facilities or services of any third party.
SaaS Service License
In consideration for payment of the Fees, the SaaS Provider grants to the Customer a non-exclusive, non-transferable (except as otherwise permitted under this Agreement), personal, revocable, license to access and use the SaaS Services in accordance with the Service Provider’s intended purpose for the SaaS Services (SaaS License).The Customer agrees that the SaaS License:
- commences from the Effective Date or the day the Customer is granted access to the SaaS Services by the SaaS Provider, whichever occurs first.
- permits the Customer to use the SaaS Services in accordance with the SaaS Services’ normal operating procedures; and
- permits the Customer to provide access and use of the SaaS Services to Authorized Users by embedding the SaaS Services into Customer’s services to its customers, as applicable.
The Customer must not access or use the SaaS Services except as permitted by the SaaS License and may not do or authorize the commission of any act that would or might invalidate or be inconsistent with the SaaS Provider’s Intellectual Property Rights in the SaaS Services or Software. Without limiting the foregoing provisions, the Customer agrees and acknowledges that it must not and will not permit any person to:
- resell, assign, transfer, distribute or provide others with access to the SaaS Services.
- “frame”, “mirror” or serve any of the SaaS Services on any web server or other computer server over the Internet or any other network.
- copy, alter, modify, create derivative works from, reproduce, resell, transfer to a third party, reverse assemble, reverse engineer, reverse compile or enhance the SaaS Services or Software (except as expressly permitted by the Copyright Act 1976 Law 59/1976 Art.7 (1)(a) ; or
- alter, remove or tamper with any trademarks, any patent or copyright notices, or any confidentiality legend or notice, or any numbers, or other means of identification used on or in relation to the SaaS Services or Software.
The Customer must not use the SaaS Services in any way which is in breach of any statute, regulation, law or legal right of any person within Cyprus or the jurisdiction in which the Customer or its Personnel are located.
The Customer grants to the SaaS Provider a limited license to copy, transmit, store and back-up or otherwise access, use or refer to any Intellectual Property Rights in the Data:
- to supply the Services including to enable the Customer, its Personnel and any Authorized Users to access and use the Services;
- to do analysis for the purposes of predictive safety analytics, industry guideline production and other construction safety-related uses, provide such Data is re-identified;
- for diagnostic purposes;
- to test, enhance and otherwise modify the Services whether requested by the Customer or not;
- to develop other Services; and
- as reasonably required for the performance of the SaaS Provider’s obligations under this Agreement.
The Customer represents and warrants that:
- any and all Data supplied by the Customer or otherwise accessed by the SaaS Provider through the provision of the Services is the sole and exclusive property of the Customer or the Customer has secured any and all authorizations and rights to use the Data as applicable;
- its Data does not breach any relevant laws, regulations or codes;
- its Data does not infringe the Intellectual Property Rights of any third party;
- it will comply with all applicable laws and regulations in the jurisdiction where the Customer accesses and publishes content using the SaaS Services; and
- to the extent that the Data contains personal data, it has obtained the necessary consents in order to transfer or permit access to this Data in accordance with applicable privacy and the General Data Protection Regulation (GDPR) Law 125(I) 2018 .
The Customer acknowledges and agrees that:
any collation, conversion and analysis of Data performed as part of the Services whether by the Services or otherwise is likely to be subject to human input and machine errors, omissions, delays and losses including but not limited to any loss of Data. The SaaS Provider is not liable for any such errors, omissions, delays or losses. The Customer acknowledges and agrees it is responsible for adopting reasonable measures to limit the impact of such loss or error;
The SaaS Provider may relocate the Data to another jurisdiction. In each case, the SaaS Provider will give the Customer 10 Business Days’ notice and use all reasonable endeavors to minimize the effect of such change on the Customer’s access and use of the Services;
The SaaS Provider is not responsible for any corruption or loss of any Data if such corruption or loss is due to an act or omission by the Customer, its Personnel, its Related Bodies Corporate or any Authorized Users; and
The SaaS Provider is not responsible for the integrity or existence of any Data on the Customer’s Environment, network or any device controlled by the Customer or its Personnel.
The Customer agrees to indemnify and hold the SaaS Provider harmless for the corruption or loss of any Data controlled or stored by the Customer or any Related Bodies Corporate, to extent the corruption or loss is not caused by the negligent act or omission of the SaaS Provider or its Personnel.
Support and Service LevelsDuring the Term, the SaaS Provider will provide the Support Services in accordance with the Service Level Agreement in place and during the Business Hours from 9am to 5pm Monday to Friday, and provided that:
- the Customer provides the SaaS Provider with notice for applicable Services in accordance with any applicable system and processes as set out on the Site, as applicable; and
- where required, the Customer assists with investigating and ascertaining the cause of the fault and provides to the SaaS Provider all necessary information relevant to the fault (including but not limited to what the Customer or their Personnel has done in relation to the fault).
SaaS Provider Additional Responsibilities and Obligations
The SaaS Provider must maintain commercially reasonable security measures to protect all Confidential Information in its possession or control, or in the possession or control of its Personnel, from unauthorized access, use, copying or disclosure.
Customer Responsibilities and Obligations
The Customer will provide all required materials as required by the SaaS Provider from time to time for the SaaS Provider to perform the Services.The Customer must, at the Customer’s own expense:
- provide all reasonable assistance and cooperation to the SaaS Provider in order to enable the SaaS Provider to supply the Services in an efficient and timely manner including but not limited to obtaining from Authorized Users any consents necessary to allow the Customer and its Personnel to engage in the activities described in this Agreement and to allow the SaaS Provider to provide the Services;
- use reasonable endeavors to ensure the integrity of the Data;
- permit the SaaS Provider and its Personnel to have reasonable access to the Customer Environment for the purposes of supplying the Services;
- ensure that only Customer Personnel and Authorized Users will access and use the SaaS Services and such use and access will be in accordance with the terms and conditions of the SaaS License; and
- make any changes to its Customer Environment that may be required to support the delivery and operation of any Services.
The Customer is responsible for its use of the Services and must ensure that no person uses the Services:
- to break any law or infringe any person’s rights including but not limited to Intellectual Property Rights;
- to transmit, publish or communicate material that is defamatory, offensive, abusive, indecent, menacing or unwanted; or
- in any way that damages, interferes with or interrupts the supply of the Services.
The Customer acknowledges and agrees that:
- it is responsible for all users using the Services including its Personnel and any Authorized Users;
- its use of the Services will be at its own risk;
- it is responsible for maintaining the security of its account and password. The SaaS Provider has put in place multiple security layers such as 2 Factor authentication. The SaaS Provider cannot and will not be liable for any loss or damage from the Customer’s failure to comply with this security obligation;
- the SaaS Provider may alter or update the Customer’s account logins and passwords and the logins and passwords of any Authorized Users at any time throughout the Term;
- the Customer is responsible for all content posted and activity that occurs under their account. This includes content posted by others who have logins or accounts associated with the Customer’s account;
- the technical processing and transmission of the Service, including the Customer’s content, may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices;
- if the SaaS Provider wishes to alter the delivery of the SaaS Services which requires a change to the Customer Environment (including reconfigurations or interface customizations the extent necessary to access or use the SaaS Services) the Customer will give any assistance to the SaaS Provider or make any such changes to the Customer Environment, that the SaaS Provider reasonably requires; and
- the SaaS Provider may pursue any available equitable or other remedy against the Customer as a result of a breach by the Customer of any provision of this Agreement.
PaymentThe payment schedule is outlined within the Service Level Agreement in place between the Customer and the SaaS Provider
Each Party must (and must ensure that its Personnel do):
- keep confidential; and
- not use or permit any unauthorized use of,
- all Confidential Information.
Confidentiality requirements do not apply where:
- the information is in, or comes into, the public domain (other than by a breach of this confidentiality section);
- the relevant Party has the prior written consent of the Party that disclosed the Confidential Information;
- the disclosure is required by law;
- the disclosure is required in order to comply with this Agreement, provided that the Party disclosing the Confidential Information ensures the recipient complies with the terms of this clause 12; and
- the disclosure is to a professional adviser in order to obtain advice in relation to matters arising in connection with this Agreement and provided that the Party disclosing the Confidential Information ensures the adviser complies with the terms herein set.
Each Party and its Personnel agrees to comply with its obligations under the law and any other applicable legislation or privacy guidelines as amended from time to time in relation to personal information collected, used or disclosed by that Party or its Personnel in connection with the Services and this Agreement.
The SaaS Provider will take all reasonable steps to notify the Customer in writing if it becomes aware of any actual, threatened or suspected breach of Data where such breach involves personal information.
The Customer warrants that it has obtained each of its Personnel’s informed consent for the Service Provider, its related bodies corporate, and their respective Personnel to use, store, manipulate or otherwise deal with the personal information contained in the Data.
Indemnity and liability
The Customer indemnifies the SaaS Provider, its officers, employees, partners and licensors and hold Finkit Solutions harmless from any claim: (i) any loss of profit (including anticipated profit), loss of revenue, loss of business, loss of goodwill, loss of opportunity, loss of savings (including anticipated savings), loss of reputation, loss of use and/or loss or corruption of data ); (ii) lack of access to or use of or inability to access or use the Service; (iii) any conduct or content of any third party on the Services; (iv) any content obtained from the Services; nor (v) unauthorized access, use or alteration of your transmissions or content,whether under statute, contract, equity, tort (including negligence), indemnity or otherwise.
Term and Termination
The Term of this Agreement takes effect on and from the Effective Date of the service level agreement signed between parties and continues for an Initial Term of 12 months, and any Renewal Term, or otherwise indefinitely, unless this Agreement is terminated earlier in accordance with the terms of this Agreement.
Applicable to Initial Terms and any Renewal Term: At least 30 Business Days prior to the expiry of the current Contract Year, either Party may notify the other that it does not wish for the Term to be renewed and in such event, this Agreement will expire at the end of the current Contract Year. If a Party has not given notice pursuant to this clause, this Agreement is automatically renewed for another 12-month period (Renewal Term).
Applicable to Initial Terms and any Renewal Term: If a Party wishes to vary any of the Terms of this Agreement, it must give at least 30 Business Days’ notice prior to the expiry of the current Contract Year to enable the Parties to meet to discuss any proposed variation.
Finkit Solutions shall use domestic and international service providers to support the provision of the Service. A subcontractor can be used only if an adequate level of professionalism, data privacy and protection is provided.
Links to Third Party sites
The Services may contain links to third-party web sites or services that are not owned or controlled by the SaaS Provider.
The SaaS Provider has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party web sites or services. The Customer further acknowledges and agree that the SaaS Provider shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such web sites or services.
Independent legal advice
Each Party acknowledges and agrees that it has had an opportunity to read this Agreement, it agrees to its terms and, prior to executing it, it has been provided with the opportunity to seek independent legal advice about its terms.
“MyFinkit” and its corresponding logo, if any, is a registered trademark of Finkit Solutions Ltd.
For any questions, please contact us at:
Email : [email protected]
28th of October, 317-319A, KANIKA BUSINESS CENTER, 1st floor, Office 101, Limassol, 3105, Cyprus
+357 25 25 60 12