This is an Agreement (“Agreement”) between OrangeScape Inc., herein (“OrangeScape”), having an office and place of business at 800 W El Camino Real, Mountain View, CA 94040 USA, and the entity agreeing to the terms herein (“Participant”, “You”, “you” or “Customer”). By using or accessing any part of the Service, You agree that You have read, understand, and agree to be bound by all of these terms and conditions. If You do not agree to all of these terms and conditions, You must not use or access the Service. If You are entering into this Agreement on behalf of a company, You represent that You have the authority to bind that company to the terms of this Agreement.
1. Description of Service
OrangeScape provides a software as a web service, also referred to as cloud service, named KiSSFLOW (herein after referred as “Service” or “Services”). The Service is offered and provided subject to the terms and conditions of this Agreement. The Customer shall connect to the Service using any internet browser or mobile application supported by the Service. The Customer is responsible for obtaining access to the internet and the equipment necessary to access the service.
2. Modification of Terms of Service
OrangeScape reserves the right to update and change the Terms of Service from time to time; an updated version will be published on our website at http://kissflow.com/terms-of-service. Any new features that augment or enhance the current Service, including the release of new tools and resources, shall be subject to this Terms of Service. You may terminate your use of the Services if the Terms are modified in a manner that substantially affects your rights in connection with use of the Services. Your continued use of the Service after any such changes shall constitute your consent to such changes. You can review the most current version of the Terms of Service at any time at http://kissflow.com/terms-of-service.
3. Restrictions on Use
In addition to all other terms and conditions of this Agreement, you shall not: (i) transfer or otherwise make available to any third party the Services; (ii) provide any service based on the Services without prior written permission; (iii) use the Services for spamming and/or other illegal purposes; or (iv) reverse engineer or access the Service in order to (a) build a competitive product or service, (b) build a product using similar ideas, features, functions or graphics of the Service, or (c) copy any ideas, features, functions or graphics of the Service.
4. Payment, Refund, and Subscription Terms
- A free 7-day trial is offered without the need for a credit card.
- To continue using the Services after the free trial period, you must begin a paid subscription which requires a valid credit card. Enterprise customers may request a paper contract that includes alternate billing arrangements including purchase orders.
- Paid plans are $9 per user per month.
- Users of the Service have access to a feature called Public Forms where they may host a form on the internet and receive submissions from anyone. Public Forms are governed by a Fair Use Policy (FUP) which allows any account to have a maximum of 30 submissions every month. If the Customer wants to use more than 30 submissions, they can prepay for credits at $0.30 per submission. If the Customer does not have enough credits, the Public Forms feature will not work. The Customer will be notified by email when they get close to the end of your 30 free submissions. The customer can get the same functionality of Public Forms through KiSSFLOW APIs. Usage scenarios for triggering the start of a KiSSFLOW App will be considered similar to that of a Public Form submission and will be counted against the FUP limit.
- The Service is billed on a monthly and/or annual basis. In both cases, the amount billed is non-refundable. There will be no refunds or credits for partial months of service.
- Each term shall automatically renew for subsequent periods of the same length as the initial term unless either party gives the other written notice of termination at least thirty (30) days prior to expiration of the then-current term.
- Information on the subscription options and charges for all paid Services is available in the pricing page of our website.
- OrangeScape reserves the right to change the subscription fee from time to time.
- In case of non-payment for any reason or any violation of these terms, OrangeScape shall be entitled – without liability – to immediately bar Customer’s access to the Service.
5. Data ownership & Privacy
- OrangeScape does not own any customer data. The Customer shall have the sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use any and all customer data.
- OrangeScape provides automatic data backup for all customer data. This backup solution is built on top of the world’s leading cloud hosting providers like Google, Inc., Amazon.com, Inc., and others. However, there might be rare occasions of data loss or failure to store or retrieve any data due to a defect in our software or the software used by the above mentioned cloud service providers. In such cases, OrangeScape will restore the last backup data in mutual consultation with the customer.
- Solely and only for the purpose of providing the services to you, you grant OrangeScape royalty free, worldwide permission to access, copy, distribute, store, transmit, reformat, display and perform the content of your account.
- You hereby consent that, OrangeScape may identify You as a Customer of the service (using Your name and logo) and generally describe the products or services it provides to You in its promotional materials, presentations, media, press releases and proposals to other current and prospective customers.
- If a Customer does not renew the subscription for the Service, OrangeScape shall provide all Customer Data on explicit written request from the customer in a generally accessible format within 30 days after the end of such term and thereafter may delete the customer account and all of the Customer Data. Please note that some information like billing and subscription may remain with us for accounting and legal reasons. Additionally, Customer Data may remain with us for the period of 90 days on our replication servers and/or high availability servers, beyond which it is completely deleted.
Confidential Information of the Customer shall mean all business and technological information of Customer and shall include the Customer Data. Confidential Information of OrangeScape shall mean the Services other than the Customer Data. Confidential Information shall not include any information which is in the public domain (other than through a breach of this agreement), which is independently developed by the recipient or which is received by a third party not under restriction. The recipient will not disclose the Confidential Information, except to affiliates, employees, agents, professional advisors, or third party vendors who participate in the provision of the Services hereunder who need to know it and who have agreed to keep it confidential. The recipient will ensure that those people and entities use the received Confidential Information only to exercise rights and fulfill obligations under this Agreement, while using reasonable care to keep it confidential. The recipient may also disclose Confidential Information to the extent required by an order of a government entity of appropriate jurisdiction; provided that the recipient uses commercially reasonable efforts to promptly notify the other party of such disclosure before complying with such order.
7. General Account Terms
- Access to the Service is only available to the Customer and the Users to whom the Customer grants access, subject to the Customer making the applicable payments for the Service under this Agreement.
- Usernames and passwords are personal, and are to be considered part of Confidential Information of Customer. The Customer is at all times fully liable for all acts and omissions by Users whom the Customer has granted access and agrees to indemnify OrangeScape for all claims and losses related to such acts and omissions.
- Customer may not use the Service for any illegal or unauthorized purpose. Customer must not, in the use of the Service, violate any laws in customer jurisdiction (including but not limited to copyright laws).
- OrangeScape may make updates to the Service from time to time as per market demands.
- Customer is responsible for all taxes and Customer will pay OrangeScape for the Services without any reduction for taxes. If OrangeScape is obligated to collect or pay taxes, the taxes will be invoiced to Customer.
- Except as expressly set forth herein, this Agreement does not grant either party any rights, implied or otherwise, to the other’s content or any of the other’s intellectual property. As between the parties, Customer owns all Intellectual Property Rights in Customer Data and OrangeScape owns all Intellectual Property Rights in the Service.
- When the Customer pays OrangeScape via bank transfer, the necessary bank transfer charges should be borne by the Customer. For avoidance of doubt, the total license fee payable should be credited to our account without any deductions.
8. Warranty and Disclaimer
- OrangeScape warrants that it will provide 95% uptime of the service failing which downtime credit will be provided for the time the service was not available.
- OrangeScape agrees to defend, indemnify, and hold harmless Customer, its Affiliates, and their respective, officers, directors, employees, agents, representatives and contractors from and against any claims, actions, demands, liabilities and expenses, including, without limitation, damages, other monetary relief, expert fees, costs and reasonable legal fees, alleging or resulting from any claim that the Services infringe upon the intellectual property rights of whatever type or form of any third party.
- OrangeScape is not responsible for any delays, delivery failures, or other damage resulting from limitations, delays, and other problems inherent in the use of the Customer provided internet and electronic communications.
- Except as otherwise provided herein, the Service is provided on an “AS IS” basis, without warranties of any kind, either express or implied, including, without limitation, implied warranties of title, merchantability, fitness for a particular purpose or non-infringement.
- OrangeScape takes reasonable care for virus protection and other harmful components; however, given the nature of virus evolution, OrangeScape makes no warranty that the service will be free of viruses or other harmful components.
- OrangeScape makes no warranty that
- the service will be error-free or uninterrupted (including, without limitation, interruptions that occur in the context of regularly scheduled maintenance); however, when such errors or interruptions occur, OrangeScape will take reasonable efforts the rectify the errors and interruptions;
- any information or advice obtained by Customer in connection with the Service will be accurate or complete;
- the results of using the Service will meet Customer requirements.
9. E.U. – U.S. Privacy Shield
In compliance with the Privacy Shield Principles, OrangeScape commits to resolve complaints about our collection or use of your personal information. EU and Swiss individuals with inquiries or complaints regarding our Privacy Shield policy should first contact OrangeScape at [email protected]
OrangeScape has further committed to cooperate with the panel established by the EU data protection authorities (DPAs) and the Swiss Federal Data Protection and Information Commissioner (FDPIC) with regard to unresolved Privacy Shield complaints concerning data transferred from the EU and Switzerland.
10. Limitation of Liability
IN NO EVENT SHALL ORANGESCAPE BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, OR OTHER LOSS OR DAMAGE WHATSOEVER OR FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, COMPUTER FAILURE, LOSS OF BUSINESS INFORMATION, OR OTHER LOSS ARISING OUT OF OR CAUSED BY YOUR USE OF OR INABILITY TO USE THE SERVICE, EVEN IF ORANGESCAPE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH ORANGESCAPE RELATED TO ANY OF THE SERVICES SHALL BE TERMINATION OF SUCH SERVICE. IN NO EVENT SHALL ORANGESCAPE’S ENTIRE LIABILITY TO YOU IN RESPECT OF ANY SERVICE, WHETHER DIRECT OR INDIRECT, EXCEED THE LAST 3 MONTHS FEES PAID BY YOU TOWARDS SUCH SERVICE
11. Privacy Terms
At OrangeScape, we respect our customers and users need for online privacy and protect any personal information that may be shared with us, in an appropriate manner. OrangeScape’s practice as regards use of customer personal information is as set forth below. The following provisions are in addition to the confidentiality provisions set forth herein. In the event of a conflict between the provisions of this section and the confidentiality provision, the confidentiality provisions shall prevail.
- Information we collect:
- OrangeScape collect information in two ways:
- Information customer gives us. OrangeScape collects information from Google Apps (G Suite) to provide better service to all our users – that includes first name, last name, email address and email groups each user belongs to. This information is synchronized on a periodic basis and if the user is deleted or made inactive in Google Apps domain, we delete or deactivate the user in our application as well. OrangeScape does not collect passwords or store documents in our application
- Information we get from customer for use of our service. Information we get from customer use of our service. OrangeScape may collect information about the service that customer use and how customer use them, like when customer visit the application or when customer used a specific feature. Our logging system automatically collects information like the internet protocol address, browser type, browser language, referring URL, features accessed, errors generated, time zone, operating system information and other such information that is transmitted in the header of the user’s HTTP request and stores it in log files. OrangeScape uses these log files to analyze trends, administer, and improve the application. OrangeScape doesn’t collect or store application or user specific data as a part of logs.
- How OrangeScape handles your data
OrangeScape collects data from visitors to our product websites and also user of our products. We may use that data in the following ways:
- Change the content of the website to better suit the needs of visitors
- Diagnose and resolve technical problems for websites or products
- Improve website and product performance
- Make improvements to websites or products
- Make customized suggestions for how to optimize your usage of the product
- Offer better support through online chat
- Notify about changes to products
- Track browsing and usage behavior to better serve your needs
- How We Share Information Collected
We do not sell, rent or trade information collected through our websites or products with third parties for their promotional purposes.
We may disclose data we have collected through your usage of the the website or products to the following third parties:
- Our subsidiaries and affiliates
- Contractors, business partners and service providers we use to support our business or who provide services on our behalf
- In the event of merger, acquisition, or any form of sale or transfer of some or all of our assets (including in the event of a reorganization, dissolution or liquidation), in which case personal information held by us about Users will be among the assets transferred to the buyer or acquirer
- We may also disclose your personal information to third parties to:
- Comply with any court order or other legal obligation
- Enforce or apply our Terms of Service or terms of any other agreement
- Security of customer data
OrangeScape adopts industry appropriate data collection, storage, and processing practices and security measures to protect against unauthorized access, alteration, disclosure or destruction of Customer personal information and data stored in customer user account. OrangeScape shall ensure that it receives similar commitments from its vendors used to provide the Services hereunder. OrangeScape will provide notification to Customer as soon as reasonably practical after a breach of such security which may impact Customer Data. Access to customer name and email address is restricted to our employees who need to know such information in connection with providing OrangeScape Service to Customer and are bound by confidentiality obligations. OrangeScape does not sell the personally identifiable information Customer provide for financial gain nor does OrangeScape share such information with third parties for the purpose of sending customer advertisements for products or service unaffiliated with OrangeScape.
- Accessing and Correcting Your Personal Information
If you wish to correct or delete and personal or organizational information that we have collected under the Terms of Service, you may send an email to [email protected], detailing the information you would like to see, edit, or delete. We will use reasonable efforts to respond to such requests for correction, but cannot guarantee that we will honor every request.
- Resolving Disputes
- Your choice in usage of data
- Sharing data with regulatory authorities
With respect to personal data received or transferred pursuant to the Privacy Shield Framework, OrangeScape is subject to the regulatory enforcement powers of the U.S. Federal Trade Commission.
- In certain situations, OrangeScape may be required to disclose personal data in response to lawful requests by public authorities, including to meet national security or law enforcement requirements.
- In cases of onward transfer to third parties of data of EU or Swiss individuals, received pursuant to the EU-U.S. Privacy Shield and Swiss-U.S. Privacy Shield, OrangeScape is potentially liable.
- A customer’s decision to invoke this binding arbitration option is entirely voluntary. Arbitral decisions will be binding on all parties to the arbitration. Once invoked, the individual forgoes the option to seek relief for the same claimed violation in another forum, except that if non-monetary equitable relief does not fully remedy the claimed violation, the individual’s invocation of arbitration will not preclude a claim for damages that is otherwise available in the courts.
11. Governing Law & Jurisdiction
This agreement shall be governed by the laws of the State of Delaware, United States of America.
Last Updated: 10th January, 2018