Survease Terms of use

Terms of use are valid from 25.05.2019

General
These Terms of Use (the "Terms") apply to the Survease Service (the "Service") and the Agreement (the "Agreement") entered into between the Customer indicated at the time of registration (the "Customer"). The precondition for using the Service is the acceptance of these conditions and their fulfillment. By using the Service, you agree to these terms.
Duration and termination of the Agreement
The Agreement shall be deemed concluded if the Customer has registered as a user of the Service, has accepted these Terms and Conditions, and Survease has confirmed the registration. The confirmation will be sent by e-mail to the e-mail address provided by the Customer. Survease will send an activation link to the Customer to the e-mail address provided by the Customer, with which the account can be activated to use the Service. The agreement period starts from the moment the above criteria are met.

The conditions for terminating the Agreement are determined according to whether the Customer has a valid paid Service or a free Service:

If the Customer has a valid paid Service account, the Customer may terminate the Agreement by giving written notice of termination not later than 30 days before the expiry of the Agreement. If the Customer does not terminate the Agreement in accordance with the aforementioned conditions, the Agreement period shall be automatically extended on the basis of a fixed Agreement period equal to the period of the original Agreement.

If the Customer has a free Service account, either party may terminate the Agreement with one (1) months’ notice.

Survease has the right to terminate the Agreement without justification and with immediate effect within two (2) weeks after the date of the purchase order, regardless of whether an order has already been confirmed or not. Survease has the right to terminate the Agreement with immediate effect if the Customer violates these Terms and Conditions.
Changes
Survease has the right to unilaterally change these Terms and Conditions. Survease will notify the Customer of any change at least one (1) month in advance. Survease leaves the Customer fourteen (7) calendar days to review the amendments to the Terms and Conditions, after which the amended Terms and Conditions shall enter into force without notifying the Customer again. If the Customer does not agree with the new conditions, he/she has the right to terminate the Agreement with written notice from the date of entry into force of the new conditions.
Transfer
The Customer has no right to transfer or transfer the Agreement to third parties without the prior written permission of Survease. Survease has the right to transfer the Agreement and the Service to third parties without the Customer's consent.
Description of the Service
The Service includes a customer experience platform that allows service users to gather feedback from the company's customers, analyze it, respond to customer complaints and make improvements to the company. Survease reserves the right, in its sole discretion, to offer a free account with the restrictions set forth on the Survease websites (www.survease.com). In addition, Survease may offer additional services related to the Service (both for a paid and free account), which are subject to separate fees.

Survease entitles the Customer to use the Service during the term of the Agreement to fulfill the business objectives of his/her company. The Customer has no right to resell the Service.

The Service is provided "as is," and Survease makes no warranties as to the level, reliability, uninterrupted operation, marketability, or fitness for a particular purpose of the Service or the absence of any defects in the Service. Survease will use reasonable efforts to notify the Customer in advance of any interruptions in the operation of the Service and will perform maintenance work without unnecessarily disrupting the use of the Service.
Customer's Responsibilities
Upon the use of the Service and at the time of ordering the paid Service, the Customer shall provide accurate and complete data and immediately notify Survease of any changes in the data. The Customer is responsible for all activities performed under his/her account and costs arising from the misuse of the account, such as research and repair costs.

The Customer ensures that his/her Survease Service usernames and passwords are not disclosed to third parties. The Customer will notify Survease immediately if his/her username or password is disclosed to a third party.

The Customer does not use the Service for activities that are not in accordance with these Terms and Conditions and applicable law. If the Service is used for such purpose or if the information provided by the Customer is inaccurate or insufficient, Survease has the right to immediately and without prior notice suspend the provision of the Service or remove any material that Survease believes violates these Terms and Conditions.

The Customer shall immediately notify Survease of errors and activities that do not comply with the description of the Service.
Property and intellectual property rights
All rights, authorship, and proprietary rights, including intellectual property rights, in and to the Service and its content, features, and functions, as well as any changes thereto, are the sole property of Survease or its licensors.

During the term of the Agreement, the Customer has a limited simple right to use the Service in its normal business activities in accordance with the Agreement and these Terms and Conditions.

Copying, imitating, distributing, or disclosing the Service or its content or parts, or using it for purposes other than those set out in these terms, is strictly prohibited.

The Customer is responsible for his/her own materials and their legality. In particular, the Customer ensures that the material submitted by him/her does not infringe the copyright, trademark, or other intellectual property rights of any third party and that the Customer has the right to transmit materials and process personal data of end customers within the Service.
Limitation of liability
The Customer uses the Service at his/her own risk. Survease is not liable for damages caused by the Customer's end customers, the activities of the Customer's employees, or the consequences caused by the Customer's passive activities.

Survease's liability to the Customer in connection with this Agreement shall not exceed the amount corresponding to the fees (excluding VAT) actually paid to Survease by the Customer for the Service during the previous twelve (12) months.

Neither party shall be liable for any indirect or consequential and non-proprietary damages, including loss of profits or income and absence or loss of data. The limitation of liability does not apply to damages resulting from intentional misconduct, gross negligence, or damages caused by the Customer by granting the right to use the Service or other rights to third parties.

Neither party shall be liable for any delay or damage resulting from an obstacle beyond the reasonable control of the parties which could not reasonably have been taken into account at the time of the conclusion of the Agreement and the consequences of which could not reasonably have been avoided or exceeded ("force majeure"). Such delays or damages include, but are not limited to, problems, errors, and interruptions in third party software and equipment, as well as denial of service attacks, security breaches, and other similar illegal actions by third parties. If circumstances of force majeure occur with an Survease subcontractor, such party shall also be released from liability.
Fees and invoicing
Unless otherwise agreed in writing, the Service and other services are paid for in accordance with the Survease price list (https://www.survease.com/prices), which will be amended if necessary. Value Added Tax (VAT) is added to the fees in accordance with current tax laws and regulations.

Survease has the right to change the fees related to the Service at any time. Survease notifies the Customer of such a change at least one (1) month in advance of the change taking effect. In such a case, the Customer has the right to terminate the Agreement in writing before the effective date of the change. The new price list is valid from the beginning of the next payment period.

The payment period of the Service corresponds to the subscription period of the Service. An invoice for the use of additional paid services is sent together with the Service invoice or as a separate invoice. Invoices will be sent to the address provided by the Customer.

If the Customer fails to pay the payments arising from the Agreement, Survease has the right to suspend the provision of the Service, demand interest on arrears in accordance with the Law of Obligations Act (§ 94 and § 113, as amended), and demand payment according to the currently valid price list for the resumption of the Service interrupted due to late payments or negligence, provided that the resumption of the Service is possible. The Customer is also responsible for fees and other legal costs paid to collection companies arising from late payments.
Personal data
Survease has the right to collect and process personal data necessary for the provision of the Service. Personal data is processed in accordance with the Data Protection Act and Survease's privacy policy, which is available at Privacy Policy and is an integral part of the Agreement.

To the extent that the Customer's material contains personal data, Survease (or its subcontractors) will process such data on behalf of and for the benefit of the Customer, and the Customer will remain the data controller for such personal data. The written instructions given by Survease in the role of the Customer's registrar are set out in full in these Terms and Conditions. The Customer confirms the documented instructions for handling personal data formed by these Terms and Conditions. The Customer is responsible for the lawfulness of the processing of personal data on his/her own behalf.

Survease must implement appropriate technical and organizational measures in order to ensure the protection of the Customer's personal data against unauthorized access and accidental or illegal processing. In implementing these security measures, Survease will take into account state of the art and the costs of implementation, the scope of processing, the context, and purposes of the processing, and the risks associated with personal data in accordance with the Agreement. Survease must ensure that the persons entitled to process personal data comply with the obligation of confidentiality.

Survease has the right to use the necessary subcontractors to offer in accordance with the Service Agreement and these Terms and Conditions. Survease ensures that such subcontractors are subject to requirements equivalent to the data protection requirements set out in the Agreement and informs the Customer about the subcontractors used and any changes concerning them. The Customer has the right to contest the changes arising from the subcontractors by terminating the Agreement by giving one (1) month's written notice before the date of entry into force of the change.

Survease will not transfer Customers' personal data outside the European Union / European Economic Area without implementing the safeguards required by applicable data protection law, such as standard model clauses.

Survease helps the Customer to fulfill the obligations arising from the applicable data protection laws, including answering inquiries from data subjects and supervisory authorities. The Customer shall reimburse Survease for reasonable costs related to such assistance. Inquiries must be made in writing.

Survease will provide the Customer with information that is reasonably necessary to prove compliance with applicable data protection laws.

The nature, material, and purpose of the data processing performed by Survease on behalf of the Customer are related to the operation of the financial management software in the form of the Service in accordance with the Agreement. The contractual categories of data subjects are Customer contacts, Customers' Customers, and other stakeholders. The processing of personal data ends mainly upon the termination of the Agreement.
Other terms and conditions
Survease makes reasonable efforts to back up its data systems and the data they contain. However, the Customer is responsible for maintaining copies of the data uploaded to the Service.

Upon termination of the Agreement or at the written request of the Customer, Survease must either destroy the processed personal data or return it to the Customer. Upon termination of the Agreement, Survease will delete all personal data within one (1) month after the termination of the Agreement.

Both parties to the Agreement are obliged to keep the business secrets, and other confidential data of the other party received confidential.
Applicable law and disputes
This Agreement shall be governed by and construed in accordance with the laws of Estonia, without regard to its conflict of laws provisions. Disputes, contradictions, and claims related to these Terms and Conditions shall be resolved primarily through negotiations. If no agreement is reached, disputes shall be resolved pursuant to the procedure prescribed by the legislation of the Republic of Estonia.

Failure by either party to exercise any right or provision of these Terms and Conditions shall not constitute a waiver of such rights or other rights.

If any provision of these Terms and Conditions is held to be invalid or unenforceable by a court, it will not affect the validity or enforceability of the Agreement, and any provision that has become invalid or unenforceable will be amended to the extent necessary to render it lawful, valid and enforceable.
Contract details
More information about these Terms and Conditions:
Survease Oü (Reg.nr: 12935476)
Varese 10a-36
13424 Tallinn
Phone. +372 56 570 608
E-mail: [email protected]