TERMS OF USE

Last updated April 30, 2021

These Terms of Use constitute a legally binding agreement made between you, whether personally or on behalf of an entity (“you”) and Enolytics LLC ("Enolytics", "Company", “we”, “us”, or “our”), concerning your access to and use of the https://www.enolytics.com, https://my.enolytics.com and https://support.enolytics.com websites as well as any other media form, media channel, mobile website or mobile application related, linked, or otherwise connected thereto (collectively, the “Site” or "Services"). You agree that by accessing the Site, you have read, understood, and agreed to be bound by all of these Terms of Use. IF YOU DO NOT AGREE WITH ALL OF THESE TERMS OF USE, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE SITE AND YOU MUST DISCONTINUE USE IMMEDIATELY.

You must read these Terms of Use and our Privacy Agreement carefully before accessing or using the services offered by Enolytics.

By signing up for the Enolytics service (“Service”) or utilizing any of our services you are agreeing to be bound by the following terms and conditions (“Terms of Service”), our privacy agreement and our subscription agreement.

Enolytics provides you with reporting, advanced reporting, dashboard and advanced analytics services through our 'my.enolytics.com' web portal and support through 'support.enolytics.com'. 

Any new features or tools which are added to the current Service shall be also subject to the Terms of Service. 

Supplemental terms and conditions or documents that may be posted on the Site from time to time are hereby expressly incorporated herein by reference. We reserve the right, in our sole discretion, to make changes or modifications to these Terms of Use at any time and for any reason. We will alert you about any changes by updating the “Last updated” date of these Terms of Use, and you waive any right to receive specific notice of each such change. It is your responsibility to periodically review these Terms of Use to stay informed of updates. You will be subject to, and will be deemed to have been made aware of and to have accepted, the changes in any revised Terms of Use by your continued use of the Site after the date such revised Terms of Use are posted.

The use of the Services are solely for your own use, and not for the use or benefit of any third party.

ACCESS

The Site is intended for users who are at least 18 years old.

To access and use the Services, you must be registered by Enolytics for a valid account (“Account”) by providing your full legal name, phone number, a valid email address, and any other information indicated as required in the signup process. You must provide accurate and complete information in response to our questions, and you must keep that information current.

Enolytics may reject your application for an Account, cancel, or suspend an existing Account, for any reason, at our sole discretion.

You acknowledge that Enolytics will use the email address you provide as the primary method for communication.

You are responsible for keeping your password secure. Enolytics cannot and will not be liable for any loss or damage from your failure to maintain the security of your Account and password.

You are responsible for all activity and content such as data, graphics, photos and links that is uploaded to our site. You must not transmit any worms or viruses or any code of a destructive nature.

A breach or violation of any term in the Terms of Service as determined at the sole discretion of Enolytics will result in an immediate termination of your services.

CONTENT

All Content, whether publicly posted or privately transmitted, is the sole responsibility of the person or entity who originated such Content. Enolytics cannot guarantee the authenticity of any Content or data which Users may provide about themselves. You acknowledge that all Content accessed by you using the Services is at your own risk.

The Services contain Content specifically provided by Enolytics and such Content is protected by copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws, as applicable. You shall abide by and maintain all copyright notices, information, and restrictions contained in any Content accessed through the Services.

INTELLECTUAL PROPERTY RIGHTS

Unless otherwise indicated, the Site is our proprietary property and all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics on the Site (collectively, the “Content”) and the trademarks, service marks, and logos contained therein (the “Marks”) are owned or controlled by us or licensed to us, and are protected by copyright and trademark laws and various other intellectual property rights and unfair competition laws of the United States, international copyright laws, and international conventions.

The Content and the Marks are provided on the Site “AS IS” for your information and personal use only. Except as expressly provided in these Terms of Use, no part of the Site and no Content or Marks may be copied, reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without our express prior written permission.

Provided that you are eligible to use the Site, you are granted a limited license to access and use the Site and to download or print a copy of any portion of the Content to which you have properly gained access solely for your personal, non-commercial use. We reserve all rights not expressly granted to you in and to the Site, the Content and the Marks.

We do not claim any intellectual property rights over the material you provide to our Service.

We will not disclose your confidential information to third parties, except as required in the course of providing our services.

Enolytics shall have the non-exclusive right and license to use the names, trademarks, service marks and logos associated with your brand to promote the Service.

USER REPRESENTATIONS

By using the Site and Services, you represent and warrant that: (1) you have the legal capacity and you agree to comply with these Terms of Use; (2) you are not a minor in the jurisdiction in which you reside; (3) you will not access the Site through automated or non-human means, whether through a bot, script, or otherwise; (4) you will not use the Site for any illegal or unauthorized purpose; and (5) your use of the Site will not violate any applicable law or regulation.

The person signing up for the Service will be the contracting party (“Account Owner”).

If you are signing up for the Service on behalf of your employer, your employer is considered the Account Owner. If you are signing up for the Service on behalf of your employer, then you represent and warrant that you have the authority to bind your employer to our Terms of Service.

It is the Account Owner's responsibility to manage access to the Services. When an employee leaves the employer, it is the employer's responsibility to disable access to the Site. Employer can request Enolytics' assistance in disabling access, granted Enolytics is provided with a reasonable time frame. 

If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the Site (or any portion thereof).

GENERAL CONDITIONS

Technical support is only provided to Account holders and is only available via email.

Verbal or written abuse of any kind (including threats of abuse or retribution) of any Enolytics customer, Enolytics employee, member, or officer will result in immediate Account termination.

You may submit comments or ideas about the Services (“Ideas”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited, and without restriction, that it will not place us under any fiduciary, confidentiality or other obligation, and that we are free to use the Idea without any additional compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone.

As a condition of access or use, you promise not to access or use the Services for any purpose that is prohibited by these Terms of Use. You are responsible for all of your activity in connection with the Services.

You agree that we may provide notices to you via banners on the Service, or to an email sent to an address you provided, or through other means. You agree to keep your contact information up to date. If the contact information you provide isn't up to date, you may miss out on these notices. Please review your settings regularly to control and limit what kind of messages you receive from us.

PROHIBITED ACTIVITIES

You may not access or use the Site for any purpose other than that for which we make the Site available. The Site may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by us.

As a user of the Site, you shall not (and shall not allow any third parties to):

1. Trick, defraud, or mislead us and other users, especially in any attempt to learn sensitive account information such as user passwords.

2. Circumvent, disable, or otherwise interfere with security-related features of the Site, including features that prevent or restrict the use or copying of any Content or enforce limitations on the use of the Site and/or the Content contained therein.

3. Disparage, tarnish, or otherwise harm, in our opinion, us and/or the Site.

4. Use any information obtained from the Site in order to harass, abuse, or harm another person.

5. Make improper use of our support services or submit false reports of abuse or misconduct.

6. Use the Site in a manner inconsistent with any applicable laws or regulations.

7. Engage in unauthorized framing of or linking to the Site.

8. Upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or other material, including excessive use of capital letters and spamming (continuous posting of repetitive text), that interferes with any party’s uninterrupted use and enjoyment of the Site or modifies, impairs, disrupts, alters, or interferes with the use, features, functions, operation, or maintenance of the Site.

9. Engage in any automated use of the system, such as using scripts to send comments or messages, or using any data mining, robots, or similar data gathering and extraction tools.

10. Delete the copyright or other proprietary rights notice from any Content.

11. Attempt to impersonate another user or person or use the username of another user.

12. Sell or otherwise transfer your profile.

13. Interfere with, disrupt, or create an undue burden on the Site or the networks or services connected to the Site.

14. Harass, annoy, intimidate, or threaten any of our employees or agents engaged in providing any portion of the Site to you.

15. Attempt to bypass any measures of the Site designed to prevent or restrict access to the Site, or any portion of the Site.

16. Copy or adapt the Site’s software, including but not limited to Flash, PHP, HTML, JavaScript, or other code.

17. Decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Site.

18. Make any unauthorized use of the Site, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by automated means or under false pretenses.

19. Use the Site as part of any effort to compete with us or otherwise use the Site and/or the Content for any revenue-generating endeavor or commercial enterprise.

USER GENERATED CONTRIBUTIONS

By accepting the terms of use, you grant Enolytics the right to upload your data through API to the Enolytics Site.

By uploading your data or by granting Enolytics the right to upload your data to the Site or otherwise through the Services, you hereby do and shall grant Enolytics a worldwide, non-exclusive, irrevocable, perpetual, royalty-free, fully paid, sub-licensable and transferable right and  license to use and share all customer data with respect to your customers that Enolytics may obtain through accessing your transferred data and accessing your websites, accessing the websites of your customers for the limited purposes of (a) providing support services and other services to you ; (b) improving the Enolytics Software and the Services; (c) performing analyses related to the Enolytics Software. The foregoing license includes the right for Enolytics to develop and publish or otherwise make available broadly applicable insights regarding aggregated data but only when the data has been aggregated or de-identified so that such insights cannot reasonably be used to identify end-users or Your Customers.

The Site may invite you to chat, contribute to, or participate in blogs, submit ideas, message boards, online forums, and other functionality, and may provide you with the opportunity to create, submit, post, display, transmit, perform, publish, distribute, or broadcast content and materials to us or on the Site, including but not limited to text, writings, video, audio, photographs, graphics, comments, suggestions, or personal information or other material (collectively, "Contributions"). Contributions may be viewable by other users of the Site and through third-party websites. As such, any Contributions you transmit may be treated as non-confidential and non-proprietary. When you create or make available any Contributions, you thereby represent and warrant that:

1. The creation, distribution, transmission, public display, or performance, and the accessing, downloading, or copying of your Contributions do not and will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark, trade secret, or moral rights of any third party.
2. You are the creator and owner of or have the necessary licenses, rights, consents, releases, and permissions to use and to authorize us, the Site, and other users of the Site to use your Contributions in any manner contemplated by the Site and these Terms of Use.
3. You have the written consent, release, and/or permission of each and every identifiable individual person in your Contributions to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of your Contributions in any manner contemplated by the Site and these Terms of Use.
4. Your Contributions are not false, inaccurate, or misleading.
5. Your Contributions are not unsolicited or unauthorized advertising, promotional materials, pyramid schemes, chain letters, spam, mass mailings, or other forms of solicitation.
6. Your Contributions are not obscene, lewd, lascivious, filthy, violent, harassing, libelous, slanderous, or otherwise objectionable (as determined by us).
7. Your Contributions do not ridicule, mock, disparage, intimidate, or abuse anyone.
8. Your Contributions are not used to harass or threaten (in the legal sense of those terms) any other person and to promote violence against a specific person or class of people.
9. Your Contributions do not violate any applicable law, regulation, or rule.
10. Your Contributions do not violate the privacy or publicity rights of any third party.
11. Your Contributions do not contain any material that solicits personal information from anyone under the age of 18 or exploits people under the age of 18 in a sexual or violent manner.
12. Your Contributions do not violate any applicable law concerning child pornography, or otherwise intended to protect the health or well-being of minors.
13. Your Contributions do not include any offensive comments that are connected to race, national origin, gender, sexual preference, or physical handicap.
14. Your Contributions do not otherwise violate, or link to material that violates, any provision of these Terms of Use, or any applicable law or regulation.

Any use of the Site in violation of the foregoing violates these Terms of Use and may result in, among other things, termination or suspension of your rights to use the Site.

CONTRIBUTION LICENSE

By posting your Contributions to any part of the Site, you automatically grant, and you represent and warrant that you have the right to grant, to us an unrestricted, unlimited, irrevocable, perpetual, non-exclusive, transferable, royalty-free, fully-paid, worldwide right, and license to host, use, copy, reproduce, disclose, sell, resell, publish, broadcast, retitle, archive, store, cache, publicly perform, publicly display, reformat, translate, transmit, excerpt (in whole or in part), and distribute such Contributions (including, without limitation, your image and voice) for any purpose, commercial, advertising, or otherwise, and to prepare derivative works of, or incorporate into other works, such Contributions, and grant and authorize sub-licenses of the foregoing. The use and distribution may occur in any media formats and through any media channels.

This license will apply to any form, media, or technology now known or hereafter developed, and includes our use of your name, company name, and franchise name, as applicable, and any of the trademarks, service marks, trade names, logos, and personal and commercial images you provide. You waive all moral rights in your Contributions, and you warrant that moral rights have not otherwise been asserted in your Contributions.

We do not assert any ownership over your Contributions. You retain full ownership of all of your Contributions and any intellectual property rights or other proprietary rights associated with your Contributions. We are not liable for any statements or representations in your Contributions provided by you in any area on the Site. You are solely responsible for your Contributions to the Site and you expressly agree to exonerate us from any and all responsibility and to refrain from any legal action against us regarding your Contributions.

We have the right, in our sole and absolute discretion, (1) to edit, redact, or otherwise change any Contributions; (2) to re-categorize any Contributions to place them in more appropriate locations on the Site; and (3) to pre-screen or delete any Contributions at any time and for any reason, without notice. We have no obligation to monitor your Contributions.

SUBMISSIONS

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or other information regarding the Site ("Submissions") provided by you to us are non-confidential and shall become our sole property. We shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any lawful purpose, commercial or otherwise, without acknowledgment or compensation to you. You hereby waive all moral rights to any such Submissions, and you hereby warrant that any such Submissions are original with you or that you have the right to submit such Submissions. You agree there shall be no recourse against us for any alleged or actual infringement or misappropriation of any proprietary right in your Submissions.

THIRD-PARTY WEBSITE AND CONTENT

The Site may contain (or you may be sent via the Site) links to other websites ("Third-Party Websites") as well as articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software, and other content or items belonging to or originating from third parties ("Third-Party Content"). Such Third-Party Websites and Third-Party Content are not investigated, monitored, or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third-Party Websites accessed through the Site or any Third-Party Content posted on, available through, or installed from the Site, including the content, accuracy, offensiveness, opinions, reliability, privacy practices, or other policies of or contained in the Third-Party Websites or the Third-Party Content. Inclusion of, linking to, or permitting the use or installation of any Third-Party Websites or any Third-Party Content does not imply approval or endorsement thereof by us. If you decide to leave the Site and access the Third-Party Websites or to use or install any Third-Party Content, you do so at your own risk, and you should be aware these Terms of Use no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any website to which you navigate from the Site or relating to any applications you use or install from the Site. Any purchases you make through Third-Party Websites will be through other websites and from other companies, and we take no responsibility whatsoever in relation to such purchases which are exclusively between you and the applicable third party. You agree and acknowledge that we do not endorse the products or services offered on Third-Party Websites and you shall hold us harmless from any harm caused by your purchase of such products or services. Additionally, you shall hold us harmless from any losses sustained by you or harm caused to you relating to or resulting in any way from any Third-Party Content or any contact with Third-Party Websites.

SITE MANAGEMENT AND SECURITY

We reserve the right, but not the obligation, to: (1) monitor the Site for violations of these Terms of Use; (2) take appropriate legal action against anyone who, in our sole discretion, violates the law or these Terms of Use, including without limitation, reporting such user to law enforcement authorities; (3) in our sole discretion and without limitation, refuse, restrict access to, limit the availability of, or disable (to the extent technologically feasible) any of your Contributions or any portion thereof; (4) in our sole discretion and without limitation, notice, or liability, to remove from the Site or otherwise disable all files and content that are excessive in size or are in any way burdensome to our systems; and (5) otherwise manage the Site in a manner designed to protect our rights and property and to facilitate the proper functioning of the Site.

We follow generally accepted industry standards and take appropriate commercially reasonable measures, including administrative, technical, and physical safeguards, to protect personal information from loss, theft, misuse, and unauthorized access, disclosure, alteration, and destruction. Despite our efforts, no transmission of data over the internet is guaranteed to be completely secure, and we cannot guarantee the security of any information you provide to us. Therefore, Enolytics does not promise or guarantee, and you should not expect, that your personally identifiable information or communications with us will always remain private. You are responsible for protecting your username and password from third party access, and for selecting passwords that are secure. If there is ever a dispute about who owns your Enolytics Account, we are the decider at our sole discretion.

Enolytics further reserves the right to access, read, preserve, and disclose any information as Enolytics reasonably believes is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce these Terms of Use, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to User support requests, or (v) protect the rights, property or safety of Enolytics, its Users and the public.

MONEY BACK GUARANTEE

Enolytics offers a 30 day money back guarantee period which starts on the sooner of (i) the date of first customer login, or (ii) 7 days after initial data load on to Enolytics’s servers from the Ecommerce provider or (iii) 21 days after signing of the offer letter.

You must terminate, via a ticket in our support portal (support.enolytics.com), the Agreement prior to the expiration of the Money Back Guarantee in order to receive a full refund.

The money back guarantee only applies to the Ecommerce Analysis and Customer Segmentation products. All other terms and agreements are still applicable.

PRIVACY AGREEMENT

We care about data privacy and security. Please review our Privacy Agreement. By using the Site, you agree to be bound by our Privacy Agreement, which is incorporated into these Terms of Use. Please be advised the Site is hosted in the United States. If you access the Site from any other region of the world with laws or other requirements governing personal data collection, use, or disclosure that differ from applicable laws in the United States, then through your continued use of the Site, you are transferring your data to the United States, and you agree to have your data transferred to and processed in the United States.

If you process information that identifies or is reasonably capable of identifying an individual in connection with the Services (including information collected by Enolytics on your behalf), you acknowledge reading and consenting to our Privacy Agreement and agree to comply with applicable laws regarding the collection, use, disclosure, protection, and retention of this information, as applicable.

SUBSCRIPTION AGREEMENT

Customers using Enolytics' subscription services are subject to the Subscription Agreement. Please review our Subscription Agreement. By signing the Offer Letter you agree to be bound by our Subscription Agreement.

COPYRIGHT INFRINGEMENTS

We respect the intellectual property rights of others. If you believe that any material available on or through the Site infringes upon any copyright you own or control, please immediately notify us using the contact information provided below (a “Notification”). A copy of your Notification will be sent to the person who posted or stored the material addressed in the Notification. Please be advised that pursuant to applicable law you may be held liable for damages if you make material misrepresentations in a Notification. Thus, if you are not sure that material located on or linked to by the Site infringes your copyright, you should consider first contacting an attorney.

TERM AND TERMINATION

These Terms of Use shall remain in full force and effect while you use the Site and Services. WITHOUT LIMITING ANY OTHER PROVISION OF THESE TERMS OF USE, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE SITE (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR NO REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE TERMS OF USE OR OF ANY APPLICABLE LAW OR REGULATION. WE MAY TERMINATE YOUR USE OR PARTICIPATION IN THE SITE OR DELETE ANY CONTENT OR INFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN OUR SOLE DISCRETION.

If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party. In addition to terminating or suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redress.

You may cancel your Account at anytime, by providing written notice thirty (30) days prior to the date of termination, via email to support@enolytics.com and then following the specific instructions indicated to you in Enolytics’ response.

Upon termination of the Services by either party for any reason:

  1. Enolytics will cease providing you with the Services and you will no longer be able to access your Account. the license and any other rights granted under these Terms will end;

  2. unless otherwise provided in the Terms of Service, you will not be entitled to any refunds of any Fees, pro rata or otherwise; and

  3. any outstanding balance owed to Enolytics for your use of the Services through the effective date of such termination will immediately become due and payable in full.

  4. we are not responsible for any losses you experience because of the termination of our services. Some terms of our agreement will still apply even after our relationship ends.

  5. we may (but have no obligation to) delete your information and account data stored on our servers

  6. we will not be liable to you or any third party for compensation, reimbursement, or damages for any termination or suspension of the Services, or for deletion of your information or account data. All provisions of these Terms of Use which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability

If at the date of termination of the Service, there are any outstanding Fees owing by you, you will receive one final invoice via email. Once that invoice has been paid in full, you will not be charged again.

We reserve the right to modify or terminate the Enolytics Service or your Account for any reason, without notice at any time.

Fraud: Without limiting any other remedies, Enolytics may suspend or terminate your Account if we suspect that you (by conviction, settlement, insurance or escrow investigation, or otherwise) have engaged in fraudulent activity in connection with the Site.

MODIFICATIONS, INTERRUPTIONS AND PRICING

We cannot guarantee the Site will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Site, resulting in interruptions, delays, or errors. We reserve the right to change, revise, update, suspend, discontinue, or otherwise modify the Site at any time or for any reason without notice to you. You agree that we have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Site during any downtime or discontinuance of the Site. Nothing in these Terms of Use will be construed to obligate us to maintain and support the Site or to supply any corrections, updates, or releases in connection therewith.

Prices for using the Services are subject to change upon 30 days’ notice from Enolytics.

Enolytics shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Service.

GOVERNING LAW

These Terms of Use and your use of the Site are governed by and construed in accordance with the laws of the State of Georgia applicable to agreements made and to be entirely performed within the State of Georgia, without regard to its conflict of law principles.

DISPUTE RESOLUTION

Any legal action of whatever nature brought by either you or us (collectively, the “Parties” and individually, a “Party”) shall be commenced or prosecuted in the state and federal courts located in Dekalb, Georgia, and the Parties hereby consent to, and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to venue and jurisdiction in such state and federal courts. Application of the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transaction Act (UCITA) are excluded from these Terms of Use. In no event shall any claim, action, or proceeding brought by either Party related in any way to the Site be commenced more than one (1) years after the cause of action arose.

CORRECTIONS

There may be information on the Site that contains typographical errors, inaccuracies, or omissions, including descriptions, pricing, availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the Site at any time, without prior notice.

DISCLAIMER

THE SITE IS PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE THAT YOUR USE OF THE SITE AND OUR SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SITE AND YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE SITE’S CONTENT OR THE CONTENT OF ANY WEBSITES LINKED TO THE SITE AND WE WILL ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SITE, (3) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SITE, (5) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SITE BY ANY THIRD PARTY, AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SITE. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SITE, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE OR MOBILE APPLICATION FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.

LIMITATIONS OF LIABILITY

IN NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO US DURING THE ONE (1) MONTH PERIOD PRIOR TO ANY CAUSE OF ACTION ARISING. CERTAIN US STATE LAWS AND INTERNATIONAL LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.

Your use of the Service is at your sole risk. The Service is provided on an “as is” and “as available” basis without any warranty or condition, express, implied or statutory.

Service is “as is” so it may have errors or interruptions and Enolytics provides no warranties.

Enolytics does not warrant that the quality of any products, services, information, or other material purchased or obtained by you through the Service will meet your expectations, or that any errors in the Service will be corrected.

INDEMNIFICATION

You agree to defend, indemnify, and hold us harmless, including our affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any third party due to or arising out of: (1) your Contributions; (2) use of the Site; (3) breach of these Terms of Use; (4) any breach of your representations and warranties set forth in these Terms of Use; (5) your violation of the rights of a third party, including but not limited to intellectual property rights; or (6) any overt harmful act toward any other user of the Site with whom you connected via the Site. Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this indemnification upon becoming aware of it.

ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES

Visiting the Site, sending us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and on the Site, satisfy any legal requirement that such communication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE SITE. You hereby waive any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records, or to payments or the granting of credits by any means other than electronic means.

MISCELLANEOUS

Excepting the Subscription Agreement entered by Users registering for an Enolytics Account, these Terms of Use are the entire agreement between you and Enolytics with respect to the Service and use of the Site, Service, Content or User Submissions and supersede all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and Enolytics with respect to the Site. If any provision of these Terms of Use is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms of Use will otherwise remain in full force and effect and enforceable. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.

The failure of Enolytics to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. The Terms of Service constitutes the entire agreement between you and Enolytics and govern your use of the Service, superseding any prior agreements between you and Enolytics (including, but not limited to, any prior versions of the Terms of Service).

Enolytics shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond Enolytics' reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation (including "line-noise" interference). These Terms of Use are personal to you, and are not assignable, transferable or sub-licensable by you except with Enolytics' prior written consent. Enolytics may assign, transfer or delegate any of its rights and obligations hereunder without consent. 

No agency, partnership, joint venture, or employment relationship is created as a result of these Terms of Use and neither party has any authority of any kind to bind the other in any respect.

Unless otherwise specified in these Term of Use, all notices under these Terms of Use will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; or the day after it is sent, if sent for next day delivery by recognized overnight delivery service.

WARRANTY DISCLAIMER

Except to the extent required by law, Enolytics has no special relationship with or fiduciary duty to you. You acknowledge that Enolytics has no control over, and no duty to take any action regarding: which Users gain access to the Services; what Content you access via the Services; what effects the Content may have on you; how you may interpret or use the Content; or what actions you may take as a result of having been exposed to the Content. You release Enolytics from all liability for you having acquired or not acquired Content through the Services. 

THE SITE, SERVICES, CONTENT AND ADD-TO LINK ARE PROVIDED "AS IS", "AS AVAILABLE" AND ARE PROVIDED WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED, SAVE TO THE EXTENT REQUIRED BY LAW.

ENOLYTICS, AND ITS DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, SUPPLIERS, PARTNERS AND CONTENT PROVIDERS DO NOT WARRANT THAT: (A) THE SERVICES WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (B) ANY DEFECTS OR ERRORS WILL BE CORRECTED; (C) ANY CONTENT OR SOFTWARE AVAILABLE AT OR THROUGH THE SERVICES IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (D) THE RESULTS OF USING THE SERVICES WILL MEET YOUR REQUIREMENTS. YOUR ACCESS AND/OR USE OF THE SITE, SERVICES, CONTENT AND ADD-TO LINK IS SOLELY AT YOUR OWN RISK. SOME STATES / COUNTRIES DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

CONTACT US

In order to resolve a complaint regarding the Site or to receive further information regarding use of the Site, please contact us at support@enolytics.com

PRIVACY AGREEMENT

 
Last updated January 4, 2021


This Privacy Agreement ("Agreement") describes the information, including personally identifiable information, Enolytics collects when you sign up for, use, access or otherwise interact with any Enolytics applications, products, services, or websites (collectively, "Site" or “Services”), and how we use and share that information. This agreement applies to you, users, and to clients (“Clients”), and it applies to all information we collect through our Services, even if you have not signed up for an Enolytics account.

You should review this Agreement carefully, and be sure you understand it, prior to using the Site. You acknowledge that the Agreement is designed to be read in connection with the Site’s Terms of Use, which is available here and that by accessing or using our Site, you agree to be bound by the Site’s terms and conditions, as well as this Agreement. If you do not agree to this Agreement, you should not use, and should immediately terminate your use of, the Site. For purposes of this Agreement, accessing the Site only to review this Agreement is not deemed to be use of the Site.


Changes to This Agreement

We reserve the right to update this Agreement. If this Agreement changes,  we will alert you about any changes by updating the “Last updated” date of this Privacy Agreement, and you waive any right to receive specific notice of each such change. It is your responsibility to periodically review this Privacy Agreement to stay informed of updates. You will be subject to, and will be deemed to have been made aware of and to have accepted, the changes in any revised Privacy Agreement by your continued use of the Site after the date such revised Terms of Use are posted. 

In the event that the change is significant or material, we will notify you of such a change by sending a notice to the primary email address specified in your account. Please check this Agreement on the site frequently. 

COLLECTION OF INFORMATION

Information You Provide

We collect information you provide, when signing up for an Enolytics account, during a transaction, or accessing our applications, websites, documentation, or Services. We collect various basic user information such as your name, email address, mailing address, phone number, billing information; personal interests or preferences; or purchases or use of our products or services.

Information We Collect from Your Use of the Services

We collect information about you when you use our Services, including as follows:

  • When one of our applications is open on your mobile device, we periodically receive information about the location of the device. We collect device-specific information when you access our Services, including your hardware model, operating system and version, unique device identifiers, mobile network information, and information about the devices interaction with our Services.

  • Enolytics may also collect non-personally identifiable information about your use of the Services, such as your access times, domains, browser type, version and language, operating system, and Internet Protocol (“IP”) addresses (together, “Use Data”).

Certain Other Forms of Information Collected

We collect information through various technologies, including sending cookies to your computer or mobile device. Cookies are small data files that are stored on your hard drive or in device memory by a website and help to give you a personal experience. We may also collect information using web beacons. Web beacons are electronic images that may be used in our Services or emails. We may use web beacons to deliver cookies, count visits, understand usage and campaign effectiveness, and determine whether an email has been opened and acted upon. Like most standard website servers, our Services use log files. This includes IP addresses, browser type, internet service provider (“ISP”), referring/exit pages, platform type, date/time stamp, and number of clicks to analyze trends, administer the site, track users’ movement and gather demographic information for aggregate use.

Google Analytics

The Site uses Google Analytics, a web analytics service provided by Google Inc. (“Google”). Google Analytics uses “cookies”, which are text files placed on your computer, to help the Site analyze how users use the Site. The information generated by the cookie about your use of the Sites (including your IP address) will be transmitted to and stored by Google on servers in the United States. Google will use this information for the purpose of evaluating your use of the Site, compiling reports on website activity for website operators and providing other services relating to website activity and internet usage. Google may also transfer this information to third parties where required to do so by law, or where such third parties process the information on Google's behalf. Google will not associate your IP address with any other data held by Google. You may refuse the use of cookies by selecting the appropriate settings on your browser, however please note that if you do this you may not be able to use the full functionality of the Site. By using the Site, you consent to the processing of data about you by Google in the manner and for the purposes set out above.


Social Media and Online Engagement

We occasionally use a variety of technologies and social media options to communicate and interact with customers, potential customers, employees and potential employees. These sites and applications include popular social networking and media sites, open source software communities and more. To better engage the public in ongoing dialog, certain of our businesses use certain third-party platforms including, but not limited to, Facebook, Twitter, WhatsApp, LinkedIn, and Instagram. Third-Party Websites and Applications (TPWA) are Web-based technologies that are not exclusively operated or controlled by us. When interacting on those websites, you may reveal certain personal data to us or to third parties. Other than when used by our employees for the purpose of responding to a specific message or request, we will not use, share, or retain your personal data.


Use Of Information

We may use personal information about you as follows:

  • We use information about you to provide, maintain, and improve our Services.

  • We also use information about you to personalize the Services. We may use your information to establish and activate your account, and to provide assistance or support with respect to your use of our Services.

  • We may use information we collect to send you news and information about our Services and to communicate with you about products, services, contests, promotions, incentives, and rewards offered by us and select partners, including Clients;

  • We may use information about you to track and analyze trends and usage in connection with our Services; to improve content, advertising or Services, to process and deliver contest and promotion entries and rewards; to protect our rights or property; to verify your identity; to investigate and prevent fraud or other illegal activities; and for any other purpose disclosed to you in connection with our Services


Sharing Of Information

We may share personal information about you as follows:

  • In response to a request by law enforcement or other governmental entity or court order or subpoena; if under a legal obligation to do so, to protect the integrity of our company if we believe that a user has committed unlawful or otherwise harmful acts; to protect our interest in connection with a legal proceeding; in emergency situation to protect health or safety; if we believe such disclosure is in your vital interest; or if we obtained your information from public sources;

  • In connection with any merger or consolidation with, or sale of substantially all of Enolytics’ assets to, an affiliated entity or a third party, in which case such other entity will be informed of its obligations with respect to your information under this Privacy Agreement;

  • If we believe that disclosure is reasonably necessary to comply with any applicable law, regulation, legal process, or governmental request; to enforce applicable agreements or policies; to protect the security or integrity of our Services; and to protect us, our Sellers, end users, or the public from harm or illegal activities; and with your consent.

  • We may also share aggregated, non-personally identifiable information with third parties.


Preferences

You may change or correct information about yourself by logging into your Enolytics account at any time or by emailing us at support@enolytics.com. 

If you opt out of marketing communications, we may still send you non-promotional communications, such as digital receipts and messages about your account or our ongoing business relations.


Client Information

If you have established a contractual relationship with Enolytics, there is certain information we must maintain in order to properly service your account. We retain certain information at our sole discretion that we need to process your information, fulfill your requests and our obligations to you, to maintain our records in accordance with industry practices, to resolve disputes, to troubleshoot problems to enforce this Privacy Agreement, or for other valid business reasons; it is not Enolytics’ policy to retain more information for longer than is necessary. Please note that Enolytics will not remove your non-personally identifiable Use Data from our aggregated files. Furthermore, please be aware that even if you request your information to be removed from our systems, such information may never be completely removed due to technical and legal constraints, including backup and disaster recovery systems, as we have the need to keep some information to track and record your requests.

Contact

Please contact us with any questions or concerns regarding our policy at: support@enolytics.com

 SUBSCRIPTION AGREEMENT

 

Last updated August 1, 2021

This Services Agreement (“Agreement”) applies to business customers who become subscribers and governs your purchase and use, in any manner, of all subscription services (the “Services”) provided by Enolytics LLC, (collectively, “Enolytics”).

You must accept the terms of this Agreement in order to use the Services. If you choose not to become a subscriber of Enolytics Services, this Agreement is not applicable to you as a User, however the Terms of Use Agreement remains in effect.

NOTWITHSTANDING, BY BECOMING A SUBSCRIBER AND USING THE SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO BE BOUND BY THE TERMS AND CONDITIONS.

Enolytics reserves the right to change or modify any of the terms and conditions contained in this Agreement and any agreement or guidelines incorporated by reference at any time in its sole discretion. We reserve the right, in our sole discretion, to make changes or modifications to this Subscription Agreement at any time and for any reason. We will alert you about any changes by updating the “Last Updated” date of this Subscription Agreement , and you waive any right to receive specific notice of each such change. It is your responsibility to periodically review this Subscription Agreement  to stay informed of updates. You will be subject to, and will be deemed to have been made aware of and to have accepted, the changes in any revised Subscription Agreement  by your continued use of the Site after the date such revised Terms of Use are posted.

Services

Enolytics will provide shared servers for storage, transformation, processing of data and access of the Site, and adequate storage space and bandwidth on our servers to support your business. 

Your Content must be provided to Enolytics through a supported API. If your material does not meet this condition, Enolytics has the option at any time to reject this material. Enolytics will notify you of its refusal of the material and afford you the opportunity to amend or modify the material to bring it to the appropriate level. 

Enolytics will take commercially reasonable steps to prevent unauthorized access to the Site, Content, and Confidential Information stored on Enolytics' servers.

Term

This Agreement shall be perpetual, effective on the date of the customer acceptance of the Offer Letter.

Termination

Either party may terminate this Agreement at any time and for any reason by providing written notice thirty (30) days prior to the date of termination.

Use of the Service

You may not use the Services or the Site in any manner that violates Enolytics' then current Terms of Use Agreement. The Terms of Use Agreement is incorporated into this Agreement and continued use of the Service manifests assent to be bound by it. 

Enolytics' policies pertaining to the use in any manner, the grant of licenses, and the ownership rights to Content are governed by our Terms of Use Agreement above, which is expressly incorporated herein, and in the Enolytics Privacy Agreement.

Entire Agreement

This Agreement and all policies and guidelines incorporated in this Agreement by reference constitutes the entire Agreement of the parties and may not be modified or altered orally but only by an agreement in writing signed by both parties.

Security

Enolytics shall establish computer security policies and procedures designed to ensure the:

  • Security and integrity of your Confidential Information;

  • Protection against anticipated threats or hazards to the security or integrity of your Confidential Information; and

  • Protection against the unauthorized access or use of your Confidential Information.

Offer Letter

You must adhere to all notes and additional information specified in the offer letter at all times.

Trial Period

During the free trial period, customer shall have access to the Enterprise version of the Enolytics Platform and can cancel at any time without being charged. Cancelation is subject to our published terms and conditions.

While in the trail period, the customer shall also have access to unlimited email support, using Enolytics’ support portal or emailing support@enoltyics.com.

Payment, Refunds, Upgrading and Downgrading

Customer shall pay the Subscription Fee as indicated on their invoice prior to non-trial use of the system. Notwithstanding anything to the contrary, subscription fees are non-refundable.

When you cancel, you can keep using the system through the end of your billing cycle.

You can only downgrade the level of our services in between billing cycles.

Downgrading may cause the loss of features and functionality. Enolytics does not accept any liability for such loss.

You may upgrade your subscription at any time. A pro-rated invoice for the remaining of the billing cycle will need to be paid within 15 days of enabling the additional functionality.

At the end of the billing cycle, you may only continue using the system by paying in advance for the next billing cycle. If you fail to pay prior to usage, your account may be frozen and inaccessible until payment is received and processed.

Setup Fees

Any/all setup fees billed by Enolytics are due as follows: 100% upon sign-up. Setup fees are non-refundable.

Support Fees

Support fees (email, and support portal) are included in the software licensing fees. Plans are annual by default, or month to month and cannot be set up for a specific time frame (i.e. only for 3 months). If you would like it to last for 3 months, sign up on month '1', then cancel on month '3.'

There is no limit on the number or hours or level of support. All online resources (Knowledge Base, Customer Community and ticketing) are included as part of your subscription fee. 

If you prefer dedicated training or analysis , it will be billed at $150 per hour in 15 minute increments and is billed separately.

Licensing Fees

Licensing fees are based on the Net Sales Amount for DTC as calculated in the Enolytics platform. Net Sales is Gross Sales - Discounts. Net Sales does not include shipping, handling, taxes or tips. License fees will be adjusted annually based on your level of Net Sales, if applicable.

Licensing fees exclude taxes.

There are 4 levels for the purposes of licensing fees: Small (< $1,000,000 in Net Sales in the previous full calendar year), Medium (between $1,000,000 and $1,999,999 in Net Sales in the previous calendar year), Large (between $2,000,000 and $3,999,999 in Net Sales in the previous calendar year) and X-Large ($4,000,000 and more in Net Sales in the previous calendar year). 

PAYMENT TERMS

Payment terms are NET 15. Invoices not paid within 15 days, shall lead to suspension of the Account until payment has been received.

LATE PAYMENTS

Late payments shall lead to suspension of the Account until payment has been received. A 5% late fee will be assessed on all late payments. The Account shall be reinstated within 2 business days after the full amount (including late fee) has been paid.

Per User license

The pricing sheet states the amount of named user licenses awarded to you based on the level of service you have chosen. You can buy additional user licenses can be purchased at $49/month per user. You can decrease/increase your number of users at any time. The additional user license will be billed separately initially until your next bill is due.

Programming work

Any programming work is considered expert level support and billed per incident at $200 per hour. We'll let you know the time needed if you're requesting a task that involved expert level support (it's not common, but it happens from time to time and we'll make sure you're aware before doing any of this expert level billable work). 

Plans will auto-renew each year or month (depending on your period choice) until you cancel it (to cancel your plan, email us at support@enolytics.com).