This Agreement governs your use of any of the InnerTrends tools, software applications and Platform, as contemplated herein, in view of being provided with web analytics services, as such are contemplated and described in our service packages, available at https://www.innertrends.com/pricing (Customer Engagement Scoring, Customer Engagement Insights and Customer Engagement Pro, as such might be amended by InnerTrends, from time to time) (the “Services”).
In connection with and for the purpose of providing the Services to You, InnerTrends gathers and processes various data, including Users Data, as such are defined below (e.g. email addresses, names, locations, purchased plan, actions they performed) to be ran through certain algorithms - however, depending on the Service package Your have chosen - with the purpose of identifying correlations between any of the gathered items and data (e.g. influence, impact, causality, etc). Based on such correlations, InneTrends’ product creates a profile of the tracked user to be further made available to the client (You) and, subject to the latter’s request, to be sent to marketing automation solutions, CRM applications, advertising, etc. Depending on the Service package You have chosen, InnerTrends’ reports resulted from the Services’ performance might envisage, inter alia, engagement scoring, churn risk, onboarding and retention rates, as well as many other customer analytics-related metrics (the “Reports”).
We may make changes to the Agreement from time to time. When we do, we will revise the “last updated” date given above. It is your responsibility to review the Agreement frequently and to remain informed of any changes to them. The then-current version of the Agreement will supersede all earlier versions. You agree that your continued use of our Services after such changes have been published to our Services will constitute your specific acceptance of such revised Agreement.
1. Access to InnerTrends Services
To register for and create an account for our Services, You must complete the registration process contemplated by the web platform https://my.innertrends.com/register where the Services are rendered (the “Platform”) by providing InnerTrends with the information prompted by the registration form, including your name, email address, company name, company website and password. You agree to provide us with complete and accurate information when You register in the Platform for the Services, and to keep such information up to date.
You shall protect your username and password and You are solely responsible for activities that occur under or through your account, including activities initiated by third parties, whether or not such activities are authorized by You. If You allow a third party to access the Services on your behalf, You shall ensure that such third party is bound by, and abides by, the terms of this Agreement. You agree to notify InnerTrends immediately of any unauthorized use of your account or any other breach of security relating to your account or your use of the Services.
InnerTrends may access your account, or information associated with your account, to provide support or maintenance, for security-related reasons, or any other business purpose, in all cases related to the Services. You acknowledge and consent to such access.
2. Fees and Service
The Services are provided without charge for the first 1 month of Your collaboration with InnerTrends under this Agreement and, thereafter, the Services monthly fee will amount from EUR 49/month - in case of Customer Engagement Scoring Package, to EUR 699 - for Customer Engagement Pro Package. In case You chose the Enterprise Package, depending on the complexity of the Services You will require (e.g. depending on the volume and complexity of the data to be processed, the number of the requested custom algorithms, the number and complexity of automations generated by the client’s data base, the level of the support requested by You, the infrastructure needed for the Services’ performance, the number of user profiling, etc) we will prepare and submit to Your approval a customized offer, subject to your approval. No taxes, charges or any other costs will be added to the Service fee, except for the fees that your bank might charge You for the transaction.
InnerTrends may change its fees and payment policies for the Service from time to time. The changes to the fees or payment policies are effective upon Your acceptance of those changes which will be posted at www.innertrends.com. Unless otherwise expressly stated herein, fees are quoted in EUR.
3. License to InnerTrends Software
Subject to the terms and conditions of this Agreement, and always provided that following your duly performance of the registration process herein contemplated, You have a Platform duly registered account, InnerTrends hereby grants You a limited, revocable, non-exclusive, non-transferable and non-assignable license to
- (A) include the InnerTrends-provided code (together with any fixes, updates and upgrades that might have been provided to You, the “InnerTrends Script”) in the source code for your web or mobile applications (including web page(s)) that are properly registered for the Services and duly owned or operated by You (“Your Website”), solely for the purposes of accessing and providing the information required for the Services performance, with respect to such web or mobile applications (including web pages); You can customize InnerTrends Script, either by using specific tracking functions made available by us, for such purpose, or by using InnerTrends graphic interface;
- and (B) remotely access the Services to access your Reports (depending on the Service Package you have chosen and paid to InnerTrends) located at http://my.innertrends.com.
For the avoidance of any doubt, when choosing any of the Service Packages available on https://www.innertrends.com/pricing, You determine the purposes and means of the processing of any and all Users Data made available to InnerTrends and You have full control and You are fully liable for any and each such information provided to InnerTrends (including but not limited to information sent through InnerTrends Script).
As between You and InnerTrends, You shall retain ownership and full control of any information, data and statistics that InnerTrends obtains from Your Website, such as raw data (including Users Data) and log files generated by and/or provided to the Services.
You hereby grant to InnerTrends a royalty-free, non-exclusive, irrevocable, right and license to access, use Your Website and to access and log
- (a) any information concerning users’ actions, errors, or activities on Your Website ,
- (b) any information sent to You by users’ web browsers concerning users’ web activities immediately prior to visiting Your Website (e.g., URL information and HTTP header information), and/or
- (c) any data or other information (including personal data) You provide to InnerTrends in relation to, belonging or regarding your clients, Users, collaborators, as required for providing the Services and issuing the Reports (individually and collectively, “Users Data”) for the purposes of
- (i) providing You with Reports and other functions related to the Services (as the latter might be agreed between the parties);
- (ii) analyzing and improving the Services; and/or
- (iii) compiling aggregate and anonymized data derived from your use of the Services to compile statistics, metrics, insights and general trend data about the Services for, among other things, InnerTrends’ marketing and promotional purposes.
This information will be presented only in aggregate anonymized form, and we will not share specific site data that identifies You or your visitors without your permission.
For the avoidance of any doubt, nothing in this Agreement may be deemed as granting InnerTrends with any right to collect, record, or process any personal data from your clients, users of Your Websites or collaborators, besides or in addition to Users Data and/or otherwise that for the purposes set forth in this Agreement.
You represent and warrant that You have all rights, permits, licenses, registrations and consents and You comply with any and all regulations (including those related to personal data collection and processing) required to empowering InnerTrands collecting and processing, in your name and on your behalf, Users Data, as might be needed for the Services’ performance, including Reports’ preparation as well as to license them to InnerTrends on these terms, and further represent and warrant that this license does not infringe the rights of any third party or violate any applicable law or regulation.
BY USING OR ACCESSING THE SERVICES AND, CONSEQUENTLY, BY CHOOSING ANY OF THE SERVICE PACKAGES available on https://www.innertrends.com/pricing, YOU UNDERSTAND AND EXPRESSLY AGREE, CONFIRM AND REPRESENT THAT: (A) YOU ARE THE SOLE AND EXCLUSIVE CONTROLLER OF THE USERS DATA AS WELL AS OF ANY AND ALL PERSONAL DATA COLLECTED OR PROCESSED THROUGH THE SERVICES, OR OTHERWISE TRANSMITTED OR MADE AVAILABLE TO INNERTRENDS FOR OR IN RELATION TO THE SERVICES AND, IN SUCH CAPACITY, ONLY YOU ARE ENTITLED, TO DETERMINE THE PURPOSE AND MEANS OF PROCESSING OF USERS DATA (BY CHOOSING TO BE PROVIDED WITH ANY OF THE SERVICES, UNDER A CERTAIN SERVICE PACKAGE AVAILABLE ON https://www.innertrends.com/pricing ); AND (B) YOU HEREBY EMPOWER INNERTRENDS TO COLLECT AND PROCESS USERS DATA, AS A PROCESSOR, IN YOUR NAME AND ON YOUR BEHALF, IN ACCORDANCE WITH AND WITHIN THE LIMITS OF THE PURPOSES AND MEANS CORRESPONDING TO THE SERVICES AND THE SERVICE PACKAGES AVAILABLE ON https://www.innertrends.com/pricing ; AND (C) YOU ACT IN CAPACITY OF PROFESSIONAL, AND NOT AS A “CONSUMER” AS SUCH IS DEFINED UNDER DIRECTIVE 2000/31/EC OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL ON ELECTRONIC COMMERCE.
4. License to content You post
You will not use our Services and/or the Reports to:
- (i) upload, post, email, or otherwise transmit any submission that contains unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable;
- (ii) harm us or third parties in any way;
- (iii) impersonate any person or entity, or otherwise misrepresent your affiliation with a person or entity;
- (iv) upload, post, email, or otherwise transmit any submission that You do not have a right to transmit under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
- (v) upload, post, email or otherwise transmit any submission that infringes any patent, trademark, trade secret, copyright, or other right of any party;
- (vi) upload, post, email, or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other forms of solicitation;
- (vii) upload, post, email, or otherwise transmit any material that contains software viruses or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment;
- (viii) interfere with or disrupt the Services or servers or networks connected to the Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Services;
- (ix) intentionally or unintentionally violate any applicable local, state, national or international law or regulation;
- (x) “stalk” or otherwise harass another.
You are solely and fully responsible for any content and other material that You submit, publish, transmit, or display on, through, or with our Services, as well as for the Users Data.
By posting any software, information, data, databases, music, audio, video or audiovisual files, photographs, images, documents, text, digital files, forum messages, reviews, comments or other material (“Material”) to the InnerTrends Platform or blog, You hereby grant InnerTrends an irrevocable, perpetual, non-exclusive, royalty-free worldwide license to reproduce, adapt, distribute, perform or publicly display, or create derivative works from all or any portion of the Material. You further represent and warrant that You own all rights to such Material and that this license does not infringe the rights of any third party or violate any applicable law or regulation.
Notwithstanding anything to the contrary herein, the Users Data shall be processed only within the purpose and limits established by You and communicated to us when choosing and registering for any of InneTrends Services. Moreover, You always have the right to monitor and intervene with respect to any means used by InnerTrends for processing Users Data, by notifying us in writing in this respect (however, by exercising such rights You might affect or make the Services impossible).
Our Services are designed to allow You to learn how your customers (the “Users”) use your product by giving You the ability to collect information based on their interaction with Your Website where You have integrated InnerTrends Script and send communications to them.
You agree to comply with all applicable privacy and data protection regulations (including but not limited to the General Data Protection Regulation (GDPR) (Regulation (EU) 2016/679)).
Without prejudice to the generality of the foregoing, You represent and warrant that You abide and comply with any and all rules and regulations applicable to controllers of personal data (as such are defined under the above Regulation) and You duly performed and will continue to duly perform all obligations imposed by any and all applicable laws, to controllers of personal data (including but not limited to obligations in relation to the principles relating to personal data quality, criteria for making personal data processing legitimate, obtaining the personal data’s subject consent, the rights of personal data’s subject to access and object as well as its right not to be subject to an automatic decision, right of the personal data’s subject to obtain from the controller rectification, erasure or blocking of data the processing of which does not comply with the provisions of the Regulation etc).
Further, You agree to not use our Service to send us sensitive information where unauthorized disclosure could cause material, severe, or catastrophic harm or impact to the InnerTrends, any data subjects or relying parties.
We collect, store, and use your Users Data on our servers to provide You with the ability to better maintain and improve the Services and deliverables we have rendered to You. We may also use data - only in an aggregated and anonymized form - for the purpose of improving the Services. Our Services transfer data to servers that store User Data in the U.S. and outside the U.S.
We only share User Data with others, under special limited circumstances as follows:
- (A) With third parties working for us or on our behalf, to provide You with the Services, and only on a need to know basis; all such third parties will be bound by at least the same confidentiality obligations regarding Users Data, as those undertaken by InnerTrends under this Agreement.
- (B) To comply with laws or to respond to lawful requests and legal process (provided that InnerTrends will endeavor to notify You if InnerTrends has received a lawful request for your information);
- (D) In an emergency, including to protect the personal safety of any person.
Notwithstanding anything to the contrary herein, we provide You with full right and access to your User Data as well as ability to require and obtain deletion any of your User Data anytime You wish. We also take commercially reasonable steps to safeguard User Data.
You may not use the Services in connection with (a) any web or mobile application (including websites) or portion of a web or mobile application (including websites) labeled or described as a “Kid’s” or “Children’s” website.
You expressly and unconditionally agree to fully indemnify, defend and hold InnerTrends harmless, at your expense, against any and all third-party (including your Users, clients, collaborators) claims, actions, proceedings, and suits (“Claims”) asserted against InnerTrends or any of its officers, directors, employees, agents or affiliates, and against all related liabilities, damages, settlements, penalties, fines, costs or expenses (including, without limitation, reasonable attorneys’ fees) incurred by InnerTrends or any of its officers, directors, employees, agents or affiliates, arising out of or relating to:
- (a) your breach of any term or condition of this Agreement,
- (b) your use of the Services,
- (c) your unauthorized use of InnerTrends Script (d) your breach of any term or condition of any applicable legislation or regulation regarding personal data (including but not limited to User Data and without limitation to those applicable to controllers of personal data).
In such instances, InnerTrends will provide You with electronic and written notice of such third-party Claim, to the last e-mail address and mailing address You made available to InnerTrends. You shall cooperate as fully as reasonably required in the defense of any Claim. InnerTrends reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by You.
You, in your capacity of controller of Users Data, bear full and exclusive responsibility to ensure compliance with the rules and regulations regarding protection of personal data and the means the subjects of such data may exercise their rights.
7. Disclaimer of warranties
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, INNERTRENDS MAKES NO OTHER WARRANTY OF ANY KIND IN ADDITION TO THOSE EXPRESSLY PROVIDED FOR IN THIS AGREEMENT, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE AND NONINFRINGEMENT.
8. Limitation of liability
TO THE EXTENT PERMITTED BY APPLICABLE LAW, INNERTRENDS WILL NOT BE LIABLE FOR YOUR LOST REVENUES OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, EVEN IF INNERTRENDS OR ITS SUBSIDIARIES AND AFFILIATES HAVE BEEN ADVISED OF, KNEW OR SHOULD HAVE KNOWN THAT SUCH DAMAGES WERE POSSIBLE AND EVEN IF DIRECT DAMAGES DO NOT SATISFY A REMEDY. INNERTRENDS’S TOTAL CUMULATIVE LIABILITY TO YOU OR ANY OTHER PARTY FOR ANY LOSS OR DAMAGES RESULTING FROM CLAIMS, DEMANDS, OR ACTIONS ARISING OUT OF OR RELATING TO THIS AGREEMENT WILL NOT EXCEED EUR 100.
InnerTrends does not guarantee, and shall have no liability for any Services downtime, including, without limitation, any downtime
(a) caused by failures of or previously scheduled maintenance to InnerTrends’ equipment or servers,
(b) caused by outages to any public Internet backbones, networks or servers;
(c) caused by any failures of your equipment, systems or local access services; and/or
(d) relating to events beyond InnerTrends’ control, such as strikes, riots, insurrections, fires, floods, explosions, war, governmental actions, labor conditions, earthquakes, natural disasters, or interruptions in Internet services to an area where InnerTrends or your servers are located or co-located.
Either party may terminate this Agreement at any time with prior notice served to the other party. Upon any termination of this Agreement, InnerTrends will stop providing, and You will stop accessing the Services; and InnerTrends will delete any and all Users Data and You will delete all copies of any of the provided InnerTrends Scripts from all Your Website and certify thereto in writing to InnerTrends within 3 business days of such termination.
In the event of any termination
(a) You will not be entitled to any refunds of any usage fees or any other fees
(b) all of Your historical data (including all Users Data) will no longer be available to You in the Platform as a result of being deleted by us; and
(c) any and all payment obligations accrued or due until the termination date shall become immediately due.
10. International use
Recognizing the global nature of the Internet and the rapid changes around online privacy, You agree to comply with all local rules regarding online conduct and acceptable content. Without limiting the foregoing, You agree to comply with all applicable laws regarding the transmission of technical data exported to or from the United States or the country in which You operate or reside and to comply with any other local laws affecting the Services.