Terms & Conditions
1. GENERAL INFORMATION
1.1. These Einpix Terms and Conditions govern the relationship between the Service Provider (as defined below) and any third party that uses the Services, the Software (as defined below) provided by the Service Provider in the Einpix Online Applications (www.einpix.com, app.einpix.com, api.einpix.com, and others) or their elements under the conditions and following the procedures laid down in this Agreement.
1.2. Special Terms of Service are part of an agreement with each Customer, concluded individually. If the Agreement is concluded and the services are ordered online, the Customer agrees on Special Terms by selecting a specific Service Plan on the Service Provider's website, entering his payment card details, selecting the service start date, and clicking the "order" button. If the Special Terms of the Agreement are made between the parties by signing a written document, the special conditions specified in the written document shall apply.
2. DEFINITIONS
Terms and Conditions - means these Terms and Conditions of Service.
Intellectual Property - means any subject matter that may be an object of intellectual property under applicable law, including names, trademarks, domain names, rights to inventions, designs, databases, trade secrets, know-how, patents, licenses, etc.
Personal Data - any information about an identified or identifiable natural person (Data Subject); "identifiable natural person" means a person who can be identified, directly or indirectly, by an identifier such as name, personal identification number, location, and internet identifier or by one or more physical identifiers of that natural person, signs of physiological, genetic, mental, economic, cultural, or social identity.
Processing of Personal Data - any operation or sequence of operations on personal data or sets of personal data by automated or non-automated means, such as collecting, recording, sorting, organizing, storing, editing, modifying, extracting, accessing, using, disclosing, transmitting, distributing, or otherwise enabling use, as well as collation or merging with other data, restriction, deletion, or destruction.
GDPR - Regulation (EU) 2016/679 of the European Parliament and the Council on the Protection of Individuals Regarding The Processing Of Personal Data And On The Free Movement Of Such Data And Repealing Directive 95/46/EC.
Data Subject - any natural person whose personal data are processed by a service provider.
Price - this is the price payable by the Customer for the Services. Price plans and the scope of services included in the plan are publicly available on the Einpix website (www.einpix.com) unless modified by a separate individual agreement by signing an agreement on Special Terms between the Service Provider and the Customer.
Services - means a decision of the Service Provider called Einpix (www.einpix.com). The Services include access to the Software, User Account, Content, technical support, and individual customization of the Service to the needs of Customers or Users, depending on the Plan selected by the Customer. The Services are provided in the Service Provider's Internet applications (www.einpix.com, app.einpix.com, api.einpix.com, and others) and/or in the Agreement
Service Provider - means UAB "Epicus IT", Italu str. 12A-1, Vilnius, legal entity code 304459986, VAT code LT100010939717.
Service Plan - means a certain standard set of Content that the Service Provider has agreed to provide to the Customer. Service plans can have different features and conditions, such as prices, terms, number of users, data capacity, service methods, etc.
Software - means a user-downloadable Einpix solution that enables the capture, creation, and management of visual tasks and other individual Content Elements based on software functionality and rights granted to individual Users, including other solutions provided by the Service Provider related to the Services, including updates, corrections, enhancements, modifications, and alterations that the Service Provider or its authorized persons may make available to the Users.
Standard System Functionality - means a certain standard set of Content that is officially distributed by the Service Provider. The Standard Content Set does not include updates, corrections, enhancements, modifications, or alterations to the Solution that the Customer may require.
Agreement - means all the following documents: Terms and Conditions, Special Terms (if any), and any other agreements that the Parties may enter.
Party - means the Service Provider or the Customer, respectively.
Content - means the information and technical resources provided by the Service Provider to the Customer for use in conjunction with the Software and the features of the Software itself. Individual Content Elements can be grouped into Plans.
Customer - means the person who has ordered and paid for the Einpix service and who has agreed to the provision of the Einpix service online, approving the terms of service or concluding an individual agreement with the service provider.
User - means a natural person with a User account who is an employee of the Customer or an employee of the Customer's customer to whom the Customer grants an additional license to use the Services for performance of this Agreement for the performance of the Customer's business.
User data - it means any information that the Customer or User collects, enters, records, stores, uses, manages, modifies, transmits, or otherwise processed while using the Service, including, but not limited to, photographs, graphic information, textual information, etc.
User Account - means a user account created by the Customer for a specific User, the purpose of which is to allow the user to access and use the Content or part thereof and to process the data.
3. VALIDITY
3.1. The Agreement shall enter into force and shall apply to the relations between the Service Provider and the Customer from the moment of its conclusion using distance communication or from the signing of written documents, if applicable.
3.2. The customer is responsible for the proper granting, restriction, or revocation of user rights to its employees or customers. The Service Provider shall not be liable for unauthorized access of such users if the Customer has not informed the Service Provider of the need to restrict or revoke access.
3.3. In case of discrepancies between the terms of the Agreement and other communication or information provided by the Service Provider in any form, the terms of the Agreement shall prevail.
3.4. The Customer confirms that this agreement and the service have been ordered by a person authorized to act on behalf of the Customer following the law applicable to him and the company's internal documents.
4. LICENSE
4.1. Under the conditions provided for in the Agreement, the Service Provider grants the Customer and its Users a limited, reimbursable, non-exclusive, and non-transferable right to receive the Service according to the Plan selected by the Customer during the term of the Agreement.
4.2. The Customer may not transfer the right to use the Service to third parties without the prior written consent of the Service Provider.
4.3. The Customer or Users may connect to the Service only by connection methods approved by the Service Provider and provided by the Service Provider to the Customer, ie through the User's account, and may not connect by other means than specified by the Service Provider.
4.4. Customer or its Users may not make copies of the Software except to install, archive, and back up the Software. Customers and Users are granted the right to use only the functionality of the Software, but not the right to modify the functionality of the Software or any part thereof, including code, libraries, etc.
5. SERVICE
5.1. The Service Provider will use commercially reasonable efforts to ensure that the Service is provided to the Customer and Users for the entire term of this Agreement following the Plan selected by the Customer.
5.2. The Service Provider will use commercially reasonable efforts to ensure that the Service is available to the Customer and Users at least 95% of the time.
5.3. The Service Provider will endeavor to respond to any requests of the Customer or Users immediately or within the shortest possible time from the date of their receipt. The Customer and Users must submit inquiries to the Service Provider at the e-mail address support@einpix.com, support services are provided on weekdays during the service hours of the Service Provider (8:00 - 17:00).
5.4. The Service Provider notifies that (a) the provision of the Service may be suspended due to the planned necessary maintenance of the Software, the Customer's users with the system administrator role are informed about by e-mail; (b) The Service is not intended for use in high-risk situations where disruption of the Service could result in any damage or increase thereof, including death, injury, loss of or property damage.
5.5. The Customer has the right to change the Service Plan at any time, from the next payment period, independently on the Service Provider's website or by concluding a written agreement with the Service Provider. When the Service Plan is changed, its price also changes, according to the Service Plans published on the Service Provider's website and their prices. If the Plan is changed unilaterally by the Service Provider, the Customer shall be allowed to terminate the contract without any additional sanctions.
5.6. The Service Provider has no obligation to improve, update, modify, or otherwise change the Service or any part thereof. Nevertheless, the Service Provider will seek to improve the Service considering the Customer's comments.
6. PAYMENT CONDITIONS
6.1. Use of the service is remunerated.
6.2. For the use of the Service, the Customer undertakes to pay the Service Provider the relevant Price according to the specific Plan selected by the Customer. The prices of specific Plans are indicated at https://einpix.com/en#pricing-section, according to the main functionality included in the Plan. Additional functions of the plan (with the prices indicated next to them) - Add-ons and/or licenses - are activated only if the Customer chooses to enable them online. A written agreement on Special Terms may be concluded with the Customer, which may specify the price of the Plan. In this case, the terms of service specified in the Special Terms shall apply. In the event of a change in the basic functionality included in a specific Plan, these functions shall be activated for the Customer at no additional charge.
6.3. Unless otherwise specified in the Agreement on Special Terms, payment for services shall be made automatically by the Customer agreeing with the service provider online, confirming the service order, selecting a specific service plan, and entering the payment card data. Payment for the services takes place before the start of the provision of services, for a future period. The Service Provider automatically debits the payment for the services for the following period, and together with the payment charge, an invoice is sent to the Customer. If the Service Provider is unable to debit the payment (the card has expired, there are not enough funds, etc.) the Customer shall be sent up to 4 retries within 7 days a systematic e-mail with a warning about payment problems, and a link is provided to update the payment data as well Customer may manage payment data in the organization's Customer Portal. Failure to update payment details within 7 days of warning will result in the suspension of the provision of services without prior notice. Failure to update payment details within 7 days is considered as a material breach of contract and service may be terminated without prior notice.
7. CUSTOMER AND USERS’ OBLIGATIONS
7.1. The Customer undertakes:
7.1.1. use the Service in accordance with the terms of the Agreement.
7.1.2. to comply with all applicable legal requirements when using the Service.
7.1.3. do not use the Service to store or send unsolicited communications or malicious code or software.
7.1.4. not to interfere with the operation of the Service, not to hinder by any means the operation of the Software or any element of the Service with unreasonable data loads.
7.1.5. not to copy (except for the cases directly provided in the Agreement), not to modify, not to try to reproduce and adapt, and not to take similar actions concerning the Software, not to take measures to reproduce the functions of the Software or part thereof.
7.1.6. do not attempt to duplicate the Services or any part thereof.
7.2. In the event of a change in the information provided by either Party to the other Party at the time of the conclusion of this Agreement, the other Party shall be notified immediately of such change.
7.3. If the Customer or the User has forgotten the login details of the User's account, they have the right to order a password reminder by e-mail provided to the Service Provider.
7.4. The Service Provider will have the right to destroy any User data that, in the Service Provider's reasonable opinion, does not comply with the terms of the Agreement, after notifying the Customer about the non-compliance of such data with the Agreement.
8. USER ACCOUNT
8.1. The Customer is responsible for maintaining the security and confidentiality of the Customer's User login names, passwords, and other login means and all actions that will be performed and the consequences of their loss, illegal or non-compliance with the terms of this Agreement.
8.2. The Service Provider is not obliged to monitor the Users' accounts but may do so to the extent reasonably necessary (for example, to prevent illegal or non-compliant activities, to help the Customer or the User, or to fulfill its obligations, etc.). The Service Provider may, at its sole discretion, restrict access to any User Account at any time if it believes that the User Account is being used in violation of any intellectual property or other rights of any individual. If access is restricted, the Service Provider shall initiate an investigation into its misuse and inform the Customer thereof.
9. DATA STORAGE AND PROCESSING, PRINCIPLES OF PERSONAL DATA PROCESSING
9.1. The Service Provider is the processor of the data provided by the Customer and the User. All data, except that which is expressly provided to the Service Provider for the proper provision of the Service, is processed by the Customer and the Users themselves, using the features of the Software available by logging in to the User accounts. Nevertheless, the Customer and the Users agree that to ensure the proper provision of the Service, the Service Provider or its chosen persons collect, use, and process any data related to the Customer and Users, including those transmitted to the Service Provider in connection with the provision of the Service. The Service Provider may transfer the Customer's or Users' data collected during the provision of the Service to third parties only in connection with the provision of the Service or if it is mandatory according to the requirements of legal acts. The requirements for data transfer are described in detail in the Service Provider's Privacy Policy.
9.2. The Customer must ensure that the User data and other data transmitted to the Service Provider are transmitted legally, after duly informing the data subjects and/or obtaining their consent.
9.3. The Service Provider informs the Customer about software updates and extension of service functionality and instructions for their use by e-mail.
9.4. The Service Provider has the right to indicate that it provides services to the Customer and the number of users in marketing, and commercial offers, indicating the Service Provider's experience and similar purposes, without disclosing the Customer's confidential information.
9.5. The Service Provider will take commercially reasonable measures to ensure that the Customer's and users' data held by him are processed following the applicable legislation.
9.6. The Service Provider will take reasonable commercial measures to protect the data provided to the Service Provider by the Customer and Users, including the User Data, and to restore them if they are lost through the fault of the Customer, the Users, and the Service Provider. The Service Provider will be liable for the loss of data only if they are lost through the fault of the Service Provider.
9.7. The Service Provider, as a data processor, processes only the personal data that the Users enter into the Einpix software and exclusively to provide this service. The Service Provider, as a data processor, processes the data only following the terms of this Agreement, ensuring the confidentiality of the data.
9.8. The Service Provider, as a data processor, has no right to disclose the Data to third parties, except in cases established by law. As a data controller, the Service Provider shall ensure that its employees or other persons who have access to personal data comply with the requirements of this Agreement, including the requirement to ensure data confidentiality and have an obligation to protect confidential information or an appropriate legal obligation to protect confidential information. As a data controller, the service provider is responsible for the confidentiality and security of the processed data from the moment of receiving the data. If a threat is identified or there are reasonable suspicions of a threat to the confidentiality of the processed data and/or if the Service Provider cannot adequately ensure the security of the processed data, the Service Provider shall inform the Customer and have the right to suspend the Data Processing.
9.9. The Service Provider undertakes to implement, at its own expense, technical and organizational measures to protect the data against accidental or unlawful destruction, alteration, disclosure, or other unlawful processing before processing the data. Such measures must ensure a level of security commensurate with the nature of the data to be protected and the risks involved in processing such data. The service provider shall ensure that the measures taken by him comply with or exceed the data protection standards normally applied in the market of the controller.
9.10. At the Customer's request, the Service Provider must provide information in writing on the applicable Personal Data Protection Measures, enabling the Customer to ensure that the Service Provider has taken all usual technical and organizational measures, including information on where Personal Data is stored, who has access rights to it, how access rights are granted and administered.
9.11. The Service Provider undertakes to cooperate with the Customer in case the data subject expresses a wish to exercise the data subject's rights, including, but not limited to, data access rights, data rectification or erasure, processing restrictions, data portability, right to object to data processing. If the Service Provider receives a request from the data subject related to data processing, the Service Provider must forward such request to the Customer. The Service Provider executes the respective requests only following the Customer's instructions.
9.12. The Service Provider undertakes to cooperate with the Customer in the field of ensuring the security of data processing, as well as in cases where there is an obligation to notify the supervisory authority of a personal data breach; to notify the data subject about the personal data security breach; carry out a data protection impact assessment.
9.13. The Service Provider undertakes to immediately (no later than within 72 hours from the moment of becoming aware of the breach) notify the Customer in writing or by e-mail of the data breach and document all data breaches, including facts related to the breach, its impact, and corrective actions, taken.
9.14. The Customer hereby gives consent to the Service Provider to use auxiliary data processors for whose actions the Service Provider is fully responsible.
9.15. The Customer undertakes to provide the data subjects with all necessary information about the processing of their Data.
9.16. The Service Provider has the right to process the data for no longer than is necessary for providing the Services.
9.17. The Client guarantees to the Service Provider that he (1) has a proper legal basis for processing the Data, (2) has provided the data subjects with the information required by the applicable law; (3) ensures the accuracy, reliability, and lawfulness of the data transmitted.
10. INTELLECTUAL PROPERTY RIGHTS
10.1. All Intellectual Property related to the provision of the Service, the Software, or its use belongs to the Service Provider. Customer and Users shall not acquire any intellectual property or other rights under this Agreement other than those expressly outlined in this Agreement.
11. LIMITATION OF LIABILITY
11.1. The Service Provider shall be liable for non-fulfillment or improper performance of its obligations related to the provision of the Service. The fault of the service provider is a prerequisite for liability to arise. The Service is intended to meet the needs of the Customer and his business; therefore, the Service Provider is not responsible for the losses incurred by the Users while using the Service.
11.2. The Service Provider's liability for damage caused by the Service is limited to an amount equal to the amount of the Service Fee actually paid to the Service Provider, less value-added tax, during the 12 months before the event that caused the Service Provider's liability. If the Customer or the User submits more than one claim, the Service Provider's liability limit is calculated only from the date of the last event that caused the Service Provider's liability.
11.3. The Service Provider may not be held liable to third parties for circumstances related to the actions of the Customer or its Users in using the Service. The Customer shall indemnify the Service Provider for the losses incurred due to such actions of the Customer or the Customer's Users.
11.4. The Customer shall indemnify the Service Provider and persons related to it for any losses incurred due to the Customer's or Users' violation of this Agreement, use of the Services, processing of User data, infringement of any intellectual or other third-party rights when using the Services.
11.5. The Parties shall be released from liability for non-performance or improper performance of this Agreement due to force majeure circumstances.
11.6. The Service Provider shall not be liable for any financial loss, loss, expense, or other adverse consequences resulting from (a) improper use of the Service; (b) unlawful interception, damage, alteration, loss of Customer's or Users' data by third parties (c) actions taken by Customer or its Users while using the Service. The Service Provider is also not responsible for (d) the security and privacy of the communication channel used by the Customer and the Service Provider; (e) the compatibility of the Software with other software or devices used by the Customer or the User unless the Service Provider expressly instructs the Customer or the Users; (f) the authenticity or accuracy of the data provided by the Customer or Users when using the Service is the responsibility of the User or the Customer who uploaded the data.
12. NOTICES
12.1. Any notices sent to the Parties under the Agreement shall be sent through the User's account, by e-mail, or post to the addresses of the Parties' registered offices or such other addresses as the Parties may provide to each other during the term of this Agreement. The Service Provider has the right to send notices to the Customer at other addresses of the Customer, which he learns during the provision of the Service or which are otherwise publicly known.
13. TERM OF THE CONTRACT
13.1. This Agreement is concluded for an indefinite period and is valid until one of the parties expresses a wish to terminate the Agreement following the terms of the Agreement.
14. SUSPENSION OF SERVICE AND TERMINATION OF THE CONTRACT
14.1. The Customer may terminate the provision of the Service or any part thereof to him from the next payment period by selecting the "Change Plan" or "Cancel the Service" function in the organization's Customer Portal or by giving written notice to the Service Provider. If the contract is terminated upon written notice of the Customer, the provision of the service shall be terminated from the next payment period or within the term specified in the special conditions.
14.2. The Service Provider may also suspend the provision of the Service to the Customer if required by applicable law or a decision of a court or other competent authority applicable to the Service Provider.
14.3. The Service Provider has the right to unilaterally terminate the Agreement by notifying the Customer one month in advance. In the event of a material breach of the contract in accordance with clause 6.3 of the contract, clause 14.3 becomes inactive.
14.4. The Customer understands that in case of termination or non-renewal of the Agreement, all rights granted to the Customer and its Users will expire, and the Service Provider will have the right to cancel the Customer's and Users' access to the Services and delete User accounts and destroy the data. If the Customer is unable to export data from the Users' accounts due to technical reasons, he may, upon request to the Service Provider, extend the data retention period for the additional period required for data export by paying for the Service at approved rates. Upon termination or non-renewal of the Agreement, the Customer and the Users will not receive any compensation for their prepaid payments under the Agreement or the loss of any data in the Users' accounts or otherwise provided to the Service Provider, or for any other claims.
14.5. All obligations of Customer and Users with respect to the Software will continue to apply as long as the Services are provided and Customer and each of its Users have active access to the Einpix account.
15. APPLICABLE LAW
15.1. The law of the Republic of Lithuania applies to the contract. Disputes arising out of or in connection with this Agreement shall be settled in the courts of the Republic of Lithuania, determining the territorial jurisdiction according to the address of the registered office of the Service Provider.
16. CONFIDENTIALITY
16.1. The existence of the Agreement, its content, and any information obtained in connection with the Agreement shall be treated as confidential. The Parties undertake not to disclose, transfer, or otherwise transfer confidential information to any third party for an indefinite period and shall take measures to ensure that confidential information is not disclosed to third parties (except in cases provided by law). The Service Provider undertakes to ensure that third parties employed by the Service Provider comply with this obligation of confidentiality.
17. AMENDMENTS TO THE CONTRACT
17.1. The Service Provider may unilaterally change the Agreement or any part thereof (including Plans, Prices, periodicity of payment for the Services, or any other parts of the Agreement) by notifying such changes on the Einpix service website, Customer, and Users no later than 30 days before the scheduled the entry into force of the changes or by informing the Customer by e-mail. If the Customer or the Users do not accept the planned amendments to the Agreement, the Customer will have the right to terminate the Agreement from the date of entry into force of the proposed amendments by notifying the Service Provider no later than 10 days before such amendments enter into force. By changing the terms of the Agreement, and by continuing to use the Service, the Customer confirms that he agrees with all amendments to the Agreement.
CONTACT US
If you have any questions or suggestions regarding these Terms, please feel free to contact us in any way convenient for you:
E-mail: support@einpix.com
Post: UAB “Epicus IT", Italu str. 12A-1, LT-13282 Vilnius, Lithuania