Introduction and Terminology
Thanks for using T&L Consultancy Oy’s products and services.
You agree to these Terms by clicking on a button thus indicating your acceptance of these Terms under which you will be using the Services of T&L Consultancy Oy.
If you will be using the Services of T&L Consultancy Oy on behalf of an organization or a third party, you agree to these Terms on behalf of that organization or a third party, and you represent that you have the authority to do so. In such case, terms “you” and “your” will refer to the organization or a third party you are representing.
The Term “Content” refers to the collected survey responses and to your personal data
The Term “Service (or) Services” refer to JUST SEND OR SHARE surveys
- Fees and Taxes
1.1 Fees of the Service
You agree to pay to T&L Consultancy Oy the fee of your purhased Service or use in accordance with the pricing and payment terms presented to you for that Service. You will be billed using the billing methods made available by PayPal, through your account management page. Fees paid by you are non-refundable, except as provided in these Terms or when required by law.
Our prices include value added tax 24 % but the prices do not include levies, duties or similar governmental assessments of any nature such as sales, use or withholding taxes, assessable by any jurisdiction (collectively, “Taxes”) unless otherwise indicated. You are responsible for paying Taxes associated with your purchased Service and keeping your billing information up to date.
T&L Consultancy Oy will handle your Content with confidentiality and only use and disclose it in accordance laid out in these Terms (including the T&L Consultancy Oy own privacy policies). T&L Consultancy Oy may disclose your Content when required by law or legal process, but only after T&L Consultancy Oy, if permitted by law, uses commercially reasonable efforts to notify you to give you the opportunity to challenge the need to disclose.
2.3 Security measures.
T&L Consultancy Oy will store, process and handle your Content in accordance with the industry best practice security standards. T&L Consultancy Oy has implemented suitable technical and administrative systems, and procedures that have been designed to help ensure the security, integrity, and confidentiality of your Content and to reduce the risk of unapproved access to or use of your Content. If T&L Consultancy Oy becomes aware of any unapproved or unlawful access to, or acquisition, alteration, use, disclosure, or destruction of, personal data or Content related to your purchased Services, T&L Consultancy Oy will take reasonable steps to notify you without excessive delay, but within 72 hours of becoming aware of the security issue. T&L Consultancy Oy will also fairly cooperate with you with respect to any investigations relating to a security issue with preparing any required notices, and naturally provide any other information within reason requested by you in relation to any security issue.
- Your Content
3.1 You Retain Ownership of Your Content
You retain ownership and intellectual property rights in your Content. T&L Consultancy Oy does not claim ownership over any of your Content. These Terms do not grant us any licenses or rights to your Content except for the limited rights needed for us to provide the Services, and as otherwise described in these Terms.
3.2 Limited License to Your Content
You grant T&L Consultancy Oy a worldwide, royalty free license to use your Content, but only for the limited purposes of quality control, service development and ensuring the smooth running of
the Services to you and as otherwise permitted by the T&L Consultancy Oy privacy policies. This license extends to any trusted third parties we work with to the extent necessary to provide the Services to you. If you provide T&L Consultancy Oy with feedback about the Services, we reserve the right to use your feedback without any obligation to you.
- T&L Consultancy Oy Intellectual Property
Neither the Terms laid out in here nor your use of the Services gives you ownership in the Services acquired from T&L Consultancy Oy or the content you access through the Services (besides your Content as defined in the beginning). You need to ask permission from T&L Consultancy Oy in order to use T&L Consultancy Oy’s trademarks or other branded elements.
- User Content
5.1 User Content
The Services display and store content provided by others that is not owned by T&L Consultancy Oy. Such content is the sole responsibility of the entity that makes it available (the survey respondent). Likewise, you are responsible for your own Content and you must ensure that you have all the rights and permissions needed to use that Content in connection with the Services. T&L Consultancy Oy is not responsible for any actions you take with respect to your Content, including sharing it publicly.
5.2 Resources of Third Parties
T&L Consultancy Oy may publish links in its Services to internet websites maintained by third parties. T&L Consultancy Oy does not represent that it has reviewed such third party websites and is not responsible for them or any content appearing on them. Trademarks displayed in conjunction with the Services are the property of their respective owners.
- Your Account
6.1 Password Protection
If you have been issued an account by T&L Consultancy Oy in connection with your use of the Services, you are responsible for safeguarding your passwords and usernames used to access that account. You, and not T&L Consultancy Oy, are responsible for any activity occurring in your account (other than activity that T&L Consultancy Oy is directly responsible of e.g. maintenance duties and similar responsibilities), whether or not you authorized that activity. If you become aware of any unauthorized access to your account, you should notify T&L Consultancy Oy without a delay.
6.2 Keep Your Details Up-to-Date
T&L Consultancy Oy contacts you primarily through the email address provided to us. Ensure that your email, your contact details and payment details associated with your account are current and accurate.
6.3 Customer Success
T&L Consultancy Oy may offer you a customer success manager (“CSM”) for assistance, to help you to take full advantage of the Services.
6.4 Content Storage
T&L Consultancy Oy will store your content (survey response data) for a duration of 60 days starting from the day of purchase of the service. After this period the content will be extracted from the T&L Consultancy Oy database and emailed to you in a generic spreadsheet format. Additionally, the content will be deleted permanently from the T&L Consultancy Oy database once you have verified that you have received and are able to access the content in spreadsheet format.
- User Requirements
7.1 Legal Status
If you are an individual, you may only use the Services if you have the power to form a contract with T&L Consultancy Oy. If you do not have the power to form a contract, you may not use the Services. If you are not an individual, you warrant that you are validly formed and existing under the laws of your jurisdiction of formation, that you have full power and authority to enter into these Terms, and that you have duly authorized your agent to bind you to these Terms.
“Minors” are individuals under the age of 18 (or a higher age as provided in certain countries and territories). None of the Services are intended for use by Minors. If you are a Minor in your place of residence, you may not use the Services. By using the Services, you represent and warrant that you are not a Minor.
- Acceptable Uses
8.1 Legal Compliance
You represent and warrant that you will comply with all laws and regulations applicable to your use of the Services.
8.2 Your Responsibilities.
You are responsible for your conduct, Content (your personal data), and communications with others while using the Services. You must comply with the following requirements when using the Services:
(a) You shall not purchase, use, or access the Services for the purpose of building a competitive product, platform, service or for any other purpose of competitive use.
(b) The Services we provide to you shall not be misused referring to interferance of their normal operation, in addition the services can only be accessed by the methods provided to you by us.
(c) You may not circumvent or attempt to circumvent any limitations that T&L Consultancy Oy imposes on your account e.g. due to misconduct of the account (violation of terms)
(d) The vulnerability of any T&L Consultancy Oy system or network, cannot be tested (including probe/scan) unless authorized by T&L Consultancy Oy in writing
(e) Unless authorized by T&L Consultancy Oy in writing, you may not use any manual or automated system or software to extract or scrape data from the websites or other interfaces through which we make our Services available.
(f) Unless permitted by applicable law, you may not deny others access to, or reverse engineer, the Services, or attempt to do so.
(g) You shall not transmit any viruses, malware, or other types of malicious software, or links to such software, through the Services.
(h) You may not engage in abusive or excessive usage of the Services, which is usage significantly in excess of average usage patterns that adversely affects the speed, responsiveness, stability, availability, or functionality of the Services for other users. T&L Consultancy Oy will endeavor to notify you of any abusive or excessive usage to provide you with an opportunity to reduce such usage to a level acceptable to T&L Consultancy Oy.
(i) You may not use the Services to infringe the intellectual property rights of others, or to commit an unlawful activity.
(j) Unless authorized by T&L Consultancy Oy in writing, you may not resell or lease the Services.
(k) You may not register accounts by “bots” or other automated methods.
(m) Your Content and use of the Services may not violate our Content Policy: We at T&L Consultancy Oy will not accept nor allow the distribution of or tolerate the following behaviour spamming or sharing content repeatedly in a disruptive manner; content that endorses or promotes illegal or harmful activity; content that is profane, vulgar, obscene, threatening, harassing or considered racist.
- Payments policy
9.1. Purchasing from the T&L Consultancy Oy Web Store
All purchases on the T&L Consultancy Oy Web Store are made through PayPal. T&L Consultancy Oy does not collect or store cardholder data in any format. All purchases are covered by PayPal Purchase Protection. Please see www.paypal.com for more information on payments and purchase protection.
- Suspension and Termination of Services
10.1 By You
You can terminate your Subscription at any time by informing T&L Consultancy Oy. Such termination will result in the deactivation or disablement of your account and access to it, and the deletion of content you collected through use of the Services. Purchases made will not be refunded.
10.2 By T&L Consultancy Oy
T&L Consultancy Oy may suspend performance or terminate your use of the service if you have materially breached these Terms and failed to cure that breach within 30 days after T&L Consultancy Oy has so notified you in writing.
Additionally, T&L Consultancy Oy may limit, suspend, or terminate the Services to you: (a) if you fail to comply with these Terms, (b) if you use the Services in a way that causes legal liability to us or disrupts others’ use of the Services; or (c) if we are investigating suspected misconduct by you. Also, if we limit, suspend, or terminate the Services you receive, we will endeavour to give you advance notice and an opportunity to export a copy of your Content from that Service. However, there may be time sensitive situations where T&L Consultancy Oy may decide that we need to take immediate action without notice. T&L Consultancy Oy will use commercially reasonable efforts to narrow the scope and duration of any limitation or suspension under this Section as is needed to resolve the issue that prompted such action. T&L Consultancy Oy has no obligation to retain your Content upon termination of the applicable Service.
10.3 Further Measures
We reserve the right to stop providing the services to you in the following circumstance: these TERMS are not followed accordingly. This type of behaviour may lead to prevention of use of these services also in the future.
- Changes and Updates
11.1 Changes to Terms
T&L Consultancy Oy may change these Terms at any time for a variety of reasons, such as to reflect changes in applicable law or updates to Services, and to account for new Services or functionality. The most current version will always be posted on the T&L Consultancy Oy website. If an amendment is material, as determined in T&L Consultancy Oy’s sole discretion, T&L Consultancy Oy will notify you by email. Changes will be effective no sooner than the day they are publicly posted. In order for certain changes to become effective, applicable law may require T&L Consultancy Oy to obtain your consent to such changes, or to provide you with sufficient advance notice of them. If you do not want to agree to any changes made to the terms for a Service, you should stop using that Service, because by continuing to use the Services you indicate your agreement to be bound by the updated terms.
11.2 Changes to Services
T&L Consultancy Oy constantly changes and improves the Services. T&L Consultancy Oy may add, alter, or remove functionality from a Service at any time without prior notice. T&L Consultancy Oy may also limit, suspend, or discontinue a Service at its discretion. If T&L Consultancy Oy discontinues a Service, we will give you reasonable advance notice to provide you with an opportunity to export a copy of your Content from that Service. T&L Consultancy Oy may remove content from the Services at any time in our sole discretion, although we will endeavour to notify you before we do that if it materially impacts you and if practicable under the circumstances.
- Disclaimers and Limitations of Liability
While it is the interest of T&L Consultancy Oy’s to provide you with a great experience when using the Services (and we make every attempt to please our customers), there are certain things we do not promise about them: a) We do not guarantee the quantity or quality of the responses you receive from the purchased service (survey). b) We do not guarantee the truthfulness of the answers given by the survey respondents, and thus we (T&L Consultancy Oy) are not responsible for any action (including monetary investments) taken by you based on the results (survey responses) of your purchased services. c) We try to keep our online Services up, but they may be unavailable from time to time for various reasons. Except as stated in these terms, and to the extent permitted by applicable law, the services are provided “as is” and T&L Consultancy does not make warranties of any kind, express, implied or statutory, including those of merchanbility, fitness of a spesific purpose, and non-infringement or any representation regarding the availability, reliability, or accuracy of the services.
12.2 Exclusion of Certain Liability
TO THE EXTENT PERMITTED BY APPLICABLE LAW, T&L Consultancy Oy, ITS AFFILIATES, OFFICERS, EMPLOyEES, AGENTS, SUPPLIERS, AND LICENSORS WILL NOT BE LIABLE FOR (a) Any indirect, consequential, special, incidental, punitive, or exemplary damages whatsoever or (b) loss of use, data, business, revenues, or profits (in each case whether direct or indirect), arising out of or in connection with the services and these terms, and whether based on contract, tort, strict liability, or any other legal theory, even if T&L Consultancy Oy has been advised of the possibility such damages and even if a remedy fails of its essential purpose.
12.3 Limitation of Liability
TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF EACH OF T&L Consultancy Oy, ITS AFFILIATES, OFFICERS, EMPLOyEES, AGENTS, SUPPLIERS, AND LICENSORS ARISING OUT OF OR IN CONNECTION WITH THE SERVICES AND THESE TERMS WILL NOT EXCEED THE LESSER OF: The value of the purchased service/item paid by you to T&L Consultancy Oy for use of the services at issue during the 12 months prior to the event giving rise to the liability
We acknowledge that the laws of certain jurisdictions provide legal rights to consumers that may not be overridden by contract or waived by those consumers. If you are such a consumer, nothing in these Terms limits any of those consumer rights.
If you are a business, you will indemnify and hold harmless T&L Consultancy Oy and its affiliates, officers, agents, and employees from all liabilities, damages, and costs (including settlement costs and reasonable attorneys’ fees) (“Indemnification Amounts”) arising out of a third party claim regarding or in connection with your or your end users’ use of the Services or breach of these Terms, to the extent that such liabilities, damages and costs were caused by you or your end users.
If you are any kind of user, you will indemnify and hold Indemnified Entities harmless from any Indemnification.
- Contracting Entity
13.1 Who you are contracting with.
Unless otherwise specified in relation to a particular Service, the Services are provided by, and you are contracting with, T&L Consultancy Oy.
13.2 T&L Consultancy Oy
For any Service provided by T&L Consultancy Oy, the following provisions will apply to any terms governing that Service: Contracting Entity. References to “T&L Consultancy Oy”, “we”, “us”, and “our” are references to T&L Consultancy Oy, located at Retkeilijäntie 9, 70200 Kuopio, Finland.
Governing Law. Those terms are governed by the laws of Finland.
- Other Terms
You may not assign these Terms without T&L Consultancy Oy’s prior written consent, which may be withheld in T&L Consultancy Oy’s sole discretion. T&L Consultancy Oy may assign these Terms at any time without notice to you.
14.2 Entire Agreement
These Terms (including the Additional Terms) constitute the entire agreement between you and T&L Consultancy Oy, and they supersede any other prior or contemporaneous agreements, terms and conditions, written or oral concerning its subject matter. Any terms and conditions appearing on a purchase order or similar document issued by you do not apply to the Services, do not override or form a part of these Terms, and are void.
14.3 Independent Contractors
The relationship between you and T&L Consultancy Oy is that of independent contractors, and not legal partners, employees, or agents of each other.
The use of the terms “includes”, “including”, “such as”, and similar terms, will be deemed not to limit what else might be included.
14.5 No Waiver
A party’s failure or delay to enforce a provision under these Terms is not a waiver of its right to do so later.
If any provision of these Terms is determined to be unenforceable by a court of competent jurisdiction, that provision will be severed and the remainder of terms will remain in full effect.
14.7 Third Party Beneficiaries.
There are no third party beneficiaries to these Terms.
15 Terms for EU customers
These Terms are prepared and written only in English.
15.2 Right of Withdrawal.
In certain European countries, you have a legal right to cancel the use of service within a certain period of time. Please notify us accordingly.
15.3. GDPR Terms for Customers
15.3.1 Effective Date and Definitions
These additional terms apply to you, as those terms are defined in the GDPR (since May 25, 2018), where you are a customer operating as a “data controller” of “personal data” of “data subjects” located in the EU () in your use of the Services.
The terms “personal data,” “data subject,” “processing,” and “processor” shall have the meanings given to those terms respectively in the GDPR.
15.3.2 Processing Instruction
By requesting the Services and agreeing to these Terms and the T&L Consultancy Oy privacy policies, you are providing us with instructions to process any personal data collected by you through the Service, on your behalf.
15.3.3 Customer Obligations
You shall ensure and hereby warrant and represent that you are entitled to transfer personal data to T&L Consultancy Oy so that T&L Consultancy Oy may lawfully process and transfer the personal data in accordance with these Terms. You shall ensure that relevant data subjects have been informed of, and have given their consent to, such use, processing, and transfer as required by all applicable data protection laws and have sole responsibility for the accuracy, quality and legality of personal data processed by T&L Consultancy Oy in the provision of the Services.
15.3.4 T&L Consultancy Oy Obligations
Where T&L Consultancy Oy is processing personal data on your behalf, it will:
(a.) only do so on your documented instructions and in accordance with applicable law, including with regard to transfers of personal data to a third country or an international organization, and the parties agree that these terms and the T&L Consultancy Oy privacy policies constitute such documented instructions;
(b.) ensure that all T&L Consultancy Oy personnel involved in the processing of personal data have committed themselves to confidentiality;
(c.) where applicable to you and where it is technically feasible, make available information necessary for you to demonstrate compliance with your obligations under Article 28 of the GDPR, where such information is held by T&L Consultancy Oy and is not otherwise available to you through your account and user areas or on T&L Consultancy Oy websites, provided that you provide T&L Consultancy Oy with at least 14 days’ written notice of such an information request;
(d.) promptly notify you of all requests received directly from a data subject in respect of that data subject’s personal data submitted through the Services;
(e) upon deletion (as defined in 6.4) , not retain personal data from within your account other than in order to comply with applicable laws and regulations and as may otherwise be kept in routine backup copies made for disaster recovery and business continuity purposes (which are also deleted no later than 1 month after data is deleted from an account); and
(f) to the extent reasonably able, assist you as within reason is required (at your expense) where you wish to conduct a data protection impact assessment involving the Services.
15.3.5 T&L Consultancy Oy sub-processors
T&L Consultancy Oy uses trusted partners in facilitating certain elements of our Services (“sub-processors”). By agreeing to these Terms, you provide a general authorization to T&L Consultancy Oy to engage onward sub-processors, subject to compliance with the requirements set out here. If you wish to receive a list of sub-processors who handle personal data for T&L Consultancy Oy please contact us. If you object to a particular sub-processor, who we cannot disassociate from your Services, your sole remedy will be to stop using the service that cannot be reasonably provided without the objected-to new sub-processor. Such termination will be without a right of refund for any fees paid by you.
T&L Consultancy Oy will be liable for the acts and omissions of its sub-processors to the same extent T&L Consultancy Oy would be liable if performing the services of each of those sub-processors directly under these Terms, except as otherwise set forth in these Terms and T&L Consultancy Oy ensures that all sub-processors are bound by contractual terms that are in all material respects no less onerous than those contained in these Terms.
15.3.7 Security Measures
T&L Consultancy Oy has, taking into account the state of the art, cost of implementation and the nature, scope, context and purposes of the Services and the level of risk, implemented appropriate technical and organizational measures to ensure a level of security appropriate to the risk of unauthorized or unlawful processing, accidental loss of and/or damage to your personal data and as specified previously in these Terms. At reasonable intervals, T&L Consultancy Oy tests and evaluates the effectiveness of these technical and organizational measures for ensuring the security of the processing.
15.3.8 Liability for Data Processing
The parties’ respective aggregate liability whether in contract, tort (including negligence), breach of statutory duty, or otherwise for any and all claims arising out of or in connection with this Section shall be as set out in these terms, unless otherwise agreed in writing.