UNARIC SOFTWARE LIMITED
Terms and Conditions as of September 2024
Introduction
The following Terms and Conditions apply to the relationships between You (as a user of the Website and/or a purchaser/user of Services solely for business purposes) and UNARIC SOFTWARE LIMITED, a British private limited liability company with its registered seat at 9th Floor, 107 Cheapside, London, United Kingdom EC2V 6DN, identification number: 15750292 (referred to as “We”, “Us”, “Our”, or “UNARIC”). When we refer to “You” and “Your”, we mean the user of the Website and/or purchaser and/or user of the Services for business purposes.
When we refer to the “Services”, we mean the specific proprietary software-as-a-service product of UNARIC, specifically OrgChart, ordered by You, including any related services provided by UNARIC, excluding any third-party services.
The above Services are available to You through orgchart.unaric.com (“Website”) and on Google Workspace Marketplace and others as applicable. The provision of Services depends on these platforms; UNARIC cannot guarantee the provision of any Services if You stop using any of the platforms since the Services are dependent on them.
Any visit to and/or use of the Website, regardless of whether You purchase the Services, is regulated by these Terms and Conditions. You purchase/obtain the Services solely for business purposes through the Website. The purchase and subsequent use of the Services will be regulated by these Terms and Conditions and Service-Specific Terms (if applicable) as available when purchasing and/or ordering individual UNARIC Services.
These Terms and Conditions form a legally binding contract between Us and You. You agree to be bound by these Terms and Conditions by obtaining the Services for a one-month trial period as specified below, or by installing and/or purchasing and/or using Services.
These Terms and Conditions are applicable to any use of the Website, particularly regarding Third Party Tools, Third Party Links, User Comment Feedback, Other Submissions, Prohibited Uses, Personal Information, Errors & Omissions, Copyright Disclaimer, Indemnification, Legal Governance, and Complaints.
You agree to be bound by these Terms and Conditions, including additional terms and policies referenced herein and/or available via hyperlink.
The headings in these Terms and Conditions are for convenience only and do not limit or affect these Terms and Conditions.
By agreeing to these Terms and Conditions, You represent that You are at least the age of majority in Your state or province of residence, or that You are the age of majority in Your state or province of residence and have given consent to allow any of Your minor dependents to purchase/get the Services, use the Website, and be bound by these Terms and Conditions.
We reserve the right to change the Terms and Conditions under which the Website and the Services are provided. Any such changes will be effective for all new orders and new Website accesses once published on the Website. You should check the Terms and Conditions periodically to ensure that You are aware of and comply with the current version.
Please read these Terms and Conditions carefully before accessing or continuing to use Our Website. Unless You agree with all the Terms and Conditions (including additional terms and conditions and policies referenced herein and/or available via hyperlink), You may not access the Website or obtain/use any Services. Your continued use of Our Website and/or Services means that You have accepted these Terms and Conditions.
If You have any questions about the Terms and Conditions, the Services, or the Website, please email us at orgchart-support@unaric.com.
PERSONAL INFORMATION
By accessing the Website or using the UNARIC Service, You confirm that You have read and are acquainted with the Privacy Policy available at: [https://www.orgchart.unaric.com/client-privacy-policy]. By installing and/or purchasing and/or using Our Services and uploading any personal data to Our applications, You conclude the Data Processing Agreement between You as the client and data controller in the meaning of the General Data Protection Regulation (EU) (2016/679), UK GDPR and the UK Data Protection Act 2018 (DPA 2018) and applicable Data Protection Legislation, and Us as the data processor. The content of this agreement is available at: [https://www.orgchart.unaric.com/data-processing-agreement].
Should You decide to give Us consent for additional purposes, such as PR and marketing activities, direct marketing, participation in trainings or workshops (webinars) organized by Us or by Our partners, or other customer events, please give Us Your consent by writing to privacy@unaric.com
ONLINE TERMS
You represent and confirm that You as a business are buying and/or using the Service for its intended purpose and solely for Your business purposes. If You are using the Website, buying and/or using the Service on behalf of a company/legal entity or other organization, You represent that You have the authority to bind such company/legal entity or organization by Your actions.
GENERAL CONDITIONS
We reserve the right to refuse to sell the Services to You for any reason or no reason at all. You may not use Our Services for any illegal or unauthorized purpose nor may You, in the use of the Service, violate any international, federal, provincial, or state regulations, rules, laws, or local ordinances, or infringe on Our intellectual property rights or the intellectual property rights of others.
In addition to the above and as described in more detail in the Prohibited Uses section below, You are prohibited from using the Website or its content for any of the following:
(a) For any unlawful purpose;
(b) To violate any international, federal, provincial, or state regulations, rules, laws, or local ordinances;
(c) To infringe upon or violate Our intellectual property rights or the intellectual property rights of others;
(d) To upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Website or of any related website, other websites, or the Internet;
(e) To collect or track the personal information of others;
(f) To interfere with or circumvent the security features of the Website or any related website, other websites, or the Internet.
We reserve the right to terminate Your use of the Service(s), Website, or any related website for violating any of the prohibited uses with immediate effect.
You are responsible for ensuring that Your login details, password, and all other details in relation to Your account remain confidential at all times.
ERRORS, INACCURACIES, AND OMISSIONS
We try to ensure that all information on the Website, including descriptions of Our Services and listed prices, is accurate at all times. However, mistakes may happen. We will try to resolve all information errors on the Website as soon as reasonably possible, and if We reasonably think that such an error has affected Your purchase of the Services, We will undertake reasonable efforts to inform You. However, unless explicitly prohibited by applicable laws, We will not be liable to You for any errors on the Website unless caused by Our willful misconduct or gross negligence.
Occasionally, there may be information on Our Website about the Service that contains typographical errors, inaccuracies, or omissions related to Service descriptions, pricing, promotions, and offers. We reserve the right to correct any errors, inaccuracies, or omissions, and to change or update information or cancel Orders if any information in the Service or on any related website is inaccurate at any time without prior notice (including after You have submitted Your order).
While every care is taken to ensure that all information on this Website is correct, there may still be errors or omissions. If You find an error or omission, please let Us know by emailing orgchart-support@unaric.com [__] and We will correct it as soon as possible after verification.
COPYRIGHT & OTHER RIGHTS
The Website and all text, images, information, and photographs contained within it are owned by and licensed to UNARIC. The copyright and all other intellectual property rights in the content contained on the Website are the sole and exclusive property of UNARIC.
The contents of the Website and the Website as a whole are intended solely for personal, non-commercial use. You may browse the Website and print its contents for this purpose only. You may not use, transfer, copy, or reproduce any part of the Website in any form or by any means except for the sole purpose of viewing its content for Your personal use unless You have the express written permission of UNARIC.
PRODUCTS OR SERVICES
Certain Services may be available exclusively online through the Website. We reserve the right, but are not obliged, to limit the sales of Our Services to any person, geographic region, or jurisdiction. We may exercise this right on a case-by-case basis. We reserve the right to limit the Services that We offer. We reserve the right to discontinue any Services at any time.
We do not warrant that the quality of the Services, information, or other material purchased or obtained by You will meet Your expectations or be fully compliant in Your jurisdiction or that any and all errors in the Service will be corrected.
ORDERING AND ONLINE PURCHASING, ACCURACY OF BILLING, AND ACCOUNT INFORMATION
Prices for Our Services are subject to change without notice.
You and UNARIC may agree on an order for the purchase of the Service(s) that reference the Terms and Conditions [https://www.orgchart.unaric.com/terms-conditions] (the “Order”). These Orders are subject to the Terms and Conditions [https://www.orgchart.unaric.com/terms-conditions] and will set out the relevant UNARIC Service, support, product descriptions, and other relevant information applicable to that Order and the specific UNARIC Service.
A binding contract shall be concluded between You and UNARIC when We make the Services available for Your use and/or You start using the Services and/or You upload the Services. We reserve the right to refuse any Services in Your Order prior to acceptance by Us. If a Service is not available, We will inform You about the unavailable Service in an email. A Service that is not available will not be included in the contract, and Your credit card will be refunded with the original price of the Services that are not provided due to their unavailability and are not part of the contract. Under no circumstances will We be liable to You for any additional amounts.
We can only accept Orders for Services that are available for use by You. In exceptional circumstances, if We are not able to fulfill Your Order, Your credit card will be refunded with the original price, and We will notify You by e-mail. Under no circumstances will We be liable to You for any additional amounts.
You agree to provide current, complete, and accurate purchase and account information for all purchases made on Our Website. You agree to promptly update Your account and other information, including Your email address, credit card numbers, and expiration dates, so that We can complete Your transaction and contact You as needed.
You agree to pay all fees in the currency and payment period and frequency specified in the applicable Order. UNARIC reserves the right to charge You the correct (higher or lower) amount as per the applicable Order and corresponding to Your subscription. UNARIC's fees are exclusive of all taxes, and You must pay any applicable sales, use, VAT, GST, excise, withholding, or similar taxes or levies, whether domestic or foreign, other than taxes based on UNARIC's income.
You can pay via credit/debit card, PayPal, or through our authorized resellers as identified in the applicable Order. UNARIC sends invoices electronically in advance as set out in the Order.
Payments are non-refundable and non-creditable, and payment obligations are non-cancellable whether or not You are using the Services due to any reason. Undisputed late payments may be subject to a service charge equal to the lesser of 1.5% per month of the amount due or the maximum amount allowed by law.
We reserve the right to refuse to supply any Order and/or any person for whatever reason. We may, in Our sole discretion, limit or cancel quantities per Order. These restrictions may include Orders placed by or under the same customer account, the same credit card, and/or Orders that use the same billing and/or shipping address. If We make a change to or cancel an Order, We may attempt to notify You by contacting the e-mail and/or billing address/phone number provided at the time the Order was made. We reserve the right to limit or prohibit Orders that, in Our sole judgment, appear to be placed by dealers, resellers or distributors.
You agree to provide current, complete and accurate purchase and account information for all purchases made at the Website. You agree to promptly update Your account and other information, including Your email address and credit card numbers and expiration dates so that We can complete Your transactions and contact You as needed.
As our relationship is of a business nature and not of a consumer type of relationship, by means of the payment of a retainer of fee as available for any type of the Service after a free of charge trial period, You accepted our Services as meeting Your expectations and being fit for Your purposes. For the avoidance of doubt the retainer fee (whether annual, half-year, quarterly, monthly or any other frequency) and the length of the trial period may vary from time to time and on a Service by Service basis at UNARIC’s discretion. The choices are available once ordering the Service. In such case by You paid retainer fee is non-refundable and Your only right is not to prolong Your contract with Us.
OPTIONAL TOOLS
We may provide You with access to third-party tools (the “Third Party Tools”) over which We neither monitor nor have any control or input. You acknowledge and agree that We provide access to such Third Party Tools "as is" and "as available" without any warranties, representations, or conditions of any kind, and without any endorsement. We shall have no liability whatsoever arising from or relating to Your use of optional Third Party Tools.
Any use by You of optional Third Party Tools offered through the Website is entirely at Your own risk and discretion, and You should ensure that You are familiar with and approve of the terms on which Third Party Tools are provided by the relevant third-party provider(s).
We may also in the future offer new services and/or features through the Website (including the release of new Third Party Tools and resources). Such new features and/or services shall also be subject to these Terms and Conditions.
THIRD-PARTY LINKS
Certain content, products, and services available via Our Website may include materials from third parties. Third-party links on this Website may direct You to third-party websites that are not affiliated with Us. We are not responsible for examining or evaluating the content or accuracy, and We do not warrant and will not have any liability or responsibility for any third-party materials or websites or for any other materials, products, or services of third parties.
We are not liable for any harm or damages related to the purchase or use of products, services, resources, content, or any other transactions made in connection with any third-party websites. Please review the third party’s policies and practices carefully and ensure that You understand them before You engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third party.
USER COMMENTS, FEEDBACK, AND OTHER SUBMISSIONS
If, at Our request, You send certain specific submissions (for example, contest entries) or, without a request from Us, You send creative ideas, suggestions, proposals, plans, or other materials, whether online, by email, by postal mail, or otherwise (collectively “Comments”), You agree that We may, at any time, without restriction, edit, copy, publish, distribute, translate, and otherwise use in any medium any comments that You forward to Us. We are and shall be under no obligation to:
(i) Maintain any Comments in confidence;
(ii) Pay compensation for any Comments; or
(iii) Respond to any Comments.
We may, but have no obligation to, monitor, edit, or remove content that We determine, in Our sole discretion, to be unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene, or otherwise objectionable, or that violates any party’s intellectual property or these Terms and Conditions.
You agree that Your comments will not violate any rights of any third party, including copyright, trademark, privacy, personality, or other personal or proprietary rights. You further agree that Your comments will not contain libelous or otherwise unlawful, abusive, or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Service or any related website. You may not use a false e-mail address, pretend to be someone other than Yourself, or otherwise mislead Us or third parties as to the origin of any comments. You are solely responsible for any comments You make and their accuracy. We take no responsibility and assume no liability for any comments posted by You or any third party.
PROHIBITED USES
In addition to other prohibitions as set forth in these Terms and Conditions, You are prohibited from using the Website or its content for any of the following:
(a) For any unlawful purpose;
(b) To solicit others to perform or participate in any unlawful acts;
(c) To violate any international, federal, provincial, or state regulations, rules, laws, or local ordinances;
(d) To infringe upon or violate Our intellectual property rights or the intellectual property rights of others;
(e) To harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability;
(f) To submit false or misleading information;
(g) To upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service, any related website, other websites, or the Internet;
(h) To collect or track the personal information of others;
(i) To spam, phish, pharm, pretext, spider, crawl, or scrape;
(j) For any obscene or immoral purpose; or
(k) To interfere with or circumvent the security features of the Service, any related website, other websites, or the Internet.
We reserve the right to terminate Your use of the Service or any related website for violating any of the prohibited uses.
DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY
We make reasonable efforts to keep the Website up-to-date but cannot guarantee that this Website and its content are completely free of technical errors. By using this Website, You acknowledge that You take full responsibility for all costs associated with all necessary servicing or repairs of any equipment You use in connection with this Website. We are also not liable for any damages associated with the use of this Website, however caused.
We do not guarantee, represent, or warrant that Your use of Our Services will be uninterrupted, timely, secure, or error-free. We do not warrant that the results that may be obtained from the use of the Service will be completely accurate or reliable.
You agree that from time to time, We may stop operating the Website and/or cancel Services or any parts thereof for definite or indefinite periods of time, at any time, without notice to You.
Unless explicitly prohibited by local mandatory laws, You expressly agree that Your use of or inability to use the Website and/or Service is at Your sole risk. The Website and all Services delivered to You through the Website are (except as expressly stated by Us otherwise herein) provided "as is" and "as available" for Your use, without any representation, warranties, or conditions of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose.
INDEMNIFICATION
You agree to indemnify, defend, and hold harmless UNARIC, its parents, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns, and employees from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of Your breach of these Terms and Conditions or the documents they incorporate by reference, or Your violation of any law or the rights of a third party.
SEVERABILITY
In the event that any provision of these Terms and Conditions is determined to be unlawful, void, or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms and Conditions. Such determination shall not affect the validity and enforceability of any other remaining provisions.
TERMINATION
The obligations and liabilities of the parties incurred before the termination date shall survive the termination of this agreement for all purposes.
These Terms and Conditions are effective unless and until this agreement is terminated by either You or Us. You may terminate this agreement at any time by notifying Us that You no longer wish to use Our Services or when You cease using Our Website.
If, in Our sole judgment, You fail or We suspect that You have failed to comply with any term or provision of these Terms and Conditions, We may terminate this agreement at any time without notice, and You will remain liable for all amounts due up to and including the date of termination; and/or accordingly, We may deny You access to Our Services (or any part thereof).
GOVERNING LAW
This Website, its contents, and any agreement arising out of it or concluded in relation to its use are governed by and construed in accordance with the laws of England and Wales, without regard to its conflict of law principles. By entering into a contract, You and Us irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this agreement or its subject matter or formation.
ENTIRE AGREEMENT
The failure of Us to exercise or enforce any right or provision of these Terms and Conditions or any other document that forms an inseparable part thereof (see a non-exhaustive list thereof below) shall not constitute a waiver of such right or provision.
These Terms and Conditions and any policies or operating rules posted by Us on this Website or in respect to the Service purchase constitute the entire agreement and understanding between You and Us and supersede any prior or contemporaneous agreements, communications, and proposals, whether oral or written, between You and Us (including but not limited to any prior versions of the Terms and Conditions).
You hereby expressly agree and consent that UNARIC may assign this contract to any third party. You are not permitted to assign or otherwise transfer this contract without the prior express written consent (including via e-mail) of UNARIC.
Any ambiguities in the interpretation of these Terms and Conditions shall not be construed against the drafting party. The following documents are an inseparable part of the agreement between You and Us:
- Privacy Policy: [orgchart.unaric.com/client-privacy-policy]
- Cookies Policy: [orgchart.unaric.com/cookie-policy]
The agreement will not be archived with UNARIC.
THE TERMS OF SERVICE UPDATES
You can review the most current version of the Terms and Conditions at any time at this Website: [orgchart.unaric.com/terms-conditions].
COMPLAINTS
We will always strive to offer the very best level of service to all Our customers, but should You wish to raise a complaint, please email [orgchart-support@unaric.com] and We will do Our best to resolve Your complaint as quickly as possible. The UNARIC team is here to help You!