Terms of Service (TOS)

Standard SaaS Software Terms of Service (TOS)

1. Definitions

“Licensor” refers to the provider of the software and related services.
“Customer” refers to the entity or individual using the Services.
“Software” or “Services” refers to the cloud-based SaaS platform provided by the Licensor.
“Authorized Users” refers to employees or contractors permitted by the Customer to use the Services.
“Personal Information” has the meaning set by applicable privacy laws.

2. Grant of License

The Licensor grants the Customer a non-exclusive, non-transferable, revocable license to access and use the Services during the Subscription Term, solely for the Customer’s internal business purposes.

3. Customer Responsibilities

The Customer agrees to:

  • ensure Authorized Users comply with these Terms;
  • use the Services in accordance with all applicable laws;
  • maintain the confidentiality of login credentials;
  • not reverse engineer, copy, resell, or sublicense the Software.

4. Service Availability & Support

The Licensor will use commercially reasonable efforts to ensure the Services are available, except during scheduled maintenance or circumstances beyond the Licensor’s control.

Support is provided according to the Licensor’s standard support policies.

5. Fees & Payment

All subscriptions, fees, and payment terms are defined in the applicable order form or invoice.

Unpaid amounts may result in suspension of the Services.

6. Data Privacy & Security

The Licensor will implement industry-standard security measures to protect Customer Data.

Use of Aggregated and Anonymized Data

A). Aggregated Data Usage

The Licensor may collect, compile, and use data generated through the Customer’s use of the Software, provided that such data is aggregated, de-identified, and does not contain any Personal Information or information that could reasonably identify the Customer, its employees, or its end users.

B. Purpose of Use

The Licensor may use such aggregated and anonymized data for the following purposes:

improving, developing, and optimizing the Software and related services;

  • creating industry or performance benchmarks;
  • generating analytical reports, insights, or statistical information;
  • supporting research, business intelligence, and market analysis;
  • enhancing system security, reliability, and scalability.

C. Ownership

All aggregated and anonymized data created by the Licensor in accordance with this section shall be the exclusive property of the Licensor, provided it cannot be used to identify the Customer in any manner.

D. No Personal Data

Under no circumstances will the Licensor use, disclose, or process any data in a manner that would identify the Customer or any individual. The Licensor will not sell or share Personal Information and will maintain appropriate safeguards to ensure continued anonymization.

7. Use of Aggregated and Anonymized Data

The Licensor may collect and use data derived from the Customer’s use of the Software in aggregated and anonymized form only, provided it does not identify the Customer or any individual.

Such aggregated data may be used for:

  • analytics and benchmarking;
  • improving and developing the Services;
  • security, performance, and capacity planning.

All aggregated and anonymized data is the exclusive property of the Licensor.

8. Confidentiality

Each party agrees to keep confidential all proprietary information disclosed during the term of this agreement. Confidentiality obligations survive termination.

9. Intellectual Property

All rights, titles, and interests in the Software remain the exclusive property of the Licensor.

The Customer receives no ownership rights in the Software.

10. Term & Termination

This Agreement remains in effect for the Subscription Term unless terminated earlier.

Either party may terminate for material breach if not remedied within 30 days.

Upon termination:

  • Customer access to the Services ends;
  • the Licensor will make Customer Data available for export for a limited time.

11. Warranty Disclaimer

The Services are provided “as is”, without warranties of any kind.

The Licensor does not guarantee uninterrupted or error-free operation.

12. Limitation of Liability

To the maximum extent permitted by law:

  • the Licensor’s liability is limited to fees paid in the 12 months preceding the claim;
  • the Licensor is not liable for indirect, incidental, or consequential damages.

13. Governing Law

This Agreement is governed by the laws of the jurisdiction specified in the order form or master agreement, without regard to conflict-of-law rules.

14. Amendments

The Licensor may update these Terms from time to time, with notice provided to the Customer. Continued use of the Services constitutes acceptance of updated Terms.

15. Entire Agreement

These Terms constitute the entire understanding between the parties regarding the use of the Services and supersede all prior agreements.