Terms of Service

Please take a moment to read our Terms of Service.

Revision: 1.1 (Updated 15-03-2016)

1. Introduction

1.1 This website is owned and operated by Prescience ApS (“Prescience”).

1.2 Prescience is registered in Denmark under registration number DK36485493 and our registered office address is Prescience ApS, Majsmarken 1, 9500 Hobro, Denmark.

1.3 You can contact Prescience by writing to the business address given above, by using our website contact form or by email to info@prescience.io.

2. Terms of Service

2.1 By using Prescience (the “Service”), You agree to the following terms and conditions (the “Terms of Service” or the “Agreement”).

2.2 By agreeing to the aforementioned terms and conditions You also agree to our Privacy Policy and Cookie Policy.

2.3 “You” refers to any individual who creates an account in the Service, or, if the Service is being used on behalf of a legal entity by an individual authorized to agree to such terms on behalf of such entity, then “You” refers to such entity.

2.4 If You are accessing the Service on behalf of Your employer, You represent and warrant that You have the authority to agree to the Terms of Service on Your employers behalf.

2.5 You agree that the Terms of Service constitute the entire agreement between You and Prescience, regardless of any other agreements made or any other information provided by Prescience prior to this.

2.6 Prescience has the right to modify the Terms of Service without prior notice.

2.7 Prescience may, but is not obligated to, inform You by email if modifications are made to the Terms of Service.

3. Registration and Account

3.1 An Account referred to herein means an account that can be used to manage the Service, provision User Accounts within the Account or enable collaboration with affiliate Accounts.

3.2 In order to use the Service You must have a valid Account.

3.3 During the Account registration You must provide legally correct information and it is Your responsibility that the information is true, accurate, current and complete at all times.

3.4 If Prescience has reasonable grounds to suspect that any account information is untrue, inaccurate, not current or incomplete, Prescience has the right to suspend or terminate the Account and refuse all current or future access to the Service.

3.5 You must maintain the security of Your account and administrator credentials.

3.6 You must ensure that each User Account is only accessed and used by one person as it is not permitted to share User Accounts between multiple individuals.

3.7 You are legally responsible for all activities within the Service and all Content submitted to your Account. This includes activity and Content submitted by other users within Your Account.

3.8 You must use the Service in a private and secure manner. Prescience is not liable for any damage or loss arising from unauthorized access to the Service as a result of You disclosing or sharing Your password or failing to log out of each session.

3.9 You may not use the Service for any illegal purposes or violate any laws in Your jurisdiction.

3.10 You must notify Prescience at once if You detect or suspect unauthorized access or breach of security in Your Account.

4. Billing and Payment

4.1 If your Account is a paid subscription You must provide one of the following:

(a) Valid details and billing information for commercial invoicing (limited to enterprise customers),

(b) Valid details and billing information for the credit card Prescience must charge for Your use of the Service.

4.2 If You are a legal entity registered in the EU You must provide a valid EU VAT number.

4.3 The subscription is invoiced and charged recurringly in advance according to the following payment terms:

(a) Invoices are due Net 7 days,

(b) Credit card payments are charged the first day of each month.

4.4 When You sign up for a subscription You will be billed immediately for the first month.

4.5 If You cancel or downgrade Your subscription there will be no refunds for the remainder of Your current billing period.

4.6 All prices are in euros (EUR) and exclusive of any value added tax (VAT).

4.7 You are responsible for paying all VAT and other taxes.

4.8 As long as Your Account remain active and in good standing You will be charged for the subscription, even though You do not use the Service.

4.9 Prescience has the right to modify the subscription price, or any other price related to the Service, with a prior notice of 30 days.

4.10 In the event of late payment the following terms apply:

(a) Interest under the Danish Interest Act will be added to the claim in accordance with the official lending rate of the Danish National Bank plus 7% per annum,

(b) On the forwarding of prompt notes, a dunning charge of DKK 150.00 per prompt note will be charged,

(c) In the event of non-payment, Prescience is entitled to claim Prescience’s collection charges to a legal counsel fully covered, and thus not only the maximum charges under the Danish Interest Act.

5. Termination and Cancellation

5.1 The Agreement is continuous until terminated with a notice of 30 days to the end of a month.

5.2 You are responsible for cancelling the Agreement (Your Account).

5.3 You can cancel Your Account by contacting support@prescience.io.

5.4 The cancellation is not effective until You receive a written confirmation by email from Prescience.

5.5 When You cancel Your Account all User Accounts and User Contents may become unavailable immediately, regardless of any remainder of Your current billing period, unless otherwise agreed in writing with Prescience.

5.6 Prescience may at any time and for any reason suspend or terminate the Service. Prescience is not liable for any damage or loss resulting from such suspension or termination.

5.7 Prescience may terminate the Agreement or suspend or terminate Your Account in the event of any misrepresentation or breach of the Agreement by You. Prescience is not liable for any damage or loss resulting from such suspension or termination.

6. User Account

6.1 A User Account referred to herein means a service, web site, or mobile app that allows You to create, update, delete and read posted information such as data, text, messages, or other materials (hereinafter “Content” or “User Content”.

6.2 In order to use the Service You must have a valid User Account.

6.3 The User Account is personal and You are not permitted to share the User Account with another person.

6.4 You must use the Service in a private and secure manner. Prescience is not liable for any damage or loss arising from unauthorized access to the Service as a result of You disclosing or sharing Your password or failing to log out of each session.

6.7 You may not use the Service for any illegal purposes or violate any laws in Your jurisdiction.

6.8 You must notify Prescience at once if You detect or suspect unauthorized access or breach of security in Your User Account.

7. User Content Policy

7.1 Prescience does not claim ownership of User Content submitted to the Service. User Content belongs to the Account who owns the workspace to which the Content is submitted.

7.2 By using the Service You understand that User Content is the sole responsibility of the user who submitted the Content.

7.3 You agree that You are legally responsible for all User Content submitted by You to the Service.

7.4 By posting User Content You agree that Prescience may store and display the Content for You and other users in Your Account.

7.5 Prescience may display Your Content to any affiliate Account that is specified under Your Account, in order to make collaboration possible.

7.6 Prescience does not control the Content that is posted through the Service and as such does not warrant the accuracy, integrity or quality of such Content.

7.7 By using the Service You understand that You may be exposed to User Content that You may find offensive, indecent and objectionable.

7.8 By using the Service You understand that Prescience does not pre-screen Content posted via the Service. Prescience shall have the right, but not the obligation, to refuse, modify or remove any Content from the Service that violates the Terms of Service.

7.9 You agree that You alone must evaluate and bear the risk associated with the use of Content posted via the Service or created by the Service, including any reliance on the Content’s accuracy, completeness, or usefulness.

7.10 You acknowledge that Prescience may preserve and disclose User Content if required to do so by law. If Prescience discloses User Content, Prescience agrees to notify You, if permitted by law to do so.

7.11 By using the Service You understand that Content is transmitted across various networks, including the Internet. Such transmission may include changing the Content to conform to the technical requirements necessary in order to provide the Service to You.

7.12 You agree that Prescience is not responsible or liable for the deletion, failure to restore or transmit any Content maintained by the Service.

7.13 You warrant that You will not:

(a) Impersonate any person or entity or in any other way misrepresent Your affiliation with another person or entity,

(b) Upload, post, transmit or make available Content that is unlawful, harmful, threatening, abusive, harassing, vulgar, obscene, invasive of someone’s privacy, hateful, racially or otherwise objectionable,

(c) Upload, post or otherwise transmit any User Content that You do not have the right to transmit under any law or under contractual or fiduciary relationships,

(d) Upload, post or otherwise transmit any User Content that infringes any patent, trademark, trade secret, copyright, rights of privacy or other proprietary rights of any party,

(e) Upload, post or transmit any material that contains software viruses, computer code, files or programs designed to compromise, interrupt or destroy computer hardware and software,

(f) Upload, post or otherwise transmit unsolicited commercial email or “spam”,

(g) Upload, post or otherwise transmit User Content designed to forward or redirect users to another website.

7.14 If You fail to comply with section 7.13 Prescience reserves the right to delete the content in question and/or disable Your account permanently.

8. API Policy

8.1 You may access the Service using the Prescience API (Application Programming Interface) provided that API access is included in the scope of Your subscription plan.

8.2 Your use of the API is bound by these Terms of Service and by using the API You agree to the following:

(a) Any and all use of the API is at Your sole risk,

(b) Prescience shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, loss of revenue, profits, goodwill, data or other intangible losses resulting from Your use of the API or use of the API via any third party products or services,

(c) It is Your responsibility to comply with any indirect usage licensing terms, requirements or fees of third party products or services as a result of using the API,

(d) You will not take any action that will impose an unreasonable or disproportionately large load on the API or underlying infrastructure,

(e) You will not exceed the scope of the API,

(f) Prescience may establish, modify and enforce limits or quotas concerning usage and storage within the Service,

(g) You will not interfere with or disrupt the Service or servers or networks connected to the Service,

(h) Prescience reserves the right to suspend Your access to the API temporarily or permanently with or without notice.

9. Modifications to the Service

9.1 Prescience may at its sole discretion and at any time or from time to time modify or discontinue the Service or any part thereof, temporarily or permanently.

9.2 You agree that Prescience shall not be liable to You or to any third party for any modification, suspension, termination or discontinuance of the Service or any part thereof.

10. Technical Requirements

10.1 You understand that hardware, software (such as web-browsers) and Internet services are required to use Prescience and that such hardware, software and Internet services are not included in the Service.

10.2 Prescience currently supports the following platforms and web-browsers;

(a) Android from version 4.1 Jellybean,

(b) iOS version from version 8.0,

(c) Microsoft Internet Explorer from version 8.0,

(d) Google Chrome from version 43.0,

(e) Apple Safari from version 8.0,

(f) Mozilla Firefox from version 38.0,

(g) Microsoft Edge from version 12.0.

10.3 It is Your sole responsibility to ensure that your hardware and software is compatible, supported and updated.

10.4 Prescience shall not be liable for any Service disruptions resulting from incompatible hardware, unsupported software or Internet outages.

11. Maintenance

11.1 Prescience may at its sole discretion perform scheduled or unscheduled maintenance at any time or from time to time, causing the Service to be fully or partially unavailable until such maintenance has been completed.

11.2 You agree that Prescience shall not be liable to You or to any third party for any temporary suspension of the Service due to scheduled or unscheduled maintenance.

11.3 Prescience may, but is not obligated to, notify You in advance of scheduled maintenance.

12. Technical Support

12.1 Prescience provides technical support via email to users within paid subscription Accounts.

12.2 You may direct all support requests to support@prescience.io.

12.3 Prescience does not warrant or in any way guarantee response times for support requests.

12.4 Prescience does not warrant or in any way guarantee a response or a resolution to support requests.

12.5 Prescience has the right to refuse to answer any support request submitted by You for any reason.

13. Proprietary and Intellectual Property Rights

13.1 You acknowledge and agree that Prescience and its partners, as applicable, retain ownership of all proprietary and intellectual property rights in the Service.

13.2 You acknowledge and agree that Prescience and its partners, as applicable, retain ownership of all trade names, trademarks and service marks associated with and displayed in the Service.

13.3 You may not modify, copy, make derivative works, reverse engineer, reverse compile or otherwise reduce to human readable form any software associated with the Service in order to build a competitive or similar product or service, in the same or any other product category.

13.4 You may not sell, resell or exploit any part of the Service.

13.5 You may not remove, deface or obscure any copyright or trademark notices of Prescience.

13.6 If You have a non-trial subscription You agree that Prescience may include You as a customer reference and display Your business identifiers and trademark on our promotional website, unless You have contacted Prescience and expressly asked to be excluded from any such promotional material.

14. Indemnity

14.1 You agree to indemnify, defend and hold harmless Prescience, its partners, directors, employees, consultants, agents and suppliers from any and all third party claims, liabilities, damages and/or costs (including but not limited to attorneys fees) arising from:

(a) Your use of the Service,

(b) The use of the Service by any user in Your Account,

(c) The use of the Service by any Account affiliated to Your Account.

15. Representations and Warranties

15.1 The Service is provided as-is and as-available and Prescience expressly disclaim all warranties and representations of any kind, express or implied, including, but not limited to:

(a) The merchantability of the Service,

(b) The fitness of the Service for a particular purpose,

(c) The ability of the Service to meet Your requirements,

(d) The results You can obtain by using the Service,

(e) The security of the Service,

(f) The performance of the Service including, but not limited to, the availability, reliability, durability, privacy, quality, correctness, accuracy, failure rate or error level of the Service.

15.2 You understand and accept that Prescience uses third party hosting and service vendors to provide the necessary software, hardware, network, storage and technologies required to operate the Service.

15.3 The Service is not licensed to use in hazardous environments that require fail-safe controls including, but not limited to, operation of nuclear facilities, aircraft navigation/communication systems, air traffic control, and life support or weapons systems.

15.4 You agree to use the Service at Your sole risk.

15.5 You accept and agree that any damages to You, direct or indirect, resulting from the use of the Service is Your sole responsibility including, but not limited to, loss of revenue, profits, data, and information.

16. Liability

16.1 In no event shall Prescience, its affiliates or suppliers be liable to You for any special, direct, incidental, indirect, exemplary or consequential damages whatsoever including, but not limited to, loss of business opportunity, revenue, profits, data, information or any other pecuniary loss or damage arising from the use of the Service or the inability to use the Service, including but not limited to:

(a) Any loss or damage from failures in the Service,

(b) Loss of or changes to Content stored in the Service,

(c) Unauthorized access or modifications to Your User Content in the Service,

(d) Functionality added, changed, or removed in the Service,

(e) Other changes made to the Service,

(f) The Service becoming temporarily or permanently unavailable,

(g) The failure of Prescience to provide support,

(h) Violations of third party rights by Prescience.

16.2 In any case Prescience’s, its affiliates’ or its suppliers’ maximum cumulative liability and Your exclusive remedy for any claims related to this agreement is limited to the amount paid by You for the Service (if any) in the previous twelve (12) months.

17. Waiver and Severability

17.1 Failure by Prescience to exercise any of its rights under this Agreement does not signify that Prescience waives or forfeits any right or ability to enforce the Agreement.

17.2 If any provision of this Agreement is held illegal, invalid or unenforceable in whole or in part in any jurisdiction, this shall not affect the validity or enforceability in that jurisdiction of any other provision of this Agreement or the validity or enforceability of that provision or any other provision in any other jurisdiction.

18. Choice of Law and Venue

18.1 Any dispute arising out of or in connection with deliveries from Prescience must be settled in accordance with Danish law without regard to any principles of private international law specifying any other choice of law.

18.2 Any dispute arising out of or in connection with deliveries from Prescience must be brought before and finally settled by the “Court of Aarhus, Denmark”.

Change log

10-12-2015 – Document created.

15-03-2016 – Terms edited, 10. Technical Requirements added.

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