Terms of Use
Scope and pilot nature
These Terms of Use (“Terms”) govern your access to and use of the services, software, and documentation (the “Services”) provided by Neumetria, Inc. (United States) or Neumetria OÜ (Estonia), as specified in your pilot agreement (“we”, “us”, “ Company”), to you (“Customer”, “ you”) in connection with a pilot or evaluation program.
The Services are offered on a pilot or evaluation basis. They are not generally available and may be modified, suspended, or discontinued at any time. We do not guarantee availability, performance, or fitness for any particular purpose during the pilot. By using the Services, you agree to these Terms and to the pilot nature of the engagement.
Eligibility and authorized use
You represent that you are entering into these Terms on behalf of a business or organization, that you have authority to bind that entity, and that your use of the Services will comply with all applicable laws and regulations. You are responsible for the acts and omissions of your users and for ensuring they comply with these Terms.
Banking and financial data
The Services may involve the processing of banking, transaction, or other financial data (“Financial Data”). You represent that you have all rights and consents necessary to provide such data to us and to allow us to process it as described in our Privacy Policy and in the pilot documentation.
You will not provide Financial Data that you are not authorized to share. You will comply with applicable financial, privacy, and data-protection laws (including those applicable to your industry and jurisdiction) in your collection and provision of data to the Services. We will process Financial Data only as instructed, in accordance with our Privacy Policy and any applicable data processing or confidentiality terms agreed in writing.
Acceptable use and compliance
You will use the Services only for lawful purposes and in accordance with these Terms. You will not: (a) use the Services in any way that violates applicable law or regulation; (b) attempt to gain unauthorized access to the Services or related systems; (c) interfere with or disrupt the integrity or performance of the Services; (d) use the Services to build a competing product or service; or (e) reverse engineer, decompile, or attempt to derive source code from the Services except to the extent permitted by applicable law.
You are responsible for maintaining the security of your access credentials and for all activity under your account.
Confidentiality
Each party will keep confidential any non-public information disclosed by the other that is designated confidential or that reasonably should be understood to be confidential, including business, technical, and financial information and Financial Data. Confidential information may be disclosed only to those with a need to know and under obligations of confidentiality, and may be used only for the purpose of the pilot and performance under these Terms. These obligations survive termination of the Terms.
Intellectual property and feedback
We retain all right, title, and interest in and to the Services, our technology, and our intellectual property. No license or right is granted to you except the limited right to use the Services during the pilot in accordance with these Terms. If you provide feedback or suggestions regarding the Services, we may use them without obligation to you.
Disclaimer of warranties
The Services are provided “as is” and “ as available.” To the maximum extent permitted by law, we disclaim all warranties, express or implied, including any implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Services will be uninterrupted, error-free, or secure. The pilot is for evaluation purposes; you assume all risk related to your use.
Limitation of liability
To the maximum extent permitted by law, in no event will we be liable for any indirect, incidental, special, consequential, or punitive damages, or for loss of profits, data, or business opportunity, arising out of or in connection with these Terms or the Services, even if advised of the possibility of such damages. Our total aggregate liability for any claims arising out of or related to these Terms or the Services will not exceed the greater of (a) the amount paid by you to us in the twelve (12) months preceding the claim, or (b) one hundred United States dollars (USD 100).
Term and termination
These Terms are effective upon your first use of the Services and continue until terminated. Either party may terminate at any time with notice. We may suspend or terminate your access immediately if you breach these Terms or for operational or security reasons. Upon termination, your right to use the Services ceases. We may retain and use data as described in our Privacy Policy and any applicable data processing terms.
General
These Terms constitute the entire agreement between you and us regarding the pilot use of the Services. We may amend these Terms by posting updated terms; continued use after the effective date of changes constitutes acceptance. If any provision is held invalid, the remainder remains in effect. Our failure to enforce any right does not waive that right. You may not assign these Terms without our consent; we may assign in connection with a merger, acquisition, or sale of assets. Governing law and venue will be as specified in your pilot agreement or, if not specified, the laws of the jurisdiction in which we are established, without regard to conflict of laws principles.
Contact
Questions about these Terms or the Services may be sent to the contact address or email provided in your pilot agreement or on our website.