Terms of Service
LAST REVISED ON MARCH 14, 2020, EFFECTIVE AS OF MAY 25, 2019
These Terms of Service (the ‘Agreement‘) are a legal agreement between You as the user and Nhype (‘Nhype‘, or ‘We‘ ‘Our‘ or ‘Us‘ or ‘Company‘), that governs Your limited, non-exclusive and terminable right to the use of the Nhype Site and Services as defined herein. By making use of the Services, You agree to be bound by the terms of this Agreement.
If You do not agree to this Agreement, You must not make use of any of the Services or the Site. By accepting this Agreement, You acknowledge that You have read, understood it, and agree to be bound by its terms and conditions of this Agreement.
We may amend this Agreement from time to time. We will provide You with a notice of the modifications via email to the email associated to Your Account and by posting a written notice on Our Site and You hereby agree that this shall constitute adequate notice in this regard. All amended terms automatically take effect on the sooner of the day You use the Site and/or Services, or 30 calendar days after they are initially posted on the Site. Your use of the Site and/or Services following the effective date of any modifications to this Agreement will constitute Your acceptance of the Agreement, as modified.
Additionally, by using the Websites, You acknowledge and agree that Internet transmissions are never completely private or secure. You understand that any message or information You send to the Websites may be read or intercepted by others, even if there is a particular notice that a specific transmission (for example, credit card information) is encrypted.
The Company is not responsible for any third party’s misuse or misappropriation of any content or information you transmit to or post on the Websites.
‘Account‘ shall mean an account with Nhype to use the Services;
‘Agreement‘ shall mean these Terms of Service, including any annexes thereto which form an integral part thereof and which in their totality, govern Your relationship with Nhype;
‘Applicable Law‘ shall mean the laws to which Nhype is subject, particularly the Laws of Malta, and the Regulation (EU) 2016/679, the General Data Protection Regulation (GDPR), and any other laws as may be applicable from time to time;
‘Confidential Information‘ shall mean all information provided by You or Us (the ‘Disclosing Party‘), to the other party (the ‘Receiving Party‘), whether orally or in writing, which information is designated as being confidential. Provided that for all intents and purposes, Confidential Information shall not be construed to include any information that is (a) publicly known at the time of disclosure or subsequently becomes publicly known through no fault of the Receiving Party; (b) discovered or created by the Receiving Party before disclosure by the Disclosing Party; (c) learned by the Receiving Party through legitimate means other than from the Disclosing Party or Disclosing Party’s representatives; or (d) is disclosed by the Receiving Party with the Disclosing Party’s prior written approval;
‘Data‘ shall mean content, Personal Data, information, and Confidential Information relating to Your business, some of which may not be publicly available, including but not limited to technical and commercial information concerning Your, or any of Your parent company’s or subsidiaries’, business, systems, processes, software and services, as the case may be;
‘Intellectual Property Rights‘ shall mean the copyright, including the moral and related rights, rights to use, musical works, literary works, designs, databases or any other copyright-protected works, trade names, protected business identifiers, patents, utility models and trademarks, and all other industrial and intellectual property rights, in each case whether registered or unregistered, which currently subsist, or will subsist, now or in the future, in any part of the world;
‘Know-How‘ shall mean unpatented information, knowledge, experience, formula, research, processes, studies, reports, Data and designs developed by and/or in Your possession;
‘Personal Data‘ represent any information relating to an identified or identifiable natural person; an identifiable natural person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, an online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that natural person;
‘Service/s‘ shall mean the services offered by Nhype and having a variety of resources including but not limited to experience, localize, inbound, engage, optimize, and other functionalities or services as developed and introduced by Nhype from time to time;
‘Site/s‘ shall mean the website Nhype.com, in addition to any sub-pages that are integrated within this website;
‘Subscription Plan‘ shall mean one of the different subscription packages through which You can use the Services as further described on Nhype.com;
‘Subscription Term‘ shall mean the period for which subscription to the Services shall be made available by Nhype to You, subject to Your adherence to the obligations undertaken under this Agreement;
‘Third Party/ies‘ shall mean any persons, whether legal or natural, which are neither You nor Nhype;
‘Trial Period‘ shall mean free access provided to You by Nhype for a limited and established period, to the Services, which shall be granted at the sole discretion of Nhype. Nhype may revoke access at any time without the need of any prior notice;
‘You‘ / ‘Your‘ shall mean a person, whether natural or legal, acting in the course of a trade or business, and who agrees to be bound by the terms contained in this Agreement.
2. Account Registration, Access and Disclosure
2.1. To use the Site and Our Services, You must complete the registration process by providing Company with current, complete and accurate information, as more specifically required by the then current registration procedures. You may be required to specify a username and password and provide their name, company name, address, and email address. To obtain certain aspects of the Company Services, You may also provide access to information related to your accounts at social networking sites. You shall maintain and update their registration data from time to time to ensure that it is always accurate. Company may refuse to accept your application at its sole discretion. You agree to provide Us with complete and accurate information upon registration and to keep such information accurate and up-to-date during Your course of use of Our Service. You are advised to keep Your login credentials strictly confidential and to refrain from disclosing these to anyone. We shall not be held responsible for unauthorized access to Your Account arising from Your failure to keep Your login credentials safe and secure.
2.2. If You are using the Site or Services for and on behalf of a legal entity You may do so by creating a separate Account with Nhype or by adding a new organization site to Your existing Account. Any such separate Account or new organization site to Your current Account shall be governed by the terms and conditions set forth in this Agreement and as further detailed in clause 2.6 hereunder. If You are using the Nhype Site or Service for and on behalf of a legal entity, You shall be, and shall be presumed to be empowered by and/or adequately authorised for and on behalf of that legal entity and You and the legal entity shall be jointly and severally subject to this Agreement. If You no longer remain an authorized representative of the legal entity, You shall be responsible to immediately inform Nhype, in which case the legal entity shall remain subject to the Agreement, and the legal entity shall contemporaneously proceed to inform Nhype of the new authorized representative. Until a new authorized representative has been notified to Nhype, You shall remain responsible as aforesaid. Nhype shall not be held liable should a person without the necessary power / non adequately authorized person to enter into this Agreement for and on behalf of a legal entity.
2.3. We reserve the right for Us, Our contractors or Our employees, after obtaining Your prior consent, to access Your Account and the information that You have provided for support, maintenance and servicing purposes or for any security-related, technical or billing reasons.
2.4. It is Your responsibility to protect Your Data and maintain the confidentiality of Your user information and passwords. You are also responsible for promptly notifying Nhype of any unauthorized use of Your account, or breach of Your Account information or password. To the extent that such loss has not been caused due to gross negligence, willful misconduct, fraud or bad faith by Nhype, Nhype will not be liable for any loss that You may incur as a result of someone else using Your username or password, either with or without Your knowledge. To the extent allowable by the Applicable Law, You shall be liable for any expenses, including usage charges and fines, fees, civil judgments, and reasonable attorney’s fees for Your intentional or negligent failure to safeguard user and password information and/or promptly notifying Nhype about any unauthorized use of Your Account or breach of Your Account information or password.
2.5. If You are:
- a parent company owning a majority shareholding (51% or higher) in a subsidiary company or other legal entity; or
- a subsidiary company or other legal entity, owned by a parent company owning a majority shareholding (51% or higher); and
- wish to extend this Agreement to either Your parent company or Your subsidiaries, as the case may be, You may do so by creating a separate Account with Nhype or by adding a new organization under Your existing Account. Any such separate Account or new organization site to Your existing Account shall be governed by the terms and conditions set forth in this Agreement.
2.6. Your parent company or subsidiary(s), as the case may be, shall be deemed to be a third-party beneficiary of this Agreement with the same rights and obligations attributed to You and Nhype under this Agreement and shall take on all responsibilities and obligations as if such parent company or subsidiary, as the case may be, were You.
3. Extent of Services
3.1. The extent of the Service(s) to which You may have access to may be dependent on the relevant Subscription Plan, Subscription Term and respective and timely payment of Service fees to Nhype.
4.1. We offer several different Subscription Plans for Our Services. The applicable Subscription Term Plan depends on Your choice. Your Subscription Plan is selected during Your Account registration, and You can choose to change Your plan at any time.
4.2. You agree to pay all applicable fees for the use of the Company Services in the amounts and at times set forth on the Websites, Master Services Agreements, Statements of Work and subject to any other payment terms described on the Websites, Master Services Agreements, and Statements of Work.
4.3. Unless specified otherwise, all amounts due hereunder shall be paid in US Dollars, in full, by a valid credit card. Payments will be charged on the day You sign up for the Company Services and will cover the use of the Company Services for a monthly or annual period as indicated. Service availability often depends on the availability of third-party services over which we have no control. Credit is not provided for periods where the Company Services are unavailable or reduced due to the unavailability or interruption of those third party services.
4.4. Company Services are billed in advance on a monthly or yearly basis (as per the option You have chosen) and are non-refundable. All fees are exclusive of taxes, levies, withholdings or duties imposed by taxing authorities, and you shall be responsible for the payment of all such taxes, levies, withholdings or duties in addition to the fees.
4.5. Following Your current Subscription Term, We reserve the right to amend the Subscription Plans and/or Subscription Term at any time or introduce new fees and/or subscription levels or charges. We will provide You with thirty (30) calendar days’ written notice in advance during which You will have the right to unsubscribe from, or change Your current Subscription Plan, should You not agree with these amendments.
4.6. Nhype does not allow the use of the Websites by persons under the age of 18. Although Company cannot entirely control whether minors gain access to the Websites, Your Subscription may be, and Your membership may be terminated without warning if Company believes that You are under the age of 18 and Company does not have satisfactory proof of your age.
5. Subscription Term and Renewal
5.1. All subscriptions for Company Services will automatically continue on a month to month basis unless You cancel Your subscription or Company terminates it. Nhype will bill the monthly fee for the Company Services to the payment method selected by You on the calendar day corresponding to the commencement of the Company Services.
5.2. Renewal Term. Unless Nhype is notified at least three business (10) days before the end of the conclusion of Your current Subscription Term (or any subsequent Renewal Term) that You do not intend to renew Your subscription, You will be enrolled into an automatic renewing cycle for the same term at the conclusion of the Subscription Term (the ‘Renewal Term‘). This applies to all Subscription Plans involving payment and works the same for both monthly and annual renewals. Any written notice of Your intention not to renew shall be provided to the following email address: [email protected]. The email must come from the registered Nhype Account owner.
6.1. Either You or We may terminate this Agreement for cause; as a result of a material breach by the other party of the terms hereof in this Agreement, if the defaulting party fails to cure such material breach within fifteen (15) calendar days of its receipt of written notice of the violation from the non-defaulting party. In addition, We may immediately terminate this Agreement if You: (i) terminate Your business activities or become insolvent; (ii) admit in writing to the inability to pay Your debts as they mature; (iii) make an assignment for the benefit of creditors; (iv) become subject to direct control of a trustee, receiver or similar authority; or (v) do not pay the fees when due in accordance with Your Subscription Plan. In the event this Agreement is terminated for cause due to Your uncured material breach, You agree, without limiting any of Our other rights or remedies, to pay all remaining fees payable through the remainder of Your Term.
6.2. You may terminate this Agreement by requesting Your Subscription to be canceled and deleted. Nhype may also terminate Your right to use the Site and/or Services with or without cause at any time. Nhype shall notify You via email to Your registered email account if We terminate Your Account. Your obligation to pay accrued charges accrued up to the date of termination shall survive any termination of this Agreement. In the event of any termination of this Agreement, the limitations on Your use of the Services as set forth in Clause 7 and Our warranties as set forth in Clause 10 shall survive such termination.
6.4. Upon expiration of the Subscription Term, or termination, howsoever occasioned, Your Subscription Plan shall immediately terminate.
7. Limited Licences
7.1. Subject to this Agreement, Nhype grants You a limited, revocable, non-exclusive, non-transferable and non-assignable license to use the Site and/or access the Services for enterprise, and commercial use subject to the other terms of this Agreement. You hereby agree not to resell any part of the Services. You shall not transfer, lease, sub-license, modify, reverse engineer, decompile or disassemble the Site and/or any part of the Services. You shall not copy, adapt, alter, modify, translate, or create derivative works of the Site and/or Services without a prior written authorization of Nhype. You represent and warrant that You shall not use the Services for illegal purposes or for the transmission of information that may be classified as unlawful, libelous, abusive, obscene or that infringes any rights, including Intellectual Property Rights of others.
7.2. You shall not permit Third Parties to use the Services, except for clauses 2.5 and 2.6 above, including but not limited to shared use via a network connection, except under the terms of this Agreement.
7.3. To protect the Intellectual Property Rights to the Services, You shall not circumvent or disable any technological features or measures in the Services. You shall not use the Services, including in conjunction with, any device, program, or service designed to circumvent any deployed technological measures, in an attempt to control access to, or the rights in, a content file or other work protected by intellectual property laws.
7.4. Any such forbidden use as details above shall constitute a material breach of this Agreement and shall prompt Us, at Our own discretion, to immediately terminate Your right to access the Service. Any breach of this Clause shall make You liable for damages suffered by Nhype.
8. Proprietary Rights
8.1. Except as otherwise stated herein, all rights, titles and interest in the Site and/or the Services and any content contained therein is the exclusive property of Nhype. Unless otherwise specified, the Services are for Your limited use only, and if You copy or download any information from this Site and/or Service, You agree that You shall not remove or obscure any copyright or other notices or legends contained in any such information.
8.2. You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, frame, create derivative works from, transfer, or otherwise use in any other way for commercial or public purposes, in whole or in part, any information, software, products or Services obtained from the Site and/or the Services, except for the purposes expressly provided herein, without Nhype’s prior written approval.
8.3. Except for those Intellectual Property Rights that are already owned, registered or vested in Your name, or those Intellectual Property Rights that are created by or for You during the duration of this Agreement, all Nhype trademarks, trade names, Service marks, logos and other Intellectual Property Rights in and to the Site and Services are proprietary to Nhype. Your use of any marks on the Site and Services in any manner other than as authorized in this Agreement, or as authorized in writing by Nhype, shall be strictly prohibited.
8.4. All Your trademarks, trade names, service marks, and logos are proprietary to You. Nhype’s use of any of Your marks in any manner other than as authorized in this Agreement, or as approved in writing by You, is strictly prohibited.
8.5. In the course of performing the Services, Nhype will have access to some of Your Data. All rights, title, and interest in the Data is Your exclusive property, except as otherwise provided for herein throughout this Agreement.
8.6. Nhype shall not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, frame, create derivative works from, transfer, or otherwise use in any other way for commercial or public purposes, in whole or in part, any of Your Data belonging to You, except for the purposes of the provision of performing the Services expressly provided for herein, without any further prior need of approval or consent from You.
8.8. You acknowledge and agree that Nhype may disclose any Data if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to (a) comply with legal process; (b) enforce this Agreement; (c) respond to claims that any of Your content and/or Data violates the rights of Third Parties; or (d) protect the rights, property, or personal safety of Nhype, the Site, the Services, its users, and the public.
8.9. In the event that You provide Nhype with any feedback, suggestions, comments or improvements with respect to the Site and/or Services, You hereby grant Nhype with a non-revocable, sub-licensable and royalty-free right and licence to make use of, copy, disclose, licence, and distribute such feedback, suggestions, comments or improvements in any manner without any obligations, of whatever kind, towards You. Nothing in this Agreement shall be construed as a limitation on Nhype to make use, develop and market any Services incorporating the feedback, suggestions, comments or improvements that You have provided.
8.10. For the avoidance of doubt, all such rights to Nhype to use Your Data shall be granted solely for the duration of this Agreement.
9. Confidential Information
9.1. The person in receipt of Confidential Information (the ‘Receiving Party‘) shall hold and maintain the Confidential Information in strictest confidence for the sole and exclusive benefit of the other party (for the purposes of this section, the ‘Disclosing Party‘). Receiving Party shall ensure restriction of access to Confidential Information to its employees, contractors, and Third Parties as is commercially and reasonably required and shall require those persons to sign and abide by nondisclosure restrictions at least as protective as those contained within this Agreement. The Receiving Party shall not, without the prior written approval from the Disclosing Party, use for Receiving Party’s own benefit, publish, copy, or otherwise disclose to others, or permit the use by others for their benefit or to the detriment of the Disclosing Party, any Confidential Information. The Receiving Party shall return the Disclosing Party any Confidential Information and all records, notes, and other written, printed, or tangible materials in its possession pertaining to Confidential Information immediately where the Disclosing Party so requests in writing.
10.1.Nhype warrants and represents to You that:
- The Intellectual Property Rights (including without limitation all copyright, trademarks, design rights, Service marks, whether registered or unregistered) in any material provided by Nhype as part of the Site and/or the Services do not, to the best of Nhype’s knowledge, infringe any Third Party Intellectual Property Rights when used in accordance with this Agreement;
- Nhype will only use Your Data under this Agreement, including its annexes; and
- Nhype represents and warrants to You that it has all necessary rights and authority to enter into the Principal Agreement and any Addendum to perform the Services.
10.3. If You are located in the European Economic Area (EEA) or have any visitors in the EEA, You represent and warrant that You use the Service in accordance with the GDPR, including that You:
- will clearly describe in writing how You plan on using any Data processed, including Your use of Our Service.;
- have complied, and will comply, with all regulations, as well as Data protection, electronic communication, and privacy laws that apply;
- have processed all Data relating to any individual in compliance with all Data protection laws and regulations; and
- You agree to indemnify and hold Us harmless from any losses, including attorney fees, that result from Your breach of any part of these warranties;
10.4. You agree, in connection with Your use of the Service, to comply with all applicable export and re-export control laws and regulations. You warrant that You are not located in a United Nations Security Council sanctioned country and are not on a sanctioned person list. You also warrant that You will not purchase the Service using funds sourced from a sanctioned country.
11.1. In no event shall Nhype, its owners, suppliers or any of their respective owners, directors, employees, contractors and/or agents be liable to You or any Third Party for any direct, indirect, special, exemplary, punitive or other consequential or incidental damages (including but not limited to any lost profits or revenue, interruption, loss of programs or additional information, or any other pecuniary loss) arising directly or indirectly from (i) Your use of or access to the Site and/or Services, or any content, products or services distributed on or provided through the Site and/or Services, (ii) for any failure or interruption of the Site and/or Services; whether arising out of errors, omissions, loss of Data, defects, viruses, interruptions or delays in operations or transmission or any other cause, whether based on warranty, contract, tort (including negligence) or any other legal theory, even if Nhype or its suppliers have been expressly advised of the possibility of such damages.
11.2. In any event, and without prejudice to the above, Nhype’s total maximum aggregate liability under this Agreement, including any annexes herewith, or in respect of the use or exploitation of any part or all of the Site or Services, the content or user material in any manner whatsoever shall not exceed Your monthly subscription fee.
12. Data Retention
12.1. Nhype commits to securely storing data on behalf of Our customers in accordance with their Subscription Plan, Master Services Agreements or Statements of Work. All data exceeding the stated timeframe will be routinely and automatically deleted from Our systems.
12.2. You expressly acknowledge and accept that Nhype does not provide any archiving or backup services, and may delete Data that is no longer in use and exceeds the timeframes stipulated in the applicable Subscription Plan, Master Services Agreements or Statements of Work. Nhype expressly disclaims all obligations to archiving, storage and backup of Data.
13. Assumption of Risk
13.1. You use the Internet solely at Your own risk and subject to all applicable local, state, national, and international laws and regulations. While Nhype has endeavored to create secure and reliable Site and Services, Nhype is not responsible for the security of any information outside of its control. Nhype shall have no liability for interruptions or omissions in Internet, network or host services. You assume the sole and complete risk of using the Site and the Services.
13.2. You hereby declare that You are aware that as a result of the global nature of the Internet and World Wide Web, the Site and/or Services are available online and may generally be accessed from anywhere in the world at any time. Access to the Site and/or Services may not be legal by certain persons or in certain jurisdictions. Access to and use of the Site and/or the Services are at Your own risk, and You shall be responsible for compliance with the laws of Your jurisdiction and any jurisdiction in respect of which You use the Site and/or Services. You agree to comply with all local rules regarding online conduct and acceptable content in any generated content.
14.1. The Site and/or Services may include links to certain websites, materials, or content developed by Third Parties. Nhype has not reviewed all of the sites linked to its Site and/or Services and shall not be responsible for the contents of any such linked material. The inclusion of any link does not imply endorsement by Nhype of such material, and Nhype shall not be held liable in respect of any links contained therein. Use of any such linked material shall be at Your own risk. Nhype reserves the right, in its sole and absolute discretion, to discontinue links to any other material at any time and for any reason.
15.1. Unless You specifically withdraw Your consent to this clause by sending an email at [email protected], You hereby acknowledge and consent to Nhype making use of any of Your marks, logos and trade names to identify You as Nhype’s user/customer on Nhype’s Site and/or Services, in addition to any other marketing material.
16. Enforcing Security
16.1. Actual or attempted unauthorized use of any of the Site and/or Services may result in the institution by Us of criminal and/or civil prosecution. For Your protection, We reserve the right to view, monitor, and record activity on the Site and/or Services without notice or further permission from You, to the fullest extent permitted by the Applicable Law, and only in accordance with this Agreement. This right extends to Our review of tracking activity and details pertaining to claimed violations by You. Any information obtained by monitoring, reviewing, or recording is subject to review by law enforcement organizations in connection with the investigation or prosecution of possible criminal activity on any of the Site and/or Services.
17.1. If any provision of this Agreement is found, by any court having competent jurisdiction, to be unenforceable, that provision shall be limited to the minimum extent necessary so that this Agreement shall otherwise remain in effect to the maximum extent possible.
18.1. Our Indemnification Obligations: We agree to indemnify, defend, and hold You harmless from and against any claims brought by Third Parties arising from or relating to Our violation of a Third Party’s Intellectual Property Rights directly arising out of Your use of the Services in accordance with the terms of this Agreement. Notwithstanding the foregoing, We shall have no indemnification obligation with respect to any claims (i) arising out of or related to Your Data (ii) to Your violation of any Applicable Laws; (iii) Your violation, whether alleged or actual, of any Third Party rights, including but not limited to Data protection and privacy rights.
18.2. Your Indemnification Obligations: You shall indemnify, hold harmless and defend Nhype, including any of its subsidiaries, officers, owners, partners, directors, employees, contractors, agents, subsidiaries, shareholders, licensors, suppliers and other partners (‘Nhype Indemnified Parties‘), to the maximum extent permitted, in full and in perpetuity, and at Your own cost, from any third party liabilities, claims, costs, expenses, obligations, losses or damages, excluding indirect damages and consequential loss that may arise from (i) Your unauthorised use of any material obtained through the Site and Services; (ii) Your use and access to the Site and Services which is not in accordance with this Agreement; and (iv) Your violation, whether alleged or actual, of any Third Party rights.
18.3. Indemnification Procedures: The parties’ respective indemnification obligations above are conditioned on: (a) the indemnified parties giving the indemnifying party prompt written notice of the claim, except that the failure to provide prompt notice will only limit the indemnification obligations to the extent the delay or failure prejudice the indemnifying party; (b) the indemnifying party has full and complete control over the defense and settlement of the claim; (c) the relevant indemnified parties providing assistance in connection with the defense and settlement of the claim (as long as the settlement does not include any payment of any amounts by or any admissions of liability, whether civil or criminal, on the part of any of the indemnified parties), as the indemnifying party may reasonably request; and (d) the indemnified parties’ compliance with any settlement or court order made in connection with the claim. The indemnifying party will indemnify the indemnified parties against (i) all damages, costs, and attorneys’ fees finally awarded against any of them with respect to any claim; (ii) all out-of-pocket costs (including reasonable attorneys’ fees) reasonably incurred by any of them in connection with the defense of the claim (other than attorneys’ fees and costs incurred without the indemnifying party’s consent after it has accepted defense of such claim); and (iii) all amounts that the indemnifying party agreed to pay to any third party in settlement of any claims arising under this Clause and settled by the indemnifying party or with its approval.
18.4. Infringement Remedy: If You are enjoined or otherwise prohibited from using any of the Services or a portion thereof based on a Third Party Intellectual Property infringement claim covered by Our indemnification obligations under this Clause above, then We will, at Our sole expense and option, either: (a) obtain for You the right to use the allegedly infringing portions of the Services; (b) modify the allegedly infringing parts of the Services so as to render them non-infringing without substantially diminishing or impairing their functionality; or (c) replace the allegedly infringing portions of the Services with non-infringing items of substantially similar functionality. If We determine that the foregoing remedies are not commercially reasonable, then We will promptly provide a prorated refund to You for any prepaid fees received by Us under this Agreement that correspond to the unused portion of the Term. The remedy set out in this Clause is Your sole and exclusive remedy for any actual or alleged infringement by Us of any Third Party Intellectual Property Rights in the event that You are enjoined or otherwise prohibited from using any of the Services or a portion thereof based on a claim covered by Our indemnification obligations under this Clause.
18.5. You shall be solely responsible with respect to defending any such claims, and for the payment of losses, costs, damages or expenses resulting from the foregoing to both a Third Party and Nhype in connection therewith. You shall not, without the prior express wrote approval of Nhype, attempt to, or settle, dispose or enter into any proposed settlement or resolution of any claim (whether having been finally adjudicated or otherwise) brought against You, if such settlement or resolution results in any obligation or liability for Nhype. Provided that this clause shall survive termination of this Agreement, howsoever occurred, and termination of Your access and/or use of the Site or Services.
19. Governing Law and Dispute Resolution
19.1. This Agreement is governed by and construed in accordance with the laws of Malta. The parties agree that any dispute or claim arising out of or in connection with this Agreement or its subject-matter, shall be subject to the exclusive jurisdiction of the Malta Arbitration Centre in accordance with the Arbitration Act (Cap. 387 of the Laws of Malta) and the arbitration rules of the Malta Arbitration Centre in force at the time of the dispute. Nhype shall retain the right, at its option and for its exclusive benefit, to institute proceedings regarding or relating to Your use of the Site and Services in the Courts of law of the country in which You reside.
20. Waiver of Jury Trial
20.1. You and Nhype waive their rights (if applicable) to a trial by jury relating to all claims and causes of action (including counterclaims) related to or arising out of this Agreement. This waiver shall also apply to any subsequent amendments or modifications to this Agreement.
21. No Class Actions
21.1. All claims between the parties, including parent companies and subsidiaries mentioned in clauses 2.5 and 2.6 above, related to this Agreement will be litigated individually, and You will not consolidate or seek class treatment for any claim with respect to the Services.
22. Waiver of Compliance of this Agreement
22.1. Our failure to enforce, at any time, any of the provisions, conditions or requirements of the Agreement, or the failure to require, at any time, performance by You of any of the provisions of the Agreement, shall in no way waive Your obligation to comply with any of the provisions of the Agreement or Our ability to enforce each and every such provision as written.
22.2. All waivers by either party hereto of any provision, condition or requirement of the Agreement will only be effective against the other Party if it is in writing and signed by an authorized officer of that Party, and any such written waiver will not constitute a waiver of any future obligation to comply with such provision, condition or requirement.
23. Assignment and Delegation
23.1. Neither Party may assign or delegate any rights or obligations under the Agreement without the prior written consent of the other party. Notwithstanding the foregoing, both parties may assign their rights and obligations under the Agreement in connection with a consolidation, merger, acquisition or sale of substantially all of their assets, shares or activities without the prior written consent of the other party.
24. Relationship of the Parties
24.1. Subject to the contrary set forth herein, nothing contained in these Terms shall be interpreted or construed to create a partnership, agency, single employer, joint employer or any other type of employment relationship between the parties hereto, or to impose liability attributable to such relationship upon either party. Neither party will have any right, power or authority to enter into any agreement on behalf of, to incur any obligation or liability of, or to otherwise bind the other party.
25.1. Rights and obligations under this Agreement which by their nature are intended to survive termination, including without limitation the indemnification and liability limitations provisions set forth in this Agreement, shall remain in full effect after termination or expiration of the Agreement.
26. Privacy / Data Protection
26.2. By accepting the terms contained within this Agreement, including its annexes, You acknowledge represent and warrant that You shall comply with all applicable laws, including but not limited to Data protection and privacy laws and that You shall indemnify Nhype Indemnified Parties against any Third Party claims related to violation of such applicable laws in the use of the Service.
THE MATERIALS CONTAINED ON THE NHYPE SITE AND SERVICES ARE PROVIDED ‘AS IS’. OTHER THAN FOR THE EXPRESS WARRANTIES CONTAINED IN CLAUSE 10 OF THIS AGREEMENT, NHYPE HEREBY MAKES NO FURTHER WARRANTIES, WHETHER EXPRESSED OR IMPLIED, AND HEREBY DISCLAIMS AND NEGATES ALL OTHER WARRANTIES, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR OTHER VIOLATION OF RIGHTS INFRINGEMENT. FURTHER, NHYPE DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS CONCERNING THE ACCURACY, LIKELY RESULTS, OR RELIABILITY OF THE USE OF THE MATERIALS ON ITS SITE OR SERVICES, OR OTHERWISE RELATING TO SUCH MATERIALS OR ON ANY THIRD PARTY SITES OR SERVICES LINKED TO WITHIN THE SITE OR SERVICES OR THAT THE SERVICES WILL BE ERROR-FREE OR PROVIDE CERTAIN RESULTS.
YOU HEREBY ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTOOD IT, AND AGREE TO BE BOUND BY ITS TERMS.
LAST REVISED ON APRIL 24, 2020, EFFECTIVE AS OF MAY 25, 2019
Sources of Personal Data
Nhype obtains information about individuals:
- when you visit this website or contact us directly about becoming a customer or obtaining other information,
- when you become a Nhype customer, and
- through the Nhype employment process.
‘You’ or ‘your’ refers to the individual who uses this website, features, and services, or accesses available information, or engages with us directly by email or telephone.
Whose information we collect?
We collect information from two types of individuals:
Personnel are the people who work, and apply to work, for Nhype. Please refer to the Personnel section of this policy to read about the information Nhype collects from personnel.
What information we collect?
Depending on your use of Nhype website, or direct interactions with us, we collect two types of information: personal information and non-personal information.
Personal information identifies you or may be used in combination with other pieces of personal information to identify you. Examples of personal information include your name, company name, job title, address, e-mail address, telephone number, and billing and credit card information. Personal information can also include information that does not identify you but could be combined with other data in a way that enables you to be identified. This includes information such as age, gender, profession, zip code, IP address, and current location.
Non-personal information is information that cannot be used or combined with other information to identify or contact you, including browser types, domain names, and statistical data involving the use of the Nhype website.
When we use information from third parties?
Nhype will collect User Data necessary to provide the Nhype services to our customers.
Users may voluntarily provide us with the information they have made available on social media websites. If you provide us with any such information, we may collect publicly available data from the social media websites you have indicated. You can control how much of your information social media websites make public by visiting these websites and changing your privacy settings.
When does Nhype use customer information from third parties?
We receive some information from the third parties when you contact us. For example, when you submit your email address to us to show interest in becoming a Nhype customer, we receive information from a third party that provides automated fraud detection services. We also occasionally collect information that is made publicly available on social media websites. You can control how much of your information social media websites make public by visiting these websites and changing your privacy settings.
Where and when is information collected ?
Nhype will collect personal information that you submit to us. We may also receive personal information about you from third parties as described above.
1. Registering to Use the Nhype Service and in the Course of Using the Nhype services.
If you wish to establish an account with Nhype, you will be required to provide us with information (including personal information and non-personal information). Also, we may obtain your personal information from you if you identify yourself to us by sending us an e-mail with questions or comments.
2. Cookies and Page Tags
If you are a Nhype worker or applicant, we collect information you voluntarily provide to us. We use the information collected for Human Resources purposes to administer benefits to workers and screen applicants.
Does Nhype collect information from children?
By using this site, 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 you have given us your consent to allow any of your minor dependents to use this site.
We do not knowingly collect personally identifiable information from anyone under the age of majority in your state or province of residence. If you are a parent or guardian and you are aware that your child has provided us with Personal Data, please contact us.
If we become aware that we have collected Personal Data from persons under the age of majority in your state or province of residence without verification of parental consent, we take steps to remove that information from our servers.
We are committed to protecting the privacy of children. The Nhype Service is not designed for or directed to children under the age of 18. We do not collect personal information from any person we know is under the age of 18.
What we do with the information we collects from customers?
We use the information collected to provide you with a great overall experience interacting with us and when using the Nhype website and to help us understand who uses our offerings, for internal operations such as operating and improving the Nhype website and our help desk services, to contact you for customer service and billing purposes and to facilitate the delivery of Nhype advertising in some cases, including using your email to send information to you about our services.
We use your information to send you a welcome e-mail after you register to use Nhype services, or when you sign up for a demo, webinar or to receive our newsletter. We also use your information to send other e-mail communication related to the Nhype website. We always give you the option to unsubscribe in any email we send you.
We may also use the information gathered to perform statistical analysis of user behavior or to evaluate and improve the Nhype services. We may link some of this information to personal information for internal purposes or to enhance your experience with the Nhype website and our services, in these cases, we will obtain your consent.
EU General Data Protection Regulation (GDPR)
The processing of your data is either based on your consent or in case the processing is necessary for the performance of a contract to which you are a party, or in order to take steps at your request prior to entering into a contract, cf. GDPR art. 6(1)(a)-(b).
If the processing is based on your consent, you may at any time withdraw your consent by contacting us at hello[at]Nhype.com.
In order to enter into a contract regarding the purchase of Nhype’s Services, you must provide us with the required personal data. If you do not to provide us with all the required information, it will not be possible to deliver the Services.
Third parties may be able to independently directly collect personal and non-personal information without permission from Nhype, and may include potential or actual advertisers, providers of advertising products or services (including vendors and website tracking services), merchants, affiliates and other actual or potential commercial partners, sponsors, licensees, researchers and other similar parties.
Outside Contractors and Third-Party Processors
These third parties have access to your Personal Data only to perform these tasks on our behalf and are obligated not to disclose or use it for any other purpose.
We may use third-party Service Providers to monitor and analyze the use of our Service.
Google Analytics is a web analytics service offered by Google that tracks and reports website traffic. Google uses the data collected to track and monitor the use of our Service. This data is shared with other Google services. Google may use the collected data to contextualize and personalize the ads of its advertising network.
For more information on the privacy practices of Google, please visit the Google Privacy Terms web page: https://policies.google.com/privacy?hl=en
You can opt-out to the creation of a user profile, Hotjar’s storing of data about your usage of our site and Hotjar’s use of tracking cookies on other websites by following this opt-out link .
Mixpanel is provided by Mixpanel Inc
You can prevent Mixpanel from using your information for analytics purposes by opting-out. To opt-out of Mixpanel service, please visit this page: https://mixpanel.com/optout/
We may use third-party Service Providers to show advertisements to you to help support and maintain our Service.
Google AdSense DoubleClick Cookie
You may opt out of the use of the DoubleClick Cookie for interest-based advertising by visiting the Google Ads Settings web page: http://www.google.com/ads/preferences/
Google AdWords remarketing service is provided by Google Inc.
You can opt-out of Google Analytics for Display Advertising and customize the Google Display Network ads by visiting the Google Ads Settings page: http://www.google.com/settings/ads
Google also recommends installing the Google Analytics Opt-out Browser Add-on – https://tools.google.com/dlpage/gaoptout – for your web browser. Google Analytics Opt-out Browser Add-on provides visitors with the ability to prevent their data from being collected and used by Google Analytics.
For more information on the privacy practices of Google, please visit the Google Privacy Terms web page: https://policies.google.com/privacy?hl=en
Twitter remarketing service is provided by Twitter Inc.
You can opt-out from Twitter’s interest-based ads by following their instructions: https://support.twitter.com/articles/20170405
Facebook remarketing service is provided by Facebook Inc.
You can learn more about interest-based advertising from Facebook by visiting this page: https://www.facebook.com/help/164968693837950
To opt-out from Facebook’s interest-based ads follow these instructions from Facebook: https://www.facebook.com/help/568137493302217
Facebook adheres to the Self-Regulatory Principles for Online Behavioral Advertising established by the Digital Advertising Alliance. You can also opt-out from Facebook and other participating companies through the Digital Advertising Alliance in the USA http://www.aboutads.info/choices/, the Digital Advertising Alliance of Canada in Canada http://youradchoices.ca/ or the European Interactive Digital Advertising Alliance in Europe http://www.youronlinechoices.eu/, or opt-out using your mobile device settings.
For more information on the privacy practices of Facebook, please visit Facebook’s Data Policy: https://www.facebook.com/privacy/explanation
Pinterest remarketing service is provided by Pinterest Inc. You can opt-out from Pinterest’s interest-based ads by enabling the ‘Do Not Track’ functionality of your web browser or by following Pinterest instructions: http://help.pinterest.com/en/articles/personalization-and-data
Perfect Audience remarketing service is provided by NowSpots Inc.
The payment processors we work with are:
Laws and Legal Rights
We may disclose your information (including personal information) if we believe in good faith that we are required to do so in order to comply with an applicable statute, regulation, rule or law, a subpoena, a search warrant, a court or regulatory order, or other valid legal processes. We may disclose personal information in special circumstances when we have reason to believe that disclosing this information is necessary to identify, contact or bring legal action against someone who may be violating the Nhype Terms of Service, to detect fraud, or to protect the safety and/or security of our users, the Nhype website, or the general public.
We also may be required to disclose an individual’s personal information in response to a lawful request by public authorities, including to meet national security or law enforcement requirements.
Nhype may disclose your Personal Data in the good faith belief that such action is necessary to:
- To comply with a legal obligation
- To protect and defend the rights or property of Nhype
- To prevent or investigate possible wrongdoing in connection with the Service
- To protect the personal safety of users of the Service or the public
- To protect against legal liability
Sale of Business
Links to Other Sites
Disclosure of Data
Is the information collected through the Nhype Services secure?
We take precautions to protect the security of your information. We have physical, electronic, and managerial procedures to help safeguard, prevent unauthorized access, maintain data security, and correctly use your information. However, neither people nor security systems are foolproof, including encryption systems. In addition, people can commit intentional crimes, make mistakes or fail to follow policies. Therefore, while we use reasonable efforts to protect your personal information, we cannot guarantee its absolute security. If applicable law imposes any non-disclaimable duty to protect your personal information, you agree that intentional misconduct will be the standards used to measure our compliance with that duty.
You can learn more about Nhype security by reading our Security Policy.
Transfer of Data
Information collected via our website, through direct interactions with you, or from use of our help desk services may be transferred from time to time to our offices or personnel, or to third parties, located throughout the world, and may be viewed and hosted anywhere in the world, including countries that may not have laws of general applicability regulating the use and transfer of such data. To the fullest extent allowed by applicable law, by using any of the above, you voluntarily consent to the trans-border transfer and hosting of such information. Your information, including Personal Data, may be transferred to — and maintained on — computers located outside of your state, province, country or other governmental jurisdiction where the data protection laws may differ than those from your jurisdiction.
Retention of Data
We will also retain Usage Data for internal analysis purposes. Usage Data is generally retained for a shorter period, except when this data is used to strengthen the security or to improve the functionality of our Service, or we are legally obligated to retain this data for more extended time periods.
Your Data Protection Rights Under General Data Protection Regulation (GDPR)
If you are a resident of the European Economic Area (EEA), you have certain data protection rights. Nhype aims to take reasonable steps to allow you to correct, amend, delete, or limit the use of your Personal Data.
In certain circumstances, you have the following data protection rights:
- The right to access, update or to delete the information we have on you. – Whenever made possible, you can access, update or request deletion of your Personal Data directly within your account settings section. If you are unable to perform these actions yourself, please contact us at hello[at]nhype.com to assist you.
- The right of rectification. – You have the right to have your information rectified if that information is inaccurate or incomplete.
- The right to object. – You have the right to object to our processing of your Personal Data.
- The right of restriction. – You have the right to request that we restrict the processing of your personal information.
- The right to data portability. – You have the right to be provided with a copy of the information we have on you in a structured, machine-readable and commonly used format.
- The right to withdraw consent. – You also have the right to withdraw your consent at any time where Nhype relied on your consent to process your personal information.
If you wish to be informed what Personal Data we hold about you and if you want it to be removed from our systems, please contact us.
To protect your privacy and security, we may take reasonable steps (such as requesting a unique password, ID, or other identification) to verify your identity before granting you access or making corrections. You are responsible for maintaining the secrecy of your unique password and account information at all times.
You should be aware that it is not technologically possible to remove each and every record of the information you have provided to us from our system. The need to back up our systems to protect data from inadvertent loss means that a copy of your information may exist in a non-erasable form that will be difficult or impossible for us to locate. Promptly after receiving your request, all personal information stored in databases we actively use, and other readily searchable media will be updated, corrected, changed or deleted, as appropriate, as soon as and to the extent reasonable and technically practicable.
If you are an end user and wish to update, delete, or receive any information we have about you, you may do so by contacting the organization of which you are a customer.
‘Do Not Track’ Signals
We do not support Do Not Track (‘DNT’). Do Not Track is a preference you can set in your web browser to inform websites that you do not want to be tracked.
To ensure integrity, all data transits are encrypted to align with best practices for protecting confidentiality and data integrity. E.g. all supplied information is transmitted via Secure Socket Layer (SSL) technology only to be accessible by those who are authorized to access such systems and who are required to keep the information confidential.
For data in transit, the Service uses industry-standard transport protocols between devices and datacenters and within datacenters themselves.
All personnel are subject to full confidentiality and any subcontractors and subprocessors are required to sign a confidentiality agreement if not full confidentiality is part of the main agreement between the parties.
Whenever personal data is accessed by authorized personnel the access is only possible over an encrypted connection. When accessing the data in a database, the IP number of the person accessing the data must also be pre-authorized to obtain access.
If any personal data are temporarily stored on a device, the storage unit on the device must also be strongly encrypted.
On premise devices storing personal data temporarily is at all times, except when not being actively used or relocated under uninterrupted supervision, locked in a safe. Personal data are never stored on mobile media like USB sticks and DVD’s.
All access to personal data is blocked by default, using a zero privileges policy. Access to personal data is restricted to individually authorized personnel. Nhype’s Security and Privacy Officer issues authorizations and maintains a log of granted authorizations. Authorized personnel are granted a minimum access on a need-to-have basis.
The ability to intervene
Nhype enables your rights of access, rectification, erasure, blocking and objection mainly by providing built-in functions for data handling in the Service Manager, by offering the option to send instructions through Nhype’s helpdesk and also by informing about and offering the customer the possibility of objection when Nhype is planning to implement changes to relevant practices and policies.
Nhype uses security reports to monitor access patterns and to proactively identify and mitigate potential threats. Administrative operations, including system access, are logged to provide an audit trail if unauthorized or accidental changes are made.
System performance and availability is monitored from both internal and external monitoring services.
Personal Data breach notification
In the event that your data is compromised, Nhype will notify you and competent Supervisory Authority(ies) within 72 hours by e-mail with information about the extent of the breach, affected data, any impact on the Service and Nhype’s action plan for measures to secure the data and limit any possible detrimental effect on the data subjects.
‘Personal data breach’ means a breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, personal data transmitted, stored or otherwise processed in connection with the provision of the Service.
Nhype will cooperate with you in order to ensure compliance with applicable data protection provisions, e.g. to enable you to effectively guarantee the exercise of data subjects’ rights (right of access, rectification, erasure, blocking, opposition), to manage incidents including forensic analysis in case of security breach.
Terms of Service
Please also visit our Terms of Service section establishing the use, disclaimers, and limitations of liability governing the use of our website at https://nhype.com/legal/.
Your acceptance of these terms
By using this Site, you signify your acceptance of this policy and terms of service. If you do not agree to this policy, please do not use our Site. Your continued use of the Site following the posting of changes to this policy will be deemed your acceptance of those changes.
Contact us if you have any privacy questions
LAST REVISED ON APRIL 24, 2018, EFFECTIVE AS OF MAY 25, 2019
We take security and privacy very seriously, and we adhere to enterprise-level security standards to keep our customer’s data protected.
We have a globally distributed infrastructure and security team on-call 24/7. Our team is constantly monitoring security notifications from all 3rd party software libraries, and if identified, we immediately apply any relevant security patches as soon as they are released. Our engineers work together with the services teams to ensure that all of Nhype code and infrastructure follows a secure development lifecycle process.
All of Nhype’s applications, websites, clients websites and data infrastructure is hosted on Amazon Web Services (AWS). AWS is a highly scalable cloud computing platform with end-to-end security and privacy features.
We have designed all our services with redundancy, fault tolerance and disaster recovery at the forefront. All our services are distributed across multiple separate availability zones (data centers). All our infrastructure is within a virtual private cloud (VPC) with production access restricted to operations support staff only; allowing Nhype to leverage complete firewall protection, private IP addresses, and other security features.
For more specific details regarding Amazon Web Services security, please refer to https://aws.amazon.com/security/.
We strive for a 99.95% uptime across all our products and to support that, we deploy monitoring and logging systems outside of AWS. We employ a variety of tools to accurately monitor and report on any anomaly that could impact the delivery of Nhype services.
All Nhype data is securely stored in Amazon Web Services cloud infrastructure, managed in Amazon-controlled data centers. Only those within Amazon who have a legitimate business need to have such information know the actual location of these data centers. AWS data centers themselves are secured with a variety of physical controls to prevent unauthorized access.
We use automated and manual analysis, as well as constantly review the security of 3rd party libraries, to ensure to the best of our abilities that we are delivering services that are free from security defects. All Nhype communications are PCI compliant and support TLS v1.2. We enforce the same level of encryption used by banks and financial institutions to make sure our customer’s information are safe.
Nhype supports TLS encryption on all inbound and outbound emails. For an explanation of how email encryption works, we recommend this overview from Google.
Engineering and Operational Practices
We design all services with high availability in mind. To achieve this goal, we follow many engineering best practices
- Immutable infrastructure – We don’t make changes to live code or running servers in production. Where applicable, we treat both our services and our infrastructure configuration as code. Which means all changes go through a formal code review, automated testing and automated deployment process.
- Continuous integration and delivery – We are using continuous integration and deployment automation and configuration management tools to build, test and deploy code multiple times a day.
- Incident response – Our dedicated infrastructure and security team is on a rotating on-call schedule to respond to any security or availability incidents immediately.