Last Updated: February 2024
These Terms are subject to periodic updates, and we recommend regularly reviewing them at https://emojot.com/tnc-kiyanna to ensure compliance with any changes.
If a valid license agreement exists between you and Emojot, those terms take precedence over these Terms.
1. Acceptance of Terms
These Terms of Service (“Terms”) describe the terms under which Emojot, Inc. (hereinafter also referred to as “Emojot”, “We”, “Our”, “Us”, “Company”) provides an individual or entity, who purchases our Service(s) (hereinafter also referred to as “You”, “Your”, “Yourself”, “Customer”) and their Users, access to and use of Our Service(s). By accessing and/or using Our Service, a) You agree to be bound by these Terms, and b) You represent to us that you are lawfully able to enter into contracts (e.g., you are not a minor). If you are agreeing to these Terms for an entity, such as the entity you work for, you represent to us that you have the legal authority to bind that entity. If You do not agree to these Terms, You should immediately cease using our Service(s).
2. SAAS Services and Support
2.1 We will use commercially reasonable efforts to provide the Customer with the Services. Each registered Customer will be provided with a unique business ID and a unique QR code. The Company reserves the right to refuse registration of or to cancel business registrations that it deems inappropriate.
2.2 Subject to the terms hereof, we will provide the Customer with reasonable technical support services in accordance with the Company’s standard practice.
3. Restrictions and Responsibilities
3.1 Customer will not, directly or indirectly: reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code or underlying structure, ideas, know-how, or algorithms relevant to the Services or any software, documentation, or data related to the Services (“Software”); modify, translate, or create derivative works based on the Services or any Software (except to the extent expressly permitted by Company or authorized within the Services); use the Services or any Software for timesharing or service bureau purposes or otherwise for the benefit of a third; or remove any proprietary notices or labels.
3.2 Customer represents, covenants, and warrants that Customer will use the Services only in compliance with Company’s standard published policies then in effect, as specifically brought to the attention of the Customer, and provided that any updates which are detrimental to the Customer shall only be effective from the next subscription (the “Policy”) and all applicable laws and regulations. Customer hereby agrees to indemnify and hold harmless Company against any damages, losses, liabilities, settlements, and expenses (including without limitation costs and attorneys’ fees) in connection with any claim or action that arises from an alleged violation of the foregoing or otherwise from Customer’s use of Services.
3.3 Customer shall be responsible for obtaining and maintaining any equipment and ancillary services needed to connect to, access, or otherwise use the Services, including, without limitation, modems, hardware, servers, software, operating systems, networking, web servers, and the like (collectively, “Equipment”). The customer shall also be responsible for maintaining the security of the Equipment.
4. Confidentiality and Proprietary Rights
4.1 Each party (the “Receiving Party”) understands that the other party (the “Disclosing Party”) has disclosed or may disclose business, technical or financial information relating to the Disclosing Party’s business (hereinafter referred to as “Proprietary Information” of the Disclosing Party). Proprietary Information of the Company includes non-public information regarding features, functionality, and performance of the Service. Proprietary Information of Customer includes non-public data provided by the Customer to the Company to enable the provision of the Services (“Customer Data”). The Receiving Party agrees: (i) to take reasonable precautions to protect such Proprietary Information, and (ii) not to use (except in performance of the Services or as otherwise permitted herein) or divulge to any third person any such Proprietary Information. The Disclosing Party agrees that the foregoing shall not apply with respect to any information that the Receiving Party can document (a) is or becomes generally available to the public, or (b) was in its possession or known by it prior to receipt from the Disclosing Party, or (c) was rightfully disclosed to it without restriction by a third party, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party or (e) is required to be disclosed by law.
4.2 Customer shall own all rights, title, and interest in and to the Customer Data. Company shall own and retain all rights, titles, and interests in and to (a) the Services and Software, all improvements, enhancements, or modifications thereto, (b) any software, applications, inventions, or other technology developed by the Company in connection with Implementation Services or support, and (c) all intellectual property rights related to any of the foregoing.
4.3 Notwithstanding anything to the contrary, we shall have the right to collect and analyze data and other information relating to the provision, use, and performance of various aspects of the Services and related systems and technologies (including, information concerning Customer Data and data derived therefrom), and we will be free (during the term hereof) to (i) use such information and data to improve and enhance the Services provided solely to the Customer and for development, diagnostic and corrective purposes in connection with the Services. No rights or licenses are granted except as expressly set forth herein.
5. Data Protection
5.1 You are the controller of your Data. We are the data processor of your data. As the data processor of Customer Data, we enable you to be compliant with globally accepted data privacy and data protection laws. We maintain a comprehensive Data Protection and Privacy Policy at www.emojot.com/data-protection-privacy-kiyanna.
5.2 As the data processor of Customer Data, we will take reasonable measures to prevent unauthorized or unlawful processing of Customer Data or loss, destruction, or damage of Customer Data. Our data transmission is secured using Secure Sockets Layer (SSL), a cryptographic protocol that is designed to protect against eavesdropping, tampering, and message forgery.
5.3 Our platform services are cloud-based. We provide a data virtualization layer that automatically protects and separates Customer Data from the data of another Customer. Customer Data is not exposed to another Customer on the Company cloud platform.
5.4 Our databases are backed up on a rotating basis of full and incremental backups and verified regularly. Backups are encrypted and stored within the production environment to preserve their confidentiality and integrity and are tested regularly to ensure availability.
5.5 Our databases implement a rolling data retention policy, automatically purging data after six months. As the data controller, you are entitled to request a data export during your active subscription by emailing kiyanna@emojot.com. Emojot is liable for furnishing data only from the most recent six-month window.
5.6 You own all rights, title, and interest in all Data entered into the Service from your business ID. In addition, all reports and downloads derived from your Data (If analytics are supported in your package) are also owned by you. All such Data are deemed Confidential Information (defined below) and will not be utilized by Emojot for any purpose other than to perform its obligations under these Terms.
5.7 Emojot reserves the right to use publicly available information about your business such as its name, location, and type of services provided for marketing purposes. Beyond this usage, we do not sell or make available specific information about our Customers or their Data, except as required pursuant to a regulation, law, or court order. We maintain a database of user information that is used only for internal purposes such as technical support and notifying users of changes or enhancements to the Services.
6. Payments
6.1 Customer is required to pay the full upfront amount for the selected package, and period via an available payment channel.
6.2 Emojot reserves the right to terminate services if payments are overdue by more than 7 days. Post-termination, all data will be deleted after 7 days and will be irretrievable. During this period, the Customer may request an electronic copy of the data associated with the business ID by contacting kiyanna@emojot.com.
7. Termination
7.1 Customer may terminate the service at any time by emailing kiyanna@emojot.com or through the Customer Portal, where available. Payments already made are non-refundable, even if cancellation occurs mid-month. However, the Customer will continue to have access to the service through the end of the current billing period.
7.2 All sections of this Terms of Service which by their nature should survive termination will survive termination, including, without limitation, accrued rights to payment, confidentiality obligations, warranty disclaimers, and limitations of liability.
8. Service Standards
8.1 We shall use reasonable efforts consistent with prevailing industry standards to maintain the Services in a manner that minimizes errors and interruptions in the Services and shall perform the Implementation Services in a professional and workmanlike manner.
8.2 Services may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by us or by third-party providers, or because of other causes beyond our reasonable control, but we shall provide advance notice in writing or by e-mail of any scheduled service disruption.
8.3 Our platform services run within Amazon’s proven cloud network infrastructure and data centers. The Amazon EC2 Service Level Agreement commitment is 99.95% availability for each Amazon EC2 Region. Correspondingly, the Company Service Level commitment is for 99.95% availability. Any server maintenance and/or upgrades will be notified to the Customer in advance.
9. Use of the Services
9.1 The Services are designed to be used by you using a modern web browser, operating system, and an Internet connection.
10. Confidential Information
“Confidential Information” includes these Terms, business and marketing plans and strategies, non-public business and technology information, trade secrets, Data, any written materials marked as confidential, and any other information, including visual and oral information, which reasonably should be understood to be confidential. Each of you and us will use commercially reasonable efforts, including appropriate technology and industry practices, to ensure the confidentiality, integrity, and security of all Confidential Information. We maintain a comprehensive Data Protection and Privacy Policy at www.emojot.com/data-protection-privacy-kiyanna. The above confidentiality obligations do not apply to information which either you or us, as a recipient of such information from the other party, can document and prove: (i) was rightfully in its possession or known to it prior to receipt of such information; (ii) is or has become public knowledge through no fault of the recipient; (iii) is rightfully obtained by the recipient from a third party without breach of any confidentiality obligation; (iv) is independently developed by employees of the recipient who had no access to such information; or (v) is required to be disclosed pursuant to a regulation, law or court order (but only to the minimum extent required to comply with such regulation or order and, if permitted by applicable law, with advance notice to the recipient).
11. Indemnification
To the extent allowed by law, you agree to indemnify and hold us harmless against any and all claims and expenses, including reasonable attorneys’ fees, arising from the use of the Services. This indemnification expressly includes your responsibility for any and all liability arising from the violation or infringement of copyrights, trademarks, or other proprietary rights and from the use of any libelous or unlawful material contained within your Data.
12. Limitations of Warranties
WE MAKE NO REPRESENTATION, WARRANTY, OR GUARANTEE AS TO THE RELIABILITY, ACCURACY, OR COMPLETENESS OF THE WEBSITE, SOFTWARE OR SERVICES. WE DO NOT REPRESENT OR WARRANT THAT: (A) YOUR USE OF THE SERVICES SHALL BE TIMELY, UNINTERRUPTED, OR ERROR-FREE, OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEMS, OR DATA; (B) THE SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS; OR (C) ALL NON-CONFORMITIES CAN BE OR WILL BE CORRECTED. ALL SERVICES PROVIDED BY US HEREUNDER ARE STRICTLY ON AN “AS IS” BASIS. EXCEPT TO THE EXTENT PROHIBITED BY LAW, WE EXPRESSLY DISCLAIM ALL REPRESENTATIONS OR WARRANTIES, CONDITIONS AND REPRESENTATIONS, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, AND MERCHANTABILITY. WE DO NOT MAKE ANY WARRANTIES, REPRESENTATIONS OR CONDITIONS WITH RESPECT TO ANY THIRD PARTY CONTENT, EXPRESS OR IMPLIED.
13. Limitation of Liability
WE DISCLAIM ANY LIABILITY FOR DAMAGES CAUSED BY OUR SERVICES OR THE CONTENTS OF THIS WEBSITE, UNLESS DUE SOLELY TO OUR INTENTIONAL WRONGDOING. OUR AGGREGATE LIABILITY FOR ANY CLAIM OR DAMAGE ARISING OUT OF OR RELATED TO THE SERVICES OR WEBSITE IS LIMITED TO YOUR DIRECT DAMAGES AND SHALL NOT EXCEED THE FEES YOU HAVE PAID US IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. IN NO EVENT SHALL WE BE LIABLE FOR LOST PROFITS, LOST DATA, INTERRUPTIONS OF BUSINESS, OR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THIS WEBSITE OR THE SERVICES, REGARDLESS OF WHETHER WE HAVE NOTICE OF THE POTENTIAL FOR SUCH LOSS OR DAMAGE.
14. Miscellaneous
14.1 If any provision of these Terms of Service is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that the remainder of these Terms of Service will otherwise remain in full force and effect and enforceable.
14.2 Our failure to enforce strict performance of any provision of these Terms does not constitute a waiver of the right to subsequently enforce such provision.
14.3 You and we agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action. You and we each waive any right to a jury trial.