September 1, 2022
- These Rules set forth the terms and conditions of using Nussknacker Cloud, the terms and conditions for providing services by electronic means and the complaint handling procedure.
- The service is intended exclusively for business Customers and shall be used for issues directly related to their business or profession.
- The Rules and any updates hereto are available to the Customers for review via: https://nussknacker.io in a form that allows them to download, record and print the Rules. Any amendment to the Rules shall enter into force as soon as the amended text of the Rules is made available on https://nussknacker.io. The use of Nussknacker Cloud by the Customer after these changes is equivalent to the acceptance of the amended version of the Rules.
- By registering under the principles described in these Rules (How to get started, subsection 1), the Customer declares to have read the Rules and other documents listed herein, confirms their understanding and undertakes to comply with their provisions. The person registering on behalf of the Customer shall simultaneously declare to be a person authorized to represent the Customer.
- Nussknacker Cloud is a service provided by TouK consisting of processing Customer's data, in particular data streams enriched with data from other sources, following algorithms defined by the Customer in a visible form.
- A detailed description of the features available in Nussknacker Cloud is provided on https://nussknacker.io, in the documents made available on the above-mentioned website and in these Rules.
How to get started
- To start using the service, the Customer shall register by creating an Account as specified on https://nussknacker.io or by sending an e-mail to the e-mail address provided on the above-mentioned website. Each registration by the Customer requires confirmation from TouK (lack of confirmation shall not mean tacit consent). TouK reserves the right to refuse to confirm the Customer's registration for any reason, particularly in cases where the Customer's Account has been removed in the past due to a violation of the Rules.
- Upon acceptance by TouK of the Customer's registration, an agreement is concluded between TouK and the Customer for an indefinite time under the principles described in these Rules, SLA and the Price List. Upon conclusion of the agreement, the Customer entrusts TouK with the processing of personal data necessary for the provision of services covered by Nussknacker Cloud on the terms and conditions specified in the Data Processing Agreement, which constitutes an integral part of the Rules.
- Once the agreement is concluded, the Customer shall have access to the Basic Plan (all plans are listed in the Price List). The Customer shall be entitled to change the Plan at any time when using Nussknacker Cloud. If the Plan is modified, the fee for a given billing period shall be charged by TouK proportionally to the period of use by the Customer of the Plans selected, in the amount resulting from the Price List.
- To access and use Nussknacker Cloud, Customer needs:
- Google Chrome, Mozilla Firefox or Safari web browser in its latest version and default configuration to access the user interface;
- Systems, whether operated directly by Customers or through the use of third-party services, which allow the exchange of data with Nussknacker Cloud through technologies used by Nussknacker Cloud;
- Internet services of sufficient quality and speed to both access the user interface and exchange data between Nussknacker Cloud and Customer's systems.
Principles for the use of the service
- Upon registering and setting up the Account, the Customer agrees to:
- Use Nussknacker Cloud only for purposes directly related to its business or profession;
- Observe the provisions of law and good practice, particularly the Act of April 23, 1964 – Civil Code, Act on providing services by electronic means, Regulation (EU) 2016/679 of the European Parliament and of the Council of April 27, 2016. (GDPR) and the Personal Data Protection Act.
- The Customer assures that both the Customer and all persons it has granted access to the Account shall comply with the provisions of the Rules, the Law and good practice. The Customer shall be liable for all actions and omissions of persons to whom it granted access to the Account.
- A billing period shall mean one calendar month.
- The Customer shall make timely payments for the use of Nussknacker Cloud Services in the amount resulting from the Price List to the bank account indicated in the invoice issued by TouK. Each invoice shall be payable within 14 calendar days from the date of issue. The Customer's failure to pay the fee referred to in the preceding sentence shall entitle TouK to terminate the agreement with immediate effect, block the Account either in whole or in part or refuse to provide services covered by Nussknacker Cloud in the future. The above shall not release the Customer from the obligation to pay the fees already due and the fees that shall be charged in connection with the use of the service.
- All rates and fees are set out in the Price List without value added tax (VAT) or any other applicable sales tax, which shall be added to the rates and fees under the then-applicable tax laws and regulations.
- The Customer agrees to receive invoices issued by TouK for services provided under Nussknacker Cloud in electronic form.
Quality of services provided
- Unless otherwise specified in the Rules, the services available under Nussknacker Cloud shall be provided on an "as is" and "as available" basis without any guaranteed service levels. All applicable service levels are specified in the SLA. However, failure to comply with any service level shall not be construed as a breach of the agreement, but it may entitle the Customer to a discount as set forth in the SLA. The discount shall be the Customer's sole remedy and TouK's sole responsibility for any non-compliance with any service levels.
- TouK shall at all times have the right, but not the obligation, to make such changes to Nussknacker Cloud Services as (a) TouK deems necessary and reasonable for the purposes of its business (b) are necessary to prevent any data security risks to Nussknacker Cloud, or (c) arise from applicable laws or from a judicial or administrative order.
- TouK shall make efforts to correct any repetitive errors reported by the Customer but will not be obliged to make any modifications resulting from the errors reported.
- TouK has the right to suspend the services provided under Nussknacker Cloud for a reasonable time if necessary to carry out installation, maintenance or make any other necessary changes.
- The circumstances listed in subsections 1 to 4 above shall not give rise to any claims on the part of the Customer. The Customer waives all claims arising directly or indirectly from the circumstances referred to in the preceding sentence.
- The Customer shall assume full responsibility for using the Services provided under Nussknacker Cloud; in particular, the Customer shall be responsible for the content uploaded to Nussknacker Cloud, including the correctness and accuracy of the data uploaded to Nussknacker Cloud. TouK shall assume no responsibility for the correctness and accuracy of the data uploaded or made available by the Customer or persons to whom it granted access to the Account under Nussknacker Cloud, as well as for the results of the processes carried out on the basis thereof. If a third party raises any claims against TouK for reasons specified in the preceding sentence, the Customer shall indemnify TouK against any liability in this respect.
- TouK shall assume no responsibility for damage (direct and indirect) suffered by the Customer and caused by:
- Force Majeure;
- Interference of third parties, in particular in connection with the use of the Account by third parties using the Account credentials;
- Malfunction of components and processes that is beyond the control of TouK;
- Customer's failure to comply with the provisions of the Rules.
- Force Majeure shall mean an extraordinary external event which could not have been predicted at the time of conclusion of the agreement and which could not have been prevented. In particular, war, natural disasters, epidemic, strikes, failures, DDoS attacks or other disturbances in the operation of the telecommunication network or ICT infrastructure, as well as extraordinary governmental and administrative actions and actions of entities affecting the provision of the TouK service, whose activities are beyond the control of TouK, shall be deemed Force Majeure circumstances.
- TouK shall assume no responsibility for any damage (direct or indirect) resulting from the loss of the Customer's files or data stored on servers of TouK or its subcontractors. Back-up is the Customer's sole duty and responsibility.
- TouK shall assume no responsibility for direct and indirect damage, regardless of its source (in particular: lost revenue, profit, interest or other lost profits, pure financial losses, losses related to the unavailability of Nussknacker Cloud), except for cases of willful misconduct of TouK. The total liability of TouK, regardless of the number of and grounds for claims of the Customer or third parties, shall be limited to the total amount paid by the Customer for the use of Nussknacker Cloud services during the billing period immediately preceding the date when the Customer filed a claim with TouK. The Customer hereby releases TouK from any and all obligations exceeding the aforementioned limit.
- The Customer shall indemnify and hold TouK harmless from any and all liability related to third-party allegations and claims against TouK arising out of the Customer's use of Nussknacker Cloud.
- To the extent that the Customer uploads any personal data onto Nussknacker Cloud and the processing of such data is subject to the EU General Data Protection Regulation (2016/679, GDPR), the Parties acknowledge that the Customer acts as a data controller and TouK as a processor of such data on behalf of the Customer to provide the services available under Nussknacker Cloud, in accordance with the provisions of the Data Processing Agreement.
Intellectual property rights
- The user is obliged to comply with the provisions of intellectual property law.
- The use by the Customer of the works as well as trademarks and signs subject to TouK's rights shall not be permitted unless TouK consents to their use by the Customer.
How to stop using Nussknacker Cloud
- The Customer may terminate the agreement at any time, effective at the end of the next billing period. The Customer shall terminate the agreement by sending such a wish to the e-mail address indicated on https://nussknacker.io. During the notice period, the Customer shall pay a fee for the Nussknacker Cloud services in the amount resulting from the Price List. The cancellation of the Nussknacker Cloud service shall not release the Customer from the obligation to pay the fees already due and the fees that shall be charged in connection with the use of the service.
- TouK shall be entitled to terminate the agreement concluded with the Customer at any time, effective at the end of the next billing period. TouK shall terminate the agreement by e-mail.
- In the event of (a) a breach of any provision of the Rules by the Customer and (b) if the Customer becomes insolvent, files for bankruptcy, liquidation or restructuring of the company or otherwise ceases to operate, TouK reserves the right to terminate the agreement with immediate effect, disable the Account in whole or in part or refuse to provide services covered by Nussknacker Cloud in the future.
- TouK reserves that termination of the agreement, suspension or closing of the Account may result in loss of the data stored on the Account. TouK shall assume no responsibility for consequences resulting directly or indirectly therefrom.
- These Rules shall become effective on September 1, 2022.
- English is used in Nussknacker Cloud user interface and is the official language of Nussknacker Cloud communication.
- TouK shall have the right to use its relationship with the Customer in its marketing and sales promotion activities.
- The law governing the application of these Rules, as well as the conclusion and execution of an agreement for the provision of services by electronic means, shall be the Polish law.
- Any dispute between TouK and the Customer shall first be settled amicably. However, if it proves impossible for TouK and the Customer to reach an agreement, the common court having territorial jurisdiction over the capital city of Warsaw in Warsaw shall be the court with competence to settle disputes.
- To matters not regulated in these Rules, and in particular to making of declarations of will in electronic form, the provisions of the Civil Code (Journal of Laws of 1964, No. 16, item 93, as amended), the Act of July 18, 2002, on providing services by electronic means (consolidated text, Journal of Laws of 2017, item 1219), relevant personal data protection regulations, the Insurance Distribution Act of December 17, 2017 (Journal of Laws of 2017, item 2486, as amended), the Act of September 11, 2015, on insurance and reinsurance activities (consolidated text, Journal of Laws of 2017, item 1170) and other relevant legal acts shall apply.
Definition of the terms used in the Rules:
- Nussknacker Cloud – a service available as described on https://nussknacker.io, in the documents made available on the above-mentioned website and in these Rules.
- TouK – a service provider within the meaning of the Act on providing services by electronic means – TouK Sp. z o.o. S.K.A. with its registered office in Warsaw at the following address: Al. Bohaterów Września 9, 02-389 Warsaw, KRS (National Court Register Number) 0000251363.
- Customer – an entrepreneur (i.e. a legal person, an organizational unit without legal personality, with legal capacity conferred by special provisions or a sole proprietor using Nussknacker Cloud as part of their business activity) who uses Nussknacker Cloud according to the Rules, and any other person to whom the entrepreneur granted access to Nussknacker Cloud.
- Account – a set of resources maintained for the Customer under a unique name (login), where the Customer's data is collected and through which the Nussknacker Cloud service can be used.
- SLA (Service Level Agreement) – an integral part of the Rules specifying the level of services provided and the complaint handling procedure available in the cases described in the SLA (available at https://nussknacker.io/nussknacker-cloud-sla/).
- Price List – an integral part of these Rules containing information on plans available to Customers as part of Nussknacker Cloud service and their prices (available at https://nussknacker.io/nussknacker-cloud-pricing/).
- Data Processing Agreement – an integral part of the Rules, containing a description of the principles and rules under which the Customer entrusts TouK with the processing of personal data uploaded by the Customer onto Nussknacker Cloud (available at https://nussknacker.io/cloud-dpa/).
- Rules – these Rules for using Nussknacker Cloud and providing services by electronic means.