Legals
Now the boring stuff! Explore the terms, policies, and agreements that govern your use of Latttice, ensuring transparency and trust.
Opening Statement
At Data Tiles, we are committed to the principles of transparency and trust in every aspect of our operations. Understanding that the foundation of any successful partnership relies on mutual trust and clear communication, we prioritize these values in our legal dealings.
Latttice exemplifies our approach by offering an agentic AI, zero code, Data Product creation platform based on the principles of data mesh. Designed to simplify data product creation and management while ensuring compliance and security. By openly sharing information about our system's capabilities, security measures, and compliance policies, we aim to forge stronger, trust-based relationships with our partners.
The more we engage in open dialogues about our processes and innovations, the better we can collaborate, innovate, and drive success together.
General Terms of Service
Welcome to Data Tiles!
We're excited to have you join us in a data conversation. At Data Tiles, we’re dedicated to providing innovative solutions that make your data journey not just successful, but also enjoyable. Our suite of products and services, is designed to help you collaborate, learn, and grow in the ever-evolving world of data management.
1. Introduction
These Terms of Service ("Terms") govern your access to and use of our websites, services, software, applications (collectively, "Services"). By accessing or using any part of our Services, you agree to these Terms, our Privacy Policy, Acceptable Use Policy (AUP) and SaaS Agreement, which are incorporated by reference. If you are using the Services on behalf of an organization, you represent that you have the authority to do so.
2. Using Our Services
Account Registration: Some of our Services may require an account. Please provide accurate and current information and keep your account updated.
User Conduct: Engage with our Services in a respectful and lawful manner. We thrive on your contributions but expect them to be made responsibly.
Service Changes: We continually strive to improve our Services. As such, they may change over time. We hope each change makes your experience even better.
3. Intellectual Property
Our Rights: All Services, including technology, graphics, and interfaces, are protected under intellectual property laws and are owned by Data Tiles or our licensors.
Your Rights: While using our Services, you retain ownership over your content. By sharing it, you grant us a license to use it within our Services as described above
4. Termination and Suspension
We hope every interaction with Data Tiles is positive. However, if needed, we reserve the right to suspend or terminate access to our Services for breaches of these Terms.
5. Service Levels and Support
Individual Users: Service levels and support for individual users are defined by the subscription plan selected. Detailed descriptions of each plan’s service commitments are available during the subscription process.
Enterprise Users: For enterprise users, service levels and support arrangements will be individually negotiated and documented in a separate Service Level Agreement (SLA).
Updates to Service Terms: We may modify terms related to service levels as necessary. Any changes will be communicated through the procedures outlined in the "Changes to Terms" section below.
6. Links and Third-Party Services
Our Services may link to other websites or services not operated by us. While we choose our links carefully, we’re not responsible for their content or practices.
7. Update to These Terms
From time to time, we may update these Terms to reflect changes in our Services or legal requirements. We will notify you of these changes and post the updated Terms, and by continuing to use our Services, you accept the new Terms.
8. Governing Laws
These Terms are governed by the laws of the State of New South Wales, Australia, without regard
9. Contact Us
Have questions about these Terms or any of our Services? Please contact us at www.letstalkdata@data-tiles.io. We’re here to help and ensure your data journey with Data Tiles is successful and enjoyable.
Software as a Service (SaaS) Agreement
Introduction
This Software as a Service Agreement ("Agreement") constitutes a legally binding contract between you ("User") and Data Tiles ("Company"), an entity incorporated under the laws of Australia. This Agreement sets forth the terms and conditions that govern your use of Latttice (referred to as the "Software"), a SaaS product provided by the Company.
Agreement Acceptance
Acknowledgment and Representation
By accessing or using the Software, you hereby:
a. Acknowledge that you have read the full text of this Agreement and have understood its terms.
b. Represent that you possess the legal authority to form binding contracts under applicable law.
c. Accept to be bound by the terms and conditions of this Agreement in their entirety without reservation.
Non-Acceptance: If you do not agree to these terms, you must cease any use of the Software immediately.
Acceptance of Terms
1. Commencement of Agreement: Acceptance of all terms, conditions, and obligations stipulated in this Agreement is confirmed by the User upon the successful registration of the Software with the Company. This act of registration signifies the User's formal agreement to adhere to these provisions.
Licence Grant
Grant of Licence
1. Licence Issuance: The Company grants the User a non-exclusive, non-transferable license to use the Software. This includes executable computer programs, associated data, any accompanying documentation (printed, electronic, or online), and all subsequent updates or versions.
2. Software Composition: The term "Software" under this Agreement encompasses the executable computer programs, related documentation (regardless of the form), and any other files that are part of the product offering.
3. Ownership and Rights: All title, copyright, intellectual property rights, and distribution rights of the Software remain exclusively with Company. These rights include, but are not limited to, the look and feel of the Software. This Agreement provides a licence for use only and is not a transfer of ownership rights of the Software.
4. Personal Licence: The rights and obligations conferred by this Agreement are personal to the User. The User shall not transfer, assign, or make the Software available for use to any other person or legal entity. The User shall also refrain from allowing the Software to be used by multiple users unless such use is explicitly permitted by this Agreement.
Licence Restrictions
Prohibited Uses
1. General Restrictions: The User must not engage in the following activities with respect to the Software:
a. Derivative Works: Create modifications, translations, adaptations, or derivative works of the Software.
b. Reverse Engineering: Reverse engineer, disassemble, decompile, decode, or otherwise attempt to access the source code.
c. Intellectual Property Violations: Alter or obscure any trademarks, copyrights, proprietary rights, or other markings on the Software.
d. Unauthorized Distribution: Distribute or make the Software available in any manner that allows use by multiple parties not authorized by this Agreement.
2. Compliance with Laws:
a. Legal Use: Use the Software strictly according to applicable laws, regulations, and rules, including copyright and data protection laws.
Enforcement of Restrictions
3. Breach of Agreement:
a. Remedial Actions: Any violation of the Licence Restrictions is a material breach, which may result in termination and further legal action.
Additional Use Terms
4. API Usage:
a. Compliance with API Terms: Use the Companies’ APIs strictly in line with the Agreement, adhering to the specified policies and limitations.
5. Breach Consequences:
a. Material Breach: Non-compliance with any terms of the Licence may lead to significant remedial action by the Company.
Software Definition
Scope and Composition
1. What Constitutes Software:
a. Primary Components: The term "Software" under this Agreement exclusively refers to Latttice, the SaaS product by Data Tiles Pty Limited. This encompasses executable computer programs of the current and any future versions or updates, associated data, and all accompanying documentation, whether provided online or by other means.
b. User Interfaces and Materials: All user interfaces and any materials provided within the service are included in the definition of the Software.
Ancillary Services
2. Inclusive Services:
a. Support and Maintenance: The Software's definition extends to encompass ancillary services such as technical support, maintenance services, cloud storage solutions, and API access, as provided by the Company within the subscription.\
Delivery and Rights
3. Access and Ownership:
a. Service Delivery: The Software is delivered to Users as a remotely accessible service, not as a product sold in any form.
b. Usage Rights: Rights granted to Users are strictly for the use of the Software as outlined in this Agreement and do not imply any transfer of ownership rights.
Third-Party Software
4. Exclusions:
a. Separate Procurement: This Agreement does not cover any third-party software or tools that may be necessary for the optimal use of Latttice; such items must be independently procured by the User.
Licence Scope
5. User Licence:
a. Non-Exclusive Licence: Users are granted a non-exclusive, non-transferable license to operate the Software within the confines of the terms and conditions agreed upon in this Agreement.
Ownership and Intellectual Property Rights
Ownership of Software
1. Proprietary Rights: The Software and all its components, including materials, code, data, features, documentation, updates, and derivatives, are the sole property of the Company. The Software is protected by copyright, trademark, patent, and trade secret laws under the Copyright Act 1968 and applicable international laws. The User is granted a limited, non-exclusive, non-transferable license to use the Software under the terms of this Agreement, which does not imply a transfer of any ownership or proprietary rights.
Confidentiality of Proprietary Information
2. Trade Secrets: The source code, design, and overall architecture of the Software are the confidential trade secrets of the Company. The User is obliged to:
a. Maintain the secrecy of such information.
b. Not disclose, copy, or utilize the trade secrets, except as explicitly allowed by this Agreement.
Trademarks and Service Marks
3. Use of Marks: Trademarks or service marks associated with the Software are owned by the Company. The User may not use these marks without obtaining the Company's prior written consent.
Third-Party Software
Integration with Third-Party Software: If the Software includes third-party software components, those components remain under the ownership of the original licensors, and the User's use of them is subject to their respective licenses.
User-Generated Content
5. User Content: The User owns any content, data, or customizations they create within the Software. However, the User grants the Company a non-exclusive, royalty-free, worldwide, transferable license to use, display, and perform this content as needed for the operation and enhancement of the Software and related services.
Survival of Provisions
6. Post-Termination Rights: The rights and obligations related to intellectual property and confidentiality set out in this section persist beyond the termination of this Agreement.
Global Compliance
7. Compliance Obligation: The User recognizes the global nature of the Software and agrees to comply with all applicable local and international laws related to data security and privacy, such as the GDPR and CCPA. The User must ensure their use of the Software is lawful in their jurisdiction, especially concerning the processing and transfer of personal data.
Data Handling and Security
Commitment to Data Protection
1. Data Protection Measures:
a. Implementation of Safeguards: the Company is dedicated to protecting User Data. The Company will implement and maintain robust technical and organizational measures to safeguard User Data from unauthorized or unlawful processing, accidental loss, destruction, or damage.
b. Purpose of Data Processing: User Data will be processed solely as instructed by the User and exclusively for the purpose of delivering the Software services as detailed in this Agreement.
Data Breach Response
2. Notification and Cooperation in Case of a Data Breach:
a. Breach Notification: Should a data breach occur, the Company will inform the User promptly and without unnecessary delay.
b. Support in Notification Duties: The Company will assist the User in their duty to notify affected parties and any relevant regulatory authorities, adhering to legal requirements.
Audit Rights
User's Entitlement to Audit
1. Exercise of Audit Rights:
a. Right to Audit: The User is entitled to conduct an audit, or have an independent auditor appointed to audit the Company’s data security, privacy practices, and adherence to the terms of this Agreement.
b. Notice Requirement: Such audits are subject to the provision of reasonable and timely notice to the Company.
Cooperation and Costs
1. Support for Audits:
a. Company Cooperation: The Company will provide the necessary cooperation to facilitate the execution of any audits initiated by the User.
b. Recoverable Costs: The Company retains the right to recoup reasonable costs incurred during the audit process from the User, provided these costs are communicated to the User in advance.
Subprocessors
Engagement of Subprocessors
1. Use of Subprocessors:
a. Service Delegation: The Company may utilize subprocessors to perform specific services on behalf of the Company.
b. Legal Compliance: All subprocessors are required to comply with relevant data protection laws and to protect the confidentiality and security of any personal data they process.
Responsibility
1. Company's Accountability:
a. Oversight of Subprocessors: Despite the engagement of subprocessors, the Company retains full responsibility for ensuring that subprocessors adhere to the data protection and security obligations as stipulated in this Agreement.
Termination of Rights and Consequences
Termination and Data Export
1. User Data Export:
a. Post-Termination Access: After the termination of this Agreement, the User will be permitted to export User Data in a standardized format.
b. Responsibility for Export: It is the User's responsibility to ensure they export their User Data before the termination of their account.
Indemnification
User's Obligation to Indemnify
1. Agreement to Indemnify:
a. Scope of Indemnification: The User shall indemnify, defend, and hold harmless the Company and its officers, directors, employees, agents, affiliates, successors, and assigns against all claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees—including reasonable attorneys' fees—that arise from or relate to:
i. The User’s use of the Software in a manner that violates this Agreement.
ii. The User’s breach of any laws or regulations applicable to their use of the Software.
User Responsibilities
Data Management
1. User’s Data Obligations:
a. Data Compliance: The User is responsible for ensuring that all User Data uploaded to the Software is accurate, of high quality, and legally compliant. This includes maintaining data integrity, legality, reliability, and appropriateness according to all applicable local and international laws, rules, and regulations, especially those concerning data protection and privacy.
Company's Liability
2. Assumption of Liability:
a. Company’s Non-Liability: The Company is not liable for any loss, damage, or corruption of User Data that arises from the User’s use of the Software. The responsibility for any consequences of uploading data rests solely with the User.
Jurisdictional Compliance
3. Adherence to Privacy Laws:
a. Local Law Compliance: The User must comply with the privacy laws and regulations of their jurisdiction regarding the User Data uploaded to the Software.
Audit and Compliance
Company's Audit Rights
1. The Company Audit Authority:
a. Compliance Checks: The Company has the authority to conduct audits to verify compliance with the terms of this Agreement, including software usage in line with the License Agreement and applicable laws.
b. Security Assurance: Audits also aim to ensure that proper security controls are in place for the protection of the Software and any associated data.
Audit of Individual Users
1. Respect for User Privacy:
a. Conditions for Auditing: Audits on individual Users will be performed respecting their privacy and operational integrity, initiated only under reasonable suspicion of misuse or as mandated by law.
b. Notification and Disruption Minimization: Users will be notified before audits are conducted, and all efforts will be taken to reduce any interference with the normal use of the Software.
Enterprise-Level Audits
3. Enterprise Agreement Audits:
a. Special Provisions: For enterprise-level customers, The Company may set out special audit rights and responsibilities within a separate enterprise agreement.
b. Scheduling and Disruption: These audits will be scheduled at times agreed upon by both parties during normal business hours to minimize any disruption.
Audit Methodology
4. Reasonable Audit Practices:
a. Audit Frequency and Scope: The frequency, scope, and method of the audits will be reasonable, not excessive, and will proportionally reflect the nature of the services provided.
b. Legal Compliance: All audits will be carried out in compliance with relevant laws and regulations.
User Data and Data Retention
Ownership and License of User Data
1. Rights to User Data:
a. Ownership by User: The User retains all ownership rights to any data, content, or material they upload, store, or process within the Software.
b. Company’s Limited License: The Company is granted a limited license to handle User Data but only to the extent necessary for providing the Software services in line with this Agreement.
Safeguards and Confidentiality
2. Data Protection Measures:
a. Security Safeguards: The Company commits to upholding strong administrative, physical, and technical safeguards to protect the security, confidentiality, and integrity of User Data.
b. Non-Disclosure: User Data will not be disclosed by the Company except when required by law or with the User's explicit written consent.
Data Retention and Deletion
3. Post-Termination Handling:
a. Deletion of Data: After the termination of the User's subscription, the Company will delete all User Data from its systems within a reasonable period, barring any legal obligations to retain the data.
b. Export Opportunity: Before deletion, the Company will provide the User with the chance to export their User Data in a commonly used format.
Access to User Data
4. Conditions for Data Access:
a. Limited Use of Data: The Company will access User Data only as needed to deliver or maintain the Software, or to satisfy legal requirements or court orders.
Acceptable Use Policy
Compliance with AUP
1. Adherence to AUP:
a. Policy Compliance: The User is required to adhere to the Acceptable Use Policy (AUP) of the Company, which sets forth the permissible and prohibited uses of the Software.
b. Prohibited Activities: Specifically, the AUP forbids any use of the Software for illegal activities, infringing on others' rights, or any actions that would breach privacy standards.
Consequences of Violation
2. AUP Violations:
a. Enforcement Actions: Should the User violate any provision of the AUP, the Company reserves the right to take immediate action, which may include suspension or termination of the User’s access to the Software.
Availability of AUP
3. Accessibility of AUP:
a. Document Reference: The complete AUP document is accessible on the Company’s website. By this Agreement, the AUP is incorporated by reference, establishing its integral role in governing the use of the Software.
Free Trial Period
Trial Offer
1. Introduction to Free Trial:
a. Duration: The Company provides a 14-day Free Trial for new Users, beginning when the User subscribes to a plan.
b. Access During Trial: During the Free Trial, the User will have limited access to the Software’s features, as outlined in the subscription plan chosen.
Subscription Post-Trial
2. Post-Trial Subscription:
a. Transition to Paid Subscription: After the Free Trial ends, the User's access to the Software will be suspended unless they opt to subscribe to a paid plan.
b. No Automatic Payments: The Company will not automatically charge any payment at the conclusion of the Free Trial.
User's Responsibility
1. Action Required by User:
a. Active Subscription: The User must actively choose and subscribe to a paid plan to retain access to the Software after the trial period ends.
b. Notification of Trial End: The Company will send a reminder before the end of the Free Trial, but the User is responsible for the subsequent action to continue using the Software.
Subscription Plans and Payment
Selection of Subscription Plans
1. Variety of Plans:
a. Plan Options: The Company provides multiple subscription plans, tailored to meet the various needs of Users.
b. Availability of Information: The Complete details of each plan are accessible for review and selection on the Company’s website.
Subscription Process
2. Post-Trial Subscription and Payment:
a. Plan Selection: After the Free Trial, Users intending to continue must select a subscription plan fitting their needs and complete the subscription by making an electronic payment.
b. Payment Processing: All payments are processed securely via third-party payment gateways, without the Company retaining payment details.
Data Privacy and Security
3. Personal Data Handling:
a. Limited Data Retention: The only personal information retained by the Company will be the User’s name and email address.
b. Compliance with Privacy Laws: The handling and protection of this personal data are strictly in accordance with applicable privacy laws, emphasizing the User's privacy rights.
Commencement of the Software Licence
Activation of Licence
1. Start of Licence:
a. Subscription Activation: The software licence becomes effective when the User subscribes to a plan and completes payment through a secure third-party payment gateway.
b. End of Free Trial: This activation occurs immediately after the end of the 14-day Free Trial, assuming the User has chosen a plan that suits their needs.
Confirmation and Access
2. Confirmation of Payment and Access:
a. Payment Confirmation: Following the confirmation of payment, the User will be granted access to the Software according to the provisions of the selected subscription plan.
b. Transition of User Status: At this stage, the User moves from a trial user to a full user with all associated rights and responsibilities under the Agreement.
Licence Fee and Payment Terms
Initial Licence Fee and Monthly Payments
1. Subscription Model:
a. Initial Payment: The first month's licence fee is paid upfront by the User, acting as full consideration for the Agreement.
b. Ongoing Payments: Monthly payments are due on the same date each month, matching the original purchase date, in line with the agreed subscription model.
Payment Details
2. Payment Terms and Conditions:
a. Variable Costs: Any variable costs, which may arise based on usage or selected features, are outlined in the subscription plan options on the Company’s website.
b. Acknowledgment of Terms: By choosing a plan and completing payment, the User agrees to these payment terms.
Payment Processing and Transparency
3. Processing and Transparency:
a. Third-Party Payment Gateway: The User’s payments will be processed via a designated third-party payment gateway.
b. Notice of Fee Changes: The Company commits to providing the User with prior notice of any changes to the fee structure or payment terms.
Renewal of the Software Licence
Monthly Subscription and Renewal
1. Subscription Renewal Terms:
a. Monthly Subscription Model: The Software Licence operates on a monthly renewal basis, starting from the date of initial subscription.
b. Automatic Renewal: The subscription and the corresponding payment will automatically renew each month on the anniversary of the subscription start date.
Cancellation Procedure
2. Subscription Cancellation:
a. User's Right to Cancel: The User may cancel the subscription at any point. To avoid charges for the subsequent month, cancellation must occur before the renewal date.
b. Cancellation Instructions: Detailed instructions for subscription cancellation are provided on the Company's website.
Acceptance of Terms
3. Ongoing Agreement:
a. Continued Acceptance: By continuing the subscription without cancellation, the User affirms their ongoing agreement to the terms and any updates made to the Agreement.
Cancellation Policy
Right to Cancel
1. User Cancellation Rights:
a. Subscription Termination: Users are entitled to cancel their subscription and thereby terminate their plan at any point.
b. Process for Cancellation: To cancel, Users must follow the specified electronic cancellation procedure on the Company’s website.
Effective Data and Refunds
1. Implementation of Cancellation:
a. Immediate Effectiveness: Cancellation becomes effective immediately once the Company acknowledges receipt of the User's cancellation notice.
b. Refund Considerations: Refunds, when applicable as per the chosen subscription plan’s terms, will be processed without undue delay.
User's Understanding and Responsibilities
3. Understanding Subscription Terms:
a. Awareness of Conditions: Users bear the responsibility to fully understand the terms of their selected plan, including cancellation and refund policies.
b. Access Termination: Upon cancellation, the User will lose access to the Software, and all future charges will be halted.
Refund Policy
Eligibility for Refunds
1. Refund Conditions:
a. Plan-Specific Terms: Refund eligibility is determined by the specific terms set forth in the User’s chosen subscription plan.
b. Refund Process: Eligible refunds will be processed promptly after a cancellation request is received.
Method of Refund
2. Processing Refunds:
a. Transaction Method: Refunds will generally be issued using the same payment method utilized for the initial transaction, barring any different arrangements agreed upon.
b. Policy Review: Users should refer to the comprehensive Refund Policy on the Company’s website for detailed information on eligibility and procedures.
Subscription Changes
Changing Subscription Levels
1. Options for Changing Subscription:
a. How to Change: Users can alter their subscription level at any time either through the Software’s user interface or by contacting the support team.
Implementation of Changes
2. Timing of Changes:
a. Upgrades: Any upgrades to a subscription become effective immediately with a pro-rata charge for the rest of the current billing cycle.
b. Downgrades: Downgrades in subscription levels take effect at the beginning of the next billing cycle.
Adherence to Subscription Changes Policy
1. Policy Compliance:
a. Policy Details: All subscription changes are subject to the terms provided in the Subscription Changes Policy available on the Company's website.
Privacy and Data Protection
Commitment to Data Privacy
1. Data Protection Compliance:
a. Legislative Adherence: The Company affirms its commitment to the protection of personal data, in line with the Privacy Act 1988 (Cth) and international privacy laws like GDPR for EU users.
b. Privacy Policy: The company's Privacy Policy, which details how personal data is collected, used, and shared, is available on the Company's website.
User Responsibilities
2. User's Data Compliance:
a. Data Upload Compliance: Users must ensure that any data they upload to the Software complies with all relevant privacy and data protection laws.
Data Breach and Security
Response to Data Breaches
1. Notification and Action:
a. Notification Obligations: Should a data breach occur, The Company is committed to promptly notifying all affected individuals and the relevant authorities as mandated by law.
b. Investigation and Mitigation: The Company will conduct a thorough investigation and take the necessary actions to secure data and address any resultant issues.
Communication with Users
2. Informing Users:
a. Disclosure of Breach Details: Affected Users will be given details about the nature of the breach, what data was involved, the likely repercussions, and the response actions being undertaken by the Company.
Ongoing Security Efforts
3. Commitment to Security:
a. Security Improvement: The Company pledges ongoing enhancements to its security protocols to prevent future breaches.
Limitation of Liability
As-Is Basis
1. Software Provisioning:
a. ‘As Is” Acceptance: The Software is made available to the User "as is," with all its existing features and faults, and without warranty of any kind, except for any non-excludable guarantees under the law.
Liability Limitations
2. Extent of Company's Liability:
a. Liability Cap: Liability of the Company, within the maximum limits allowed by law, is restricted to the amount of the original purchase price paid by the User for the Software.
b. Exclusion of Damages: The Company expressly disclaims any liability for indirect, incidental, special, or consequential damages, including but not limited to loss of profits, revenue, data, or business interruption, that arise from or are related to the use or inability to use the Software.
Warranty Exclusions
3. Disruptions and Errors:
a. Acknowledgment of Potential Issues: The User accepts that the Software may contain bugs or errors that can lead to disruptions in service. The Company aims to provide a reliable service but cannot guarantee uninterrupted use of the Software. Any liability for disruptions caused by such bugs or errors is excluded to the extent permitted by law, except in cases where indemnification is applicable under the Agreement.
International Use
4. International User Considerations:
a. Local Law Compliance: International Users agree to comply with all local laws applicable to the use of the Software in their respective jurisdictions. The Company disclaims all liability for any loss or damage that may occur from the use of the Software internationally to the extent that such disclaimer is allowed by local law.
b. Liability Disclaimer: The Company’s disclaimer of liability for international users is not intended to override any rights the User may have under the indemnification clause of this Agreement, where applicable.
Modification and Amendment
Right to Amend
1. Amendment Rights
a. Amendment Authority: The Company retains the right to modify, amend, or alter the terms of this Agreement as necessary.
Communication of Changes
2. Notification Methods
a. User Notification: Changes to the Agreement will be communicated through the contact details provided by the User or via a notification on the Software's platform.
b. Notification Method: The method of communication for any amendments will include email notices or updates posted directly within the Software interface.
Acceptance of Changes
3. Acceptance Conditions
a. Continued Use: User's continued use of the Software following notification of changes will constitute acceptance of the revised Agreement terms.
b. Effective Date: The new terms will become effective immediately upon communication, unless stated otherwise within the notice.
Service Levels and Guarantees
Service Commitment
1. Service Availability
a. The Company Efforts: The Company pledges to deliver a high standard of service accessibility, committing to reasonable commercial efforts to provide uninterrupted access to the Software, except during planned maintenance or uncontrollable circumstances.
Service Level Details
2. SLA Reference
a. Service Level Agreement: Detailed service levels are outlined in the Service Level Agreement (SLA), which is an integral part of the User's subscription plan.
Warrants and Representations
Software Ownership and Rights
1. Copyright Ownership
a. The Company Guarantee: The Company confirms it is the rightful copyright holder of the Software and possesses all the necessary licensing rights.
Compliance with Agreements and Laws
2. No Conflict With Other Agreements
a. Legal Assurance: The Company assures that licensing the Software does not conflict with any other agreements, copyrights, or applicable laws.
Warrantly Disclaimer
Exclusion of Warranties
1. Scope of Warranties
a. Company's Stance: The Company offers the Software "as is" and disclaims all express or implied warranties to the maximum extent permitted by law.
Consumer Protection Laws Compliance
2. Consumer Law Considerations
a. Consumer Rights Acknowledgment: Nothing in this disclaimer aims to limit or exclude any rights the User may have under the Australian Consumer Law or equivalent consumer protection legislation.
Consumer Entitlements
3. Guarantees Under Consumer Law
a. ACL Guarantees: If applicable, the User as a consumer has certain guarantees under the Australian Consumer Law, including but not limited to the Software being fit for disclosed purposes and aligning with provided descriptions.
Disclaimer of Liability for User Data
Company’s Stance on User Data
1. Absence of Liability
a. Company's Responsibility: The Company explicitly disclaims responsibility for any User Data uploaded to the Software and does not guarantee its accuracy, quality, or legality.
Limitation of Liability
2. Exclusion of Damages
a. No Liability for Losses: The Company will not be held liable for any losses, be they data loss, financial loss, or other damages that arise due to the use of the Software, including those resulting from maintenance-related interruptions.
Maintenance
Scheduled Software Maintenance
1. Maintenance Activities
a. Regular Updates: The Company will conduct routine maintenance to ensure the Software's performance and security, which may include software updates, bug fixes, and new feature rollouts.
User Acknowledgement
2. Impact on Access
a. Temporary Interruptions: Users accept that scheduled maintenance may lead to short-term disruptions in Software access and functionality.
Advance Notice
3. Scheduling and Notice
a. Planned Downtime Communication: The Company aims to schedule maintenance during low-usage periods and intends to provide Users with timely notifications about planned downtime.
Limitation of Company's Liability
4. Non-liability for Indirect Damages
a. Loss Exemption: The Company is not liable for any indirect losses the User may incur due to maintenance-related downtime, consistent with the terms of any applicable service level agreements.
Rights to Modify Service
Company's Modification Rights
1. Modification Authority
a. Service Changes: The Company retains the right to modify, enhance, or supplement the Software, which can involve feature additions or removals, product discontinuation, or updates for improvement.
Notification to User
2. Communicating Changes
a. Notice of Alterations: The Company commits to informing the User about any significant changes to the Software that may impact the user's experience.
Intention Behind Modifications
3. Purpose of Changes
a. Enhancement Goals: All modifications aim to enhance the user experience, ensure security and legal compliance, or optimize performance, with no requirement for specific alterations unless contractually stipulated.
Service Levels and Uptime Guarantees
Commitment to Service Quality
1. Service Availability
a. Quality Assurance: The Company pledges to deliver a superior service experience and strives to make the Software consistently available to Users, minimizing disruptions as much as possible.
Service Disruption Policy
2. Handling Interruptions
a. Response and Resolution: While specific uptime percentages are not guaranteed, the Company focuses on upholding the highest service levels and addressing any service disruptions swiftly and effectively.
Details on Service Protocols
3. Service Recovery Actions
a. Protocols for Disruptions: For any service interruptions, the Company is prepared to implement suitable measures to resolve issues expeditiously.
Information on Remedies and Credits
4. Compensation for Downtime
a. Service Level Agreement Terms: The SLA details the response procedures for service interruptions and outlines any potential service credits or other remedies available to Users.
User Support
Support Entitlement
1. Support Provision
a. Allocated Support: The User is entitled to support services for the Software, which align with the chosen subscription plan throughout the subscription term. This encompasses help with standard operations and resolution of common issues.
Upgrade and Maintenance Inclusions
2. Software Upkeep
a. Continuous Improvement: Throughout the subscription period, the User is entitled to receive all maintenance upgrades and bug fixes for the Software without incurring additional costs.
Customer Support Details
Support Availability
1. Tiered Support
a. Support Levels: Customer support is tailored to match the User’s chosen subscription plan, with the Company providing an array of support options including email, chat, and phone assistance.
Response Commitment
2. Support Response
a. Timely Assistance: The Company outlines the response times for various support inquiries in the support terms, ensuring Users receive timely and efficient help as part of their plan.
Service Dedication
3. Support Dedication
a. Assistance Assurance: The Company pledges its dedication to offering prompt and effective support services to its Users, aiding them in the effective use of the Software.
Term of Agreement
Agreement Duration
1. Commencement
a. Agreement Initiation: The term of this Agreement commences at the point of Acceptance by the User, marking the beginning of the contractual relationship.
Perpetual Term
2. Duration
b. Ongoing Agreement: The Agreement is designed to be perpetual, remaining in effect indefinitely unless terminated according to the provisions set out within the Agreement.
Termination of Agreement
Conditions for Termination
1. Breach and Consequences
a. Grounds for Termination: Should the User fail to adhere to any terms of this Agreement or commit a breach, this Agreement will be subject to termination. The Licence rights granted herein will be forfeited immediately.
Actions upon Termination
2. User's Obligations
a. Software Disposition: Upon the termination of this Agreement for any cause, the User is required to either delete or return all copies of the Software to the Company without delay.
Dispute Resolution
Approach to Resolving Disputes
1. Negotiation Efforts
a. Good Faith Negotiations: Parties agree to first seek an amicable resolution through direct discussions in good faith.
Alternative Dispute Resolution
2. Mediation Process
a. Mediation Request: If negotiations fail, either party may initiate mediation for dispute resolution.
Binding Resolution Method
3. Arbitration Proceedings
b. Arbitration Requirement: Failing resolution via mediation, disputes will be settled through binding arbitration per ACICA rules.
Procedural Details
4. Arbitration Details
a. Arbitration Venue: Arbitration to be held in New South Wales, Australia.
b. Arbitration Language: English will be the language used for the arbitration proceedings.
Force Majeure
Definition and Scope
1. Liability Waiver
a. Force Majeure Events: The Company is not liable for any failure to perform its obligations if such failure is due to Force Majeure events, including natural disasters and other uncontrollable occurrences.
Company Obligations
2. Mitigation Efforts
a. Action to Mitigate: The Company commits to taking all appropriate actions to mitigate the impact of any Force Majeure events where possible.
Governing Law
Jurisdiction
1. Court Jurisdiction
a. Submission to Courts: The Parties agree to submit to the jurisdiction of the courts of the State of New South Wales, Australia for all matters arising from or relating to this Agreement.
Legal Framework
2. Laws Applicable
a. Governing Laws: This Agreement, including its enforcement and interpretation, is governed by the laws of the State of New South Wales, Australia, regardless of conflict of law principles.
Special Data Processing Provisions for Enterprise Agreements
General Position on Data Processing
1. Data Processing by Company
a. Standard Practice: The Company typically does not process personal data for the User.
Enterprise-Level Data Processing
2. Provisions for Enterprises
a. Execution of DPA: In the case of enterprise-level agreements that require processing of personal data, a separate Data Processing Agreement will be established.
Compliance and Applicability
3. Compliance with Legislation
a. Legal Compliance: The DPA will comply with all relevant data protection laws, including the GDPR.
Scope of Clause
4. Clause Applicability
a. Relevant Agreements: This clause applies only to those enterprise agreements that explicitly stipulate the processing of personal data by Company.
Feedback and Reviews
Encouragement of Feedback
1. Feedback Welcome
a. Company's Invitation: The Company encourages and values feedback from Users on their software experience.
Licensing of Feedback
2. Usage Rights of Feedback
a. User's Grant: By providing feedback, Users award the Company a perpetual, non-exclusive, royalty-free license for business utilization.
Policy for Feedback Submission
3. Appropriate Feedback Submission
a. Adherence to AUP: Users are expected to submit their feedback in alignment with the Acceptable Use Policy.
Notices
Formal Communication
1. Notice Requirements
a. The Company Contact Information: All formal communications and notices to the Company under this Agreement shall be directed to the following address: Data Tiles Pty Limtied, New South Wales, Australia.
Miscellaneous Provisions
1. Amendment Requirements
a. Written Modifications: This Agreement can only be altered through a written document signed by both the Company and the User.
b. Validity of Amendments: No change to this Agreement is considered valid unless documented in writing and endorsed by both parties.
2. Nature of Relationship
a. Agency or Partnership: This Agreement does not establish any form of agency or partnership between the Company and the User.
3. Interpretation of the Agreement
a. Role of Headings: Headings are for organizational purposes only and should not influence the interpretation of this Agreement.
b. Grammatical References: Singular words incorporate the plural, masculine terms include the feminine, and neuter expressions incorporate both masculine and feminine as appropriate.
4. Legal Validity
a. Severability: If any part of this Agreement is declared unenforceable or invalid, the remainder will continue to be valid and enforceable.
5. Entire Agreement
a. Inclusiveness: This document embodies the full agreement between the parties, superseding all prior understandings.
b. Written Terms: Only the written clauses of this Agreement are binding.
6. Binding Effect
a. Successors and Assigns: This Agreement is binding upon the Company’s successors and assigns.
Privacy Policy
Introduction
Data Tiles ("Data Tiles”) respects the privacy of its users and is dedicated to safeguarding their personal information. This policy governs the use of our SaaS product, Latttice.
Collection of Personal Information
We collect personal information necessary for providing our services, such as names and email addresses, during the registration process and subsequent interaction within our services.
Use of Personal Information
The information collected is utilized to enhance user experience, deliver customer service, and communicate updates about our services.
Data Federation and User Responsiblity
Federation Principle:
Latttice operates on a federated model, which means any data uploaded by the User remains in its original storage location, such as within the User's private cloud or on-premises data centre.
Data Sovereignty:
Data uploaded within a particular region, such as Europe, will not leave that region. Latttice does not transfer, store, or process data outside of its origin unless explicitly agreed upon in a future contract for enhanced services.
User Control and Compliance:
Users maintain full control and possession of their data and are responsible for complying with all laws and regulations applicable to their data, including data protection and privacy laws in the territories where the data originates and is stored.
Data Tiles Role:
Data Tiles does not host, store, or process user data and thus assumes no responsibility for the data managed through Latttice. Our role is strictly to provide the federated SaaS platform.
Future Enhancements:
Any future changes to how Latttice handles data will be communicated through a separate agreement that will outline new terms and conditions, ensuring legal compliance and transparency.
Implications of Data Federation
Legal Implications:
Users are obligated to ensure their use of Latttice complies with all applicable data protection laws, including obtaining necessary consents and adhering to regulations concerning data transfer, storage, and processing.
No Responsibility for User Data:
Data Tiles will not be held responsible for any loss, exposure, or legal non-compliance related to user data federated through Latttice. Responsibility for securing data and legal compliance lies solely with the user.
Sharing and Disclosure
Data Tiles does not sell or exchange user information and will only share personal data in compliance with legal obligations or for the essential provision of our services.
Data Security
We implement robust security measures, including encryption and access controls, to protect personal information from unauthorized access or disclosure.
User Rights and Data Access
We respect users' rights to access, correct, and request the deletion of their personal data in accordance with applicable laws.
Cookies and Tracking Technologies
Cookies and similar technologies are employed to enhance user experience and service functionality, subject to user preferences and controls.
Third-Party Services and Subprocessors
Data Tiles utilizes third-party services for payment processing and data storage, ensuring all providers are compliant with data protection laws.
Children's Privacy
We are compliant with COPPA and do not target or collect information from children under the age of 13.
Changes to the Privacy Policy
We reserve the right to update this policy and will provide notice to users of any significant changes.
Jurisdiction and Governing Law
This policy is governed by the laws of New South Wales, Australia, and any applicable international laws.
Contact Information
For questions or inquiries regarding this Privacy Policy, please contact us at letstalkdata@data-tiles.io.
Effective Date
This Privacy Policy is effective as of [29 April, 2024].
Acceptable Use Policy (AUP)
1. Introduction
Welcome to Data Tiles. This Acceptable Use Policy ("Policy") governs your use of our SaaS product, Latttice, and any related services (collectively, the "Service"). By accessing or using the Service, you agree to comply with this Policy, which is incorporated by reference into your Software as a Service Agreement ("SaaS Agreement") with Data Tiles ("Company", "we", "us", or "our"). This Policy is designed to ensure a clear understanding of the responsibilities you have as a User of the Service and to promote the integrity, security, reliability, and privacy of our Service infrastructure and community.
The terms set forth in the SaaS Agreement define the legal use of our Service, and this Policy is an extension of that agreement, providing specific guidelines on acceptable and prohibited behaviours. The SaaS Agreement, together with this Policy, outlines the full extent of the conditions under which the Service is provided to you. We emphasize that this Policy does not exhaust the full scope of your obligations under the SaaS Agreement; rather, it provides additional details to help you understand and abide by the expectations for the appropriate use of the Service.
Should there be any inconsistency or conflict between the SaaS Agreement and this Policy, the terms of the SaaS Agreement will prevail. Compliance with this Policy is essential to ensure that all Users can benefit from the Service. Violations of this Policy may lead to consequences as outlined in the SaaS Agreement, including but not limited to suspension or termination of your access to the Service.
We may modify this Policy from time to time to reflect changes in our Service, the law, or our company policies. The SaaS Agreement describes how we will notify you of these changes. By continuing to access or use the Service after those changes become effective, you agree to be bound by the revised Policy.
2. User Data Ownership and Federation Clause
2.1 Ownership of User Data
As a User of Latttice, you retain ownership and all rights to the data you upload and manage within the Service. Data Tiles Pty Limited acknowledges and supports the principle that User data remains the sole property of the User, with no claim of ownership from Data Tiles. We recognize and affirm the proprietary interests of our Users in their data.
2.2 Data Federation and Accessibility
Latttice operates on a federated data model, meaning the data you provide remains under your control and does not transfer to Data Tiles servers. The federation of data ensures that User data resides within the User's chosen environment, whether it be on-premises, cloud, or a hybrid system. Data Tiles does not host, store, or process User data but rather provides the means for Users to access and manage their own data through the federated architecture of Latttice.
2.3 No Unwarranted Access
Data Tiles will not access, use, or share User data uploaded to or generated within Latttice except as necessary to provide and maintain the functionalities of the Service or as required by law. Any such access will be conducted in compliance with our Privacy Policy, SaaS Agreement, and the highest standards of data protection and privacy.
2.4 User Responsibility
It is the User's responsibility to secure their data within their own systems. Users must implement suitable measures, including but not limited to encryption and access controls, to safeguard their data in accordance with best practices and legal obligations. Data Tiles assumes no responsibility for the security of User data within the User’s chosen storage environment.
2.5 Data Governance
Users are encouraged to adopt appropriate data governance policies to maintain the integrity and security of their data. The federated nature of Latttice is designed to empower Users with autonomy over their data while utilizing the Service for data management and analytics purposes.
3. Licence Use and Restrictions
3.1 Licence Grant
The use of Latttice is granted under a non-exclusive, non-transferable license as stipulated in the SaaS Agreement. This Policy details specific prohibitions to guide your use of the Service, including but not limited to:
3.2 Specific Prohibitions
The prohibition of unauthorized modification, duplication, distribution, or reverse engineering of the Service.
a. The restriction against using Latttice for any unlawful purpose or in any manner inconsistent with this Policy or the SaaS Agreement.
4. Compliance with Laws
As a User, you are obliged to ensure that your use of Latttice adheres to all applicable laws and regulations, including those relating to data protection, intellectual property, and privacy laws, as detailed in our Privacy Policy and the SaaS Agreement.
5. Enforcement
In the event of a breach of this Policy, Data Tiles reserves the right to take appropriate remedial action as detailed in the SaaS Agreement, which may include suspension or termination of your access to the Service.
6. Modifications to the Policy
Data Tiles may revise this Policy periodically. Users will be notified of any changes through the means outlined in the SaaS Agreement, and continued use of the Service after changes are made will constitute acceptance of the updated Policy.
7. Reporting Violations
Please report any suspected violations of this Policy to the contact information provided in the SaaS Agreement and Privacy Policy. We will investigate all such reports and respond in accordance with our enforcement protocols.
8. Intellectual Property and User-Generated Content
Users maintain intellectual property rights over their data and content created within Latttice. Data Tiles does not claim ownership over such content but may use it as necessary for the operation of the Service, in line with the permissions granted by Users.
9. Content Standards and Fair Use
Users are responsible for ensuring the content uploaded to Latttice meets our content standards and adheres to principles of fair use to ensure system resources are not monopolized.
10. Incident Response
Data Tiles is committed to prompt action in response to security incidents or breaches of this Policy. Cooperation from Users is expected during any investigation or remedial process. Users should have their own incident response plans that align with our procedures, ensuring a coordinated approach to any security incidents.
11. Consequences and Remediation
Breach of this Policy may result in disciplinary action up to and including termination of the User's access to the Service, as outlined in the SaaS Agreement. Remediation efforts may include User education, a formal warning, or other actions appropriate to the nature and severity of the violation.
12. Acceptable Use
12.1 Permitted Uses:
a. You may use the Service for lawful purposes as intended by the Company.
12.2 Prohibited Uses:
You may not engage in the following:
a. Unauthorized sharing of the Service.
b. Activities that infringe upon the rights of others.
c. Transmission of harmful code.
d. Unauthorized access to other accounts or networks.
12.3 Cooperation with Investigations:
Users must cooperate with any investigations by the Company or law enforcement regarding suspected violations of this AUP.
This AUP, as part of the contractual relationship with Data Tiles, underscores your accountability in using Latttice. We expect all Users to follow these guidelines to ensure that Latttice remains a secure, reliable, and compliant service for everyone.
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