Terms & Conditions

Welcome to Observify Ltd (the “Company”). The Company Services (as defined below) available through the Company's Website at www.observify.com (the “Website”) is an online platform that provides certain social media engagement, analytics and monitoring services to our subscribers/ clients. By using the Services, you personally, or if on behalf of the entity entering into this Agreement, that entity (you and the entity, each a “User”, Paid User or Free User) agree to and are subject to the following terms and condition for the Services (the “Agreement”). If you do not fully agree to the terms of this Agreement, you are not authorized to access or otherwise use the Services. If the parties have entered into a written and pen-signed license agreement regarding the subject matter hereof, that agreement will supersede this Agreement to the extent of any conflict. Capitalized terms are generally defined in this page.

In case you are located in the United States this Agreement requires the use of arbitration on an individual basis to resolve disputes, rather than jury trials or class actions, and also limits the remedies available to you in the event of a dispute. Observify Ltd is also mentioned as "Observify", "we" or "us".

I. Scope of the Terms & Conditions

These Terms & Conditions govern any and all uses of the Services. They are provided to Paid/ Free Users at the time of the Services’ subscription and are available at any time. Users acknowledge having read and understood the Terms & Conditions and hereby accept to be bound by them. The Terms & Conditions shall prevail over any other contractual document issued by Users. Observify reserves the right, at its discretion, to modify the Terms & Conditions at any time by posting a notice through the Services, or by sending Users a notice via email. Users shall be responsible for reviewing and becoming familiar with any such modifications. Use of the Services following such notification constitutes Users' acceptance of the modified Terms & Conditions.

II. Definitions

The capitalized terms shall have the definition given to them below or in the T&C and could potentially used as a reference in future updates of this page and/ or documentation:

• Account means a valid account giving access to the Services;
• Administration Page/ Dashboard means the private page accessible from the Account and displaying Users’ settings;
• Alert(s)/ Monitor(s) mean(s) the request(s) entered via the Services by Users including or excluding one or several keyword(s) determined by them. The Alerts direct to the Mentions;
• Standard Plan means one of the several options offered by Observify to Users for subscribing to the Services. Users may subscribe to the Standard Plan (or any other paid plan - Free Trial only if applicable), which contains specific limitations: number of Users per Account and number of Alerts and Mentions per month per Account and/ or amount of data used;
• Collaborator(s) mean(s) Users’ employees or contractors expressly authorized by Users to access and use the Services on their behalf or via a Team account. Collaborators agree to be bound by the T&C;
• Company Property means the Services, Software, Documentation, Website, and all systems, networks, APIs, websites or other materials that are either owned or operated by Company, or provided to User in connection with this Agreement.
• Fees mean the fees for the Services applicable only for Paid Plans;
• Free Users mean any Users subscribing to our free plan (if available, defined and mentioned under Pricing information);
• Filter(s) mean(s) the automatic filter(s) through an algorithm based on Users’ selection and developed by Observify. Filters may be activated under Users’ control and responsibility - when creating a monitor;
• License means the license given by Observify to Users for using the Services;
• Mentions mean the real-time results displaying Third-Party Content from Third-Party Websites as a result of the Alerts/ Monitors and User’s preferences.
• The Mentions requested by Users may temporarily reproduce Third-Party Content which is carried out entirely in the context of the implementation of a technological process. All reproductions of Third-Party Content are necessary for implementing said technological process;
• Paid Plans mean charged Plans proposed to Users (standard, professional or enterprise);
• Paid Users mean Users subscribing to a Paid Plan;
• Party(ies) mean(s) Observify Ltd and/or Users;
• Personal Data means any data relating to a living individual who is or may be identified;Plan means any Free Plan (if available) and all the mentioned Plans under Pricing information;
• Privacy Policy means the document written by Observify explaining how it handles Users’ personal data and defined Users’ rights related to their personal data - read more on our privacy policy;
• Quota means a limitation on the number of Mentions, Alerts or Users depending on the Plan chosen by Users;
• Search Engine means the search engine developed and provided by Observify through the Services;
• Services means the applications and platform provided by the Company via the Website that are ordered by the User as a part of a free trial (if applicable) or under an order or registration Web page on the Website. The Services may be accessed as a Software as a Service (SaaS), via a downloadable software program (if applicable), via an API (if applicable) or via a Cloud based application (if applicable);
• Sources mean the Third-Party Websites’ classification via the Services: Facebook®, Twitter®, News, Blogs, Videos, Forums and Images;
• Term means the monthly or yearly term chosen by Users during which they use the Services;
• Third-Party Content(s) mean(s) the third-party content freely accessible in whole or in part from various Third-Party Websites, including but not limited to texts, graphics, news articles, photographs, images, illustrations, video clips, advertising and trademarks, which may be protected by copyright or private rights.
• The Third-Party Content is displayed by Observify upon request of Users under Users’ control;
• Third-Party Website(s) mean(s) the third-party website created and administrated by a third-party and making available the Third-Party Content;
• T&C or Terms and Conditions or Terms & Conditions mean these terms and conditions;
• Users mean any persons or entities opening an Account and using the Services of the Company.

III. Software

Observify is a SaaS (Software as a Service) thus a local installation is not needed in order to use Observify. However, the latest versions of the most popular browsers (Internet Explorer, Firefox, Chrome, Safari etc.) are recommended for the optimal use of Observify. Observify owns the rights to stop supporting older versions of browsers and the rights to release a software that requires a local installation in the future.

IV. Copyright and Ownership

Observify owns the copyright and ownership of the source code, data and technical material related to the Software. All rights in and to the Company Property not expressly granted to the Paid User are reserved by the Company and its suppliers.

V. Accessibility

Observify is available 24/7 every day with the exception of break for technical maintenance. In case of service/ maintenance, the customer will be informed in advance. If any operational problem should occur any time other than 08.00 to 18.00 during weekdays, the problem will be managed the next available weekday.

VI. Support

For technical support related issues, the respective department and/ or the customer’s contact person should be contacted and informed accordingly.

VII. Customer Reference

The Company has the right to use the User’s name for marketing related purposes.

VIII. Term and Termination of Agreement

1. Term of Agreement: 

This Agreement commences on the earlier of the date User accepts this Agreement or first uses the Services and continues for a period of 12 months, or for such period of time as agreed in the Agreement between Observify and the User. After the expiration of the Initial Term, this Agreement may be renewed by mutual agreement for successive 1 year terms, or such other period of time as mutually agreed to in the applicable Agreement between Observify and the User. If User elects to use the Services for a free trial period (when applicable) and does not purchase a subscription before the end of that period, this Agreement will terminate at the end of the free trial period.

2. Termination for Cause:

Company may cancel, suspend or block your use of the Company Property without notice if there has been a breach of this Agreement by User. User’s right to use the Company Property will end once User’s Account has been terminated, and any data that User may have stored on the Website or Services,may be unavailable later, unless Company is required to retain it by law. User may terminate its Account at any time. Company is not responsible or liable for any records or information that is made unavailable to User as a result of User’s termination of its Account. USER AGREES THAT COMPANY WILL NOT BE LIABLE TO USER OR ANY OTHER PARTY FOR ANY TERMINATION OF USER’S ACCESS TO THE COMPANY PROPERTY. User’s payment obligations and Sections IV, VII, VIII, IX, X, XI and XII shall survive the termination of this Agreement.

IX. Liability, Warranties, Disclaimer and Indemnification

1.Observify Ltd's liability - Paid Plans

Observify Ltd warrants that:

• Users shall be able to monitor Third-Party Content by using the Services and to create Alerts/ Monitors in order to generate Mentions according to their set filters and preferences;
• it will not change User’s Filters and more generally Users’ settings regarding to the Services without notice;
• it will execute Users’ requests for accessing and sharing Third-Party Content and conducting analysis;
• it will take all reasonable measures to maintain the confidentiality of Users’ information.

As consideration for the providing of the Services for free (when applicable), Observify Ltd gives no warranty, whether implied or express, to Free Users. Observify Ltd may not be held liable for interruption of the Services and/ or technical issues.

3. Observify Ltd's disclaimer for Paid Plans and Free Plan (when applicable)

To the maximum extent permitted by applicable law, the services as provided by the Company are provided and licensed "as is" without warranty of any kind, either expressed or implied. The Company does not guarantee that the use of the services will be uninterrupted or error free. The Service(s) maybe be changed, amended, and/or otherwise altered at any time in the Company's sole discretion. The Company does not exercise any control over Third-Party Content and Websites and has no control over them. Similarly, the Company does not control links to Third-Party Websites. Third-Party Content is provided to Users "as is" to facilitate their web browsing. The Company takes no responsibility and assumes no liability for any Third-Party Content that Users post or transmit using the Services. Users understand and agree that they may be exposed to Third-Party Content that is inaccurate, objectionable, inappropriate for children, or otherwise unsuited to their purpose. If Users access any Third-Party Websites or Third-Party Content from the Services, they do so at their own risk and agree that the Company will have no liability arising from their use of or access to any Third-Party Websites or Third-Party Content.

4. Users’ liability, disclaimer and warranties applicable for Paid Plans and Free Plan(when applicable)

Users agree that:

• Third-Party Content and links to Third-Party Websites are reproduced upon their request;
• The Company does not exercise any control over and does not pre-screen Third-Party Content and may not be held liable for their communication to the public;
• The Company may not be held liable for any damages or loss arising from or connected with the use of or the reliance on the Third-Party Contents, goods, or services available on the Third-Party Websites;
• The Company may not be held liable with respect to Third-Party Content or Third-Party Websites and Users undertake to directly and exclusively contact the appropriate third-party with any claim or request they may have;
• They use the Services at their own risk which are being provided to them on an "as is" and "as available" basis.

Users shall be responsible for:

• their access, use and selection of the Services, including by their Collaborators;
• the selection of the Alerts/ Monitors and the reproduction of Third-Party Content in the Mentions;
• obtaining and maintaining any equipment needed to access and use the Services;
• ensuring that such equipment is compatible with the Services;
• sharing and commenting Third-Party Content and accessing to Third-Party Websites.
• Users are solely responsible for their connection to the internet and all costs incurred. Access to the Services may be available through software programs downloaded to Users’ terminal (when applicable - future releases). Users agree that the Company may automatically upgrade those software programs, and the T&C will apply to such upgrades.

5. Indemnification

Users shall indemnify and hold the Company (and its affiliates and subsidiaries, and its and their respective officers, directors, employees, agents) harmless from any claim or demand, including reasonable legal fees, made by any third-party due to or arising out of their breach of the T&C, their improper use of the Services or their breach of any law or the rights of a third-party. In no event shall either party be liable to the other party under the T&C for any indirect damages, including without limitation damages for lost data or lost profits.

X. Privacy Policy - Confidentiality

All personal data that the Company collects from the User (Free - Paid) will be processed in accordance with Company’s Privacy Policy, which is incorporated into this Agreement by "Privacy Policy". User consents to personal data being used and processed in accordance with Company’s Privacy Policy. Both Parties commit not to share any details of each party’s activities, business, technology, products, services or other proprietary information to third parties during their contract period as these information are confidential and characterized as business, trade or professional secrets. The confidentiality does not apply to such information if a party can demonstrate that they became known to him via a different way than the cooperation itself or for information that are publicly known. The confidentiality does not apply when any of the parties are required by law to disclose information.

XI. Governing Law

The T&C are governed by Cypriot law (Law of Cyprus). The effective date of the T&C is [May, 2015]. To the extent any translated version of the T&C conflicts with the English version, the English version shall prevail. TO THE EXTENT PERMITTED BY APPLICABLE LAW, LARNACA COURTS SHALL HAVE EXCLUSIVE JURISDICTION OVER ALL DISPUTES ARISING OUT OF THE VALIDITY, INTERPRETATION, EXECUTION AND/OR BREACH OF THE T&C AND OF THE SERVICE, REGARDLESS OF PLURALITY OF DEFENDANTS OR INDEMNIFICATION PROVISIONS.

XII. Miscellaneous

1. Contact

For any request, Users may write to Observify's email or address found on our contact page.

Users may report abuse, harassment, inappropriate Third-Party Content, privacy complaints or more generally any violation of the law by a third-party by sending a notification to company-address with the following information:

• Date of notification;

• Name, first name, employment, address, nationality, date and place of birth (and for a company: form, name, address and representative);

• A description of the fact and their location;

• The reason of notification (with legal explanation);

• A copy of the letter sent to the Third-Party Content’s author or the justification that this author cannot be contacted.

2. Force Majeure

Neither Party shall be liable to the other Party for any failure or delay in performance caused by reasons beyond its reasonable control to the extent the occurrence is caused by fires, floods, epidemics, famines, earthquakes, hurricanes and other natural disasters, regulation or acts of any civilian or military authority or act of any self-regulatory authority, wars, terrorism, riots, civil unrest, sabotage, theft or other criminal acts of third parties.

3. Severability, no waiver, invalidity

The T&C, together with the Privacy Policy, shall constitute the entire agreement between Users and Observify concerning the Services. No waiver by Observify of any default or provision hereof shall be deemed a waiver of any subsequent default or provision. If any provision of the T&C is held to be invalid, void or for any reason unenforceable, such provision shall be struck out and shall not affect the validity and enforceability of the remaining provisions.

4. Relationship of Parties

The T&C are not intended to create a relationship such as a franchise, joint venture, agency, or employment relationship. Neither Party may act in a manner which expresses or implies a relationship other than that of independent contractor, nor bind the other Party.