Last updated: November 29th, 2023
These Terms of Service ("Terms") govern your relationship with Kindiedays Websites, Applications, Cloud Services, Content (such as but not limited to lesson plans and training material), and Training Services (the "Services") operated and supplied by Century Moose Ltd ("Supplier", "us", "we", or "our"). Please read these Terms of Service carefully before using any part of the Service.
Your access to and use of the Service is conditioned on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users, customers, partners, and others who access or use the Service (the "Customers", "Users", "you, "your"). By accessing or using the Service you agree to be bound by these Terms. If you disagree with any part of the terms, then you may not access the Service.
1. General License Rights of the Customers and Users
Subject to the Customer's payment and performance in accordance with all other terms and conditions of these, the Supplier hereby grants to the Customer and User a non-exclusive, non-sublicensable, non-transferable, limited license to use the Services as set out herein.
The Customer and User do not have any right to sell or re-sell the Services to a third party without our written consent. The Customer and User cannot use the Services for other than the means by which they are intended without our written consent. The Customer and User are responsible for their use of the Service and the material and content they upload to the Service.
2. Use of Kindiedays Websites
2.1 Public website www.kindiedays.com
Content created by the Supplier and available on our public web page can be freely used by the Customer for marketing and training purposes. The content can be used as such or embedded and modified into the Customer's own documentation and materials as long as a reference is made to Kindiedays using Kindiedays name or logo as defined in paragraph 6. Marketing Cooperation.
2.2 Support Resources website (restricted use)
The Customer is invited to and granted access to Kindiedays Support Resources website. The use of the support documentation is limited to the internal use in the Customer’s preschool. In particular, Kindiedays User Manuals for the preschool owner, manager, and educator are only for internal use within the preschool.
The Family App Manual, Welcome letter, Parent FAQ, and GDPR Compliance documentation can be freely distributed to families and other stakeholders.
3. Use of Kindiedays Educator and Family Applications
Kindiedays Educator and Family applications are available and downloadable free of charge from Apple App Store and Google Play. The applications are licensed, not sold, to the Users by the Supplier for use strictly for personal, non-commercial purposes or to perform duties as an employee of an entity that has subscribed for the Kindiedays service in accordance with the terms of Kindiedays End User License Agreement (EULA).
4. Service Agreements and Subscriptions for Use of Kindiedays Cloud Services and Content
Some of the Services such as, but not limited to, Kindiedays Cloud Services and Content, are provided based on separate Service Agreements with the Supplier and billed with a fixed price or on a subscription basis ("Subscription"). Subscriptions are billed in advance on a recurring and periodic basis ("Billing Cycle"). Billing cycles are set on an annual basis unless agreed upon separately. At the end of each Billing Cycle, your Subscription will automatically renew under the exact same conditions unless you cancel it or the Supplier cancels it. You may cancel your Subscription renewal by contacting the Supplier's customer support team at email@example.com.
4.1 Price adjustments
The Supplier, in its sole discretion and at any time, may modify the Subscription fees for the Subscriptions. Any Subscription fee change will become effective at the end of the then-current Billing Cycle. The Supplier will provide you with reasonable prior notice of any change in Subscription fees to give you an opportunity to terminate your Subscription before such change becomes effective.
Your continued use of the Service after the Subscription fee change comes into effect constitutes your agreement to pay the modified Subscription fee amount.
You shall provide us with accurate and complete billing information including full name, address, state, zip code, telephone number, e-mail address, and valid payment method information. A valid payment method, either credit card or manual invoicing, is required to process the payment for your Subscription.
If credit card base billing is used, you must submit a valid credit and by submitting such payment information, you automatically authorize us to charge all Subscription fees incurred through your account to any such payment instruments.
If manual billing is selected or should automatic billing fail to occur for any reason, the Supplier will issue an electronic invoice indicating that you must proceed manually, within a certain deadline date, with the full payment corresponding to the billing period as indicated on the invoice.
Except when required by law, paid Subscription fees are non-refundable.
The applicable value-added tax is added to the prices.
The Customer shall bear and be responsible for the payment of all taxes in the Territory associated with the purchase of the Service (other than taxes based on the Supplier’s net income), duties, or other amounts, however designated, including value-added and withholding taxes which are levied or based upon such charges, or upon these Terms. The Customer shall pay all such taxes unless the Customer presents the Supplier with an exemption certificate acceptable to the taxing authorities.
4.5 Changes to Service
The Supplier reserves the right, in its sole discretion, to make changes to the Service that it deems necessary or useful to (i) maintain or enhance (A) the quality or delivery of the Supplier’s services to its customers, (B) the competitive strength of or market for Supplier’s services or (C) the Services’ cost efficiency or performance; or (ii) to comply with applicable Law.
5. Use of Kindiedays Cloud Services
5.1 KIndiedays Cloud Services
The Supplier is responsible for the development, functionalities, and supply of the Service but not the content provided by the Customer.
The Services operate currently on the Amazon AWS platform. A list of security measures currently employed by the service provider is available at https://aws.amazon.com/security/. Further, the Supplier has employed its own security measures in accordance with applicable industry practice for similar-stage companies.
5.2 Data Processing and Data Protection
In accordance with the EU General Data Protection Regulation (GDPR), the Supplier is the Data Processor that processes data on behalf of the Customer. All personal data is treated in accordance with Kindiedays GDPR policy and stored within the European Union, at present in Amazon Web Services in Ireland.
The following terms and conditions apply when the Supplier processes Personal Data in the context of
provision and maintenance of the Service on behalf of the Customer:
a) The Customer is the controller and the Supplier a processor of this Personal Data;
b) The Customer shall ensure that the collection and processing of Personal Data complies with
law and that the Customer has the right to transfer the Personal Data to the Supplier so that
the Supplier can legally use, process, and transfer the Personal Data on behalf of the
e) The Customer is responsible for having informed the data subjects of Personal Data processing by the Supplier and where required by law, has obtained consent for the processing of Personal Data.
When you create an account with us, you must provide us with information that is accurate, complete, and current at all times. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of your account on our Service.
You are responsible for safeguarding the password that you use to access the Service and for any activities or actions under your password, whether your password is with our Service or a third-party service. You agree not to disclose your password to any third party. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account.
You may not use as a username the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than you without appropriate authorization, or a name that is otherwise offensive, vulgar or obscene.
5.4 Free Trial
The Supplier may, at its sole discretion, offer a Subscription with a free trial for a limited period ("Free Trial"). You may be required to enter your billing information in order to sign up for the Free Trial. If you do enter your billing information when signing up for the Free Trial, you will not be charged by the Supplier until the Free Trial has expired. On the last day of the Free Trial period, unless you cancel your Subscription, you will be automatically charged the applicable Subscription fees for the type of Subscription you have selected.
At any time and without notice, the Supplier reserves the right to (i) modify the terms and conditions of the Free Trial offer, or (ii) cancel such Free Trial offer.
6. Marketing cooperation
Kindiedays is a registered trademark in Europe and India. The Customer is granted the right to use the Kindiedays name and logo in marketing material created at the Customer's own expense during the validity of these Terms. The name and logo must only be used to refer to the Kindiedays solution or the cooperation with Kindiedays. The name and logo should be used as such and not combined with other trademarks, names, or logos.
When advertising the Service, the Supplier has the right to mention that the Customer is one of the Service users.
To the extent authorized by the law, the parties may wish, from time to time, in connection with work contemplated under these Terms, to disclose Confidential Information to each other. Each party will use reasonable efforts to prevent the disclosure of any of the other party’s Confidential Information to third parties for a period of three (3) years after the termination, provided that the recipient party’s obligation shall not apply to information that:
a. is not disclosed in writing or reduced to writing and so marked with an appropriate confidentiality legend;
b. is already in the recipient party’s possession at the time of disclosure thereof;
c. is or later becomes part of the public domain through no fault of the recipient party;
d. is received from a third party having no obligations of confidentiality to the disclosing party;
e. is independently developed by the recipient party; or
f. is required by law or regulation to be disclosed.
9. Intellectual Property
The Service and its original content, features, and functionality are and will remain the exclusive property of the Supplier and its licensors. The Service is protected by copyright, trademark, and other laws of both Finland and foreign countries. Our brand, trademarks, and trade dress may not be used in connection with any product or service without the prior written consent of the Supplier, beyond what is stated in paragraph 1. General Rights,
10. Links to Other Web Sites
Our Service may contain links to third-party websites or services that are not owned or controlled by us. The Supplier has no control over and assumes no responsibility for, the content, privacy policies, or practices of any third-party websites or services. You further acknowledge and agree that the Supplier shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods, or services available on or through any such web sites or services.
We strongly advise you to read the terms and conditions and privacy policies of any third-party websites or services that you visit.
11. Force Majeure
In no event will either party be liable or responsible to the other party, or be deemed to have defaulted under or breached these Terms, for any failure or delay in fulfilling or performing any term of this Agreement, (except for any payment obligation), when and to the extent such failure or delay is caused by any circumstances beyond such party’s reasonable control (a Force Majeure Event), including acts of God, flood, fire, earthquake or explosion, war, terrorism, invasion, riot or other civil unrest, embargoes or blockades in effect on or after the date of this Agreement, national or regional emergency, strikes, labor stoppages or slowdowns or other industrial disturbances, passage of Law or any action taken by a governmental or public authority, including imposing an embargo, export or import restriction, quota or other restriction or prohibition or any complete or partial government shutdown, or national or regional shortage of adequate power or telecommunications or transportation.
12. Limitation of Liability
In no event shall the Supplier, nor its directors, employees, partners, agents, suppliers, or affiliates, be liable for any indirect, incidental, special, consequential, or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from (i) your access to or use of or inability to access or use the Service; (ii) any conduct or content of any third party on the Service; (iii) any content obtained from the Service; and (iv) unauthorized access, use or alteration of your transmissions or content, whether based on warranty, contract, tort (including negligence) or any other legal theory, whether or not we have been informed of the possibility of such damage, and even if a remedy set forth herein is found to have failed of its essential purpose.
In no event will the aggregate liability of either Party under or in connection with this Agreement exceed the aggregate amount of fees actually paid by Customer to Supplier.
The exclusions and limitations do not apply to a Party’s liability for gross negligence or willful misconduct.
Your use of the Service is at your sole risk. The Service is provided on an "AS IS" and "AS AVAILABLE" basis. The Service is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement, or course of performance.
The Supplier its subsidiaries, affiliates, and its licensors do not warrant that a) the Service will function uninterrupted, securely, or available at any particular time or location; b) any errors or defects will be corrected; c) the Service is free of viruses or other harmful components, or d) the results of using the Service will meet your requirements.
The Customer and User are responsible for their use of the Service and the material and content they upload to the Service.
14. Changes and Termination
We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will try to provide at least 30 days notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.
The Supplier may terminate the contract if it is to be seen that the Customer has used the Service against the service rules or valid laws or regulations. The notice of termination is to be delivered to the Customer in writing. In this case, the notification period is one month from the time of receiving the notification.
By continuing to access or use our Service after those revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, please stop using the Service.
15. Governing Law
This Agreement is governed by and construed in accordance with the Laws of Finland excluding the application of its conflict of law rules. All disputes and controversies/discrepancies arising out from the performance of this Agreement will be resolved, if possible, through negotiations between the Parties.
If a settlement cannot be reached, all disputes arising in connection with these Terms shall be finally and exclusively settled by arbitration in accordance with the Arbitration Rules of the Finland Chamber of Commerce. The number of arbitrators shall be one (1). The seat of arbitration shall be Helsinki, Finland. The language to be used in the arbitral proceedings is English.
Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect. These Terms constitute the entire agreement between us regarding our Service unless otherwise agreed upon.
16. Contact Us
If you have any questions about these Terms, please contact us at firstname.lastname@example.org.