Terms and Conditions
These Terms and Conditions (also referred to as the “Terms”) apply to all use of AwareGO ehf.’s Content and Platform, as defined in the Terms.
By accepting the Terms and/or starting using the Content and/or the Platform, you (and as applicable, you on behalf of the entity you represent) agree to abide by the Terms.
The user of AwareGO ehf.’s Content and/or Platform shall hereinafter be referred to as the “Customer” and AwareGO ehf. Borgartúni 27, 105 Reykjavík, company registration number 450310-0850, as “AwareGO”, collectively the “Parties”.
1. AWAREGO’S CONTENT AND PLATFORM
1.1 AwareGO has produced and continues to produce number of high-quality security awareness videos which the Customer can use in its security awareness campaigns (the “Training Videos”). In addition, AwareGO has produced posters and other documentation which the Customer can use for the same purpose (the “Documentation”). The Training Videos and the Documentation are collectively referred to as the “Content”.
1.2 The Customer can decide whether it accesses the Training Videos through an embeddable player to be used on the Customer’s own platform or whether it uses AwareGO’s own platform. AwareGO’s platform is a learning management platform where the Customer can create and schedule training campaigns for its employees (the “Platform”).
2.1 The Content and the Platform is licensed to the Customer on a free trial or subscription basis. The Customer subscribes for the use of the Content, for a specific number of users within the entity/organization (employees), either with or without the use of the Platform (“Applicable Subscription”).
2.2 The subscription period is agreed upon either with AwareGO directly or through AwareGO’s partners (“Subscription Term”).
2.3 The subscription fee is agreed upon AwareGO directly or through AwareGO’s partners (“Subscription Fee”).
3.1 Subject to the Customer’s payment of the Subscription Fee and on the basis of the conditions of these Terms, AwareGO grants the Customer a non-exclusive, non-transferable, worldwide license to use the Content, and as applicable the Platform, for the Subscription Term.
3.2 The license granted based on Article 3.1 shall be for the number of users referred to in the Customer’s Applicable Subscription documentation and the Customer shall ensure that the Content is not accessible to third parties outside the entity/organization in question, unless otherwise agreed by AwareGO. The Customer shall also ensure that the users abide by these Terms, as applicable.
3.3 The license to use the Content both covers all Training Videos and Documentations that AwareGO has already produced as well as Training Videos and Documentation that AwareGO will produce during the Subscription Term.
3.4 Except as expressly permitted by applicable mandatory legislation the Customer and users are not allowed to copy the Content and/or the Platform, to reverse engineer the Platform or provide any third party a right to use or otherwise base their right on the Content or the Platform.
3.5 In case of any technical problems with the Platform, AwareGO will try its best to assist the Customer. AwareGO does however not warrant that the Platform will be uninterrupted or run error free.
4. INTELLECTUAL PROPERTY RIGHTS
4.1 By agreeing with these Terms, the Customer acknowledges that AwareGO owns all intellectual property rights related to the Content and the Platform, or holds a license to use such rights. Nothing in these Terms or the Applicable Subscription shall be seen as an assignment of any intellectual property rights to the Customer or the users.
4.2 The term „intellectual property rights“, referred to in Article 4.1, shall include but not be limited to; patents, utility models, right to inventions, copyright and related rights, trademarks (registered and unregistered), domain names, goodwill, knowhow, designs, database rights and trade secrets.
4.3 If the Customer or the users become aware of any infringements of AwareGO’s intellectual property rights the Customer shall notify AwareGO immediately.
4.4 AwareGO warrants that it will indemnify the Customer against all liabilities, costs, damages and losses suffered or incurred by the Customer arising out of or in connection with any claim made against the Customer for actual infringement of a third party‘s intellectual property rights arising out of or in connection with the Customer use of the Platform and/or the Content.
5. SUBSCRIPTION FEE
5.1 The Subscription Fee shall be paid on a monthly, yearly or as agreed upon subscription and in accordance with the Subscription Term.
5.2 The Subscription Fee shall be deducted from the Customer’s credit card, unless otherwise agreed. Your card issuer may charge you an International Service Fee. This fee is controlled and charged by your bank or card issuer.
Please refer to www.INTLServiceFee.com for details.
5.4 If the Subscription Fee is based on AwareGO’s price list, any amendments to the fees shall be in accordance with the price list’s terms.
5.5 If the Customer fails to make any Subscription Fees’ due, the Customer shall pay penal interest on the overdue amount in accordance with Article 6 of Icelandic Act No. 38/2001 on Interest Rates and Indexation from the due date.
6. DATA PROTECTION
6.1 If the Applicable Subscription includes the license to use the Platform, AwareGO may process certain personal data on behalf of the Customer in the meaning of the General Data Protection Regulation 2016/679 (“GDPR”). That applies if the Customer uses the Platform to assign specific training content to specific users (employees). In such events it is possible to monitor within the Platform, on the basis of users’ (employees’) names, which users have watched certain Training Videos, at what date, and whether they have completed questions at the end of the videos. In addition the Platform stores the e-mail addresses of the users (employees) who have had certain training content sent to them (collectively referred to as „Personal Data“).
6.2 When processing such Personal Data on Customer‘s employees or other users within the organization, AwareGO is acting as a data processor and the Customer as a data controller, as defined in the GDPR.
6.3 The Customer shall make sure that it has the right to process the Personal Data and that the data subjects are provided with sufficient information on the processing.
6.4 By these Terms AwareGO is obliged to
6.4.1 ensure that its employees, with access to the Personal Data, have committed themselves to confidentiality and have received appropriate training on the GDPR;
6.4.2 ensure that all appropriate technical and organizational measures are implemented to ensure the level of security of the Personal Data;
6.4.3 notify the Customer without undue delay after becoming aware of a personal data breach;
6.4.4 only process the Personal Data in accordance with these Terms or the Customer’s instructions and provide the Customer with a notification in the event AwareGO believes that such instructions infringe the GDPR;
6.4.5 assist the Customer by appropriate technical and organizational measures, to the extent possible and subject to a payment of a reasonable fee, to respond to requests for exercising the data subjects’ rights in accordance with the GDPR and to assist the Customer in ensuring compliance with the obligations in Articles 32-26 of the GDPR;
6.4.6 make available to the Customer all information necessary to demonstrate compliance and either allow for audits conducted by the Customer or a third party on its behalf or have a third party carry out audit and provide the Customer with access to the results.
6.5 After 12 months from the termination of the Subscription Term, AwareGO shall delete all the Personal Data, unless otherwise agreed by the Parties. The Customers can however at all times during the Subscription Term delete the Personal Data. The Customer can also download a copy of the Personal Data processed in the Platform.
6.6 AwareGO uses Amazon Web Services for hosting the Personal Data processed in the Platform and by accepting these Term the Customer agrees to AwareGO’s use of Amazon Web Services for this purpose. The hosting of the Personal Data takes place in Europe. In the event AwareGO wants to engage another processor (sub-processor) in the processing of the Personal Data it shall notify the Customer beforehand and provide the Customer a reasonable opportunity to object to such an appointment. In all events AwareGO will remain fully liable to the Customer for the performance of the sub-processor’s obligations.
7. TERM AND TERMINATION
7.1 The subscription is renewed automatically every month or year, depending on the Subscription Term, for additional month or one-year period, unless the Customer terminates the subscription before the end of the Subscription Term in question.
7.2 Without affecting any other right or remedy available to it, either party may terminate the Applicable Subscription with immediate effect by notifying the other party if;
7.2.1 the other party materially breaches these Terms (such as payment obligations), or
7.2.2 the other party is declared bankrupt, suspends payments, enters into an agreement with its creditors, initiates proceedings for liquidation or winding up, is subject to business reorganization or becomes insolvent.
7.3 Neither party shall be in breach of these Terms nor liable for delay in performing, or failure to perform, any of its obligations under these Terms if such delay or failure result from events, circumstances or causes beyond its reasonable control.
7.4 Upon termination of the Applicable Subscription the license to use the Content and as applicable the Platform shall terminate, the Customer’s access to the Platform, if applicable, will be closed and the Customer shall immediately pay any Subscription Fee due to AwareGO.
8. LIMITATION OF LIABILITY
8.1 Neither party shall be liable under these Terms to compensate the other party for any indirect damages, including loss of profit or business.
8.2 In all events the total liability of the Parties, whether in contract, tort or otherwise shall not exceed a sum equal to the Subscription Fee paid by the Customer for the last three months previous to the event giving rise to the liability. This limitation of liability shall however not apply to infringement of intellectual property rights or if mandatory legislation prevents such limitation of liability.
The Customer is not allowed to transfer its rights and obligations under these Terms, in whole or in part, without AwareGO’s previous consent.
10. GOVERNING LAW/JURISDICTION
10.1 These Terms are governed by Icelandic law.
10.2 Any dispute arising out of these Terms shall be finally resolved by the District Court of Reykjavík, Iceland.
Last updated: December 17th 2019