dashboardWISE Terms of Service

• "Customer" (or "Subscriber") means the organization that purchases a subscription to the Service.
• "Administrator" means an authorized user who manages the subscription and users for a Customer.
• "Authorized User" means an individual who is permitted by a Customer to use the Service under that Customer's subscription.
• "Customer Content" means information, files, and data submitted to the Service by or on behalf of Customer or its Authorized Users.
• "Registered Client" means an end client invited to access limited, client-facing features of the Service, if applicable.
• "Confidential Information" means non-public information disclosed by either party that is designated confidential or that reasonably should be understood to be confidential, including Customer Content.
• "Order Form" means an ordering document, statement of work, or similar purchasing instrument referencing these Terms.
• "Acceptable Use Policy" means the dashboardWISE acceptable use policy located at /acceptable-use, as may be updated from time to time.
• "Beta Features" means early access, beta, preview, or experimental features identified as such in the Service or documentation.

If you accept these Terms on behalf of a Customer, you represent and warrant that you have authority to bind that Customer to these Terms.

Customer is responsible for all activity under its accounts, including activity by its Authorized Users and Administrators.

Subject to these Terms and payment of applicable fees, we grant Customer a non-exclusive, non-transferable, limited right for its Authorized Users to access and use the Service during the subscription term.

Customer and its Authorized Users will comply with these Terms and the Acceptable Use Policy, which is incorporated by reference.

You will not:

• copy, resell, or commercially exploit the Service except as expressly permitted;
• reverse engineer, decompile, or attempt to discover source code except where permitted by law;
• use the Service to violate law, infringe rights, or transmit malicious code;
• access or use the Service through automated means not provided by dashboardWISE; or
• interfere with the security or integrity of the Service.

• Authorized Users must provide accurate account information and keep credentials secure.
• User accounts are personal and may not be shared.
• Administrators are responsible for managing access, including deactivating users when appropriate.

Customer is responsible for its internal policies regarding Authorized User access, including offboarding and credential management.

As between the parties, Customer owns Customer Content. We do not claim ownership of Customer Content.

We will use Customer Content only to provide, maintain, secure, and improve the Service, to provide support, and as otherwise permitted by our Privacy Policy and applicable law.

We will not access or disclose Customer Content except (a) at Customer's direction, (b) as necessary to provide support and operate the Service, or (c) as required by law.

Each party will protect the other's Confidential Information using reasonable care and will not disclose it except as permitted by these Terms.

Data export:

• During an active subscription, Administrators may export Customer Content using available export features (if provided) or by contacting support, subject to reasonable verification and security requirements.

Deletion window after termination:

• After cancellation or termination, we may make Customer Content available for export for a limited period (typically up to 30 days), after which we may delete or de-identify Customer Content in our systems, unless we are legally required to retain it.
• Residual copies may remain in backups for a limited time and will be deleted in accordance with our backup and retention practices.

Customer remains responsible for exporting Customer Content before termination and for maintaining its own records as required by law or professional obligations.

We implement reasonable technical and organizational measures designed to protect the Service and Customer Content.

Customer is responsible for its own security practices, including account hygiene and endpoint security.

If we become aware of a security incident involving unauthorized access to Customer Content, we will provide notice consistent with applicable law.

Fees, billing cycles, subscription tiers, renewal terms (if any), and applicable usage limits are described at the time of purchase or in an Order Form.

Unless otherwise stated, fees are non-refundable and are exclusive of taxes. Customer is responsible for applicable taxes except where we are legally required to collect them.

Non-payment and suspension:

• If fees are overdue, we may suspend access to the Service after providing reasonable notice, until amounts due are paid.
• Customer remains responsible for all fees incurred during any suspension period.

Collections:

• Customer will reimburse dashboardWISE for reasonable costs of collection of overdue amounts, including reasonable attorneys' fees and collection agency fees, to the extent permitted by law.
• Overdue amounts may accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law.

If Customer enters into an Order Form with dashboardWISE, the Order Form is incorporated into and forms part of the agreement between the parties.

If there is a conflict between an Order Form and these Terms, the Order Form will control for that conflict, but only with respect to the subject matter of the Order Form.

The Service may integrate with or link to third-party services. Your use of third-party services is governed by their terms and policies.

We are not responsible for third-party services and do not endorse them.

Beta Features are optional and may be provided for evaluation or early access purposes.

Beta Features are provided “AS IS” and “AS AVAILABLE,” may contain bugs or errors, may be changed or discontinued at any time, and are not covered by any service level commitments unless explicitly stated in an Order Form.

Customer uses Beta Features at its own risk and should not rely on Beta Features for production or mission-critical use cases.

We and our licensors retain all rights, title, and interest in the Service, including all related intellectual property rights.

If you provide feedback, you grant us the right to use it without restriction or compensation.

We respect intellectual property rights and expect customers and users to do the same.

If you believe content hosted on the Service infringes your copyright, you may submit a notice in accordance with the Digital Millennium Copyright Act (DMCA).

Your notice should include: (i) identification of the copyrighted work, (ii) identification of the allegedly infringing material and its location, (iii) your contact information, (iv) a statement of good-faith belief, (v) a statement under penalty of perjury that the information is accurate and you are authorized to act, and (vi) a physical or electronic signature.

DMCA notices may be sent to: info@dashboardwise.com and mailed to:

dashboardWISE

8 The Green STE A

Dover, Kent County, DE 19901

United States

We may remove or disable access to allegedly infringing material and may terminate repeat infringers in appropriate circumstances.

You may cancel a subscription according to the cancellation process presented in the Service or in the applicable Order Form.

We may suspend or terminate access to the Service if we reasonably believe there is a material breach of these Terms, a security risk, non-payment, or unlawful activity.

Upon termination, Customer's and its Authorized Users' access to the Service will end, except as otherwise described in these Terms (including any export/deletion window).

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

dashboardWISE DOES NOT PROVIDE LEGAL ADVICE. CUSTOMER IS RESPONSIBLE FOR COMPLIANCE WITH APPLICABLE LAWS, REGULATIONS, AND PROFESSIONAL OBLIGATIONS.

Customer is responsible for determining whether the Service is appropriate for use in connection with privileged or confidential information and for implementing its own policies and procedures regarding confidentiality, privilege, retention, and access controls.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL dashboardWISE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, dashboardWISE'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THE SERVICE WILL NOT EXCEED THE AMOUNTS PAID BY CUSTOMER FOR THE SERVICE IN THE SIX (6) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM.

Carve-outs:

Nothing in these Terms excludes or limits liability that cannot be excluded or limited under applicable law.

The limitations above do not apply to: (a) Customer’s payment obligations; (b) Customer’s indemnification obligations; (c) either party’s breach of confidentiality obligations; or (d) a party’s gross negligence, willful misconduct, or fraud, to the extent such liability cannot be limited under applicable law.

Customer will indemnify and hold harmless dashboardWISE from claims arising out of Customer Content or Customer's use of the Service in violation of these Terms, the Acceptable Use Policy, or applicable law.

Informal resolution: Before initiating arbitration, either party agrees to first notify the other party of the dispute and attempt to resolve it informally for at least 30 days.

Binding arbitration: Except for disputes eligible for small claims court or requests for injunctive relief to stop unauthorized use or protect intellectual property, any dispute arising out of or relating to these Terms or the Service will be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules.

The arbitration will take place in Delaware, unless the parties agree to conduct it remotely or in another location. The arbitrator may award relief only on an individual basis and only to the extent necessary to resolve the individual claim.

Class action waiver: TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE PARTIES AGREE THAT ANY DISPUTE WILL BE BROUGHT ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING.

If a court determines that the class action waiver is unenforceable for a particular claim, that claim (and only that claim) will proceed in court, and any other claims will be arbitrated.

These Terms are governed by the laws of the State of Delaware, without regard to conflict of law principles.

To the extent a dispute is not subject to arbitration, the parties agree to exclusive jurisdiction and venue in state or federal courts located in Delaware, unless applicable law requires otherwise.

• Entire Agreement: These Terms and referenced policies (including the Privacy Policy and Acceptable Use Policy) constitute the entire agreement regarding the Service.
• Updates: We may update these Terms from time to time. We will provide notice of material changes, and continued use means acceptance.
• Assignment: Either party may assign these Terms in connection with a merger, acquisition, or sale of assets; otherwise assignment requires consent.
• Severability: If any provision is unenforceable, the remainder will remain in effect.
• Waiver: Failure to enforce a provision is not a waiver.

dashboardWISE

8 The Green STE A

Dover, Kent County, DE 19901

United States

Email: info@dashboardwise.com