Terms and Conditions

1. Agreement to Terms

These Terms and Conditions ("Terms") constitute a legally binding agreement between you (either an individual or entity, "Customer", "you", or "your") and Analitiq, Inc. ("Analitiq", "we", "us", or "our") governing your access to and use of our cloud-based data integration platform and related services (collectively, the "Service").

By creating an account, accessing, or using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you are entering into these Terms on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.

If you do not agree to these Terms, you must not access or use the Service.

2. Description of Service

Analitiq provides a comprehensive cloud-based data integration platform that enables automated synchronization, transformation, and movement of data between various software applications, databases, and data warehouses. Our Service includes but is not limited to:

• Access to a library of 500+ pre-built data connectors and integrations
• Real-time, near-real-time, and scheduled batch data synchronization capabilities
• Data transformation, mapping, and enrichment tools
• Workflow automation and orchestration features
• Monitoring, logging, and error handling capabilities
• API access for programmatic integration management
• Technical support and documentation

We reserve the right to modify, suspend, or discontinue any aspect of the Service at any time, with reasonable notice when such changes materially affect your use of the Service.

3. User Accounts and Registration

3.1 Account Creation

To use our Service, you must create an account by providing accurate, current, and complete information. You must promptly update your account information to maintain its accuracy.

3.2 Account Security

You are responsible for:

• Maintaining the confidentiality and security of your account credentials
• All activities and actions that occur under your account
• Implementing appropriate security measures for API keys and authentication tokens
• Notifying us immediately at security@analitiq.ai of any unauthorized access or security breach
• Ensuring that only authorized personnel within your organization have access to your account

3.3 Account Eligibility

You must be at least 18 years old and have the legal capacity to enter into contracts to use the Service. By using the Service, you represent and warrant that you meet these requirements.

4. Acceptable Use Policy

You agree to use the Service in compliance with all applicable laws and regulations. You agree NOT to:

• Violate any applicable local, national, or international laws or regulations
• Infringe upon or violate our or any third party's intellectual property rights
• Transmit malicious code, viruses, or any code that could damage or interfere with the Service
• Conduct security attacks, penetration testing without prior written authorization, or attempt to breach security measures
• Reverse engineer, decompile, disassemble, or attempt to derive the source code of the Service
• Exceed reasonable usage limits or conduct activities that could disrupt, damage, or impair the Service
• Use the Service to process, store, or transmit data without proper authorization from data subjects or rights holders
• Resell, sublicense, or provide the Service to third parties without our written consent
• Remove, obscure, or alter any proprietary notices or labels on the Service
• Use the Service to compete with us or develop competing products or services
• Process illegal content, including content that violates GDPR, child protection laws, or copyright laws

Violation of this Acceptable Use Policy may result in immediate suspension or termination of your account and Service access.

5. Data Processing and Privacy

5.1 Data Controller and Processor Relationship

For purposes of the EU General Data Protection Regulation (GDPR) and other applicable data protection laws:

• You act as the data controller for any personal data you process through our Service
• We act as a data processor, processing data solely on your documented instructions
• Our Data Processing Agreement (DPA), which incorporates Standard Contractual Clauses, governs data processing activities

5.2 Your Responsibilities

As data controller, you are responsible for:

• Ensuring you have a lawful basis under GDPR for processing personal data
• Obtaining all necessary consents from data subjects
• Providing appropriate privacy notices to data subjects
• Responding to data subject access requests and exercising data subject rights
• Ensuring data accuracy and implementing appropriate retention policies
• Conducting Data Protection Impact Assessments when required

5.3 Data Security

We implement industry-standard technical and organizational security measures to protect your data, including encryption in transit and at rest, access controls, regular security audits, and compliance with ISO 27001 standards.

6. Pricing and Payment

6.1 Fees

Our pricing is usage-based, calculated per million rows synchronized, as published on our website at www.analitiq.ai/pricing. Pricing may vary based on your subscription tier and selected features.

6.2 Billing and Payment Terms

• Fees are billed monthly in arrears based on actual usage during the billing period
• Payment is due within 30 days of invoice date unless otherwise agreed in writing
• All fees are non-refundable except as expressly stated in these Terms or required by law
• Late payments may incur interest charges of 1.5% per month or the maximum allowed by law
• We accept payment via credit card, bank transfer, or other methods as specified in your account

6.3 Taxes

All fees are exclusive of applicable taxes (including VAT, sales tax, or similar taxes). You are responsible for paying all applicable taxes unless you provide a valid tax exemption certificate.

6.4 Fee Changes

We may change our fees upon 60 days' written notice. Continued use of the Service after the effective date constitutes acceptance of the new fees.

6.5 Suspension for Non-Payment

We may suspend your access to the Service if payment is more than 15 days overdue, after providing written notice and an opportunity to cure.

7. Service Level Agreement

7.1 Uptime Commitment

We commit to maintaining 99.9% monthly uptime for the Service, calculated as the percentage of time the Service is available during a calendar month, excluding scheduled maintenance.

7.2 Service Credits

If we fail to meet the uptime commitment, you may be eligible for service credits as follows:

• 99.0% - 99.9% uptime: 10% service credit
• 95.0% - 98.9% uptime: 25% service credit
• Below 95.0% uptime: 50% service credit

Service credits are your sole remedy for any service availability issues and must be claimed within 30 days of the end of the affected billing period.

7.3 Scheduled Maintenance

We will provide at least 48 hours' advance notice for scheduled maintenance that may affect Service availability. Scheduled maintenance is excluded from uptime calculations.

7.4 Support

Support response times vary based on your subscription tier and issue severity level, as detailed in our support documentation.

8. Intellectual Property Rights

8.1 Our Intellectual Property

The Service, including all software, technologies, designs, trademarks, trade names, logos, and documentation, is owned by Analitiq or our licensors and is protected by copyright, trademark, patent, trade secret, and other intellectual property laws of the European Union, United States, and international treaties.

8.2 Limited License

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service solely for your internal business purposes.

8.3 Your Data

You retain all rights, title, and interest in and to your data. You grant us a limited license to process, store, and transmit your data solely as necessary to provide the Service and as instructed by you.

8.4 Feedback

If you provide us with feedback, suggestions, or ideas about the Service, we may use them without any obligation to you, including for improving or developing new features.

9. Warranties and Disclaimers

9.1 Our Warranties

We warrant that the Service will perform substantially in accordance with our documentation under normal use.

9.2 Disclaimers

EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE.

We do not warrant that the Service will meet your specific requirements or that data transmission will be secure or error-free. You acknowledge that internet transmissions are never completely secure.

10. Limitation of Liability

10.1 Exclusion of Certain Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ANALITIQ, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO YOUR USE OR INABILITY TO USE THE SERVICE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

10.2 Liability Cap

OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU TO ANALITIQ FOR THE SERVICE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO LIABILITY.

10.3 Exceptions

Nothing in these Terms excludes or limits our liability for: (a) death or personal injury caused by our negligence; (b) fraud or fraudulent misrepresentation; (c) gross negligence or willful misconduct; or (d) any liability that cannot be excluded or limited under applicable law.

10.4 Force Majeure

We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including acts of God, natural disasters, war, terrorism, labor disputes, or internet service provider failures.

11. Indemnification

You agree to indemnify, defend, and hold harmless Analitiq and its affiliates, officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your use of the Service; (b) your violation of these Terms; (c) your violation of any applicable laws or regulations; (d) your violation of any third-party rights, including intellectual property or privacy rights; or (e) your data or any claims that your data infringes or violates third-party rights.

12. Term and Termination

12.1 Term

These Terms commence when you first access the Service and continue until terminated as provided herein.

12.2 Termination for Convenience

Either party may terminate these Terms with thirty (30) days' written notice to the other party. You remain responsible for all fees incurred prior to the effective termination date.

12.3 Termination for Cause

We may terminate or suspend your access immediately, without prior notice, if:

• You materially breach these Terms and fail to cure within 15 days of written notice
• You fail to pay fees when due and fail to cure within 15 days of written notice
• You violate the Acceptable Use Policy
• Your account poses a security risk to the Service or other users
• We are required to do so by law or court order

12.4 Effect of Termination

Upon termination: (a) your right to access and use the Service immediately ceases; (b) you must pay all outstanding fees; (c) you may export your data for thirty (30) days following termination, after which we may delete your data unless legally required to retain it; (d) provisions that by their nature should survive termination shall survive, including intellectual property rights, disclaimers, limitations of liability, and dispute resolution provisions.

13. Governing Law and Dispute Resolution

13.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the Netherlands, without regard to its conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods shall not apply.

13.2 Jurisdiction and Venue

Any dispute, controversy, or claim arising out of or relating to these Terms, including the validity, invalidity, breach, or termination thereof, shall be subject to the exclusive jurisdiction of the courts of Amsterdam, the Netherlands.

13.3 Alternative Dispute Resolution

Before initiating formal legal proceedings, the parties agree to attempt to resolve disputes through good faith negotiations. If negotiations fail, either party may pursue mediation through a mutually agreed mediator in Amsterdam.

13.4 EU Consumer Rights

If you are a consumer based in the European Union, you may also have rights under the consumer protection laws of your country of residence, and nothing in these Terms affects those rights.

14. Changes to Terms

We reserve the right to modify these Terms at any time. We will provide notice of material changes by:

• Sending an email to the address associated with your account at least 30 days before the effective date
• Posting a prominent notice through the Service
• Updating the "Last updated" date at the top of these Terms

Your continued use of the Service after the effective date of the updated Terms constitutes your acceptance of the changes. If you do not agree to the updated Terms, you must stop using the Service and may terminate your account.

Material changes include modifications to pricing, data processing practices, limitation of liability, or dispute resolution procedures.

15. General Provisions

15.1 Entire Agreement

These Terms, together with our Privacy Policy and any additional agreements you enter into with us (such as a Data Processing Agreement or Enterprise Agreement), constitute the entire agreement between you and Analitiq regarding the Service and supersede all prior agreements and understandings.

15.2 Assignment

You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets, or by operation of law.

15.3 Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect, and the invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable.

15.4 Waiver

No waiver of any provision of these Terms shall be deemed a further or continuing waiver of such provision or any other provision. Our failure to enforce any right or provision shall not constitute a waiver of such right or provision.

15.5 Independent Contractors

The relationship between you and Analitiq is that of independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship.

15.6 Third-Party Rights

These Terms are for the benefit of the parties hereto and not for the benefit of any third party. No third party shall have the right to enforce any provision of these Terms.

15.7 Language

These Terms are drafted in English. Any translation is provided for convenience only. In case of conflict, the English version shall prevail to the extent permitted by applicable law.

15.8 Notices

All notices under these Terms must be in writing and sent to the email addresses or physical addresses on file with each party. Notices to you may be sent to the email address associated with your account. Notices to us should be sent to legal@analitiq.ai.

16. Contact Information

If you have any questions about these Terms and Conditions, please contact us at: