Although, all of the users are important to us, but we also encourage them to read through our Terms of Service, to establish goodwill and rapport of what you can expect from us as you make use of Workspace services and what we expect from you.
This document outlines the terms of use which reflects the way Workspace’s business work, the laws that apply while using this product, the laws that govern our company and certain things that we have always believed to be true. Before using Workspace, you are required to read, understand and agree with these terms. In addition, you may review Workspace terms of service and privacy policy which describes our practices towards usage of any personal information provided by you. Your use of the proprietary Workspace offered at Workspace (“The Service”) is subject to these Terms of Service(s). In order to use the service, you must agree to be bound by these terms of service (agreement) with Workspace. If you do not agree to all terms of this agreement, you may not use the service(s) in any case. Workspace Privacy Policy (available here) is incorporated herein with reference. This agreement governs your use of the service however accessed, including via internet browser, tablet or any other device. By signing up for the service on behalf of a client of Workspace, you as a user, confirm that (a) you are duly authorised to represent the legal entity under which the client operates and any affiliates of the client who will be using the service under the client (b) you accept the terms of the agreement on behalf of such legal entity and affiliates, and (c) any references to “you” in this Agreement refer to such legal entity, affiliates and/or all of the employees, consultants and agents of those respective parties. You are responsible for all activity(ies) on the service that occurs under your account.
1.1. WORKSPACE may include additional services that you subscribe to receive specifically from or through Workspace ( Additional Services). Some of these additional services have specific additional terms that may apply to your use of those “Additional Services” ( the “Additional Terms” ) and those additional terms become part of this agreement. In the event an additional term directly conflicts with any terms in this agreement, the additional term will apply to your use of the additional services instead of the term contained in this agreement.
2.1 This agreement will remain in effect as long as you have an active subscription for the service. If you select the service for free trial period and do not purchase a subscription before the end of such period, this agreement will expire at the end of the trial period.
2.2 Subscriptions purchased by you commence on the start date specified when you complete the initial payment process and continue for the subscription term selected at the time of payment. If you add an additional subscription for a new Workspace service or a module at a later date, the new service will commence on the start date specified at the time you added the new service and continue for the subscription term selected at that time. Subscriptions automatically renew as described in Section 5.1.
2.3 Workspace may suspend your user access to the service and terminate this agreement and your use of the service in the event if you materially breach this agreement ( including your failure to pay) or if you fail to agree and cure the breach within notice period ( including notice served through email) of 30 days served by Workspace. Notwithstanding the foregoing, Workspace may immediately suspend or terminate your user access to the service without liability if you are violating the sections 4.1 and/or 4.5 of this agreement as determined by Workspace in its sole discretion.
2.4 You are solely responsible for the proper cancellation of your subscription. You may cancel your subscription at any time by emailing support@workspace.com
2.5 Data downloads and deletion In the event , if and when your subscription is terminated, other than instances where it is terminated by Workspace for your non payment or violations under section 4.1 you will continue to have the ability to download the information provided or uploaded to your databases in Workspace Service by you or on your behalf ( “Data” ) for 30 days after the effective date of expiration or termination of your subscription. After such 30 -day period or if your subscription is terminated due to your non-payment or violation of Section 4.1, Workspace shall have no obligation to maintain any Data and shall thereafter, unless legally prohibited to do so, or required pursuant to additional terms, delete all of your data contained with Workspace service.
2.6 Workspace may also suspend or terminate your user access to the Service without liability, after providing you with 30 days written notice if (a) you fail to affirmatively agree to material modifications of this Agreement pursuant to section 3.1 below or (b) you do not log in to or otherwise use the service for a period of 180 days or more if you have a paid account and for a period of 60 days or more if you have a free account. For instances other than non-payment or violation of Section 4.1, in the event you cancel one or more of your subscriptions or this agreement is terminated by Workspace, in the event Workspace will refund you any prepaid fees covering any period of the term remaining after the effective date of termination for all such subscriptions, except that no refunds will be granted for the then – current month. A notice will be sent to you via email on the email address provided.
2.7 Workspace reserves the right to manage its client profile, the risks it will assume, the industries it will serve, and the locations where it will conduct business, including choosing to not provide services to certain groups, parties, industries or companies in certain countries in its sole discretion.
3.1 The service may be made available in free or paid versions at different levels. Not all features and functionality of the service may be available in each version or level. Workspace reserves the right, to modify, add or remove portions and/or functionality of the service on a temporary or permanent basis, without liability to you or any third party.
3.2 Workspace reserves the right, under its sole discretion to modify, change or replace any of the terms of service(s) or suspend and/or discontinue the services at any time. Your continued interest and use of these services following notification of any such changes to these terms of service(s) constitutes acceptance of those changes.
3.3 If you are dissatisfied with the terms of this agreement or any modifications made to this agreement or the service, you agree or are subject terminate your subscription and discontinue use of the service.
4.1 During the term of agreement, Workspace grants you a limited, revocable, non-transferable, non-exclusive rights to access and use the hosted software products and related documentation included in the services and all modifications and/or enhancements to any of the foregoing (Collectively, the “Software”) via the web browser or other device owned and/or controlled by you for your internal business use. Nothing in this agreement binds or obligates Workspace to deliver or make available any copies of computer programs or code from the software to you, whether in object code or source code form.
In the event, you agree to use the service only in compliance with all applicable local, state, national and international laws, rules and regulations. You shall not agree to, and shall not authorize, encourage or permit any third party to:
1) Use the service to upload, transmit or otherwise distribute any content that may be unlawful and/or defamatory, fraudulent, obscene, threatening, abusive and/or contains viruses or is otherwise objectionable as reasonably deemed and determined by Workspace;
2) Use the service for any fraudulent or inappropriate purpose, or in a manner for which it is not intended to be used – as defined and determined by Workspace.
3) Attempt to delete, decompile, alter and/or reverse engineer any of the software.
4) Duplicate, reproduce or exploit any part of the service without any legal permission of Workspace.
5) Use of any automated device, malware, or manual process to monitor or copy any content from the service other than copying or exporting of the data as contemplated in the documentation.
6) Rent, lease, distribute or resell the Software or access/use the software for developing a competitive solution (or contact any third party to do so) or alter any of the logos, patents, trademarks or copyright notices or any other proprietary legends or notices markings that are on or in the Software or displayed in connection with the Service.
4.2 Workspace shall: a) Provide you with basic support in connection with your use of the service at no additional charge and with upgraded support if purchased separately b) use commercially reasonable efforts to make the service available 24 hours a day, 7 days a week, except for (i) planned downtime which Workspace shall or may schedule to the extent practicable after business hours (ii) any unavailability caused by circumstances beyond Workspace control, including, but not limited to natural calamities, pandemics, acts of terrors, unrest or any other uncertainties that may arise (iii) as necessary to update the service to ensure its security and integrity and (iii) provide the service only in accordance with applicable law.
4.3 Workspace offers its services in English, with limited adaptations to certain major languages. Workspace hours of basic support are 7:00 a.m. to 6:00 p.m.in English via telephone, email or chat. Also, while Workspace would like to offer the service in a manner that serves all its customers in their native language, the constant updating of our service is not recommended, while the vast number of languages spoken and read in the world, and the localisations that would be required.
4.4 Workspace shall maintain commercially reasonable administrative, physical, and technical safeguards for protection of the service and the security of your data. Workspace shall not (a) disclose your data except as compelled or binding by the applicable law or as you expressly authorise in writing or (b) access your data except to provide the service and prevent; and/or address technical problems. In the event, as compelled by the applicable law, Workspace can or at its sole discretion may disclose your data, prior notification thereof will be sent to you as or if permitted by the applicable law.
4.5 You are solely responsible for your data and all uses of your data that occur through your account.
4.6 IF YOU CHOOSE TO PAY FOR A TEST ACCOUNT ( A LIMITED TIME AND USAGE WORKSPACE ACCOUNT) FOR TESTING THE SERVICE, YOU AGREE AND ACKNOWLEDGE THAT (A) YOUR TEST ACCOUNT WILL NOT BE USED WITH LIVE OR REAL DATA (B) IMPORTANT; WORKSPACE OFFERS NO GUARANTEE OR WARRANTY REGARDING THE TEST ACCOUNT.
4.7 If you wish to integrate with Workspace using our API, you must use efficient programming, which, will not cause an excessive number of requests to be made in short period of time as determined by Workspace, If this occurs, Workspace reserves the right to restrain or inhibit all your API connections or suspend in fact terminate your Workspace account.
5.1 Certain features of the website may enable users to submit, upload, post and/or share comments or content, as well as to interact with others through user comment areas, message boards, direct messages and similar user to user areas, as applicable ( such comments and content shall be collectively referred to as “ User Content”) i.e user content includes any comments or reviews you provide to Workspace, whether through customer or otherwise throguh the service.
5.2 In the event, you hereby grant Workspace an irrevocable, perpetual, non-exclusive, transferable assignable royalty – free worldwide right and license, to use, reproduce, post, distribute and prepare derivative works of any user content you post on Workspace website or about the service for any purpose and in all forms and all media. If you post user content, you represent and warrant to Workspace that you own or control all rights in and to such user content and have the right to grant the above rights to Workspace. 6.
6.1 Unless, otherwise agreed to, between Workspace and you, during the term, Workspace may disclose your name its customer and/or subscriber to the service, and the company (you) hereby permit Workspace to display your company’s name and logo in all Workspace marketing materials and its website, in accordance to branding guidelines provided to and by Workspace.
7.1 Your subscription to the service renews automatically for the same term selected upon the initial payment and the subscription initially paid for (i.e. month to month, annual etc.). You may change your subscription term at any time by contacting Workspace via email or phone call. If you are paying via credit card, the card will be charged every month for the month subscriptions and at the time of the annual subscription payment based on the number of employee subscribed to the service.
7.2 Workspace will notify you of your charges via email in cases of (a) service charged via credit card (b) credit card not charged where you will be required to update your billing information. If you do not update your billing/payment information within notice period of 20 days as determined by Workspace, your access to the service may be suspended temporarily. In the event, you would need to update your billing information alongside the payment in order to resume the service.
7.3 Your annual subscription with Workspace requires a one–year minimum commitment. If you cancel your annual subscription, and/or if it is already suspended due to non-payment, before the end of the one-year commitment period, you will no longer qualify for the annual subscription pricing, thereby, you will be charged the difference between the monthly and annual commitment pricing for the number of months your subscription was active. If you cancel a portion of your full annual subscription, you may still be eligible for the annual pricing and the prepaid amounts attributed to that portion will be used against other services to which you may have subscribed.
7.4 All payments and fees are exclusive of all taxes or duties imposed by governing authorities. Other than sales taxes which Workspace may be required to collect from you and remit to appropriate taxing authorities, you are solely responsible for the payment of all such taxes.
7.5 Workspace reserves the right to change the price of your subscription or any part of the subscription thereto, anytime, upon notice period of 90 days as provided by Workspace – or may add or institute new charges or fees. New prices or fee charges instituted will take effect from the date of change. If you do not agree to any such price changes, then you have the option of cancelling your subscription with Workspace prior to the commencement of the renewal period for which the price change(s) applies.
8.1 Workspace reserves and retains title of all of its intellectual property rights in and to (i) Trademarks and logos in connection with the services (ii) the software and the service, (iii) all transactional and performance data for its business purposes (including software use optimisation and product marketing) provided that such use does not reveal your identity, any of your confidential information or any personally identifiable information that belongs to you or your employees.
8.2 Time to time during the term of the agreement, Workspace may develop, author or prepare custom documents, designs, computer programs and documentation (“Deliverables”) pursuant to the agreement between you as a user/client and Workspace. Workspace shall own and retain all rights, title, and interest in and to such deliverables and hereby grants you (as a user/client) to a limited revocable non-transferable, non-exclusive license for you to use such materials for your internal use.
8.3 You further acknowledge, Workspace may reuse any materials, provided that does not reveal your identifiable information that belongs to you or your employees.
9.1 Workspace represents and warrants that (a) the service will perform substantially in accordance with the details and specification provided by Workspace in connection with the agreement (“Documented”) (b) the provision of the service will comply with all privacy and data protection laws applicable to its business see GDPR policy here (c) it will not see any personal information provided by you, will choose to retain and/or disclose personal information provided by you only for purposes of provided the service (d) any professional services performed for you by Workspace will be performed with the degree of skill and care that is required by sound professional procedures and practices.
9.2 WORKSPACE HEREBY DISCLAIMS ALL OTHER WARRANTIES, IMPLIED OR EXPRESSED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE SERVICE, SOFTWARE, DOCUMENTATION, DELIVERABLES AND OTHER MATERIALS AND/SERVICES. WORKSPACE DOES NOT WARRANT THAT THE OPERATION OF THE SERVICE WILL BE ERROR FREE OR UNINTERRUPTED.
9.3 EXCEPT FOR (I) ONE PARTY’S VIOLATION OF THE OTHER PARTY’S INTELLECTUAL PROPERTY RIGHTS (II) EITHER PARTY’S INDEMNIFICATION OBLIGATIONS HERE UNDER OR (III) EITHER PARTY’S NEGLIGENCE OR WILFUL MISCONDUCT – IN NO CASE OR EVENT WILL EITHER PARTY BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, PUNITIVE OR EXEMPLARY DAMAGES ARISING OUT OF THIS AGREEMENT AND (II) THE AGGREGATE LIABILITY OF EITHER PARTY TO THE OTHER WITH RESPECT TO THIS AGREEMENT IS LIMITED, TO THE EXTENT PERMITTED UNDER THE APPLICABLE LAW, TO THE FEES COLLECTED BY WORKSPACE FROM THE PURSUANT TO THIS AGREEMENT IN THE MATTER OF FIVE TO SIX MONTHS PRECEDING THE EVENT FROM WHICH THE LIABILITY AROSE. THE FOREGOING LIMITATIONS APPLY EVEN IF SUCH PARTY KNEW OR SHOULD HAVE KNOWN THE POSSIBILITY OF SUCH DAMAGES AND NOT WITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY HEREIN.
10.1 In case of any accidental, unauthorised or unlawful activity, alteration, loss or disclosure of, or access to personal data highlighted as under External Security Breach; which impacts your personal data with/through Workspace, otherwise perpetrated by anyone other than your employees, agents, Workspace will(a) notify you of the security breach, its nature and scope and the remedial actions taken by Workspace under the timeline specified by Workspace (b) simultaneously initiate remedial actions that are in compliance with Applicable law(s) and industry standards. You will be responsible for fulfilling your obligations under applicable law.
10.2 In case of an internal security breach, under the implemented laws and applicable laws, which is otherwise perpetuated by your employee, affiliate or agent, due to your failure or inability to maintain your systems, or in the event have failed to ensure the security of your network and/or data, you shall have the sole responsibility of initiating remedial actions and would ensure to notify Workspace in the event of an Internal Security Breach alongside the remedial actions that will be taken by you; to prevent any harm and/or loss that may occur, to you, the company, us, the service or maybe third parties that might be involved. In the event, We waive any right to make a claim you make against us ( Workspace) for the loss(es) you may incur or bear that may result from your actions.
11. 1 You acknowledge and agree to defend, indemnify, and hold Workspace and its subsidiaries, affiliates, service providers, licensors, and suppliers, and their respective officers, employees, directors and agents harmless from and against any claims, actions or demands, including, without limitation, reasonable legal and accounting fees, arising or resulting from your breach of these Terms, your uploading of, access to, or use of misuse of the Site’s materials, content, User Content or the Site.
11.2 Workspace shall notify / and/or provide notice to you of any such claim, suit or proceeding and you shall assist Workspace at your expense, in defending any such claim, suit or proceeding. Workspace reserves the right to assume the exclusive defense and control of any matter which is subject to indemnification under this section. In such a case or event, you agree to cooperate and/or assist Workspace with any reasonable requests in Workspace defence of such matter(s).
11.3 Workspace agrees to indemnify, defend and protect, and hold you harmless and your affiliates, officers and employees from and against any liabilities incurred as a result of a third-party claim to the extent arising from or in connection with an allegation that your use of the software and/or service in accordance with the agreement infringes the intellectual property rights of a third party. Notwithstanding the foregoing, in no event shall Workspace have any obligations or liability(ies) arising from (i) use of the software and/or service in a modified form or in combination with materials or software not furnished by Workspace and (ii) any user content, information and/or data provided by you, or your end users in fact any other third party(ies).
12.1 This agreement shall be governed by and construed in accordance with the substantive laws of Denmark without reference to conflict of laws principles. Any legal action with respect to this agreement must be proceeded in the courts of Denmark and/or in compliance to the laws defined by the courts of Denmark. 13.
13.1 Each party shall comply with all the applicable laws in connection with its own activities under this agreement. The service can be configured and used in ways that do not comply with applicable laws and it is your sole responsibility to monitor your employees use and the use of service to ensure that such use complies with and is in accordance with all applicable laws. Workspace will not be responsible for your failure to your compliance with the applicable law in connection to your use of service.
13.2 Workspace does not offer (any of) its customers with legal advice regarding compliance, data privacy and/or any other applicable laws in the jurisdictions in which you use the service and statements made by Workspace. Any statement(s) made or issued by Workspace to you shall not constitute legal advice.
13.3 Workspace does not have the authority to exercise any control over your business practices implemented using the service or your decisions pertaining to employment, promotion, advancement, termination or compensation of any employee or authorised user of the service.
13.4 You agree and acknowledge that you are solely responsible for the privacy (including adopting and posting of your own privacy policies governing activities and conduct of/by your employees’ data) collection, use and processing of your employees data, and/also providing any or all information and/or notices regarding foregoing, in compliance with the applicable laws.
13.5 Your further agree, that you will NOT, directly or indirectly, transfer, transmit or export, or knowingly permit any of the foregoing with respect to the service or software, or any technical information about the service or software to any country for which Denmark Export Administration Act or any regulation thereunder, requires an export license or any government/regulatory authority approval unless the appropriate export license or approval has been obtained.
13.6 You represent and warrant that (a) you are not located in a country that is subject to or has been designated by the Danish Government as a “terrorist supporting” country and/or you are not listed on any Danish Government list of prohibited or restricted parties/institutions.
14.1 The entire agreement and sever-ability these terms of service govern your use of Workspace and constitute the entire agreement between you and Workspace (US) with respect to the subject matter hereof and supersedes all prior representations, agreements, and understandings, writen or oral or electronic. If any of these terms of service is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum necessary extent so that these terms of service will otherwise remain in full force and in-effect and enforceable. Failure to do so by either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.
Workspace reserves all the right in its sole discretion, to modify or replace any of these terms in the agreement, or change, suspend or discontinue the services at any time. Your continued use of the services following the notification of any changes to these terms of services constitutes YOUR acceptance to those changes.
Workspace shall not be liable or shall be deemed entitled for any failure to perform any obligations hereunder where such failure results from any cause beyond our reasonable control including without limitations, electronic, technological, mechanical or communications failure or degradation.
These terms of services are personal and are not otherwise assignable, transferable or sub-licensable by you without Workspace written/documented prior consent. Workspace may assign, delegate or transfer any of its rights and obligations hereunder without consent. No Agency, partnership or employment relationship is created as a result of these terms of service and neither party shall have any right and/or authority of any kind to bind other(s) in any respect. Any assignment in violation of the foregoing will be nullified and shall remain void.
Failure to enforce or exercise any (part) of these terms of service by Workspace shall not constitute a waiver of our right to later enforce any other part of these terms of services. Waiver of compliance in any particular instance does not necessarily mean that Workspace will waive compliance in the future. In order for any waiver of compliance with these terms of service to be binding, a written notice of such waiver will be thereby communicated to you through one of our representatives.
No part of the terms of services governing this agreement shall be construed as a legal advice. Workspace shall not be liable for any errors or omissions in the content of this agreement or for any action(s) taken in reliance thereon.
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