- INTRODUCTION AND DEFINITIONS
- These are our general terms and conditions pursuant to which Tangar (hereinafter also referred to as “we”, “us” or “our”) provides Customers, Users and Audience (hereinafter “you”) access to our Services.
- By accepting the Terms when purchasing and/or subscribing for the Services you receive a non-exclusive, non-transferable, revocable and limited in time right to use the Free Version or Pro Version of the Application, hereinafter defined as a “License”.
- There are three different service levels of the Application; the Free Version, Pro Version and Enterprise Version. The Enterprise Version consists of multiple Licenses to the Pro Version. Relevant information about the different versions, as well as the contents, features and pricing, can be found here: tangar.io/plans/ (which may be updated from time to time).
- The following capitalized terms will have the following meanings.
“Account” means the account you create to access the Services, identifiable by unique email;
“Application” means the mobile applications developed and provided by Tangar available from iTunes AppStore and Google Play.
“Customer” means the individual or entity who purchases one or several Licenses to use a Paid Version (whether or not you are a User);
“Data Protection Laws” means Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (“GDPR”) and other thereto related applicable laws and regulations. Expressions used herein, e.g. ‘data subject’, ‘personal data’, ‘processing’, ‘controller’, ‘processors’, ‘personal data breach’ etc., shall be construed in accordance with the meaning given to them in the GDPR;
“End point” means the last waypoint in a route
“Enterprise Version” means the enterprise version of the Application built for integration of Tangar services in the Costumers own applications.
“Free User” means the individual or entity who has signed up for a License to the Free Version;
“Free Version” means the free version of the Application as further described in detail in tangar.io/plans/ (which may be updated from time to time);
“Initiation Day” means the day when a Customer purchases a License to use any of the Paid Versions and thereby agrees to the Terms;
“License Period” has the meaning described in Section 5.2;
“Localization request” means every time the Application try to position itself in the surroundings, consuming one Localization.
“Paid Version” means the Pro version of the Application that the Customer pays for (including the Enterprise Version);
“Pro Version” means the pro version of the Application as further described in detail in tangar.io/plans/ (which may be updated from time to time);
“Order Form” means Tangar’s ordering document specifying the Services to be provided hereunder that is entered into between a Customer and Tangar, including any addendum and supplements thereto;
“Route” means a number of Waypoints in a row, creating a path/routhe that the User can follow;
“Services” means all services furnished by Tangar to you under the Terms, such as, but not limited to the Application, the Websites and other applications/platforms used to access the Application;
“Start point” means the first waypoint in a route;
“Tangar” means Tangar Techonologies AB , a Swedish limited liability company with VAT number: SE559122-923101 and email: firstname.lastname@example.org;
“Terms” means these general terms and conditions including the terms of any Order Form or other separate agreement that might have been entered into between Tangar and a User or Customer regarding the Services provided hereunder, as applicable;
“Third Party Application” means the software for which the copyright and other intellectual property rights belongs to a third party such as, but not limited to, the third parties listed here: https://nav.tangar.io/ThirdParty/
“Third Party Integration” means any service or integration not provided by Tangar that a Customer elects to integrate or enable for use with the Services;
“User” means any person, such as a Customer, Free Use, who has signed up for an Account or in any other way use the Services;
“User Data” means all data (e.g. documents, text and pictures) including personal data, submitted by you (and your Audience in their interaction with your Tangar) electronically in the use of the Application; and
“Waypoints” means places along the Route where the phone will try to localize using a Localization.
“Websites” means Tangar.io and as well as any other sites related to Tangar.io, including subsites or versions of them connected to help/support you to use the Application.
- YOUR UNDERTAKINGS
- It is your responsibility to provide Tangar with all the information that is necessary for us to be able to provide you with the Services and our other obligations set forth herein.
- Tangar is never liable for your Internet connection and the network that is being used to gain access to, and make use of, the Services. It is therefore also your responsibility to arrange for and fulfill the technical requirements needed to use our Services, such as to have the equipment and software required for the performance of the Application.
- You shall ensure that (i) any and all User Data as well as your software is free of viruses, trojans, worms or other harmful software codes, (ii) User Data as well as your software is in a format suitable for the Application and (iii) that your software and/or User Data cannot in any other way, harm or adversely affect Tangar’s systems and/or Services.
- It is your responsibility to ensure that your log-in information, security procedures and other information, which is used to access and use the Application, is kept confidential and treated as confidential information. You agree to immediately inform Tangar if any unauthorized person has obtained knowledge of such information.
- You agree not to copy, decompile, decrypt or deconstruct the Services (or any software or code that is included in the Services) or try to derive or create source code from the Services and you also agree not to circumvent or try to circumvent the security measures of the Services set out by Tangar.
- You agree to follow the instructions provided from time to time by Tangar for use of the Services including, for the avoidance of doubt, not to permit any other person to use your License.
- To the extent the Terms do not state differently, you are responsible for back-ups of User Data.
- You are liable for the Tangar you create and responsible for all User Data and other data you submit to our Services.
- You agree not to use and to ensure that the Services is not used in an inappropriate or illegal manner; such as, but not limited to, posting pornographic, offensive, racist, harassing or otherwise unlawful or inappropriate material in a Tangar or the Application or by registering and/or using a username reflecting any of the above. Tangar reserves the right to, without warning, cancel your right to use our Services if you do this, which neither entitles you to refund for payment done nor compensation of any other kind. We also reserve the right to (i) investigate and take appropriate action against anyone who violates, or is suspected of violating, theTerms, including removing any content or reclaiming your username at any time, and/or reporting you to law enforcement authorities and (ii) disclose all kinds of data supplied to our Services, if we receive a request for information and this is required by mandatory applicable laws, governmental regulations or rules, or by any orders of court or competent authority or arbitral tribunal.
- You confirm that you have the full right, power and authority to create your Account and/or purchase Licenses from us and thereby enter into agreement with us that creates a legally valid and binding obligation on you that does not violate any applicable law, rule or regulation, or require any conditional consent by any person or entity. If you are accessing or using the Services in connection with your employment, you confirm that you are authorized to bind your company/employer to the Terms and any references herein to you will refer to both you and your company/employer, as applicable.
- Tangar is intended to be a business tool. If you are younger than 18 years old, you must be represented by your parents or guardians to agree to the Terms and to use the Services.
- We reserve the right to terminate your subscription of a License under the Terms and suspend you from the Services including your License(s) immediately or limit your access to the Services if you fail to comply with the Terms or if the provision of the Services might lead to more than a minor damage for Tangar or any third party.
- PRICES, PAYMENT AND REFUNDS
- UNSOLICITED IDEAS
Tangar does not accept or consider unsolicited ideas, concepts or know-how, including ideas for new products or technologies (collectively “Submissions”). Except as expressly provided in Tangar’s Privacy-Policy tangar.io/privacy-policy/ , you give Tangar an unrestricted, irrevocable, perpetual, transferable, sub-licensable, worldwide, royalty-free license to use, reproduce, display, publicly perform, transmit and distribute any such Submissions, without any payment or accounting to you or others. In addition, you waive any so-called “moral rights” in any Submissions.
- PRICES, PAYMENT AND REFUNDS
- Current and applicable prices for the Licenses are found here: tangar.io/plans. All prices are exclusive of VAT, other taxes and potential tolls or import/export fees.
- Payment for the Paid Versions shall be made upfront on the Initiation Day for the entire license period which is twelve months (12) if not otherwise agreed upon (the “License Period”). Exceptions may be made when payment is done through invoice and/or bank transfer, in which case payment is due within the number of days after the Initiation Day as specified in the invoice. The first day after the end of the License Period, the License will be automatically canceled.
- Payment cannot be made for parts of the License Period or be partially repaid.
- We reserve the right to change the prices listed under tangar.io/plans as well as the payment terms (including License Periods) at our own discretion. Such changes will however not affect a License already paid for.
- Every route include waypoints, they build the navigation route. The first waypoint is called Start point. The last waypoint is called End point. Every time the Application is looking for a waypoint, doing a Localization request, is counted as a localization, even if not successful. The Start- and Endpoint is also counted as a waypoint and therefore also consumes Localization requests.
- Subjected to section 12. of these terms, unless prohibited by applicable law, all purchases, including recurring charges are NON-REFUNDABLE.
- DISTRIBUTION OF LICENSES
Customers will be provided the License(s) to the Paid Versions as of the Initiation Day and Free Users will be provided the License(s) to the Free Version when the Free User has registered an Account by providing necessary information and accepted the Terms. Necessary instructions for using the Application will be available.
Accounts are individual, meaning that one Account can only be used by one person and you agree not to permit any other person to your License. For the avoidance of doubt, this does not limit your right to use the Application for a Tangar.
One License gives you the right and ability to use the features stated in tangar.io/plans.
- FAULTS IN THE SERVICES
- To begin with, our Services are provided “as is” and “as available”, and Tangar does not warrant, either express or implied, that the Services will perform without errors and/or without interruptions.
- Despite the above, we will to the extent possible and commercially reasonable try to rectify faults in the Services as promptly as the circumstances require, as decided by us in our sole discretion. A fault in the Services shall mean a deviation from the description of the current version of the Services and major deviations from generally applicable norms for software equivalent to the Services. Tangar’s responsibility to rectify faults in the Services does not include faults that are of no significance for the intended use of the Services and/or faults in Third Party Applications.
- Faults in the Services are most likely rectified by means of a correction or by the provision of instructions on how to circumvent the fault. To be able to claim the existence of a fault for which Tangar is liable, you shall report it to us within a reasonable period of time after discovery of the fault. You will need to state, and if necessary show, how the fault manifests itself.
- If there is a fault in a Third Party Application and we are unable to rectify the fault ourselves, we will report this to the relevant Third Party Application supplier with the intent to install any solution received from said Third Party Application supplier if this can be done without having an adverse effect on the Services or without any other negative effects for Tangar. Over and above this, Tangar has no liability for faults in Third Party Applications.
- If we have not rectified a fault with the promptness that the circumstances require, you, as a Customer, will be entitled to such reduction of the price of the License that corresponds to the fault, however with the limitations set forth in Section 13.1. Free Users will not have any right to economic compensation.
- DATA MANAGEMENT, PERSONAL DATA
- We never sell or grant anyone access to personal data or User Data for other purposes than just fulfilling delivery of the Services under the Terms.
- You may choose to use the Services with Third Party Integrations. Use of Third Party Integrations is subject to your agreement with the relevant provider and its applicable terms and conditions and/or policies. Tangar does not control and assumes no liability for Third Party Integrations, including their security, functionality, operation, availability or interoperability or how the Third Party Integration or their providers use any data you provide to them. You can find more information on how your data is managed when you use the Services in connection with a Third Party Integration in our privacy-policy.
- COMMUNICATION WITH USERS
- We reserve the right to communicate with you, also for marketing purposes. Such communication can be newsletters, product updates, offers or other information related to the Application. You may of course opt out of receiving emails from Tangar at any time by unsubscribing at the end of the email.
- Please note that although you may opt out of receiving certain emails, we still reserve the right to communicate with all our Users and Customers via email regarding specific orders, requests or inquiries from our Users and Customers that are related to the Services.
- INTELLECTUAL PROPERTY RIGHTS ETC
- Tangar – or when applicable our licensors – retain all rights and title to the Services we provide (or parts thereof) including, without limitation, all intellectual property rights and know-how related to the Application and the other parts of the Services. Other than the right to use our Services that you purchase or sign-up for in accordance with the Terms, you do not acquire any other right whatsoever to Tangar’s Services or the copyright, patents, trademarks, trade secrets or other intellectual property rights or goodwill related thereto.
- We will never deliberately copy any third party’s intellectual property rights and, to our knowledge, the Application does not infringe any intellectual property rights belonging to a third party.
- If a third party or you, in writing, would notify us of the occurrence or potential occurrence of an intellectual property rights infringement related to the Application we will, to the extent possible and reasonable, take measures to ensure that the Application is altered in such way that it does not infringe the intellectual property rights in question. If this would entail unreasonably high costs, Tangar has the right to, instead of taking these measures, limit or temporarily cancel the use of the Services, or terminate your subscription of License(s) under the Terms (and thereby the right to use the Services) with immediate effect. Tangar’s obligations under this Section shall not apply to the extent that the infringement (a) is related to a Third Party Application; or (b) arises out of a modification of the Application not made or authorized by Tangar.
- You hereby agree to notify us immediately if you receive any notification of accusation of infringement from a third party due to a Tangar or the answers created with the Application.
- Tangar respects intellectual property rights and reserves the right to remove any User Data or other content that infringes copyright, trademark, patent or other intellectual property rights of a third party upon notification from you or a third party. You agree not to use and to ensure that your use of the Services, including the User Data you submit to us, does not infringe copyright, trademark, patent or other intellectual property rights of a third party.
- Tangar has no obligation to defend any Customer or User, but agrees to indemnify you who are a Customer from any damages and costs finally awarded against you as a result of a claim brought against you as our Customer by a third party alleging that the purchased Services infringe or misappropriate such third party’s intellectual property rights, provided that you promptly gives us written notice of the claim and reasonable assistance in relation thereto. The above indemnification obligation do not apply if (1) the allegation does not state with specificity that the Services are the basis of the claim; (2) the claim arises from the use or combination of the Services or any part thereof with software, hardware, data, or processes not provided by Tangar, if the Services or use thereof would not infringe without such combination; (3) the claim arises from Services for which there is no charge; or (4) the claim arises from User Data, a Third Party Application or the Customer’s breach of the Terms.
Both we and you hereby undertake to retain in confidence and not to disclose to any third party any confidential information and data received from the other party. Confidential information shall mean any information whether technical, commercial or of other kind, regardless of it being documented or not. Such information may, however, be disclosed if such disclosure is necessary to allow a party, or its employees to (i) defend against litigation, (ii) to file and prosecute patent applications, (iii) to comply with law and governmental regulations or any orders of court or competent authority or arbitral tribunal or (iv) to comply with applicable stock exchange regulations or the regulations of any other recognized marketplace. Confidentiality in accordance with this provision shall not apply to information which (i) is in the public domain; (ii) comes into the public domain through no fault of the receiving party; (iii) was known prior to its disclosure by the receiving party, as evidenced by written records; (iv) is disclosed in accordance with the Terms or with the other party’s prior written consent, or (v) is disclosed to the receiving party by a third party having a lawful right to make such disclosure. The obligations of confidentiality shall continue during the License Period and for the two subsequent years thereafter.
- SERVICE AVAILABILITY, MAINTENANCE, TESTING AND DOWNTIME
- Tangar strives to keep the Services available to such a large extent as possible, but since we want to provide updated and maintained Services, Tangar shall always have the right to disconnect the Services for service and upgrading without giving you prior notice and cannot be held liable for downtime or other technical complications.
- We also reserve the right to (i) implement new updates and versions of the Application and (ii) conduct for example A/B testing or other actions for improvement purposes, to the extent deemed appropriate and suitable by us. Tangar intends to give you notice before updates or maintenance of the Services that will lead to more than minor disruptions in the Services.
- LIABILITY AND LIMITATION OF LIABILITY
- Tangar’s aggregate liability arising out of or related to the Services and the Terms shall, under all circumstances, including but not limited to Section 10.6, be limited to an amount corresponding to the amount paid by you for the Services during the twelve months immediately preceding the first incident causing the loss. You shall, to not lose your right to compensation, submit a claim for damages to Tangar within two months from the date when the incident giving rise to the claim occurred. The foregoing limitation will apply whether an action is in contract or tort and regardless of any theory of liability. Free Users will not have any right to economic compensation.
- Tangar shall never be held liable for any indirect, incidental, or consequential damages, including without limitation, any loss of profits, data or income, arising out of or in connection with the Terms or your use of the Services.
- The limitation set forth in Section 13.1 does not limit or exclude Tangar’s liability for damages caused by fraud or wilful misconduct by Tangar.
- Tangar assumes no liability whatsoever for any losses, damages or costs caused by:
(i) faults, non-conformities and lacking performance in your software, hardware or Internet connection;
(ii) corruption or destruction of data or other damages caused by viruses related to your computer system(s), hardware, software or other equipment;
(ii) faults occurred as a result of a) downtime or other technical complications (other than what is specifically stated in Section 8 (Fault in the Services)) or b) any of the reasons stated in Section 12 (Service availability, Maintenance, Testing and Downtime) and/or Section 14 (Force Majeure);
(iv) faults caused by your or a third party’s changes to or interference with the Application, or any other circumstances for which you or a third party is liable or that are in some other way beyond Tangar’s control; and/or
(v) the loss, destruction, unavailability, alteration or disclosure of User Data caused by you or a third party, even though if a third party causes this we will of course use all commercially reasonable efforts to restore the lost or damaged User Data from the latest back-ups that are maintained by us.
- You agree to indemnify and hold Tangar harmless for all damages, costs and expenses arising out of or related to (i) your breach of the Terms, (ii) any User Data or other content and information submitted by your customers using our Services, (iii) your breach of applicable law and (iv) an allegation or claim by a third party that any User Data or your use of User Data with the Services infringes or misappropriates such third party’s intellectual property rights.
- FORCE MAJEURE
Tangar shall be excused from the performance of any of its obligations to you under the Terms if the performance thereof is prevented or delayed by any cause beyond Tangar’s control, such as, but not limited to, riots, fire, flood, natural disasters, wars, accidents, acts of terrorism, sabotage, strikes, embargo or other government actions. We shall in case of such events of force majeure promptly notify you and furnish you with relevant information thereof.
Notice of termination or other communication shall be sent by email and be deemed to have been received no later than two days after the email is sent.
- ENTIRE AGREEMENT
The Terms constitute the entire agreement between us regarding the provision and use of the Services and supersedes all prior and contemporaneous agreements, proposals or representations, written or oral, concerning its subject matter. You and us hereby agree that any term or condition stated in a Customer’s own purchase order or in any other Customer order documentation (excluding for the avoidance of doubt an Order Form) is void. In the event of any conflict or inconsistency among the following documents, the order of precedence shall be: (1) the applicable Order Form, and (2) these Terms.
- You may not transfer your agreement with us or your right to use the Services (other than in accordance with the Terms) without Tangar’s prior written consent.
- If a provision of the Terms is held to be invalid or otherwise unenforceable, such provision will be interpreted to fulfill its intended purpose to the maximum extent permitted by applicable law, and the remaining provisions of the Terms will continue in full force and effect.
- TERM AND TERMINATION
- The Terms enter into force automatically when you sign up for an Account or use the Application or the Websites connected to the Application, whatever happens first. If you are a Customer, the Terms enter into force automatically on the Initiation Day.
- You can, at any time, terminate your subscription of License(s) by sending an email to email@example.com. Termination will occur following your confirmation of wanting to be removed from all systems and have all your data, including User Data, deleted. Already paid fees will not be repaid. After the termination you are no longer enabled to use the Services. Please see Section 6.6 regarding deletion of Team Member(s) Account(s).
- Tangar can terminate your subscription in accordance with what is stated in the Terms and in all other cases by giving one month prior notice. We reserve the right to cancel a User’s right to access the service if the use in any way could expose us to sanctions or similar trade restrictions imposed by the EU, U.S. or any other competent authority. Termination can always be made by using the email address registered with Tangar.
- Any clauses that are said to survive also after termination of License Period or which otherwise are of the nature that they shall continue in force will be applicable also after termination of subscription of a License.
- INDEPENDENT CONTRACTORS
There is no joint venture, partnership, agency, or fiduciary relationship existing between you and Tangar, and there is no intention to create any such relationship by your acceptance of the Terms – both you and we remain independent.
- CHANGES OF TERMS
We may change these Terms (however not the terms of an agreed Order Form) at any time to reflect changes in applicable law or updates to the Services, and to account for new Services or functionality or for similar reasons, where such changes have no materially negative impact on your rights hereunder or your use of the Services. The most current version of these Terms will always be posted on www.tangar.io and you hereby undertake to check the terms that apply at the time of your use. If an amendment is material, as determined in Tangar’s sole discretion, we will notify you by email upon you having subscribed for changes by clicking the button at the end of these Terms to add your information. Changes will be effective no sooner than the day they are posted on our website. In order for certain changes to become effective, applicable law may require us to obtain your consent to such changes, or to provide you with sufficient advance notice of them. If you do not want to agree to any changes made to these Terms, you should stop using the Services, because by continuing to use the Services you accept to be bound by the updated terms.
- TRIALS AND BETAS
- From time to time we may also offer the Services on a trial/beta basis. The trial/beta Services may be offered as an alpha, beta, or early access offering and may pertain to certain subscription offerings, interfaces, features, and/or functionalities. We reserve the right to decide what such offerings include, and to who, such offerings are made available. Trial/beta Services are optional and you are never required to sign up for, utilize or enable such offerings. Your use of the trial/beta Services will be limited to the period of the relevant trial/beta offering and governed by these Terms. You will always be provided with the relevant information and any additional terms and conditions, if applicable, pertaining to such trial/beta offerings before purchasing and/or subscribing for the Services.
- Depending on your subscription, your License subscription may be billed on a recurring basis and will be automatically renewed at the expiration of the relevant billing period unless canceled in accordance with these Terms. Payment will be charged to your chosen payment method on the Initiation Day and at the start of every new billing period unless canceled in accordance with these Terms and you hereby authorize us to charge your selected payment method for all applicable fees. For some payment methods, the issuer may charge you certain fees, such as foreign transaction fees or other fees relating to the processing of your payment and local tax charges may vary depending on your selected payment method. We reserve the right to change the prices listed under Pricing as well as the payment terms, in the event of a price change we will notify you thirty (30) days in advance of the change by sending an email to the email address you have registered for your Account. Such changes will however not affect a License already paid for. If you do not wish to accept such price change, you may cancel your subscription in accordance with these Terms. If you do not cancel your subscription after the price change takes effect and prior to the start of the new billing period, your subscription will be renewed at the price in effect at the time of the renewal and you hereby authorize us to charge your selected payment method the applicable amounts.
- DISPUTES AND GOVERNING LAW
- The Terms shall be governed by and construed in accordance with the substantive laws of Sweden, without regard to its principles of conflict of laws.
- If you have a concern or problem with our Services, we want to address your concerns without needing a formal legal case. Before filing a claim against us, you agree to try to resolve the dispute informally by contacting firstname.lastname@example.org. We’ll try to resolve the dispute informally by contacting you via email. If a dispute is not resolved within 15 days of submission, you or Tangar may bring a formal proceeding.
- Any dispute, controversy or claim, in contract or in tort or otherwise, arising out of or in connection with the Terms (including for the avoidance of doubt an Order Form) and/or the Services provided hereunder, or the breach, termination or invalidity thereof, shall be exclusively and finally settled by arbitration in accordance with the Rules for Expedited Arbitrations of the Arbitration Institute of the Stockholm Chamber of Commerce, unless the Arbitration Institute, taking into account the complexity of the case, the amount in dispute and other circumstances, determines, in its discretion, that the Rules of the Arbitration Institute of the Stockholm Chamber of Commerce shall apply. In the latter case, the Arbitration Institute shall also decide whether the arbitral tribunal shall be composed of one or three arbitrators, to be appointed by the Arbitration Institute. The place of arbitration shall be Stockholm, Sweden. The language to be used in the proceedings shall be English. Confidentiality shall apply to the arbitral proceedings and any information disclosed or decision or arbitral award made or declared during such proceedings.