This Agreement together with any referenced documents (the “Agreement”) governs the use of any and all OfficeRnD Services (as defined below „We/Us/Our/OfficeRnD“) and you (as defined below, “Subscriber”/”You”). By executing and returning to OfficeRnD an Order Form or otherwise using the Services, you expressly agree to be bound by and comply with this Agreement. If you are not authorised to enter into this Agreement or do not agree to be bound by any term or condition contained in this Agreement do not use the Services. This Agreement is effective as between Subscriber and OfficeRnD from the earliest date on which You returned to OfficeRnD an executed Order Form or otherwise started to use the Services.
1. Definitions & Interpretations
- “API” means the OfficeRnD Application Program Interface and associated documentation.
- “Account” means an interface within the Website configured for Users authorised by Subscriber to upload, manage and share files and information including Content.
- “Account Holder” means the individual(s) appointed by Subscriber to manage the Account and Users on behalf of the Subscriber. All Account Holders must have full authority granted to them by Subscriber to perform the obligations stated hereby as well as to enter into this Agreement and to bind the Subscriber to its terms and conditions in case the Account Holder acts as Subscriber’s representing person.
- “Asset” means a real estate resource with economic value registered at a geographical address that an individual, corporation or country owns or controls with the expectation that it will provide future benefit.
- “Content” means all documents, files, contact details, discussions, tasks, meetings, electronic media, calendar dates, visual, written or audible data, information or material, that is entered into, uploaded to, posted, transmitted or displayed through the Services by Subscriber, Account Holder or any User, including, without limitation, any hyperlink, graphic, artwork, video, music, text, image, logo, document, spreadsheet, presentation, text message, form entry, web page or other data.
- “Documentation” means any installation and configuration guides, or other documentation related to the Services provided to the Subscriber by OfficeRnD.
- “Intellectual Property Rights” means, inter alia, all right, title, and interest in and to any copyright, database, design, logo, trademark, service mark, patent, invention, trade secret, domain name, confidential and proprietary information, know-how, technology, business name, trade name, trade dress, technical solutions, associated right to sue (past, present, and future), and any other intellectual property rights whether existing at common law, applied for, registered or unregistered and all extensions, renewals, continuations, continuations in part, divisionals, reissues, re-examinations, and revivals thereof and existing anywhere in the world.
- “Onboarding” means the process of OfficeRnD assisting new customers with the initial setup configuration of the Services.
- “Open Source Software” means any software or other material embedded in or made available with the Services where such software or other material is made available under an “open source license” as this term is commonly understood by members of the open source community, including, but not limited to, those licenses meeting all the criteria prescribed in the Open Source Definition provided by the Open Source Initiative (https://opensource.org/osd).
- “Order Form” means any written or electronic document or registration form for placing orders for the Services and any addenda or amendments thereof, entered into contemporaneously with this Agreement or from time to time thereafter. Each Order Form shall be governed by and deemed to incorporate the terms and conditions contained herein, except as otherwise expressly provided in the Order Form. Each Order Form will describe all of the Services that OfficeRnD agree to make available to Subscriber.
- “Subscription Plan” means the level of the Services Subscriber has been licensed to use, as provided on the Order Form, which details the features and limits to the features Subscriber is permitted to use.
- “Services” means, collectively, the computer applications, interfaces, software, programs, products, services and websites provided or made available by OfficeRnD and its affiliates pursuant to any Order Form, including provision of access to the Platform for, among other things, creating and managing the Account.
- “Service Level Agreement” refers to the agreement between You and OfficeRnD which governs the use of Support Services, which forms an integral and inseparable part of this Agreement and is published in the following URL https://www.officernd.com/service-level-agreement/
- “Subscriber” means the company, organization, employer, principal or other legal entity named in each Order Form and for whom OfficeRnD provide the Services pursuant to this Agreement.
- “Support Package” means the detailed description of the individual parameters of the Support Service offered by OfficeRnD to its customers during and after Onboarding.
- “Support Services” means the support services provided to you by OfficeRnD as described in the Service Level Agreement and any Order Form.
- “User” means an individual who has completed the user registration process and created a user account at the Website. This includes any individual that OfficeRnD creates a user account for at Subscriber’s direction and any individual invited by Subscriber to become a user.
- “Platform” means OfficeRnD software platform hosted at https://app.officernd.com/login, https://hybrid.officernd.com and any other URLs maintained by OfficeRnD for the purpose of making the Services accessible to Users.
- “Website” means OfficeRnD webpage at https://www.officernd.com/ and all its subpages.
- “We/Us/Our/OfficeRnD” means the OfficeRnD company described in Section 16 ‘Governing Law; Jurisdiction’.
- In this Agreement, unless the context requires otherwise, any phrase introduced by the words “including”, “include”, “in particular”, “for example” or any similar expression shall be construed as illustrative only and shall not be construed as limiting the generality of any preceding words, and references to the singular include the plural and in each case vice versa.
- The headings and subheadings in this Agreement are inserted for convenience only and shall not affect the meaning of this Agreement.
2. Grant of Licence; Proprietary Rights
- Subject to the terms of this Agreement, OfficeRnD hereby grant to Subscriber a non-transferable, non-exclusive, revocable, limited term license to access and use, and to authorise and permit Users to access and use, the Services and the Documentation, solely as provided in each Order Form. Except for the rights specifically granted under this Agreement, Subscriber is not given any right, title or interest in or to the Services, Documentation, Platform or Website, and OfficeRnD expressly reserves all such rights, title and interests. Open Source Software will be governed by the terms of its applicable licenses and not the terms of this Agreement. Information about the Open Source Software may be found in the documents accompanying the Services or upon request by Subscriber.
- Subscriber shall be allowed to sublicense the access and use of the Services and the Documentation only to its Users within the parameters of the Subscription Plan which the Subscriber has purchased according to the respective Order Form and subject to the terms and conditions of this Agreement. The present authorization does not grant to any User the right to further sublicense the access and use of the Services and the Documentation and it is subject to strict compliance with the terms and conditions of the present Agreement and any of its schedules, annexes or addendums both by Subscriber and its Users. The Subscriber hereby undertakes to ensure that its Users comply with all the terms and conditions of this Agreement, remaining Subscriber fully liable to OfficeRnD in case of non-compliance by any of its Users.
- As between the parties, OfficeRnD shall hold title to all Intellectual Property Rights in and to the Services, Documentation, Platform and Website. Such Intellectual Property Rights may only be used by Subscriber in the manner stated in this Agreement and Order Form or otherwise instructed by OfficeRnD. Under no circumstances shall Subscriber or a third party acquire any Intellectual Property Rights to the Services, Documentation, Platform or Website. Access to the Services, Documentation, Platform and Website is licensed, and not sold, on the terms set out in this Agreement
- Subscriber agrees that it shall not do or permit or authorize any Users to do any of the following acts (hereinafter “License Restrictions”):
- Modify, translate, amend or otherwise alter the Services, Documentation, Platform or Website;
- Attempt to decompile, reverse engineer or otherwise disassemble, or create derivative works of or from any part of the Services, Documentation, Platform or Website;
- Redistribute, encumber, sell, rent, lease or otherwise transfer any Services, Documentation or portion of the Platform or Website, including in a timeshare or service bureau relationship; or
- Remove, alter, or destroy from the Services, Documentation, Platform or Website any logo, copyright or proprietary notices, legends, symbols, labels, watermarks, signatures or any other like marks affixed to or embedded therein.
- All Content shall remain Subscriber’s sole property or the property of its respective legal owner. OfficeRnD shall have no liability for such Content. By uploading Content, Subscriber represents and warrants that it has obtained all necessary licences, permissions, consents and agreements necessary for the lawful use of such Content by OfficeRnD and by third parties in accordance with this Agreement and in order for OfficeRnD to provide the Services. Subscriber acknowledges and agrees OfficeRnD does not control the Content posted by Users, and does not guarantee the accuracy, integrity or quality of such Content. Subscriber agrees that Subscriber must evaluate, and bear all risks associated with, the use of any third party Content, including any reliance on the accuracy, completeness, or usefulness of such Content. Under no circumstances will OfficeRnD be liable in any way for any third party Content, including, but not limited to, any errors or omissions in any third party content, or any loss or damage of any kind incurred as a result of the use of any third party Content posted, emailed, transmitted or otherwise made available via the Services or Website.
- Notwithstanding the above, Subscriber hereby grants OfficeRnD perpetual, non-exclusive, sublicensable, irrevocable, world-wide, fully-paid up and royalty free license to use the Content in order to collect and structure quantitative data derived from the use of the Services and the Platform and to use and disclose such quantitative data for industry analysis, benchmarking, analytics and other business purposes. This license includes, without limitation, the right to reproduce, prepare derivative works, combine with other works, alter, translate, distribute copies, display, perform, license, sell, lease or otherwise use and disclose the Content to third parties for the above mentioned purposes. All Content and quantitative data derived from it collected, used, and disclosed as described in the present clause will not be relating to an identified or identifiable natural person by itself or with the use of additional information and will not identify any individual organization.
- Subscriber agrees to use the Services within the parameters of the Subscription Plan Subscriber has purchased. OfficeRnD reserves the right to terminate the Services immediately on breach of this clause and OfficeRnD are under no obligation to provide a refund in full or in part for the fees paid.
3. Digital Millenium Copyright Act (applicable if domiciled in the United States of America only)
- We will not knowingly publish content in violation of applicable copyright law. If you believe content has been displayed, reproduced, printed or otherwise distributed by us through this website in violation of any third party copyright, please notify us in writing and include the following:
- electronic or physical signature of a person authorized to act for the copyright owner
- description of the copyrighted work
- description of where the infringing content is located on this website
- your office or home address, telephone number and email address
- a statement of good faith belief that the use of the work is not permitted by the copyright owner, and
- a statement under penalty of perjury that the above is true and you are authorized to act for the owner.
You acknowledge that if you fail to comply with all the requirements of this Section, your DMCA notice may not be valid.