LastUpdated: January 8, 2024

 

If you signed a separate Cover Page to access the Product with the same account, and that agreement has not ended, the terms below do not apply to you. Instead, your separate Cover Page applies to your use of the Product.

 

This Agreement is between Planflow, Inc. and the company or person accessing orusing the Product. This Agreement consists of: (1) the Order Form and (2) theKey Terms, both of which are on the Cover Page below, and (3) the Common Paper Cloud Service AgreementStandard Terms Version 1.0 (“Standard Terms”). Any modifications to the StandardTerms made in the Cover Page will control over conflicts with the StandardTerms. Capitalized words have the meanings or descriptions given in the CoverPage or the Standard Terms.

 

If you are accessing or using the Product on behalf of your company, you representthat you are authorized to accept this Agreement on behalf of your company. Bysigning up, accessing, or using the Product, Customer indicates its acceptance of this Agreement and agrees to be bound by the terms and conditions of thisAgreement.

 

CoverPage

 

OrderForm

 

CloudService:Planflow Operations Platform

 

SubscriptionStart Date:The Effective Date

 

SubscriptionPeriod:1 month(s)

 

SLA: Provider will use commercially reasonable efforts to provide andmaintain the Cloud Service without excessive errors and interruptions. IfProvider does not meet the SLA in two consecutive months or over three monthsin any 12-month period, then Customer may, as its only remedy, terminate thisOrder Form upon notice and receive a prorated refund of prepaid fees for theremainder of the Subscription Period.

 

TechnicalSupport: chat@planflow.io

 

CloudService Fees:

Section 5.2 of the Standard Terms is replaced with: Certain parts of the Product have different pricing plans, which are available at Provider’s pricing page (https://planflow.io/pricing). Within the Payment Period, Customer will pay Provider fees based on the Product tier selected at the time of account creation and Customer’s usage per Subscription Period. Provider may update Product pricing by giving at least 30 days notice to Customer (including by email or notification within the Product), and the change will apply in the next Subscription Period.  Modifying Section 5.1, fees are inclusive of taxes.

 

Payment Period: 5 day(s) from the last day of the Subscription Period

 

Invoice Period:  Monthly or one-time upfront

 

 

KeyTerms

 

Customer: The company who accesses or uses the Product. If the person accepting this Agreement is doing so on behalf of a company, all use of the word "Customer" in the Agreement will mean that company.

 

Provider: Planflow, Inc.

 

EffectiveDate: The date Customer first accepts this Agreement.

 

CoveredClaims:

 

   Provider Covered Claims: Any action, proceeding, or claim that the Cloud Service, when used byCustomer according to the terms of the Agreement, violates, misappropriates, or otherwise infringes upon anyone else’s intellectual property or other proprietary rights.

 

  Customer Covered Claims: Any action, proceeding, or claim that (1) the Customer Content, when used according to the terms of the Agreement, violates, misappropriates, orotherwise infringes upon anyone else’s intellectual property or other proprietary rights; or (2) results from Customer’s breach or alleged breach ofSection 2.1 (Restrictions on Customer).

 

GeneralCap Amount:

The fees paid or payable by Customer to providerin the 12 month period immediately before the claim

GoverningLaw:  The laws of the State of Delaware

 

ChosenCourts:The state or federal courts located in Delaware

 

NoticeAddress:

ForProvider: notices@planflow.io

 

ForCustomer: The main email address on Customer's account

 

 

Changes to the Standard Terms

 

Publicity Rights: Modifying Section 14.7 of the Standard Terms, Provider may identify Customer and use Customer’s logo and trademarks on Provider’s website and in marketing materials to identify Customer as a user of the Product. Customer hereby grants Provider a non-exclusive, royalty-free license to do so in connection with any marketing, promotion, or advertising of Provider or the Product during the length of the Agreement.

 

Auto-Renewal: Modifying Section 6.1 of the Standard Terms, the Subscription Period does not automatically renew and will expire at the end of the Subscription Period.