WatchMyDC®

Terms & Conditions

Updated 03.01.2022

These Terms of Service govern your use of the website located at https://www.watchmydc.com and any related services provided by WATCHMYDC® ANALYTICS Ltd. (Finnish Business ID FI31685276), hereafter referred to as ‘WatchMyDC® Analytics’.

By accessing https://www.watchmydc.com, you agree to abide by these Terms of Service and to comply with all applicable laws and regulations. If you do not agree with these Terms of Service, you are prohibited from using or accessing this website or using any other services provided by WatchMyDC® Analytics.

We, WatchMyDC® Analytics, reserve the right to review and amend any of these Terms of Service at our sole discretion. Upon doing so, we will update this page. Any changes to these Terms of Service will take effect immediately from the date of publication.

These Terms of Service were last updated on 12 March 2021.

Description

WatchMyDC® is a no-code orchestration and automation platform, for cloud-scale data fabrics and infrastructures, that enables enterprises to automate failovers, issue resolution, and eliminate business downtime. A Cloud-Native SaaS Platform that enables complete visibility and automation of your IT Infrastructure.

Payments

As part of the customer journey, the customer is required to purchase licenses or subscriptions to avail WatchMyDC® Analytic’s services and gain access to the WatchMyDC ®Analytics platform. The customer can start off with free licenses as part of his experience, for which he does not have to provide any credit or debit card details. The customer can upgrade to one of the paid tiers at any point in time. The customer can manage and purchase licenses using the secure WatchMyDC® CRM. During the purchase process, the customer consents to necessary policies (terms and conditions, refund and cancellation policy) following which the customer is required to fill in payment information such as their credit or debit card details. Upon payment approval, the new licenses are reflected on the customer’s WatchMyDC® CRM portal immediately, who also receives the license keys and associated invoice in the E-Mail account provided at the time of registration.

Pricing and Fees

Customer agrees to pay all fees charged by WatchMyDC® for Customer’s use of Services in accordance with this Agreement and applicable Order(s) and Service Plan(s) (collectively, “Fees”). Except as otherwise provided in an Order: (a) prices for Services are set forth on the Pricing Page; (b) Fees are calculated on the basis of usage and invoiced monthly in arrears; (c) Fees must be paid in U.S. dollars and, subject to Section ‘Pricing and Fees’, within 30 days of invoice; and (d) Fees for Services include Support at no additional charge. The criteria for calculating usage vary by Service type and features as specified in the applicable Service Plan.

Except in the event of a good faith dispute under this Section ‘Pricing and Fees’, if Customer fails to make payment when due, without limiting WatchMyDC®’s other rights and remedies: (a) WatchMyDC® may charge interest on the past due amount at a rate of 1.5% per month or, if lower, the highest rate permitted under Applicable Law; (b) Customer shall reimburse WatchMyDC® for all reasonable costs incurred by WatchMyDC® in collecting any late payments or interest, including attorneys’ fees; and (c) if such failure continues for 10 days or more, WatchMyDC® may suspend Customer’s and it’s Authorized Users’ access to the Services until such amounts are paid in full. Customer must assert any dispute with regard to Fees in writing within 10 days of receipt of the invoice giving rise to the dispute. WatchMyDC® will not exercise its suspension or termination rights or apply interest on late Fees if Customer disputes the applicable charges reasonably and in good faith and provides reasonable cooperation to resolve the dispute.

If Customer is paying Fees using a credit card or any digital payment method supported by WatchMyDC®, Customer authorizes WatchMyDC® to charge Customer’s account for the Services using that payment method. Customer must keep all information in its billing account current to ensure that all Fees are charged to the appropriate account and are timely paid. If Customer notifies WatchMyDC® to stop using a previously designated payment method and fails to designate an alternative, WatchMyDC® may immediately suspend use and access to the Services. Any notice from Customer changing its billing account will not affect charges WatchMyDC® submits to Customer’s billing account before WatchMyDC® reasonably can act on Customer’s request. WatchMyDC® uses a third-party intermediary to manage credit card processing, and this intermediary is not permitted to use Customer’s credit card information except in connection with Customer’s authorized purchases. Notice (including email) from WatchMyDC®’s third-party credit card processor declining Customer’s credit card or otherwise relating to Customer’s account will be deemed valid notice from WatchMyDC®.

Delivery Information

Upon payment approval, the new licenses are reflected on the customer’s WatchMyDC® CRM portal immediately, who also receives the license keys and associated invoice in the E-Mail account provided at the time of registration. Delivery of licenses or subscriptions is entirely through electronic means. The WatchMyDC® service is available globally and is delivered through electronic means.

Availability

WatchMyDC® commits to make the Services Available, exclusive of any time the Services are not available as a result of one or more Exceptions (the “Availability Standard”). If the actual Availability of the Services is less than the Availability Standard in any two consecutive months, Customer may terminate the applicable Order in the calendar month following such two-month period upon written notice to WatchMyDC®. In the event of such termination, WatchMyDC® will issue the customer a Pro-Rated Refund (as defined in Section ‘Refund and Cancellation Policy’).

Customer Responsibilities and Restrictions

Customer will be solely responsible for: (a) Customer’s Environment, including as necessary to enable Authorized Users’ access and use of the Services; (b) Account Data, Customer Data and Customer Credentials (including activities conducted with Customer Credentials), subject to WatchMyDC®’s Processing obligations under this Agreement; (c) providing any required notices to, and receiving any required consents and authorizations from, Customer Component providers, Authorized Users and persons whose Personal Information may be included in Account Data, Customer Data or Customer Credentials; and (d) ensuring use of the Services is only for Customer’s Environment and in accordance with the AUP, Documentation and applicable Third-Party Terms.

No provision of this Agreement includes the right to, and Customer shall not, directly or indirectly: (a) enable any person or entity other than Authorized Users to access and use the Services; (b) attempt to gain unauthorized access to any Service or its related systems or networks; (c) use any Service to access WatchMyDC® Intellectual Property Rights except as permitted under this Agreement; (d) modify, copy or create any derivative work based upon a Service or any portion, feature or function of a Service; (e) resell, distribute or otherwise make available any Service to any third party, including as part of a managed services offering; (f) except to the extent limited by Applicable Law, reverse engineer, disassemble or decompile all or any portion of, or attempt to discover or recreate the source code for, the Services or access or use the Services or Documentation in order to (1) copy ideas, features, functions or graphics, (2) develop competing products or services, or (3) perform competitive analyses; (g) remove, obscure or alter any proprietary notice related to the Services; (h) send or store Malicious Code; (i) use or permit others to use the Services in violation of Applicable Law; or (j) use or permit others to use the Services other than as described in the applicable Order, Documentation and this Agreement.

WatchMyDC® reserves the right to investigate potential violations of the above provisions of this Section ‘Customer Responsibilities and Restrictions’. In the event WatchMyDC® reasonably believes a violation has occurred, in addition to any other remedies available at law or in equity (including termination pursuant to Section ‘Refund and Cancellation Policy’), WatchMyDC® will have the right to suspend Authorized Users suspected of the violation from accessing the Services for so long as is reasonably necessary to address the potential violation. Except where WatchMyDC® reasonably believes the violations are willful, or in urgent or emergency situations, WatchMyDC® will notify Customer of any such suspension in advance (each, a “Suspension Notice”) and work with Customer in good faith to resolve the potential violation. For clarity, WatchMyDC® reserves the right, but does not assume any obligation to Customer (except with respect to the Suspension Notice), to take any of the actions described in this Section ‘Customer Responsibilities and Restrictions’.

Refund and Cancellation Policy

If an Order is terminated early by Customer pursuant to Section ‘Availability’ or ‘Refund and Cancellation Policy’, or by WatchMyDC® pursuant to Section ‘Indemnification’: (a) Customer shall not be obligated to pay any additional amounts specified in the Order following the effective date of termination and (b) WatchMyDC® will refund to the customer a pro-rata share of any unused amounts prepaid by Customer under the applicable Order for the Services on the basis of the remaining portion of the current Order Term (a “Pro-Rated Refund”). In all other cases, and regardless of whether Customer uses the Services at the levels reflected in the Orders or otherwise, Customer will not be entitled to a refund of Fees paid and any unpaid Fees outstanding will become immediately due and payable.

The term of this Agreement will continue through the expiration or earlier termination of the last Order to be in effect.

Subject to Section ‘Pricing and Fees’, WatchMyDC may terminate any Order upon written notice to Customer if Customer fails to pay any amount due under the Order, and such failure continues more than 15 days after WatchMyDC®’s delivery of written notice. In addition, either Party may terminate all Orders and this Agreement, effective on written notice to the other Party, if the other Party materially breaches this Agreement, and such breach (if capable of cure) remains uncured 30 days after the non-breaching Party provides the breaching Party with written notice of such breach.

Upon expiration or earlier termination of an Order: (a) subject to Section ‘Refund and Cancellation Policy’, all rights granted to Customer with respect to Services under such Order will terminate effective as of the effective date of termination; (b) subject to Section ‘Refund and Cancellation Policy’, WatchMyDC® will have no obligation to provide Services to Customer or Authorized Users after the effective date of the termination; and (c) Customer will, subject to Section ‘Refund and Cancellation Policy’, pay to WatchMyDC® any Fees payable for Customer’s and any Authorized User’s use of Services through the effective date of the termination, together with all other amounts in accordance with the Order and this Agreement.

If an Order is terminated early by Customer pursuant to Section ‘Availability’ or ‘Refund and Cancellation Policy’, or by WatchMyDC® pursuant to Section ‘Indemnification’: (a) Customer shall not be obligated to pay any additional amounts specified in the Order following the effective date of termination and (b) WatchMyDC® will refund to Customer a pro-rata share of any unused amounts prepaid by Customer under the applicable Order for the Services on the basis of the remaining portion of the current Order Term (a “Pro-Rated Refund”). In all other cases, and regardless of whether Customer uses the Services at the levels reflected in the Orders or otherwise, Customer will not be entitled to a refund of Fees paid and any unpaid Fees outstanding will become immediately due and payable.

Provided Customer has paid all amounts due under this Agreement, and subject to any applicable shorter Service Plan retention periods, for up to 30 days from the effective date of termination of this Agreement an Authorized User designated by Customer will be permitted to continue to access and download Customer Data that was accessible to Authorized Users through the Services immediately prior to termination. The designated Authorized User’s access and use will continue to be subject to the terms of this Agreement, provided the Authorized User shall not access or use the Services other than to download Customer Data.

The provisions set forth in this Agreement, and any other right or obligation of the Parties in this Agreement that, by its nature, should survive termination or expiration of this Agreement, will survive any expiration or termination of this Agreement.

Indemnification

Subject to Section ‘Indemnification’, WatchMyDC® agrees to defend, indemnify and hold harmless Customer, its Participating Affiliates (as defined in Section ‘Customer Affiliates’) and their employees, contractors, agents, officers, and directors (collectively, “Customer Indemnitees”), from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including without limitation attorneys’ fees) (collectively, “Losses”) arising out of or related to any legal claim, suit, action or proceeding (each, an “Action”) by a third party alleging use of the Services as permitted under this Agreement infringes such third party’s Finnish patent or copyright or misappropriates such third party’s trade secrets (each, a “Customer Infringement Claim”).

If the Services become, or in WatchMyDC®’s opinion are likely to become, the subject of a Customer Infringement Claim, WatchMyDC® may in its discretion and at its own expense: (a) obtain for Customer the right to continue using the Services; (b) modify the Services so that they no longer infringe or misappropriate; or (c) terminate this Agreement and all Orders and issue a Pro-Rated Refund. WatchMyDC® will have no obligation to indemnify Customer for a Customer Infringement Claim to the extent it arises from any of the following (collectively, “Customer-Controlled Matters”): (i) Customer’s Environment, including Connections to Customer Components, whether enabled through APIs, Ancillary Tools or otherwise; (ii) Account Data, Customer Data or Customer Credentials (including activities conducted with Customer Credentials), subject to WatchMyDC®’s Processing obligations under this Agreement; or (iii) use of the Services by Customer or an Authorized User in a manner that breaches an Order, Service Plan or this Agreement. SECTION ‘INDEMNIFICATION’ STATES WATCHMYDC’S ENTIRE LIABILITY AND CUSTOMER’S EXCLUSIVE REMEDIES FOR ANY CLAIM OF INTELLECTUAL PROPERTY RIGHTS INFRINGEMENT OR MISAPPROPRIATION.

Subject to Section ‘Indemnification’, Customer agrees to defend, indemnify and hold harmless WatchMyDC®, its Affiliates, and their employees, contractors, agents, officers, and directors (collectively, “WatchMyDC® Indemnitees”), from and against any and all Losses arising out of or related to any Action by a third party arising out of or relating to Customer-Controlled Matters.

A Customer Indemnitee or WatchMyDC® Indemnitee (each, an “Indemnitee”) seeking indemnification shall promptly notify the other Party (each, an “Indemnifying Party”), in writing of any Action for which it seeks indemnification pursuant to Section ‘Indemnification’ (as applicable) and cooperate with the Indemnifying Party at the Indemnifying Party’s expense. The Indemnifying Party shall promptly take control of the defense and investigation of such Action and shall employ counsel of its choice to handle and defend the same, at the Indemnifying Party’s expense. An Indemnitee may participate in and observe the proceedings at its own expense with counsel of its own choice. A Party’s failure to perform any obligations under this Section ‘Indemnification’ will not relieve the Indemnifying Party of its obligations under Section ‘Indemnification’ (as applicable) except to the extent that the Indemnifying Party can demonstrate that it has been materially prejudiced as a result of such failure. The Indemnifying Party shall not settle an Action without the Indemnitee’s written consent if such settlement shall require action or payment by the Indemnitee.

Third Parties

WatchMyDC® Analytics leverages the services of Amazon Web Services in the backend along with Payment Gateway services from Adyen. We host our data on AWS servers at their Stockholm data center. All traffic between the collector and AWS is encrypted using industry standards. We do not sell user data to other third parties for advertising purposes.

Limitations of Use

By using this website, you warrant on behalf of yourself, your users, and other parties you represent that you will not:

  1. modify, copy, prepare derivative works of, decompile, or reverse engineer any materials and software contained on this website;
  2. remove any copyright or other proprietary notations from any materials and software on this website;
  3. transfer the materials to another person or “mirror” the materials on any other server;
  4. knowingly or negligently use this website or any of its associated services in a way that abuses or disrupts our networks or any other service WatchMyDC® Analytics provides;
  5. use this website or its associated services to transmit or publish any harassing, indecent, obscene, fraudulent, or unlawful material;
  6. use this website or its associated services in violation of any applicable laws or regulations;
  7. use this website in conjunction with sending unauthorized advertising or spam;
  8. harvest, collect, or gather user data without the user’s consent; or
  9. use this website or its associated services in such a way that may infringe the privacy, intellectual property rights, or other rights of third parties.

Intellectual Property

The intellectual property in the materials contained in this website are owned by or licensed to WatchMyDC® Analytics and are protected by applicable copyright and trademark law. We grant our users permission to download one copy of the materials for personal, non-commercial transitory use.

This constitutes the grant of a license, not a transfer of title. This license shall automatically terminate if you violate any of these restrictions or the Terms of Service, and may be terminated by WatchMyDC® Analytics at any time.

Liability

Our website and the materials on our website are provided on an ‘as is’ basis. To the extent permitted by law, WatchMyDC® Analytics makes no warranties, expressed or implied, and hereby disclaims and negates all other warranties including, without limitation, implied warranties or conditions of merchantability, fitness for a particular purpose, or non-infringement of intellectual property, or other violation of rights.

In no event shall WatchMyDC® Analytics or its suppliers be liable for any consequential loss suffered or incurred by you or any third party arising from the use or inability to use this website or the materials on this website, even if WatchMyDC® Analytics or an authorized representative has been notified, orally or in writing, of the possibility of such damage.

In the context of this agreement, “consequential loss” includes any consequential loss, indirect loss, real or anticipated loss of profit, loss of benefit, loss of revenue, loss of business, loss of goodwill, loss of opportunity, loss of savings, loss of reputation, loss of use and/or loss or corruption of data, whether under statute, contract, equity, tort (including negligence), indemnity, or otherwise.

Because some jurisdictions do not allow limitations on implied warranties, or limitations of liability for consequential or incidental damages, these limitations may not apply to you.

Accuracy of Materials

The materials appearing on our website are not comprehensive and are for general information purposes only. WatchMyDC® Analytics does not warrant or make any representations concerning the accuracy, likely results, or reliability of the use of the materials on this website, or otherwise relating to such materials or on any resources linked to this website.

Links

WatchMyDC Analytics has not reviewed all of the sites linked to its website and is not responsible for the contents of any such linked site. The inclusion of any link does not imply endorsement, approval, or control by WatchMyDC® Analytics of the site. Use of any such linked site is at your own risk and we strongly advise you to make your own investigations with respect to the suitability of those sites.

Right to Terminate

We may suspend or terminate your right to use our website and terminate these Terms of Service immediately upon written notice to you for any breach of these Terms of Service.

Severance

Any term of these Terms of Service which is wholly or partially void or unenforceable is severed to the extent that it is void or unenforceable. The validity of the remainder of these Terms of Service is not affected.

Governing Law

These Terms of Service are governed by and construed in accordance with the laws of Finland. You irrevocably submit to the exclusive jurisdiction of the courts in that State or location.

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