Security and compliance are shared responsibilities between Hershey Software, and the customer
These Customer Terms of Service (the Customer Terms) describe your rights and responsibilities when using our online applications, productivity tools and platform (the Services).
Please read them carefully.
If you are a Customer (defined below), these Customer Terms govern your access and use of our Services. We are grateful you’re here.
First Things First These Customer Terms Form a Part
of a Binding Contract
These Customer Terms (or, if applicable, your written agreement with us) and any Order Form(s) (defined below) together form a binding contract between the customer and us.
We, our and us currently refer to Hershey Software.
Your Agreement On Behalf of Customer
If you purchase subscription(s), use our applications, access, login, or invite other users to that application, or use or allow use of that application after being notified of a change to these Customer Terms, you acknowledge your understanding of the then-current Contract and agree to the Contract on behalf of Customer.
Please make sure you have the necessary authority to enter into the Contract on behalf of Customer before proceeding.
Who is a Customer?
A customer is the organisation that you represent in agreeing to these terms and conditions. Customer can modify and re-assign roles on your team (including your role) and otherwise exercise its rights under the Contract.
If Customer elects to replace you as the representative with ultimate authority for the applications, we will provide you with notice following such election and you agree to take any actions reasonably requested by us or Customer to facilitate the transfer of authority to a new representative of Customer.
What This Means for Customer and for Us
Individuals authorised by Customer to access the Services (an Authorised User) may submit content or information to the Services, such as data, files, or images (Customer Data), and Customer may exclusively provide us with instructions on what to do with it. For example, Customer may provision or deprovision access to the Services, enable or disable third party integrations, manage permissions, retention and export settings, transfer or assign users.
Since these choices and instructions may result in the access, use, disclosure, modification or deletion of certain or all Customer Data, please feel free to contact support (email@example.com) for more information about these choices and instructions.
Customer will (a) inform Authorised Users of all Customer policies and practices that are relevant to their use of the Services and of any settings that may impact the processing of Customer Data; and (b) obtain all rights, permissions or consents from Authorised Users and other Customer personnel that are necessary to grant the rights and licenses in the Contract and for the lawful use and transmission of Customer Data and the operation of the Services.
Feedback is Welcome
The more suggestions our customers make, the better the Services become.
If Customer sends us any feedback or suggestions regarding the Services, there is a chance we will use it, so Customer grants us (for itself and all of its Authorised Users and other Customer personnel) an unlimited, irrevocable, perpetual, sublicensable, transferable, royalty-free license to use any such feedback or suggestions for any purpose without any obligation or compensation to Customer, any Authorised User or other Customer personnel.
If we choose not to implement the suggestion, please don’t take it personally. We appreciate it nonetheless.
Non-Hershey Software Products
Our Services include a platform that Customers, and third parties may use to develop applications and software that complement Customer’s use of the Services (each, a Non-Hershey Software Product).
THESE ARE NOT OUR SERVICES, SO WE DO NOT WARRANT OR SUPPORT NON-HERSHEY SOFTWARE PRODUCTS, AND, ULTIMATELY, CUSTOMER (AND NOT US) WILL DECIDE WHETHER OR NOT TO ENABLE THEM.
Customer and Authorised Users Use of the Services
Customer must comply with the Contract and ensure that its Authorised Users comply with the Contract and the User Terms. We may review conduct for compliance purposes, but we have no obligation to do so.
We aren’t responsible for the content of any Customer Data or the way Customer or its Authorised Users choose to use the Services to store or process any Customer Data.
The Services are not intended for and should not be used by anyone under the age of 13.
Customer must ensure that all Authorised Users are over 13 years old.
Customer is solely responsible for providing high speed internet service for itself and its Authorised Users to access and use the Services.
Our Removal Rights
If we believe that there is a violation of the Contract that can simply be remedied by Customer’s removal of certain Customer Data or Customer’s disabling of a Non-Hershey Software Product, we will, in most cases, ask Customer to take direct action rather than intervene. However, we may directly step in and take what we determine to be appropriate action, if Customer does not take appropriate action, or if we believe there is a credible risk of harm to us, the Services, Authorised Users, or any third parties.
Our Responsibilities Providing the Services
Customer isn’t the only one with responsibilities; we have some, too. We will (a) make the Services available to Customer and its Authorised Users as described in the Contract; and (b) not use or process Customer Data for any purpose without Customer’s prior written instructions; provided, however, that prior written instructions will be deemed to include use of the Services by Authorised Users and any processing related to such use or otherwise necessary for the performance of the Contract.
Be assured that (a) the Services will perform materially in accordance with our then-current policies and training procedures; and (b) we will not materially decrease the functionality of a Service during a subscription term. For any breach of a warranty in this section, Customer’s exclusive remedies are those described in the sections titled Termination for Cause and Effect of Termination.
Keeping the Services Available
For some of our Services, we also offer specific uptime commitments paired with credits, if we fall short. In those cases, the credits will serve as liquidated damages and will be Customer’s sole remedy for the downtime and related inconvenience.
For all Service plans, we will use commercially reasonable efforts to make the Services available 24 hours a day, 7 days a week, excluding planned downtime. We expect planned downtime to be infrequent but will endeavor to provide Customer with advance notice (e.g., through the Services), if we think it may exceed five (5) continuous minutes.
Ultimately Hershey Software, the company, will reflect the values of its employees. Thereby, we have constructed a core set of values by which we measure our success and by which we will build our team.
Customer must agree to inform us of any perceived ethical issues, violations or misconduct. Report any concerns with conduct, policies, and/or legal and regulatory requirements to firstname.lastname@example.org
Any concerns or issues you report will be treated seriously, fairly, and promptly.
Protecting Customer Data
The protection of Customer Data is a top priority for us so we will maintain administrative, physical, and technical safeguards at a level not materially less protective than as described in our policies and procedures. Those safeguards will include measures for preventing unauthorised access, use, modification, deletion and disclosure of Customer Data by our personnel.
Before sharing Customer Data with any of our third party service providers, we will ensure that the third party maintains, at a minimum, reasonable data practices for maintaining the confidentiality and security of Customer Data and preventing unauthorised access.
Customer (not us) bears sole responsibility for adequate security, protection and backup of Customer Data when in Customer’s or its representatives’ or agents’ possession or control or when Customer chooses to use insecure practices. We are not responsible for what Customer’s Authorised Users do with Customer Data. That is Customer’s responsibility.
The first point of contact for any technical problem or suspected security problem should be the Hershey Software Incident Team at email@example.com
The Hershey Software Family
We may leverage our employees, those of our corporate affiliates and third-party contractors (the Hershey Software Family) in exercising our rights and performing our obligations under the Contract. We will be responsible for the Hershey Software Family’s compliance with our obligations under the Contract.
Ownership and Proprietary Rights What’s Yours is Yours…
As between us on the one hand, and Customer and any Authorised Users on the other, Customer will own all Customer Data.
Subject to the terms and conditions of the Contract, Customer (for itself and all of its Authorised Users) grants us and the Hershey Software Family a worldwide, non-exclusive, limited term license to access, use, process, copy, distribute, perform, export and display Customer Data (a) to provide, maintain and improve the Services; (b) to prevent or address service, security, support or technical issues; (c) as required by law or as permitted by the Data Request Policy and (d) as expressly permitted in writing by Customer.
Customer represents and warrants that it has secured all rights in and to Customer Data from its Authorised Users as may be necessary to grant this license.
And What’s Ours is Ours
We own and will continue to own our Services, including all related intellectual property rights. We may make software components available, via app stores or other channels, as part of the Services.
We grant to Customer a non-sublicensable, non-transferable, non-exclusive, limited license for Customer and its Authorised Users to use the object code version of these components, but solely as necessary to use the Services and in accordance with the Contract and the User Terms.
All of our rights not expressly granted by this license are hereby retained.
Data Portability and Deletion
We are custodians of Customer Data.
During the term of a team’s subscriptions, Customer will be permitted to export or share certain Customer Data from the Services; provided, however, that because we have different products with varying features and Customer has different retention options, Customer acknowledges and agrees that the ability to export or share Customer Data may be limited or unavailable depending on the type of Services plan in effect and the data retention, sharing or invite settings enabled.
Following termination or expiration of a team’s subscriptions, we will have no obligation to maintain or provide any Customer Data and may thereafter, unless legally prohibited, delete all Customer Data in our systems or otherwise in our possession or under our control. The customer itself can initiate deletion.