Terms and Conditions

Read this agreement before using Coney's services. By accessing or using Coney's identity management software or services offering, you (the “Customer”) signify acceptance of and agree to the terms and conditions of this agreement. If you do not agree to the terms and conditions of this agreement, do not access or use the services.

Definitions:

This agreement ("Agreement") is made and entered into by and between:

• Coney (referred to as "Coney")
• Customer (referred to as "Customer")
• "Application" or "Services" refers to the web application available at the domain coney.app, provider of the Saas Services
• "SaaS Services" refer to the specific Coney's internet-accessible service identified in a Schedule that provides use of Coney's identity/access management Software that is hosted by Coney or its services provider and made available to Customer over a network on a term-use basis.
• "Subscription Term" shall mean that period specified in a Subscription Plan during which Customer will have on-line access and use of the Software through Coney's SaaS Services. The Subscription Term shall renew for successive periods unless the Customer cancels the renewal of the Subscription plan at least 1 days prior to the Renewal Date of the then-current Subscription Term.
• "Renewal Date" shall mean the date on which the Subscription Term is scheduled to renew.

Effective Date:

This Agreement becomes effective on the date it is signed by both parties during the account registration process (the "Effective Date").

Description of the Services:

Coney agrees to provide the SAAS Services through the Application to Customer. Customer acknowledges that this Agreement is a services agreement and Coney will not be delivering copies of the Software to Customer as part of the SaaS Services.

Account registration

To use the SaaS Services, Customers must register or create a Customer account, providing all required data or information in a complete and truthful manner. Failure to do so will cause unavailability of the Service.

Customers are responsible for keeping their login credentials confidential and safe. For this reason, Customers are also required to choose passwords that meet the highest standards of strength permitted by this Application.

Customers are required to immediately and unambiguously inform the Owner via the contact details indicated in this document, if they think their personal information, including but not limited to Customer accounts, access credentials or personal data, have been violated, unduly disclosed or stolen.

Restrictions:

Customer shall not, and shall not permit anyone to: 1. Copy or republish the SaaS Services or Software 2. Make the SaaS Services available to any person other than authorized Customers 3. Use or access the SaaS Services to provide service bureau, time-sharing or other computer hosting services to third parties 4. Modify or create derivative works based upon the SaaS Services or Documentation 5. Temove, modify or obscure any copyright, trademark or other proprietary notices contained in the software used to provide the SaaS Services or in the Documentation 6. Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Software used to provide the SaaS Services, except and only to the extent such activity is expressly permitted by applicable law 7. Access the SaaS Services or use the Documentation in order to build a similar product or competitive product. Subject to the limited licenses granted herein, Coney shall own all right, title and interest in and to the Software, services, Documentation, and other deliverables provided under this SaaS Agreement, including all modifications, improvements, upgrades, derivative works and feedback related thereto and intellectual property rights therein. Customer agrees to assign all right, title and interest it may have in the foregoing to Coney.

Pricing and Payment:

1. Customer agrees to pay Coney the agreed amount for the SAAS Services based on the pricing plan selected.
2. Payment terms can vary from one-time payment to monthly or yearly payment as chosen by the Customer.

Cancellation and Refund Policy:

1. Suspension for Non-Payment: Coney reserves the right to suspend delivery of the SaaS Services if payment is not received on the Renewal Date of the current Subscription Term. Coney will restore the SaaS Services upon receipt of payment.

Data Ownership and Security:

1. Customer retains all right, title, and interest in their data.
2. Coney agrees to take reasonable measures to protect customer data from unauthorized access or disclosure.
3. Coney shall not use customer data for any purpose other than providing the SAAS Services.

Term and Termination:

1. The term of this SaaS Agreement shall begin on the Effective Date and shall continue until terminated by either party as outlined in this Section.
2. Either party may terminate this Agreement with a written notice before the end of the term.
3. Upon termination, Customer's data will be deleted and removed from the Application.
4. Coney reserves the right to cancel or suspend access to the SAAS Services if the Customer violates any of the terms of this Agreement.

Confidentiality:

Both parties agree to keep confidential any non-public information disclosed during the term of this Agreement.

Customer Responsibilities

1. Customer agrees to provide Coney with the information required to set up the SAAS Services.
2. Customer agrees to provide Coney with information about any bugs, errors, or other issues with the SAAS Services if required by the Coney to resolve the issue.
3. Compliance with Laws. Customer shall comply with all applicable local, state, national and foreign laws in connection with its use of the SaaS Services, including those laws related to data privacy, international communications, and the transmission of technical or personal data. Customer acknowledges that Coney exercises no control over the content of the information transmitted by Customer through the SaaS Services. Customer shall not upload, post, reproduce or distribute any information, software or other material protected by copyright, privacy rights, or any other intellectual property right without first obtaining the permission of the owner of such rights.
4. Unauthorized Use, False Information. Customer shall: (a) notify Coney immediately of any unauthorized use of any password or Customer id or any other known or suspected breach of security, (b) report to Coney immediately and use reasonable efforts to stop any unauthorized use of the SaaS Services that is known or suspected by Customer or any Identity Cube Customer, and (c) not provide false identity information to gain access to or use the SaaS Services.
5. Customer agree to be fully responsible for all activities that occur under their Customername and password
6. Coney shall not be liable for any loss of data or functionality caused directly or indirectly by the Customer acting.
7. License from Customer. Subject to the terms and conditions of this SaaS Agreement, Customer shall grant to Coney a limited, non-exclusive and non-transferable license, to copy, store, configure, perform, display and transmit Customer Content solely as necessary to provide the SaaS Services to Customer.

General Provisions:

1. Non-Exclusive Service. Customer acknowledges that SaaS Services is provided on a non-exclusive basis. Nothing shall be deemed to prevent or restrict Coney's ability to provide the SaaS Services or other technology, including any features or functionality first developed for Customer, to other parties.
2. Personal Data. Customer hereby acknowledges and agrees that Coney's performance of this SaaS Agreement may require Coney to process, transmit and/or store Customer personal data or the personal data of Customer to third parties. By submitting personal data to Coney, Customer agrees that Coney and third parties may process, transmit and/or store personal data only to the extent necessary for, and for the sole purpose of, enabling Coney to perform its obligations to under this SaaS Agreement. In relation to all Personal Data provided by or through Customer to Coney, Customer will be responsible as sole Data Controller for complying with all applicable data protection or similar laws such as EU Directive 95/46/EC and laws implementing that Directive that regulate the processing of Personal Data and special categories of data as such terms are defined in that Directive. Customer agrees to obtain all necessary consents and make all necessary disclosures before including Personal Data in Content and using the Enabling Software and Coney SaaS. Customer confirms that Customer is solely responsible for any Personal Data that may be contained in Content, including any information which any Coney SaaS Customer shares with third parties on Customer’s behalf. Customer is solely responsible for determining the purposes and means of processing Customer Personal Data by Coney under this Agreement, including that such processing according to Customer’s instructions will not place Coney in breach of applicable data protection laws. Prior to processing, Customer will inform Coney about any special categories of data contained within Customer Personal Data and any restrictions or special requirements in the processing of such special categories of data, including any cross border transfer restrictions. Customer is responsible for ensuring that the Coney SaaS meets such restrictions or special requirements. Coney to process any Personal Data that meets the requirements set forth in this Section according to these Terms of Use.
3. Coney Personal Data Obligations. In performing the SaaS Services, Coney will comply with the Coney Services Privacy Policy, which is available at https://coney.app/contracts/terms_conditions and incorporated herein by reference. The Coney Services Privacy Policy is subject to change at Coney's discretion; however, Coney policy changes will not result in a material reduction in the level of protection provided for Customer data during the period for which fees for the services have been paid. The services policies referenced in this SaaS Agreement specify our respective responsibilities for maintaining the security of Customer data in connection with the SaaS Services. Coney reserves the right to provide the SaaS Services from Host locations, and/or through use of subcontractors, worldwide. Coney will only process Customer Personal Data in a manner that is reasonably necessary to provide SaaS Services and only for that purpose. Coney will only process Customer Personal Data in delivering Coney SaaS. Customer agrees to provide any notices and obtain any consent related to Coney's use of the data for provisioning the SaaS Services, including those related to the collection, use, processing, transfer and disclosure of personal information. Customer shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness and retains ownership of all of Customer data.

Limitations of Liability:

Coney shall not be liable for any failure or delay in performing its obligations or Services due to a cause beyond its reasonable control, and without its fault or negligence, including without limitation, acts of God, strikes, lockouts, riots, acts of terrorism or war, epidemics, communication line failures, and power failures.

Governing Law and Jurisdiction:

This Agreement shall be governed by and construed in accordance with the laws of (enter jurisdiction). Any disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of (enter jurisdiction).

Entire Agreement:

This Agreement constitutes the entire agreement between the parties and supersedes any prior agreements or understandings.

Signatures: Both parties hereby agree to the terms and conditions set forth in this Agreement by signing below: