Littledata Terms of Use

Last Updated 23rd February 2017

These Terms of Use (this “Agreement”) are entered into by Littledata Consulting Ltd (“Littledata“) and the entity executing this Agreement (“You”). This Agreement governs Your use of the Littledata service and reporting (the “Service”). BY COMPLETING THE REGISTRATION PROCESS, OR USING THE SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE REVIEWED AND ACCEPT THIS AGREEMENT AND ARE AUTHORIZED TO ACT ON BEHALF OF, AND BIND TO THIS AGREEMENT, THE OWNER OF THIS ACCOUNT.

Littledata may modify these terms or any additional terms that apply to the Service to, for example, reflect changes to the law or changes to the Service. You should look at the terms regularly. Littledata will post notice of modifications to these terms at blog.littledata.io/terms/. Changes will not apply retroactively and will become effective no sooner than 14 days after they are posted. If You do not agree to the modified terms for the Service, You should discontinue Your use of Littledata. No amendment to or modification of this Agreement will be binding unless (i) in writing and signed by a duly authorized representative of Littledata, (ii) You accept updated terms online, or (iii) You continue to use the Service after Littledata has posted updates to the Agreement or to any policy governing the Service.

In consideration of the foregoing, the parties agree as follows:

1. Definitions.

“Confidential Information” includes any proprietary data and any other information disclosed by one party to the other in writing and marked “confidential” or disclosed orally and, within five business days, reduced to writing and marked “confidential”. However, Confidential Information will not include any information that is or becomes known to the general public, which is already in the receiving party’s possession prior to disclosure by a party or which is independently developed by the receiving party without the use of Confidential Information.

“Customer Data” or “Google Analytics Data” means the data you collect, process or store using Google Analytics concerning the characteristics and activities of users of your web or app Property.

“Processing Software” means the server-side software and any upgrades, which analyzes the Customer Data and generates the Reports.

“Property” means any web page, app, or other property under Your control that sends data to Google Analytics.

“Report” means the resulting analysis shown at app.littledata.io

“Software” means the Littledata website, apps and processing software.

“Third Party” means any third party (i) to which You provide access to Your Account or (ii) for which You use the Service to collect information on the third party’s behalf.

Contract means a Littledata “Services Agreement”, “Order Form”, statement(s) of work and/or similar written agreement(s) executed by and between You and Littledata, online agreement(s) to which You have agreed by way of clicking to accept, and/or any other written agreement between You and Littledata for the Services, and any supplements, addenda, exhibits, schedules, and any amendments and/or renewals to any of the foregoing.

 

2. Fees.

For Littledata Pro services or Consulting you shall timely pay Littledata the Fees designated in the Contract(s). You agree to purchase the Services indicated in each applicable Contract for the Initial Term stated therein and any renewal terms. All recurring Fees (including without limitation, as applicable to the Contract(s): platform fees, support fees, are due and payable in advance, and all non-recurring Fees (e.g. pursuant to statement(s) of work) are due and payable on the effective date of the order unless otherwise stated in a particular statement of work. Fees not paid when due shall be subject to a late fee equal to the lesser of one and one half percent (1.5%) of the unpaid balance per month or the highest monthly rate permitted by applicable law. Littledata may, with or without notice, suspend access to the Services and/or terminate the Contract(s) if You are delinquent in paying all or any portion of the Fees. In the event that a Contract is terminated prior to the end of the Term for any reason other than an uncured material breach by Littledata, all committed fees for the Term shall become immediately due and owing in full.  In addition, You will be liable for any collection costs (including without limitation attorneys fees and other legal fees and expenses, collection agency fees and expenses, court costs, collection bonds, and reasonable staff costs at standard billing rates for time spent in efforts to collect) incurred by Littledata and/or its Agents to collect sums due and owing under the Contract(s).  After the Initial Term of a Contract or renewal thereof (as applicable), the Fees shall be subject to Littledata’s standard pricing changes.

 

3. Term and Termination.

The term of a Trial Account shall be as determined by Littledata in its sole discretion. The term of all other Contracts shall be the initial committed term indicated in the Contract(s) (the “Initial Term”) and all renewals (collectively referred to herein as the “Term”). Each Pro Contract will automatically renew for consecutive terms unless either party terminates the applicable Contract effective as of the end of the then-current term by notifying the other party in writing or email at least thirty (30) days prior to the end of then-current term. Littledata may in its sole discretion suspend Your access to the Services (or any portion thereof) and/or terminate the Contract(s): (a) should You fail to comply with a term or condition of the Contract(s), including without limitation these Terms of Use; (b) based on any conduct that Littledata believes is or may be directly or indirectly harmful to other users, to Littledata or its suppliers (including their respective systems and/or the Services); (c) based on any conduct that Littledata reasonably believes may be a violation of law, third party rights; and/or (d) in the event of any legal restriction imposed on You, Littledata, and/or its Suppliers with respect to provision of the Services. Littledata’s right to suspend or terminate Services as set forth in this Section shall not absolve You of any payment or indemnification obligations described herein or diminish any other right or remedy available to Littledata and/or its Suppliers. All terms and conditions set forth herein that should by their nature survive termination (including without limitation all provisions relating to payment, intellectual property, ownership, and indemnification) in order to be given full effect shall continue in full force and effect after any expiration or termination of the Contract(s).

4. Member Account and Security.

To register for the Service, You must complete the registration process by providing Littledata with permission to access (and in some cases modify) your Google Analytics data, along with your Google profile photo and e-mail address. You are solely responsible for any and all activities that occur under Your Account. You will notify Littledata immediately upon learning of any unauthorized use of Your Account or any other breach of security. Littledata’s (or its wholly-owned subsidiaries’) support staff may, from time to time, access your Google Analytics data or modify your setup in order to maintain or improve service, including to provide You assistance with technical issues.

We use your email to provide customer support, and infrequently promote new products and services to you (only from Littledata directly). You can opt out of these emails.

5. Confidentiality.

Neither party will use or disclose the other party’s Confidential Information without the other’s prior written consent except for the purpose of performing its obligations under this Agreement or if required by law, regulation or court order; in which case, the party being compelled to disclose Confidential Information will give the other party as much notice as is reasonably practicable prior to disclosing the Confidential Information.

6. Privacy.

Littledata will not share Your Customer Data with any third parties unless Littledata (i) has Your consent for sharing any Customer Data; (ii) provides Customer Data in an anonymised format in benchmarks for You and other subscribers to Littledata, and only in in a large enough aggregation (i.e. more than 10 Properties in a benchmark) so that Your Property performance cannot be inferred; (iii) concludes that it is required by law to do so; or (iv) provides Customer Data in certain limited circumstances to third parties to test new analytic methods or visualisations on Littledata’s behalf with strict restrictions that prevent the data from being used or shared except as directed by Littledata.

You will not pass information to Littledata via Google Analytics or other channels that Littledata could recognize as personally identifiable information. Sending personal information on your end customers to Google Analytics (for example, customer email addresses) is in breach of Google’s Terms of Service.

7. Publicity and Marketing

Littledata shall be permitted to line-list You as a customer and use Your standard logo for Littledata’s promotional and marketing use during the Term.

8. Indemnification.

To the extent permitted by applicable law, You will indemnify, hold harmless and defend Littledata and its wholly owned subsidiaries, at Your expense, from any and all third-party claims, actions, proceedings, and suits brought against Littledata or any of its officers, directors, employees, agents or affiliates, and all related liabilities, damages, settlements, penalties, fines, costs or expenses (including, reasonable attorneys’ fees and other litigation expenses) incurred by Littledata or any of its officers, directors, employees, agents or affiliates, arising out of or relating to (i) Your breach of any term or condition of this Agreement, (ii) Your use of the Service, (iii) Your violations of applicable laws, rules or regulations in connection with the Service, (iv) any representations and warranties made by You concerning any aspect of the Service, the Software or Reports to any Third Party; (v) any claims made by or on behalf of any Third Party pertaining directly or indirectly to Your use of the Service, the Software or Reports; (vi) violations of Your obligations of privacy to any Third Party; and (vii) any claims with respect to acts or omissions of any Third Party in connection with the Service, the Software or Reports. Littledata will provide You with written notice of any claim, suit or action from which You must indemnify Littledata. You will cooperate as fully as reasonably required in the defense of any claim. Littledata reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by You.

9. Third Parties.

If You use the Service on behalf of the Third Party or a Third Party otherwise uses the Service through Your Account, whether or not You are authorized by Littledata to do so, then You represent and warrant that (a) You are authorized to act on behalf of, and bind to this Agreement, the Third Party to all obligations that You have under this Agreement, (b) Littledata may share with the Third Party any Customer Data that is specific to the Third Party’s Properties, and (c) You will not disclose Third Party’s Customer Data to any other party without the Third Party’s consent.

10. Disclaimer of Warranties.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EXCEPT AS EXPRESSLY PROVIDED FOR IN THIS AGREEMENT, LITTLEDATA MAKES NO OTHER WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE AND NONINFRINGEMENT.

11. Limitation of Liability.

TO THE EXTENT PERMITTED BY APPLICABLE LAW, LITTLEDATA WILL NOT BE LIABLE FOR YOUR LOST REVENUES OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, EVEN IF LITTLEDATA OR ITS SUBSIDIARIES AND AFFILIATES HAVE BEEN ADVISED OF, KNEW OR SHOULD HAVE KNOWN THAT SUCH DAMAGES WERE POSSIBLE AND EVEN IF DIRECT DAMAGES DO NOT SATISFY A REMEDY. LITTLEDATA’S (AND ITS WHOLLY OWNED SUBSIDIARIES’ TOTAL CUMULATIVE LIABILITY TO YOU OR ANY OTHER PARTY FOR ANY LOSS OR DAMAGES RESULTING FROM CLAIMS, DEMANDS, OR ACTIONS ARISING OUT OF OR RELATING TO THIS AGREEMENT WILL NOT EXCEED $100 (USD).

12. Proprietary Rights Notice.

The Service, which includes the Software and all Intellectual Property Rights therein are, and will remain, the property of Littledata. All rights in and to the Software not expressly granted to You in this Agreement are reserved and retained by Littledata and its licensors without restriction, including, Littledata’s (and its wholly owned subsidiaries’) right to sole ownership of the Software and Documentation. Without limiting the generality of the foregoing, You agree not to (and not to allow any third party to): (a) sublicense, distribute, or use the Service or Software outside of the scope of the license granted in this Agreement; (b) copy, modify, adapt, translate, prepare derivative works from, reverse engineer, disassemble, or decompile the Software or otherwise attempt to discover any source code or trade secrets related to the Service; (c) rent, lease, sell, assign or otherwise transfer rights in or to the Software or the Service; (d) use, post, transmit or introduce any device, software or routine which interferes or attempts to interfere with the operation of the Service or the Software; (e) use the trademarks, trade names, service marks, logos, domain names and other distinctive brand features or any copyright or other proprietary rights associated with the Service for any purpose without the express written consent of Littledata; (f) register, attempt to register, or assist anyone else to register any trademark, trade name, serve marks, logos, domain names and other distinctive brand features, copyright or other proprietary rights associated with Littledata (or its wholly owned subsidiaries) other than in the name of Littledata (or its wholly owned subsidiaries, as the case may be); (g) remove, obscure, or alter any notice of copyright, trademark, or other proprietary right appearing in or on any item included with the Service; or (h) seek, in a proceeding filed during the term of this Agreement or for one year after such term, an injunction of any portion of the Service based on patent infringement.

13. Trademark Information; Copyrights.

Littledata, the Littledata hummingbird mark, the Littledata word mark, and other product and service names are trademarks of Littledata Consulting Ltd (collectively, the “Littledata Marks”). You agree not to remove any Littledata Marks or any copyright notices that are contained within and/or affixed to the Services (or any portion thereof) provided to You. Except with respect to the foregoing, You agree not to display or use in any manner the Littledata Marks without Littledata’s prior written permission. All Content within the Littledata website and Services are: Copyright 2014-2017. Littledata Consulting Ltd All rights reserved (as shall be deemed updated from year to year without need to amend these Terms of Service). Littledata is a registered trademark of Littledata Consulting Ltd in the United Kingdom.

14. Miscellaneous

Any notices to Littledata must be sent to: Littledata Consulting Ltd, 20 – 22 Wenlock Road, London N1 7GU, via first class or air mail or overnight courier, and are deemed given upon receipt. A waiver of any default is not a waiver of any subsequent default. You may not assign or otherwise transfer any of Your rights in this Agreement without Littledata’s prior written consent, and any such attempt is void. The relationship between Littledata and You is not one of a legal partnership relationship, but is one of independent contractors. This Agreement will be binding upon and inure to the benefit of the respective successors and assigns of the parties hereto. The following sections of this Agreement will survive any termination thereof: 1, 4, 5, 6 (except the last two sentences), 7, 8, 9, 10, 11, 12, 14, and 16.