Stoovo Location Intelligence

Stoovo Terms of Service

Last updated March 2024

 

These Terms of Service (“Terms“) are entered into between Stoovo INC, a Delaware company with its registered office at 415 Mission Street, Floor 37, San Francisco, CA 94105 (“Stoovo”), and the customer party listed on the Order Form to which these Terms are attached (“Customer“), being a person or entity that has agreed to be bound by such Order Form and these Terms.

These Terms apply to the Customer’s access to and use of Stoovo’s location intelligence solutions, including Stoovo API, Stoovo Maps, and any professional reports (“PRD Reports”), collectively referred to as “Stoovo Services,” and all related data, software, and tools.

I. About these Terms

    1. The Glossary in section II of these Terms defines words and phrases used throughout. 

II. Term and Termination

    1. These Terms (and Customer’s subscription to the Stoovo Services) commence upon the effective date of the first Order Form, and, unless earlier terminated in accordance with this section 2, will continue in full force and effect until the expiration of all Order Form Terms.  For each Order Form, unless otherwise specified therein, the Order Form Term shall begin as of the effective date set forth on such Order Form, and unless earlier terminated as set forth herein, (i) shall continue for the initial term specified on such Order Form (the Order Form Initial Term), and (ii) following the Order Form Initial Term, shall automatically renew for additional successive periods of equal duration to the Order Form Initial Term (each, an Order Form Renewal Term) unless either party notifies the other party of such party’s intention not to renew no later than thirty (30) days prior to the expiration of the Order Form Initial Term or then-current Order Form Renewal Term, as applicable.  
    2. Either party may terminate these Terms immediately by written notice if the other party:
      1. commits a material or persistent breach of these Terms that is either not capable of remedy or has not been remedied within ten (10) Business Days of written notice requiring the defaulting party to do so; or
      2. becomes insolvent or bankrupt, fails to pay its debts as they fall due or becomes subject to any form of insolvency action or administration that is not dismissed within 120 days.
    3. Without prejudice to Stoovo’s rights under section 2.2, Stoovo may immediately suspend Customer’s Stoovo account and/or access to the Stoovo Services if at any time Stoovo reasonably believes that such suspension is reasonably necessary to protect the integrity, security or performance of the Stoovo Services or Stoovo’s systems, or Stoovo’s Intellectual Property Rights, or those of Stoovo’s licensors, customers or partners.  Stoovo will endeavour to notify Customer where Stoovo takes any suspension action under this section 2.3.  Pending the outcome of Stoovo’s investigations, Stoovo may either restore Customer’s access to the Stoovo Services or terminate these Terms in accordance with section 2.2(a).  
    4. Upon termination or expiry of these Terms for any reason:
      1. the termination or expiry shall be without prejudice to either party’s accrued rights and remedies;
      2. all licenses and other rights of use granted (including Customer’s right to continue using any aspect of the Stoovo Services) under these Terms will immediately terminate;
      3. Customer must pay all Fees due within thirty (30) days of termination;
      4. if Customer requests within one (1) month of termination, Stoovo will remove or delete all Customer Data from Stoovo’s systems and certify in writing that Stoovo has done so;
      5. at the request of a party, promptly return or destroy all that party’s Confidential Information in the holder’s possession or control, and certify in writing that it has done so; and
      6. sections 2, 4, 5, 7, 8, 10, and 11, together with any other provisions that are by their nature intended to survive, will remain in effect.
    5. On termination or expiry of the license term, the Customer must permanently delete all Stoovo Data in its possession or control and certify (on request) to Stoovo that it has done so.  Customer must also permanently delete any Derived Data or other derivative forms of work formed from the use of the Stoovo Data.

III. Stoovo Services

    1. Stoovo will provide the Stoovo Services to Customer in accordance with these Terms and in a professional and workmanlike manner.
    2. Stoovo may make changes to the Stoovo Services from time to time (including features, functionality, interfaces or the composition of Stoovo Data), but such changes will not materially and adversely affect Customer’s use of the Stoovo Services in the aggregate.
    3. If Stoovo does not charge any Fees to Customer for use of the Stoovo Services, Customer acknowledges and agrees that Stoovo may impose limits on certain features and services or restrict Customer’s access to parts or all of the Stoovo Services and that Stoovo’s support and indemnification obligations shall not apply.
    4. The Stoovo Services rely on data, services and infrastructure supplied by third parties.  While Stoovo makes efforts to ensure that the Stoovo Services are available without interruption, Stoovo does not guarantee the uptime, availability or performance of the Stoovo Services, or availability or provision of particular Stoovo Data.  From time to time, Stoovo may also need to withdraw or limit access to the Stoovo Services to allow for maintenance and development to take place.  Where possible, Stoovo will provide Customer with reasonable prior notice, and schedule such maintenance or development outside peak times.  
    5. Additional ‘Special Terms’ apply to certain Stoovo Services.  Where we provide Customer with those Stoovo Services, Customer agrees to comply with those Special Terms as set out at https://stoovo.com/info/terms-of-use/.

IV. API Use and Restrictions:

  1. If Customer is authorized to use the API as part of Customer’s Plan, then Customer is permitted to:
    1. receive a subset of Stoovo Data in response to API requests that Customer makes in accordance with these Terms; and
    2. use, display, frame, transmit and make available that Stoovo Data solely in respect of Customer’s own internal business use, products and services, strictly in accordance with any restrictions set out in these Terms.
  2. If Customer has subscribed to a Developer Plan or a complimentary Plan, then Customer’s right to use any Stoovo Data is limited to internal use for the purposes of testing combinations of the Stoovo Data with Customer’s own products and datasets, provided that Customer will not use any Stoovo Data, or any data or information that results from such testing, for Commercial Use unless and until Customer has subscribed to a (paid) Premium Plan.
  3. In addition to any conditions and restrictions set out elsewhere in these Terms, Customer must not:
    1. cache, store, download, scrape, or retain a copy of or a method of accessing (other than via the API token that Stoovo has issued to Customer) any Stoovo Data in any form or format, unless otherwise agreed with us in writing;
    2. use the API or any Stoovo Data to create any derivative works except as expressly permitted by Stoovo in writing;
    3. use the API or any Stoovo Data for any website, product, application or service that attempts to replace or replicate any functionality or user experience of Stoovo’s products or services, or those of Stoovo’s data suppliers, without Stoovo’s prior written consent
    4. use the API or any Stoovo Data for any unlawful, infringing or offensive purpose, or for any application that constitutes or is used in connection with spyware, adware or other malicious programs or code;
    5. sell, rent, lease or sub-license access to the API or Stoovo Data, without Stoovo’s prior written consent;
    6. amend, distort or modify the API;
    7. attempt to exceed or circumvent any limits to request rates or frequency that Stoovo may set in Stoovo’s sole discretion from time to time;
    8. use the API in a manner that impacts the stability of Stoovo’s platform, systems or services, or that of any other application(s) using the API; o
    9. use or display (or authorise or facilitate any other person to use or display) any Stoovo Data on any ticketing or ticketing reseller platform.
  4. Customer will be issued with an API token specific to Customer’s organization.  Customer agrees that the API token is Stoovo’s Confidential Information and Customer must not share or disclose Customer’s API token with anyone outside of Customer’s organization.  Stoovo reserves the right to revoke Customer’s API token if Stoovo suspects any unauthorized use.
  5. Stoovo may make changes to the API from time to time and without notification.

V. Access and use restrictions

    1. Customer agrees that Customer will use the Stoovo Services, and any Stoovo Data that Customer may access in the course of using the Stoovo Services, solely for the Permitted Use, in accordance with these Terms, each applicable Order Form and all applicable laws.  
    2. Customer acknowledges that Stoovo has expended significant resources gathering, assembling, and compiling the Stoovo Data, and that the Stoovo Data is the valuable property of Stoovo.  Customer further acknowledges that any Stoovo Data provided to it under this Agreement is an original compilation protected by various copyright laws around the world, and comprises and contains the trade secrets of Stoovo.  Based on those acknowledgements, and subject to all other restrictions set out in this Agreement, Stoovo grants to Customer a non-exclusive, limited, personal, non-sublicensable, non-transferable, revocable license during the Term to use the Stoovo Data solely for the Permitted Use.  The licence granted to Customer under this section 4.2 is referred to as the “Data License”.
    3. Customer will be issued access credentials that are specific and exclusive to Customer’s organization and Customer is responsible for keeping Customer’s access credentials confidential and secure and Customer must not share them with anyone outside of Customer’s organization.  If Customer believes that Customer’s access credentials have been compromised or misused in any way, Customer must promptly notify Stoovo so that Stoovo can cancel them and issue Customer with new access credentials.  
    4. Customer is responsible for all use and activity of Customer’s Users in using the Stoovo Services, and all use and activity carried out using Customer’s access credentials. Customer agrees to comply with any limitations on the number of Users that may be set forth on Customer’s Service Plan.
    5. Customer must not, and Customer will ensure that Customer’s Users do not, unless prior written approval is given by Stoovo:
      1. attempt to undermine the security of any part of the Stoovo Services or use them in a manner which may impair their functionality;
      2. attempt to copy, modify, adapt, translate, duplicate, create derivative works from, frame, mirror, republish, dispose of, download, display, transmit, make available or distribute all or any portion of the Stoovo Services (as applicable) or any Stoovo Data in any form or media or by any means to any person;
      3. circumvent any mechanisms intended to limit Customer’s use of or access to components of the Stoovo Services or Stoovo Data, or remove any proprietary or copyright marks or statements therefrom;
      4. attempt to reverse compile or decompile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Stoovo Services or the Stoovo Data (except to the limited extent expressly authorized by applicable statutory law);
      5. combine, cross tabulate, index, model or in any way use the Stoovo Data with any other data or software programs provided from any other source, or with any other data without Stoovo’s prior written consent;
      6. access all or any part of the Stoovo Services or Stoovo Data in order to build a product or service which competes with Stoovo’s products or services;
      7. use the Stoovo Services or Stoovo Data in any way that would constitute a breach of Stoovo’s Intellectual Property Rights or a third party’s rights;
      8. use any data mining, gathering or extraction tools in connection with the Stoovo Services or Stoovo Data without Stoovo’s prior written consent; or
      9. licence, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make the Stoovo Services or Stoovo Data available to any third party.
    6. Customer will use all reasonable endeavours to prevent any unauthorized access to, or use of, the Stoovo Services and, in the event of any such unauthorized access or use, promptly notify Stoovo.
    7. Where stated in the Order Form that the Customer has selected one or more Permitted Use Extensions, then the following terms apply (as applicable to Customer’s selection(s)):
      1. Data Analysis:  Customer may undertake Data Analysis on stored Stoovo Data (where storage has been authorized by Stoovo).  “Data Analysis” means, in respect of the Stoovo Data, the performance of any analysis, modelling, inspection, reasoning or other application of data science processes or tools, for the purposes of generating insights, reports, conclusions or other information.
      2. Data Enrichment:  Customer may use stored Stoovo Data (where storage has been authorized by Stoovo) to create Derived Data; and publish, display or use that Derived Data within its Approved Application(s).

VI. Intellectual Property

    1. All right, title and interest (including all Intellectual Property Rights) in the Stoovo Services, Stoovo Data, and the platform, software and systems used to deliver the Stoovo Services remain owned by Stoovo and/or Stoovo’s third party licensors.  This includes any improvements made from time to time and any anonymous, aggregate usage data relating to Customer’s use of the Stoovo Services.  Customer may (but is not obligated to) provide suggestions, comments or other feedback to Stoovo with respect to the Stoovo Services (Feedback).  Stoovo acknowledges and agrees that all Feedback is provided ‘AS IS’ and without warranty of any kind.  Customer shall, and hereby do, grant to Stoovo a non-exclusive, worldwide, perpetual, irrevocable, transferable, sublicensable, royalty-free, fully paid up license to use and exploit the Feedback for any purpose.
    2. Subject to section 4.1 herein, Stoovo grants to Customer a non-exclusive, limited, personal, non-sublicensable, non-transferable, revocable right and license to internally access and use the Stoovo Services. Customer’s use of the Stoovo Services does not grant or transfer any rights, title or interest to Customer in relation to the Stoovo Services or Stoovo Data.  Customer’s only right under these Terms is to access and receive the Stoovo Services that Customer has subscribed to, which includes an ability to view the Stoovo Data.  
    3. All Intellectual Property Rights in Stoovo Data remain vested in Stoovo and Stoovo’s licensors, and Customer’s rights are limited to viewing and (solely to the extent permitted under the Permitted Use) using the Stoovo Data strictly in accordance with the terms of the Data License and these Terms.  If Customer is granted access to the API, then notwithstanding the foregoing, Customer may access and use the Stoovo Data via the API in accordance with the API Use and Restrictions set out in section 3.6.   
    4. Customer remains the owner of all Intellectual Property Rights in any Customer Data that Customer makes available to Stoovo, and (subject to section 5.5) grants to Stoovo a worldwide, non-exclusive, irrevocable, royalty-free, transferable license to use, store, copy, modify, make available and communicate the Customer Data for the limited purpose of performing Stoovo’s obligations under these Terms.
    5. Each party (Indemnitor) shall defend, indemnify, and hold harmless the other party, its Affiliates (as defined herein) and each of its and its Affiliates’ employees, contractors, directors, suppliers and representatives (collectively, the Indemnitee) from all liabilities, claims, and expenses paid or payable to an unaffiliated third party (including reasonable attorneys’ fees) (Losses), that arise from or relate to any claim that (i) the Customer Data or Customer’s use of the Stoovo Services or Stoovo Data (in the case of Customer as Indemnitor), or (ii) the Stoovo Services (in the case of Stoovo as Indemnitor), infringes, violates, or misappropriates any third party Intellectual Property Right or violates any applicable laws, rules or regulations (including but not limited to pricing discrimination and antitrust laws).  Each Indemnitor’s indemnification obligations hereunder shall be conditioned upon the Indemnitee providing the Indemnitor with: (i) prompt written notice of any claim (provided that a failure to provide such notice shall only relieve the Indemnitor of its indemnity obligations if the Indemnitor is materially prejudiced by such failure); (ii) the option to assume sole control over the defense and settlement of any claim (provided that the Indemnitee may participate in such defense and settlement at its own expense); and (iii) reasonable information and assistance in connection with such defense and settlement (at the Indemnitor’s expense).  The foregoing obligations of Stoovo do not apply with respect to the Stoovo Services or any information, technology, materials or data (or any portions or components of the foregoing) to the extent (i) not created or provided by Stoovo (including without limitation any Customer Data), (ii) made in whole or in part in accordance to Customer’s specifications, (iii) modified after delivery by Stoovo, (iv) combined with other products, processes or materials not provided by Stoovo (where the alleged Losses arise from or relate to such combination), (v) where Customer continues allegedly infringing activity after being notified thereof or after being informed of modifications that would have avoided the alleged infringement, or (vi) Customer’s use of the Stoovo Services is not strictly in accordance herewith.

VII. Fees and Payment

    1. All Fees are stated exclusive of all taxes or duties payable in respect of the products or services supplied under these Terms in the jurisdiction where the payment is either made or received. To the extent that any such taxes or duties are payable by Stoovo in the jurisdiction in which Customer makes payment, Customer must pay to Stoovo the amount of such taxes or duties in addition to any Fees owed under these Terms.

VIII. Disclaimer

    1. THE Stoovo SERVICES ARE PROVIDED ‘AS IS’ AND Stoovo GIVES NO WARRANTY OR REPRESENTATION REGARDING THE Stoovo SERVICES, INCLUDING WARRANTIES THAT THEY WILL BE TIMELY, ACCURATE, AVAILABLE, OF A CERTAIN QUALITY, FREE FROM BUGS, DEFECTS, ERRORS OR VIRUSES, OR AS TO THE SPECIFIC RESULTS OR OUTCOME THAT MAY ARISE FROM CUSTOMER’S USE OF THE Stoovo SERVICES.  WITHOUT LIMITING THE FOREGOING, Stoovo DOES NOT WARRANT THAT THE Stoovo SERVICES WILL MEET CUSTOMER’S REQUIREMENTS OR THAT THEY WILL BE SUITABLE FOR ANY PARTICULAR PURPOSE. TO AVOID DOUBT, ALL IMPLIED CONDITIONS OR WARRANTIES ARE EXCLUDED IN SO FAR AS IS PERMITTED BY LAW, INCLUDING (WITHOUT LIMITATION) WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
    2. Stoovo DOES NOT ACCEPT ANY LIABILITY IN RESPECT OF THIRD PARTY DATA OR OTHER CONTENT AVAILABLE VIA THE Stoovo SERVICES.  
    3. ALTHOUGH Stoovo IMPLEMENTS SECURITY MEASURES TO HELP PROTECT Stoovo SYSTEMS, CUSTOMER ACKNOWLEDGES AND AGREES THAT USE OF THE Stoovo SERVICES INVOLVES TRANSMISSION OF DATA OVER NETWORKS THAT ARE NOT OWNED, OPERATED OR CONTROLLED BY Stoovo.  Stoovo IS NOT RESPONSIBLE FOR ANY DATA THAT IS LOST, CORRUPTED, INTERCEPTED, MODIFIED OR STORED ACROSS SUCH NETWORKS.  CUSTOMER ACKNOWLEDGES AND AGREES THAT, TO THE EXTENT PERMITTED BY LAW, Stoovo CANNOT GUARANTEE THAT THE SECURITY MEASURES WILL BE ERROR-FREE, THAT TRANSMISSIONS OF DATA WILL ALWAYS BE SECURE OR THAT Stoovo’S SECURITY MEASURES (OR THOSE OF Stoovo’S THIRD PARTY SERVICE PROVIDERS) WILL ALWAYS BE INCAPABLE OF BEING HACKED OR CIRCUMVENTED BY UNAUTHORIZED THIRD PARTIES.

IX. Limitation of liability

    1. EXCEPT FOR THE PARTIES’ INDEMNIFICATION OBLIGATIONS, EACH PARTY’S MAXIMUM AGGREGATE LIABILITY UNDER OR IN CONNECTION WITH THESE TERMS OR THE Stoovo SERVICES, WHETHER ARISING IN CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY, SHALL IN NO EVENT EXCEED THE AMOUNT EQUAL TO THE FEES PAYABLE BY CUSTOMER UNDER THESE TERMS IN THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO A CLAIM HEREUNDER.
    2. SUBJECT TO SECTION 8.3, NEITHER PARTY WILL BE LIABLE TO THE OTHER PARTY FOR:
      1. LOSS OF PROFIT, LOSS OF REVENUE, LOSS OF DATA, LOSS OF BUSINESS OPPORTUNITY, LOSS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES OR DAMAGE TO GOODWILL; OR
      2. ANY INDIRECT, INCIDENTAL, PUNITIVE, CONSEQUENTIAL OR SPECIAL LOSS OR DAMAGE.
    3. SECTIONS 8.1 AND 8.2 SHALL NOT LIMIT EITHER PARTY’S LIABILITY:
      1. TO PAY ANY AMOUNT DUE UNDER SECTION 6;
      2. FOR BREACH OF SECTION 4.5; OR
      3. WHEN SUCH LIABILITY MAY NOT BE LIMITED BY APPLICABLE LAW.

X. Support Services 

    1. During the Term, Stoovo will provide support by: 
      1. monitoring performance and operation of the Stoovo Services;
      2. carrying out regular security checks on Stoovo’s systems and software; and
      3. responding to support requests logged by Customer in accordance with section 9.2 below where the Stoovo Services are failing to perform as intended (an Incident). 
    2. Upon discovery of an Incident, Customer may contact the Stoovo Support Desk 24 hours a day, seven days a week by the following means or by any other means Stoovo may advise from time to time:
      1. Telephone: 6697778900
      2. Email:   hello@stoovo.com
    3. The Support Desk will respond to any action support requests logged in accordance with section 9.2 during the hours of 9am to 5pm Pacific Time on Business Days (Support Hours).
    4. Stoovo will assign a priority based on the urgency and impact of the Incident on Customer as reasonably determined by Stoovo.
    5. Should an immediate resolution or workaround not be available following initial consultation with the Service Desk, Stoovo will forward the issue to the appropriate production support groups.
    6. Stoovo will update Customer as appropriate on progress during the resolution, and will ask for confirmation from Customer that the Stoovo Services have been restored to normal operation once resolution work has been completed.
    7. Stoovo will endeavour to respond to all support requests logged with the Service Desk within one Business Day.
    8. Stoovo has no obligation to provide support in respect of any Incidents or other issues concerning or arising from:
      1. any systems or infrastructure used by Customer and not provided by Stoovo;
      2. improper or unauthorized use of the Stoovo Services;
      3. failure to comply with these Terms or directions issued by Stoovo; or
      4. any third party data, systems or services.

XI. General

    1. No amendment to these Terms will be effective unless it is in writing and agreed to by the parties.
    2. Neither party may assign or transfer any of its rights or obligations hereunder without the other party’s prior written consent (not to be unreasonably withheld), provided that either party may assign all of its rights and obligations hereunder without such consent to a successor-in-interest in connection with a sale of substantially all of such party’s business relating to this Agreement.  Notwithstanding the foregoing, Stoovo may assign all of its rights and obligations hereunder without such consent to any entity that directly or indirectly controls, is controlled by, or is under common control with Stoovo, where ‘control’ means the ownership of, or the power to vote, at least fifty percent (50%) of the voting stock, shares or other equity interests of the equity, or the effective ability to control the management and direction of the entity (Affiliate).
    3. Neither party will disclose the other party’s Confidential Information to any person, or use such Confidential Information for any purpose other than to perform these Terms.  Notwithstanding the foregoing, either party may disclose any of the other party’s Confidential Information with the other party’s prior written consent or if and to the extent disclosure is required by law (provided that the disclosing party gives the other party notice of the requirement as soon as practicable before such disclosure is made).
    4. Any notice to be served under these Terms must be given in writing and sent to the following address(es):
      1. for notices to be delivered to Customer, to the address Customer nominates at the time of first subscribing to the Stoovo Services or to the email provided in the Order From (or as Customer notifies Stoovo from time to time); and
      2. for notices to be delivered to Stoovo, by post to Stoovo Inc,610 east weddell drive unit 338 Sunnyvale California 94089 or an email copy to hello@Stoovo.com.
      3. Notices are deemed delivered on the next Business Day after sending by email (unless the sender has been notified of a delivery failure) and three Business Days after sending by post.
    5. These Terms constitute the entire agreement of the parties and supersede all prior agreements, arrangements, understandings and representations (whether oral or written) given by or made between the parties, relating to the matters dealt with in these Terms.
    6. A party shall not be liable for any breach of these Terms (other than in respect of an obligation to pay any Fees) to the extent such breach is due to events or circumstances beyond its reasonable control.
    7. Each party shall, at its own expense, promptly sign and deliver any documents, and do all things, which are reasonably required to give full effect to the provisions of these Terms.
    8. The rights and remedies provided in these Terms are cumulative and not exclusive of any rights or remedies provided by these Terms or law.
    9. If any provision of these Terms is illegal, invalid or unenforceable, that provision shall be read down to the extent necessary to make it legal, valid and enforceable.
    10. A waiver of a right under these Terms is ineffective unless it is in writing.
    11. No agency, partnership, joint venture, or employment relationship is created as a result of this Agreement and neither party has any authority of any kind to bind the other in any respect.
    12. These Terms are governed by and construed in accordance with the laws of the State of California, excluding its conflicts of law rules, and the parties irrevocably submit to the exclusive jurisdiction and venue in the state and federal courts located in San Francisco, CA.  Any dispute arising from or relating to the subject matter of this Agreement shall be finally settled by arbitration in San Francisco, California, using the English language in accordance with the Arbitration Rules and Procedures of Judicial Arbitration and Mediation Services, Inc. (JAMS) then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes, who shall be selected from the appropriate list of JAMS arbitrators in accordance with the Arbitration Rules and Procedures of JAMS.  Judgment upon the award so rendered may be entered in a court having jurisdiction or application may be made to such court for judicial acceptance of any award and an order of enforcement, as the case may be.  Notwithstanding the foregoing, Stoovo may bring a claim for equitable relief in any court with proper jurisdiction.  In any action or proceeding to enforce rights under this Agreement, the prevailing party shall be entitled to recover costs and attorneys’ fees.  
    13. Customer acknowledges and agrees that Stoovo may use Customer’s name and logo to identify Customer as a customer of Stoovo in marketing and promotional materials on written approval of Customer.  

 

XII. Glossary

In these Terms:

  • API means the application programming interface Stoovo makes available for the purposes of accessing Stoovo Data. 
  • Business Day means any day other than a Saturday, a Sunday or a federal or California state holiday.
  • Commercial Use means the use of any Stoovo Data or Stoovo Services for the purpose of generating income or revenue of any kind, whether directly or indirectly. 
  • Confidential Information means information disclosed by a party under or in connection with these Terms that is marked as confidential or which might reasonably be expected to be confidential in nature and, in respect of Stoovo, includes the Stoovo Data.
  • Customer Data means any data input entered by Customer or a User when using the Stoovo Services and which is then stored and/or processed by Stoovo (for example, any customer bookings or transactional data).
  • Data License means the licence granted to the Customer in respect of the Stoovo Data pursuant to section 4.2.
  • Derived Data means any data set, work or other material work created by the translation, enhancement, adaptation, arrangement, modification, application of algorithm or formulae, or any other alteration of the Stoovo Data or combination with other data, whether or not it can be traced back to the Stoovo Data.
    • Fees means the amounts payable by Customer for use of the Stoovo Services.
  • Intellectual Property Rights means all intellectual property rights whether conferred by statute, at common law or in equity, including all copyright, rights in relation to inventions, trade secrets and know how, rights in relation to designs, rights in relation to trademarks, business names and domain names.
  • Permitted Use means: (a) the confidential internal use of Stoovo Data in connection with Customer’s own business, subject always to the restrictions in section 4 of these Terms; and (b) any Permitted Use Extension(s) expressly agreed in writing in an Order Form duly executed by both Customer and Stoovo, subject to the restrictions set out in section 4.7 of these Terms and/or the Order Form.
  • Stoovo Data means any data, insights, analysis, conclusions, predictions, indexing or other information made available to Customer by Stoovo in the course of providing the Stoovo Services, and includes any stored or cached Stoovo Data. 
    • Stoovo Services has the meaning given in the opening paragraph of these Terms. 
  • Term means the Order Form Initial Term and any Order Form Renewal Terms. 
  • User means any individual to whom Customer has given access to the Stoovo Services, even if Customer did not authorize such use.