Last Updated: Sept 15, 2023
END USER LICENSE AGREEMENT / DATA POLICY (“Data Policy”)
This Data Policy (formerly referred to as an End User License Agreement) governs Customer’s use of all Convrg Innovations Inc. products. (Convrg Innovations Inc. together with its subsidiaries and affiliates, and its, and each of their directors, officers, employees, and third party service providers and consultants, collectively “Convrg”).
When this policy refers to the “Customer” that term means any party that purchases or uses Convrg products or services.
Convrg may, from time to time amend or modify this Data Policy, in which case, it will notify Customer by electronic means.
CONVRG OWNED HARDWARE
Convrg products may be delivered with certain hardware that collects, stores and transmits data, all of which hardware shall remain the property of Convrg (“Convrg Owned Hardware”). Convrg Owned Hardware shall be identified as such in Convrg’s quotation to Customer and/or be labelled as such on delivered products. Convrg may, from time to time collect certain data based on Customer’s use of Convrg products (“Collected Data”). By purchasing Convrg products, Customer consents to the installation of Convrg Owned Hardware on the Convrg products. Customer shall acquire no title to or ownership interest in Convrg Owned Hardware. Customer agrees that it shall not damage, access, alter or otherwise interfere with Convrg Owned Hardware.
COLLECTED DATA AND PROCESSED DATA
In order to administer its warranty and to optimize performance of the products, Convrg may collect, store and process the Collected Data, including but not limited to: (i) comparing it to the similar data collected from other customers; (ii) using Convrg’s algorithms and data processing methods, in order to produce metrics, reports and other processed information; (iii) categorizing and grouping portions of the Collected Data into identifiable cohorts and; and (iv) developing its own internal reports, metrics and analysis (all such processes and activities, collectively, the “Processed Data”).
Customer is the owner of, and has exclusive title to, Collected Data. Convrg is the owner of, and has exclusive title to, Processed Data. In exchange for use of the Convrg products, and as a condition of the warranty provided by Convrg, Customer grants to Convrg and its service providers a perpetual, irrevocable, non-exclusive, transferable, sub-licensable, royalty-free, worldwide license to use, store, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and publicly display all of the Collected Data within the Processed Data so long as such Collected Data is not disclosed to any third party as attributable to Customer.
Customer acknowledges and agrees that, subject only to the terms and conditions in this Data Policy, Convrg shall be entitled to collect, store and transmit any data from Convrg products that it so determines, provided that the data collected is limited to the performance, monitoring, operation, emissions reduction and output of the Convrg products. Convrg shall not use Convrg Owned Hardware to change the operation or function of the Convrg products without Customer’s prior written consent. Customer also acknowledges that the transmission of data by the Convrg Owned Hardware shall not necessarily be limited to the transmission of Collected Data and Processed Data (as defined herein), but may include other data not related to Customer’s operations that Convrg elects to transmit through its network in its sole and absolute discretion. Convrg shall assume full responsibility for, and shall indemnify Customer for any costs, losses or expenses suffered or incurred by it in connection with the transmission of data other than Collected Data and Processed Data on the Convrg Owned Hardware. Customer shall not, and shall not permit any third party to, interfere with, reverse engineer, connect to, monitor or download content from Convrg Owned Hardware without Convrg’s prior written consent.
Convrg makes commercially reasonable and appropriate efforts to protect and safeguard all Collected Data and Processed Data, including by hiring third party experts and hosting services and using such storage and encryption methods and other protections it considers reasonable, practical or advisable to ensure proper security and safety with respect to data. Notwithstanding these, and other efforts undertaken by Convrg, by accepting this Data Policy, Customer expressly acknowledges and agrees that Convrg provides no absolute guarantee or warranty that information is free from being accessed or compromised by third-parties such as computer hackers, hostile parties, ransomware attackers or government institutions. Convrg’s responsibilities with respect to the protection of Collected Data and Processed Data are limited to the obligations to exercise reasonable care in handling and storing data and to provide Customer with any information that it may reasonably request with respect to the handling and security of Collected Data and Processed Data. Where Convrg contracts with a third party service provider for cloud, network or other data hosting or processing services, then provided that such third party service provider is operating within reasonable and customary parameters for such services (as evidenced by the transacting with a credible sampling of customers) in the North American market, then by retaining such third party service providers, Convrg shall be deemed to have discharged its obligations with respect to data security. Customer indemnifies and releases Convrg to the maximum extent permissible under applicable laws from any claims, losses, fines, penalties or indemnification resulting from any unauthorized use, publication of, access to, or loss of any Collected Data or Processed Data.