Viomba Creallery Terms and Conditions

These Viomba Creallery Terms and Conditions (hereinafter the ”Terms”) are applied to the use of Viomba services offered via Viomba's web site creallery.viomba.com (hereinafter the “Service”) developed and provided by Viomba Oy, Business ID 2613800-8, address Kaikukatu 2C, 2nd floor, 00530 Helsinki (hereinafter ”Viomba”).

By using the Services the private person, company and/or the entity (hereinafter the “Customer”) accepts these Terms and undertakes to comply with the same. These Terms are applied to the Services provided by Viomba except as otherwise agreed in writing between the Parties. These Terms shall be valid until further notice. Viomba has the right to change these General Terms by noticing the Customer thereof and making the updated terms and conditions available to the Customer on Viomba website. The Customer shall be binding upon by the updated terms and conditions by continuing the use of the Services.

Services definitions

Customer can transfer, save, analyse and share ad creative files on the Service. The analysis provided by the Service includes an estimate of the visual attention performance of the ads when used in online campaigns. The analysis is based on Viomba's proprietary algorithim.

Customer can use the Service to share a group of ads together with the analytics with third parties, like Customer's own customers in order to get feedback.

User rights

Viomba grants the Customer for the validity period of the Agreement the agreed number of users to use the Service. Only the company/legal entity which has been registered as a Customer and those employees appointed by such entity or other named person have the right to use the Service. The Customer has the right to use and exploit the Service to the extend agreed and for its own business purposes only. Use of the Service shall require a personal user identification and password (hereinafter “User ID”). The Customer and any named user using the Service on behalf of the Customer are obliged to keep secret the provided User ID. The Customer is responsible for all use of the Service under its User-IDs and that the use of the Service in all respects complies with these General Terms, then current laws, regulations and orders issued by competent authorities. Viomba is continuously developing the Service and its features and offers the Service and its content as it is available at the time. Viomba has the right to change the functionalities and content of the Service without any approval of the Customer.

Responsibilities and Obligations of the Customer

Material and Intellectual Property Rights

All intellectual property rights, including copyrights, to the Service and its content as well as to any possible amendments made thereto, belong exclusively to Viomba and/or its partners.

Price of the Service, Term of the Agreement and Termination

The content and price of the Service are described in the specified customer subscription. Subject to payment of the fees, the Customer is entitled to use the Service for the period and to the extent stated in the Subscription and according to these Terms. The Subscription and the agreed user rights are applicable for the validity period, from the date of agreement of the Subscription by the Customer.

Unless the subscription is renewed, the Customer’s hereby understands and agrees that completed creatives & measurement data will not be accessible once validity period is over.

The Customer may however terminate the Service with immediate effect by informing Viomba of the same. Viomba has the right to terminate the Agreement with immediate effect, if the Customer (i) commits a substantial breach of the agreed terms and conditions and has not remedied such breach within 15 days from Viomba’s written notice for the breach; or (ii) is declared bankrupt or is put into liquidation proceedings or otherwise ceases to make its payments. Ceasing to use the Service or termination of the Agreement during the agreement period does not justify a payment refund to the Customer.

Liability for Damages

If the Customer is in breach of the Agreement, Viomba has the right to discontinue the use of the applicable User ID. In case of a material breach of the Agreement or if the breach is concerning several User IDs, Viomba has the right to immediately stop providing the Service to the Customer and cancel the User IDs of the Customer. The Customer is responsible for Viomba and for any third parties for any damages and expenses caused by its acts or omissions which are against the Agreement, these General Terms or any applicable laws or regulations.

Responsibilities and Limitations of Liability of Viomba

Limitation of Liability

The Service includes generic business information provided ‘as is’ which are not by their nature any company-specific advice or consultation. Viomba gives no warranty and is not responsible in any regards for the suitability of the Service or its use to the business of the Customer. Viomba is not responsible for any indirect, consequential, or any similar damages or expenses caused to the Customer, including but not limited to cover purchase, loss of customership, loss of profits or damage caused due to decrease or interruption in production or turnover. It is expressly stated that Viomba shall not be liable for (i) defects, faults or errors in the Service, any solutions derived from the Service or any decreases in performance capacity arising from the implementation of the Service, or (ii) any damages caused by material produced on the basis of the Service or its content and that is used in conjunction with any products or services acquired by the Customer from any third parties, or (iii) any consequences arising from the transfer, copying or use of any such material.

The total liability of Viomba is in all cases limited to the amount corresponding to the current user fee for the Service(s) paid by the Customer. In this sole case only, Viomba shall not invoice the customer for the current purchased service provision.

The limitations of liability shall apply to minor shortcomings, which will not prevent Viomba from issuing an invoice to the Customer.

Availability of the Service

The Service is available on Viomba’s server. Viomba shall use its reasonable efforts in order to have the Service available to the Customer without interruption. However, Viomba reserves the right to have temporary breaks regarding the availability of the Service due to technical reasons such as maintenance breaks. Viomba and its co-operation partners shall take no liability for any errors in the content of the Service or any consequences of such errors. The Customer shall have no right, except with Viomba’s specific prior written notice, to distribute, publish, copy, resell, transfer or otherwise make available to third parties any data, material or content related to or included in the Service

Confidentiality

The Customer undertakes to keep in confidence all confidential information of Viomba and shall use such confidential information only for the purpose of the Agreement. The Customer shall have the right to (i) copy confidential information of Viomba only to the extent necessary for the agreed purpose; and (ii) disclose confidential information of Viomba only to those of its employees who need to know such confidential information for the agreed purpose of the Agreement.

Viomba shall have the right to use the Customer's name as a general reference.

General Provisions

These General Terms shall be governed by the laws of Finland without reference to its choice of law rules and disputes arising from these shall be attempted to be settled amicably between the Parties. These General Terms and the Agreement constitute the entire Agreement between the Parties. Any other written or oral terms and conditions, including, without limitation, agreement, tenders or request for proposals are void and shall be of no force and effect. If no agreement is reached between Viomba and the Customer, any dispute arising out of or relating to the Agreement or these General Terms shall be finally settled by arbitration in accordance with the Arbitration Rules of the Helsinki Chamber of Commerce. The arbitration shall take place in Helsinki, Finland. The Parties agree that the arbitration and all related material and information thereto shall be treated as confidential information.