Legal & Privacy

End User License Agreement

This Software License and Services Agreement (‘Agreement’) is entered into by and between NewMind Technologies, a Georgia company, located at 9058 Main Street, #100, Woodstock, GA 30188 and the recipient of NewMind Technologies (hosted or on-premise) products or services (‘Licensee’).

WHEREAS, Licensee desires to obtain use of certain software owned or hosted or distributed by Licensor (‘Software’);’

WHEREAS, Licensee desires to obtain other services in connection with the software from Licensor; and

WHEREAS, Licensor desires to provide such software and services pursuant to the terms and conditions set forth in this End User License Agreement (‘EULA’).

NOW, THEREFORE, in consideration of the mutual covenants contained herein, the parties hereto agree as follows:

Definitions

  1. *”Acceptance”* shall have the meaning described in Section 3(b)
  2. *”Confidential Information”* shall mean (i) the financial terms, (ii) the software, technology, ideas, formula, know how, documentation, procedures, algorithms and trade secrets embodied in the Software, technical documentation, solution methodology, user manuals and other deliverables (including the developments and adaptations to the Software) and (iii) any information provided by either party to the other; except such information that (a) is known prior to its first receipt of such information, (b) is generally known to the public prior to its receipt, (c) after receipt, becomes available to the public other than as a result of a disclosure by either party, or (d) is required to be disclosed pursuant to an applicable law or by order of any court or governmental agency.
  3. *’Error’* shall mean a reproducible failure of Software (as delivered by Licensor to Licensee) to perform substantially in accordance with the description of Software (as defined in the applicable Work Order) for such Software.
  4. *’Intellectual Property Rights’* shall mean all copyrights, trademarks, service marks, trade secrets, patents, patent applications, moral rights, contract rights, and other proprietary rights.
  5. *”Professional Services” *shall mean consulting, technical and support services provided by Licensor in connection with the Software. Professional Services shall not include Maintenance and Support Services.
  6. *”Software”* shall mean the software systems, including any updates, customizations or enhancements, provided under this EULA.

Rights in Software

  1. *License.* Effective upon Acceptance of the Software and payment of total Fees, and provided that Licensee is and remains in compliance with the terms of the EULA, Licensor grants to Licensee a non-exclusive, non-transferable license to use the Software services and accompanying documentation.
  2. *Rights.* Licensee acknowledges that the Software and its structure, organization, and source code constitute valuable trade secrets of Licensor. Licensor retains and reserves exclusive ownership of all Intellectual Property Rights in the Software, including any derivative works or modifications.
  3. *Limitations.* Licensee agrees not to (i) copy, perform, distribute, modify, adapt, alter, translate, or create derivative works from the Software; (ii) merge the Software with other software; (iii) sublicense, lease, rent, or loan the Software to any third party; (iv) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code for the Software; or (v) otherwise use the Software except as expressly allowed in this EULA.

Term and Termination

  1. *Term.* This EULA shall commence as of the Effective Date and shall continue in throughout the use of New Mind products or services (‘Term’). Maintenance and Support Services shall commence as of the Effective Date and shall continue as long as the annual Maintenance Fees are paid and this EULA is in effect.
  2. *Termination for Material Breach.* Either party may terminate this EULA upon thirty (30) days notice and failure to cure after thirty (30) days.
  3. *Effects of Termination.* In the event of termination of this EULA by Licensor for Material Breach, any amounts owed to Licensor under this EULA before such termination will be immediately due and payable, all licenses granted in this EULA will immediately cease to exist, and Licensee shall promptly discontinue all use of the Software, and return to Licensor any Confidential Information in Licensee’s possession or control. Notwithstanding the foregoing and if not terminated by Licensor for Material Breach and assuming all Fees have been paid by Licensor, Licensee shall perpetually retain a license to use the Software, including applicable accompanying documentation, pursuant to the terms herein. If at any time, Licensee fails to abide by the terms and conditions contained herein, Licensor retains the right to terminate the license as per the terms of this EULA.

Warranty

The parties understand that, considering the current state of the art, it is not possible to entirely exclude technical software problems, to manufacture faultless software or to cure every defect. Licensor does not warrant the absence of any defects or operation in combination with other programs.

Any warranty by Licensor shall not apply to any error which is caused by Licensee, its customers or third parties, and/or any breakdown and error due to improper use improper handling, improper operating means, use with third party software not recommended by Licensor, or any tampering with the Software.

This section ‘Warranty’ shall constitute Licensee’s sole and exclusive remedy for breach of the above express warranties.

EXCEPT AS PROVIDED IN THIS SECTION, ALL SOFTWARE AND SERVICES ARE PROVIDED ‘AS IS’ WITHOUT ANY WARRANTY WHATSOEVER, INCLUDING BUT NOT LIMITED TO ANY FUNCTIONALITY OR ITS BEING VIRUS FREE. LICENSEE RECOGNIZES THAT THE AS IS CLAUSE OF THIS AGREEMENT IS AN IMPORTANT PART OF THE BASIS OF THIS AGREEMENT, WITHOUT WHICH LICENSOR WOULD NOT HAVE AGREED TO ENTER THIS AGREEMENT. LICENSOR DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, REGARDING THE SOFTWARE AND SERVICES, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT. NO REPRESENTATION OR OTHER AFFIRMATION OF FACT REGARDING SOFTWARE AND SERVICES SHALL BE DEEMED A WARRANTY FOR ANY PURPOSE OR GIVE RISE TO ANY LIABILITY WHATSOEVER. LICENSEE ACKNOWLEDGES THAT HE OR SHE HAS RELIED ON NO WARRANTIES OR STATEMENTS OTHER THAN AS MAY BE SET FORTH HEREIN.

*Relationship.* Licensor’s relationship with Licensee shall be that of an independent service provider and nothing in this EULA should be construed to create a partnership, joint venture, agency or employer-employee relationship.

*Confidentiality.* Both parties shall use Confidential Information only for the purposes of this EULA and shall not disclose Confidential Information to third parties.

Indemnification.

Up to the amount of the liability limit set forth in the ‘Warranty’ Section, Licensor will defend, at its expense, any action brought against Licensee, to the extent that such action is based on a claim of direct infringement of any duly issued patent or any copyright resulting from the supply to Licensee by Licensor, or the use by Licensee, of any Software as delivered to Licensee (“Infringement”).

Should any portion of the Software as delivered by Licensor hereunder become, or in Licensor’s opinion be likely to become the subject of a claim of Infringement, then Licensor may, at its option and expense: (i) procure for Licensee the right to use the Software free of any liability for Infringement; or (ii) replace or modify the applicable portion of the Software with a non-Infringing substitute.

Except as otherwise covered in sections a and b in this Indemnification section, Licensee shall defend, indemnify and hold harmless Licensor, and the Licensor’s service provider, from any and all claims or causes of action arising out of Licensee’s use of the Software or Licensee’s use of the Software assessments or suggestions, and pay any and all damages and expenses (including reasonable attorney’s fees incurred by Licensor) in connection therewith, regardless of the circumstances of the claim or damage.

The foregoing shall constitute Licensor’s sole and exclusive obligation and Licensee’s sole and exclusive remedy for any infringement by the Software of any Intellectual Property Rights.

Licensee acknowledges that data will be periodically used anonymously without reference to names or other specific identifying information for data analysis for purposes of system quality control and research to enhance and maintain database system accuracy

LIMITATION OF LIABILITY. LICENSOR SHALL NOT BE LIABLE TO LICENSEE OR ANY THIRD PARTY FOR ANY INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL OR CONSEQUENTIAL DAMAGES, UNDER ANY CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, REVENUE OR SAVINGS, LOSS OF GOODWILL, OR THE LOSS OF USE OF ANY DATA, EVEN IF LICENSOR HAD BEEN ADVISED OF, KNEW, OR SHOULD HAVE KNOWN, OF THE POSSIBILITY THEREOF. UNDER NO CIRCUMSTANCES SHALL LICENSOR’S AGGREGATE CUMULATIVE LIABILITY HEREUNDER, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EXCEED THE TOTAL AMOUNT OF FEES ACTUALLY PAID BY LICENSEE UNDER THIS AGREEMENT. LICENSEE ACKNOWLEDGES THAT THE FEES PAID BY HIM OR HER REFLECT THE ALLOCATION OF RISK SET FORTH IN THIS AGREEMENT AND THAT LICENSOR WOULD NOT ENTER INTO THIS AGREEMENT WITHOUT THESE LIMITATIONS ON ITS LIABILITY.

*Legal Compliance.* Licensor may suspend or terminate use of Software and this EULA immediately upon receipt of any notice which alleges that Licensee has used the Software for any purpose that violates any local, state, federal or law of other nations, including but not limited to the posting of information that may violate third party rights, that may defame a third party, that may be obscene or pornographic, that may harass or assault others, that may violate hacking or other criminal regulations, etc. of its agents, officers, directors, contractors or employees. In such event, Licensor may disclose the Licensee’s identity and contact information, if requested by a government or law enforcement body, or as a result of a subpoena or other legal action, and Licensor shall not be liable for damages or results thereof and Licensee agrees not to bring any action or claim against this Licensor for such disclosure.

*Survival.* All terms of this EULA, which by their nature are intended to survive termination of this EULA, including without limitation, sections entitled ‘Payment’, ‘Warranty’, ‘Limit of Liability’, ‘Miscellaneous’, shall so survive termination.

*Force Majeure.* Any party shall be excused from performing hereunder to the extent that it is prevented from performing as a result of any act or event which occurs and is beyond its reasonable control, including, without limitation, acts of God, war, weather, utility or telecommunications outages, unrest or riot, strikes any action of a governmental entity; etc. provided that the party experiencing the force majeure provides the other with prompt written notice thereof and uses reasonable efforts to remedy effects of such matter.

*Miscellaneous.* Either party may assign this EULA to any successor in interest who purchases, or through change in control, owns greater than fifty percent of the assets or equity of such entity and agrees in writing to be bound by the terms and conditions herein; any other assignment shall be void. This EULA and any dispute arising hereunder shall be construed in accordance with the laws of the State of Georgia without regard to principles of conflict of laws. For the purpose of this EULA, Licensee consents to the personal jurisdiction and venue of the state and federal courts located in the State of Georgia. If any provision of this EULA is prohibited by law or held to be unenforceable, the remaining provisions hereof shall not be affected, and this EULA shall continue in full force and effect as if such unenforceable provision had never constituted a part hereof, and the unenforceable provision shall be automatically amended to so as to best accomplish the objectives of such unenforceable provision within the limits of applicable law. This EULA may be executed in counterparts, each of which shall be deemed an original but all of which together shall constitute the same instrument. Any waiver of a provision of this EULA must be in writing and signed by the party to be charged. A valid waiver hereunder shall not be interpreted to be a waiver of that obligation in the future or any other obligation under this EULA. This EULA constitutes the entire agreement between the parties related to the subject matter hereof, supersedes any prior or contemporaneous agreement between the parties relating to the Software and shall not be changed except by written agreement signed by an officer of Licensor.

Except as otherwise expressly modified herein, all other terms and conditions of the EULA shall remain in full force and effect.

Privacy Policy

1. Introduction

NewMind Technologies, LLC (hereinafter “we” or “us” or “NewMind”) values the privacy and security of its visitors, registrants, licensees and customers and is committed to protecting the data you share. This privacy policy explains how NewMind collects, uses, shares and protects your personal information.
Personal data is information that can be used to help identify a person (“Personal Information”). This typically includes your name, email address, phone number or other technical data.

2. Collection and Use

2.1 General

NewMind collects personal data through its website visitors, data base registrants, software licensees and product customers in association with the products and services (collectively, the “Services”) it provides. The following sections cover the specific groups from which data is collected.

2.2 Website Visitors

When you visit the site, NewMind collects information sent to us by your computer or mobile device. NewMind may record your IP address and use cookies. New Mind may also retrieve publicly available information about you from social media sites, but this information is considered public information, not Personal Information.

2.2.1 IP Address

Your Internet Protocol (IP) address is a number that is automatically assigned to the computer that you are using by your Internet Service Provider. We use the IP address for purposes such as calculating site usage levels, administering the site, analyzing trends and tracking traffic patterns. If you access the site from a mobile device, the collected information may also include your phone’s unique device ID and location.

2.2.2 Cookies

Cookies are data that a web server transfers to an individual’s computer for record keeping. Cookies are used to enhance a visitor’s experience on our site and cannot be used to damage your computer system or files. If you do not want information collected through the use of cookies, most browsers allow you to decline cookies.

2.2.3 Links to other sites

Please be aware that while visiting our site, visitors can follow links to sites that are beyond our control. NewMind is not responsible for the content or privacy policy of any other sites.

2.3 Registrants, Licensees and Customers

When someone chooses to register with our site and/or data base, become a licensee of our software and products or purchase one of our products, NewMind collects certain personal information including, but not limited to, your name, address, phone number, email address, payment information, and certain personal wellness-related information.

As a registrant, licensee or customer, you are giving consent for NewMind to use this information to:

    • responding to comments, requests and questions and providing customer service;
    • identifying you as a user in our system;
    • providing, processing, and delivering the Services you request or in which you are participating;
    • improving the quality of experience when you interact with our Services, including
    • the testing of different page designs to see which performs better;
    • improving the quality and/or efficacy of our Services;
    • sending you administrative e-mail notifications, such as security or support and
    • maintenance advisories;
    • resolving disputes and/or troubleshooting problems; developing, improving, and delivering marketing and advertising for the Services; and
    • processing and delivering orders.

We may also create anonymous data records from personal information by excluding information (such as your name) that makes the data personally identifiable to you. We use this anonymous data to analyze request and usage patterns so that we may enhance the content of our Services and improve Site navigation. We reserve the right to use anonymous data for any purpose and disclose anonymous data to third parties in our sole discretion.

HOW WE MAY SHARE YOUR INFORMATION

Notwithstanding any other provision herein, we reserve the right to disclose your personally identifiable information as required by law and when we believe that disclosure is necessary to protect our rights and/or to comply with a judicial proceeding, court order, or legal process served on NewMind, or when we reasonably believe that our Terms of Service have been breached. You agree to hold NewMind harmless with respect to any information that you provide and which is then shared with any other party, whether by NewMind or by a third party, and whether or not you intended such party to receive Your Information. By using the Website and/or the Services, you understand and acknowledge that you are providing your express consent to share Your Information strictly according to the NewMind Terms of Service and this Privacy Policy.

Other Disclosures.

Regardless of any choices you make regarding Your Information (as described below), NewMind may disclose personal information if it believes in good faith that such disclosure is necessary: (i) in connection with any legal investigation; (ii) to comply with relevant laws or to respond to subpoenas or warrants served on NewMind; (iii) to protect or defend the rights or property of NewMind or users of the Services; and/or (iv) to investigate or assist in preventing any violation or potential violation of the law this Privacy Policy, or other rights of NewMind found in law or in contract with you or third parties.

3. Security

NewMind protects your Personal Information from unauthorized access, use or disclosure. NewMind secures the personally identifiable information you provide on computer servers in a controlled, secure environment, protected from unauthorized access, use or disclosure. When personal information (such as a credit card number) is transmitted to other web sites, it is protected through the use of encryption, such as the Secure Socket Layer (SSL) protocol.

4. Transfer, Retention and Deletion

Because NewMind is headquartered in the United States, we may have a need to transfer information collected from our non-U.S. customers to the U.S. We may also have a need to transfer our customer information (regardless of where you live) to other countries or places in which we do business. By using a NewMind website or application or by otherwise doing business with NewMind, you are agreeing to allow us to transfer your information outside your home country and to process it inside the United States or elsewhere for the purposes stated in this Privacy Policy.

NewMind will not retain data longer than is necessary to fulfill the purposes for which it was collected or as required by applicable laws or regulations. When a registrant, licensee or customer’s account is terminated or expired, all personal information collected through the platform will be deleted, as required by applicable law.

5. Acceptance of these Conditions

You accept this Privacy Policy when you access any of the NewMind websites and any products, services, tools, applications, features or functionality offered on or through the websites. The provisions of this Privacy Policy applies not only to access of our website from a computer, but also from any mobile device.

NewMind also interacts with its visitors, registrants, licensees and customers through third-party sites where we post content or invite your feedback, including such sites as Facebook and YouTube. Please read the privacy policies for the third-party sites, because posts on those sites are not governed by this Privacy Policy, except to the extent you provide your personal information through the messaging function.

6. Our Legal Obligation to Disclose Personal Information

Notwithstanding any other provision of this Privacy Policy to the contrary, we reserve the right to disclose your information to others as we believe appropriate: (a) to comply with legal process; (b) to respond to governmental requests; (c) to protect our operations; (d) to protect the rights, privacy, safety or property of NewMind and the public; and (e) to permit us to pursue available remedies or limit the damage we may sustain.

7. Your Rights

Under applicable data protection laws, you have the following rights:

The right to access – You have the right to request, through the Data Controller, NewMind for copies of your personal data. We may charge you a small fee for this service.

The right to rectification – You have the right to request, through the Data Controller, that NewMind correct any information you believe is inaccurate. You also have the right to request NewMind to complete the information you believe is incomplete.

The right to erasure — You have the right to request, through the Data Controller, that NewMind erase your personal data, under certain conditions.

The right to restrict processing — You have the right to request, through the Data Controller, that NewMind restrict the processing of your personal data, under certain conditions.

The right to object to processing — You have the right to object, through the Data Controller, to NewMind’s processing of your personal data, under certain conditions by raising your objection through the Data Controller.

The right to data portability — You have the right to request, through the Data Controller, that NewMind transfer the data that we have collected to another organization, or directly to you, under certain conditions.

If you would like to exercise any of these rights, please contact both the Data Controller, through its designated data privacy contact points, You may also contact directly us at

our email: support@newmindtech.com

via phone: 844-403-3553

Or write to us at: 9058 Main St #100, Woodstock GA 30188

CHILDREN’S PRIVACY

Our Services are designed to be compliant with the Child Online Privacy Protection Action. As such, while children under the age of 13 may use our Services, they may only do so through an account set up by their parent or legal guardian, and any personally identifiable information regarding a child under the age of 13 must be provided by said parent or legal guardian following completion of our verification process used to ensure the person entering the information has the legal authority to do so.

We only make use of information regarding children under the age of 13 for internal purposes of providing our Services. A parent or legal guardian for a child under the age of 13 may revoke their permission for us to retain that information at any time by contacting us via the email provided above.

We do not collect or maintain personal information directly from children we actually know are under the age of 13. If a child under 13 submits personal information to us and we learn that the personal information is the personal information of a child under 13, we will take steps to remove the personal information from our databases. If you believe that a child under 13 provided us with personal information, please contact us at the email provided above.

USERS OUTSIDE OF THE UNITED STATES

If you are a non-U.S. user of the Services, by using the Services and/or providing us with information, you acknowledge and agree that Your Information may be processed for the purposes identified in this Privacy Policy. In addition, Your Information may be processed in the country in which it was collected and in other the countries, including United States, where laws regarding processing of personal information may be less stringent than the laws in your country. By providing Your Information, you consent to such transfer. We do not currently intend to apply for the Privacy Shield Framework nor do we guaranty full compliance with the GDPR. If you are a citizen of the EU and providing Services to you would bring us under the jurisdiction of any European country, you do not have permission to use the Services.

Notice to European Users

THIS SITE AND THE SERVICES ON THIS SITE ARE TARGETED FOR USERS IN THE UNITED STATES OF AMERICA. ANY INFORMATION YOU ENTER ON THIS SITE MAY BE TRANSFERRED OUTSIDE OF THE EUROPEAN UNION TO THE UNITED STATES OF AMERICA WHICH DOES NOT OFFER AN EQUIVALENT LEVEL OF PROTECTION TO THAT REQUIRED IN THE EUROPEAN UNION. IN PARTICULAR, YOU ARE ADVISED THAT THE UNITED STATES OF AMERICA USES A SECTORAL MODEL OF PRIVACY PROTECTION THAT RELIES ON A MIX OF LEGISLATION, GOVERNMENTAL REGULATION, AND SELF-REGULATION. ARTICLE 26 OF THE EUROPEAN UNION’S DATA PROTECTION DIRECTIVE (DIRECTIVE 95/46/EC, 1995 O.J. (L 281) 31) ALLOWS FOR TRANSFER OF PERSONAL DATA FROM THE EUROPEAN UNION TO A THIRD COUNTRY IF THE INDIVIDUAL HAS UNAMBIGUOUSLY GIVEN HIS CONSENT TO THE TRANSFER OF PERSONAL INFORMATION, REGARDLESS OF THE THIRD COUNTRY’S LEVEL OF PROTECTION. BY USING THIS SITE OR THE SERVICES, YOU CONSENT TO THE TRANSFER OF ALL SUCH INFORMATION TO THE UNITED STATES OF AMERICA WHICH MAY NOT OFFER AN EQUIVALENT LEVEL OF PROTECTION TO THAT REQUIRED IN THE EUROPEAN UNION AND TO THE PROCESSING OF THAT INFORMATION BY THE COMPANY ON ITS SERVERS LOCATED IN THE UNITED STATES OF AMERICA AS DESCRIBED IN THIS PRIVACY POLICY.

CALIFORNIA

California Consumer Privacy Act Privacy Statement (“CCPA Statement”)

As of January 1, 2020, California law permits residents of California to request certain details about how their personal information is shared with third parties or affiliated companies for direct marketing purposes. Our Privacy Policy and the various disclosures herein are designed to comply with the California Consumer Privacy Act (the “CCPA”). To learn more about your California privacy rights, visit https://oag.ca.gov/privacy/privacy-laws.

CONTACT INFORMATION

We welcome your comments or questions about this Privacy Policy. You may contact us support@newmindtech.com. Please contact us if you would like access to Your Information that we have collected. Please contact us if you would like us to stop collecting Your Information.

8. Changes to the Policy

NewMind reserves the right to periodically update this Privacy Policy.

9. For Further Information

Richard Soutar PhD serves as NewMind’s Data Protection Officer. More information can be obtained by email at support@newmindtech.com or via writing to:
NewMind Technologies, LLC
9058 Main Street #100
Woodstock, Georgia 30188