Terms of Service
These terms of service were last changed on: December 2015
1.1 These terms and conditions of service (hereinafter the “Terms”) apply to the use of NOOA online service (hereinafter the “Service” or “NOOA”). NOOA is the property of TripleWin Oy (hereinafter “TripleWin”).
1.2 NOOA is a Software as a Service (SaaS) platform that enables the user (hereinafter the “User”) to participate in strategy and change execution. Via the Service, a company (hereinafter referred to as “Customer”) establishes a NOOA account. The account includes a web service where the Users may publish company related information.
1.3 By accessing the Service, the User agrees to these Terms and accepts to be legally bound by them. If the User does not agree with these Terms or if the User is not authorized to bind himself/herself to these Terms, the User should not access or use the Service.
1.4 The User represents and warrants that the User will comply with all applicable laws and regulations including but not limited to those set forth in these Terms while using the Service.
1.5 In case the User has any questions regarding the Service or these Terms, the User should contact TripleWin at the address below:
Contact email: firstname.lastname@example.org
Contact person: Tom Grönstrand
1.6 TripleWin reserves the right to amend these Terms at any time without prior notice. Use of the Service after any such changes constitutes acceptance of the new Terms by the User.
2 Establishing a company instance
2.1 Company Instance means the online instance comprising of the authorized Users of a Customer and established by the Administrator (hereinafter ”Company Instance”). A User with an email address in his/her company’s domain name, who is the first person to claim his/her company’s domain via the Service, and who has his/her company’s authorization, may register and establish a Company Instance, and TripleWin will grant him/her the right to become its Administrator (hereinafter the “Administrator”).
2.2 Other Users may join the Company Instance by signing up at the NOOA platform’s section “Not playing yet? Register now!” using his/her company email address including his/her company’s domain name.
2.3 All Users may, subject to Administrators review and approval and the Terms, post content to the Company Instance. Users may be asked to confirm their account with the Company Instance via email.
2.4 Administrators may appoint other Administrators, Users and Managers. Each Administrator represents and warrants that he/she has the express consent of an authorized officer of his/her company to act as the representative for the company (with the rights and obligations set forth below) who will oversee and manage the Company Instance.
2.5 Administrators may model strategies in the Company Instance so that the strategies can be executed and measured. Administrators may define the rewards program and its point limits.
2.6 Managers may give feedback to the Users. Managers are responsible for rewarding the Users and delivering the rewards.
2.7 The Administrators and Managers are liable for overseeing the use of the Service by the Company Instance and monitoring the User Content (as defined below in Section 5) posted to the Company Instance and monitor the activities of Users on the Company Instance.
2.8 Without limiting the foregoing, each Administrator will:
(a) ensure that only qualified users become Users or Managers and remove unqualified users (such as former employees);
(b) curate User Content for the Company Instance and approve User Content for display on the Company Instance; and
(c) remove any User Content that violates these Terms.
3 The Service
3.1 TripleWin hereby grants the User a non-exclusive, limited right to use the Service. TripleWin reserves all rights not expressly granted herein.
3.2 The User has the right to access and use the Service for lawful purposes and in accordance with these Terms.
3.3 When accessing or using the Services the User is always obligated to also comply with any and all TripleWin’s procedures, guidelines, policies and restrictions as outlined on the Service.
3.4 TripleWin has the right to change and/or update the Service or any part of it at any time, for any reason and in its sole discretion. TripleWin will however use reasonable efforts to inform the User in advance of material changes to or updates of the Service that may have adverse effect on the User’s access to or use of the Service.
3.5 TripleWin has the right to terminate, limit or discontinue the Service, in part or in full, at any time, for any reason and in its sole discretion.
3.6 TripleWin has the right to modify, remove or delete at any time, for any reason and in its sole discretion any User Content, information or communication submitted to the Service.
3.7 TripleWin has the right, in its sole discretion, to refuse to register a user or set up a user account. The User is not allowed to create multiple user accounts or create user accounts for any other party than the User himself/herself (unless permitted to do so under another agreement concluded with TripleWin).
3.8 TripleWin may, at its sole discretion, limit the number of Users of a Company Instance, unless otherwise set forth in a the Agreement.
4 Use of the service
4.1 The User represents and warrants that the User will abide by and comply with these Terms while using the Service.
4.2 The User is not allowed to copy, distribute, or disclose any part of the Service in any medium. The User shall not alter or modify any part of the Service other than reasonably necessary to use the Service for its intended purpose.
4.3 When registering as a User and setting up a User account, or when accessing or using the Service for other purposes as the case may be, the User agrees always to provide TripleWin true, current and complete information in accordance with the relevant procedures, guidelines, policies and restrictions as outlined on the Service or with any other Agreement concluded with TripleWin. In case the information provided by the User is no longer true, current or complete, the User agrees to update such information so that the information provided to TripleWin meets the aforementioned requirements at all times.
4.4 Any user identification and password which the User is granted by TripleWin or which the User registers in connection with the Service is for the User’s own use only. The User is not allowed to share his/her user identification and password with any third party.
4.5 The User agrees that the User is responsible for all acts or omissions that occur in conjunction with the User’s user identification and password. The User is obligated to take all necessary actions to preserve their confidentiality and to ensure that third parties do not use the Service with the User’s user account. Furthermore, the User must immediately notify TripleWin in writing if the User’s user identification and password is lost, stolen or improperly disclosed to a third party or in case the User’s user account is improperly used by a third party.
4.6 The User may never use another User’s user account. When creating an account in the Service, the User undertakes to provide accurate and complete information. The User remains solely responsible for the activity that occurs on the User’s account.
4.7 The User undertakes to notify TripleWin immediately of any breach of security or unauthorized use of the User’s account in the Service. TripleWin will not be liable for the User’s losses caused by any unauthorized use of the User’s account. The User will be liable for the losses of TripleWin or others due to such unauthorized use.
4.8 TripleWin may use the User’s e-mail address to send the User Service-related notices, including any notices that may be required by law. TripleWin may also use the User’s email address to send the User other messages, including changes to features of the Service. TripleWin may also include personal authentication codes in links that are included in automated emails that grant access to the User’s account. These emails are not to be forwarded or shared in any manner as they may grant their recipient access to the User’s user account. The User may opt out from receiving email digests from TripleWin.
5 User Content
5.1 User Content means content that the User uploads, posts, provides, publishes, displays, links to or otherwise makes available via the Service (hereinafter “User Content”).
5.2 The User represents and warrants that the User has the right to submit User Content to the Service and that the User’s User Content or any use thereof does not violate any third party intellectual property right or other third parties’ rights under law.
5.3 The User is solely responsible for the User Content that the User uploads, posts, provides, publishes, displays, links to or otherwise makes available via the Service. When curating and posting User Content about the User’s company via the Service, the User should make sure not to violate any of the User’s company’s policies or any agreements between the User and the User’s company. If the User is no longer an eligible member of a Company Instance (e.g. the User ceases to be employed), the User will no longer have access to the Service, and therefore may not post or publish User Content and can no longer view any User Content on the Company Instance, even though the User’s User Content may still be displayed on the Company Instance.
5.4 The User may be held liable if the User submits any false, misleading, offensive or unlawful User Content, information or communication to the Service.
5.5 The User agrees not to access or use the Service (including, but not limited to, submit User Content) for any illegal, unauthorized, inappropriate or unethical purposes or activities. Such activities include, but are not limited to, activities that:
- are related to drugs, alcohol, tobacco, weapons, stolen items, hate items, pornography or mature content;
- are obscene, indecent, defamatory, incites religious, racial or ethnic hatred, harassing or menacing, fraudulent or criminal;
- violate intellectual property or other third parties’ rights under law;
- consist of or contain software viruses, disruptive malware or software, other malicious codes, mass mailings, or any form of spam, spying or phishing; or
- consist of or contain soliciting or distributing personal information or other non-public information.
5.6 The User grants TripleWin the perpetual, irrevocable, and sub-licensable right to copy, modify, distribute, display, and perform all of the User Content that the User uploads or posts to the Service in connection with the Service, including but not limited to making the User’s User Content available to other Users for further redistribution by any and all means. Notwithstanding anything to the contrary, TripleWin may use and distribute statistics based on the User’s usage of the Service for marketing and other purposes. The User grants each member of the Company Instance in which the User belongs, the perpetual, irrevocable right to copy, modify, distribute, display, and perform all of the User Content in connection with their use of the Service. The User represents and warrants that the User has the right to grant the foregoing license.
5.7 The User agrees that TripleWin only acts as a passive conduit for the User’s online distribution and publication of the User’s User Content. TripleWin is not responsible for policing the Company Instance or for monitoring any User Content. TripleWin does not and will not have any obligation to review User Content, and therefore TripleWin does not guarantee the accuracy, integrity, or quality of User Content and TripleWin cannot assure the User that harmful, inaccurate, deceptive, offensive, threatening, defamatory, unlawful, or otherwise objectionable User Content will not appear on the Service. The User understands and agrees that any loss or damage of any kind that occurs as a result of the use of any User Content that the User sends, uploads, downloads, streams, posts, transmits, displays, or otherwise makes available or accessed through the User’s use of the Service, is solely the User’s responsibility. TripleWin is not responsible for any public display or misuse of the User’s User Content. TripleWin does, however, to the extent permitted by law, reserve the right to review any or all User Content in TripleWin’s sole discretion and reserve the right to remove any User Content, in whole or in part.
5.8 UNDER NO CIRCUMSTANCES WILL TRIPLEWIN BE LIABLE IN ANY WAY FOR ANY USER CONTENT POSTED ON OR MADE AVAILABLE THROUGH THE SERVICE BY ANY USER.
6.1 The User may be able to accumulate points through the use of the Service that may be redeemable for rewards by the User’s company. TripleWin only provides the reward system for the User’s company to manage.
6.2 The effectiveness of points and reward offerings will expire as provided in specific terms and conditions related to a rewards program by the User’s company. The User may not transfer or assign to any other person or permit anyone to make use of the User’s accumulated points, reward offers, or other privileges without the User’s company’s written permission. The number of points to which the User may be eligible will be determined by the User’s company in its sole discretion. Issuance of points and rewards will be calculated solely based on records maintained by the User’s company. No other measurements or statistics of any kind will be accepted by TripleWin or have any effect under these Terms. Termination of the User’s access to the Company Instance will terminate any rights to, or eligibility for, any points or rewards.
7 Triplewin’s proprietary rights
7.1 All materials relating to the Service, including, but not limited to, software, images, texts, illustrations, logos, patents, trademarks, service marks, copyright, photographs, audio, videos and music (hereinafter “TripleWin Materials“) and all intellectual property rights related thereto are the sole and exclusive property of TripleWin or its licensors, except for User Content.
7.2 Use of the TripleWin Materials on the Service for any purpose not expressly permitted by these Terms is strictly prohibited.
8 Third-Party Websites and Advertisers
9.1 The User agrees to defend, indemnify, and hold harmless TripleWin and its subsidiaries, agents, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from
- The User’s use of and access to the Service;
- The User’s violation of any of these Terms, including without limitation, the User’s breach of any of the representations and warranties above;
- The User’s violation of any third-party right, including without limitation any right of privacy, rights of publicity or any intellectual property rights;
- The User’s violation of any law, rule or regulation of Finland or any other country;
- any claim or damages that arise as a result of any User Content the User submits; or
- any other party’s access and use of the Service with the User’s unique login information.
10 No Warranty
10.1 While TripleWin strives for ensuring that the Service is available, operates correctly and without interruptions and is free from errors, software viruses or other malicious codes, the Service is provided and operated by TripleWin on an “as available” and “as is” basis.
10.2 TO THE MAXIMUM EXTENT PERMITTED BY LAW, TRIPLEWIN MAKES NO WARRANTY OR REPRESENTATION OF ANY KIND WITH RESPECT TO THE SERVICE OR ITS QUALITY, PERFORMANCE OR FITNESS FOR A PARTICULAR PURPOSE AND THE USER ASSUMES THE ENTIRE RISK AS TO THE ACCESS TO OR USE OF THE SERVICE
11 Limitation of Liability
11.1 To the maximum extent permitted by law, TripleWin shall not have any responsibility or liability for the Service or the User’s access to or use thereof.
11.2 TRIPLEWIN SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTIAL, SPECIAL OR CONSEQUENTIAL DAMAGES OR LOSSES OF ANY KIND UNDER ANY CIRCUMSTANCES.
12 Other provisions
12.1 TripleWin may notify the User via postings on TripleWin’s websites (triplewin.fi or nooaex.com), via email, or any other means to the contact address the User provides TripleWin with. All information regarding the NOOA rights, terms and conditions will be published at nooaex.com sites that are operated by TripleWin.
12.2 All notices given by the User or required from the User under these Terms will be in writing and addressed to TripleWin’s address as described in Section 1.
12.3 If any part of these Terms is found illegal or unenforceable, in whole or in part, by any court of competent jurisdiction, such provision shall, as to such jurisdiction, be ineffective solely to the extent of such determination of invalidity or unenforceability without affecting the validity or enforceability thereof in any other manner or jurisdiction and without the remaining provisions of the Terms, which shall continue to be in full force and effect.
12.4 TripleWin’s failure to insist upon or enforce strict performance of any provision of these Terms shall not be construed as a waiver of any provision or right.
12.5 The User may not assign or transfer any rights and licenses granted hereunder.
13 Applicable law and dispute resolution
13.1 These Terms shall be governed by and construed in accordance with the laws of Finland, excluding its choice of law provisions. All disputes relating to the Service or these Terms shall be settled at the District Court of Helsinki, Finland which shall have the sole jurisdiction.