User Agreement

Welcome to CareDaily.

CareDaily is a product of NXT Digital Lt doing business as CareDaily (“Company”) provides software subscription services to clients (Users).

By accessing, downloading, and/or using CareDaily and/or the Services, you agree to this User Agreement (“Agreement”). THESE USER TERMS CREATE A BINDING LEGAL AGREEMENT BETWEEN YOU AND CAREDAILY, PLEASE READ THEM CAREFULLY. IF YOU DO NOT AGREE WITH ANY OF THESE TERMS, YOU SHOULD NOT ACCESS, DOWNLOAD, and/or use our website/service/app.

CareDaily reserves the right to modify the Terms at any time by email or posting a notice on the Platform. Your access to the Platform after the notice is posted indicates acceptance of those changes.

• Definitions

When the following words are used in these Terms, this is what they will mean:

Company: When this terms mention “Company,” “we,” “us,” or “our,” it refers to CareDaily that is responsible for the information under this Agreement.
Software: The online software applications provided by CareDaily as part of the Services.
User: Means the customer, person, company, or organisation who purchases Subscription Service from CareDaily Platform.
License Fee: The subscription licence fee payable by the User to CareDaily as set out in this Agreement.
Intellectual Property Rights: Means (without limitation) any patents, rights to inventions, copyright and related rights, trade-marks and service marks, goodwill and the right to sue for passing off, rights in designs, rights in computer software, database rights, rights to use, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.
Notification: The email/push sent from CareDaily to a User.
Website: the website  https://www.caredaily.co.uk

• General Restrictions

You represent, warrant, and agree that you will not use the Website, interact with the Services, in a manner that:

(a) Infringes or violates the intellectual property rights or any other rights of anyone else (including CareDaily);
(b) Violates any law, UK/EU regulation, international law, including, without limitation, any applicable export control laws;
(c) Is harmful, fraudulent, deceptive, threatening, harassing, defamatory, obscene, or otherwise objectionable;
(d) Jeopardizes the security of your CareDaily account or anyone else’s (such as allowing someone else to log in to the Services as you);
(e) Attempts, in any manner, to obtain the password, account, or other security information from any other user;
(f) Violates the security of any computer network, or cracks any passwords or security encryption codes;
(g) Runs Mail list, Listserv, any form of auto-responder or “spam” on the Services, or any processes that run or are activated while you are not logged into the Services, or that otherwise interfere with the proper working of the Services (including by placing an unreasonable load on the Services’ infrastructure);
(h) “Crawls,” “scrapes,” or “spiders” any page, data, or portion of or relating to the Services or Content (through use of manual or automated means);
(i) Copies or stores any significant portion of the Content; or
(j) Decompiles, reverse engineers, or otherwise attempts to obtain the source code or underlying ideas or information of or relating to the Services.

A VIOLATION OF THE FOREGOING IS GROUNDS FOR TERMINATION OF YOUR RIGHT TO USE OR ACCESS THE SERVICES.

• License & Delivery

3.1 License
CareDaily hereby grants You a nonexclusive, nontransferable license to use CareDaily Software for Customer’s internal business purposes on your device, solely as a component of the System provided You comply with the restrictions set forth below in Section 3.2 (Restrictions on Software Rights). The license in the preceding sentence does not include use by any third party, and You shall not permit any such use. 

3.2 Restrictions on Software Rights
    
In consideration You acknowledge that all Intellectual Property Rights in the Software System anywhere in the world belong to CareDaily or its licensors, that rights in the Software are licensed (not sold) to you, and that you have no rights in, or to, the Software, other than the right to use it in accordance with these Terms. You acknowledge that you have no right to have access to the System in source-code form.

Without limiting the generality of the foregoing, User shall not: (a) modify, create derivative works from, distribute, publicly display, publicly perform, or sublicense the software; (b) use the Software for service bureau or time-sharing purposes or in any other way allow third parties to exploit the software; or (c) reverse engineer, decompile, disassemble, or otherwise attempt to derive any of the Software’s source code.

• Confidential Information

Confidential Information refers to the following one party to this Agreement (Discloser) discloses to the other (Recipient): (a) any document Discloser marks confidential; (b) any information Discloser orally designates as “Confidential” at the time of disclosure; (c) the nonpublic features and functions of the Software, for which CareDaily is Discloser; and (d) any other nonpublic, sensitive information Recipient should reasonably consider a trade secret or otherwise confidential. Notwithstanding the foregoing, Confidential Information does not include information that: (i) is in Recipient’s possession at the time of disclosure; (ii) becomes know publicly, before or after disclosure, other than as a result of Recipient’s improper action or inaction; or (iv) is approved for release in writing by Discloser. Recipient is on notice that the Confidential information may include Discloser’s valuable trade secrets. 

4.1 Nondisclosure

Recipient shall not use Confidential Information for any purpose other than to facilitate the transactions contemplated by this Agreement (the “Purpose”). Recipient: (a) shall not disclose Confidential Information to any employee or contractor or Recipient unless such person needs access in order to facilitate the Purpose and executes a nondisclosure agreement with Recipient with terms no less restrictive that those of this Article 4; and (b) shall not disclose Confidential Information to any other third party without Discloser’s prior written consent. Without limiting the generality of the foregoing, Recipient shall protect Confidential Information with the same degree of care it uses to protect its own confidential information of similar nature and importance, but with no less than reasonable care. Recipient shall promptly notify Discloser of and misuse or misappropriation of confidential Information that comes to Recipient’s attention. Notwithstanding the foregoing, Recipient may disclose Confidential Information as required by applicable law or by proper legal or governmental authority. Recipient shall give Discloser prompt notice of any such legal or governmental demand and reasonably cooperate with Discloser in any effort to seek a protective order or otherwise to contest such required disclosure, at Discloser’s expense.

4.2 Injunction

Recipient agrees that breach of this Article 4 would cause Discloser irreparable injury, for which monetary damages would not provide adequate compensation, and that in addition to any other remedy, Discloser will be entitled to injunctive relief against such breach or threatened breach, without proving actual damage or posting a bond or other security. 

• Property Rights

As between You and CareDaily, we own or license all data, content, graphics, audio clips, video clips, presentations, forms, artwork, images, photographs, functional components, and any software concepts and documentation and other material on, in, or made available through the Products, as well as the selection, coordination, arrangement, organization, and enhancement of the Product Materials. All Product Materials are protected pursuant to copyright, trademark, patent, and other applicable laws. As between any User and CareDaily, all names, trademarks, service marks, certification marks, symbols, slogans, or logos (“Trademarks”) appearing on the Products are proprietary to CareDaily or its affiliates, licensors, or suppliers. Use or misuse of these Trademarks is expressly prohibited and may violate federal trademark law. Unless expressly written otherwise by CareDaily, You have the right to use the Product Materials in accordance with these Terms.

• Subscription Terms

Your subscription begins as soon as your initial payment is processed. Your subscription will automatically renew each month without notice until you cancel. You authorise us to store your payment method(s) and to automatically charge your payment method(s) every month until you cancel. We will automatically charge you the then-current rate for your plan, plus applicable taxes, every month upon renewal until you cancel.

If your primary payment method fails, you authorise us to charge any other payment method in your account. If you have not provided us a backup payment method(s) and you fail to provide payment, or if all payment methods in your account fail, we may suspend your subscription. 

• Cancellation Terms

You can cancel your subscription anytime via your CareDaily account page. 
Or the Agreement is otherwise terminated in accordance with its Terms, (and any Trial Period and Subscription Term(s) shall together constitute the “Term”).
Should you cancel after Trial Period, your payment in nonrefundable, and your service will continue until the end of that month’s billing period.

• Acceptable Use

You shall not 
(a) provide System passwords or other log-in information to any third-party; 
(b) share nonpublic System features or content with any third-party; 
(c) access the System in order to build a competitive product or service, to build a product using similar ideas, features, functions or graphics of the System, or to copy any ideas; or 
(d) engage in web scraping or data scraping on or related to the System, including without limitation collection of information through any software that simulates human activity or any bot or web crawler. 

If CareDaily suspects that you have violated the requirements of this section, we may suspend your access to the System without advanced notice, in addition to other remedies we may have. 

CareDaily is not obligated to take any action against you or any other System user or other third party for violating this Agreement, but we are free to take any such action it sees fit.

• System Access

You are responsible and liable for: 
(a) your use of the System, including unauthorised conduct and conduct that would violate the requirements of this Agreement; 
(b) any use of the System through your account or passwords, whether authorized or not.

• Unauthorized Access

You agree to take reasonable steps to prevent unauthorized access to the System, including by protecting your password and other log-in information. You shall notify CareDaily immediately if you know of or suspect unauthorized use of the System or breach of its security. 

• Compliance with Law

In using the Platform, you shall comply with all applicable laws, including laws governing the protection of personally identifiable information and other laws applicable to the protection of your content.

• Right to Retain, Delete, or Suspend Access

You agree that you shall not rely on the System for backup or storage or your content. CareDaily may retain your content even if you are no longer using the System but is not required to provide copies of your content to you. CareDaily may permanently delete or erase your content or suspend your access to your content through the System at any time and for any reason.

• Disclaimer of Liability

CareDaily is not liable, and you agree not to hold us (owners, founder, co-founders, executive team, employees, subsidiaries, affiliates, agents) responsible for any: DAMAGES FOR LOSS OF REVENUES, PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES ARISING OUT OF OR RELATED TO YOUR USE OF THE SITE OR THE SERVICES, REGARDLESS OF WHETHER SUCH DAMAGES ARE BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), WARRANTY, STATUTE OR OTHERWISE.

• Disclaimer of Warranties

CareDaily disclaims all warranties, express or implied regard to this service. CareDaily does not make representations of any kind or warranties available to you through the Platform.  
No oral advice or written information given by CareDaily or any of its affiliates, employees, officers, directors, agents, or the like will create a warranty.
WITHOUT LIMITATING THE GENERALITY OF THE FOREGOING: (a) CAREDAILY HAS NO OBLIGATION TO INDEMNIFY OR DEFEND YOU AGAINST CLAIMS RELATED TO INFRINGMENT OF INTELLECTUAL PROPERTY; (b) CAREDAILY DOES NOT REPRESENT OR WARRANT THAT THE SYSTEM WILL PREFORM WITHOUT INTERRUPTION OR ERROR; (c) CAREDAILY DOES NOT REPRESENT OR WARRANT THAT THE SYSTEM IS SECURE FROM HACKING OR OTHER UNAUTHORIZED INTRUSION OR THAT YOUR CONTENT WILL REMAIN PRIVATE OR SECURE; AND (d) CAREDAILY DISCLAIMS ANY REPRESENTATION OR WARRANTY CONCERNING PRODUCTS OR SERVICES PROVIDED BY OTHER USERS OF THE SYSTEM OR OTHER THIRD PARTIES. 

• Cookies 

CareDaily uses "Cookies" to identify the areas of our website that you have visited. A Cookie is a small piece of data stored on your computer or mobile device by your web browser. We use Cookies to personalize the content that you see on our website. Most web browsers can be set to disable the use of Cookies. However, if you disable Cookies, you may not be able to access functionality on our website correctly or at all. We never place Personally Identifiable Information in Cookies. By using our site, registering an account, or making a purchase, you consent to the fact that we use cookies.

• Privacy Policy 

You acknowledge the collection, use, disclosure and other handling of information described in our Privacy Policy https://www.caredaily.co.uk/company/pages/privacy-policy which we may update from time to time.

• How we Protect your Data
• We implement a variety of security measures to maintain the safety of your personal information when you use our service through the Platform. We offer the use of a secure server. All supplied sensitive/credit information is transmitted via Secure Socket Layer (SSL) technology and then encrypted into our Payment gateway providers' database only to be accessible by those authorized with special access rights to such systems, and are required to keep the information confidential. 
• After a transaction, your private information (credit cards, social security numbers, financials, etc.,) is never kept on file. We cannot, however, ensure or warrant the absolute security of any information you transmit to CareDaily or guarantee that your information on the Service may not be accessed, disclosed, altered, or destroyed by a breach of our physical, technical, or managerial safeguards.

 

• Legal Basis for Processing your Data

If you are from The United Kingdom or European Economic Area (EEA), CareDaily legal basis for collecting and using the personal information described in this Platform Agreement depends on the Personal Data we collect and the specific context in which we collect it.

CareDaily may process your Personal Data because:

• We need to perform a contract with you;
• You have given us permission to do so;
• The processing is in our legitimate interests, and it's not overridden by your rights;
• For payment processing purposes;
• To comply with the law.

 

• Data Protection Rights Under General Data Protection Regulation (GDPR)

You have certain data protection rights. CareDaily aims to take reasonable steps to allow you to correct, amend, delete, or limit the use of your Personal Data.
If you wish to be informed what Personal Data, we hold about you and if you want it to be removed from our systems, please contact us.

In certain circumstances, you have the following data protection rights:

• The right to access, update, or to delete the information we have on you.
• The right of rectification. You have the right to have your information rectified if that information is inaccurate or incomplete.
• The right to object. You have the right to object to our processing of your Personal Data.
• The right of restriction. You have the right to request that we restrict the processing of your personal information.
• The right to data portability. You have the right to be provided with a copy of your Personal Data in a structured, machine-readable and commonly used format.
• The right to withdraw consent. You also have the right to withdraw your consent at any time where the CareDaily relied on your consent to process your personal information.
• Conduct and Behaviour

Without limiting other remedies, we may limit, suspend, or terminate your User account and access to our Services, restrict or prohibit access to, and your activities on, our Services, remove or demote, delay or remove hosted content, remove any special status associated with the account, reduce or eliminate any discounts, and take technical and legal steps to keep you from using our Services if:

• we think that you are creating problems or possible legal liabilities for us, our users, suppliers or other third parties;
• we think that such restrictions will improve the security of the CareDaily community or reduce our or another CareDaily user's exposure to financial liabilities;
• we think that you are infringing the rights of third parties;
• we think that you are acting inconsistently with the letter or spirit of this User Agreement or our policies or abuse our employees or users.

 

• Indemnification

You agree to defend, indemnify, and hold harmless CareDaily and the CareDaily Associates, officers, directors, shareholders, parents, subsidiaries, agents, successors, and assigns, against any “Indemnify Claim”, meaning any third-party claim, suit, or proceeding arising out of, related to, or alleging: (a) infringement or violation of third party intellectual property, privacy or publicity rights by content submitted to or transmitted through the System from your account, including without limitation by your content; and (b) claims that use of the System through your account harasses, defames, or defrauds a third party, infringe, or misappropriates, copyright, trade secret, or other intellectual property rights, or violates the CAN-Spam Act Compliance or any other law or restriction on electronic advertising. CareDaily will have the right, not to be exercised unreasonably, to reject any settlement or compromise that requires that it admit wrongdoing or liability or subjects it to any ongoing affirmative obligations. 

In no event shall CareDaily, its employees, agents, and sub-contractors be liable to the Customer to the extent that the alleged infringement is based on:

• A modification of the Services or Documentation by anyone other than CareDaily, unless approved in writing by CareDaily; or
• A combination of the Software with software or products not supplied or approved in writing by CareDaily;
• The Customer's use of the Services or Documentation in a manner contrary to the instructions given to the Customer by CareDaily; or
• The Customer's use of the Services or Documentation after notice of the alleged or actual infringement from CareDaily or any appropriate authority.
      
   The Customer shall defend, indemnify and hold harmless CareDaily against claims, actions, proceedings, losses, damages, expenses, and costs (including without limitation court costs and reasonable legal fees) arising out of or in connection with the Customer's use of the Services and/or Documentation, provided that:

 

• Any such claim does not arise as a result of any breach by CareDaily of its obligations under the Agreement;
• The Customer is given prompt notice of any such claim;
• CareDaily provides reasonable co-operation to the Customer in the defence and settlement of such claim, at the Customer's expense; and
• The Customer is given sole authority to defend or settle the claim.

 

• Term & Termination

22.1 Term
The Term of this Agreement (the “Term”) will commence on the Effective Date and continue until terminated by either you or CareDaily.

22.2 Termination
Either party may terminate this Agreement for any reason at any time. You may terminate this Agreement by closing your account. CareDaily may terminate by notifying You in writing (including without limitation via text to your mobile device) and closing Your account.

Cause for such termination shall include, but not be limited to: (a) violations of these Terms of Use; (b) a request by you to cancel or terminate your account; (c) discontinuance or material modification to the Service or any part thereof; (d) a request and/or order of law enforcement, a judicial body, or other government agency; (e) provision of the CareDaily Services to you becoming unlawful; (f) unexpected technical or security issues or problems; or (g) your participation in fraudulent or illegal activities. Any such termination or suspension shall be made by us in our sole discretion, without any refund to you of any prepaid fees or amounts, and we will not be responsible to you or any third party for any damages that may result or arise out of such termination or suspension of your account and/or access to the CareDaily Services. 

22.3 Effects of Termination 
Upon termination of this Agreement, Customer shall cease all use of the Software. The following will survive termination or expiration of this Agreement: (a) any obligation of Customer to pay fees incurred before termination; (b) Articles and Sections 3.2 (Restrictions on Software Rights), 4 (Confidential Information), 4.1 (Nondisclosure), 5 (Property Rights), 13 (Disclaimer of Liability), 14 (Disclaimer of Warranties), 21 (Indemnification); and (c) any other provision of this Agreement that must survive to fulfill its essential purpose.

• Miscellaneous

Governing Law: The Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of England.

Jurisdiction: Each party irrevocably agrees that the courts of England shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with the Agreement or its subject matter or formation (including non-contractual disputes or claims).

Force Majeure: Neither party to these terms will be deemed liable for its failure to perform or delay in performance under these Terms where such delay or failure is beyond its control, such as were caused by internet or telecommunications failures, shortages of or inability to obtain labor, energy, or supplies, war, terrorism, Cyberattack, riot, acts of God or governmental action, natural disasters. 

Severability: If any provision of this Agreement is determined to be illegal or unenforceable, such provision shall be automatically reformed and construed so as to be valid, operative and enforceable to the maximum extent permitted by law or equity while preserving its original intent. The invalidity of any part of this Agreement shall not render invalid the remainder of this Agreement.

Contact us
Please contact us if you have any questions or concerns regarding this Agreement.
e-mail: support@caredaily.co.uk