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Terms of Use

Thanks for using Nosto. On this page you can find our Terms and Conditions.

1. ACCEPTANCE

1.1 These terms and conditions (“Terms of Use”) govern your use of the Service (as defined below) provided by Nosto Solutions Ltd. (“Nosto”, “we”, “us”, “our”), a Finnish limited liability company (business identifier 2418911-9) in connection with your online store (“Online Store”). Terms of Use apply to the service made available on www.nosto.com and to any other third-party service through which Nosto is made available or can be used by you or on your behalf, including, but not limited to, the Nosto control panel and scripts that are installed in your online store logistics (“Nosto Software”). In these Terms of Use, a cloud service available at www.nosto.com and Nosto Software are together referred to as the “Service”. Except for cases in which you and all of your end users are located in the United States, use of the Service is also governed by Nosto’s Data Processing Addendum, which is incorporated herein by reference and available at www.nosto.com/terms/dpa/.

1.2 This Terms of Use is a legal agreement between Nosto and you (“you” or “customer”). Before accessing or using the Service, you must agree to these Terms of Use and, if applicable, our Data Processing Addendum. By accessing or using the Service you acknowledge and agree that you have read, understood, and agree to be bound by this Terms of Use and our Data Processing Addendum. If you are using the Service on behalf of a company or other legal entity, such entity may have a separate agreement with us, but you are nevertheless individually bound by these Terms of Use.

1.3 Please read this Terms of Use and our Data Processing Addendum carefully because they govern your use of the Service. We may update and modify the Terms of Use and our Data Processing Addendum from time to time, and by continuing to use the Service after Nosto posts a modification at www.nosto.com/terms/, you accept the modification.

1.4 Additional terms and conditions may apply to certain additional services and features of the Service provided and developed by Nosto or third parties, for example Facebook, (“Additional Services”). In case the use of the Service includes such Additional Services, regardless of anything to the contrary stated herein, they may be exclusively governed by their provider’s standard terms and conditions applicable to such solutions. By accessing or using any Additional Service you acknowledge and agree that you have read, understood, and agree to be bound by such terms and policies applicable to Additional Services. If there is a conflict between these Terms of Use and the terms applicable to certain Additional Services, the terms applicable to certain Additional Services shall prevail with respect to your use of that Additional Service.

1.5 ARBITRATION NOTICE AND CLASS ACTION WAIVER FOR CUSTOMERS LOCATED IN THE UNITED STATES: EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN SECTION 11 (DISPUTE RESOLUTION, GOVERNING LAW AND ARBITRATION) BELOW, YOU AGREE THAT DISPUTES BETWEEN YOU AND NOSTO WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.

 

2. THE SERVICE

2.1 The Service is a cloud service intended for use in online web shops. The Service collects and analyzes an end user’s online behaviour and makes it possible to calculate and automatically represent different types of intelligent product recommendations; create, manage and optimize advertising campaigns on social media channels; and offer other marketing automation functionalities. You can find a more comprehensive description of the Service and its features at www.nosto.com, as amended from time to time.

2.2 The Service is designed to help the customer increase their sales, but the customer remains responsible for how the Service is used and for achieving the intended goals and results. It is the responsibility of the customer to ensure that the output and results of the Service meet the customer’s expectation and requirements.

2.3 Nosto may provide user assistance to the customer upon reasonable request. If required, the customer must allow Nosto to access the necessary information and facilities, and, to the best of its ability, also otherwise contribute to the delivery of the Service. If reasonably requested by the customer, Nosto officials can modify the customer’s recommendation templates, marketing campaigns, customer online store and other settings based on mutually agreed instructions. All assistance shall be provided during Nosto’s standard business hours and at Nosto’s reasonable discretion.

2.4 Unless otherwise agreed in writing, you may use the Service solely in connection with, and for the purposes of your Online Store. You may represent and allow access to the displays generated with the Service on your Online Store only. Creating hyperlinks to the displays generated with the Service from a website other than your Online Store’s website is prohibited. Any modifications to Nosto scripts, plugins or other parts of Service in an attempt to misuse or abuse the Service and/or bypass the obligation to pay Nosto fees for services rendered is forbidden.

2.5 Nosto is constantly developing the Service. Therefore, we may amend features of the Service by removing, modifying or adding existing or new features without giving you notice. We will, however, inform you of any material changes in the Service by posting a notice at www.nosto.com

 

3. REGISTRATION

The use of the Service requires registration on www.nosto.com or via platform plugins and installation of a javascript plugin on your Online Store logistics. Please follow the instructions given at www.nosto.com

 

4. YOUR ONLINE STORE

4.1 You are solely responsible for your Online Store and your conduct and any data, text, links, information, image and/or any other material (“Content”) that you choose to display through the Service on your Online Store.

4.2 You may not use the Service for any illegal or unauthorized purpose. You agree to comply with all applicable laws regarding your Online Store, in particular all applicable laws and regulations regarding data privacy and handling of personal data. You are responsible, where required, for informing your Online Store end users of our activities and obtaining your Online Store end users’ consent for our storing and handling of the personal data collected at your Online Store in accordance with these Terms of Use and our Data Processing Addendum and, where applicable, for sending marketing messages to your Online Store end users.

4.3 We may, but have no obligation to, suspend or terminate your use of the Service if we determined in our sole discretion that the Content or your Online Store is unlawful, offensive, threatening, libelous, defamatory, obscene or otherwise objectionable or violates these Terms of Use. 

 

5. FEES

Using the Service and Additional Services is subject to our price list, available through your Nosto representative or at www.nosto.com. We may change the price list from time to time. The available payment methods are described at www.nosto.com

 

6. RIGHT TO USE AND PROPRIETARY RIGHTS

6.1 Subject to Nosto’s confirmation of your registration, Nosto grants you a non-exclusive, non-transferable, revocable, non-sublicensable limited right to access and use the Service and Nosto Software, subject to your payment of the agreed fees, in accordance with these Terms of Use and the terms applicable to Additional Services.

6.2 Customer shall not
i) attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Service or Nosto Software in any form or media or by any means;
ii) attempt to circumvent or modify the Service in order to avoid the obligations set forth these Terms of Use and, if applicable, our Data Processing Addendum, especially the provisions set forth in Section 5 (Fees); iii) use the Service for unlawful purposes or against the terms and policies applicable to any social media channels (for example Facebook) in which the advertising campaigns are conducted;
iv) access all or any part of the Service in order to build a product or service which competes with the Service;
v) attempt to obtain, or assist third parties in obtaining, unauthorized access to the Service;
vi) license, sell, rent, lease, transfer, assign, distribute, display, disclose or otherwise make the Service available to any unauthorized third party; or
vii) reverse engineer, decompile, decode, decrypt, disassemble, or attempt to derive any source code from the Service (except and only to the extent any foregoing restriction is prohibited by applicable law).

6.3 The customer agrees and acknowledges that the title and all intellectual property rights in and to the Service and any data, documentation, images related thereto are owned and remain vested in Nosto or a third party (such as Nosto’s licensor). No intellectual property rights shall be transferred pursuant to these Terms of Use. 

6.4  In case the customer comments on the Service or provides suggestions for improving the Service, the customer agrees that all such comments, suggestions and ideas thereof will be fully assigned to Nosto and hence Nosto shall own all rights to use and incorporate them into the Service.

 

7. CUSTOMER DATA

7.1 When you use the Service, our servers (which may be hosted by a third party service provider, such as Amazon Web Services) collect information automatically from your Online Store. We will act as the data controller with respect of the personal data we may have collected from you during registration or provision of support services, if any. To the extent we collect any personal data of end users of your Online Store, we will act as your data processor with respect to such personal data.

7.2 For more information on our data collection practices of your personal data and the end users of your Online Store, please review our Data Processing Addendum at www.nosto.com/terms/dpa/. We may update the Data Processing Addendum from time to time, and by continuing to use the Service after Nosto posting a modification at my.nosto.com, you accept such modification.

7.3 We do not knowingly collect or solicit personally identifiable information from individuals under sixteen (16) years of age; if you or any of your end users are under sixteen (16), please do not attempt to register for or otherwise use the Service or send us any personal information. If we learn we have collected personal information from an individual under sixteen (16) years of age, we will delete that information as quickly as possible. If you believe that an individual under sixteen (16) may have provided us personal information, please contact us at support@nosto.com. 

 

8. LIMITED WARRANTY

8.1 We, our officers, directors, employees and our suppliers provide the Service on a reasonable effort basis. While we endeavour to ensure that the Service is available at all times, we make no warranty that the Service will meet your requirements, or that the Service will be uninterrupted, timely, secure or error-free, nor do we make any warranty as to the results that may be obtained from the Service or as to the accuracy or reliability of any information obtained through the Service, and we will not be responsible or liable for the accuracy, copyright compliance, legality, or decency of material contained in or accessed through the Service. Products and services purchased or offered (whether or not following such recommendations and suggestions) as a result of use of the Service are provided “AS IS” and without any warranty of any kind from Nosto or others (unless, with respect to such others only, provided expressly and unambiguously in writing by a designated third party for a specific product). We warrant that in the event that the Service is not available or that there are errors in its operation we will use every reasonable effort to remedy the event. This is your sole remedy in the event of interruption or errors in the Service.

8.2 THE SERVICE IS PROVIDED BY NOSTO (AND ITS LICENSORS AND SUPPLIERS) ON AN “AS-IS” BASIS. THERE ARE NO OTHER WARRANTIES THAN WHAT IS EXPRESSLY STATED IN THIS SECTION AND WE DO NOT MAKE ANY OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY (INCLUDING BUT NOT LIMITED TO FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE) REGARDING THE USE OR THE RESULTS OF THE USE OF THE SERVICE, TO THE GREATEST EXTENT PERMITTED BY LAW. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

8.3 The customer acknowledges that the use of the Service might be dependent on a social media channel (for example Facebook) in which the customer’s advertising campaigns are carried out and that the actions of the customer and third-party data providers may also affect the use of the Service. Nosto does not accept any liability for the operation and function of any third party products and services or acts or omissions of any third party including but not limited to the third party data providers, customer or social media channel or any third parties who operate in such a social media channel in which customer’s advertising campaigns are carried out. Furthermore, Nosto does not accept any liability for the use of the Service contrary to the Facebook or other social media channel terms and policies. 

 

9. LIABILITY LIMITATION

THE AGGREGATE TOTAL LIABILITY OF NOSTO TOWARDS YOU IN RESPECT OF ANY CAUSE OF ACTION RELATING TO OR ARISING OUT OF THE SERVICE IS AT ALL TIMES LIMITED TO THE FEES AND EXPENSES PAID BY YOU TO US HEREUNDER DURING THE THREE (3) MONTHS IMMEDIATELY PRIOR TO THE DATE ON WHICH THE CAUSE OF LOSS OR DAMAGE GIVING RISE TO THE CLAIM AROSE. TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, IN NO EVENT AND UNDER NO LEGAL THEORY (INCLUDING, WITHOUT LIMITATION, TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE) SHALL NOSTO BE LIABLE FOR ANY LOSS OF PRODUCTION, LOSS OF OR CORRUPTION TO SOFTWARE OR DATA, LOSS OF PROFITS OR OF CONTRACTS, LOSS OF BUSINESS OR OF REVENUES, LOSS OF OPERATION TIME, LOSS OF GOODWILL OR REPUTATION, LOSSES ARISING OUT OF MATTERS BEYOND NOSTO’S REASONABLE CONTROL, WHETHER CAUSED DIRECTLY OR INDIRECTLY, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL LOSS, DAMAGE, COST OR EXPENSE WHATSOEVER. THE AFORESAID LIMITATIONS DO NOT APPLY TO LOSS OR DAMAGE ARISING OUT OF GROSS NEGLIGENCE OR WILLFUL MISCONDUCT. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL OR CERTAIN OTHER DAMAGES, SO THE ABOVE LIMITATION AND EXCLUSIONS MAY NOT APPLY TO YOU. 

 

10. INDEMNITY

You agree to indemnify and hold us (and our subsidiaries, officers, directors, employees or partners) harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your breach of these Terms of Use or the documents it incorporates by reference, your use of the Service (including any actions taken by a third party using your account), or your violation of any law or the rights of a third party. In the event of such a claim, suit, or action (“Claim”), we will attempt to provide notice of the Claim to the contact information we have for your account (provided that failure to deliver such notice shall not eliminate or reduce your indemnification obligations hereunder). 

 

11. DISPUTE RESOLUTION, GOVERNING LAW AND ARBITRATION

11.1 In the event a dispute arises between you and us, please email us at support@nosto.com, and we will work quickly towards a solution.

11.2 If we are not able to solve such a dispute amicably in due course, such dispute, controversy or claim arising out of or relating to these Terms of Use or the breach, termination or invalidity thereof shall be settled by a single arbitrator in accordance with the Arbitration Rules of the Finland Chamber of Commerce. The arbitration shall be held in Helsinki, Finland, and the arbitration proceedings shall be conducted in the English language. The existence and any material relating to arbitration proceedings shall be deemed confidential information. Notwithstanding the above, we may choose to submit any claim for unpaid fees or payments before the court of any competent jurisdiction. These Terms of Use shall be subject to the laws of Finland, excluding its choice of law provisions.

 

12. TERM AND TERMINATION

12.1 If you are entering into an Order Form or other similar document with Nosto (“Agreement”), the applicable termination provisions are stipulated in that Agreement. In case of Incubator plans only, where a separate Agreement is not executed, a party may terminate the Service at any time upon 30-day prior written notice to the other Party. Customer’s written termination notice shall be sent to billing@nosto.com. Nosto’s written termination notice shall be sent to the email address you have provided upon registration.

12.2 Only in case of a material breach, the non-breaching party may terminate the Service with immediate effect by a written notice if the other party commits a material breach of the Agreement and fails to remedy the same within fourteen (14) days after receipt of a written demand from the non-breaching party to cure the breach.

12.3 Upon termination, all fees payable to Nosto until the end of the then-current Agreement term, if any, will become immediately due and payable, your right to use the Service ceases and we will remove your account. 

 

13. MISCELLANEOUS

13.1 You will be responsible for paying, withholding, filing, and reporting all taxes, duties, and other governmental assessments associated with your activity in connection with the Services, provided that Nosto may, in its sole discretion, do any of the foregoing on your behalf or for itself as it sees fit. The failure of either you or us to exercise, in any way, any right herein shall not be deemed a waiver of any further rights hereunder. If any provision of these Terms of Use are found to be unenforceable or invalid, that provision will be limited or eliminated, to the minimum extent necessary, so that these Terms of Use shall otherwise remain in full force and effect and enforceable. You and Nosto agree that these Terms of Use are the complete and exclusive statement of the mutual understanding between you and Nosto, and that these Terms of Use supersede and cancel all previous written and oral agreements, communications and other understandings relating to the subject matter of these Terms of Use. You hereby acknowledge and agree that you are not an employee, agent, partner, or joint venture of Nosto, and you do not have any authority of any kind to bind Nosto in any respect whatsoever.

13.2 Except as expressly set forth in the sections above regarding the arbitration agreement, you and Nosto agree there are no third-party beneficiaries intended under these Terms of Use.

13.3 You may not assign, delegate or transfer these Terms of Use or your rights or obligations hereunder, or your Service account, in any way (by operation of law or otherwise) without Nosto’s prior written consent. We may transfer, assign, or delegate these Terms of Use and our rights and obligations without consent.