General Terms and Conditions

This End User License agreement (EULA), consists of two parts. The general terms and conditions (the main contract) and the Data Processing Agreement (DPA). This is a contract between Easygenerator and the user of Easygenerator’s SaaS authoring tool. You are considered a user when you create an account and accept these terms.

Recitals

  • Easygenerator provides authoring software as a service via easygenerator.com.
  • Customer wishes to use the Easygenerator authoring software as a service;

1. The Easygenerator Service:

The “Service” includes:

  1. the authoring SaaS application
  2. the website and web shop (my account pages)
  3. The (optional) hosting of the learning content for your learners
  4. the (optional) tracking and tracing database for the results of your learners
  5. Our built-in support and the online help

Any new features added to or augmenting the Service are also subject to the Terms of Use.

2. Acceptance of terms

  1. Easygenerator provides its Service to you through its website easygenerator.com
  2. By accepting these terms or accessing Easygenerator provided URLs, you acknowledge that you have read, understood and agreed to be bound by the following terms, and that all materials made or used by you on easygenerator.com are within your rights to make. If you are entering these terms on behalf of an employer or third party, you represent that you have authority to bind that entity to these terms. If you do not have such authority or do not agree to the terms and conditions, you cannot use the Easygenerator Service.
  3. You acknowledge that these terms constitute an agreement between Easygenerator B.V. and you and that your digital signup for the Easygenerator Service acts in place of a physically signed agreement and Easygenerator’s Processor’s Agreement.

3. Subscription terms and payment

  1. Each person is allowed one free trial of Easygenerator for a 14-day period unless agreed otherwise.
  2. At the end of the 14-day trial period, the account will revert to a Free Plan unless the customer upgrades to a paid account. When reverting to Free all data will be saved, but Easygenerator does not take any responsibility for any loss of data.
  3. All Easygenerator subscriptions are named subscriptions. A single subscription can only be used by one person. A user is not allowed to share his account or account details with other people. Sharing of content can be done between named accounts via the collaboration features. Using a named Easygenerator subscription with more than one person will result in an automatic downgrade to the Free Plan.
  4. All Plans are billed in advance. If you choose a monthly Plan, this Plan will renew on the same day in the next month (if you upgrade on the 15th, your Plan would renew each month on the 15th). There is also an option for yearly Plans that also needs to be paid in advance and will auto-renew after exactly one year, with a yearly plan a two months discount is applied.
  5. If payment is not received by Easygenerator in the initial auto-renewal process the customer will be notified via email. If the payment is not received the account will revert to the Free Plan and all paid functionality will be lost.
  6. Customers can upgrade their subscription to another Plan at any time. There are no refunds for downgrades or cancellations of accounts before the pre-paid period has expired. If the customer upgrades during their pre-paid period, the difference for the remaining days of their billing month will be charged pro-rata at time of upgrade. After that the customer will be charged the new price for each subsequent billing period.
  7. Customers can cancel their subscription once by emailing a written request to [email protected] Yearly plans can be cancelled upon 1 (one) month notice. As soon as the cancellation is realized, the user will be downgraded to the Free Plan or (on his request) the account will be removed. Easygenerator reserves the right to delete the content of all cancelled accounts.
  8. Easygenerator shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Service.
  9. Easygenerator reserves the right to implement price changes with 30 day notice to the customer. Customers on monthly subscriptions will be charged the new price the next month that falls after the 30 days. Customers on annual accounts will be charged the agreed amount for the full 12 months of their contract; after that the new price will take effect. Excluding any onetime discount for year one, the Annual price changes shall not exceed 5 % of the current customer pricing.

4. Free Plan specifics

  1. Easygenerator reserves the right to terminate or modify the Free Plan Service at any time, without prior notification.
  2. The Free Service is provided on an “as is” and “as available” basis without any warranty or condition, express, implied or statutory.
  3. Easygenerator makes no claims that the Service will be uninterrupted or error-free and customers use the application at their own risk.
  4. The Service will be unavailable each week between 7 AM CET and 9 AM CET; this is our Planned maintenance window.

5. Paid Plan specifics

  1. For the Paid Plans Easygenerator gives an uptime guarantee of 99.5%.
  2. The Service will be unavailable each week between 7 AM CET and 9 AM CET; this is our Planned maintenance window.
  3. We guarantee a 99.5% uptime of the Service (excluding Planned maintenance) for all Paid Plans.
  4. Easygenerator is committed to the security of your data. Each year an external audit (penetration test) will be done by a third party. The results from this audit will be available in the first quarter of each year.

6. Support

  1. Pro Plan users have access to the live support and to the knowledge base (help.easygenerator.com) of Easygenerator.
  2. Team and Enterprise Plan users can in addition to that attend online trainings and webinars and extra support as specified in their contract.

7. General Conditions

  1. You agree, as a customer, not to license, resell, lease, transfer or distribute the Service to any third party vendors unless purely for internal purposes.
  2. You agree, as a customer, not to use Easygenerator for unlawful purposes, such as infringing privacy, data ownership or intellectual property rights.
  3. You agree to act within anti-spam policy guidelines for your country and shall not use Easygenerator to transmit unsolicited mail.
  4. As a customer of Easygenerator you acknowledge that Easygenerator is the proprietor of the software and you do not have the right to adapt, hack, or reverse engineer the source code of the software.
  5. You are responsible for the data stored in your Easygenerator account, and for all data, be it email, chat, social media messages or learning management system sent or published from your Easygenerator account. Easygenerator cannot take responsibility for any racist, libel or defamatory messages of any kind sent or published from your Easygenerator account, and you indemnify Easygenerator from any damages relating to such an occurrence.
  6. You agree to keep your login information confidential, and to restrict each login to one person. You are not allowed to share a single (named) user account with other people.
  7. Easygenerator reserves the right to cancel the account of a customer immediately, and without warning, if the customer infringes the above terms. If, at Easygenerator’s sole discretion, we determine the customer has abused their access rights to the Easygenerator application termination without warning will take effect immediately. Easygenerator shall wherever possible seek to contact you in advance to notify of such actions and wherever possible, allow the customer a reasonable opportunity to remedy.
  8. You may not upload, post, or transmit (collectively, “submit”) any video, image, text, audio recording, or other work (collectively, “content”) that:
    1. Infringes any third party’s copyrights or other rights (e.g., trademark, privacy rights, etc.);
    2. Contains sexually explicit content or pornography (provided, however, that non-sexual nudity is permitted);
    3. Contains hateful, defamatory, or discriminatory content or incites hatred against any individual or group;
    4. Exploits minors;
    5. Depicts unlawful acts or extreme violence;
    6. Depicts animal cruelty or extreme violence towards animals;
    7. Promotes fraudulent or dubious business schemes;
    8. Violates any law.

8. Data privacy & copyrights

In providing you the Service we shall maintain all administrative and technical safeguards to protect the security, confidentiality and integrity of your data.

9. Copyrights

a) Easygenerator will only access your account upon your request for technical assistance. You will be asked to provide explicit consent each time an employee of Easygenerator needs to access your account. No employee of Easygenerator will access your account without prior permission; unless required to do so by law and in such cases, where legally permissible, Easygenerator shall inform you

b) Intellectual property rights. Easygenerator shall maintain all rights, title and interest in our respective patents, inventions, copyrights, trademarks, domain names, and any other intellectual or property and/or proprietary rights. The rights granted to you to use the Service do not convey, by extension, any title to patents, inventions, copyrights, trademarks, domains name or any other intellectual property owned by Easygenerator.

c) The copyright for all content created with Easygenerator lies with the author, which is you or your company if you create the content.

d) Any feedback, enhancement suggestions or recommendations received from you can be incorporated into the Easygenerator Service: worldwide; royalty-free; in perpetuity; and to any other Easygenerator product(s) by transfer. You cannot claim any rights to these incorporations, either now or in the future.

e) Easygenerator has the option to track and trace the results from your learners. This option is by default enabled. You can disable it in the settings in the application. These results will only be visible to you as the author, not to anyone else. The learner will at the start of the course get a login screen asking him for his permission to track and trace the results of his activities and will have an option to take the course without tracking his results. Easygenerator does have the right to analyze this data for general trends and figures, but not on a personal or customer level, unless that customer has approved or requested that.

10. Third parties

a) To deliver our Service to you, Easygenerator may utilize third party services. Your acceptance of these services confirms your compliance with the terms and conditions of these third-party services. Easygenerator is not responsible for, nor does it endorse, the governance of your rights by third party companies. Easygenerator is not liable for any damage or loss attributed to, or connected to, your access or the uptime of a third party’s service. The third parties are listed in the DPA.

11. Disclaimer of warranties.

a) The Service, including the site and content, and all server and network components are provided on an “as is” and “as available” basis, without any warranties of any kind to the fullest extent permitted by law for free users. For paid users there is an uptime guarantee and that the Service shall perform materially in accordance with the documentation and specification for the Service. Easygenerator expressly disclaims any and all warranties, whether express or implied, including, but not limited to, the implied warranties of merchantability, title, fitness for a particular purpose, and non-infringement. You acknowledge that Easygenerator does not warrant that the Service will be uninterrupted. No information or advice obtained by you from Easygenerator or through the Service shall create any warranty not expressly stated in these terms.

12. Limitation of liability

a) No consequential damages. Under no circumstances and under no legal theory (whether in contract, tort, negligence or otherwise) will either party to these terms, or such party’s affiliates or their respective officers, directors, employees, agents, suppliers or licensors be liable to the other party or any third party for any indirect, incidental, special, exemplary, consequential, punitive or other similar damages, including lost profits, lost sales or business, lost data, business interruption or any other loss incurred by such party in connection with these terms or the Service, regardless of whether such party has been advised of the possibility of or could have foreseen such damages.

b) Limits on monetary damages. Notwithstanding anything to the contrary in these terms, Easygenerator’s (including any of its affiliates) aggregate liability, for damages (monetary or otherwise) under these terms claimed by you or any third party arising from our Service, shall be limited to the lesser of (i) actual damages incurred, or (ii) 100% of the payments paid or payable by you for the Service during the twelve (12) months preceding the claim, or the duration of the current term. the parties acknowledge and agree that the essential purpose of this section 11.2 is to allocate the risks under these terms between the parties and limit their potential liability given the fees charged under this agreement, which would have been substantially higher if Easygenerator were to assume any further liability other than as set forth herein. The parties have relied on these limitations in determining whether to enter into these terms.

c) Breach of confidentiality, data privacy and third-party intellectual property infringement shall be uncapped for both Parties.

13. Indemnification

a) Indemnification by Easygenerator. Easygenerator will indemnify and hold you harmless, from and against any claim against You by reason of Your use of the Service as permitted hereunder, brought by a third party alleging that the Service infringes a valid patent or copyright, or misappropriates a third party’s trade secret (such claims, collectively, “Claim”). Easygenerator shall, at its expense, defend such Claim and pay damages agreed or finally awarded against You in connection therewith, including the reasonable fees and expenses of the attorneys engaged by Easygenerator for such defence, provided that (i) You promptly notify Easygenerator of the threat or notice of such Claim, (ii) Easygenerator will have the sole and exclusive control and authority to select defence attorneys, defend and/or settle any such Claim, and (iii) You fully cooperate with Easygenerator in connection therewith. If Your use of the Service has become, or in Easygenerator’s opinion is likely to become, the subject of any such Claim, Easygenerator will replace or modify the Service to make it non-infringing by modification of the Service by anyone other than Easygenerator.

b) Indemnification by You. You agree to defend, indemnify, and hold harmless Easygenerator from and against any claims, actions or demands, including, , reasonable legal and professional Services fees, arising or resulting from Your breach of these Terms, or Your and Your end users’ access to, use, misuse or illegal use of the Service. Easygenerator will provide You notice of any such claim, suit, or proceeding. Easygenerator reserves the right to assume the exclusive defence and control of any matter which is subject to indemnification under this section, in which case you agree to cooperate with any reasonable requests to assist Easygenerator’s defense of such matter.

14. Assignment; entire agreement; revisions

c) Giving prior written notice to the other Party, either party may assign or transfer these Terms, in whole or in part, without restriction, provided the assignee agree to be fully bound by these Terms. These Terms supersede prior versions of these Terms, or any other discussions, agreements or understandings by or among the parties (other than written agreements expressly accepted and executed by both parties). We may amend these Terms from time to time, in which case the new Terms will supersede prior versions provided such changes to not materially reduce the services delivered to the customer. We will notify You of such changes and direct You to the latest version and, acting reasonable, if such changes result in You being materially adversely affected in your benefit of the Services then you shall have the right to Terminate, receiving a pro-rata refund for unused services.

15. Severability

a) If any provision in these Terms is held by a court of competent jurisdiction to be unenforceable, such provision shall be modified by the court and interpreted so as to best accomplish the original provision to the fullest extent permitted by law, and the remaining provisions of these Terms shall remain in effect.

16. Relationship of the parties

a) The parties are independent contractors. These Terms do not create a partnership, franchise, joint venture, agency, and fiduciary or employment relationship among the parties.

17. Governing law and dispute resolution

a) This Agreement shall be governed by and construed in accordance with the laws of The Netherlands. Any dispute or claim arising out of or in connection with this Agreement or the performance, breach or termination thereof shall be finally settled by the competent court in Amsterdam, The Netherlands.

18. No Other Rights.

a) No other rights or licenses are granted under this Agreement, by implication, estoppel, statute or otherwise, etc

Rotterdam March 2020. Kasper Spiro
CEO Easygenerator

Annex 1: Data Processor’s Agreement

In this relationship Easygenerator is engaged by Customer to process personal data. In this connection, Easygenerator has the role of ‘Processor’ and the Customer has the role of ‘Controller’.

This Data Processor’s Agreement (“DPA”) is an annex to and an integral part of the End User License Agreement between the Parties (referred to below as: ‘the Agreement’). Following this DPA,

  • Customer wishes to use the Easygenerator services;
  • Easygenerator will, in the implementation of the Agreement, (possibly) process personal data within the meaning of Article 4 (1) of the General Data Protection Regulation (GDPR), on the instructions of Customer
  • Easygenerator is hereby considered to be a processor within the meaning of Article 4 (8) of the GDPR;
  • Customer is hereby considered to be a controller within the meaning of Article 4 (7) of the GDPR, if it designates the purposes and means for the processing;
  • Easygenerator is willing to do so and is also willing to comply with the obligations concerning security and other aspects of the GDPR;
  • The Parties, partly with a view to the requirement in Article 28 (3) of the GDPR, wish to set out in writing their rights and obligations by means of this Processor’s Agreement (referred to below as: ‘Processor’s Agreement’);

Parties hereby agree that:

Article 1. Purposes of processing

  1. Easygenerator undertakes, subject to the conditions of the Agreement and this DPA, to process personal data on the instructions of Customer. The personal data will only be processed within the framework of the Agreement and according to this DPA for the purposes of creating and providing an e-Learning platform as determined in the Agreement.
  2. The personal data that are or will be processed by Easygenerator in connection with the Agreement, and the categories of data subjects from which they derive, are stated in “DPA Appendix 1: Specification of personal data and data subjects”. Easygenerator shall not process the personal data for any purpose other than that determined by Customer. Customer shall inform Easygenerator of the purposes of the data processing insofar as these are not already stated in this DPA.
  3. Easygenerator has no control over the purpose of and means for the processing of personal data. Easygenerator takes no decisions about the receipt and the use of the personal data, the provision to third parties and the duration of the storage of personal data while processing the personal data in accordance with DPA.

Article 2. Parties’ obligations

  1. With regard to the processing purposes referred to in Article 1, both Parties shall ensure compliance with the conditions applying to the processing of personal data pursuant to GDPR.
  2. Customers guarantees that the content, the use and the instructions for the processing of the personal data as referred to in this DPA are not unlawful and do not infringe any right of third parties.
  3. The obligations of Easygenerator that arise from this DPA shall also apply to those who process personal data under the authority and on the instructions (sub-processors) of Easygenerator.

Article 3. Transfer of personal data

  1. Easygenerator is permitted to process the personal data in countries within the European Union and the USA. A limited number of Easygenerator employees from Ukraine can process this information as well for maintenance reasons. Easygenerator shall not process personal data nor permit any sub-processor to process personal data in other countries unless authorized via an amendment to this Agreement.
  2. Because the European Union Commission has determined that United States and Ukrainian data privacy laws do not ensure an adequate level of protection for personal data collected from EU data subjects, the transfer will be subject to appropriate additional safeguards under the standard contractual clauses. A copy of the standard contractual clauses is provided to Customer by Easygenerator.

 

Article 4. Allocation of responsibilities

  1. The permitted processing operations shall be performed by Easygenerator in a (semi-) automated environment.
  2. Easygenerator is solely responsible for the processing of the personal data under this DPA, in accordance with the Customer’s instructions and under the explicit responsibility of the Customer. For the other processing of personal data, including in any case but not limited to the collection of personal data by the Customer, processing for purposes not reported by Customer to Easygenerator, processing by third parties and / or for other purposes, Easygenerator is expressly not responsible, as long as Easygenerator is strictly following the Agreement and DPA .

Article 5. Engaging third parties or subcontractors

  1. Customer hereby authorizes Easygenerator to use a third party in the processing of personal data, pursuant to this DPA, with due observance of the applicable privacy legislation. These third parties only will process limited data, for example, email address of the author to provide support, DPA’s are in place with all subcontractors. None of these sub-contractors have access to the database with personal data. The list of sub-contractors is:
    1. Intercom – USA (customer support application)
    2. AWS – USA/Germany (hosting of our application). Transfer to Germany currently in progress
    3. Easygenerator Ukraine (development and maintenance, listed as sub-contractor because it is a separate legal entity).
    4. DPA’s are in place with all subcontractors.

If Easygenerator wishes to engage a new sub-contractor, Easygenerator updates this DPA and send it over for approval to Customer. Data processing agreements that include at least as strict terms as the one concluded between the Parties must be signed by Easygenerator and all new-subcontractors.

Article 6. Security

  1. Easygenerator shall take appropriate technical and organizational measures concerning the processing operations of personal data to be carried out, against loss or any form of unlawful processing (such as unauthorized access, corruption, alteration or provision of the personal data).
  2. Next to all security measures taken by Easygenerator, Easygenerator will be audited at least one time each year by an external company to check and validate security.

 

Article 7. Obligation to report breaches

  1. In the event of a possible personal data breach (which shall be taken to include: breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorised disclosure of, or access to, personal data transmitted, stored or otherwise processed, as referred to in Article 4 (12) (GDPR) Easygenerator shall inform Customer thereof immediately or no later than within twenty-four (24) hours after it was detected further to which Customer shall assess whether it will inform the supervisory authorities and/or data subjects.
  2. On the request of Customer Easygenerator shall cooperate in informing the relevant authorities and any data subjects. Customer shall be responsible for reporting to the relevant authorities and/or data subjects.
  3. Easygenerator obligation to report to Customer shall, in any case, involve reporting the fact that there has been a breach, as well as:
  4. the date on which the breach occurred (if no exact date is known: the period within which the breach occurred;
    • the (suspected) cause of the breach;
    • the date and time when the breach became known to Easygenerator or a third party or subcontractor engaged by it;
    • the number of persons whose data have been leaked (if no exact number is known: the minimum and maximum number of persons whose data have been leaked);
    • a description of the group of persons whose data have been leaked, including the category or categories of personal data leaked;
    • whether the data were encrypted, hashed or otherwise rendered unintelligible or inaccessible for unauthorized persons;
    • the measures taken or proposed to be taken to address the personal data breach and to mitigate its effects;
    • contact details for the follow-up of the report.

Articles 8. Rights of data subjects

  1. In the event that a data subject addresses a request concerning one of its statutory rights, as referred to in the GDPR, to Easygenerator, Easygenerator shall forward this request to Customer, and Customer will subsequently deal with the request. Easygenerator may notify the data subject of this.
  2. In the event that a data subject addresses a request as referred to in Article 8 a) to Customer, Easygenerator shall if so requested by Customer co-operate in complying with that request.

Article 9. Obligation of confidentiality

  1. All personal data that the Easygenerator receives from Customer and/or collects itself within the context of this Processor’s Agreement is subject to an obligation of confidentiality towards third parties. the Easygenerator will refrain from using this information for any purpose other than that for which it has acquired it.
  2. This obligation of confidentiality shall not apply insofar as Customer has given explicit consent for the information to be provided to third parties, if disclosure of the information to third parties is logically necessary given the nature of the issued assignment and the implementation of this Processor’s Agreement, or if there is a legal obligation to provide the information to a third party.

Article 10. Duration and termination

  1. This DPA has been entered into for the term and period stated in the Agreement between the Parties, in the absence of which it will at least apply for the duration of the collaboration.
  2. The DPA cannot be terminated prematurely or without terminating the Agreement.
  3. The Parties may amend this Processor’s Agreement only by mutual agreement.
  4. In the event of termination, dissolution or notice of termination of this Agreement or DPA, on request, for whatever reason, Easygenerator shall of its own accord (i) provides to Customer all personal data obtained from or on behalf of Customer in the manner and format agreed upon by both Parties, (ii) immediately cease the processing of the personal data, (iii) provide to Customer all documents in which the personal data are recorded, and (iv) permanently deletes all personal data that is stored in any form, including electronically on data carrier, or, insofar as permanent deletion from the data carrier is not possible, destroy the data carrier, in no later than thirty (30) days from the termination of the Agreement or DPA. On the first request of Customer, Easygenerator shall confirm in writing to Customer that Easygenerator has complied with all obligations pursuant to this article.

Article 11. Other provisions

  1. The DPA and its implementation are governed by Dutch law.
  2. Any disputes that may arise between the Parties in connection with the DPA will be submitted to the competent court in the district where Easygenerator is established.
  3. If one or more provisions of the DPA should prove to be unlawful, the other provisions of the DPA will remain in effect. The Parties will then consult with each other on any provisions that are legally invalid so as to agree on replacement provisions that are legally valid, the purport of which corresponds as closely as possible to the original provisions.
  4. The Parties will provide full cooperation to each other in amending the present DPA and adapting it to any new privacy legislation.

DPA Appendix 1: Specification of personal data and data subjects

Personal data

In connection with the Agreement and DPA, Easygenerator will process the following personal data of Customer’s Employees and other Users on the instructions of Customer:

For authors

  • Communication Data (Email address)
  • Online Data (e.g. IP address, User ID, mobile device used, operating system, internet provider, date and time of login and logoff)
  • Online Usage Data related to the Easygenerator Platform (e.g. cookie IDs, IP addresses.)

For a learner

This is only applicable if you use tracking and tracing inside Easygenerator.

  • Communication Data (name and Email address)
  • Application process data (e.g. questions answers in courses, course scores, learners’ satisfaction score.)
Rotterdam March 2020. Kasper Spiro
CEO Easygenerator

DPA Appendix 2: Subcontractors

NAME OF SUBPROCESSORSNATURE OF THE SERVICES
IntercomCustomer Support Application and Helpsite
AWSHosting
Easygenerator UkraineDevelopment and maintenance
HubspotMarketing automation and emailing
CloudflareContent distribution (CDN), security and DNS services for web traffic transmitted to and from the Services
AmplitudeProduct analytics
DelightedCustomer satisfaction (NPS) surveys
SentryError-logging
AkitaCustomer success management
SegmentData management
App cuesUser onboarding tool
SnowflakeData lake

 

DPA’s are in place with all subcontractors.

 

DPA Appendix 1: Specification of personal data and data subjects

Personal data

In connection with the Agreement and DPA, Easygenerator will process the following personal data of Customer’s Employees and other Users on the instructions of Customer:

For authors

  • Communication Data (Email address)
  • Online Data (e.g. IP address, User ID, mobile device used, operating system, internet provider, date and time of login and logoff)
  • Online Usage Data related to the Easygenerator Platform (e.g. cookie IDs, IP addresses.)

For a learner

This is only applicable if you use tracking and tracing inside Easygenerator.

  • Communication Data (name and Email address)
  • Application process data (e.g. questions answers in courses, course scores, learners’ satisfaction score.)