Privacy Policy

Privacy Policy - Effective Date: November 1, 2014

DRIVE Business Intelligence Solutions, Inc. (“We”) are committed to protecting and respecting your privacy. This policy sets out the basis on which any personal data we collect from you, that you provide to us, or that is provided to us by a subscriber to our services (under the brand name ‘DRIVE’), will be processed by us. Please read the following carefully to understand our views and practices regarding your personal data and how we will treat it. By visiting www.drivebi.com you are accepting and consenting to the practices described in this policy.

Information We may Collect from You

We may collect and process the following data about you:

  • Information you give us. You may give us information about you by filling in forms on our site www.drivebi.com (our site) or by corresponding with us by phone, e-mail or otherwise. This includes information you provide when you register to use our site, subscribe to our service, participate in any discussion boards, forums or other social media functions on our site or enter a competition, promotion or survey and when you report a problem with our site. The information you give us may include your name, address, e-mail address and phone number, financial and credit card information, personal description and photograph. We also store the Content that your upload or provide to the Service in order to provide you with the features and functionality of the Service.
  • Information we receive from other sources. We may receive information about you from individuals or corporate entities which are subscribers to our service (‘Subscribers’) where you are to be designated a user of our service. We may receive information about you if you use any of the other websites we operate or the other services we provide. We are also working closely with third parties (including, for example, subcontractors in technical, payment and delivery services, advertising networks, analytics providers, search information providers, credit reference agencies) and may receive information about you from them, subject to your agreements with them.

Cookies

We use cookies for content personalization, analytics/performance, functional purposes, as well as the ability to access secure areas of our site. Users can control the use of cookies at the individual browser level. If you reject cookies, you may still use our site, but your ability to use some features or areas of our site may be limited.

Tracking Technologies

Technologies such as: cookies, beacons, tags and scripts are used by DRIVE Business Intelligence Solutions, Inc. and our marketing partners, affiliates, or analytics or online customer support service providers. These technologies are used in analyzing trends, administering the site, tracking users’ movements around the site and to gather demographic information about our user base as a whole. We may receive reports based on the use of these technologies by these companies on an individual as well as aggregated basis.

Analytics/Log Files

Log Files – As is true of most web sites, we gather certain information automatically and store it in log files. This information may include internet protocol (IP) addresses, browser type, internet service provider (ISP), referring/exit pages, operating system, date/time stamp, and/or clickstream data.

Local Storage

We use Local Storage (LSs) such as HTML5 to store content information and preferences. Third parties with whom we partner to provide certain features on our site or to display advertising based upon your Web browsing activity use LSs such as HTML 5 to collect and store information. Various browsers may offer their own management tools for removing HTML5 LSOs.

Behavioural Targeting

We partner with a third party to either display advertising on our web site or to manage our advertising on other sites. Our third party partner may use technologies such as cookies to gather information about your activities on this site and other sites in order to provide you advertising based upon your browsing activities and interests. If you wish to not have this information used for the purpose of serving you interest-based ads, you may opt-out by clicking here.
Please note this does not opt you out of being served ads. You will continue to receive generic ads.

Google AdSense/Adword

We use Google AdSense to publish ads on this site. When you view or click on an ad a cookie will be set to help better provide advertisements that may be of interest to you on this and other web sites. You may opt-out of the use of this cookie by visiting Google’s Advertising and Privacy page: http://www.google.com/privacy_ads.html

Uses made of the information

We use information held about you in the following ways:

  • Information you give to us. We will use this information:
    • to carry out our obligations arising from any contracts entered into between you and us or between a Subscriber and us and to provide you with the information, products and services that you or a Subscriber request from us;
    • to provide you with information about other goods and services we offer that are similar to those that you have already purchased or enquired about;
    • to provide you with information about goods or services we feel may interest you. If you are an existing customer, we will only contact you by electronic means (e-mail or SMS) with information about goods and services similar to those which were the subject of a previous sale or negotiations of a sale to you. If you are a new customer we will contact you by electronic means only if you have consented to this. If you do not want us to use your data in this way please do not tick the relevant box situated on the form on which we collect your data (the registration form);
    • to notify you about changes to our service;
    • to ensure that content from our site is presented in the most effective manner for you and for your computer.
  • Information we collect about you. We will use this information:
    • to carry out our obligations arising from any contracts entered into between a Subscriber and us;
    • to administer our site and for internal operations, including troubleshooting, data analysis, testing, research, statistical and survey purposes;
    • to improve our site to ensure that content is presented in the most effective manner for you and for your computer;
    • to allow you to participate in interactive features of our service, when you choose to do so;
    • as part of our efforts to keep our site safe and secure;
    • to measure or understand the effectiveness of advertising we serve to you and others, and to deliver relevant advertising to you;
    • to make suggestions and recommendations to you, Subscribers and other users of our site about goods or services that may interest you or them.
  • Information we receive from other sources.We may combine this information with information you give to us and information we collect about you. We may use this information and the combined information for the purposes set out above (depending on the types of information we receive).

Disclosure of Your Information

We may share your personal information with any member of our group, which includes our subsidiaries.

We will not share personal information about you or any Content with any third parties except as described in this Privacy Policy or in connection with the Service. We may share your information with selected third parties, including:

  • Business partners, vendors, suppliers and subcontractors for the performance of any contract we enter into with you or a corporate entity which is a subscriber.
  • Analytics and search engine providers that assist us in the improvement and optimization of our site.
  • Aggregated demographic information from our user base without personally identifiable data.
  • Credit reference agencies for the purpose of assessing your credit score where this is a condition of us entering into a contract with you.

We may disclose your personal information to third parties:

  • In the event that we sell or buy any business or assets, in which case we may disclose your personal data to the prospective seller or buyer of such business or assets.
  • If DRIVE Business Intelligence Solutions, Inc. or substantially all of its assets are acquired by a third party, in which case personal data held by it about its customers will be one of the transferred assets.
  • If we are under a duty to disclose or share your personal data in order to comply with any legal obligation, or in order to enforce or apply our terms and conditions of service and other agreements; or to protect the rights, property, or safety of DRIVE Business Intelligence Inc., our customers, or others. This includes exchanging information with other companies and organizations for the purposes of fraud protection and credit risk reduction.
  • If DRIVE Business Intelligence Solutions, Inc. is involved in a merger, acquisition, or sale of all or a portion of its assets, you will be notified via email and/or a prominent notice on our Web site of any change in ownership or uses of your personal information, as well as any choices you may have regarding your personal information.

Referral Service

On our App website (app.drivebi.com) which is for Subscribers to our service and their users only, we offer a referral service. You can choose to provide us with the names and email addresses of individuals who you feel would be interested in learning more about our products and services in exchange for rewards. We send a preliminary email to each address provided to us in this way, inviting the contact to visit our website. We continue to store the contact details in order to track the success of our referral service, but no further communication with that individual will take place unless they contact us expressing interest in our products and services. The preliminary email allows the individual to request that their contact details be removed from our database and they may also contact us at any time at support@drivebi.com to make the same request.

User Access and Choice

If your personally identifiable information changes, or if you no longer desire our service, you may [correct, update, amend, delete/remove, ask to have it removed from a public forum, directory or testimonial on our site or deactivate it] by making the change on our member information page [or by emailing our Customer Support at support@drivebi.com or by contacting us by telephone or postal mail at the contact information listed below. We will respond to your request to access within 30 days.
We will retain your information for as long as your account is active or as needed to provide you services. We will retain and use your information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements.

Opt-out Preferences

If you wish to subscribe to our newsletter(s), we will use your name and email address to send the newsletter to you. Out of respect for your privacy, you may choose to stop receiving our newsletter or marketing emails by following the unsubscribe instructions included in these emails, accessing the email preferences in your account settings page or you can contact us at support@drivebi.com

Where We Store Your Personal Data

The data that we collect from you will be stored at a destination within the United States. We will take all steps reasonably necessary to ensure that your data is treated securely and in accordance with this privacy policy.

All information you provide to us is stored on secure servers in a controlled environment with limited access. Any payment transactions will be encrypted using SSL technology. Where we have given you (or where you have chosen) a password which enables you to access certain parts of our site, you are responsible for keeping this password confidential. We ask you not to share a password with anyone.

While no transmission of information via the internet is completely secure, we take reasonable measures to protect your personal data, we cannot guarantee the security of your data transmitted to our site; any transmission is at your own risk. Once we have received your information, we will use strict procedures and security features to try to prevent unauthorized access.

Your Rights

You have the right to ask us not to process your personal data for marketing purposes. We will usually inform you (before collecting your data) if we intend to use your data for such purposes or if we intend to disclose your information to any third party for such purposes. You can exercise your right to prevent such processing by checking certain boxes on the forms we use to collect your data. You can also exercise the right at any time by contacting us at support@drivebi.com.

Our site may, from time to time, contain links to and from the websites of our partner networks, advertisers and affiliates. If you follow a link to any of these websites, please note that these websites have their own privacy policies and that we do not accept any responsibility or liability for these policies. Please check these policies before you submit any personal data to these websites.

Blogs and Social Media

Our website includes social media features, such as Facebook Like button — and widgets such as the Share button. These features may collect your IP address, which page you are visiting on our site, and may set a cookie to enable the feature to function properly. Social media features and widgets are hosted on our site or by a third party, and your interactions with these features are governed by the privacy policy of the company providing it.

Our website includes publicly accessible blogs or community forums. Any information you provide in these areas may be read, collected and used by others who access them. This includes information posted on our public social media accounts.

Testimonials

With consent, we may display personal testimonials of satisfied customers on our site, along with other endorsements.

Our Policy Toward Children

The Service is not directed at individuals under the age of 13. We do not knowingly collect personal information from children under 13. If you become aware that a child has provided us with personal information, please contact us at support@drivebi.com. If we become aware that a child under 13 has provided us with personal information, we will take steps to delete such information.

Changes to Our Privacy Policy

Any material changes we may make to our privacy policy in the future will be posted on this page prior to the change becoming effective and, where appropriate, notified to you by e-mail. Please check back frequently to see any updates or changes to our privacy policy.

Certification

DRIVE Business Intelligence Solutions, Inc. has received TRUSTe’s Privacy Seal signifying that this privacy statement and our practices have been reviewed for compliance with the TRUSTe program viewable on the validation page available by clicking the TRUSTe seal. The TRUSTe program covers only information that is collected through this web site, http://www.drivebi.com/.

Questions, comments and requests regarding our terms of use and privacy policy are welcomed and should be addressed to support@drivebi.com

Contact Info:

DRIVE Business Intelligence Inc.
6995 Hycroft Road
West Vancouver, B.C., CANADA
V7W 2K6
http://www.drivebi.com/
support@drivebi.com
PHONE: 1-855-281-2005

DRIVE Terms of Use

Effective Date: November 1, 2014

The following “User License Agreement” governs your use of the software and services provided by DRIVE Business Intelligence Inc., (also known as “DRIVE”, “we” “us” “our”) and constitutes a legal agreement that governs your use of the DRIVE Business Intelligence websites, web pages, software, services and mobile applications and incorporates the Privacy Policy at www.drivebi.com/privacy.

By registering your use of the Service (as defined below), you are accepting to be bound to the terms of this User License Agreement.

  1. Definitions
    1. “Administrator” shall mean a Subscriber (as defined in Section 1(i)) with authority to designate additional Authorized Users and/or Administrators.
    2. “Agreement” shall mean this entire User License Agreement and incorporates the Privacy.
    3. “Authorized User” shall mean an individual subscriber or the partners, members, employees, temporary employees, and independent contractors of an organization with a subscription to the Service who have been added to the account as users.
    4. “Confidential Information” shall mean the Content (as defined in Section 1(e) and any information, technical data, or know-how considered proprietary or confidential by either party to this Agreement including, but not limited to, either party’s research, services, inventions, processes, specifications, designs, drawings, diagrams, concepts, marketing, techniques, documentation, source code, customer information, personally identifiable information, pricing information, procedures, menu concepts, business and marketing plans or strategies, financial information, and business opportunities disclosed by either party before or after the Effective Date of this Agreement, either directly or indirectly in any form whatsoever, including in writing, orally, machine readable form or through access to either party’s premises.
    5. “Content” shall mean any information you upload or post to the Service and any information provided by you to DRIVE Business Intelligence in connection with the Service, including, without limitation, information about your Authorized Users or Registered Clients, as defined in Section 1(g).
    6. “Originating Subscriber” shall mean the Subscriber who initiated the Services offered by DRIVE Business Intelligence and is assumed by DRIVE Business Intelligence to have the sole authority to administer the subscription.
    7. “Registered Client” means an individual who has been invited to use the client-facing features of the Service in a limited capacity as a client of an Authorized User.
    8. “Service” shall mean any software or services provided by DRIVE Business Intelligence.
    9. “Subscriber” shall refer to the purchaser of the Services provided by DRIVE Business Intelligence and shall also include any present or former agent, representative, independent contractor, employee, servant, attorney and any entity or person who had authority to act on your behalf.
    10. “Security Emergency” shall mean a violation by Subscriber of this Agreement that (a) could disrupt (i) DRIVE Business Intelligence’s provision of the Service; (ii) the business of other subscribers to the Service; or (iii) the network or servers used to provide the Service; or (b) provides unauthorized third party access to the Service.
  2. Limited License & Use of the Service
    1. Subscriber is granted a non-exclusive, non-transferable, limited license to access and use the Service.
    2. DRIVE Business Intelligence does not review or pre-screen the contents of electronic data uploaded or posted to the Service (“Content”) by Authorized Users and DRIVE Business Intelligence claims no intellectual property rights with respect to the Content.
    3. Authorized Users agree not to reproduce, duplicate, copy, sell, resell or exploit access to the Service, use of the Service, or any portion of the Service, including, but not limited to the HTML, Cascading Style Sheet (“CSS”) or any visual design elements without the express written permission from DRIVE Business Intelligence.
    4. Authorized Users agree not to modify, reverse engineer, adapt or otherwise tamper with the Service or modify another website so as to falsely imply that it is associated with the Service, DRIVE Business Intelligence or any other software or service provided by DRIVE Business Intelligence.
    5. Authorized Users agree that they will not knowingly use the Service in any manner which may infringe copyright or intellectual property rights or in any manner which is unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or in violation of the terms of this Agreement.
    6. Authorized Users agree that they will not knowingly use the Service to upload, post, host, or transmit unsolicited bulk e-mail “Spam”, short message service “SMS” messages, viruses, self-replicating computer programs “Worms” or any code of a destructive or malicious nature.
    7. Except for the non-exclusive license granted pursuant to this Agreement, Subscriber acknowledges and agrees that all ownership, license, intellectual property and other rights and interests in and to the Service shall remain solely with DRIVE Business Intelligence.
    8. Authorized Users who configure the Service to share or make available certain Content to the public, are deemed to acknowledge and agree that everyone will have access to the Content (“Public Content”). DRIVE Business Intelligence reserves the right, at any time, in its sole discretion, to take any action deemed necessary with respect to Public Content that violates the terms of this Agreement, including, but not limited to, removal of such Public Content.
    9. DRIVE Business Intelligence reserves the right at any time, and from time to time, to modify or discontinue, temporarily or permanently, any feature associated with the Service, with or without notice, except that DRIVE Business Intelligence shall provide Subscriber with 30-days’ notice of any modification that materially reduces the functionality of the Service. Continued use of the Service following any modification constitutes Subscriber acceptance of the modification.
    10. DRIVE Business Intelligence reserves the right to temporarily suspend access to the Service for operational purposes, including, but not limited to, maintenance, repairs or installation of upgrades, and will provide no less than two business days’ notice prior to any such suspension. Such notice shall be provided to you in advance through email. Further, DRIVE Business Intelligence shall endeavor to confine planned operational suspensions with a best effort to minimize disruption to the Subscriber.
    11. DRIVE Business Intelligence stores all Content on redundant storage servers. The Subscriber may elect to, at a regular interval, replicate all Content associated with the subscription to a third party storage service (“Escrow Agent”). The replicated Content (“Escrowed Data”) will be held under the terms of a separate agreement exclusively between the Subscriber and the Escrow Agent (“Escrow Agreement”). The Subscriber may also elect to replicate all Content associated with the subscription on its own storage device.
    12. Subscriber grants to DRIVE Business Intelligence a non-exclusive, royalty free right during Subscriber’s use of the Service, to use the Confidential Information for the sole purpose of performing DRIVE Business Intelligence’ obligations under the Agreement in accordance with the terms of the Agreement. Such rights shall include permission for DRIVE Business Intelligence to generate and publish aggregate, anonymized reports on system usage and Content trends and type, provided they do not conflict with Section 4.1.
  3. Access to the Service
    1. Subscriber is only permitted to access and use the Service if he/she is an Authorized User or a Registered Client. Authorized Users are required to provide their full legal name, a valid email address, and any other information reasonably requested by the Service.
    2. Each Authorized User will be provided with a unique identifier to access and use the Service (“Username”). The Username shall only be used by the Authorized User to whom it is assigned, and shall not be shared with, or used by any other person, including other Authorized Users.
    3. The initial Administrator shall be the Originating Subscriber with authority to administer the subscription and designate additional Authorized Users and/or Administrators. Each subscription may designate multiple Authorized Users as Administrator. Any Administrator shall be deemed to have the authority to manage the subscription and any Authorized Users. The Administrator will deactivate an active Username if the Administrator wishes to terminate access to the Service for any Authorized User.
    4. Administrators are responsible for all use of the Service by Authorized Users on the list of active Authorized Users associated with their subscription to the Service.
    5. As between DRIVE Business Intelligence and the Subscriber, any Content uploaded or posted to the Service remains the property of the Subscriber. Upon Cancellation or Termination of Service as discussed in Section 8 below, DRIVE Business Intelligence shall only be responsible for the return of Content directly to the Administrator or a designated Authorized User in the event that the Administrator is unable to be reached.
    6. All access to and use of the Service via mechanical, programmatic, robotic, scripted or any other automated means not provided as part of the Service is strictly prohibited.
    7. Authorized Users are permitted to access and use the Service using an Application Program Interface (“API”) subject to the following conditions:
      • any use of the Service using an API, including use of an API through a third-party product that accesses and uses the Service, is governed by these Terms of Service;
      • DRIVE Business Intelligence shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if DRIVE Business Intelligence has been advised of the possibility of such damages), resulting from any use of an API or third-party products that access and use the Service via an API;
      • Excessive use of the Service using an API may result in temporary or permanent suspension of access to the Service via an API. DRIVE Business Intelligence in its sole discretion, will determine excessive use of the Service via an API, and will make a reasonable attempt to warn the Authorized User prior to suspension; and
      • DRIVE Business Intelligence reserves the right at any time to modify or discontinue, temporarily or permanently, access and use of the Service via an API, with or without notice.
  4. Confidentiality
    1. Each party agrees to treat all Confidential Information as confidential and not to use or disclose such Confidential Information except as necessary to perform its obligations under this Agreement.
    2. DRIVE Business Intelligence and any third party vendors and hosting partners it utilizes to provide the Service shall hold Content in strict confidence and shall not use or disclose Content except (a) as required to perform their obligations under this Agreement; (b) in compliance with Section 6 of this Agreement, or (c) as otherwise authorized by you in writing.
  5. Security and Access
    1. DRIVE Business Intelligence is responsible for providing a secure method of authentication and accessing its Service. DRIVE Business Intelligence will provide mechanisms that:
      1. allow for user password management
      2. transmit passwords in an secure format
      3. protect passwords entered for purposes of gaining access to the Service by utilizing code that follows password management best practices.
    2. Subscriber will be responsible for protecting the security of usernames and passwords, or any other codes associated to the Service, and for the accuracy and adequacy of personal information provided to the Service.
    3. Subscriber will implement policies and procedures to prevent unauthorized use of usernames and passwords, and will promptly notify DRIVE Business Intelligence upon suspicion that a username and password has been lost, stolen, compromised, or misused.
    4. At all times, DRIVE Business Intelligence and any third party vendors and hosting partners it utilizes to provide the Service, will:
      1. use information security best practices for transmitting and storing your Content, adhering to industry standards;
      2. employ information security best practices with respect to network security techniques, including, but not limited to, firewalls, intrusion detection, and authentication protocols, vulnerability and patch management;
      3. ensure its host facilities maintain industry standards for security and privacy; and
    5. DRIVE Business Intelligence shall report to Subscriber, with all relevant details, any event that DRIVE Business Intelligence reasonably believes represents unauthorized access to, disclosure of, use of, or damage to Content (a “Security Breach”). DRIVE Business Intelligence shall make such report within 48 hours after learning of the Security Breach.
    6. In the event of a Security Breach, DRIVE Business Intelligence shall (a) cooperate with Subscriber to identify the cause of the breach and to identify any affected Content; (b) assist and cooperate with Subscriber in investigating and preventing the recurrence of the Security Breach; (c) assist and cooperate with Subscriber in any litigation or investigation against third parties that Subscriber undertake to protect the security and integrity of Content; and (d) mitigate any harmful effect of the Security Breach.
  6. Legal Compliance
    1. DRIVE Business Intelligence maintains that its primary duty is to protect the Content to the extent the law allows. DRIVE Business Intelligence reserves the right to provide the Confidential Information to third parties as required and permitted by law (such as in response to a subpoena or court order), and to cooperate with law enforcement authorities in the investigation of any criminal or civil matter.

      If DRIVE Business Intelligence is required by law to make any disclosure of the Confidential Information that is prohibited or otherwise constrained by this Agreement, then DRIVE Business Intelligence will provide Subscriber with prompt written notice (to the extent permitted by law) prior to such disclosure so that the Subscriber may seek a protective order or other appropriate relief. Subject to the foregoing sentence, DRIVE Business Intelligence may furnish that portion (and only that portion) of the Confidential Information that it is legally compelled or otherwise legally required to disclose.

  7. Managed Backup and Archiving
    1. DRIVE Business Intelligence’s managed backup services must be designed to facilitate restoration of Content to the server or device from which the Content originated in the event the primary data is lost or corrupted. DRIVE Business Intelligence shall ensure recovery of lost or corrupted Content at no cost to you. Prior to any cancellation or termination of Service for any reason, Subscriber shall have at least ninety days to retrieve any and all Content.
  8. Payment, Refunds and Subscription Changes
    1. Subscribers with paid subscriptions will provide DRIVE Business Intelligence with a valid credit card for payment of the applicable subscription fees. All subscription fees are exclusive of all federal, state, provincial, municipal or other taxes which Subscribers agree to pay based on where the Subscriber is primarily domiciled. In addition to any fees, the Subscriber may still incur charges incidental to using the Service, for example, charges for Internet access, data roaming, and other data transmission charges.
    2. Subscribers with monthly paying subscriptions will be charged upon the expiration of any applicable free trial period. Subscriptions canceled prior to the expiration of any trial period, will not be charged. Monthly Subscribers will thereafter be charged in advance each 30 days. Annual Subscribers will thereafter be charged annually on the anniversary date of the initial subscription charge. All charges are non-refundable.
    3. No refunds or credits will be issued for partial periods of service, upgrade/downgrade refunds, or refunds for periods unused with an active subscription, including, but not limited to, instances involving the removal of a Subscriber.
    4. There are no charges for canceling a subscription, and paying subscriptions cancelled prior to the end of their current billing cycle will not be charged again in the following cycle.
    5. The amount charged on the next billing cycle will be automatically updated to reflect any changes to the subscription, including upgrades or downgrades. Subscription changes, including downgrades, may result in loss of access to Content, features, or an increase or reduction in the amount of available capacity for Content provided by the Service.
    6. All prices are subject to change upon notice. Such notice may be provided by an e-mail message to the Administrator, or in the form of an announcement on the Service.
    7. Subscriber is responsible for paying all taxes associated with the subscription to the Service. If DRIVE Business Intelligence has the legal obligation to pay or collect taxes for which Subscriber is responsible under this section, the appropriate amount shall be invoiced to and paid by Subscriber, unless Subscriber provides DRIVE Business Intelligence with a valid tax exemption certificate authorized by the appropriate taxing authority.
    8. Any and all payments by or on account of the compensation payable under this Agreement shall be made free and clear of and without deduction or withholding for any taxes. If the Subscriber is required to deduct or withhold any taxes from such payments, then the sum payable shall be increased as necessary so that, after making all required deductions or withholdings, DRIVE Business Intelligence receives an amount equal to the sum it would have received had no such deduction or withholding been made.
  9. Cancellation and Termination
    1. Administrators are solely responsible for canceling subscriptions. An Administrator may cancel their subscription at any time by support@drivebi.com. For security reasons, cancellations shall only be
    2. DRIVE Business Intelligence in its sole discretion has the right to suspend or discontinue providing the Service to any Subscriber without notice for actions that are (a) in material violation of this Agreement and (b) create a Security Emergency.
    3. If (i) Authorized Users use the Service to materially violate this Agreement in a way that does not create a Security Emergency; (ii) DRIVE Business Intelligence provides Subscriber with commercially reasonable notice of this violation; (iii) DRIVE Business Intelligence uses commercially reasonable efforts to discuss and resolve the violation with Subscriber; and (iv) despite the foregoing, the violation is not resolved to DRIVE Business Intelligence’s reasonable satisfaction within thirty (30) days of such notice, then DRIVE Business Intelligence reserves the right to suspend access to the Service.
    4. As required by Section 7 above (“Managed Backup and Archiving”), upon cancellation or termination of a subscription, Content is made available to the Administrator or a designated Authorized User. Following a period of no less than ninety (90) days from the cancellation or termination of a subscription, all Content associated with such subscription will be irrevocably deleted from the Service. All Escrowed Data, if any, will continue to remain available for a period of six months upon cancellation or termination of a subscription in accordance with the terms of the Escrow Agreement.
  10. Limitation of Liability
    1. Except in the case of a violation by DRIVE Business Intelligence of its obligations under Section 4 above (“Confidentiality”), Section 5 above (“Security and Access”), and Section 7 above (“Managed Backup and Archiving”), and except as provided in Section 12.2 below (“Indemnification”), DRIVE Business Intelligence shall not be liable for and Subscriber waives the right to claim any loss, injury, claim, liability or damage of any kind resulting in any way from the Services provided to Subscriber by DRIVE Business Intelligence.
    2. SUBSCRIBER AGREES THAT THE LIABILITY OF DRIVE BUSINESS INTELLIGENCE ARISING OUT OF ANY CLAIM IN ANY WAY CONNECTED WITH THE SERVICE WILL NOT EXCEED THE TOTAL AMOUNT YOU HAVE PAID FOR THE SERVICE PURSUANT TO THE AGREEMENT WITHIN THE TWELVE MONTH PERIOD BEFORE THE DATE THE CLAIM AROSE. SUBSCRIBER FURTHER AGREES THAT DRIVE BUSINESS INTELLIGENCE IS NOT AND WILL NOT BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER (INCLUDING WITHOUT LIMITATION, ATTORNEY FEES) RELATING TO THIS AGREEMENT. THESE DISCLAIMERS APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, WHETHER THOSE DAMAGES ARE FORESEEABLE AND WHETHER DRIVE BUSINESS INTELLIGENCE HAS BEEN ADVISED OF THE POSSIBILITY OF THOSE DAMAGES. THESE DISCLAIMERS ARE NOT APPLICABLE TO THE INDEMNIFICATION OBLIGATION SET FORTH IN SECTION 12.2.
    3. Subscriber will solely be responsible for any damage and/or loss of Content contained in Subscriber’s technology which occurs as a result of Subscriber’s electronic equipment and/or Subscriber’s computer system.
  11. Disclaimer of Warranties
    1. DRIVE BUSINESS INTELLIGENCE HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS WITH RESPECT TO ANY SERVICES PROVIDED BY DRIVE BUSINESS INTELLIGENCE. NOTHING IN THIS SECTION 11.1 SHALL MODIFY DRIVE BUSINESS INTELLIGENCE’S OBLIGATION TO INDEMNIFY SUBSCRIBER AS REQUIRED BY SECTION 12.2(A) OF THIS AGREEMENT (“INDEMNIFICATION”).
    2. DRIVE Business Intelligence makes no warranty that its services when provided to Subscriber in digital or electronic format will be compatible with Subscriber computer and/or other equipment, or that these Services will be secure or error free. Nor does DRIVE Business Intelligence make any warranty as to any results that may be obtained from the use of the Service. Nothing in this Section 11.2 shall modify DRIVE Business Intelligence’s obligations under Section 4 above (“Confidentiality”) or Section 5 above (“Security and Access”) or DRIVE Business Intelligence’s obligation to indemnify you as required by Section 12.2(b) of this Agreement (“Indemnification”).
    3. DRIVE Business Intelligence hereby disclaims all warranties of any kind related to Subscriber’s hardware or software beyond the warranties provided by the manufacturer of Subscriber’s hardware or software.
  12. Indemnification
    1. Subscriber hereby agrees to indemnify and hold harmless DRIVE Business Intelligence from and against any claim, action, proceeding, loss, liability, judgment, obligation, penalty, damage, cost or expense, including attorneys’ fees, which arise from or relate to the following:
      1. Authorized Users’ breach of any obligation stated in this Agreement, and
      2. Authorized Users’ negligent acts or omissions.
DRIVE Business Intelligence will provide prompt notice to Subscriber of any indemnifiable event or loss. Subscriber will undertake, at Subscriber’s own cost, the defense of any claim, suit or proceeding with counsel reasonably acceptable to DRIVE Business Intelligence. DRIVE Business Intelligence reserves the right to participate in the defense of the claim, suit, or proceeding, at DRIVE Business Intelligence’ expense, with counsel of DRIVE Business Intelligence’ choosing.
    2. DRIVE Business Intelligence shall defend, indemnify and hold Subscriber harmless against any loss, damage or costs (including reasonable attorneys’ fees) in connection with claims, demands, suits, or proceedings (“Claims”) made or brought against Subscriber by a third party
a. alleging that the Service, or use of the Service as contemplated hereunder, infringes a copyright, a U.S. patent issued as of the date of final execution of this Agreement, or a trademark of a third party or involves the misappropriation of any trade secret of a third party; provided, however, that Subscriber:
(a) promptly gives written notice of the Claim to DRIVE Business Intelligence (provided, however, that the failure to so notify shall not relieve DRIVE Business Intelligence of its indemnification obligations unless DRIVE Business Intelligence can show that it was materially prejudiced by such delay and then only to the extent of such prejudice); (b) gives DRIVE Business Intelligence sole control of the defense and settlement of the Claim (provided that DRIVE Business Intelligence may not settle any Claim unless it unconditionally releases Subscriber of all liability); and (c) provides to DRIVE Business Intelligence at DRIVE Business Intelligence’s cost, all reasonable assistance. DRIVE Business Intelligence shall not be required to indemnify Subscriber in the event of: (x) modification of the Service by Subscriber in conflict with Subscriber’s obligations or as a result of any prohibited activity as set forth herein to the extent that the infringement or misappropriation would not have occurred but for such modification; (y) use of the Service in combination with any other product or service not provided by DRIVE Business Intelligence to the extent that the infringement or misappropriation would not have occurred but for such use; or (z) use of the Service in a manner not otherwise contemplated by this Agreement to the extent that the infringement or misappropriation would not have occurred but for such use; or
b. arising out of or related to a violation by DRIVE Business Intelligence of its obligations under Section 4 above (“Confidentiality”) or Section 5 above (“Security and Access”),
  13. Miscellaneous
    1. Technical support and training are available to Authorized Users with active subscriptions, and is available by telephone, email or electronic support ticket, as defined at https://support@drivebi.com.
    2. Subscriber acknowledges and agrees that DRIVE Business Intelligence may use third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Service.
    3. DRIVE Business Intelligence may provide the ability to integrate the Service with third party products and services that Subscriber may use at Subscriber’s option and risk. Access to and use of any third party products and services are subject to the separate terms and conditions required by the providers of the third party products and services. Subscriber agrees that DRIVE Business Intelligence has no liability arising from Subscriber’s use of any integrations or arising from the third party products and services. DRIVE Business Intelligence can modify or cancel the integrations at any time without notice. For purposes of calculating downtime pursuant to Exhibit A, calculation does not include the unavailability of any integration or any third party products or services.
    4. Subscriber acknowledges the risk that information and the Content stored and transmitted electronically through the Service may be intercepted by third parties. Subscriber agrees to accept that risk and will not hold DRIVE Business Intelligence liable for any loss, damage, or injury resulting from the interception of information. The Content is stored securely and encrypted. Only DRIVE Business Intelligence with strict business reasons, may access and transfer the Content and only to provide Subscriber with the Service. DRIVE Business Intelligence will make reasonable efforts to provide notice to Subscriber prior to such access and transfer. DRIVE Business Intelligence’ actions will comply with its obligations under Sections 4 and 5 of this Agreement.
    5. The failure of either party to enforce any provision hereof shall not constitute or be construed as a waiver of such provision or of the right to enforce it at a later time.
    6. This Agreement constitutes the entire agreement between Authorized Users and DRIVE Business Intelligence and governs Authorized Users use of the Service, superseding any prior agreements between Authorized Users and DRIVE Business Intelligence (including, but not limited to, any prior versions of this agreement).
    7. DRIVE Business Intelligence reserves the right to amend this Agreement. In the event of material changes to the Agreement, DRIVE Business Intelligence will notify Subscribers, by email, or by other reasonable means of these changes prior to their enactment. Continued use of the Service by the Subscriber after reasonable notice will be considered acceptance of any new terms.
    8. Neither party may assign any of its rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of the other party (which consent shall not be unreasonably withheld). Notwithstanding the foregoing, either party may assign this Agreement in its entirety without consent of the other party in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets provided the assignee has agreed to be bound by all of the terms of this Agreement. Any attempt by a party to assign its rights or obligations under this Agreement in breach of this Section shall be void and of no effect.
    9. Governing Law and Venue. This Agreement and your relationship with DRIVE Business Intelligence shall be governed exclusively by, and will be enforced, construed, and interpreted exclusively in accordance with, the laws applicable in the province of British Columbia, Canada and shall be considered to have been made and accepted in British Columbia, Canada, without regard to its conflict of law provisions. All disputes under this Agreement will be resolved by the courts of British Columbia in Vancouver.
  14. Support Services

    DRIVE Business Intelligence will provide support services to assist Subscriber in resolving Errors (“Support Services”). Support Services do not include (a) physical installation or removal of the API and any Documentation; (b) visits to Subscriber’s site; (c) any electrical, mechanical or other work with hardware, accessories or other devices associated with the use of the Service; (d) any work with any third party equipment, software or services; (e) any professional services (“Professional Services”) associated with the Service, including, without limitation, any custom development, or data modeling.

    DRIVE Business Intelligence will provide email and/or phone support as specified at support.drivebi.com, excluding DRIVE Business Intelligence corporate holidays and national Canadian, and U.S. holidays except where noted.

Contact Info:

DRIVE Business Intelligence Inc.
6995 Hycroft Road
West Vancouver, B.C., CANADA
V7W 2K6
http://www.drivebi.com/
support@drivebi.com
PHONE: 1-855-281-2005

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