Allasso

Last updated: 30 April 2025

We have provided a summary of the terms at Column 2 to help you understand the legal terms. Column 2 is provided as a courtesy and is not legally binding. The legally binding terms are set out in Column 1. Please review the Terms carefully and consult a lawyer if you have any questions about the Terms. If there is any conflict between the legal terms in Column 1 and the summary provided in Column 2, the legal terms in Column 1 will take priority. Please scroll to the end of these Terms for a glossary of defined words and phrases.

Column 1: Terms and Conditions	Column 2: Summary
1) The Services a) These Terms and Conditions (“Terms”) cover the provision to you of our platform, data, software, and tools (together the “Platform”) and any related services which we provide to you (the Platform and related services are referred to as the “Services”). b) Registration Process. Depending on the type of subscription you register for, you will be required to fill-out either an online order form or a document which provides certain information about you and your Authorised Users to enable us to create your account and which sets out the details of the Service you are signing up to. In these Terms, the phrase “Order Form” refers to both the online ordering mechanism and the ordering document (as applicable). The Order Form (including subsequent Order Forms) and these Terms are together the “Agreement”. To the extent of any conflict or inconsistency between these Terms and an Order Form, the Order Form shall prevail. c) Parties. This Agreement is made by and between Allasso SA, a company registered in Switzerland with company number CHE-263.463.298 and registered office at Rue de la Croix-d’Or 27 1204 Geneva, Switzerland (“Allasso”, “us”, “we”, “our”) and the named party on the Order Form (“Customer”, “you”, “yours”). d) Updates to Terms. We may update, modify, or supplement these Terms from time to time. The current version will be available on our website. e) Third Party Features. The Services may contain features designed to interoperate with third party applications. Allasso cannot guarantee the continued availability of such features, and may cease providing them without entitling you to any refund, credit, or other compensation. f) Third Party Terms. Use of certain parts of the Services may be subject to third party terms and conditions. g) Downtime. We will use reasonable endeavours to notify you in advance of scheduled maintenance, but you may receive no advance notification in the case of emergency maintenance or circumstances beyond our reasonable control. h) Changes to Services. We may modify the features and functionality of the Services without notice and shall use reasonable endeavours to ensure that any modification does not materially adversely affect the use of the Services by our customers generally. i) Service Suspension. Allasso may suspend access to the Services to all or some of the Authorised Users if: i) we suspect that there has been any misuse of the Services or breach of this Agreement; or ii) the Customer fails to pay any sums due. Fees shall remain payable during any period of suspension. We will use reasonable endeavours to notify you in advance of suspension. j) No Legal or Tax Advice. The Services do not include any legal, tax, investing, accounting or other professional or regulated services and, except as expressly stated in this Agreement, no assurance is given that the Services will comply with or satisfy any legal or regulatory obligation of any person. k) Regulatory Audit. Allasso shall co-operate with any investigation relating to information security which is carried out by or on behalf of a regulator with competent jurisdiction.	These Terms and your Order Form together create an agreement that governs your use of our Services. An Order Form will be either an online registration or a document that is emailed to you. We may update these Terms from time to time. The latest version will be on our website. You should ensure you check for updates to the Terms. The Services might be down from time to time for maintenance. There may be features or data provided by third parties and made available through the Services. You might have to sign-up to third party terms to access certain third party features or data. We cannot guarantee the availability or continuity of third party features or data. We may update the Services from time to time. We may suspend the Services if you do not pay the Fees on time or if we believe you are mis-using the Services. The Services do not include legal, tax, or other regulated advice or service. We are happy for the Services to be reviewed by your regulator.
2) Subscription a) Scope of Services. Depending on the tier you have chosen to subscribe to, the Services may enable you to access our online platform for option pricing, comprehensive transaction and market insights, performance and risk analytics, derived data, and modelling tools. b) No Guarantee. You agree that your purchase is not contingent on the delivery of any future functionality or features, or dependent on any oral or written public comments made by Allasso regarding future functionality or features. c) License. Subject to the payment of applicable Fees and in consideration of the Terms of this Agreement and the applicable Order Form, Allasso grants the Customer and its Authorised Users a non-exclusive, non-transferable, non-sublicensable right for the duration of your subscription to access and use the Services only for internal business purposes unless otherwise designated on the applicable Order Form. d) Subscription Changes. You can make changes to your subscription such as purchasing an upgrade or adding Authorised Users by filling out a new Order Form. No refund will be provided if Authorised User numbers or other elements of the subscription are reduced or removed part way through the subscription term. e) Usage Limits. The Services are subject to the user numbers and other applicable limitations specified in the Order Form. If you are unable or unwilling to abide by a usage limit, you will execute an Order Form for additional quantities of the applicable Services promptly upon our request and pay any invoice for excess usage in accordance with this Agreement.	Here is a description of the functionality. The specific functionality provided will be noted in the Order Form. We do not guarantee that specific features will be provided in the future. We grant you a license to use our Services provided you comply with the Agreement and pay the Fees. You can make changes to your subscription from time to time. Your subscription may allow a limited number of users or features and this will be noted in the Order Form.
3) Your Responsibilities a) Accurate Information. Account information must be accurate, current, and complete. You agree to keep this information up to date. b) Your Instructions. Allasso shall be entitled to rely on (and shall have no liability for) the instructions given to it through the Customer’s account or through use of the Services. c) Users. The Customer shall ensure that only Authorised Users use the Services and that such use is at all times in accordance with this Agreement. The Customer shall, and shall ensure Authorised Users shall, keep login credentials confidential. The Customer remains liable for unauthorised use of or access to its account(s) in connection with the Customer’s or Authorised Users’ negligence. d) Compliance with Laws. The Customer shall be responsible for ensuring its access, importation and use of the Services complies with all export and other applicable laws. The Customer shall not (and shall procure that Authorised Users shall not) export or re-export, directly or indirectly, the Services, to, or access or use the Services, in, any country or territory: (i) for which an export licence or other approval is required under applicable laws without first obtaining such licence or other approval; or (ii) which is subject to international sanctions by either the United Kingdom or United States of America. e) Records. You shall maintain full and accurate records relating to your and Authorised Users’ use of the Services. Within 5 Working Days from our written request, you shall allow us to audit and take copies of the relevant records to the extent necessary to verify your compliance with this Agreement. f) Cooperation. You shall (and shall ensure Authorised Users shall): (i) provide Allasso with all necessary co-operation in a timely fashion in relation to this Agreement and access to such information as may be required to provide the Services; and (ii) use all reasonable endeavours to prevent any unauthorised access to or use of the Services and in the event of any such unauthorised access or use, shall promptly notify Allasso. g) Restrictions. The Customer shall (and shall ensure Authorised Users shall) not, except as expressly permitted under this Agreement: i) copy, reproduce, publish, reverse engineer, reverse compile, distribute, redistribute, broadcast, transmit, modify, adapt, edit, abstract, store, archive, display publicly or to third parties, sell, licence, lease, rent, assign, transfer, disclose (in each case whether or not for charge) or in any way commercially exploit any part of the Services; ii) license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make the Services available to any third party except the Authorised Users; iii) access all or any part of the Services to build a product or service which competes with the Services; iv) combine, merge, or otherwise permit the Services (or any part of it) to become incorporated in any other program or service; v) access the Services for the purpose of monitoring availability, performance, or functionality, or for any other benchmarking or competitive purposes; vi) permit direct or indirect access to or use of any Services in a way that circumvents a usage limit, or use any Services to access, copy or use any of Allasso’s intellectual property; vii) attempt to obtain, or assist third parties in obtaining, access to the Services other than as permitted under this Agreement; viii) use any device or process to monitor or copy the Services (in whole or in part) or any of its content without Allasso’s prior written consent; ix) upload any content from the Services into third party applications including, but not limited to, artificial intelligence technologies such as large language models and generative AI (e.g. ChatGPT, Bing, Google Bard, and Harvey); or x) knowingly access, store, distribute or transmit any viruses, or any material during the course of its use of the Services that is unlawful or infringes any rights of third parties.	You must provide us with accurate information and instructions and cooperate with us so we can provide the Services to you. You are responsible for your users. You and your users must comply with the Agreement and all applicable laws. You must maintain accurate records of your use of the Services and payment of Fees. We may audit these records. You must not infringe our intellectual property rights or misuse the Services in any way. You must not upload any content from the Services into third party applications including artificial intelligence technologies such as large language models and generative AI (e.g. ChatGPT, Bing, Google Bard, and Harvey).
4) Charges and Payment a) Fees. In consideration for the Services, you will pay the fees applicable for the type of Service for which you register (the “Fees”). Except as otherwise set forth in this Agreement, Fees are non-refundable. We may increase the Fees once per year by giving you at least 30 days’ written notice by email or by a message delivered to your account on the Platform. b) Taxes. The Fees are exclusive of VAT and sales tax and shall be paid by the Customer at the applicable rates and in the manner described in the Order Form. Fees shall be paid without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law). c) Late Payments. If we have not received payment within 5 days after the due date, and without prejudice to any other rights and remedies of Allasso: i) we may terminate the Services or we may disable your account and access to all or part of the Services. Allasso shall be under no obligation to provide any or all of the Services while the invoice(s) concerned remain unpaid; and ii) interest shall accrue on a daily basis on such due amounts at an annual rate equal to 4% over the then current base lending rate of Royal Bank of Scotland plc from time to time, commencing on the due date and continuing until fully paid, whether before or after judgment.	The Fees for the Essential Plan can be found on our website. Other Fees are set out in the Order Form. We may increase the fees once per year and will notify you in advance. The Fees are payable in the currency noted in the Order Form are non-cancellable and non-refundable; exclusive of VAT and; payable in full. If you do not pay on time we may charge interest and/or terminate the Services.
5) Intellectual Property a) Customer Data. The Intellectual Property Rights in the Customer Data is your property. Allasso will not, without your prior consent, view strategies or trading ideas within Customer Data. You are responsible for maintaining safe backups and copies of Customer Data. We shall not be obliged to provide you with assistance extracting, transferring, or recovering Customer Data. Feedback is not Customer Data. b) Usage Data. You agree that Allasso has the right to generate Usage Data and that Usage Data is Allasso’s property, which we may use for any business purpose anytime. We will only disclose Usage Data externally in an anonymous form that does not identify the Customer or Authorised Users, and that is stripped of all persistent identifiers (such as device identifiers, IP addresses, and cookie IDs). c) License. When you input Customer Data to the Platform or provide Customer Data to us to perform the Services, you grant us (and any of our sub-contractors or third party providers) a non-exclusive, worldwide, royalty-free, sublicensable, transferable right and license to use, host, store, reproduce, modify, create derivative works of, communicate, and publish on the Platform to perform the Services and to comply with any of our legal obligations. d) You Indemnify Us. You shall indemnify us against all damages, losses and expenses arising as a result of any action or claim that Customer Data infringes the Intellectual Property Rights or other rights of a third party. e) Services. Any Intellectual Property Rights in the Services (other than Customer Data) is Allasso’s property or the property of Allasso’s licensors. To the extent that the Customer, Authorised Users, or any person acting on its or their behalf acquires any Intellectual Property Rights in any part of the Services, the Customer shall assign or procure the assignment of such Intellectual Property Rights with full title guarantee (including by way of present assignment of future Intellectual Property Rights) to Allasso or such third party as Allasso may elect. The Customer shall execute all such documents and do such things as Allasso may consider necessary to give effect to this clause. f) We Indemnify You. We shall indemnify you against damages, losses and expenses arising as a result of an IP Claim. Allasso’s liability under this clause is subject to the limits set out in the section labelled “Liability” below. This indemnity is your sole and exclusive remedy for any IP Claim. Allasso shall have no liability or obligation in respect of any IP Claim which arises in whole or in part from: i) any third-party services; ii) any modification of the Service (or any part) without Allasso’s express written approval; iii) any Customer Data; iv) any open source software; v) any breach of this Agreement by the Customer or Authorised Users; vi) use of the Service (or any part) otherwise than in accordance with this Agreement; or vii) use of the Service (or any part) in combination with any software, hardware or data. g) Indemnity Conditions. The indemnities above are subject to the following conditions: i) the indemnified party promptly notifies the indemnifier in writing of the claim; ii) the indemnified party makes no admissions or settlements without the indemnifier’s prior written consent; iii) the indemnified party gives the indemnifier all information and assistance that the indemnifier may reasonably require; and iv) the indemnified party allows the indemnifier complete control over the litigation and settlement of any action or claim. h) Feedback. We may use any feedback and suggestions for improvement relating to the Services as provided by the Customer, or any Authorised User without charge or limitation (“Feedback”). The Customer assigns (and shall procure the assignment of) all Intellectual Property Rights in the Feedback with full title guarantee (including by way of present assignment of future Intellectual Property Rights) to Allasso at the time such Feedback is first provided to Allasso. The Customer waives (and shall ensure all relevant third parties have waived) all rights to be identified as the author of any work, to object to derogatory treatment of that work and all other moral rights in the Intellectual Property Rights assigned to Allasso under this Agreement. i) Exclusions. Except for the rights expressly granted in this Agreement, the Customer or any Authorised User, and their direct and indirect sub-contractors, shall not acquire in any way any title, rights of ownership, or Intellectual Property Rights of whatever nature in the Services.	You own the IP in the data that you input into the Service. You grant us a license to this data so we can provide the Services to you. All other IP in the Services belongs to Allasso and our licensors. Each party must pay for the losses suffered by the other party if their IP respectively infringes the IP of another party. We own usage data and will ensure it is anonymised if disclosed externally. If you give us feedback about how we may improve the Services or any other feedback, we own that feedback.
6) Confidentiality a) Non-Disclosure. Each party undertakes that it shall not disclose to any person any Confidential Information of the other party except as permitted by this clause 6 or with the written agreement of the other party. Neither party shall use the other party’s Confidential Information for any purpose other than to perform its obligations and exercise its rights under this Agreement. b) Permitted Disclosure. Each party may disclose the other party’s Confidential Information: i) to its employees, officers, representatives, sub-contractors, members of its group, or advisers who need to know such information for the purposes of carrying out the party’s obligations under this Agreement (“Recipients”) provided each party remains responsible for any Recipient’s compliance with this clause 6 and that Recipients are bound to confidentiality obligations no less protective than this clause 6. Each party shall ensure that its Recipients to whom it discloses the other party’s Confidential Information comply with this clause 6; and ii) as may be required by law, a court of competent jurisdiction, or any governmental or regulatory authority provided that the receiving party gives the disclosing party prompt written notice of such requirement prior to such disclosure and assistance in obtaining an order protecting the Confidential Information from public disclosure. c) Exclusions. The confidentiality obligations in this clause 6 do not apply to information that: i) is or becomes public knowledge through no fault of the receiving party; ii) was known by the receiving party before the date of this Agreement without breach of any confidentiality obligation; iii) is rightfully obtained by the receiving party from a third party without breach of any confidentiality obligation; or iv) is independently developed by the receiving party without using or referring to the disclosing party’s Confidential Information.	Each party (which means you or Allasso as applicable) agrees to use the Confidential Information of the other only to perform the obligations and rights under the Agreement. These confidentiality provisions apply even after you stop using the Services.
7) Data Protection a) Allasso as Controller. For purposes of the Data Protection Legislation, Allasso will be the controller of the Customer’s contact details data and the Usage Data to the extent it constitutes personal data. The Customer has read and acknowledges the applicability of the Privacy Policy [lm1] to this Agreement. The Customer acknowledges that Allasso may revise the Privacy Policy from time to time. Allasso will notify the Customer of material changes made to the Privacy Policy. b) Allasso as Processor. The parties do not intend for Allasso to process personal data on behalf of the Customer pursuant to the Agreement. If Allasso becomes a processor, the parties will enter into a data processing agreement to comply with the Data Protection Legislation.	These provisions are about data protection and how personal data is managed.
8) Warranties a) Mutual Warranties. Each party warrants to the other that: i) it has full power and authority to enter into this Agreement and perform the obligations set out within; and ii) it has and will maintain all necessary licences, consents, and permissions required for the performance of its obligations under this Agreement. b) Service Warranty. Allasso warrants that it will provide the Services with reasonable care and skill. c) Warranty Exclusions. i) The Services are provided on an “as is” basis. We do not warrant that the Services will be uninterrupted or error free. We shall not be responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities, including the internet, and you acknowledge that the Services may be subject to limitations, delays and other problems inherent in the use of such communications facilities. ii) The Services do not offer advice on which the Customer should solely rely. The Customer must obtain professional or specialist advice before taking, or refraining from, any action on the basis of information obtained from the Services. Although Allasso makes reasonable efforts to update the information provided by the Services, Allasso makes no representations, warranties, or guarantees, whether express or implied, that such information is accurate, complete, or up to date. iii) Except as set out in this Agreement, all warranties, representations, conditions, terms, undertakings, or obligations whether express or implied and including any implied terms relating to quality, fitness for any particular purpose or ability to achieve a particular result are excluded to the fullest extent allowed by applicable law.	You and Allasso each provide certain representations to each other. We cannot promise that the Services will always be free from errors or be uninterrupted. You should not consider the Services to be advice of any kind.
9) Limitation of Liability a) Scope of Liability. i) This Agreement set out the full extent of our obligations and liabilities in respect of the Services. All conditions, warranties or other terms concerning the Services which might otherwise be implied into this Agreement or any collateral contract (whether by statute or otherwise) are hereby expressly excluded to the fullest extent permitted by applicable law. ii) Except as expressly and specifically provided in this Agreement the Customer assumes sole responsibility for results obtained from the use of the Services and for conclusions drawn from such use. Allasso shall have no liability for any damage caused by errors or omissions in any information or instructions provided to Allasso by the Customer in connection with the Services, or any actions taken by Allasso at the Customer’s direction. b) Unlimited Liability. Nothing in this Agreement excludes or limits liability for: i) death or personal injury caused by a party’s negligence; ii) fraud or fraudulent misrepresentation; or iii) any other losses which cannot be excluded or limited by applicable law. c) Limitation of Liability. Subject to clause 9(a) and (b) above: i) Allasso shall not under any circumstances be liable for any loss of profits, loss of business, depletion of goodwill and/or similar losses, or loss or corruption of data or information, or pure economic loss, or for any special, indirect or consequential loss, costs, damages, charges or expenses however arising under this Agreement; and ii) Allasso’s total aggregate liability under or in connection with this Agreement, including any indemnity obligation, shall be limited to the Fees paid and payable to Allasso by you during the 12 months immediately preceding the date on which the claim arose.	Our liability is limited to an amount equal to 12 months of Fees. There are certain exceptions including for death, personal injury, fraud or fraudulent misrepresentation. Some consequential or indirect damages are expressly excluded.
10) Term and Termination a) Effective Date. This Agreement shall come into force on the “Effective Date” specified in the Order Form and shall continue for the duration of the “Initial Term” as specified in the Order Form, until expiry or termination in accordance with the terms of this Agreement. b) Free Trial. You may terminate this Agreement anytime during a free trial by notifying us via email. Unless terminated earlier, this Agreement will automatically terminate at the end of a free trial. The free trial Order Form will include details of a subscription available for you to purchase. If you notify us via email during the free trial of your intention to purchase the subscription, the Initial Term shall commence upon completion of the free trial unless agreed otherwise in writing. c) Essential Plan. Our monthly “Essential Plan” includes a seven-day free trial and you may terminate anytime during the free trial. If you purchase a subscription to the Essential Plan you may terminate anytime on not less than five Working Days’ notice, and termination will be effective at the end of the applicable month. By way of example, if your monthly subscription starts 1st January and you provide a termination notice on 28th January, the termination will occur at the end of February because there are fewer than five Working Days between the termination notice and the end of the month. A termination notice provided on 20th January would take effect at the end of January because there are at least 5 Working Days between the termination notice and the end of the month. d) Pro and Unlimited. If you purchase a subscription to our “Pro” or “Unlimited” subscriptions you may not terminate for convenience during the Initial Term. Upon completion of the Initial Term, this Agreement will automatically terminate unless you enter into an Order Form to extend the duration of your subscription (a “Renewal Term”). Either party may terminate this Agreement anytime during a Renewal Term on not less than 30 days’ notice. e) Termination for Cause. Without affecting any other right or remedy available to it, either party may terminate this Agreement with immediate effect by giving written notice to the other party if: i) the other party commits a material breach of any Term where such breach is irremediable or (if such breach is remediable) fails to remedy that breach within a period of 30 days after being notified in writing to do so; ii) the other party takes any step or action in connection with its entering bankruptcy, insolvency, administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of its assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction; or iii) the other party suspends, or threatens to suspend, or ceases or threatens to cease to carry on all or a substantial part of its business. f) Failure to Pay. Without affecting any other right or remedy available to it, Allasso may terminate this Agreement with immediate effect if you fail to pay any amount due under this Agreement on the due date and such amount remains unpaid within 10 Working Days after Allasso notifies you that the payment is overdue. g) Consequences of Termination. On termination of this Agreement: i) you shall pay to us any and all outstanding Fees in respect of the Services supplied but for which no invoice has been submitted, and we may submit an invoice, which shall be payable immediately on receipt; ii) we shall refund to you on a pro rata basis any Fees paid in advance applicable to the un-used portion of the Initial Term or Renewal Term, except where this Agreement is terminated due to your breach of this Agreement; iii) any provision of the Agreement that expressly or by implication is intended to come into or continue in force on or after termination or expiry of the Agreement shall remain in full force and effect; and iv) termination or expiry of the Agreement shall not affect any of the rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination or expiry, including the right to claim damages in respect of any breach of the Agreement which existed at or before the date of termination or expiry.	Both parties have certain contractual termination rights, including for a material breach of the Agreement and financial difficulties (for instance, insolvency). You may cancel a free trial anytime. If you are on our monthly Essential Plan you will automatically receive a seven-day free trial which you may cancel anytime during the free trial. During the paid portion of the Essential Plan, may cancel on at least five days’ notice but your subscription will not end until the end of the relevant month. By way of example, if your monthly subscription starts 1st January and you provide a termination notice on 28th January, the termination will occur at the end of February because there are fewer than five Working Days between the termination notice and the end of the month. A termination notice provided on 20th January would take effect at the end of January because there are at least 5 Working Days between the termination notice and the end of the month. If you are on our Pro or Unlimited plans then your Order Form will specify a minimum term. Once you complete the minimum term and enter a renewal term, either of us may terminate the Agreement on 30 days’ notice. In certain circumstances we might owe you a refund following termination or you might owe us some Fees.
11) Force Majeure Allasso shall have no liability to you under this Agreement if we are prevented from or delayed in performing our obligations under this Agreement due to any event or sequence of events beyond our reasonable control including (but not limited to) events relating to pandemics, civil unrest, floods, fires, transfer of data over public communications networks and delays or problems associated with any such networks or with the internet. We will notify you as soon as reasonably practicable of such an event and its expected duration.	We are not liable where we are prevented from performing obligations by events outside our control.
12) Waiver No failure or delay by a party to exercise any right or remedy provided under this Agreement or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.	If a party chooses not to enforce any of these provisions at any time, it does not mean that they give up that right later.
13) Rights and Remedies Except as expressly provided in this Agreement, the rights and remedies provided under this Agreement are in addition to, and not exclusive of, any rights or remedies provided by law.	These rights are alongside rights available to the parties under general law.
14) Severance If any provision or part-provision of these Terms is or becomes invalid, illegal or unenforceable, it shall be deemed deleted, but shall not affect the validity and enforceability of the rest of these Terms. If any provision or part-provision of these Terms is deemed deleted, the parties shall negotiate in good faith to agree on a replacement provision that, to the greatest extent possible, achieves the intended commercial result of the original provision.	The agreement is still enforceable even if one of its terms is found to be illegal, invalid or unenforceable.
15) Entire Agreement This Agreement constitute the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter. Each party acknowledges that in entering into the Agreement it does not rely on, and shall have no remedies in respect of, any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in this Agreement. By accepting this Agreement by clicking a box indicating acceptance or executing an Order Form, the Customer agrees to the terms of this Agreement. If the individual accepting this Agreement is accepting on behalf of a company or other legal entity, such individual represents that they have the authority to bind such entity and its Affiliates to this Agreement. If the individual accepting this Agreement does not have such authority, or does not agree with these terms and conditions, such individual must not accept this Agreement and may not use the Services.	These Terms and the Order Form make up the agreement that applies to you. Any previous agreements between you and Allasso do not apply.
16) General a) Variation. No variation of this Agreement shall be valid or effective unless it is set out in a valid Order Form or other writing that is duly signed or executed by, or on behalf of, each party. b) Independence. Allasso and the Customer are independent and are not partners or principal and agent and this Agreement does not establish any joint venture, trust, fiduciary or other relationship between them, other than the contractual relationship expressly provided for in it. Neither party shall have, nor shall represent that it has, any authority to make any commitments on the other party’s behalf. c) No Exclusivity. This Agreement shall not prevent Allasso from entering into similar agreements with third parties, or from independently developing, using, selling, or licensing materials, products or services which are similar to those provided under this Agreement.	No changes to the Agreement are valid unless they are set out in an Order Form or a written variation agreement. You and Allasso are independent parties. This is not an exclusive agreement.
17) Marketing a) We may: i) identify you as a Customer on our website and within our written sales materials using your name and logo, provided we have your prior written consent which you may revoke anytime by notifying us; and ii) send Feedback surveys and information to you and/or Authorised Users about our services and events via email, telephone, text, and post from which they may unsubscribe at any time.	We may refer to you on our website or other materials as long as we have your permission in writing. We may ask you for feedback which you do not have to provide.
18) Assignment You shall not without our prior written consent assign, transfer, charge, sub-contract or deal in any other manner with all or any of your rights or obligations under this Agreement. We may at any time assign, transfer, charge, sub-contract or deal in any other manner with all or any of our rights or obligations under this Agreement.	You cannot assign or transfer this Agreement without the written consent of Allasso.
19) Third Party Rights This Agreement does not confer any rights on any person or party (other than the parties to this Agreement and, where applicable, their successors and permitted assigns) pursuant to the Contracts (Rights of Third parties) Act 1999 or otherwise.	There are no third party rights.
20) Notices Any notice or other communication given to a party under or in connection with this Agreement shall be in writing and sent by email. In the case of Allasso notices shall be sent to [email protected]. Notices to you will be sent to the email address that is associated with your account. Notices of termination or of an indemnifiable claim shall be clearly identifiable as “Legal Notice” in the email subject line. Notices will be effective at the time of transmission unless this time falls outside business hours in the place of receipt and in such case it will be effective when business hours resume.	Notices to or from you must be sent by email.
21) Governing Law This Agreement will be construed in accordance with and governed by the laws of England and Wales. The parties submit to the exclusive jurisdiction of the English courts.	English law governs the agreement and the relevant courts if there is a dispute will be those in England.
22) Definitions and Interpretation “Affiliate” means with respect to a party, any entity that now or in the future, directly or indirectly, controls, is controlled by or is under common control with the party, its ultimate parent holding company, or any successors thereto, wherever located throughout the world. “Authorised Users” means in the case of an individual accepting these terms on their own behalf, such individual, or, in the case of an individual accepting this Agreement on behalf of a company or other legal entity, an individual named user who is authorized by the Customer to use the Services. Authorised Users may include, for example, employees, consultants, contractors, and agents of the Customer. “Confidential Information” means all information (whether in oral, written, or electronic form) relating to either party’s business which may reasonably be considered to be confidential in nature including information relating to either party’s technology, know-how, Intellectual Property Rights, assets, finances, strategy, products and customers. All information relating to either party’s pricing terms and any other technical or operational specifications or data relating to the Services shall be deemed to be Confidential Information. “Customer Data” means all data that is provided to Allasso or inputted into or uploaded on any part of the Service by the Customer or by any Authorised User (excluding Feedback). “Data Protection Legislation” means (a) any law, statute, declaration, decree, directive, legislative enactment, order, ordinance, regulation, rule or other binding restriction (as amended, consolidated, or re-enacted from time to time) which relates to the protection of individuals with regards to the processing of personal data to which a party is subject, including (i) the UK Data Protection Act 2018, (ii) the General Data Protection Regulation (EU) 2016/679 as transposed into United Kingdom national law by operation of section 3 of the European Union (Withdrawal) Act 2018, (iii) the Privacy and Electronic Communications (EC Directive) Regulations 2003; and (b) any code of practice or guidance published by the UK Commissioner’s Office (or equivalent regulatory body) from time to time. “Intellectual Property Rights” means any and all copyright, rights in inventions, patents, know-how, trade secrets, trademarks and trade names, service marks, design rights, rights in get-up, database rights and rights in data, semiconductor chip topography rights, utility models, domain names and all similar rights and, in each case: (a) whether registered or not; (b) including any applications to protect or register such rights; (c) including all renewals and extensions of such rights or applications; (d) whether vested, contingent, or future; and (e) wherever existing; “IP Claim” means any claim brought against the Customer by any third party alleging that the Customer’s use of the Services (excluding Customer Data) infringes any copyright, database right or registered trade mark, registered design, registered design rights or registered patents. “Term” means the Initial Term and any Renewal Term(s); “Working Day” means a day other than a Saturday, Sunday or bank or public holiday in England. In this Agreement, unless otherwise stated: a. clause, paragraph, or other headings in this Agreement are included for convenience only and shall have no effect on interpretation; b. a reference to a ‘party’ includes that party’s successors and permitted assigns; words in the singular include the plural and vice versa; any words that follow ‘include’, ‘includes’, ‘including’, ‘in particular’ or any similar words and expressions shall be construed as illustrative only and shall not limit the sense of any word, phrase, term, definition or description preceding those words; c. a reference to ‘writing’ or ‘written’ includes any method of reproducing words in a legible and non-transitory form (including email); and d. a reference to specific legislation is a reference to that legislation as amended, extended, re-enacted or consolidated from time to time and a reference to legislation includes all subordinate legislation made as at the date of this Agreement under that legislation; and a reference to any English action, remedy, method of judicial proceeding, court, official, legal document, legal status, legal doctrine, legal concept or thing shall, in respect of any jurisdiction other than England, be deemed to include a reference to that which most nearly approximates to the English equivalent in that jurisdiction.	Glossary and rules of interpretation.