Terms of Use

Please read all these terms and conditions (“Terms of Use”).

As we can accept an order made through this Platform automatically and make a legally enforceable agreement without further reference to you, please read these Terms of Use carefully before you order the Services from us. These Terms of Use tell you who we are, how we will provide any Services to you, how you and we may change or end the contract, what to do if there is a problem, and other important information.

1. Introduction

   1. We are Juicer.io, a trading name of saas.group Inc. (hereinafter referred to as “we”, “us”, or “our”) and we welcome you (hereinafter referred to as “you” or the “User”) to our website www.juicer.io (“Website”).
   2. These Terms of Use shall govern your access to and use of this Website and the Service (as defined in Paragraph 3.1 below). By accessing this Website or using the Service you agree to adhere to these Terms of Use. If you do not agree to the Terms of Use, please do not use this Website or the Service. Each time you use this Website or the Service, the current version of these Terms of Use will apply.



2. User Accounts

   1. In order to access the Service, you will be required to register for an account via the Website. You remain responsible for all actions and security in relation to your account. On becoming aware of any unauthorized use of your account or any other breaches of security, you must immediately notify us. We will not be liable for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions.
   2. If you wish to register for a Juicer account, you must signify agreement with the Privacy Policy, Cookie Policy, and these Terms of Use. We may also require information from you, including but not limited to:
      1. your name and the name of your company;
      2. your role within the company;
      3. payment information; and
      4. contact details.
   3. We may contact you by using e-mail or other communication methods, and you expressly agree to this.
   4. You can change your details and preferences at any time in the ‘Account Settings’ section of the Website.
   5. We retain and use all information strictly under our Privacy Policy and Cookie Policy.

3. Service

   1. For the purposes of these Terms of Use, the term “Service” means the provision of a software platform provided by Juicer that enables Users to aggregate multiple social media account postings and hashtags into a single online feed (the “Platform”) together with all software applications, proprietary or otherwise, that comprise the Platform, and any updates, upgrades, derivatives, improvements, enhancements, or extensions of the same. The Service, subject to these Terms of Service, also encompasses the Website together with all copy, graphics, photographs, videos, documentation, and other content displayed thereon.

4. Basis of Contract

   1. The description of the Service on our Website does not constitute a contractual offer to provide the Service to you. A binding agreement will only be formed for the Service you have ordered when your payment is received by us or when you gain access to the Service, whichever is the sooner (“Contract”). The Contract is subject to these Terms of Use.
   2. The order process is set out on the Website. Each step allows you to check and amend any errors before submitting the order. It is your responsibility to check that you have used the ordering process correctly. Prior to making an order, you must first create an account and signify agreement with the Privacy Policy, Cookie Policy, and these Terms of Use.
   3. No variation of the Contract, whether regarding the Fees or otherwise, can be made after it has been entered into unless the variation is agreed by us in writing and authorized by a member of our senior staff.

5. Grant of License

   1. Juicer hereby grants you a revocable, non-exclusive, non-transferable, limited license to access and use the Service subject to the provisions of these Terms of Use and Paragraph 5 in particular. The term of your license shall commence on the date that you create your account and pay any applicable Fees and will end if your account is terminated by either party. We reserve the right to immediately terminate your license if you use the Service in breach of the terms set forth herein.
   2. Your license is limited in scope and nothing in these Terms of Use shall confer title, ownership, or any other rights concerning your use of the Service that are not set forth herein. Juicer retains all rights, title, and interest in and to the Service, including but not limited to all copyrights, trademarks, trade secrets, trade names, proprietary rights, patents, titles, topographical rights, database rights, software code, and all other rights whether registered or not and all applications thereof. The Service is protected by applicable laws and treaties worldwide and may not be copied, reproduced, or distributed in any manner or medium in whole or in part without prior written consent from Juicer. All rights not expressly granted to you herein are reserved by Juicer.

6. License Restrictions

   1. Any breach of this Paragraph 6 entitles us to terminate your license and any Contract with immediate effect.
   2. You shall not:
      1. use the Service to display posts and hashtags:
         1. from private social media accounts that are not owned by you, without the specific permission of the owner of any such account;
         2. that infringe upon the proprietary rights of third parties, including without limitation intellectual property rights or rights of publicity or privacy;
         3. that violate any law, statute, ordinance, or regulation; or
         4. that violate the terms of any service that is the source of such posts.
      2. commercially exploit the Service in any manner other than to aggregate posts from social media accounts that are legitimately controlled by you or your employer or available for public use to display on your Juicer feed or on websites legitimately controlled by you;
      3. provide your password or otherwise grant access to your Juicer account to any third parties for any purpose whatsoever;
      4. reverse engineer, decompile, disassemble, translate, or prepare derivative works of the Service or any component thereof or otherwise modify the same in whole or in part;
      5. use the Service to display material that infringes the intellectual property rights of any third-party, including reproduction of copyright content without the express consent of the copyright owner;
      6. remove, obscure, or modify any copyright, trademark, or other proprietary rights notices, marks, or labels contained within the Service; or
      7. otherwise access or utilize the System in any manner other than permitted by these Terms of Service.

7. Fees and Payment

   1. The price of the Fees are those set out on the Website at the date of your order or such other price as we may agree in writing. All subscriptions are charged periodically in advance on a monthly or annual basis.
   2. All prices are in United States Dollars (“USD”) and all Fees shall be charged in USD. We shall not be responsible or liable for any foreign transaction processing fees levied by third-party payment providers of your bank.
   3. You will be required to pay when using our online checkout service on the Website by submitting your credit or debit card details with your Order, or via bank transfer if this has been agreed between us in writing beforehand.
   4. All Fees are taken through the Website. We process payments using Stripe, which are subject to the Stripe Terms of Use, and PayPal, which are subject to the PayPal Terms of Use, which are incorporated into these Terms of Use by reference.
   5. Unless you notify Juicer before the start of the applicable subscription period that you want to cancel the Service, your Service subscription will automatically renew and you authorize us to collect the then-applicable periodic subscription fee for the Service (as well as any taxes) using any credit card or other payment mechanism we have on record for you. The Service can be canceled at any time via your account on the Website or by submitting a request to our Client Support. Once you cancel, you will have access to the Service until the expiry of the current billing period, at which time access shall be revoked.
   6. We reserve the right to increase the fees for the Service upon thirty (30) days prior written notice to you. You shall have the right to terminate the Service at the end of the subscription period. If you do not terminate you will be deemed to have accepted the increase and will be contractually bound to make payment of the new fees from the subsequent billing period following its expiry.
   7. Should you fail to make payment when overdue as stated on any invoice or demand from us, we shall have the right to suspend your access to the Service until payment is made in full.
   8. In the event that payment remains outstanding for more than thirty (30) days, we reserve the right to terminate the Contract and delete your account and any associated data.
   9. Our refund policy is in line with our commitment to customer satisfaction. If you write to us to cancel the Contract within five (5) days of its formation, we will refund you and downgrade your account to a free plan. We do not offer refunds for renewal payments of periodic subscriptions. However, if a User contacts Juicer within thirty (30) days of renewal of an annual subscription, a prorated refund of the 11 remaining months will be provided; no refunds will be provided beyond this 30-day window. SAVE FOR refunds given in accordance with this Paragraph 7.11 and Paragraph 8, refunds and partial refunds will not be issued. Juicer reserves the right to deny refunds at its discretion.

8. Consumer Rights for Users who are residents in the European Union

   Cancellation

   1. This is a ‘distance contract’ which if you are a consumer and a resident of the European Union is subject to the cancellation rights (“Cancellation Rights”) set out below. As a consumer you can cancel the order for the Service by telling us within 14 days of entering into a Contract (the “Cooling-off Period”) if you simply wish to change your mind and without giving us a reason and we will issue you with a full refund.
   2. These Cancellation Rights, however, do not apply if you have already begun using the Service when you cancel, i.e. where you have accessed the Platform within the Cooling Off Period.
   3. To exercise the right to cancel this Contract, you must inform us of your decision to cancel via your account on the Website. We will then communicate to you an acknowledgement of receipt of such cancellation in a durable medium (for example by email) without delay. Once you cancel the Service, please be advised that your access to the Platform will be terminated on the cancellation date and you will not be able to access any data stored on the Platform.
   4. If a reimbursement is due under this Paragraph 8, we will make the reimbursement without undue delay and in any event not later than 14 days after the day we receive your cancellation notice.
   5. We will make the reimbursement using the same means of payment as you used for the initial transaction. If you cancel without giving a reason, we will charge you any costs we incur in refunding you, including bank charges. If you cancel due to our breach of the Contract.

   Digital Service

   6. Consumers in the European Union have certain implied legal rights (also known as ‘statutory rights’). The digital service that we provide to you must be as described, fit for purpose, and of satisfactory quality.
   7. We are under a legal duty to supply a digital service that is in conformity with this Contract.
   8. When we supply the digital service:
      1. we will use all reasonable efforts to ensure that it is free from defects, viruses, and other malicious content;
      2. we do not promise that it is compatible with any third-party software or equipment except where we have said that it is in the guide to its use or on our site; and
      3. you acknowledge that there may be minor errors or bugs in it.
   9. If your digital service is not working, please contact us.
   10. To avoid faults in the digital service, you must use it only on the recommended third-party software and equipment set out in the guide to its use or on our site.

9. Representations and Warranties

   1. The Service is made available to you in reliance upon the following representations and warranties:
      1. You are at least the age of majority in your country or state of residence (as applicable);
      2. you will use the Service only to aggregate posts and hashtags from social media accounts that you own or are authorized to use;
      3. you will not use the Service for the purpose of violating any statute, rule, or regulation;
      4. you will not use the Service to facilitate the distribution of computer viruses, spyware, or any other malicious code;
      5. you will not use the Service to display posts that infringe upon the proprietary rights of third parties including without limitation intellectual property rights or rights of publicity or privacy; and
      6. you will not use the Service in any manner other than as described herein.
   2. WE MAKE NO REPRESENTATION, WARRANTY, OR GUARANTEE AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, AVAILABILITY, ACCURACY OR COMPLETENESS OF THE PLATFORM OR SERVICE OR ITS FUNCTIONALITIES, SERVICES OR ANY CONTENT. WE DO NOT REPRESENT OR WARRANT THAT (A) THE USE OF THE PLATFORM OR SERVICE WILL BE COMPLETELY SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA; (B) THE PLATFORM (AND ITS FUNCTIONALITIES), CONFIGURATION, AND SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS; (C) ANY STORED DATA WILL BE ACCURATE OR RELIABLE; (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE WEBSITE OR PLATFORM OR SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS; (E) ERRORS OR DEFECTS WILL BE CORRECTED; OR (F) THE SERVICE OR THE SERVER(S) THAT MAKE THE PLATFORM AND SERVICE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE PLATFORM (AND ITS FUNCTIONALITIES), SERVICE AND ALL CONTENT IS PROVIDED TO YOU STRICTLY ON AN “AS IS” BASIS. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT OF third-party RIGHTS ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
   3. The Service may display advertisements for products and services offered by third parties. Juicer makes no guarantees about and assumes no responsibility for the content of such advertisements or the availability, delivery, or performance of any product or service offered therein.

10. Intellectual Property Rights

    1. You acknowledge that our Platform (and software and applications associated therewith) and the Service provided by us is protected by copyright in accordance with international treaties in place around the world. All such rights are reserved. We alone shall own all right, title, and interest including all intellectual property rights to the Platform and Service within the maximum scope admissible by law (except for the rights that we exercise in compliance with a license granted to us by third parties). Furthermore, we shall own any suggestions, ideas, enhancement requests, feedback, recommendations, or other information related to the Platform and Service. You acknowledge that any use of the software, systems, and functionalities of third parties available on the Platform shall be governed by special license terms of owners of the relevant copyright or open-source licenses that you must adhere to (by using the relevant software, system, or functionality, you confirm to have been familiarized and agree with the license terms of the relevant third parties). We disclaim all liability in full for any breach of such terms by you.
    2. “Juicer“ is a registered trademark under number 88057733 and is therefore protected. No rights are granted to Users or any third-parties to reproduce or use our trademark or any other trade names or trademarks that appear within the Platform for any purpose without prior written approval.
    3. You agree that we may use your name, company name, and logo (where applicable) as a reference in all types of promotion materials for marketing purposes free of charge. You may withdraw this permission by written communication at any time and without penalty.
    4. Our status (and that of any identified contributors) as the authors of content on our Platform must always be acknowledged.
    5. You must not use any part of the content on our Website or Platform for commercial purposes without obtaining a license to do so from us or our licensors and/or our prior written agreement.
    6. We respond to properly submitted notices of alleged copyright infringement that comply with applicable law. If you believe that your content has been copied in a way that constitutes copyright infringement, please provide us with the following information:
       1. a physical or electronic signature of the copyright owner or a person authorized to act on their behalf;
       2. identification of the copyrighted work claimed to have been infringed;
       3. identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit us to locate the material;
       4. your contact information including your address, telephone number, and an email address;
       5. a statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
       6. a statement that the information in the notification is accurate and under penalty of perjury that you are authorized to act on behalf of the copyright owner.
    7. Under the U.S. Digital Millennium Copyright Act, our designated copyright agent for notice of alleged copyright infringement appearing on the Services is:

       saas.group Inc.
       Attn:Copyright Agent
       304 S. Jones Blvd #1205
       Las Vegas, NV 89107
       [email protected]

    8. We reserve the right to remove Content alleged to be infringing without prior notice at our sole discretion and without liability to you, and/or to terminate your account if it is determined that you knowingly posted infringing content.

11. Updates to the Service

    1. If necessary (including but not limited to the market development, development of the Platform and related technologies, and with respect to new risks associated with the Service and the safety of its use), we may unilaterally amend the version hereof without notice to you, provided that such amendment does not materially adversely affect the features of the Service within the parameters of your subscription.
    2. We may make amendments to the Service which do materially adversely affect the features of your subscription on giving you thirty (30) days’ notice (“Amendment Notice Period”) in advance prior to its effectiveness by displaying the notification in your user account or otherwise on the Platform. Should you disagree with such an amendment, you may terminate the Contract within the Amendment Notice Period effective on its expiry by canceling via your User account (cancellation may be performed in your account settings). In the event that you terminate the Contract, you shall not be entitled to a refund of any Fees already paid, but you shall be released from any further liability to pay such Fees from the expiry of the Amendment Notice Period. Should you fail to cancel your User account before the expiry of the Amendment Notice Period, you shall be deemed to accept such amendment which shall forthwith be incorporated into the terms of the Contract.

12. Links to other websites

    1. Our Platform may contain links to other sites. Unless expressly stated, these sites are not under our control.
    2. We assume no responsibility for the content of such websites and disclaim liability for any and all forms of loss or damage arising out of the use of them.
    3. The inclusion of a link to another site on our Platform does not imply any endorsement of the sites themselves or of those in control of them.

13. Linking to our Website

    1. You may link to our Platform, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it.
    2. However, you must not:
       1. establish a link in such a way as to suggest any form of association, approval, or endorsement by Juicer unless otherwise approved by us;
       2. establish a link to our Platform in any website that you do not own;
       3. frame our Platform on any other site, nor may you create a link to any part of our website other than the home page; or
       4. link from any website that contains fraudulent, false, misleading, or deceptive information; or defamatory, libelous, obscene, pornographic, vulgar, or offensive content; or promotes discrimination, racism, hatred, harassment, or harm toward any third-party; or promotes violence or actions that are threatening to any third-party; or promotes illegal or harmful activities.
    3. If you contravene this Paragraph 13, we reserve the right to withdraw linking permission without notice.

14. Privacy

    1. Your privacy is critical to us. We respect your privacy and comply with Data Protection Laws with regard to your personal information.
    2. These Terms of Use should be read alongside and are in addition to our policies, including our Privacy Policy and Cookie Policy.
    3. For the purposes of these Terms of Use:
       1. ‘Data Protection Laws‘ means any applicable law relating to the processing of personal information including but not limited to the GDPR;
       2. ‘GDPR‘ means the General Data Protection Regulation (EU) 2016/679;
       3. ‘Data Controller‘ and ‘Processor‘ shall have the same meaning as in the GDPR.
    4. Our Service facilitates the aggregation of your social media accounts. Some of that information may include personal information about third parties. We are a Data Processor of such personal information only, which we Process upon your instructions in accordance with the Data Protection Addendum at Schedule 1 of these Terms of Use. You are the Controller of such data and therefore assume all liability for any claims in regard to personal information that you have instructed us to include in the Service. Juicer shall only be liable in regard to infringement of the Data Protection Laws to the extent of its own breaches thereof or where it breaches these Terms of Use. You agree to fully indemnify, defend, and hold harmless Juicer in accordance with Paragraph 16 for any losses Juicer may incur as a result of your infringement of the Data Protection Laws.
    5. For any inquiries or complaints regarding data privacy please contact us.

15. No Liability

    1. In no event shall Juicer be liable to you or any other party for any indirect, special, incidental, consequential, or punitive damages however and wherever arising that may result from the delivery or failure of the Service, including without limitation to losses incurred due to: (a) software glitches, server failures, power outages, or any other issue beyond Juicer’s control; (b) any delays in or failure of the Service to operate as described; (c) any access to or display of a social media feed that is not owned by a user or otherwise authorized for such user to access or display.
    2. Nothing in this Paragraph 15 is intended to exclude any liability that Juicer cannot limit under applicable law.

16. Indemnification

    We cannot control or monitor the posts you choose to display. You understand that commercial movies, TV programs, and professional photographic images are subject to copyright laws and it may be illegal to display such material without the express permission of the copyright owner. You are solely responsible for obtaining such consent and agree to indemnify, hold harmless, and defend Juicer together with its officers, directors, employees, agents, subsidiaries, and affiliates (the “Indemnified Parties”) from and against any claims, actions, proceedings, and suits (collectively “Claims”) brought against Juicer by any third-party that are associated with your use of the Service (including but not limited to copyright claims) and expressly agree to assume liability for any damages, settlements, penalties, fines, costs, or expenses (including without limitation reasonable attorneys’ fees) that may be incurred by Juicer in connection with any Claim subject to this section.

17. Arbitration Terms of Use and Class Action Waiver

    You agree to arbitrate all disputes and claims that arise out of or relate to your use of the Service. Therefore, you agree that by using the Service you are waiving the right to a trial by jury or to participate in any class action based on or involving claims brought in a purported representative capacity on behalf of the general public, other users, or other persons similarly situated. This agreement to arbitrate includes but is not limited to claims arising out of or relating to the Service or your use thereof, regardless of when they may arise.

18. Choice of Law and Forum

    1. These Terms and of Use, the Contract, any other agreements, and legal relationships concluded by and between us (unless otherwise explicitly provided) shall be governed by the laws of the State of Nevada in the United States. Any disputes arising here from between us shall be resolved by the courts of the State of Nevada in the United States. Notwithstanding anything to the contrary set out in this Paragraph 18.1, the User agrees that we shall have the right to pursue any remedies available at law or equity under these Terms of Use, any Contract or otherwise in any convenient forum under the laws prevailing in that territory arising from the User’s acts or omissions.
    2. All claims filed or brought contrary to this section shall be considered improperly filed. Should you file a claim improperly, we may recover reasonable attorneys’ fees and costs, provided that we have notified you in writing of the improperly filed claim and you have failed to withdraw the claim promptly.

19. Entire Agreement

    These Terms of Service and any document incorporated by reference herein constitute the entire agreement between you and us and govern your use of the Service, superseding any prior agreements between us.

Schedule 1 – Data Protection Addendum

1. Definitions

   1. For purposes of this Addendum, the terms below shall have the meanings set forth below. Capitalized terms that are used but not otherwise defined in this Addendum shall have the meanings set forth in the Terms of Use.“Affiliate” means any entity that directly or indirectly controls, is controlled by, or is under common control with the subject entity, where “control” refers to the power to direct or cause the direction of the subject entity, whether through ownership of voting securities, by contract or otherwise.

      “Audit Reports” has the meaning given in Paragraph 4.4.4.

      “EEA” means the European Economic Area.

      “EU” means the European Union.

      “European Data Protection Legislation” means the GDPR and other data protection laws of the EU applicable to the processing of User Personal data under the Terms of Use.

      “GDPR” means Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC.

      “Information Security Incident” means a breach of Juicer’s security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to User Personal data in Juicer’s possession, custody, or control. Information Security Incidents will not include unsuccessful attempts or activities that do not compromise the security of User Personal Data, including unsuccessful log-in attempts, pings, port scans, denial-of-service attacks, and other network attacks on firewalls or networked systems.

      “Standard Contract Clauses” or “SCCs” mean the standard data protection clauses for the transfer of personal data to processors established in third countries which do not ensure an adequate level of data protection as described in Article 46 of the GDPR and published by the European Commission on 4th June 2021.

      “Security Documentation” means all documents and information made available by Juicer under Paragraph 5.4.1 (Reviews of Security Documentation).

      “Security Measures” has the meaning given in Paragraph 4.1.1 (Juicer’s Security Measures).

      “Services” means the services and/or products to be provided by Juicer to User under the Terms of Use.

      “Sub-processors” means third parties authorized under this Addendum to process User Personal data in relation to the Services.

      “third-party Sub-processors” has the meaning given in Paragraph 8 (Sub-processors).

      “Transfer Solution” means the Standard Contractual Clauses or another solution that enables the lawful transfer of personal data to a third country in accordance with Article 45 or 46 of the GDPR.

      “User Personal Data” means any personal data contained within the data provided to or accessed by Juicer by or on behalf of User or User end users in connection with the Services.

      The terms “personal data”, “data subject”, “processing”, “controller”, “processor”, and “supervisory authority” as used in this Addendum have the meanings given in the GDPR and the terms “data importer” and “data exporter” have the meanings given in the Standard Contractual Clauses.

2. Processing of Data

   1. Roles and Regulatory Compliance; Authorization.
      1. Processor and Controller Responsibilities. If the European Data Protection Legislation applies to the processing of User Personal data, the parties acknowledge and agree that:
         1. the subject matter and details of the processing are described in Appendix 1;
         2. Juicer is a processor of that User Personal data under the European Data Protection Legislation;
         3. User is a controller or processor, as applicable, of that User Personal data under European Data Protection Legislation; and
         4. each party will comply with the obligations applicable to it under the European Data Protection Legislation with respect to the processing of that User Personal data.
      2. Authorization by third-party Controller. If the European Data Protection Legislation applies to the processing of User Personal data and User is a processor, User warrants to Juicer that User’s instructions and actions with respect to that User Personal data, including its appointment of Juicer as another processor, have been authorized by the relevant controller.
   2. Scope of Processing.
      1. User’s Instructions. By entering into this Terms of Use, User instructs Juicer to process User Personal data only in accordance with applicable law: (a) to provide the Service; (b) as authorized by the Terms of Use, including this Addendum; and (c) as further documented in any other written instructions given by User and acknowledged in writing by Juicer as constituting instructions for purposes of this Addendum.
      2. Juicer’s Compliance with Instructions. Juicer will only process User Personal data in accordance with User’s instructions described in Paragraph 2.2.1 (including with regard to data transfers) unless European Data Protection Legislation to which Juicer is subject requires other processing of User Personal data by Juicer in which case Juicer will notify User (unless that law prohibits Juicer from doing so on important grounds of public interest).

3. Data Deletion

   Deletion on Termination. On expiry of the Term, Juicer will delete contact details of its account holders or representatives of User within 2 years to keep the ability to identify and contact past Users; to delete posts and social handles within 62 days to be able to restore feeds on User’s request; and to delete all remaining User Personal data (including existing copies) from Juicer’s systems in accordance with applicable law as soon as reasonably possible unless applicable law requires otherwise.

4. Data Security

   1. Juicer’s Security Measures Controls and Assistance.
      1. Juicer’s Security Measures. Juicer will implement and maintain technical and organizational measures to protect User Personal data against accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to User Personal data as described in Appendix 2 of this Addendum (the “Security Measures”). Juicer may update or modify the Security Measures from time to time, provided that such updates and modifications do not materially decrease the overall security of the Services.
      2. Security Compliance by Juicer Staff. Juicer will grant access to User Personal data only to employees, contractors, and Sub-processors who need such access for the scope of their performance and are subject to appropriate confidentiality arrangements.
      3. Juicer’s Security Assistance. Juicer will (taking into account the nature of the processing of User Personal data and the information available to Juicer) provide User with reasonable assistance necessary for User to comply with its obligations in respect of User Personal data under European Data Protection Legislation including Articles 32 to 34 (inclusive) of the GDPR by:
         1. implementing and maintaining the Security Measures in accordance with Paragraph 4.1.1;
         2. complying with the terms of Paragraph 4.2 (Information Security Incidents); and
         3. providing User with the Security Documentation in accordance with Paragraph 4.4.1 (Reviews of Security Documentation) and the Terms of Use including this Addendum.
   2. Information Security Incidents
      1. Information Security Incident Notification. If Juicer becomes aware of an Information Security Incident, Juicer will: (a) notify User of the Information Security Incident without undue delay after becoming aware of the Information Security Incident; and (b) take reasonable steps to identify the case of such Information Security Incident, minimize harm, and prevent a recurrence.
      2. Details of Information Security Incident. Notifications made pursuant to this Paragraph 4.2 (Information Security Incidents) will describe to the extent possible details of the Information Security Incident, including steps taken to mitigate the potential risks and steps Juicer recommends User take to address the Information Security Incident.
      3. Notification. User is solely responsible for complying with incident notification laws applicable to User and fulfilling any third-party notification obligations related to any Information Security Incident(s).
      4. No Acknowledgement of Fault by Juicer. Juicer’s notification of or response to an Information Security Incident under this Paragraph 4.2 will not be construed as an acknowledgement by Juicer of any fault or liability with respect to the Information Security Incident.
   3. User’s Security Responsibilities and Assessment.
      1. User’s Security Responsibilities. User agrees that without prejudice to Juicer’s obligations under Paragraphs 4.1 and 4.2 above:
         1. User is solely responsible for its use of the Services including making appropriate use of the Services to ensure a level of security appropriate to the risk in respect of the User Personal data, securing the account authentication credentials, systems, and devices User uses to access the Services, securing User’s systems and devices Juicer uses to provide the Service, backing up its User Personal data; and
         2. Juicer has no obligation to protect User Personal data that User elects to store or transfer outside of Juicer’s and its Sub-processors’ systems (for example offline or on-premises storage).
      2. User’s Security Assessment.
         1. User is solely responsible for reviewing the Security Documentation and evaluating for itself whether the Services, the Security Measures, and Juicer’s commitments under this Paragraph 4 will meet User’s needs including with respect to any security obligations of User under the European Data Protection Legislation.
         2. User acknowledges and agrees that (taking into account the state of the art, the costs of implementation, and the nature, scope, context, and purposes of the processing of User Personal data as well as the risks to individuals) the Security Measures implemented and maintained by Juicer as set out in Paragraph 4.1.1 provide a level of security appropriate to the risk in respect of the User Personal data.
   4. Reviews and Audits of Compliance.
      1. User may audit Juicer’s compliance with its obligations under this Addendum up to once per year of the Term. In addition, to the extent required by European Data Protection Legislation, including where mandated by User’s supervisory authority, User or User’s supervisory authority may perform more frequent audits (including inspections). Juicer will contribute to such audits by providing User or User’s supervisory authority with the information and assistance reasonably necessary to conduct the audit including any relevant records of processing activities applicable to the Services.
      2. If a third-party is to conduct the audit, Juicer may object to the auditor if the auditor is, in Juicer’s reasonable opinion, not suitably qualified or independent, a competitor of Juicer, or otherwise manifestly unsuitable. Such an objection by Juicer will require User to appoint another auditor or conduct the audit itself.
      3. To request an audit, User must submit a detailed proposed audit plan to [email protected] at least two weeks in advance of the proposed audit date. The proposed audit plan must describe the proposed scope, duration, and start date of the audit. Juicer will review the proposed audit plan and provide User with any concerns or questions (for example, any request for information that could compromise Juicer security, privacy, employment, or other relevant policies). Juicer will work cooperatively with User to agree on a final audit plan. Nothing in this Paragraph 4.4 shall require Juicer to breach any duties of confidentiality.
      4. If the requested audit scope is addressed in an SSAE 16/ISAE 3402 Type 2, ISO, NIST, or similar audit report performed by a qualified third-party auditor (“Audit Reports”) within twelve (12) months of User’s audit request, and Juicer confirms there are no known material changes in the controls audited, User agrees to accept those findings in lieu of requesting an audit of the controls covered by the report.
      5. The audit must be conducted during regular business hours at the applicable facility subject to the agreed final audit plan and Juicer’s health and safety or other relevant policies and may not unreasonably interfere with Juicer business activities.
      6. User will promptly notify Juicer of any non-compliance discovered during the course of an audit and provide Juicer any audit reports generated in connection with any audit under this Paragraph 4.4 unless prohibited by European Data Protection Legislation or otherwise instructed by a supervisory authority. User may use the audit reports only for the purposes of meeting User’s regulatory audit requirements and/or confirming compliance with the requirements of this Addendum. The audit reports are Confidential Information belonging to the parties under the terms of the Terms of Use.
      7. Any audits are at User’s expense. User shall reimburse Juicer for any time expended by Juicer or its third-party Sub-processors in connection with any audits or inspections under this Paragraph 4.4 at Juicer’s then-current professional services rates, which shall be made available to User upon request. User will be responsible for any fees charged by any auditor appointed by User to execute any such audit.
      8. The parties agree that this Paragraph 4.4 shall satisfy Juicer’s obligations under the audit requirements of the Standard Contractual Clauses applied to Data Importer.

5. Impact Assessments and Consultations

   1. Juicer will (taking into account the nature of the processing and the information available to Juicer) reasonably assist User in complying with its obligations under European Data Protection Legislation in respect of data protection impact assessments and prior consultation including, if applicable, User’s obligations pursuant to Articles 35 and 36 of the GDPR by:
      1. Making available for review copies of the Audit Reports or other documentation describing relevant aspects of Juicer’s information security program and the security measures applied in connection therewith; and
      2. providing the information contained in the Terms of Use, including this Addendum.

6. Data Subject Rights

   1. User’s Responsibility for Requests. During the Term, if Juicer receives any request from a data subject in relation to User Personal data, Juicer will advise the data subject to submit their request to User and User will be responsible for responding to any such request. User acknowledges and agrees that Juicer’s compliance with any data subjects request in relation to their Personal Data may adversely impact the performance and User’s use of the Services and that User hereby waives any and all claims of breach, non-performance, loss of data or otherwise arising from Juicer’s compliance with any such request.
   2. Juicer’s Data Subject Request Assistance. Juicer will (taking into account the nature of the processing of User Personal data) provide User with self-service functionality through the Services or other reasonable assistance as necessary for User to fulfil its obligation under European Data Protection Legislation to respond to requests by data subjects, including if applicable User’s obligation to respond to requests for exercising the data subject’s rights set out in Chapter III of the GDPR. User shall reimburse Juicer for any such assistance beyond providing self-service features included as part of the Services at Juicer’s then-current professional services rates, which shall be made available to User upon request.

7. Data Transfers

   1. Data Storage and Processing Facilities. Juicer may, subject to Paragraph 7.2 below, store and process User Personal data anywhere Juicer or its Sub-processors maintains facilities.
   2. Transfers of Data Out of the EEA.
      1. Juicer’s Transfer Obligations. If the storage and/or processing of User Personal data (as set out in Paragraph 7.1) involves transfers of User Personal data out of the EEA or any country which is not deemed a safe third country by the European Commission, and the European Data Protection Legislation applies to the transfers of such data (“Transferred Personal Data”), Juicer will make such transfers in accordance with a Transfer Solution and make information available to User about such Transfer Solution upon request.
      2. User’s Transfer Obligations. In respect of Transferred Personal Data, User agrees that if under European Data Protection Legislation, User reasonably requires Juicer to enter into Standard Contractual Clauses, these Standard Contractual Clauses shall apply.
      3. Disclosure of Confidential Information Containing Personal Data. If User has entered into Standard Contractual Clauses as described in Paragraph 7.2, Juicer will notwithstanding any term to the contrary in the Terms of Use, make any disclosure of User’s Confidential Information containing personal data and any notifications relating to any such disclosures in accordance with such Standard Contractual Clauses. For the purposes of the Standard Contractual Clauses, User and Juicer agree that (i) User will act as the data exporter on User’s own behalf and on behalf of any of User’s entities, and (ii) Juicer or its relevant Affiliate will act on its own behalf and/or on behalf of Juicer’s Affiliates as the data importers.

8. Sub-processors

   1. Consent to Sub-processor Engagement. User specifically authorizes the engagement of Juicer’s Affiliates as Sub-processors. In addition, User generally authorizes the engagement of any other third parties as Sub-processors (“third-party Sub-processors”). If User has entered into Standard Contractual Clauses as described in Paragraph 7.2, the above authorizations will constitute User’s prior written consent to the subcontracting by Juicer of the processing of User Personal data if such consent is required under the Standard Contractual Clauses.
   2. Information about Sub-processors. Information about Sub-processors including their functions and locations is available in Appendix I (as may be updated by Juicer from time to time in accordance with this Addendum).
   3. Requirements for Sub processor Engagement. When engaging any Sub-processor, Juicer will enter into a written contract with such Sub-processor containing data protection obligations not less protective than those in the Terms of Use (including this Addendum) with respect to the protection of User Personal data to the extent applicable to the nature of the Services provided by such Sub-processor. Juicer shall be liable for all obligations subcontracted to and all acts and omissions of the Sub-processor.
   4. Opportunity to Object to Sub-processor Changes. When any new third-party Sub-processor is engaged during the Term, Juicer will at least thirty (30) days before the new third-party Sub-processor processes any User Personal data, update Schedule 1 of these Terms of Use and notify User of the engagement (including the name and location of the relevant Sub-processor and the activities it will perform) if the User requests to be opted-in to such updates. User can opt in by contacting us at [email protected] and making a request. User may object to any new third-party Sub-processor by providing written notice to Juicer within ten (10) business days of being informed of the engagement of the third-party Sub-processor as described above. In the event User objects to a new third-party Sub-processor, User and Juicer will work together in good faith to find a mutually acceptable resolution to address such objection. If the parties are unable to reach a mutually acceptable resolution within a reasonable timeframe, User may as its sole and exclusive remedy terminate the Terms of Use by providing written notice to Juicer.

9. Processing Records

   User acknowledges that Juicer is required under the GDPR to: (a) collect and maintain records of certain information, including the name and contact details of each processor and/or controller on behalf of which Juicer is acting and, where applicable, of such processor’s or controller’s local representative and data protection officer; and (b) make such information available to the supervisory authorities. Accordingly, if the GDPR applies to the processing of User Personal data, User will, where requested, provide such information to Juicer and will ensure that all information provided is kept accurate and up-to-date.

10. Liability

    1. Liability Cap. The total combined liability of either party and its Affiliates towards the other party and its Affiliates whether in contract, tort or any other theory of liability under or in connection with the Terms of Use, this Addendum, and the Standard Contractual Clauses, if entered into as described in Paragraph 7.2, combined will be limited to limitations on liability or other liability caps agreed to by the parties in the Terms of Use subject to Paragraph 11.2 of this Addendum below.
    2. Liability Cap Exclusions. Nothing in Paragraph 11.1 (Liability Cap) will affect any party’s liability to data subjects under the third-party beneficiary provisions of the Standard Contractual Clauses to the extent limitation of such rights is prohibited by the European Data Protection Legislation.

11. third-party Beneficiary

    Notwithstanding anything to the contrary in the Terms of Use, where Juicer is not a party to the Terms of Use, Juicer will be a third-party beneficiary of Paragraph 4.4 (Reviews and Audits of Compliance), Paragraph 8.1 (Consent to Sub-processor Engagement), and Paragraph 10 (Liability) of this Addendum.

12. Analytics

    User acknowledges and agrees that Juicer may create and derive from processing related to the Services anonymized and/or aggregated data that does not identify User or any natural person and use, publicize, or share with third parties such data to improve Juicer’s products and services and for its other legitimate business purposes.

13. Notices

    Notwithstanding anything to the contrary in the Terms of Use, any notices required or permitted to be given by Juicer to User may be given (a) in accordance with the notice clause of the Terms of Use; (b) to Juicer’s primary points of contact with User; and/or (c) to any email provided by User for the purpose of providing it with Service-related communications or alerts. User is solely responsible for ensuring that such email addresses are valid.

14. Effect of this Addendum

    Notwithstanding anything to the contrary in the Terms of Use, to the extent of any conflict or inconsistency between this Addendum and the remaining terms of the Terms of Use, this Addendum will govern.

Appendix 1

1. Subject Matter and Details of the Data Processing

2. Sub-processors

Appendix 2

1. Security Measures

As from the Addendum Effective Date, Juicer will implement and maintain the Security Measures set out in this Appendix 2. Juicer may update or modify such Security Measures from time to time provided that such updates and modifications do not materially decrease the overall security of the Services.

Juicer will maintain administrative, physical, and technical safeguards for protection of the security, confidentiality, and integrity of Personal Data uploaded to the Juicer Services. Juicer will not materially decrease the overall security of the Juicer Services during a subscription term. The list of security measures can be found in Standard Contractual Clauses Annex II.