TERMS AND CONDITIONS

These Terms and Conditions (“Terms”, and collectively with the Order Form, the “Agreement”) are made between Allwhere, Inc. (“Supplier”) and the customer identified on the Order Form (“Company”).   The provisions of this Agreement will apply to the Services provided to Company under this Agreement and shall govern all Order Forms entered into between Supplier and Company.

1. DEFINED TERMS.

1.1 “Affiliate” means any entity which directly or indirectly controls, is controlled by, or is under common control by either party.  For purposes of the preceding sentence, “control” means direct or indirect ownership or control of more than 50% of the voting interests of the subject entity.

1.2 “Authorized Parties” means Company’s and its Affiliates’ designated employees and third party contractors or providers.

1.3 “Company Data” means data, information submitted by or on behalf of Company or Authorized Parties in connection with the Services, or otherwise arising from or accessible in connection with their use of the Services, including any personally identifiable information or other information associated with or that otherwise could be used to potentially identify an individual.

1.4 “Documentation” means Supplier’s user guides or other documentation for the Services which describes the then-current functions and features of the Services.  

1.5 “Intellectual Property Rights” means any and all intellectual property rights and proprietary rights throughout the world, including copyrights, trademarks, trade secrets, patents and other comparable rights issued, honored or enforceable under any applicable laws, and all moral rights related thereto, and any applications or registrations in connection with the foregoing rights.

1.6 “Law” means any local, state, national and/or foreign law, treaties, rules, and/or regulations.

1.7 “Order Form” means the separate ordering document under which Company orders Procurement Services.

1.8 “Procurement Services”  means the Company’s services of assisting Company in procuring third-party goods selected by Company  and reselling them to Company, as described in an Order Form.

1.9 “Platform Services” means a Supplier platform as described in an Order Form and/or the Documentation relating thereto, including the hosting, maintenance, support relating thereto, but excluding the Procurement Services.  

1.10 “Services” means the Procurement Services and the Platform Services.

1.11 “Term” has the meaning set forth in Section 9.1.

1.12 “Third Party Goods” means any third party products, goods or services that Supplier may resell to Company through the use of the Platform Services or Procurement Services.

2. SERVICES.

2.1 Provision of Platform Services. Supplier will make the Platform Services available in accordance with the Documentation to Company and its Authorized Parties during the Term.  Company may enable access of the Platform Services for use by it and the Authorized Parties for the business purposes of Company and its Affiliates and for other purposes contemplated under the Documentation.  Company will be responsible for the accuracy and quality of Company Data it provides hereunder, and Company will take commercially reasonable efforts to prevent unauthorized access to, or use of, the Service, and notify Supplier promptly of any such unauthorized access or use of which it is aware.

2.2 Provision of Procurement Services & Sale of Third Party Goods. Supplier shall use commercially reasonable efforts to perform the Procurement Services, as set forth in an Order Form, which may include Supplier’s reselling of Third Party Goods to Company.   Supplier shall use good faith efforts to address any changes that Company may request in connection with the Procurement Services and, as appropriate and as may be agreed upon by the parties, the parties may enter into a new or amended Order Form in connection therewith. Company acknowledges that Supplier is not the manufacturer of any Third Party Goods, and Supplier is not responsible for any maintenance, warranties, or support services in connection therewith.  To the extent permitted by the applicable manufacturer, Supplier will pass along any transferable warranties associated with any Third Party Goods purchased by Company from Supplier.

2.3 Feedback. Company hereby grants to Supplier a non-exclusive, royalty-free, worldwide, transferable, sublicensable, irrevocable, perpetual license to use and otherwise exploit any suggestions, enhancement requests, recommendations or other feedback obtained in the course of providing the Services.  Supplier will not identify Company as the source of any such feedback.

3. FEES.

3.1 General.  Company shall pay Supplier the fees for the Services set forth in the applicable Order Form.  Non-payment or late payment of undisputed fees is a material breach of this Agreement.

3.2 Invoicing and Payment.  Unless otherwise specified in the applicable Order Form, (i) all amounts payable will be quoted and payable in United States Dollars, (ii) fees for Platform Services will be invoiced and payable as provided in the applicable Order Form, (iii) fees for Procurement Services will be invoiced and payable as provided in the applicable Order Form, and (iv) invoiced amounts not disputed in good faith will be due and payable thirty (30) days after receipt of the invoice.  

3.3 Taxes.  Unless otherwise stated, Supplier's fees do not include any taxes, levies, duties or similar governmental assessments of any nature, including value-added, sales and use, or withholding taxes, assessable by any local, state, provincial, federal or foreign jurisdiction (collectively, “Taxes”).  Supplier will separately invoice any such Taxes at the appropriate amounts and will be responsible for remitting them to the relevant tax authorities in a timely fashion.  Company will bear all Taxes properly invoiced by Supplier unless Company provides Supplier with a valid tax exemption certificate authorized by the appropriate taxing authority.  Supplier will be solely responsible for taxes assessable against it based on its income, property or employees.

3.4 Shipping Fees. Unless otherwise stated, Supplier’s fees for the Procurement Services do not include any shipping costs or fees of any nature (collectively, “Shipping Costs”).  Supplier will separately invoice any such Shipping Costs at the appropriate amounts.

3.5 Interest. Any amounts not paid when due will bear interest at the rate of one and one half percent (1.5%) per month, or the maximum legal rate if less, from the due date until paid.

4. INTELLECTUAL PROPERTY RIGHTS & CONFIDENTIALITY.

4.1 Reservation of Intellectual Property Rights.  Subject to the limited rights expressly granted under this Agreement, as between the parties (i) Supplier reserves all rights, title and interest in and to its pre-existing and separately developed Intellectual Property Rights and the Services, and (ii) Company reserves all rights, title and interest in and to its pre-existing and separately developed Intellectual Property Rights, Company Data, Company marks and Company Confidential Information as well as any such items made or acquired by Company.  No rights or licenses are granted by a party under this Agreement other than as expressly set forth in this Agreement.

4.2 Confidential Information. Each party (“Receiving Party”) acknowledges that it may receive from the other party (“Disclosing Party”) confidential information relating to the Disclosing Party and such confidential information includes, but is not limited to, technical, business, marketing, pricing and financial information, and any other information that could reasonably be considered confidential or proprietary (“Confidential Information”).  The terms of this Agreement and any Order Form, the Services, and all software, technology or technical information relating thereto shall be considered Confidential Information of Supplier. The Company Data shall be considered Confidential Information of Company.

4.3 Exclusions to Confidential Information. Confidential Information does not include information that:

(a) is or becomes generally available to the public other than through a wrongful act of the Receiving Party;

(b) is or becomes available to the Receiving Party on a non-confidential basis from a source that is entitled to disclose it to the Receiving Party; or

(c) is independently developed by the Receiving Party, its employees or third party contractors without access to or use of the Disclosing Party’s Confidential Information.  

4.4 Treatment of Confidential Information. During and after the term of this Agreement, the Receiving Party shall: (i) not use (except for performance of this Agreement) or disclose Confidential Information of the Disclosing Party without the prior written consent of the Disclosing Party; and (ii) take no less than the same measures that it takes with its own Confidential Information, and in any case no less than reasonable measures, to maintain the Confidential Information of the Disclosing Party in confidence.  Either party may disclose Confidential Information to the extent required by law, provided that the Receiving Party gives the Disclosing Party reasonable advance notice of such required disclosure and cooperates with the Disclosing Party so that the Disclosing Party has the opportunity to obtain appropriate confidential treatment for such Confidential Information.  

4.5 No Transfer of Confidential Information. All Confidential Information disclosed by Disclosing Party shall remain the property of the Disclosing Party.  The Disclosing Party reserves all rights in its Confidential Information.  Nothing in this Agreement or the disclosures envisaged by this Agreement shall (except for the limited use right above) operate to transfer, or operate as a grant of any Intellectual Property Rights in the Confidential Information.  

4.6 Aggregated Data. Company grants Supplier a perpetual, non-exclusive, worldwide, royalty-free and fully paid license to use any data collected or obtained in the course of performing the services hereunder only in de-identified, aggregated form to: (i) improve the Services, and Supplier’s other products and services; (ii) provide analytics and benchmarking services; and (iii) generate and disclose statistics regarding use of the Services, provided that Company will not be identified as the source of any such data.

5. DATA SECURITY.

5.1 Supplier’s Commitments.  During the Term, Supplier shall implement reasonably administrative, technical and physical safeguards designed to:

(a) ensure the security and integrity of the Company Data;

(b) prevent unauthorized access to, or disclosure of, the Company Data; and

(c) protect against threats, hazards and security incidents with respect to the Company Data.

5.2 Company Responsibility for Company Data. Company will have the sole responsibility for the accuracy, quality, integrity, legality, reliability, and appropriateness of all Company Data.  Supplier is not obligated to back up any Company Data.

6. WARRANTIES & DISCLAIMERS.

6.1 Corporate Warranties.  Each party represents and warrants that it has the authority to enter into this Agreement.

6.2 Supplier Warranties.  Supplier warrants that during the Term (i) the Services will be provided and operate materially in accordance with the Documentation; (ii) the Services will be provided in a timely, professional manner in accordance with industry standards; and (iii) the Services will be provided in accordance with applicable Laws.  

6.3 Company Warranties.  Company warrants that (i) Company has all consents and necessary to provide the Company Data hereunder, and (ii) Company will comply with its obligations under this Agreement and with applicable laws.

6.4 Transferable Warranties. To the extent Supplier is able to pass on warranties of Third Party Goods  to Company, Supplier shall do so.

6.5 Disclaimer. (a) COMPANY EXPRESSLY UNDERSTANDS AND AGREES THAT THE SERVICES, AND ANY THIRD PARTY GOODS, ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE BASIS.” EXCEPT AS EXPRESSLY PROVIDED HEREIN AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SUPPLIER MAKES NO WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE SERVICES.  (b) SUPPLIER MAKES NO WARRANTIES WITH RESPECT TO THE AVAILABILITY, QUALITY, EFFECTIVENESS, OR ANY OTHER CHARACTERISTICS WITH RESPECT TO THE THIRD PARTY GOODS, AND DOES NOT ASSURE COMPANY THAT THEY WILL MEET COMPANY’S REQUIREMENTS. (c) SUPPLIER CANNOT GUARANTEE CONTINUOUS OR SECURE ACCESS TO THE SERVICES, AND THE SERVICES MAY BE INTERFERED WITH BY NUMEROUS FACTORS OUTSIDE OF SUPPLIER’S CONTROL. THE SERVICES MAY BE SUBJECT TO DELAYS, CANCELLATIONS, AND OTHER DISRUPTIONS AND SUPPLIER DOES NOT WARRANT THAT THE SERVICES WILL BE COMPLETELY ERROR FREE OR UNINTERRUPTED.  

7. INDEMNIFICATION.

7.1 Supplier’s Indemnification Obligations. Supplier will defend, indemnify and hold Company and its Affiliates harmless against any loss, damage or costs (including reasonable attorneys' fees) in connection with claims, demands, suits, or proceedings (“Claims”) made or brought against Company or its Affiliates by a third party (i) alleging that the use of the Services as contemplated hereunder infringes or misappropriates a copyright, patent, trade secret, trademark, or other proprietary right of a third party or (ii) arising from Supplier’s gross negligence or willful misconduct.

7.2 Company’s Indemnification Obligations. Company will defend, indemnify and hold Supplier and its Affiliates harmless against any loss, damage or costs (including reasonable attorneys' fees) in connection with Claims made or brought against Supplier or its Affiliates by (i) any of Company’s employees, contractors or personnel in connection with their use of any Third Party Goods or (ii) arising from Company’s gross negligence or willful misconduct.

7.3 Procedure. The indemnifying party’s obligations as set forth above are expressly conditioned upon each of the foregoing: (a) the indemnified party will promptly notify the indemnifying party in writing of any threatened or actual claim or suit; (b) the indemnifying party will have sole control of the defense or settlement of any claim or suit; and (c) the indemnified party will cooperate with the indemnifying party to facilitate the settlement or defense of any claim or suit.  

8. LIMITATION OF LIABILITY.

8.1 Limitation of Liability.  EXCEPT FOR WILLFUL MISCONDUCT OR GROSS NEGLIGENCE, TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL EITHER PARTY'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, INCLUDING COMPANY’S USE OF ANY THIRD PARTY GOODS, WHETHER IN CONTRACT, TORT OR OTHERWISE, EXCEED THE FEES ACTUALLY PAID BY COMPANY TO SUPPLIER DURING THE IMMEDIATELY PRECEDING TWELVE (12) MONTH PERIOD PRECEDING THE ACT, OMISSION, OR OCCURRENCE GIVING RISE TO SUCH LIABILITY.

8.2 Exclusion of Damages.  EXCEPT FOR WILLFUL MISCONDUCT OR GROSS NEGLIGENCE, TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL EITHER PARTY HAVE ANY LIABILITY TO THE OTHER PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED, OR FOR ANY LOST PROFITS, LOSS OF USE, WHETHER IN CONTRACT, TORT OR OTHERWISE, ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THE SERVICES OR PROCUREMENT SERVICES, INCLUDING BUT NOT LIMITED TO THE USE OR INABILITY TO USE THE SERVICES, ANY INTERRUPTION, INACCURACY, ERROR OR OMISSION, EVEN IF THE PARTY FROM WHICH DAMAGES ARE BEING SOUGHT HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES.

9. TERM & TERMINATION.

9.1 Term of Agreement.  The term of this Agreement commences on the effective date of the first Order Form between the parties (“Effective Date”) and continues until the stated term in all Order Forms has expired or has otherwise been terminated, unless otherwise renewed or extended pursuant to this Agreement or the written agreement of the parties.  If the Order Forms do not contain an explicit term, the term for the Order Form shall be deemed to be one (1) year and shall automatically renew for subsequent one (1) year periods unless either party gives sixty (60) days advance notice of non-renewal, in which case the Order Form shall end at the conclusion of the then-current term.   The “Term” means the initial term and any renewal or extension thereto.  

9.2 Termination.   Either party may terminate this Agreement, the applicable Order Form(s) or any applicable Services or Procurement Services: (i) upon thirty (30) days prior written notice to the other party of a material breach by the other party if such breach remains uncured at the expiration of such notice period; or (ii) immediately in the event the other party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors.  

9.3 Effect of Termination.  Upon any termination or expiration of this Agreement, Company will, as of the date of such termination, immediately cease accessing and otherwise utilizing the applicable Services and each party will return or destroy the Confidential Information of the other in its possession or control.  Upon any termination or expiration, all fees owed for the Services shall become immediately due and payable.

9.4 Surviving Provisions.  The following provisions of this Agreement will survive any termination or expiration of this Agreement: Sections 3.2 (Invoicing and Payment), 3.3 (Taxes), 4 (Intellectual Property Rights & Confidentiality), 6.5 (Disclaimer), 7 (Indemnification), 8 (Limitation of Liability), 9.3 (Effect of Termination), 9.4 (Surviving Provisions), 10 (General Provisions), and such other provisions that are reasonably necessary to give effect to the purpose of this Agreement.  

10. GENERAL PROVISIONS.

10.1 Relationship of the Parties.  The parties are independent contractors.  This Agreement does not create nor is it intended to create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between the parties.  There are no third-party beneficiaries to this Agreement.

10.2 Notices.  All notices under this Agreement will be in writing and will be deemed to have been given upon:  (i) personal delivery; (ii) receipt of e-mail; or (iii) the third business day after first class mailing.  Notices to Supplier shall be sent to hello@allwhere.co. Notices to Company will be addressed to Company’s signatory of this Agreement.  Each party may modify its recipient of notices by providing notice pursuant to this Agreement.

10.3 Waiver and Cumulative Remedies.  No failure or delay by either party in exercising any right under this Agreement will constitute a waiver of that right or any other right.  Other than as expressly stated herein, the remedies provided herein are in addition to, and not exclusive of, any other remedies of a party at law or in equity.

10.4 Force Majeure.  Neither party will be liable for any failure or delay in performance under this Agreement for causes beyond that party’s reasonable control and occurring without that party’s fault or negligence, which may include, but is not limited to, acts of God, acts of government, flood, fire, supply chain issues, civil unrest, acts of terror, strikes or other labor shortages problems.

10.5 Assignment.  Neither party may assign any of its rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of the other party (which consent will not be unreasonably withheld).  Notwithstanding the foregoing, either party may assign this Agreement in its entirety (including all Order Forms) without consent of the other party in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets provided the assignee has agreed to be bound by all of the terms of this Agreement.  Any attempt by a party to assign its rights or obligations under this Agreement in breach of this section will be void and of no effect.  Subject to the foregoing, this Agreement will bind and inure to the benefit of the parties, their respective successors and permitted assigns.    

10.6 Governing Law; Waiver of Jury Trial.  This Agreement will be governed exclusively by the internal laws of the State of New York, without regard to its conflicts of laws rules.  The parties will submit any dispute, controversy or claim arising out of or relating to the validity, formation, enforceability, performance, breach or termination of this Agreement to the exclusive jurisdiction of the U.S. federal or state courts in New York, New York, and the parties hereby submit to, and waive any objection to, personal jurisdiction and venue in such courts for such purpose.  

10.7 Export.   Each party will comply with the export laws and regulations of the United States and other applicable jurisdictions in providing and using the Services.  

10.8 Miscellaneous.  This Agreement, including all Order Forms, constitutes the entire agreement between the parties with respect to the subject matter hereof.  In the event of a conflict, the provisions of the main body of this Agreement will take precedence over provisions of any Order Form.  Supplier may use Company’s name and logo to publicly identify Company as its client, including without limitation on its website or in its marketing materials.  This Agreement supersedes all prior and contemporaneous agreements, proposals or representations, written or oral, concerning its subject matter.  If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, the provision will be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of this Agreement will remain in effect.  

[End of Agreement]

Privacy Policy

Effective as of 9/12/2022

This Privacy Policy describes how Allwhere .io ("Allwhere," "we", “us” or "our") handles personal information that we collect through our digital properties that link to this Privacy Policy, including our website and mobile application   (collectively, the “Service”), as well as through social media, our marketing activities, and other activities described in this Privacy Policy.  

Allwhere may provide additional or supplemental privacy policies to individuals for specific products or services that we offer at the time we collect personal information .

Allwhere provides corporate customers with a full suite of business equipment, HR and IT process integrations, and other services. This Privacy Policy does not apply to information that we process on behalf of our business customers while providing the Allwhere platform and services to them. Our use of this information is restricted by our agreements with those business customers. If you have concerns regarding your personal information that we process on behalf of a business customer, please direct your concerns to that customer.

Personal information we collect

Information you provide to us.    Personal information you may provide to us through the Service or otherwise includes:

• Contact data, such as your first and last name, billing and mailing addresses, professional title and company name, business email address and phone number.

• Demographic Information, such as your city, state, country of residence and postal code.

• Profile data, such as the username and password that you may set to establish an online account on the Service.

• Communications that we exchange with you, including when you contact us through the Service, social media, or otherwise.

• Transactional data, such as information relating to or needed to complete your orders on or through the Service, including order numbers, payment method and transaction history.

• Payment data needed to complete transactions, including payment card information or bank account number. Please note however that Allwhere processes payments via our payment processing partners, such as Stripe, and Allwhere does not collect or maintain payment card information directly.

• Marketing data, such as your preferences for receiving our marketing communications and details about your engagement with them.

• Other data not specifically listed here, which we will use as described in this Privacy Policy or as otherwise disclosed at the time of collection.

Third-party sources. We may combine personal information we receive from you with personal information we obtain from other sources, such as:

• Public sources, such as government agencies, public records, social media platforms, and other publicly available sources.

• Private sources, such as data providers, social media platforms, and data licensors.

• Marketing partners, such as joint marketing partners and event co-sponsors.

• Vendor partners, such as our vendors used to source items.

• Other sources not specifically listed here, which we will use as described in this Privacy Policy or as otherwise disclosed at the time of collection.

Automatic data collection.  We, our service providers, and our business partners may automatically log information about you, your computer or mobile device, and your interaction over time with the Service, our communications and other online services, such as:

• Device data, such as your computer’s or mobile device’s operating system type and version, manufacturer and model, browser type, screen resolution, RAM and disk size, CPU usage, device type (e.g., phone, tablet), IP address, unique identifiers (including identifiers used for advertising purposes), language settings, mobile device carrier, radio/network information (e.g., Wi-Fi, LTE, 3G), and general location information such as city, state or geographic area.

• Online activity data, such as pages or screens you viewed, how long you spent on a page or screen, the website you visited before browsing to the Service, navigation paths between pages or screens, information about your activity on a page or screen, access times and duration of access, and whether you have opened our emails or clicked links within them.

• Location data, when you authorize (our mobile application/the Service) to access your device’s location.

• Communication interaction data such as your interactions with our email, text or other communications (e.g., whether you open and/or forward emails) – we may do this through use of pixel tags (which are also known as clear GIFs), which may be embedded invisibly in our emails.

Cookies and similar technologies. Some of the automatic collection described above is facilitated by the following technologies:

• Cookies, which are small text files that websites store on user devices and that allow web servers to record users’ web browsing activities and remember their submissions, preferences, and login status as they navigate a site. Cookies used on our sites include both “session cookies” that are deleted when a session ends, “persistent cookies” that remain longer, “first party” cookies that we place and “third party” cookies that our third-party business partners and service providers place.

• Local storage technologies, like HTML5, that provide cookie-equivalent functionality but can store larger amounts of data on your device outside of your browser in connection with specific applications.

• Web beacons, also known as pixel tags or clear GIFs, which are used to demonstrate that a webpage or email address was accessed or opened, or that certain content was viewed or clicked.

Data about others. We may offer features that help users invite their colleagues or contacts to use the Service, and we may collect contact details about these invitees so we can deliver their invitations. Please do not refer someone to us or share their contact details with us unless you have their permission to do so.    

How we use your personal information

We may use your personal information for the following purposes or as otherwise described at the time of collection:

Service delivery.  We may use your personal information to:

• provide, operate and improve the Service and our business;

• personalizing the service, including remembering the devices from which you have previously logged in and remembering your selections and preferences as you navigate the Service;

• establish and maintain your user profile on the Service;

• facilitate your invitations to your employees or colleagues who you want to invite to join the Service;

• enable security features of the Service, such as by sending you security codes via email or SMS, and remembering devices from which you have previously logged in  ;

• communicate with you about the Service, including by sending announcements, updates, security alerts, and support and administrative messages;

• understand your needs and interests, and personalize your experience with the Service and our communications; and

• provide support for the Service, and respond to your requests, questions and feedback.

Research and development.  We may use your personal information for research and development purposes, including to analyze and improve the Service and our business.

Marketing and advertising.  We, our service providers and our third-party advertising partners, may collect and use your personal information for marketing and advertising purposes:

• Direct marketing. We may send you direct marketing communications.  You may opt-out of our marketing communications as described in the Opt-out of marketing section below.  

• Interest-based advertising.  Our third-party advertising partners may use cookies and similar technologies to collect information about your interaction (including the data described in the automatic data collection section above) with the Service, our communications and other online services over time, and use that information to serve online ads that they think will interest you.  This is called interest-based advertising. We may also share information about our users with these companies to facilitate interest-based advertising to those or similar users on other online platforms. You can learn more about your choices for limiting interest-based advertising in the Your choices section.

To send you marketing and promotional communications. We may send you marketing communications as permitted by law. You will have the ability to opt out of our marketing and promotional communications as described the Your Choices section below.

Service improvement and analytics. We may use your personal information to analyze your usage of the Service, improve the Service, improve the rest of our business, help us understand user activity on the Service, including which pages are most and least visited and how visitors move around the Service, as well as user interactions with our emails, and to develop new products and services.

Compliance and protection.  We may use your personal information to:

• comply with applicable laws, lawful requests, and legal process, such as to respond to subpoenas or requests from government authorities;

• protect our, your or others’ rights, privacy, safety or property (including by making and defending legal claims);

• audit our internal processes for compliance with legal and contractual requirements or our internal policies;

• enforce the terms and conditions that govern the Service; and

• prevent, identify, investigate and deter fraudulent, harmful, unauthorized, unethical or illegal activity, including cyberattacks and identity theft.  

With your consent.  In some cases, we may specifically ask for your consent to collect, use or share your personal information, such as when required by law.  

Cookies and similar technologies. In addition to the other uses included in this section, we may use the Cookies and similar technologies described above for the following purposes:

• Technical operation. To allow the technical operation of the Service, such as by remembering your selections and preferences as you navigate the site, and whether you are logged in when you visit password protected areas of the Service.

• Functionality. To enhance the performance and functionality of our services.

• Advertising. To help our third-party advertising partners collect information about how you use the Service and other online services over time, which they use to show you ads on other online services they believe will interest you and measure how the ads perform.

• Analytics. To help us understand user activity on the Service, including which pages are most and least visited and how visitors move around the Service, as well as user interactions with our emails. For example, we use Google Analytics for this purpose. You can learn more about Google Analytics and how to prevent the use of Google Analytics relating to your use of our sites here: https://tools.google.com/dlpage/gaoptout?hl=en.

How we share your personal information

We may share your personal information with the following parties and as otherwise described in this Privacy Policy or at the time of collection.  

Service providers.  Third parties that provide services on our behalf or help us operate the Service or our business (such as hosting, information technology, customer support, email delivery, marketing, consumer research and website analytics).

Payment processors. Any payment card information you use to make a purchase on the Service is collected and processed directly by our payment processors, such as Stripe. Stripe may use your payment data in accordance with its privacy policy, https://stripe.com/privacy.

Advertising partners.  Third-party advertising companies for the interest-based advertising purposes described above.

Business and marketing partners. Third parties with whom we jointly offer products or services or whose products or services may be of interest to you.

Linked third-party services. If you log into the Service with, or otherwise link your Service account to a third-party service  , we may share your personal information with that third-party service. The third party’s use of the shared information will be governed by its privacy policy and the settings associated with your account with the third-party service.

Professional advisors.  Professional advisors, such as lawyers, auditors, bankers and insurers, where necessary in the course of the professional services that they render to us.

Authorities and others. Law enforcement, government authorities, and private parties, as we believe in good faith to be necessary or appropriate for the compliance and protection purposes described above.

Business transferees.  We may disclose personal information in the context of actual or prospective business transactions (e.g., investments in Allwhere, financing of Allwhere, public stock offerings, or the sale, transfer or merger of all or part of our business, assets or shares), for example, we may need to share certain personal information with prospective counterparties and their advisers. We may also disclose your personal information to an acquirer, successor, or assignee of Allwhere as part of any merger, acquisition, sale of assets, or similar transaction, and/or in the event of an insolvency, bankruptcy, or receivership in which personal information is transferred to one or more third parties as one of our business assets.

Your choices

Access or update your information. If you have registered for an account with us through the Service, you may review and update certain account information by logging into the account and navigating to the [insert information  ].

Opt-out of communications.  You may opt-out of marketing-related emails by following the opt-out or unsubscribe instructions at the bottom of the email, or by contacting us.  Please note that if you choose to opt-out of marketing-related emails, you may continue to receive service-related and other non-marketing emails.  

If you receive text messages from us, you may opt out of receiving further text messages from us by replying STOP to our marketing message.  You may also text STOP to [SHORTCODE].

Blocking images/clear gifs: Most browsers and devices allow you to configure your device to prevent images from loading.  To do this, follow the instructions in your particular browser or device settings.

Mobile location data.  You can disable our access to your device’s precise geolocation in your mobile device settings.

Advertising choices.   You can limit use of your information for interest-based advertising by:

• Browser settings.  Blocking third-party cookies in your browser settings.

• Privacy browsers/plug-ins. By using privacy browsers or ad-blocking browser plug-ins that let you block tracking technologies.

• Platform settings. Google, LinkedIn, Microsoft and Facebook offer opt-out features that let you opt-out of use of your information for interest-based advertising:

o Google: https://adssettings.google.com/

o LinkedIn: https://www.linkedin.com/psettings/guest-controls

o Microsoft: https://about.ads.microsoft.com

o Facebook: https://www.facebook.com/about/ads

• Ad industry tools.  Opting out of interest-based ads from companies participating in the following industry opt-out programs:

o Network Advertising Initiative: http://www.networkadvertising.org/managing/opt_out.asp

o Digital Advertising Alliance: optout.aboutads.info.  

o AppChoices mobile app, available at https://www.youradchoices.com/appchoices, which will allow you to opt-out of interest-based ads in mobile apps served by participating members of the Digital Advertising Alliance.    

• Mobile settings.  Using your mobile device settings to limit use of the advertising ID associated with your mobile device for interest-based advertising purposes.

You will need to apply these opt-out settings on each device from which you wish to opt-out.  

We cannot offer any assurances as to whether the companies we work with participate in the opt-out programs described above.

Do Not Track.  Some Internet browsers may be configured to send “Do Not Track” signals to the online services that you visit.  We currently do not respond to “Do Not Track” or similar signals.  To find out more about “Do Not Track,” please visit http://www.allaboutdnt.com.

Declining to provide information. We need to collect personal information to provide certain services.  If you do not provide the information we identify as required or mandatory, we may not be able to provide those services.

Linked third-party platforms. If you choose to connect to the Service through a third-party platform, you may be able to use the settings in your account with that platform to limit the information we receive from it. If you revoke our ability to access information from a third-party platform, that choice will not apply to information that we have already received from that third party.

Delete your content or close your account. You can choose to delete certain content through your account.  If you wish to request to close your account, please contact us.  

Other sites and services

The Service may contain links to websites, mobile applications, and other online services operated by third parties.  In addition, our content may be integrated into web pages or other online services that are not associated with us.  These links and integrations are not an endorsement of, or representation that we are affiliated with, any third party.  We do not control websites, mobile applications or online services operated by third parties, and we are not responsible for their actions. We encourage you to read the privacy policies of the other websites, mobile applications and online services you use.

Security

We employ a number of technical, organizational and physical safeguards designed to protect the personal information we collect.  However, security risk is inherent in all internet and information technologies and we cannot guarantee the security of your personal information.

International data transfer

We are headquartered in the United States and may use service providers that operate in other countries. Your personal information may be transferred to the United States or other locations where privacy laws may not be as protective as those in your state, province, or country.  

Children  

The Service is not intended for use by anyone under 18 years of age. If you are a parent or guardian of a child from whom you believe we have collected personal information in a manner prohibited by law, please contact us. If we learn that we have collected personal information through the Service from a child without the consent of the child’s parent or guardian as required by law, we will comply with applicable legal requirements to delete the information.

Changes to this Privacy Policy

We reserve the right to modify this Privacy Policy at any time. If we make material changes to this Privacy Policy, we will notify you by updating the date of this Privacy Policy and posting it on the Service or other appropriate means.  Any modifications to this Privacy Policy will be effective upon our posting the modified version (or as otherwise indicated at the time of posting). In all cases, your use of the Service after the effective date of any modified Privacy Policy indicates your acceptance of the modified Privacy Policy.

How to contact us

• Email: hello@allwhere.co

¹This offer is available only to Qualified Individuals 18 years of age or over. To qualify, applicants must sign up to create an allwhere store on behalf of a company they are authorized to represent using the designated allwhere landing page. This offer is only valid to individuals who have signed up for allwhere between 09/14/22 and 09/30/22. A Qualified individual is a verified business decision-maker - Including (but not limited to) owners, founders, administrators, operators, C-level executives, VP/Directors/Managers directly involved in Human Resources, People, Information Technology, or related teams. Must have over 25 full-time employees in your company as verified by an allwhere representative. To receive this offer, you must signup and place an order through your allwhere store. Note that this offer is only available to new allwhere customers applying for a new allwhere account. This offer is not applicable to existing customers. No purchase is necessary. This offer is available for a limited time, with all rights reserved to allwhere to discontinue or change the terms of the offer at any time, subject to applicable law. Offer may not be used in conjunction with any other offer or promotion.