- AlumnIQ Terms and Conditions
- AlumnIQ Platform
- Signature Events System - AlumnIQ:Reunion
- AlumnIQ Data Processing Addendum
Policies are subject to periodic revision. PCI AOC refreshed for all customers annually.
AlumnIQ Terms and Conditions
Your use of any of AlumnIQâ€™s services including our Software as a Service (SaaS) or web site(s) (collectively, the â€œAlumnIQ Serviceâ€�) and any information, text, graphics, photos, videos, or other materials uploaded, downloaded or appearing on the AlumnIQ Service (collectively referred to as â€œContentâ€�) is subject to these Terms and Conditions (the â€œTerms and Conditionsâ€�) in effect at the time of your use. These Terms and Conditions are an integral part of the Agreement entered into between AlumnIQ LLC and the Customer (an institution of higher education in the United States of America) and/or Constituent (an individual who has a preexisting relationship with a Customer) (referred to as â€œuser", â€œyou", â€œyour").
Your use of the AlumnIQ Service, or any of the services or features accessible therein, constitutes your acceptance of the Terms. If you are an individual acting as a representative of an organization which wishes to use the AlumnIQ Service, then you represent and agree that you have the authority to accept these Terms and Conditions on behalf of such an organization.
Constituents and Customers:
Sole Responsibility: You understand that you are solely responsible for ensuring that you have selected the correct organization to interact with and, if applicable, have provided a valid and authorized credit card for completing any transactions within the AlumnIQ Service.
Payment Processing: The amount of a payment to an organization designated by you is charged to your credit/debit card and paid to, and processed by the AlumnIQ Service and its partner payment processing services. You understand that each payment is processed by each Customerâ€™s payment gateway and that AlumnIQ does not have custody or control of the funds at any time. You understand that the third party gateway provider (currently Spreedly) that connects to customerâ€™s payment gateway merely facilitates platform flexibility and that they, too, have no custody nor control over the funds at any time.
Non-refundable: You understand that a donation payment, once charged to your credit card, is final and non-refundable with the exception that you can prove the transaction was made through an unauthorized use of your credit card. If you become aware of unauthorized use of your credit card, or it is lost or stolen, you must notify your credit card provider in accordance with its reporting rules. Contact our Customer
Tax Language: You understand that if you chose to make a monetary gift (i.e. donation) to organizations through the AlumnIQ Service, the organization you transact with is the one that sets the tax language in any receipt you receive.
No Tax Representation or Liability: You understand that the AlumnIQ Service makes no representations about the nature of any transaction you make through the AlumnIQ Service. Specifically, we do not make any representation as to whether all or any portion of your donations, including, if any, processing fees, are tax deductible. AlumnIQ will have no liability for any claim by any federal, state, local or any other tax authority with respect to the characterization on any applicable tax return of any donation by you, any AlumnIQ user, or any beneficiary organization. Always consult the organization you are transacting with and a qualified financial advisor prior to claiming a deduction on your taxes.
General Terms Applicable to Everybody
Accessing and Securing User Account: Your user account will be accessed through a user ID (â€œusername") and password that you will create (your â€œAccount Credentialsâ€�). Your Account Credentials are solely for your use. You are responsible for safeguarding the confidentiality of your Account Credentials that you use to access the AlumnIQ Service and you are fully and solely responsible for all activities and actions that occur with your Account Credentials, whether authorized by you or not. We encourage to use â€œstrong" passwords comprised of a combination of upper and lower alphabetic characters, numbers, and symbols, and at least 8 characters in length. It is your responsibility to take adequate precautions with your Account Credentials and to immediately notify AlumnIQ of any unauthorized use of your Account Credentials. In most cases this requirement is moot as the account itself is provisioned through Customerâ€™s SSO services, over which we exert no such control.
Access Provided: Using your user account, you may access and participate in the AlumnIQ Service, including viewing, posting and responding to communications on and through the AlumnIQ Service.
Liability: AlumnIQ cannot and will not be liable for any loss or damage arising from your failure to follow and comply with the above user account and password requirements.
Account Refusal or Cancellation: AlumnIQ can refuse registration of, or cancel, any user account in its sole discretion, at any time.
International Use: The AlumnIQ Service is hosted in the United States. If you use the AlumnIQ Service from outside of the United States, you acknowledge that you are voluntarily transmitting and transferring information (potentially including personally-identifiable information) and Content to the United States. AlumnIQâ€™s receiving, use, storage and sharing of your information and Content is subject to the laws of the United States and the EU GDPR. Additionally, you will comply with all United States laws, rules and regulations applicable to the export of products, services, software and technical data regardless of the jurisdiction in which you are located.
User Account Terminated: AlumnIQ, in its sole discretion, may terminate your password and/or user account and remove and discard any Content within the AlumnIQ Service for any reason, including and without limitation lack of use, or if AlumnIQ believes that you have violated or acted inconsistently with the letter or spirit of these Terms and Conditions. In such event, any contracts, verbal or written or assumed, in conjunction with your user account and all its parts, at AlumnIQâ€™s discretion, will be terminated as well.
Right to Remove Content and Users: AlumnIQ has the right, but not the obligation, to remove or block Content from the AlumnIQ Service that it determines in its sole discretion to be in violation of these Terms and Conditions, to be unlawful, offensive, threatening, libelous, defamatory, obscene or otherwise objectionable, that violates any partyâ€™s intellectual property or that is detrimental to the quality or intended spirit of the AlumnIQ Service. AlumnIQ also has the right, but not the obligation, to limit or revoke the user privileges of the account of anyone who posts such Content or engages in such behavior.
Unacceptable Content: AlumnIQ will use common sense and business sense regarding Content or behavior allowed on or through the AlumnIQ Service. Unacceptable Content or behavior include:
- Abuse, harassment, threats, flaming or intimidation of any person or organization.
- Engaging in or contributing to any illegal activity or activity that violates othersâ€™ rights.
- Use of derogatory, discriminatory or excessively graphic language.
- Providing information that is false, misleading or inaccurate.
- Hacking or modifying the AlumnIQ Service or another Web site to falsely imply an association with AlumnIQ.
- Implying or pretending to be affiliated with a company or organization with which you are not affiliated, or misrepresenting the extent of your affiliation or role with an affiliated company or organization.
- Transmitting worms, viruses or harmful software.
- Sending unwanted messages to other users (aka â€œspamâ€�).
- Disclosing personal or proprietary information of another person or organization.
Responsibility: You are responsible for your use of the AlumnIQ Service, for any Content you post to the AlumnIQ Service, and for any consequences thereof. The Content you submit, post, or display will be able to be viewed by other users of the AlumnIQ Service and through third party services and websites. You should only submit, post, display, or provide Content that you are comfortable sharing with other AlumnIQ Service users under these Terms and Conditions.
Use of the Service:
You may use the AlumnIQ Service only if you can form a binding contract with AlumnIQ and are not a person barred from receiving services under the laws of the United States or other applicable jurisdiction. You may use the Services only in compliance with these Terms and Conditions and all applicable local, state, national, and international laws, rules and regulations. Where applicable, customer warrants that any Agreement or other exhibit and addenda are executed by a duly authorized representative.
Your use of the AlumnIQ Service may also be subject to additional terms, conditions, policies and/or agreements applicable to a specific Web site, service, software, service level or version. In the event of any conflict between these Terms and Conditions and such additional terms, conditions, policies and/or agreements, the additional terms, conditions, policies and/or agreements will control. For the avoidance of doubt, if there are terms and conditions in these Terms and Conditions regarding subjects on which the additional terms, conditions, policies and/or agreements are silent, such silence will not constitute a conflict and the terms and conditions in these Terms and Conditions will control.
AlumnIQ retains the right to limit usage and storage at our sole discretion at any time without advance notice to you.
Use of the AlumnIQ Services does not create, and shall not be construed to create, a joint venture, partnership, or other formal business relationship between you, the Organization, and AlumnIQ LLC At all times, each shall remain an independent contractor with respect to one another.
Customer Assistance and Administrator: Customer will provide AlumnIQ the information and assistance reasonably necessary for the proper activation and delivery of the AlumnIQ Service. Customer grants AlumnIQ a perpetual, non-exclusive license to all Customer information as is necessary to receive the AlumnIQ Service. Customer will designate a contact person (â€œAdministratorâ€�) to AlumnIQ who will be responsible for administering our relationship. Customer has authorized the Administrator to act on Customerâ€™s behalf and to bind Customer for any matters relating to the Agreement and these Terms. AlumnIQ understands that Client may need to change the Administrator from time to time.
Development Practices: AlumnIQ leverages Agile Software Development practices to iterate on and improve the AlumnIQ Service based on feedback from the user community. Therefore the AlumnIQ Service is always improving and the form and nature of the AlumnIQ Service may change from time to time without prior notice. In addition, AlumnIQ may stop (permanently or temporarily) providing the AlumnIQ Service (or any features within the AlumnIQ Service) to you or all general users and may not be able to communicate to you with advanced notice.
Proprietary Rights, Confidential Information and Intellectual Property (see 5.1)
Ownership of Submissions: You agree that the submission of any ideas, suggestions, documents, and/or proposals to AlumnIQ LLC through its suggestion, feedback, help, support or similar pages including but not limited to Facebook, Twitter, or LinkedIn, is at your own risk. AlumnIQ has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to AlumnIQ LLC a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, reformat, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Feedback, and to sublicense the foregoing rights.
Ownership of SaaS Services: AlumnIQ owns the AlumnIQ Service as a whole, including all computer code, graphics, user interfaces and audiovisual content used to provide the AlumnIQ Service and the combination of all the elements on the AlumnIQ Service. The AlumnIQ Service as a whole, the computer code of the AlumnIQ Service, the user interface, and graphic elements are all copyrighted works of AlumnIQ. Various other aspects of the AlumnIQ Service may be protected by intellectual property laws including laws of copyright, trademark, service mark, patent and trade secret.
Restrictions: AlumnIQ owns all right, title and interest in and to the AlumnIQ Service. AlumnIQ reserves all rights to the AlumnIQ Service that are not expressly granted herein. By way of example only, and not limitation, you do not have the right to modify, adapt, translate, or reverse engineer any portion of the AlumnIQ Service and you do not have the right to index or aggregate any portion of the AlumnIQ Service (either by hand or by means of a robot, spider, or other device). Nothing in this Agreement will be construed as granting you any property rights in the AlumnIQ Service or to any invention or any patent, copyright, trademark or other intellectual property right that has been issued, or that may issue, based on the AlumnIQ Service. All restrictions noted apply to Kimbia, the Kimbia Platform, #igivelocal, and Give Local America patents, copyrights, trademarks and intellectual property.
Confidential Information. Except as expressly allowed herein, each party will hold in confidence and not use or disclose any Confidential Information of the other party and will similarly bind its employees, consultants and contractors in writing. â€œConfidential Information" means any information, data, or know-how relating to a partyâ€™s business, products, services, processes, techniques, pricing, internal procedures, employees and personnel. Confidential Information specifically excludes any information arising from the use of the AlumnIQ Service. Confidential Information does not include information that: (i) the receiving party can prove through written documentation was rightfully in its possession at the time of disclosure without a confidentiality obligation; (ii) becomes part of the public knowledge not as a result of any action or inaction of the receiving party in breach of the Agreement; (iii) is disclosed to the receiving party by a third party not in violation of any obligation of confidentiality; or (iv) is independently developed by the receiving party without use of or reference to the disclosing partyâ€™s Confidential Information, which can be proven through written documentation.
U.S. Government Restricted Rights. If you are an agency of the United States Government, the AlumnIQ Service is a â€œCommercial Item,â€� as that term is defined at 48 C.F.R. Section 2.101, consisting of â€œCommercial Computer Softwareâ€� and â€œCommercial Computer Software Documentation,â€� as such terms are used in 48 C.F.R. Section 12.212 or 48 C.F.R. Section 227.7202, as applicable. Consistent with 48 C.F.R. Section 12.212 or 48 C.F.R. Section 227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to the United States Government (a) only as Commercial Items and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein. All unpublished rights are reserved under the copyright laws of the United States. For purpose of any public disclosure provision under any law, it is agreed that the AlumnIQ Service are trade secrets and proprietary commercial products and not subject to disclosure.
Content Ownership: Your text, images, audiovisual media and any other form of intellectual property, including the data, ideas, inventions, designs, patterns and processes in such material (collectively, â€œContentâ€�) that you post on or through the AlumnIQ Service belongs to you and you may use it in any other way without restriction. If your Content is the subject of a pending or issued patent, you have disclosed or will disclose that fact in connection with posting your Content on or through the AlumnIQ Service. To the extent you hold a patent in the Content, no license under any patent is herein granted. Any license to use patented Content shall be in the form of a separate written contract, in which event your, AlumnIQâ€™s and/or any of its Customersâ€™ respective obligations shall be only those expressed in such separate written contract. Therefore, you represent and agree to all of the following and acknowledge that AlumnIQ and its Customers are explicitly relying on such representations and agreement with regard to your Content:
Neither AlumnIQ nor any of its Customers assumes any obligation with respect to any of your Content except as set forth in these Terms and Conditions, unless and until it enters into a separate written contract with you, and then only as expressed in that separate written contract. In the absence of a separate written contract, your rights with regard to AlumnIQ or any of its Customersâ€™ use of your Content shall be as described in these Terms and Conditions and as existing under the patent laws of the United States.
You hereby irrevocably release and forever discharge AlumnIQ and its Customers and their affiliates and subsidiaries (together, the â€œReleased Partiesâ€�) from any and all actions, causes of actions, claims, damages, liabilities and demands, whether absolute or contingent and of any nature whatsoever, which you now have or hereafter can, shall or may have against the Released Parties or their respective successors and assigns with respect to the Content, including without limitation in respect of how the Released Parties, directly or indirectly, use the Content, with the sole exception that the foregoing release and discharge does not apply to your right to bring a claim of patent infringement arising from use of your Content.
Granting Rights to Content: By using the AlumnIQ Service, you are granting AlumnIQ a non-exclusive, worldwide, royalty-free, sublicensable and transferable right and license to use, reproduce, create derivative works of, distribute, publicly perform and publicly display your Content on and through the AlumnIQ Service and on and through services affiliated with AlumnIQ, regardless of the form of media used or of whether such services now exist or are developed in the future. If you post Content on or through the AlumnIQ Service, you represent and warrant that you have the right to post that Content and to grant the above rights to AlumnIQ. Neither AlumnIQ nor any of its Customers has any obligation, either express or implied, to make any use of your Content. However, if AlumnIQ and/or any of its Customers do make use of your Content, whether such use is intentional or inadvertent, no compensation will be due to you or anyone else for the use of your Content or the use of any data, ideas, inventions, designs, patterns.
Posting Content is Voluntary: You understand that posting your Content on or through the AlumnIQ Service is entirely voluntary and will expose your Content to public display in a non-confidential manner. You understand that AlumnIQ and/or any past, present or future Customer of AlumnIQ (each, a â€œCustomerâ€�) may view your Content and may develop or have developed Content which is identical or similar to yours, may already know of such Content from other sources or may have taken or will take some other action with respect to such Content. The Content represents your own original work and you have all necessary rights to disclose the Content. In doing so, you are not violating the rights of any third party and you know of no other individual or entity whose rights will be infringed by the Content being viewed and used as described in these Terms and Conditions. Whether privately or publicly posted, all Content you provide is the sole responsibility of you, the originator. We cannot take responsibility for such Content. Any use or reliance on any Content or materials posted via the AlumnIQ Service or obtained by you through the AlumnIQ Service is at your own risk.
Ownership of Existing Content: Content posted by another person or company on or through the AlumnIQ Service belongs to the poster. Except as expressly permitted in these Terms and Conditions, you do not have the right to use, reproduce, create derivative works of, distribute, publicly perform or publicly display any Content that does not belong to you, other than viewing of the Content on or through the AlumnIQ Service as AlumnIQ may make available.
No Content Liability: AlumnIQ does not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or communications posted via the AlumnIQ Service or endorse any opinions expressed via the Services. You understand that by using the AlumnIQ Service, you may be exposed to Content that might be offensive, harmful, inaccurate or otherwise inappropriate, or in some cases, postings that have been mislabeled or are otherwise deceptive. Under no circumstances will AlumnIQ be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via the AlumnIQ Service or broadcast elsewhere.
Other websites: AlumnIQ does not endorse, support, represent or guarantee any links to external websites. Other websites are provided as a convenience to you. You understand that AlumnIQ has not reviewed all of these other websites, and therefore has no responsibility for the content of such other websites and shall not be liable for any damages or injury arising from the content of these other websites. You understand that, except for information, products or services clearly identified as being supplied by the AlumnIQ Service, we do not operate, control or endorse any information, products or services on the Internet in any way. The AlumnIQ service does not endorse or make any representations about these other websites, or any information or other products or materials found on these other websites, or any results that may be obtained from using these other websites. If you decide to access any of these other websites linked to the AlumnIQ Service, you do so entirely at your own risk.
Content Disclosure: AlumnIQ may preserve your Content and may also disclose such Content, with or without notice to you, if required to do so by law or in the good-faith belief that such preservation or disclosure is reasonably necessary to: (i) comply with legal process; (ii) enforce these Terms and Conditions; (iii) respond to claims that your Content violates the rights of any third party; or (iv) protect the rights, property, or personal safety of AlumnIQ, its users, and the public.
Copyright Infringement Notices: If you believe that any material available on or through the AlumnIQ Service violates your copyright, you may send AlumnIQ a copyright infringement notice. Section 512Â© of the Copyright Act requires that your notice must be in writing and must include substantially all of the following:
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
- Identification of the copyrighted work claimed to have been infringed, or if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site.
- 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 AlumnIQ to locate the material. AlumnIQ requests that complete URLs for each instance of the allegedly infringing material be provided.
- Information reasonably sufficient to permit AlumnIQ to contact you, such as an address, telephone number, and, if available, an electronic mail address at which you may be contacted.
- A statement 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.
- A statement that the information in the copyright infringement notice is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
- Your written copyright infringement notice must be sent to AlumnIQâ€™s designated copyright agent via mail. Please be aware that Section 512(f) of the Copyright Act provides that any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.
Copyright Abuse Policy: AlumnIQ will terminate, in appropriate circumstances, account holders of AlumnIQâ€™s system or network who are repeat copyright infringers.
Designated Copyright Agent: Copyright Agent, AlumnIQ LLC, firstname.lastname@example.org
Copyright Agent Contact: The Copyright Agent should only be contacted if you believe that your work has been used or copied in a way that constitutes copyright infringement and such infringement is occurring on or through the AlumnIQ Service. The Copyright Agent will not respond to any other inquiries.
Transaction Fees: AlumnIQ does not charge a transaction fee, but Customerâ€™s payment gateway may. Such costs are to be borne by Customer.
Cancellation and Termination
AlumnIQ Service Discontinued. AlumnIQ, in its sole discretion and at any time, may discontinue providing the AlumnIQ Service, or any part thereof, with or without notice. Any termination of your access to the AlumnIQ Service under any provision of these Terms and Conditions may be effected without prior notice. AlumnIQ may immediately deactivate or delete your user account, as applicable, and all related information and Content and bar any further access to such information, Content or to the AlumnIQ Service. AlumnIQ will not be liable to you or any third party for any termination of your access to the AlumnIQ Service.
No Access After Account Termination. After cancellation or termination of your account for any reason, you will no longer have access to your user account and all information and Content in your user account or that you have stored on the AlumnIQ Service may be but is not required to be, deleted by AlumnIQ. AlumnIQ will have no liability for information or Content that is deleted due to the cancellation or termination of your user account for any reason. If you are a member of an organization, and that organization community is canceled or terminated, Content posted to that organization will no longer be available to you. Such Content may be, but is not required to be, deleted by AlumnIQ. AlumnIQ will have no liability for information or Content that is deleted due to the cancellation or termination of an organization community.
Additionally, the connection to the customerâ€™s payment gateway will be permanently disconnected and any access credentials destroyed.
WARRANTY DISCLAIMER: THE ALUMNIQ SERVICE IS PROVIDED â€œAS ISâ€� WITH NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS, STATUTORY OR IMPLIED, AS TO THE OPERATION OF THE ALUMNIQ SERVICE, OR THE INFORMATION, CONTENT, MATERIALS, OR PRODUCTS INCLUDED ON THE ALUMNIQ SERVICE. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, ALUMNIQ AND ITS AFFILIATES DISCLAIM ALL WARRANTIES, EXPRESS, STATUTORY, OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. FURTHER, ALUMNIQ AND ITS AFFILIATES DO NOT WARRANT THE ACCURACY OR COMPLETENESS OF THE INFORMATION, TEXT, GRAPHICS, LINKS OR OTHER INFORMATION CONTAINED IN THE ALUMNIQ SERVICE. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. ALUMNIQ DOES NOT WARRANT THAT THE ALUMNIQ SERVICE WILL BE AVAILABLE AT ANY TIME OR FROM ANY PARTICULAR LOCATION, WILL BE SECURE OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE ALUMNIQ SERVICE IS FREE OF VIRUSES OR OTHER POTENTIALLY HARMFUL COMPONENTS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM ALUMNIQ OR THE ALUMNIQ SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS AND CONDITIONS.
DISCLAIMER OF CONSEQUENTIAL DAMAGES: NEITHER ALUMNIQ NOR ITS AFFILIATES WILL BE LIABLE, UNDER ANY THEORY OF LAW, FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO LOSS OF PROFITS, BUSINESS INTERRUPTION, AND/OR LOSS OF INFORMATION OR DATA. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.
Entire Agreement: These Terms and Conditions (including any additional terms, conditions, policies and agreements incorporated herein), in combination with any existing Master Service Agreement between AlumnIQ and the customer, are the entire agreement between AlumnIQ and you regarding the AlumnIQ Service. Any dispute arising from or related to these Terms and Conditions will be governed by the laws of the State of New York without regard to conflict of law principles. Any such dispute will be resolved through binding arbitration by a single arbitrator pursuant to the American Arbitration Associationâ€™s rules applicable to commercial disputes. The arbitration will be held in Ithaca, NY. The failure of AlumnIQ to exercise or enforce any right or provision of these Terms and Conditions shall not constitute a waiver of such right or provision. If any provision of these Terms and Conditions is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that these Terms and Conditions shall otherwise remain in full force and effect and be enforceable. We may revise these Terms from time to time, and the most current version will always be at http://www.AlumnIQ.com/about/terms_and_conditions. If the revision, in our sole discretion, is material we will notify you via an e-mail to the email associated with your user account. By continuing to access or use the AlumnIQ Service after those revisions become effective, you agree to be bound by the revised Terms and Conditions.
Survival of Certain Terms Upon Agreement Termination: These Terms and Conditions will remain in full force and effect while you use the AlumnIQ Service. Those terms that can continue to operate after you stop using the AlumnIQ Service (including without limitation your Content license to AlumnIQ and the General Terms in this Section), will survive after you stop using the AlumnIQ Service. You agree to indemnify and hold AlumnIQ, its parents, subsidiaries, affiliates, officers and employees, harmless, including costs and attorneysâ€™ fees, from any claim or demand made by any third party due to or arising out of (i) your actions in using the AlumnIQ Service, (ii) a claim that you, or any third party using your Account Credentials, infringed any intellectual property or other right of any person or organization using the AlumnIQ Service, or (iii) the violation of these Terms and Conditions by you, or any third party using your Account Credentials.
Assignment and Binding Effect: Customer will not have the right or ability to assign or transfer (whether by merger, operation of law or otherwise) the Agreement and these Terms and Conditions, in whole or in part, including without limitation any obligations or rights under the Agreement and these Terms without the prior written consent of AlumnIQ. A change or control of Customer will be deemed an assignment for purposes of this Section. AlumnIQ may assign its rights and obligations under the Agreement and these Terms and Conditions without the Customerâ€™s consent. Any assignment or transfer not made in accordance with this Section will be void. Without limiting the foregoing, any permitted assigns or successors hereof will be bound by all terms and conditions of the Agreement and these Terms and Conditions.
Updates to the Terms: AlumnIQ reserves the right to update and change these Terms and Conditions from time to time without notice or acceptance by you, so please check this page frequently for updates and changes. However, changes made to these Terms and Conditions will not apply to you to the extent that (a) the changes concern matters which are the subject of an actual dispute between you and AlumnIQ as of the date the changes take effect and (b) AlumnIQ has actual notice of the dispute as of the date the changes take effect.
Management of Customer Website and End Users: Customer represents and warrants to AlumnIQ that Customer owns its website, possesses the right to allow integration of the AlumnIQ Service within Customerâ€™s website, and that Customer is fully capable of complying with these Terms and the Agreement. With respect to the operation and use of Customerâ€™s website: (i) Customer has the sole responsibility for maintaining all aspects of its website and keeping it in proper working order at all times, (ii) Customer will comply with all applicable laws and sound industry web standards, (iii) Customer will manage the access to and use of its website to prevent any unauthorized use of its website and any of the AlumnIQ Service, (iv) Customer will take all reasonable steps necessary to immediately stop any unauthorized use of the AlumnIQ Service by any end users of its website and upon discovery, Customer will immediately notify AlumnIQ of any unauthorized use of the AlumnIQ Service. Customer also understands that, should it enable form widgets created by the AlumnIQ Service to be embeddable by others on other websites, Customer is responsible for monitoring all activity that passes through these forms. Customer will immediately notify AlumnIQ of any violation of these Terms and the Agreement by anyone of which it becomes aware, including violations by its end users.
Customer Credit Card Processor: AlumnIQâ€™s Service is designed to interface with Customerâ€™s existing credit card processor/gateway account(s) and related merchant accounts (collectively referred to as â€œProcessor"). Fees listed in the Agreement do not include any transaction processing fees or any other fees charged by Customerâ€™s Processors. Under no circumstances will AlumnIQ be held liable for any Processor activity, including transaction fees, chargeback fees, chargebacks, credits, refunds, and other Processor offsets.
Customer is responsible for reconciling AlumnIQ transaction reporting data to Customerâ€™s Processor and Customer agrees that Processor reporting should be considered the definitive record of financial transactions. Customer represents and warrants that Customer has authorization to provide the Processor credentials to AlumnIQ, and that Customer has control over, or has written permission from a third party, to exert full control over the Processor credentials Customer provides to AlumnIQ. Customer will meet all Processor requirements as applicable related to a posting of its own public privacy statement, Customer contact information, or other Processor underwriting and compliance requirements.
AlumnIQ is not responsible for (i) misallocation of funds into incorrect accounts due to Customer or other third-party error in provision of credential information, or (ii) any missed or foregone transactions as a result of payment Processor declines for any reason or as a result of temporary or permanent changes in AlumnIQ Service or website availability. While AlumnIQâ€™s proprietary technology may attempt to reduce the amount of fraudulent transactions, AlumnIQ does not guarantee that fraudulent transactions will not occur. Any AlumnIQ-recommended practices related to preventing payment fraud including manipulation of Processor settings should be evaluated independently by Customer, and AlumnIQ is not liable for any loss or other damages that may occur related to such settings. AlumnIQ is not responsible for any manipulation of Customerâ€™s Processor account settings.
Processor Removal Upon Termination: Upon Termination for Agreement, in addition to the steps taken per Section X above, AlumnIQ will remove its connect to the Customerâ€™s Processor and all future transactions (scheduled or recurring, for example) will cease at that point. AlumnIQ is not responsible for any consequence as a result of Customer or other parties continuing to reference donation forms beyond Agreement Termination.
Customer Personnel: Customer may use consultants and subcontractors to assist Customer in implementing the AlumnIQ Service, exercising Customerâ€™s right to access and use the AlumnIQ Service, performing an SOW and otherwise performing Customerâ€™s obligations under the Agreement. Customer will remain fully responsible and liable for the performance, actions, and inactions of each such consultants and subcontractors (including any payments that may be owed) and for their compliance with all of the terms and conditions of the Agreement as if they were Customerâ€™s own employees. Nothing contained in this Agreement will create any contractual relationship between AlumnIQ and any Customer consultant or subcontractor. Customer will enter into written confidentiality and non-disclosure agreements with each such consultant and subcontractor at least as restrictive as the confidentiality and non-disclosure provisions in this Agreement. Customer will notify AlumnIQ in advance of the name and contact information for any such consultants or subcontractors engaged by Customer to directly interact with AlumnIQ under the Agreement or a specific SOW. AlumnIQ reserves the right to require any such consultants or subcontractors to directly enter into a confidentiality and nondisclosure agreement with AlumnIQ.
Welcome to the website of AlumnIQ, LLC. ("AlumnIQ", "we", "us" and/or "our") www.alumniq.com (the "Site"). AlumnIQ offers hosted Software as a Service platform to colleges and universities ("Customers") that contract with us for various services related to advancement and constituent engagement. The principal products and services referenced by this document include the AlumnIQ Platform and AlumnIQ:Reunion (collectively, the "Services"). Through our platform we help Customers manage key aspects of their interactions with alumni, donors, and friends by using constituent data such as contact information, employment history, expertise, job title, age, location, and giving history and combining it with information from event registration, volunteer interaction, and donation information captured through our services as described below.
Where we provide the Services under contract with our Customers, that Customer controls the information processed by the Services. This information, collected on behalf of our Customers, includes data collected from our Customers' Advancement Officers or employees who hold similar positions, and information about alumni and their relatives, and donors.
- INFORMATION WE COLLECT
In operating our Services, we collect information that alone or in combination with other information can be used to identify an individual ("Personal Data"), described below.
Account Information: We collect information about you when you register for an account (such as usernames, email address and billing information, phone number), create or modify your profile, and express communication preferences. We also collect similar data (name, email address, billing information) when you register for an event or make a gift using AlumnIQ services.
Information you provide in relation to inquiries, surveys or customer support: We collect Personal Data that you voluntarily give us when you contact us with inquiries, engage with our help ticket system, and/or contact our customer support regarding a problem you are experiencing with the Services.
Site Visitors: We collect information that Site Visitors enter on our Site or send to us electronically, for example, when completing a web form to give Personal Data to us directly (such as on our "Contact Us" page), requesting information, including a product demo. While the type of data we collect depends on the nature of the inquiry, this typically includes name and contact details, company information, and phone number. We also automatically collect certain information relating to your use of our Site, described under the Automatically Collected Data section below.
Testimonials: We may collect and display personal testimonials of satisfied Customers and users on the Services in addition to other endorsements. With your consent, we may post your testimonial along with your name, on the Services. If you wish to update or delete your testimonial, you can contact us at email@example.com.
Service Data: We collect Personal Data about our Customers' contacts, such as general directory information from alumni databases, graduation year and historical giving data. We collect this information directly from our Customers under the direction of our Customers and have no relationship with those contacts. This information is used by our Customers to manage communications, events, volunteer engagements, and other related business processes.
Alumni Data Used in the AlumnIQ directory tool: Profile information for Customers' contacts and users of the Services will be accessible and viewable in our directory module. If you express no preference for inclusion, your listing in the directory is dictated by the Customer with whom you have a preexisting relationship. You may at any time opt to have your data removed from the directory, and conversely elect to share more. If you are a contact of one of our Customers and would like to request removal of an unauthorized profile, or deletion or deactivation of a profile, please contact our Customer directly.
A Customer or other registered user may request the removal, deletion or deactivation of a profile such customer has created by contacting AlumnIQ at firstname.lastname@example.org, providing the name of the contact as well as the name of the Customer with whom they have a relationship. Some profile information may remain on our servers or in our records after it is no longer viewable by other users of the Services.
AlumnIQ has no direct relationship with the individuals whose Personal Data we process on behalf of Customers. An individual who seeks access, or who seeks to correct, amend, or delete inaccurate data should direct his query to AlumnIQ's Customer (the data controller). If requested to remove data by our Customers we will respond within a reasonable timeframe or as required by applicable law.
Automatically Collected Data: When you use the Services or the App, the following information is created and automatically logged in our systems:
Log data: Information ("log data") that your browser automatically sends whenever you visit the Site, or that the App automatically send when you use them. Log data includes your Internet Protocol ("IP") address (so we understand which country you are connecting from when you visit the Site), browser type and settings, the date and time of your request, and how you interacted with the Services.
Device information: Includes type of device, including mobile device, you are using, operating system, settings, unique device identifiers, network information and other device-specific information. Information collected may depend on the type of device you use and its settings.
Usage Information: We collect information about how you use our Services, such as the types of content that you view or engage with, the features you use, the actions you take, the other users you interact with and the time, frequency and duration of your activities.
We do not link this automatically collected data to other information we collect about you.
- HOW WE USE INFORMATION
We use the data we collect, described above, as follows:
- To provide the Services, process transactions and respond to your requests.
This is necessary to perform our contract with you.
- As necessary for certain legitimate business interests, including:
â€“ To send administrative information to you, for example, information regarding the Site and changes to our terms, conditions, and policies.
â€“ To better understand how visitors interact with the Services in order to personalize your experience with AlumnIQ (to this end, we use data relating to your use of and interaction with the Site and the Services, including use of product features by you and information that we obtain through cookies).
â€“ To conduct analytics to inform our marketing strategy and enable us to enhance and personalize our communications and the experience and Services we offer to Customers.
â€“ To conduct research on our user demographics, interests and behavior based on the Personal Data and other information provided to us, in an ongoing effort to better understand and serve the users of or visitors to the Services. This research may be compiled and analyzed on an aggregate basis, and AlumnIQ may share this aggregate data with Customers. This aggregate information does not identify you personally.
â€“ To prevent fraud or criminal activity, misuses of our products or services, and ensure the security of our IT systems, architecture and networks.
â€“ To (a) comply with legal obligations and legal process, (b) respond to requests from public and government authorities including public and government authorities outside your country of residence; Â© enforce our terms and conditions; (d) protect our operations; (e) protect our rights, privacy, safety or property, and/or that of you or others; and (f) allow us to pursue available remedies or limit the damages that we may sustain.
If you ask us to delete your data and we are required to fulfill your request, to keep basic data to identify you and prevent further unwanted processing.
- Marketing. To send you updates and information about our new products and services, upcoming events or other promotions or news by email. Where required by law we will only send you marketing information if you consent to us doing so at the time you provide us your Personal Data. You may opt-out of receiving such emails by following the instructions in each promotional email we send you or by updating your user settings. In addition, if at any time you wish not to receive future communications or you wish to have your name deleted from our mailing lists, please contact us at email@example.com. We will continue to contact you via email regarding the provision of our Services and to respond to your requests.
For information on your rights under applicable European Union (EU) law, please see the "EU Users" section below.
- SHARING AND DISCLOSURE
We may share your Personal Data with certain third parties without further notice to you in the following circumstances:
Business Transfers: As we develop our business, we might sell or buy businesses or assets. In the event of a corporate sale, merger, reorganization, dissolution or similar event, Personal Data may be part of the transferred assets. You will be notified via email and/or a prominent notice on the Services of any change in ownership or any material changes in uses of Personal Data, as well as any choices you may have regarding your Personal Data.
Legal Requirements: If required to do so by law, applicable regulation or in the good faith belief that such action is necessary to (i) comply with a legal obligation, (ii) protect and defend the rights or property of AlumnIQ, (iii) act in urgent circumstances to protect the personal safety of users of the Site, or the public, or (iv) protect AlumnIQ against legal liability.
Our policy is to keep your Personal Data only for as long as is reasonably necessary to fulfill the purposes for which it was collected and processed, including for the purposes of satisfying any legal, regulatory, accounting or reporting requirements. If you have elected to receive marketing communications from us, we retain information about your marketing preferences until you opt out of receiving these communications and in accordance with our policies.
To determine the appropriate retention period for your Personal Data, we will consider the amount, nature, and sensitivity of the Personal Data, the potential risk of harm from unauthorized use or disclosure of your Personal Data, the purposes for which we use your Personal Data and whether we can achieve those purposes through other means, and the applicable legal requirements. In some circumstances we may anonymize your Personal Data so that it can no longer be associated with you, in which case it is no longer Personal Data.
We will retain Service Data for as long as needed to perform under the each specific contract with Customers.
- YOUR CHOICES
You can use our website without providing any Personal Data. If you choose not to provide any Personal Data, you may not be able to use certain Services.
- ACCESS/UPDATE YOUR INFORMATION
If you would like to update your Personal Data, or wish to have it deleted from our systems, or wish to deactivate your account, you may correct, update, amend, delete (or ask to have deleted any such information from a public forum, directory or testimonial on our Services, or from your individual user account), by making the change through your account or by contacting us at firstname.lastname@example.org. We will address your request as required by applicable law.
- EU USERS
Scope. This section applies if you are located in the EU (for these purposes, reference to the EU also includes the European Economic Area countries of Iceland, Liechtenstein and Norway).
Data Controller. AlumnIQ is the data controller for Personal Data about our Customers and Site Visitors. We act as a data processor (or service provider) for the processing of Service Data on behalf of our Customers. To find out our contact details, please see the "Contact Us" section below.
Your Rights. Subject to EU law, you have the following rights in relation to your Personal Data:
Right of access: If you ask us, we will confirm whether we are processing your Personal Data and, if so, provide you with a copy of that Personal Data along with certain other details. If you require additional copies, we may need to charge a reasonable fee.
Right to rectification: If your Personal Data is inaccurate or incomplete, you are entitled to ask that we correct or complete it. If we shared your Personal Data with others, we will tell them about the correction where possible. If you ask us, and where possible and lawful to do so, we will also tell you with whom we shared your Personal Data so you can contact them directly.
Right to erasure: You may ask us to erase your Personal Data in some circumstances, such as where we no longer need it or you withdraw your consent (where applicable). If we shared your data with others, we will alert them to the need for erasure where possible. If you ask us, and where possible and lawful to do so, we will also tell you with whom we shared your Personal Data with so you can contact them directly.
Right to restrict processing: You may ask us to restrict or â€˜block' the processing of your Personal Data in certain circumstances, such as where you contest the accuracy of the data or object to us processing it (please read below for information on your right to object). We will tell you before we lift any restriction on processing. If we shared your Personal Data with others, we will tell them about the restriction where possible. If you ask us, and where possible and lawful to do so, we will also tell you with whom we shared your Personal Data so you can contact them directly.
Right to data portability: You have the right to obtain your Personal Data from us that you consented to give us or that was provided to us as necessary in connection with our contract with you, and that we processed with automated means. We will give you your Personal Data in a structured, commonly used and machine-readable format. You may reuse it elsewhere.
Right to object: You may ask us at any time to stop processing your Personal Data, and we will do so:
- If we are relying on a legitimate interest (described under the "How We Use Data" section above) to process your Personal Data â€” unless we demonstrate compelling legitimate grounds for the processing; or
- If we are processing your Personal Data for direct marketing.
Right to withdraw consent: If we rely on your consent to process your Personal Data, you have the right to withdraw that consent at any time, but this will not affect any processing of your data that has already taken place.
Right to make a complaint with the data protection authority: If you have a concern about our privacy practices, including the way we handled your Personal Data, you can report it to the data protection authority that is authorized to hear those concerns.
You may contact us at email@example.com to exercise your rights.
- YOUR CALIFORNIA PRIVACY RIGHTS
California law permits visitors who are California residents to request certain information regarding our disclosure of Personal Data to third parties for their direct marketing purposes. We do not transfer any Personal Data to third parties for direct marketing purposes. If you have questions regarding this, please contact us at firstname.lastname@example.org.
AlumnIQ does not knowingly collect Personal Data from children under the age of 13. If you believe that a child under the age of 13 has provided Personal Data to AlumnIQ through the Services please contact us at email@example.com and we will endeavor to delete that information from our databases. If you are under the age of 13, please do not submit any Personal Data through the Services.
- SOCIAL MEDIA
AlumnIQ does not, as a policy, support nor encourage social service integration due to the erosion of personal privacy that subsequently enabled. We do not provide social login services for that reason and discourage our Customers from similarly doing so.
- LINKS TO OTHER WEBSITES
- PUBLICLY POSTED INFORMATION
We take reasonable administrative and technical steps to protect the Personal Data from loss, misuse and unauthorized access, disclosure, alteration, or destruction. However, no method of transmission over the internet is 100% secure. Therefore, while we strive to protect your data, we cannot guarantee its absolute security. Please keep this in mind when disclosing Personal Data to AlumnIQ or over the Internet.
In operating this Site, we use an ancient and well-understood technology called "cookies." A cookie is a piece of information that the computer that hosts our Site gives to your browser when you access the Site.
Strictly Necessary Cookies: Used to provide the Services available through our Site and to use some of their features, such as the ability to log-in and access to secure areas. These cookies are served by AlumnIQ and are essential for using and navigating the Site. Without these cookies, basic functions of our Site would not work. Because these cookies are strictly necessary to deliver the Site and the Services, you cannot refuse them.
Analytics: Used to better understand the behavior of the users on our Services and improve our Services accordingly, for example by making sure users are finding what they need easily.
- Google Analytics â€“ A web analytics service provided by Google Inc. ("Google"). The information collected by Google (including your IP address) will be transmitted to and stored by Google on servers in the United States (Google is certified to the Privacy Shield for data transfers). How long a Google Analytics cookie remains on your computer or device depends on what it is and what it is used for. Some Google Analytics cookies expire at the end of your browser session, whilst others can remain for up to two years. You can prevent your data from being collected by Google Analytics on our Site by downloading and installing the Google Analytics Opt-out Browser Add-on for your current web browser. Note that our services will respect the "Do Not Track" flag if properly set and shared by your browser; if this is enabled, the Google Analytics plugins will be specifically disabled for you.
- HubSpot â€“ On our public website, Hubspot assists us with lead generation and management. Hubspot is not integrated into our Customer-facing services.
To find out more about cookies and similar technologies, including how to see what cookies and similar technologies have been set and how to manage and delete them, visit www.allaboutcookies.org and/or or the Network Advertising Initiative's online resources, at http://www.networkadvertising.org, and follow the opt-out instructions there or if located in the European Union, visit the European Interactive Digital Advertising Alliance's Your Online Choices opt-out tool here. If you access the Site on your mobile device, you may not be able to control tracking technologies through the settings.
- CONTACT US
7 Russet Lane
New Milford, CT 06776
Data Processing Addendum
Last Updated 19 January 2020
This Data Processing Addendum ("DPA") sets forth the terms and conditions related to the privacy, confidentiality and security of Personal Data associated with Services provided by AlumnIQ to Customer (an institution of higher education in the United States of America) pursuant to the Services Agreement signed by both parties.
In this DPA references to "you" means the Customer and references to "we,â€™â€™ "us," "our" and "AlumnIQ" means AlumnIQ LLC.
Overview and Definitions.
The terms of this DPA are hereby incorporated in to the AlumnIQ Services Agreement or any other applicable services agreement between you and AlumnIQ (the "Agreement").
With respect to provisions regarding Processing of Personal Data, in the event of a conflict between the Agreement and this DPA, the provisions of this DPA shall control. In the event of a conflict between this DPA and any other provision of the Agreement between you and us, this DPA will control; except where Customer and AlumnIQ have individually negotiated data processing terms that are different from this DPA and which meet the requirements of applicable Data Protection Laws in full, in which case those negotiated terms will control. If Section 2.5 applies, in the event of a conflict between this DPA and the applicable data transfer agreement (if any), the terms of the applicable data transfer agreement referenced in Section 2.5 will control.
"Data Protection Laws" means all laws or regulations related to the privacy, confidentiality and security of Personal Data.
"Business," "Data Controller," "Data Processor," "Data Subject," "Processing," "Personal Data," and "Service Provider" shall have the meanings ascribed to them in applicable Data Protection Laws.
"Data Security Breach" means a breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or unauthorized access to, Personal Data Processed by AlumnIQ on Customerâ€™s behalf as part of Customerâ€™s use of the Services.
"Sell" means selling, renting, releasing, disclosing, disseminating, making available, transferring, or otherwise communicating orally, in writing, or by electronic or other means, Personal Data to a third party, other than to a sub-processor pursuant to Section 2, for monetary or other valuable consideration.
"Services" means any services provided by AlumnIQ to Customer, as defined in the AlumnIQ Service Agreement between Customer and AlumnIQ.
"Technical and Organizational Security Measures" means reasonable security measures implemented by AlumnIQ appropriate to the type of Personal Data being Processed on Customerâ€™s behalf and the Services being provided by AlumnIQ designed to protect Personal Data against unauthorized or unlawful Processing and against accidental loss, destruction, damage, alteration or disclosure.
- Applicability of DPA and scope of data processing activities.
1.1 In using AlumnIQâ€™s Services, Customer acts as a Business and is a Data Controller of the Personal Data associated with an individual using AlumnIQ Services, or on whose behalf an individual is using AlumnIQ Services ("Consumer"), to register to attend such Customerâ€™s event, make a donation, respond to a survey, or update their profile/contact information as applicable to the services Customer has enrolled to use. Customer represents and warrants that it has provided any necessary notices and if required, obtained any necessary consents related to the collection of such Personal Data from the Consumer and Customer has the right to share such Personal Data with AlumnIQ.
1.2 Where AlumnIQ Processes the Personal Data of Consumers on behalf of Customer as part of the Services, AlumnIQ is a Data Processor or Service Provider in performing such Processing and Customer is the Data Controller or Business. This includes circumstances where AlumnIQ obtains Personal Data as a result of the provision of its core registration or donation services (for example, where AlumnIQ facilitates the transmission of emails to Consumers at the request of Customers, enables the processing of payments, or provides reports and tools to enable Customers to gain insights into the effectiveness of various marketing channels and provide operational support).
In respect of some Processing of Consumersâ€™ Personal Data, AlumnIQ may act as a Data Controller or Business, for example, where Consumers have engaged with aspects of AlumnIQâ€™s Applications beyond those relating to Customerâ€™s enrolled services or where Consumersâ€™ Personal Data is Processed by AlumnIQ to conduct research and analysis to enable AlumnIQ to improve its products and features and provide targeted recommendations. With regard to such Processing, AlumnIQ is an independent Data Controller and not a joint Data Controller with Customer.
To the extent that AlumnIQ Processes Personal Data as a Data Processor or Service Provider on behalf of Customer, Section 2 of this DPA shall apply, however, when AlumnIQ is acting as a Business or Data Controller of Consumersâ€™ Personal Data, AlumnIQâ€™s Processing shall not be subject to this DPA.
1.3 Details about the Personal Data to be Processed by AlumnIQ and the Processing activities to be performed under the Agreement are as follows: (i) duration - as set out in the Agreement; (ii) nature, purpose and subject matter - to enable Customer to organize and promote events, capture donations, facilitate volunteer engagmeent, and related business processes using AlumnIQ Services; (iii) data categories - name, email address, billing and payment information, information related to events booked and attended, donation history, volunteer history, relationship to Customer and any other Personal Data that Customer requests of its Consumers; (iv) data subjects - Consumers.
- Data processing clauses.
2.1 Whenever AlumnIQ Processes Personal Data on behalf of Customer, AlumnIQ shall:
2.1.1 Process Personal Data only on the documented instructions of Customer, unless required to do otherwise by applicable law. AlumnIQ shall inform Customer of the legal requirement before Processing Personal Data other than in accordance with Customerâ€™s instructions, unless that same law prohibits AlumnIQ from doing so on important grounds of public interest. AlumnIQ will not retain, use, disclose or Sell Personal Data except as necessary to perform AlumnIQâ€™s obligations under the Agreement, or as otherwise required by Applicable Law. AlumnIQ does not sell any data, period. Customer will ensure that its instructions comply with all laws, regulations and rules applicable to the Personal Data, and that AlumnIQâ€™s Processing of such Personal Data will not cause AlumnIQ to violate any applicable law, regulation or rule, including Data Protection Laws. AlumnIQ will notify Customer if in its opinion an instruction is in breach of applicable Data Protection Laws. Customer hereby instructs AlumnIQ, and AlumnIQ hereby agrees, to Process Personal Data as necessary to perform AlumnIQâ€™s obligations under the Agreement and for no other purpose, unless otherwise specified in this DPA or required to comply with the law or other binding governmental order. In the event that this DPA or any actions to be taken or contemplated in performance of this DPA do not or would not satisfy either partyâ€™s obligations under applicable Data Protection Laws, the parties shall negotiate in good faith upon an appropriate amendment to this DPA;
2.1.2 Have in place Technical and Organizational Security Measures which include, but are not limited to, those related to maintaining PCI compliance for Service Providers per a current and accurate AOC;
2.1.3 Notify Customer in the event of a Data Security Breach without undue delay, unless otherwise prohibited by law or otherwise instructed by a law enforcement or data protection authority. In the event of any Data Security Breach, AlumnIQ shall provide reasonable assistance, where required by applicable Data Protection Laws and at Customerâ€™s request, to enable Customer to comply with its obligations as a Data Controller or Business in relation to data breach notification requirements;
2.1.4 Ensure that its personnel are subject to binding obligations of confidentiality with respect to Personal Data of Consumers Processed by AlumnIQ on Customerâ€™s behalf;
2.1.5 Impose obligations on its sub-processors that have access to Personal Data of Consumers Processed by AlumnIQ on Customerâ€™s behalf that are the same as or equivalent to those set out in this Section 2 by way of written contract, and remain fully liable to Customer for any failure by a sub-processor to fulfill its obligations in relation to such Personal Data;
2.1.6 Provide reasonable assistance to Customer in responding to individual rights requests or other communications received under applicable Data Protection Laws from any applicable data protection authority or Consumer who is the subject of any Personal Data Processed by AlumnIQ on Customerâ€™s behalf. In the event that a Consumer submits a Personal Data deletion request to AlumnIQ, Customer hereby instructs and authorizes AlumnIQ to delete or anonymize the Consumerâ€™s Personal Data on Customerâ€™s behalf and forward written confirmation to Customer upon completion;
2.1.7 Upon Customerâ€™s written request, make available to Customer all information reasonably necessary to demonstrate its compliance with the obligations set out in this Section 2, provide reasonable assistance with privacy and data protection impact assessments and related consultations of data protection authorities, and allow for and co-operate with any audits. Any on-site audits shall be: (i) permitted only on reasonable advance notice to AlumnIQ; (ii) subject to appropriate confidentiality undertakings; and (iii) limited to once every three (3) years and only in order to evaluate a specific suspected deficiency after exhausting all other reasonable means; and
2.1.8 Except for that Personal Data with respect to which AlumnIQ acts as a Data Controller or Business, return, delete, or destroy (at Customerâ€™s election) the Personal Data of Consumers Processed on Customerâ€™s behalf and copies thereof, at Customerâ€™s request (unless applicable law requires the storage of such Personal Data).
2.2 Customer hereby consents and authorizes AlumnIQ to disclose or transfer Personal Data to, or allow access to Personal Data by, AlumnIQâ€™s current sub-processors (i.e. those listed in this Agreement) ("Current Sub-Processors") to Process Personal Data on Customerâ€™s behalf.
2.3 Customer hereby consents to AlumnIQ appointing additional and replacement sub-processors ("Replacement Sub-Processors") to Process Personal Data on Customerâ€™s behalf. AlumnIQ shall: (i) give notice to Customer of the identity of Replacement Sub-Processors via email; and (ii) give Customer the opportunity to object to such changes that take place after the Effective Date of the Agreement, in accordance with the terms that follow in Section 2.4 of this DPA.
For the avoidance of doubt, any termination rights available herein shall only apply in the instance of objections to Replacement Sub-Processors appointed after the Effective Date of this DPA that are not remedied in accordance with the terms herein, and shall not apply in relation to Current Sub-Processors.
2.4 Customer shall raise any objection to the appointment of Replacement Sub-Processors within ten (10) days of AlumnIQ posting the changes to this agreement. Customer shall send its objection to helpdesk+compliance@AlumnIQ.com with the subject line â€˜Objection to Replacement Sub-Processorâ€™.
Provided that Customerâ€™s objection: (i) concerns the Replacement Sub-Processorâ€™s ability to allow AlumnIQ to materially comply with its data protection obligations under this DPA; and (ii) includes sufficient detail to support its objection and provides specific examples, AlumnIQ will then use commercially reasonable efforts to review and respond to Customerâ€™s objection within thirty (30) days of receipt of Customerâ€™s objection with AlumnIQâ€™s determined method of accommodation.
If AlumnIQ determines in its sole discretion that it cannot reasonably accommodate Customerâ€™s objection, upon notice from AlumnIQ, Customer may choose to terminate the Agreement by providing written notice to AlumnIQ, and complying with the terms herein, which shall be Customerâ€™s sole and exclusive remedy. Without limiting the generality of the foregoing, Customerâ€™s termination right under this Section 2.4 will be deemed an additional termination right of Customer under the "Term and Termination" Section of the Services Agreement and if exercised will be deemed a termination pursuant to such Section. Such written notice must be sent to steve@AlumnIQ.com and must specifically reference this Section 2.4 of the DPA. The day AlumnIQ receives an Customerâ€™s written termination notice under this Section 2.4 will be referred to as the "Objection Date" in this DPA. Should Customer choose to terminate the Agreement as a result of a Replacement Sub-Processor, then nothing in this Section 2 shall relieve Customer from any of its payment and/or repayment obligations to AlumnIQ under the Agreement.
Without limiting AlumnIQâ€™s other rights and remedies, if Customer terminates the Agreement pursuant to this Section 2.4, then Customer will remain liable for all costs and expenses per the applicable Termination section of the Services Agreement.
- Cross-Border Transfers.
3.1 Customer agrees that AlumnIQ may transfer Personal Data of Consumers to various locations in connection with providing the Services. Transfers will be made in accordance with legally enforceable transfer mechanisms where required by applicable Data Protection Laws.
3.2 For Customers located in the European Economic Area/United Kingdom/Switzerland, AlumnIQ hereby includes Appendix 1: MODEL CLAUSES with respect to transfers of data oustide of the EEA. Appendix 1 is not applicable to non-EEA end users.
- Spreedly - PCI-compliant payment processing
- Mailgun - email delivery
- Twilio - SMS delivery
- Amazon - hosting and operations monitoring
- Google - traffic monitoring and insights (for admin interfaces only)
APPENDIX 1: MODEL CLAUSES
The Standard Contractual Clauses (Processors) for members of the EEA.
For the purposes of Article 26(2) of Directive 95/46/EC for the transfer of personal data to processors established in third countries which do not ensure an adequate level of data protection,
(as data exporter)
(as data importer),
each a "party," together "the parties,"
have agreed on the following Contractual Clauses (the "Clauses" or "Standard Contractual Clauses") in order to adduce adequate safeguards with respect to the protection of privacy and fundamental rights and freedoms of individuals for the transfer by the data exporter to the data importer of the personal data specified in Appendix 1.
Clause 1: Definitions
(a) â€˜personal dataâ€™, â€˜special categories of dataâ€™, â€˜process/processingâ€™, â€˜controllerâ€™, â€˜processorâ€™, â€˜data subjectâ€™ and â€˜supervisory authorityâ€™ shall have the same meaning as in Directive 95/46/EC of the European Parliament and of the Council of 24 October 1995 on the protection of individuals with regard to the processing of personal data and on the free movement of such data;
(b) â€˜the data exporterâ€™ means the controller who transfers the personal data;
Â© â€˜the data importerâ€™ means the processor who agrees to receive from the data exporter personal data intended for processing on his behalf after the transfer in accordance with his instructions and the terms of the Clauses and who is not subject to a third countryâ€™s system ensuring adequate protection within the meaning of Article 25(1) of Directive 95/46/EC;
(d) â€˜the subprocessorâ€™ means any processor engaged by the data importer or by any other subprocessor of the data importer who agrees to receive from the data importer or from any other sub-processor of the data importer personal data exclusively intended for processing activities to be carried out on behalf of the data exporter after the transfer in accordance with his instructions, the terms of the Clauses and the terms of the written subcontract;
(e) â€˜the applicable data protection lawâ€™ means the legislation protecting the fundamental rights and freedoms of individuals and, in particular, their right to privacy with respect to the processing of personal data applicable to a data controller in the Member State in which the data exporter is established;
(f) â€˜technical and organisational security measuresâ€™ means those measures aimed at protecting personal data against accidental or unlawful destruction or accidental loss, alteration, unauthorised disclosure or access, in particular where the processing involves the transmission of data over a network, and against all other unlawful forms of processing.
Clause 2: Details of the transfer
The details of the transfer and in particular the special categories of personal data where applicable are specified in Appendix 1 below which forms an integral part of the Clauses.
Clause 3: Third-party beneficiary clause
- The data subject can enforce against the data exporter this Clause, Clause 4(b) to (i), Clause 5(a) to (e), and (g) to (j), Clause 6(1) and (2), Clause 7, Clause 8 (2), and Clauses 9 to 12 as third-party beneficiary.
- The data subject can enforce against the data importer this Clause, Clause 5(a) to (e) and (g), Clause 6, Clause 7, Clause 8(2), and Clauses 9 to 12, in cases where the data exporter has factually disappeared or has ceased to exist in law unless any successor entity has assumed the entire legal obligations of the data exporter by contract or by operation of law, as a result of which it takes on the rights and obligations of the data exporter, in which case the data subject can enforce them against such entity.
- The data subject can enforce against the sub-processor this Clause, Clause 5(a) to (e) and (g), Clause 6, Clause 7, Clause 8(2), and Clauses 9 to 12, in cases where both the data exporter and the data importer have factually disappeared or ceased to exist in law or have become insolvent, unless any successor entity has assumed the entire legal obligations of the data exporter by contract or by operation of law as a result of which it takes on the rights and obligations of the data exporter, in which case the data subject can enforce them against such entity. Such third-party liability of the sub-processor shall be limited to its own processing operations under the Clauses.
- The parties do not object to a data subject being represented by an association or other body if the data subject so expressly wishes and if permitted by national law.
Clause 4: Obligations of the data exporter
The data exporter agrees and warrants:
(a) that the processing, including the transfer itself, of the personal data has been and will continue to be carried out in accordance with the relevant provisions of the applicable data protection law (and, where applicable, has been notified to the relevant authorities of the Member State where the data exporter is established) and does not violate the relevant provisions of that State;
(b) that it has instructed and throughout the duration of the personal data processing services will instruct the data importer to process the personal data transferred only on the data exporterâ€™s behalf and in accordance with the applicable data protection law and the Clauses;
Â© that the data importer will provide sufficient guarantees in respect of the technical and organisational security measures specified in Appendix 2 below;
(d) that after assessment of the requirements of the applicable data protection law, the security measures are appropriate to protect personal data against accidental or unlawful destruction or accidental loss, alteration, unauthorised disclosure or access, in particular where the processing involves the transmission of data over a network, and against all other unlawful forms of processing, and that these measures ensure a level of security appropriate to the risks presented by the processing and the nature of the data to be protected having regard to the state of the art and the cost of their implementation;
(e) that it will ensure compliance with the security measures;
(f) that, if the transfer involves special categories of data, the data subject has been informed or will be informed before, or as soon as possible after, the transfer that its data could be transmitted to a third country not providing adequate protection within the meaning of Directive 95/46/EC;
(g) to forward any notification received from the data importer or any subprocessor pursuant to Clause 5(b) and Clause 8(3) to the data protection supervisory authority if the data exporter decides to continue the transfer or to lift the suspension;
(h) to make available to the data subjects upon request a copy of the Clauses, with the exception of Appendix 2, and a summary description of the security measures, as well as a copy of any contract for subprocessing services which has to be made in accordance with the Clauses, unless the Clauses or the contract contain commercial information, in which case it may remove such commercial information;
(i) that, in the event of subprocessing, the processing activity is carried out in accordance with Clause 11 by a subprocessor providing at least the same level of protection for the personal data and the rights of data subject as the data importer under the Clauses; and
(j) that it will ensure compliance with Clause 4(a) to (i).
Clause 5: Obligations of the data importer
The data importer agrees and warrants:
(a) to process the personal data only on behalf of the data exporter and in compliance with its instructions and the Clauses; if it cannot provide such compliance for whatever reasons, it agrees to inform promptly the data exporter of its inability to comply, in which case the data exporter is entitled to suspend the transfer of data and/or terminate the contract;
(b) that it has no reason to believe that the legislation applicable to it prevents it from fulfilling the instructions received from the data exporter and its obligations under the contract and that in the event of a change in this legislation which is likely to have a substantial adverse effect on the warranties and obligations provided by the Clauses, it will promptly notify the change to the data exporter as soon as it is aware, in which case the data exporter is entitled to suspend the transfer of data and/or terminate the contract;
Â© that it has implemented the technical and organisational security measures specified in Appendix 2 before processing the personal data transferred;
(d) that it will promptly notify the data exporter about:
(i) any legally binding request for disclosure of the personal data by a law enforcement authority unless otherwise prohibited, such as a prohibition under criminal law to preserve the confidentiality of a law enforcement investigation,
(ii) any accidental or unauthorised access, and
(iii) any request received directly from the data subjects without responding to that request, unless it has been otherwise authorised to do so;
(e) to deal promptly and properly with all inquiries from the data exporter relating to its processing of the personal data subject to the transfer and to abide by the advice of the supervisory authority with regard to the processing of the data transferred;
(f) at the request of the data exporter to submit its data processing facilities for audit of the processing activities covered by the Clauses which shall be carried out by the data exporter or an inspection body composed of independent members and in possession of the required professional qualifications bound by a duty of confidentiality, selected by the data exporter, where applicable, in agreement with the supervisory authority;
(g) to make available to the data subject upon request a copy of the Clauses, or any existing contract for sub-processing, unless the Clauses or contract contain commercial information, in which case it may remove such commercial information, with the exception of Appendix 2 which shall be replaced by a summary description of the security measures in those cases where the data subject is unable to obtain a copy from the data exporter;
(h) that, in the event of sub-processing, it has previously informed the data exporter and obtained its prior written consent;
(i) that the processing services by the sub-processor will be carried out in accordance with Clause 11; and
(j) to send promptly a copy of any sub-processor agreement it concludes under the Clauses to the data exporter.
Clause 6: Liability
- The parties agree that any data subject who has suffered damage as a result of any breach of the obligations referred to in Clause 3 or in Clause 11 by any party or sub-processor is entitled to receive compensation from the data exporter for the damage suffered.
- If a data subject is not able to bring a claim for compensation in accordance with paragraph 1 against the data exporter, arising out of a breach by the data importer or his subprocessor of any of their obligations referred to in Clause 3 or in Clause 11, because the data exporter has factually disappeared or ceased to exist in law or has become insolvent, the data importer agrees that the data subject may issue a claim against the data importer as if it were the data exporter, unless any successor entity has assumed the entire legal obligations of the data exporter by contract of by operation of law, in which case the data subject can enforce its rights against such entity.
The data importer may not rely on a breach by a sub-processor of its obligations in order to avoid its own liabilities.
- If a data subject is not able to bring a claim against the data exporter or the data importer referred to in paragraphs 1 and 2, arising out of a breach by the sub-processor of any of their obligations referred to in Clause 3 or in Clause 11 because both the data exporter and the data importer have factually disappeared or ceased to exist in law or have become insolvent, the sub-processor agrees that the data subject may issue a claim against the data sub-processor with regard to its own processing operations under the Clauses as if it were the data exporter or the data importer, unless any successor entity has assumed the entire legal obligations of the data exporter or data importer by contract or by operation of law, in which case the data subject can enforce its rights against such entity. The liability of the sub-processor shall be limited to its own processing operations under the Clauses.
Clause 7: Mediation and jurisdiction
- The data importer agrees that if the data subject invokes against it third-party beneficiary rights and/or claims compensation for damages under the Clauses, the data importer will accept the decision of the data subject:
(a) to refer the dispute to mediation, by an independent person or, where applicable, by the supervisory authority;
(b) to refer the dispute to the courts in the Member State in which the data exporter is established.
- The parties agree that the choice made by the data subject will not prejudice its substantive or procedural rights to seek remedies in accordance with other provisions of national or international law.
Clause 8: Cooperation with supervisory authorities
- The data exporter agrees to deposit a copy of this contract with the supervisory authority if it so requests or if such deposit is required under the applicable data protection law.
- The parties agree that the supervisory authority has the right to conduct an audit of the data importer, and of any subprocessor, which has the same scope and is subject to the same conditions as would apply to an audit of the data exporter under the applicable data protection law.
- The data importer shall promptly inform the data exporter about the existence of legislation applicable to it or any subprocessor preventing the conduct of an audit of the data importer, or any sub-processor, pursuant to paragraph 2. In such a case the data exporter shall be entitled to take the measures foreseen in Clause 5 (b).
Clause 9: Governing Law.
The Clauses shall be governed by the law of the Member State in which the data exporter is established.
Clause 10: Variation of the contract
The parties undertake not to vary or modify the Clauses. This does not preclude the parties from adding clauses on business related issues where required as long as they do not contradict the Clause.
Clause 11: Sub-processing
- The data importer shall not subcontract any of its processing operations performed on behalf of the data exporter under the Clauses without the prior written consent of the data exporter. Where the data importer subcontracts its obligations under the Clauses, with the consent of the data exporter, it shall do so only by way of a written agreement with the sub-processor which imposes the same obligations on the sub-processor as are imposed on the data importer under the Clauses. Where the sub-processor fails to fulfil its data protection obligations under such written agreement the data importer shall remain fully liable to the data exporter for the performance of the sub-processorâ€™s obligations under such agreement.
- The prior written contract between the data importer and the sub-processor shall also provide for a third-party beneficiary clause as laid down in Clause 3 for cases where the data subject is not able to bring the claim for compensation referred to in paragraph 1 of Clause 6 against the data exporter or the data importer because they have factually disappeared or have ceased to exist in law or have become insolvent and no successor entity has assumed the entire legal obligations of the data exporter or data importer by contract or by operation of law. Such third-party liability of the sub-processor shall be limited to its own processing operations under the Clauses.
- The provisions relating to data protection aspects for subprocessing of the contract referred to in paragraph 1 shall be governed by the law of the Member State in which the data exporter is established, namely the United Kingdom.
- The data exporter shall keep a list of sub-processing agreements concluded under the Clauses and notified by the data importer pursuant to Clause 5 (j), which shall be updated at least once a year. The list shall be available to the data exporterâ€™s data protection supervisory authority.
Clause 12: Obligation after the termination of personal data processing services
The parties agree that on the termination of the provision of data processing services, the data importer and the sub-processor shall, at the choice of the data exporter, return all the personal data transferred and the copies thereof to the data exporter or shall destroy all the personal data and certify to the data exporter that it has done so, unless legislation imposed upon the data importer prevents it from returning or destroying all or part of the personal data transferred. In that case, the data importer warrants that it will guarantee the confidentiality of the personal data transferred and will not actively process the personal data transferred anymore.
The data importer and the sub-processor warrant that upon request of the data exporter and/or of the supervisory authority, it will submit its data processing facilities for an audit of the measures referred to in paragraph 1.
Appendix 1 to the Standard Contractual Clauses
This Appendix forms part of the Clauses and a signature of the Services Agreement hereby constitutes acceptance of this Appendix.
The data exporter is (please specify briefly your activities relevant to the transfer): CUSTOMER
The data importer is (please specify briefly your activities relevant to the transfer): AlumnIQ, responsible for the management of certain data related to registration activities (and ancillary purposes) for alumni and related constituents.
The personal data transferred concern the following categories of data subjects:
Alumni, family, staff, faculty, sometimes students, and a small number of general community/"Friend" entities.
Categories of data:
The personal data transferred concern the following categories of data:
Contact information (name, preferred and billing address, email address), gift officer/prospect manager assignment, regional assignment, capacity rating, and undergraduate and/or graduate degrees earned. In addition we record some browser user-agent information for website performance and navigation reporting.
Special categories of data (if appropriate)
The personal data transferred concern the following special categories of data:
The personal data transferred will be subject to the following basic processing activities: The personal data will be used for the purposes of providing an efficient and effective registration management system for reunion.
Appendix 2 to the Standard Contractual Clauses
This Appendix forms part of the Clauses and a signature of the Services Agreement hereby constitutes acceptance of this Appendix.
Description of the technical and organizational security measures implemented by the data importer in accordance with Clauses 4(d) and 5Â© (or document/legislation attached):
- The AlumnIQ Information Security Policy is available on request.
The parties agree that if one party is held liable for a violation of the clauses committed by the other party, the latter will, to the extent to which it is liable, indemnify the first party for any cost, charge, damages, expenses or loss it has incurred.
Indemnification is contingent upon:
(a) the data exporter promptly notifying the data importer of a claim; and
(b) the data importer being given the possibility to cooperate with the data exporter in the defence and settlement of the claim.