Terms of Use

Welcome — these Terms of Use ("Terms") govern your access to and use of the Deal Management Pro service or software (the "Service"), offered by Pro Assure Limited ("we", "us", or "our") through the Microsoft commercial marketplace ("Marketplace"). By installing, accessing, or using the Service via the Marketplace, you agree to these Terms. If you do not agree, do not use the Service.

1. Who may use the Service

The Service is available only to users capable of forming legally binding contracts under applicable law. If you are using the Service on behalf of an organization, you represent and warrant that you have authority to bind that organization to these Terms.

2. License grant

Subject to your compliance with these Terms and any additional terms shown in the Marketplace listing (including pricing, trial, and subscription terms), we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your internal business purposes.

3. Marketplace terms

Your purchase, subscription, or trial of the Service is subject to the Marketplace terms and Microsoft’s policies. Microsoft is not responsible for our Service or this agreement; Microsoft’s role is limited to offering the Service through its Marketplace platform. You acknowledge that Microsoft may charge fees and that Microsoft may provide support for Marketplace billing-related matters.

4. Registration, accounts, and access

To use certain features you may be required to create an account and provide accurate information. You are responsible for keeping your account credentials secure and for all activity that occurs under your account.

5. Payment, trials, and refunds

Paid features are subject to the pricing and billing terms on the Marketplace listing or our order form. Trial periods, if offered, are specified in the Marketplace offer. Refunds, if any, will be handled according to the Marketplace refund policies and our refund policy (see Privacy Policy or support contact below).

6. Acceptable use

You must not misuse the Service. Prohibited conduct includes, without limitation: (a) breaching security or authentication measures; (b) reverse engineering the Service except where permitted by law; (c) uploading or transmitting malicious code; (d) using the Service to violate laws or third-party rights; and (e) attempting to interfere with the Service’s operation.

7. Data, privacy, and security

We process data in accordance with our Privacy Policy. By using the Service you consent to such data processing. If we process Personal Data on your behalf, a separate data processing addendum (DPA) may apply; contact us at consultant@pro-assure.com to request a DPA.

8. Intellectual property

All rights, title and interest in and to the Service (including all intellectual property rights) are and will remain our property or the property of our licensors. You do not acquire any ownership rights in the Service under these Terms.

9. Third-party services and open source

The Service may contain or rely on third-party services and open-source components. Use of those components may be subject to separate terms and licenses. Notices for open-source components, if any, are available upon request or in the Service documentation.

10. Warranties and disclaimers

We provide the Service "as is" and "as available" except as required by applicable law. To the fullest extent permitted by law, we disclaim all warranties, whether express, implied, statutory or otherwise, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

11. Limitation of liability

To the maximum extent permitted by law, our aggregate liability to you for any claim arising out of or relating to these Terms or the Service will not exceed the amount you paid to us for the Service in the twelve (12) months preceding the claim (or, if you paid nothing, USD $100). We are not liable for lost profits, lost data, or special, incidental, punitive, or consequential damages.

12. Indemnification

You agree to indemnify and hold us harmless from any claims, liabilities, losses, and expenses (including reasonable attorneys’ fees) arising from your use of the Service, violation of these Terms, or violation of third-party rights.

13. Export and compliance

You agree to comply with all export control and economic sanctions laws and regulations. You will not access or use the Service in violation of any applicable export restrictions.

14. Termination

We may suspend or terminate your access if you breach these Terms or if required by law. Upon termination, your right to use the Service will end and we may delete or deactivate your account and data in accordance with our data retention policies.

15. Governing law and disputes

These Terms are governed by the laws of {{GOVERNING_JURISDICTION}} without regard to conflict-of-law principles. Any dispute arising out of or relating to these Terms will be resolved in the courts located in {{JURISDICTION_CITY}}. Replace or update with arbitration language if required by local rules or company policy.