SECTION 1: ABOUT THESE TERMS AND CONDITIONS
This section sets out important information about these terms and conditions (“Terms”), including who they apply to, and how and when they apply.
1.1. Parties to these Terms
We are Temenos Headquarters SA, a company incorporated in Switzerland with its registered office at Esplanade de Pont-Rouge 9C, 1212 Grand-Lancy, Switzerland (“Temenos”, “we”, “us”). These Terms create a binding contract between you and Temenos.
If you access or use our Websites or Services (as defined below) on behalf of a company, you represent that you are authorized to accept these Terms on behalf of your company, and all references to “you” in these Terms also refer to your company.
1.2. When and how these Terms apply
These Terms apply whenever you:
- access or use our websites, including the websites at temenos.com and its subdomains and any other websites that link to these terms and conditions (together, “Websites”), or any content available on or through them; or
- access our developer sandbox and APIs or any other software or services made available free of charge to members of our Temenos developer community (together, “Services”).
By accessing or using our Websites or Services, you agree to be bound by these Terms. If you do not agree to these Terms, you must not use our Websites or Services.
We may amend these Terms at any time by publishing updated terms on this Website. Please check back regularly as, by continuing to use our Websites or Services, you agree to be bound by any amendments to these Terms.
1.3. Our Policies
In addition to these Terms, your use of our Websites and Services is also subject to the following policies:
These Terms, together with any policies or other documents referred to in these Terms, constitute the entire agreement between you and Temenos in relation to your access to and use of our Websites and Services and supersede all previous agreements, negotiations and discussions.
If any provision of these Terms is or becomes illegal, invalid or unenforceable, that will not affect the legality, validity or enforceability of any other provision of these Terms.
No delay or failure by us in exercising or enforcing any right or remedy under these Terms will constitute a waiver of such right or remedy or prevent us from exercising or enforcing that right or remedy in the future.
You may not assign or transfer your rights, benefits or obligations under these Terms to any other person without our prior written consent. We may assign or transfer our rights, benefits or obligations under these Terms to any of our group companies without your consent, provided we inform you of such assignment by e-mail or by a notice published on this Website.
Our group companies and suppliers may directly enforce and rely on any provision of these Terms that confers a benefit on or rights in favour of them. Other than this, no other third party shall have any rights under or in connection with these Terms.
These Terms shall be governed exclusively by the laws of Switzerland and any dispute arising out of or in connection with these Terms or your use of our Websites and Services shall be subject to the exclusive jurisdiction of the courts of Geneva, Switzerland.
SECTION 2: USING OUR WEBSITES AND SERVICES
This section sets out the terms and conditions that apply to all of our Websites and Services (“General Terms”). These General Terms are supplemented by additional terms relating to specific parts or aspects of our Websites and Services, which are set out in the following sections of these Terms.
2.1. Your permission to use our Websites and Services
You are permitted to access and use our Websites and Services, provided that you comply with all applicable laws and these Terms, respect the rights of others (including privacy and intellectual property rights), and don’t interfere with or disrupt the security, integrity or performance of our Websites or Services.
You must not:
- use our Websites or Services in any way, or for any purpose, that is prohibited by law, constitutes a criminal offence or might give rise to civil liability;
- use our Websites or Services to send spam or distribute malware, to impersonate any other person, or to distribute material that is offensive, obscene, abusive, bullying, threatening or defamatory or that otherwise infringes the rights of others;
- attempt to introduce malware or gain unauthorized access to any part of our Websites or Services, their related networks or systems, or any software or data stored on them, or to access or use other people’s user accounts;
- perform any kind of security or performance testing or benchmarking on our Websites or Services without our express written consent; or
- exploit our Websites or Services for commercial purposes or to build competing products or services.
If we determine that you have failed to comply with these Terms or have otherwise acted inappropriately, we may withdraw your permission to access or use our Websites or Services and take legal action against you.
2.2. Content of our Websites and Services
We make reasonable efforts to make sure that our Websites and Services remain useful and relevant. However, we do not guarantee that the content of our Websites and Services is accurate, complete or up-to-date and we do not accept any responsibility for any errors or omissions.
We may change the content of our Websites and Services, or add or discontinue Websites or Services, at any time.
2.3. Third party content and websites
Our Websites may include information and content relating to third parties and third-party products and services, and links to third party websites and resources. We do not recommend or endorse any of the third parties or third-party products or services mentioned on our Websites and we are not responsible for, and have no liability to you in connection with, any third parties or third-party products or services.
In particular, Temenos is not responsible for:
You agree that you will not use any third party materials in a manner that would infringe or violate the rights of any other party and that Temenos is not in any way responsible for any such use by you.
2.4 Intellectual Property
The content of our Websites and Services is protected by copyright, trademark and other intellectual property rights and laws. We own, or are licenced to use, all copyright, trademarks and other intellectual property rights in the content of our Websites and Services.
You may use the content of our Websites and Services only as permitted by these Terms, but we and our licensors retain all intellectual property rights in the content.
You must not:
All trademarks, logos and other marks shown on our Websites and Services are the property of their respective owners. You do not obtain any rights to use the ‘Temenos’ name, or any other brand names, trademarks or logos of Temenos and its group companies under these Terms.
2.5. Usage statistics and feedback
We may collect certain usage statics and feedback relating our Websites and Services, including information on how the Websites and Services are being used. This information is aggregated and does not contain your personal data, or data that you provide to us.
If you choose to give us any feedback or suggestions in relation to our Website or Services, or the other products or services made available by Temenos and its group companies, we may freely use and share your feedback and suggestions free of charge and without restriction.
2.6. Disclaimers and liability
OUR WEBSITES AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND. ANY USE OF OUR WEBSITES OR SERVICES IS AT YOUR OWN DISCRETION AND RISK.
TO THE EXTENT PERMITTED BY LAW, TEMENOS, ITS GROUP COMPANIES AND SUPPLIERS DISLAIM ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS OF ANY KIND IN RELATION TO THE WEBSITES AND SERVICES, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATSFATORY QUALITY AND NON-INFRINGEMENT.
TO THE EXTENT PERMITTED BY LAW, TEMENOS, ITS GROUP COMPANIES AND SUPPLIERS SHALL NOT BE LIABLE TO YOU UNDER ANY THEORY OF LIABILITY (INCLUDING NEGLIGENCE) FOR ANY DAMAGES OR LOSSES OF ANY KIND ARISING FROM OR IN CONNECTION WITH YOUR USE OF OUR WEBSITES OR SERVICES OR RELIANCE ON ANY INFORMATION THAT YOU OBTAIN THROUGH THEM, INCLUDING ANY LOSS OF DATA, DATA USE, BUSINESS, PROFITS, REVENUE OR BUSINESS INTERRUPTION, HOWSOEVER CAUSED AND WHETHER OR NOT TEMENOS, ITS GROUP COMPANIES OR SUPPLIERS HAVE BEEN ADVISED OF, OR SHOULD HAVE BEEN AWARE OF, THE POSSIBILITY OF SUCH DAMAGES OR LOSSES.
2.7. Contact us
To contact us, please make use of the Contact Us section on this Website.
SECTION 3: TEMENOS EXCHANGE
This section sets out additional terms that apply to your use of the Temenos Exchange programme (“Temenos Exchange”) Website and any content made available to you by or in relation to Temenos Exchange Providers or their products or services.
3.1. Exchange Content
The Temenos Exchange consists of selected third parties who provide software and services that are complementary to, or integrate with, our own software or services (“Exchange Providers”). We publish information about Exchange Providers and their products and services (“Exchange Content”) on the Temenos Exchange Website. Exchange Content may include links to third party websites and resources operated or provided by Exchange Providers.
You acknowledge that Exchange Content is provided to us by our Exchange Providers and that each Exchange Provider is solely responsible for the accuracy, quality and completeness of its Exchange Content. We do not verify the information contained in any Exchange Content provided by Exchange Providers. Any information relating to an Exchange Provider’s products or services should be checked with the relevant Exchange Provider prior to purchase.
We accept no responsibility to you in relation to Exchange Content, or any third party websites or resources linked or referred to in Exchange Content.
All copyright, trademarks, logos and other intellectual property rights in the Exchange Content are owned by the relevant Exchange Providers or their licensors.
You agree that you will not use Exchange Content in a manner that would infringe or violate the rights of any other party and that Temenos is not in any way responsible for any such use by you.
3.3. Exchange products and services
We do not endorse or recommend Exchange Providers, or any of the products or services made available by Exchange Providers that are mentioned on the Temenos Exchange Website.
If you choose to purchase products or services from an Exchange Provider, you do so at your own discretion and risk under a separate contract between you and the Exchange Provider. In particular, you acknowledge and agree that:
- we are not party to any transaction between you and an Exchange Provider, and we have no authority to negotiate or conclude any such transaction with you on behalf of an Exchange Provider;
- we have no responsibility to you whatsoever in relation to any products or services provided by Exchange Providers (including the availability, quality, functionality or performance of those products or services); and
- except as expressly set out in a separate written contract, we do not provide support, maintenance or helpdesk services in respect of products or services provided by Exchange Providers.
3.4. Disclaimers and liability
TO THE EXTENT PERMITTED BY LAW, TEMENOS, ITS GROUP COMPANIES AND SUPPLIERS DISLAIM ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS OF ANY KIND IN RELATION TO EXCHANGE CONTENT, WHETHER EXPRESS OR IMPLIED.
TO THE EXTENT PERMITTED BY LAW, TEMENOS, ITS GROUP COMPANIES AND SUPPLIERS SHALL NOT BE LIABLE TO YOU UNDER ANY THEORY OF LIABILITY (INCLUDING NEGLIGENCE) FOR ANY DAMAGES OR LOSSES OF ANY KIND ARISING FROM OR IN CONNECTION WITH YOUR USE OF, OR RELIANCE ON, EXCHANGE CONTENT OR ANY TRANSACTION BETWEEN YOU OR YOUR COMPANY (OR ITS GROUP COMPANIES) AND AN EXCHANGE PROVIDER (OR ITS GROUP COMPANIES), INCLUDING ANY LOSS OF DATA, DATA USE, BUSINESS, PROFITS, REVENUE OR BUSINESS INTERRUPTION, HOWSOEVER CAUSED AND WHETHER OR NOT TEMENOS, ITS GROUP COMPANIES OR SUPPLIERS HAVE BEEN ADVISED OF, OR SHOULD HAVE BEEN AWARE OF, THE POSSIBILITY OF SUCH DAMAGES OR LOSSES.
SECTION 4: USING OUR WEBSITES AND SERVICES
This section sets out additional terms that apply to your use of Temenos developer community (“Temenos Community”) accounts, Services and software, including our community forums, developer sandbox, APIs, software development kits and other developer software or services that we make available to the Temenos Community.
4.1. Temenos Community accounts
We restrict access to some parts of our Websites and Services to authorised members of the Temenos Community. If you do not already have a valid Temenos account, you may apply for a Temenos Community account using the registration process provided on the Websites.
We review every application for a Temenos Community account and we only issue accounts to individuals who have a legitimate interest in being a member of our community. We reserve the right to decline your request for a Temenos Community account and/or to terminate your account at any time at our sole discretion and without giving any reasons.
The user name that you choose during registration will be visible to others when you post any messages or comments on the Websites. If you do not wish to be identified when posting on the Websites, please do not include personally identifying information in your user name. User names must comply with the requirements of these Terms relating to user content.
Your account is for your use only and you may not share your account with any other person or permit any other person to access or use your account. You are responsible for your account and for all actions taken using your account. You must maintain the confidentiality and security of your account and any security certificate, identifier, key or password connected to your account. If you believe the security of your account may have been compromised, you must notify us immediately at the contact details set out below.
If you wish to close your account, please contact us as set out below.
4.2. Our Confidential Information
You acknowledge that those parts of our Websites and Services to which access is restricted to authorised users contain information that is confidential, secret and valuable to Temenos and its group companies (“Confidential Information”). This includes articles, documentation and discussions relating to our products and services and any other information that we do not make publicly available.
If you are given access to our Confidential Information, you agree to:
- keep our Confidential Information confidential and secure and not to disclose it to any other person (unless you are legally required to do so);
- promptly notify us if you become aware of any unauthorised access to, or use or disclosure of, our Confidential Information; and
- use your best efforts to assist us and our group companies in identifying, preventing and investigating any unauthorised disclosure or use of our Confidential Information.
4.3. Interactive Website features and user content
Our Websites may contain discussion forums, comment sections or other interactive features that enable you to post or submit your own content (including text, links, photos and content in any other format) to us or for publication on our Websites. By posting or submitting your content, you permit Temenos and its group companies to use and share your content free of charge and without restriction, and confirm that you have the legal right to do so.
You must ensure that your content complies with the requirements of these Terms relating to the use of our Websites and Services. In particular, your content must be relevant to our Websites and Services and must not:
- be false, misleading, or inaccurate;
- contain advertising materials, spam, solicitation, or other commercially exploitive material;
- violate the rights (including intellectual property or privacy rights) of Temenos or any other person;
- defame, harasses, threaten, or stalk another (or threaten to do so) or be racist, hateful, vulgar, profane, pornographic or sexually explicit, obscene or otherwise offensive;
- advocate violence or any illegal activity;
- represent or suggest that Temenos or its group companies endorse your content or any other third party product, service or content;
- contain or be connected in any way with the distribution of malware;
- link to any other website containing content that infringes these requirements; or
- be posted or submitted by any automated means.
We do not monitor or screen content posted or submitted by other users of our Websites and we take no responsibility for such content or for the conduct (online or offline) of any such users. Any views or opinions expressed by users of our Websites do not represent the views or opinions of Temenos, its group companies or their officers or employees. You may report any inappropriate content to Temenos by contacting us as set out below.
We may remove user-provided content from our Websites and Services at any time at our sole discretion.
We respect the intellectual property rights of others, and will respond expeditiously to claims of copyright infringement committed using our Websites or Services. If you are a copyright owner or agent, and you believe that any content on our Websites or Services infringes your copyrights, then you may submit a notice to our Designated Copyright Agent with the following information via mail or email:
- Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on the Temenos website are covered by a single notification, a representative list of such works.
- Identification of the material that is claimed to be infringing or to be the subject of infringing activity that is to be removed or access to which is to be disabled. Include a direct link (URL) to or other description of the exact location where each such material may be found.
- Information reasonably sufficient to permit Temenos to contact you, including an address, telephone number, and, if available, an electronic mail address.
- A statement 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 notification is accurate, and under penalty of perjury, and that (a) you are the owner, or you are authorized to act on behalf of the owner, of an exclusive right that is allegedly infringed.
- Your full legal name and your physical or electronic signature.
Please note that to be an effective notice under the US Digital Millennium Copyright Act all the information above must be included in your notice. Any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.
Please send any notice by mail to: Temenos Designated Copyright Agent, Esplanade de Pont-Rouge 9C, 1212 Grand-Lancy, Switzerland or by email to: [email protected]; Subject: Copyright infringement notification.
As part of our Services, we may make certain Temenos software products available to members of the Temenos Community for evaluation purposes by means of a shared sandbox environment (“Developer Sandbox”). We may also make software development kits and other developer software relating to Temenos products available to Temenos Community members for download (“Developer Software”).
If you have a Temenos Community account, you may use any Developer Sandbox or Developer Software that we make available to you as part of the Services (including any related documentation), on a non-exclusive, non-transferable basis, solely for the purpose of evaluating Temenos products in connection with the internal business activities of the business or organisation for which you work. Any production or commercial use of the Developer Sandbox or Developer Software (including any use for marketing or demonstration purposes) is explicitly prohibited.
You may not attempt to obtain, decompile, reverse engineer or otherwise derive the source code of the Developer Software, unless we make the source code available to you.
We do not provide any support, helpdesk or maintenance services in respect of the Developer Sandbox or Developer Software. However, you are welcome to report any issues with our Services to us at the contact details set out below.
The Developer Sandbox is accessible via our application programming interfaces (APIs). If you want to use the Developer Sandbox you must request an API key through our API Portal Website.
When using the Developer Sandbox, you must comply with all the requirements of these Terms and any other security or other policies notified by Temenos on the Websites. We do not guarantee that access to the Developer Sandbox will always be available and we may restrict, suspend or terminate your access to the Developer Sandbox at any time without notice.
You acknowledge that any Developer Sandbox that we provide is shared with all other Temenos Community members and is not private or secure. You must ensure that any data that you submit to or store on the Developer Sandbox is suitable for use on a shared environment and does not contain:
- any information that is confidential to you or the organisation for which you work;
- any data relating to identifiable human beings; or
- any other data that may not be freely shared.
By submitting data to the Developer Sandbox, you permit Temenos, its group companies and other Temenos Community members to use your data free of charge without restriction and confirm that you have the legal right to do so.
We accept no responsibility for the security, accuracy, quality, integrity, legality or reliability of any data stored on the Developer Sandbox. We have no obligation to retain, store or provide copies of data on the Developer Sandbox and we may delete data stored on the Developer Sandbox at any time.
Where we make Developer Software available to download, you may only download one copy of the Developer Software (and any related documentation) for the purposes specified above. Unless expressly permitted by us in writing, you may not modify, reproduce, distribute, or create derivative works of such software or documentation.
Developer Software may be subject to its own separate licence terms, which may be found on the relevant Website or in the software distribution package (in which case those separate licence terms shall apply to your use of such software instead of these Terms).
4.8. Disclaimers and liability
THE TEMENOS COMMUNITY WEBSITES, THE DEVELOPER SANDBOX AND, DEVELOPER SOFTWARE ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND. ANY USE OF THE TEMENOS COMMUNITY WEBSITES, THE DEVELOPER SANDBOX OR DEVELOPER SOFTWARE IS AT YOUR OWN DISCRETION AND RISK.
TO THE EXTENT PERMITTED BY LAW, TEMENOS, ITS GROUP COMPANIES AND SUPPLIERS DISLAIM ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS OF ANY KIND IN RELATION TO THE TEMENOS COMMUNITY WEBSITES, THE DEVELOPER SANDBOX AND DEVELOPER SOFTWARE, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATSFATORY QUALITY AND NON-INFRINGEMENT.
TO THE EXTENT PERMITTED BY LAW, TEMENOS, ITS GROUP COMPANIES AND SUPPLIERS SHALL NOT BE LIABLE TO YOU UNDER ANY THEORY OF LIABILITY (INCLUDING NEGLIGENCE) FOR ANY DAMAGES OR LOSSES OF ANY KIND ARISING FROM OR IN CONNECTION WITH YOUR USE OF THE TEMENOS COMMUNITY WEBSITES, THE DEVELOPER SANDBOX OR DEVELOPER SOFTWARE OR RELIANCE ON ANY INFORMATION THAT YOU OBTAIN THROUGH THEM, INCLUDING ANY LOSS OF DATA, DATA USE, BUSINESS, PROFITS, REVENUE OR BUSINESS INTERRUPTION, HOWSOEVER CAUSED AND WHETHER OR NOT TEMENOS, ITS GROUP COMPANIES OR SUPPLIERS HAVE BEEN ADVISED OF, OR SHOULD HAVE BEEN AWARE OF, THE POSSIBILITY OF SUCH DAMAGES OR LOSSES.
You will defend, indemnify and hold harmless Temenos, its group companies and suppliers, from and against all claims, actions, proceedings, costs (including legal costs), expenses, damages or other losses suffered by Temenos, its group companies or suppliers arising out of your use of the Temenos Community Websites, the Developer Sandbox, Developer Software or any other Services in breach of these Terms.
4.10. Contact us – Temenos Community
For communications relating to Temenos Community accounts and Services, you can contact us:
- By email at [email protected]; or
- By post at Temenos Headquarters S.A., Esplanade de Pont-Rouge 9C, 1212 Grand-Lancy, Switzerland, FAO: Product Director – Temenos Developer Community.