1. Acceptance of Terms

These Terms of Service (“Terms”) govern your use of the DIALOGO platform (the “Service”) provided by Nivula SA (“Nivula”, “we”, “us”, or “our”). By accessing or using the Service, you (“Customer”) agree to be bound by these Terms. If you do not agree to these Terms, you may not use the Service.

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2. Description of Service

The Service is a cloud-based multi-channel communication platform designed to support customer interactions through voice calls, email, chat, messaging, and integrations with property management and automation systems. Features may include operator interfaces, templates, AI-assisted routing, analytics, and integrations with third-party providers.

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3. Access and Registration

• Customers must register and provide accurate account information.

• Customers are responsible for maintaining the confidentiality of their account credentials.

• Nivula may suspend or terminate access in case of misuse or violation of these Terms.

 

4. License and Use Rights

Nivula grants the Customer a non-exclusive, non-transferable, revocable license to use the Service for internal business purposes, subject to payment of applicable fees and compliance with these Terms.

The Customer shall not reverse engineer, copy, resell, or misuse the Service or use it to transmit unlawful or harmful content.

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5. Fees and Payment

• Fees are defined in the applicable order or commercial agreement.

• Unless otherwise specified, fees are non-refundable.

• Nivula may update pricing with prior notice; continued use constitutes acceptance.

 

6. Data and Privacy

Customers retain ownership of all personal or operational data submitted through the Service (“Customer Data”).

Nivula processes Customer Data solely to provide the Service and in accordance with the Privacy Policy and applicable data protection laws (including GDPR and Swiss FADP).

Customers are responsible for ensuring they have the necessary rights and consents for data entry and processing.

 

7. Security and Service Availability

• Nivula applies commercially reasonable measures to maintain security, availability, and performance.

• The Service may experience maintenance downtime; notice will be provided when possible.

• Customers must implement adequate safeguards for accounts and devices accessing the Service.

 

8. Intellectual Property

All intellectual property rights in the Service, software, technology, documentation, and branding remain the exclusive property of Nivula or its licensors.

Customer Data remains the property of the Customer.

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9. Term and Termination

The agreement begins when the Customer first accesses the Service and continues for the contracted term. It may automatically renew unless otherwise agreed.

Either party may terminate in case of material breach not resolved within 30 days of written notice.

After termination, Customer access is disabled. Customer Data may be deleted according to Nivula’s retention policies; Customers should export data prior to termination.

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10. Warranties and Disclaimers

The Service is provided “as is,” except for express warranties stated herein. Nivula disclaims all implied warranties, including merchantability, fitness for a particular purpose, and non-infringement.

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11. Limitation of Liability

To the maximum extent permitted by law:

• Nivula shall not be liable for indirect, incidental, consequential, special, or punitive damages, including loss of revenue, profits, data, or business opportunities.

• Nivula’s total cumulative liability shall not exceed the fees paid by the Customer in the 12 months preceding the claim.

 

12. Confidentiality

Each party agrees to keep confidential any non-public information received from the other party and to use it solely for the execution of these Terms.

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13. Governing Law and Dispute Resolution

These Terms are governed by the laws of Switzerland. Any disputes shall be submitted to the exclusive jurisdiction of the courts of the Canton of Ticino, Switzerland.

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14. Changes to Terms

Nivula may update these Terms at any time by publishing a revised version on its website. Continued use of the Service after changes constitutes acceptance.

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15. Miscellaneous

• Neither party may assign these Terms without prior written consent, except Nivula may assign to an affiliate or successor entity.

• If any clause is found invalid, the remaining clauses remain fully in effect.

• Nothing in these Terms creates a partnership, agency, or employment relationship.

Last updated: February 2025