Cueprise™ Terms

The distinction matters, because nothing on the website grants any licence to Cueprise™. Reading the site, asking for a demo and being given a walkthrough create no right to use the platform; that starts only with a signed agreement.

Order of precedence. For any conflict, the signed licensing agreement (including its order forms and data terms) prevails over the Platform Terms below, which prevail over the general Terms of Service for matters concerning the platform.

The Cueprise™ website

• What the site is for. cueprise.cuesoft.io describes the product and lets you ask for a demonstration. Descriptions of features, modules and integrations are provided in good faith and may change as the product does; they are not a specification and not a promise of a particular outcome for your business.
• A demo request starts a conversation, nothing more. Submitting the form creates no contract and no obligation on either side. No fee is quoted on the site: a Cueprise™ licence is priced after a conversation.
• No payment is ever taken on the site.
• Acceptable use, and everything else about using the site, is governed by Using the Websites, which applies to cueprise.cuesoft.io exactly as it does to our other sites.
• What we do with what you submit is set out in the Cueprise™ Privacy Notice.

The Cueprise™ platform

Everything from here governs a licensed deployment rather than the website.

Access and authorised users

1. Access to Cueprise™ is provisioned under a Licensee’s agreement. If you sign in to Cueprise™, you do so as an authorised user of a Licensee: your organisation’s rules and your organisation’s agreement with Cuesoft govern your access. This section governs the Licensee’s personnel; shoppers on a Licensee’s storefront are not authorised users and are covered by the Storefronts section below.
2. Accounts are personal to the authorised user. Do not share credentials; the Licensee is responsible for keeping its user list current and for the acts of its users.
3. Cuesoft may suspend access that presents a security risk, exceeds the licensed scope, or breaches these Platform Terms, and will restore it when the cause is resolved: notice and cure rights are as stated in the licensing agreement.

Licence and restrictions

1. The Licensee receives the non-exclusive, non-transferable right to use the modules, user counts and environments stated in its agreement, for its internal business operations and, where its agreement includes the storefront module, for operating its own public storefront, for the agreement’s term.
2. Except as the agreement expressly allows, no one may: copy, modify or create derivative works of the platform; reverse engineer, decompile or extract source code except where law permits notwithstanding this clause; sublicense, resell, rent or provide the platform to third parties; probe or test the platform’s security other than under an agreed programme; or use the platform to build a competing product.
3. Usage beyond the licensed scope (modules, seats, environments) is invoiced per the agreement or requires an amended order.

Licensee data

1. Licensee data remains the Licensee’s. All data a Licensee or its users put into Cueprise™ (records, files, configurations, outputs computed from them) belongs to the Licensee. Data collected through a Licensee’s storefront, including shoppers’ orders and contact details, is Licensee data on the same footing.
2. Cuesoft processes Licensee data only to provide and support the platform, under the agreement’s data terms and the Cueprise™ Privacy Notice.
3. On termination or expiry, Licensee data is returned or deleted as the agreement provides; Cuesoft does not hold Licensee data hostage to a commercial dispute.

The platform

1. Cueprise™ and all Cuesoft platforms remain Cuesoft’s exclusive intellectual property: software, source code, architecture, interfaces, documentation and improvements, including improvements suggested by Licensee feedback (which the Licensee licenses to Cuesoft for use without restriction or fee).
2. Support hours, response targets, maintenance windows, updates and version policy are as stated in the licensing agreement.
3. Cuesoft may update the platform to improve security, comply with law or evolve functionality, and will not materially degrade licensed functionality during a paid term.

Storefronts

Cueprise™ can power a Licensee’s public online store. A storefront is the Licensee’s own service: it runs under the Licensee’s brand, its sales are between the shopper and the Licensee, and the Licensee’s own terms of sale and privacy notice govern it. Cuesoft is not a party to any storefront sale, is not the seller of the Licensee’s products, and takes no payment from shoppers; online storefront payments are processed by Paystack under the Licensee’s arrangement with it. How shopper data is handled inside the platform is described in the Cueprise™ Privacy Notice.

Fees

Licence fees, payment schedules, taxes and late-payment consequences are stated in each licensing agreement. No Cueprise™ fees are published on or payable through the Websites.

Confidentiality, liability, law

The licensing agreement’s confidentiality, warranty, indemnity, limitation-of-liability, term, termination and governing-law clauses govern the Cueprise™ relationship. Where the agreement is silent, the liability and jurisdiction sections of these Terms fill the gap.

Contact

Cueprise™ licensing and platform questions: hello@cuesoft.io · +1 302 670 7551 (US) · +234 915 880 1821 (Nigeria).