Memory AS Terms of Service

Memory AS (Org no. 916 517 203), Mølleparken 2, 0459 Oslo, is a company registered in Norway. Memory AS owns and controls the subsidiary Timely ("Service").”Questions about these Terms of Service should be sent to [email protected].

By using the timelyapp.com web site ("Service") or any and all services of Memory AS, you are agreeing to be bound by the following terms and conditions ("Terms of Service").

Timely may update and change the Terms of Service from time to time. Timely will notify you about significant changes before such changes come into force and give you a possibility to evaluate the effects of proposed changes. Any new features that augment or enhance the current Service, including the release of new tools and resources, shall be subject to the Terms of Service. Continued use of the Service after any such changes shall constitute your agreement to such changes. You can review the most current version of the Terms of Service at any time athttps://timelyapp.com/terms-of-service

Violation of any of the Terms of Service will result in the termination of your Account. While Timely prohibits conduct and content in violation of these Terms of Service, you understand and agree that Timely cannot be responsible for the content posted on the Service and you nonetheless may be exposed to such materials. You agree to use the Service at your own risk.

Account Terms

1. You must be 18 years or older to use this Service.

2. You must be a human. Accounts registered by "bots" or other automated methods are not permitted.

3. You must provide your legal full name, a valid email address, and any other information requested in order to complete the signup process.

4. Your login may only be used by one person – a single login shared by multiple people is not permitted. You may create separate logins for as many people as you'd like.

5. You are responsible for maintaining the security of your account and password. Timely cannot and will not be liable for any loss or damage from your failure to comply with this security obligation.

6. You are responsible for all content posted and activity that occurs under your account (even when content is posted by others who have accounts under your account).

7. You may not use the Service for any illegal or unauthorized purpose. You must not, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws).

Payment, Refunds, Upgrading, and Downgrading Terms

1. A valid credit card is required for paying accounts.

2. You are required to add your credit card details and pay to be able to use Timely (Premium, Business, Team, Freelance, Solo, Standard, and Professional Plans).

3. All plans are billed advance on a monthly or yearly recurring basis. Payments are non-refundable.

4. There are no refunds or credits for partial use of service, upgrade/downgrade refunds, or refunds for unused service with an open or closed account. In order to treat everyone equally, no exceptions will be made.

5. All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, except when otherwise required by mandatory law. You are responsible for payment of all such taxes, levies, or duties.

6. For any upgrade or downgrade in plan level, your credit card that you provided will automatically be charged the new rate on your next billing cycle.

7. Downgrading and or deleting your Service may cause the loss of content, features, or capacity of your Account. Timely does not accept any liability for such loss.

Cancellation and Termination

1. You are solely responsible for properly cancelling your account. An email or phone request to cancel your account is not considered a valid cancellation request. You can cancel your account at any time by clicking on the Settings > Subscription > “Downgrade or Cancel and delete my account.” The screen provides a simple cancellation link.

2. All of your content will be immediately deleted from the Service upon cancellation. This information cannot be recovered once your account is cancelled.

3. If you cancel the Service before the end of your current paid up month, your cancellation will take effect immediately and you will not be charged again.

4. Timely can terminate or suspend accounts due to breach of these Terms of Service. Termination of the Service will result in the deactivation or deletion of your Account or your access to your Account, and the forfeiture and relinquishment of all content in your Account. Inactive accounts will be deleted after 90 days.

5. Following termination of the Service, only aggregated and anonymised data will be kept by Timely for the purpose of machine learning and statistics. Such data does not constitute personal data as defined in applicable privacy and data protection legislation.

Modifications to the Service and Prices

1. Timely reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof). Timely will notify you about significant changes before such changes come into force and give you a possibility to evaluate the effects of proposed changes and take necessary measures. Notification will be given through the Timely Site website (timelyapp.com),the Service itself, or by email.

2. Prices of all Services, including but not limited to monthly subscription plan fees to the Service, are subject to change upon 30 days’ notice from Timely. Such notice may be provided at any time by posting the changes to the Timely website (timelyapp.com) or the Service itself.

3. Timely shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Service.

Copyright and Content Ownership

1. All content posted on the Service must comply with Norwegian copyright law and other Norwegian laws.

2. We claim no intellectual property rights over the material you provide to the Service. Your profile and materials uploaded remain yours. However, by setting your pages to be shared publicly, you agree to allow others to view and share your Content.

3. Timely does not pre-screen Content, but Timely and its designee have the right (but not the obligation) in their sole discretion to refuse or remove any Content that is available via the Service.

4. The look and feel of the Service is copyright © 2012 Memory AS. All rights reserved. You may not duplicate, copy, or reuse any portion of the HTML/CSS or visual design elements without express written permission from Timely.

General Conditions

1. Your use of the Service is at your sole risk. The service is provided on an "as is" and "as available" basis.

2. Technical support is only provided to paying account holders and is only available via email.

3. You understand that Timely uses third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Service.

4. You must not modify, adapt or hack the Service or modify another website so as to falsely imply that it is associated with the Service, Timely, or any other Timely service.

5. You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service without the express written permission by Timely.

6. Verbal, physical, written or other abuse (including threats of abuse or retribution) of any Timely customer, employee, member, or officer will result in immediate account termination.

7. You must not upload, post, host, or transmit unsolicited email, SMSs, or "spam" messages.

8. You must not transmit any worms or viruses or any code of a destructive nature.

9. Timely does not warrant that (i) the service will meet your specific requirements, (ii) the service will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of the service will be accurate or reliable, (iv) the quality of any products, services, information, or other material purchased or obtained by you through the service will meet your expectations, or that (v) any errors in the Service will be corrected.

10. You expressly understand and agree that Timely shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if Timely has been advised of the possibility of such damages), resulting from: (i) the use or the inability to use the service; (ii) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the service; (iii) unauthorized access to or alteration of your transmissions or data; (iv) statements or conduct of any third party on the service; (v) or any other matter relating to the service.

11. The failure of Timely to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. The Terms of Service constitutes the entire agreement between you and Timely and govern your use of the Service, superseding any prior agreements between you and Timely (including, but not limited to, any prior versions of the Terms of Service).

12. The Terms of Service, and legally binding agreement between yourself and Timely, shall be subject to Norwegian law and Norwegian courts’ exclusive jurisdiction. Oslo city court shall be the agreed legal venue.

Privacy Policy For End Users

General

1. This privacy policy covers how Memory AS, Mølleparken 2, 0459 Oslo ("Provider"), collects and treats information about its users. Memory AS is the data controller for the processing of personal data of its users. Users may contact Timely at any time regarding the processing of personal data at [email protected]

2. Anyone who downloads, saves, installs, uses, accesses, attempts to use or access any of Timely’s applications, or connects/integrates another service with Timely shall by so doing be deemed to have agreed to the terms of this privacy policy and such collection, use and other processing of data as set forth below.

3. All capitalized terms used and not otherwise defined herein have the meanings ascribed to them in Timely's terms of service (available at https://timelyapp.com/terms-of-service, hereinafter "Terms of Service").

4. Nothing herein is intended to limit user’s statutory data processing rights.

Legal Basis For Timely's Processing Of Personal Data

5. Timely only processes personal data necessary for the performance of Timely’s contractual obligations to the user according to the Terms of Service, or in order to take steps at the request of the user prior to entering into the Terms of Service.

   Timely does not intend to process special categories of personal data, such as data on racial or ethnic origin, political opinions, religious or philosophical beliefs, trade union membership, genetic data, biometric data for the purpose of uniquely identifying a natural person, data concerning health or data concerning a natural person's sex life or sexual orientation.

   Timely will only process special categories of personal data as specified above at the request of the User (“Data Subject”), i.e. when the user submits such data to Timely at their own will. For example, users may choose to connect their Timely account to fitness apps or to keep track of doctor’s appointments. Timely will only process such special categories of personal data following the informed, expressly and freely given consent of the Data Subject.

   Timely may anonymise and aggregate data for the purpose of machine learning and statistics in order to improve the Service.

How Personal Data Is Collected Through Use Of Timely

6. Timely may collect information (including personal data) about Data Subjects:

   (a) during the conclusion and modification of the agreements it concludes with Data Subjects (the information collected may include the data provided in such agreements, such as the Data Subject’s contact information, or for the purposes of negotiating, concluding or amending same);

   (b) when a Data Subject fills in forms via the Service, opens a User Account, subscribes to, or unsubscribes from, a Service Plan, creates or modifies a user profile, or enters or modifies other information associated with their User Account (the information thus provided by the Data Subject);

   (d) when a Data Subject downloads, installs, updates or uninstalls the Software, or accesses or uses the Service or any other service connected with Timely (the location (GPS), manner, means and duration of such activity as well as other information the Data Subject may provide); and

   (e) when otherwise knowingly made available to Timely (the information the Data Subject provides).

Purpose Of The Processing Of Personal Data

7. The Provider will process information as referenced in section 5 and 6 (collectively, "Data") for the purposes of
   1. providing the Service,
   2. improving or otherwise modifying the Service and notifying Data Subjects thereof,
   3. customizing the content and/or layout of the Service for the particular Data Subject,
   4. replying to the Data Subjects' communications and contacting them,
   5. performing Provider's obligations towards the Data Subject,
   6. exercising and enforcing Provider's rights according to the Terms of Service,

Storage Period For Personal Data

Timely will keep personal data for as long as necessary to fulfil their contractual obligations towards the Data Subject, as specified in the Terms of Service. Personal data will be deleted or anonymised as soon as possible after the termination of the Data Subject’s account, unless it must be stored in order for Timely to fulfil obligations in statutory law.

Where Personal Data Is Processed

8. The data controller is Memory AS, a company based in Oslo, Norway.

   Memory AS may use sub-suppliers and transfer personal data to these sub-suppliers, including sub-suppliers in countries not considered to provide adequate protection for personal data. In such cases, Timely will only transfer personal data subject to appropriate safeguards provided by sub-suppliers., such as a legally binding and enforceable instrument between public authorities or bodies, or standard data protection clauses adopted by the EU Commission. A copy of such safeguards may be obtained by contacting Timely at [email protected]

Transfer Of Personal Data To Others

9. Timely will not transfer or provide access to Data Subject’s personal data to any third party except when, to the extent, and to persons

   1. With the Data Subject’s consent,
   2. required by law, or
   3. necessary in order to perform Timely’s obligations under the Agreement, or its statutory obligations, or to exercise its legal rights, or defend against claims or other process.

10. Timely represents that it has implemented and will continue to employ appropriate measures to ensure that Customer Details are processed securely and in compliance with the applicable law.

11. Timely has no obligation to monitor or access its customers' accounts, but may do so in cases where such action is reasonably justified (e.g., in order to prevent illegal or harmful activity, provide customer support, or perform its legal duties).

Data Subject's Rights

12. Access of rights: Upon the Data Subject’s request, Timely will grant the Data Subject access to, all Personal Data that Timely maintains about the Data Subject, unless such information is otherwise available to the Data Subject or Provider is legally prohibited from disclosing such records.

13. Right to rectification or erasure of personal data or restriction of processing.

    If any Personal Data prove to be incorrect or misleading, the Data Subject is entitled to have the data rectified. Registered Data Subject’s can access and correct certain of their own Personal Data through the Service by visiting their personal profile page and account setting page.

14. Rights in connection with Disclosure

    In all cases where Timely is allowed to disclose Personal Data to third parties, it will ensure that the person to whom disclosure is made grants the respective Data Subject the same as those set forth herein with respect to the processing of such Customer Details (including the right to be informed about the data maintained on the Data Subject and the right to correct or have corrected incorrect or misleading information).

15. Right to data portability

    The Data Subject has the right to receive the personal data concerning him or her, which he or she has provided to Timely, in a structured, commonly used and machine-readable format and have the right to transmit those data to another controller without hindrance from Timely.

16. Right to lodge a complaint with a supervisory authority

    The Data Subject has the right to lodge a complaint with a supervisory authority if the Data Subject considers that the processing of personal data relating to him or her infringes his or her rights.

Notification

17. If a Data Subject participates in Timely’s mailing or similar program, Timely may use their personal data to send them information about products, services, promotions, and events that Timely believes may be of interest to them. Any subscription to any such program may be cancelled at will.

18. Timely may send registered Data Subjects certain important communications relating to the Service, such as (e.g.) service announcements and administrative messages, without offering Data Subjects the opportunity to opt out of receiving them.

19. Memory asks that all requests, enquiries, complaints, and other communications that Data Subject wishes to address to Timely with respect to this privacy policy or Data processing be submitted via the feedback feature of Timely’s website, or that such communications be sent to the following email or postal address: support [a] timelyapp.com / Memory AS, Møllerparken 2, Oslo, Norway

Jurisdiction

20. Any dispute that may arise between the Data Subject and Timely, or between an Data Subject and Timely in connection with this privacy policy or Timely’s data processing activities, shall be subject to the jurisdiction specified in the respective Timely’s Terms of Service.

Change Of Policy

21. Timely may amend or repeal this privacy policy at any time by posting a revised privacy policy or a new policy document in its place. If such revised or new policy includes a significant change to the way that Personal Data may be treated, Timely will notify registered users of the fact that its privacy policy has changed by sending users an email to the address associated with their User Account, and by posting a prominent notice on the Service.