Terms of Service Website & Platform
SimplyDepo
Last updated: 2024.07.12
SimplyDepo Inc. (“SimplyDepo” or “we”) welcomes you. These Terms of Service (“Terms”) apply to:
- our website, available via the following link: https://simplydepo.com/ or any successor domain (“Website”), and
- the provision of the services specified below (“Services”) by SimplyDepo to you (“you” or “User”) through the SimplyDepo web-based platform for wholesalers & distributors (“Platform”), available on the basis of the Website.
The Terms and any operating rules, notices, and policies posted on the Website and Platform, including including privacy notices mentioned below, constitute the entire agreement between you and us (individually – “Party” and collectively – “Parties”).
By using the Website or by clicking the relevant checkbox during the authorization on the Platform, you signify, declare, and warrant that:
- you have read, understand, and hereby agree to be legally bound by and to comply with these Terms in full;
- you are duly authorized to act on behalf of the legal entity you represent (if applicable);
- according to your local jurisdiction, you are eligible to enter into this agreement and have no restriction to access or use the Website or Platform;
- you comply with these Terms and all applicable laws and regulations.
Our Privacy Notice for the Website and Privacy Notice for the Wholesale Platform describes our collection and use of personal data during thhttp://privacy-notice-appe Website and Platform use.
If you have any questions or comments about these Terms, please contact us.
Table of contents
- Filling out the Registration Form
- Account Registration and Activation
- Account Use
- Access to Account
- Problems with Account
Third-Party Websites and Services
Content and Intellectual Property
Applicable Law and Jurisdiction
- Intro
- Reason for data transfer
- Transfer of personal data
- Transfer standards
- Data subjects
- Personal data
- Personal data storage term
- Details of transfer
- Limitation of the processing
- The frequency of the transfer
- Transfer to subprocessors
- Transfer to third parties
- Recipients
- No sale of personal data under The California Consumer Privacy Act
- Data protection measures
- Technical measures
- Organisational measures
- Physical measures
- Data incident management and notification
Communication, Questions, and Contact Information
SimplyDepo Services
In brief:
- We provide you with the Services in accordance with the subscription plan.
- You can request additional services on which we will have to agree separately.
B2B eCommerce Services
The Website provides you with information on the Services available via our Platform or the mobile & iPad apps, allows you to request registration for the products you are interested in, and log in to your account on the Platform if you already have one.
The exhaustive list and terms of the Services depending on your subscription plan will be described in an email to you during the onboarding process.
To use the Platform to optimize your wholesale or distribution processes, you have to complete the registration and activation of their Account.
Integrations with Our Partners
You can access pre-built integrations with the most popular in-industry enterprise resource planning services.
Please be aware that to enable some of the integrations you have to pay a fee. Integrations are provided by third-party service providers and therefore SimplyDepo is not responsible for the payment to and functioning of these services.
Additional Services
You can request additional services by contacting us, and we will consider such an option.
By additional services, we mean the provision of the additional integrations you need to the Platform.
Account
In brief:
- You may fill in the registration form on the Website to request the demo session on the Platform or the mobile & iPad apps, and, as a result, the registration on the Platform.
- You have to pay for the chosen subscription plan to obtain access to the Account.
- You have to pass the verification procedure to activate the Account we created.
- You are responsible for the actions of the other members of your team whom you provided with access to the Account.
- If you have any problems with the Account or want to terminate the provision of the Services and delete the Account, contact us.
Filling out the Registration Form
You may request the provision of the Services by filling in the following mandatory information on the registration form:
- your full name;
- company email;
- phone number; and
- products interested in.
You will receive an email to the email address you indicated with instructions on the following registration process within 2 business days.
We will provide you with a detailed description of our Services and the terms of their provision, including available subscription plans, special requirements, and an onboarding guide (or demo session).
We may ask you for the following information to verify your identity:
- business details;
- business address.
Additional information or documents may be requested by SimplyDepo during the verification procedure. Please note that you have to provide us with correct and complete information to pass the verification successfully.
If you agree to the offered terms and successfully pass the verification, we will provide you with the following steps regarding your registration, including the subscription payment ways.
Account Registration and Activation
After you duly pay the subscription fee, we create a personalized account (“Account”) within five (5) calendar days.
Using the email we send, you have to:
- use the created for you login and password to log in to your Account;
- create the new password to the Account that together with your email shall be used for access to the Account (“Login Credentials”); and
- activate the Account.
After the Account registration and activation, you become a verified user of the Platform.
To obtain full access to the Services you have to fill in your business information required by the Platform.
Account Use
You shall not transfer or share the Account and Login Credentials with others.
You are solely responsible for:
- maintaining the confidentiality and security of the Login Credentials;
- all actions taken through your Account.
Access to Account
You may provide your employees or other members of your team with access to the Account creating new roles for them by the Platform functionality. You are solely responsible for their actions as for your own.
For that matter, please, contact us if you have any questions.
Problems with Account
Please contact us:
- if you are aware of or suspect that someone has wrongfully or illegally accessed your Account, immediately limit or restore the access;
- if you lose your password to the Account.
You can delete your Account or terminate the Services provision at any time. To initiate deletion or termination, please use the relevant functionality of your Account or contact us.
Subscription
In brief:
- Before the Account’s registration, you must choose between the subscription plans we offer.
- The subscription fees are charged automatically if you do not cancel the subscription.
- If the third-party payment services provider collects the payments, we are not responsible for the personal data they process.
- The payments are not subject to a refund.
Before the Account’s registration, you must choose between the subscription plan among ones we offer.
Our subscription plans contain the following terms supplementing these Terms and differ in:
- subscription fee;
- term;
- the available Services list.
You can learn more about our subscription plans in the email we send you during the registration procedure. Please, note that the subscription plans offered to you are confidential.
We reserve the right to change the subscription plans and the list of Services available under them at any time. We will notify you of any such changes.
The subscription activation is subject to the full prepayment of the subscription fee.
Payments Terms
All payments under these Terms are charged automatically via the third-party payment services provider.
The payments will be charged on a monthly basis at the end of the month for the following month.
The payments are not subject to a refund.
The subscription fees paid via third-party payment services may include any other mandatory payments (taxes, duties, etc.).
When you use third-party payment services, you are subject to other terms and privacy notices. We are not responsible for the processing of your personal data by such a provider.
SimplyDepo may immediately suspend the provision of the Services if the payments are delayed or failed.
If We do not receive a relevant payment, we will terminate the provision of the Services.
Subscription Change and Cancellation
You can change the subscription plan at any time by contacting us.
You will have to pay the difference if your new subscription plan is more expensive than the previous one. If the new subscription plan is cheaper, the fee is not subject to a refund.
Your subscription will be immediately canceled, if you delete the Account or if the payment due is delayed for more than ninety (90) calendar days.
Subscription Renewal
Your subscription will be automatically renewed for the subsequent subscription period under the same conditions. You will be charged for the next subscription period unless you cancel at least 72 hours before the subscription renewal date.
Third-Party Websites and Services
In brief:
- Some functions of the Website or Platform depend on third-party services, which we do not control; therefore, we cannot guarantee the uninterrupted operation of all features.
The Website or Platform depends on or contains links to other websites and services governed by third parties. We do not control the features available or accessed through such websites and services.
We are not responsible for the content and services offered through them, and for any losses, damages, or other liabilities incurred as a result of your use of such websites and services.
You acknowledge that other terms of use and privacy notices apply to your use of third-party websites, services, and content.
AI Features
The Platform may include additional optional features powered by artificial intelligence (“AI Features”) that may be based on open-source models or facilitated by an external AI service provider. For detailed information about how the AI features work and how your data is processed, please refer to our Privacy Notice for the Website and Privacy Notice for the Wholesale Platform.
By using the AI Features, you agree and acknowledge that:
- you with this provide us with all necessary consent, approval, permissions, and agreements (required under any confidentiality obligations between you and us) to disclose, share, and use your confidential information during and within your use of the AI Features, and, consequently, all and any such actions and their results shall not be deemed as violations of any confidentiality obligations by us);
- the AI Features are provided to you “as is” with no warranties or representations of any kind;
- it is your sole responsibility to ensure your compliance with all applicable laws and regulations in connection to the use of the AI Features and the generated outputs;
- the AI Features may generate output that contains inaccurate, unreliable, or offensive content and you must evaluate the output before relying on or otherwise using it;
- you shall not use the AI Features in a way that infringes, misappropriates, or violates any third-party rights;
- we may, at our sole discretion, impose limits on the use of the AI Features at any time;
- you shall not use the AI Features in a manner that violates the policies of the external AI service provider;
- you shall not mislead any person that the output generated by the AI Feature was human-generated;
- you shall not use the AI Features to create, train, or improve (directly or indirectly) a similar foundation or large language learning model or other generative artificial intelligence service, reverse engineer, extract, or discover the AI Features’ data, models, model weights, algorithms, safety features, or operation.
If you do not agree with any of the foregoing, you must refrain from or discontinue using the AI Features.
Please note that the AI Features may not be available to users from certain countries or territories because of legal restrictions, for example, local rules or regulations or policies of the external AI service provider.
Content and Intellectual Property
In brief:
- We own or have a relevant license to the Content.
- We give you the rights to use the Website and Platform under these Terms.
- You are prohibited from copying and distributing Content we own in violation of our rights.
SimplyDepo Content
All materials on the Website and Platform, including text, graphics, information, images, drawings, trademarks, logos, video, sounds, music, software, and other materials (“Content”), as well as copyright and other intellectual property rights to such Content belong to us or is included in the Website with the consent of the owner.
By providing us (in particular by uploading to the Website and Platform) with any intellectual property objects (including logos, symbols, fonts, trademarks and service marks, personal photos, etc.) you provide:
- us with a non-exclusive, revocable, sublicensable, transferable worldwide license to use such objects for the functioning of the Platform and provision of the Services under the Terms for the period of your subscription;
- us with a guarantee that you have duly and rightfully obtained all permissions, consents, licenses, and any other authorizations necessary for the provision of us with such objects and the license specified above; and
- the Platform’s users with a license to access and view them for the entire period of their publishing on the Platform.
The Content, or any elements thereof, may not be used without our or the owner’s prior written consent in any manner not provided by these Terms.
If you comply with these Terms, we grant you a limited, worldwide, non-exclusive, revocable license, without the right to sublicense and transfer, for the period of your subscription to use the Website and the Platform under these Terms and access to and view any Content posted on or through the Website or the Platform for your personal, non-commercial use, and business purposes.
You must not:
- reproduce, publish, distribute, modify, create, or otherwise use the Content we own for commercial or illegal purposes without our prior written consent;
- sell, lease, rent, license, sublicense, or otherwise distribute the Content we own;
- copy, decompile, disassemble, translate, or reverse engineer the Content we own, in whole or in part;
- write or develop any derivative software, make an attempt to derive the source code of, modify, or create derivative works of the Content we own, and its updates;
- provide, disclose, divulge or make available to, or permit the use of the Content we own by any third party without our prior written consent;
- avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure we implement or any of our providers or any other third party (including another user) to protect the Content we own.
You may use our customer API code placed on our Website exclusively for the purpose of integrating our commerce technology with your backend system.
User Content
You can upload, publish, and distribute materials, including images, videos, texts, designs, graphics, icons, or other materials and information, including the input you provide when using the AI Features and the generated output (“User Content”). If you contribute User Content through the Platform, such User Content may be accessible to other users and available for copying, sharing, distributing, and publishing outside the Platform.
Between you and SimplyDepo, you own your User Content and information that you post through the Account.
You, with this, grant SimplyDepo a limited, revocable, non-exclusive, sub-licensable, transferable, royalty-free, perpetual, worldwide license to access, use, copy, modify, distribute, publish, reproduce, prepare derivative works of, store, cache, and otherwise fully exploit the User Content that you provide through the Platform, without any further consent, notice and/or compensation to you or others.
You can end this license anytime by deleting your User Content or Account. However, the license and permissions regarding your User Content will continue to be in force for the users who have previously shared/reposted or downloaded your User Content.
When you upload or make available any User Content, you thereby represent and warrant that:
- creation, distribution, public display, and accessing, downloading, or copying of such User Content do not and will not infringe the intellectual property rights of any third party;
- you are the creator and owner of or have the necessary licenses, rights, consents, releases, and permissions to use and to authorize other users of the Platform and us to use your User Content in any manner contemplated by SimplyDepo and these Terms;
- you are solely responsible for all the confidential information and personal data that may appear in your User Content (such as a company name, address, pictures of any people, their telephone numbers, etc.).
You are solely responsible for any User Content you upload to the Platform. The User Content published through the Platform can be subject to SimplyDepo’s prior moderation. However, we do not give any promises or guarantees relating to the User Content.
Prohibited Activities
In brief:
- Users are prohibited from posting and sharing content that is offensive, false, or misleading, and promotes illegal activities or conduct that is abusive or violent.
- SimplyDepo may, but is not obliged to, control and remove any content that violates these Terms and user’s rights.
- Users who find such content should contact support for its removal.
You are prohibited from posting and sharing User Content (including during chats), which:
- is offensive by its nature, such as content that promotes racial or ethnic offenses, bigotry, hatred, physical harm of any kind against any group or individual, animal cruelty;
- contain information that is false, misleading, or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory, libelous, or physical violence or encourages conduct that would be considered a criminal offense or bring forth civil liability;
- bullies, harasses, or threatens another individual;
- displays or promotes pornographic or sexually explicit material of any kind, including underage;
- promote sex-related entertainment, escort services, or other services that may be interpreted as providing sexual acts in exchange for compensation;
- contain not authorized advertising, solicitations, contests, sweepstakes, barter, and pyramid schemes;
- demonstrates a nude body, offensive gestures, and motions.
SimplyDepo may, but is not obliged to and is not responsible for, control any Content or User Content. SimplyDepo makes no representations or warranties to any Content or User Content.
If you find any User Content violating these Terms or your rights, please contact our support. We can remove any Content that violates these Terms or apply other measures.
Warranties and Disclaimers
In brief:
- The software is provided to you “as is.”
- We do not promise that the Website and Platform will function uninterrupted as provided in these Terms and disclaim all other warranties.
- The Website’s and Platform’s software may malfunction, in which case we will make every effort to resume its correct operation.
The software is provided to you “as is.”
To the fullest extent permitted by law, we disclaim all warranties concerning the Website and Platform, their functionality, and Content (including the results of your using the AI Features and the generated outputs), including, without restrictions, warranties of fitness for a particular purpose, merchantability, and non-infringement of intellectual property rights of third parties or other rights.
You must not consider and treat the results of your using the AI Features and the generated outputs as any Services provided by us, and also you must not consider and treat them as any results of the professional consultants. Please note that you have to use any results of your using the AI Features and the generated outputs while bearing the sole responsibility for that.
We make no promises or guarantees regarding the accuracy, usefulness, reliability, and correctness of the Website and Platform. We do not warrant that the operation of the Website and Platform will be uninterrupted or secure, that any defects will be corrected, or that the Website and Platform will be free of viruses or other harmful elements.
We do our best to keep your data safe and secure and maintain the Website’s and Platform’s functionality. However, the Website and Platform may be unavailable for various factors beyond our control, including emergencies, third-party service failures, hacker attacks, transmission, equipment or network problems or limitations, interference, and signal strength, and may be interrupted, refused, limited, or curtailed.
We are not responsible for data loss or the inability to use passwords or other information for login or identification caused due to the above.
You provide us with a warranty that you are aware and understand that SimplyDepo is not a professional trading, financial, investments, marketing, sales, or accounting consultant and that the Services provided via the Platform are not equivalent to the services of the listed specialists.
Liability
In brief:
- We are not liable for any loss or damage caused by your use or inability to use the Website or Platform or otherwise arising under these Terms.
- We are not liable for any consequences of the application of the results of the provision of the Services in your business activity.
- You are liable for timely and full payment for the Services.
Liability of SimplyDepo
We shall not be held responsible if any information, materials, or Content available through the Website or Platform are inaccurate or incomplete and for typographical errors or omissions in the text, price, or other materials.
Notwithstanding anything to the contrary, we do not control and therefore are not responsible for the actions of our users on or off the Website or Platform, including any misuse or misappropriation of the Website or Platform.
In no event shall we, our subcontractors or any other team members be liable for any direct, indirect, incidental, special, consequential, or incidental damages, including lost profits, loss of data, or damage to property, related to the use or inability to use the Website or Platform; for damage caused by the use of information obtained through the Website or Platform, caused by a defect in the Services provided under these Terms, as well as as a result of errors, defects, and interruptions in the Website or Platform, even if We were notified of such damage.
The above disclaimer applies to the extent permitted by applicable law.
We are not liable for any results of your application of the Services results in your business activity.
Our liability under these Terms is limited to the sum of the fees paid by you during the last three (3) months preceding the claim.
Please note your sole remedy for dissatisfaction with the Services, Website, or Platform is to stop using them. In no event shall you seek or be entitled to rescission, injunctive, or other equitable relief, or to enjoin or restrain the operation of the Website or Platform, exploitation of any materials issued or published in connection therewith or displayed thereon or therethrough.
Your Liability
You agree to be liable for timely and full payment for the Services. We may suspend the provision of the Services:
- if you delay the payment – for the period of such a delay but not longer than 30 days from the scheduled date of the payment;
- if SimplyDepo has reasonable suspicions that you (your employees or other team members) сommit the crimes or any other wrongful or illegal activity using the Website, Platform, or any result of the provision of the Services – until you provide a reasonable written refutation of such suspicions (confirmed by pieces of evidence, if necessary).
- if you violate these Terms otherwise.
We may delete your Account if you delay the payment for more than 60 calendar days.
If we suspect you of engaging in fraudulent activities, we are entitled to terminate the provision of you with the Services and your use of the Website and Platform without providing you with a notice.
Indemnification
In brief:
- If you violate these Terms, misuse the Website or Platform, or violate any law or third party’s rights, you agree to indemnify and defend SimplyDepo.
You agree to defend, indemnify, and hold harmless us from and against all claims, responsibility, damages, losses, and expenses, including reasonable legal and accounting expenses, arising from:
- any breach by you of any of these Terms;
- your use/misuse of the Website or Platform;
- a violation by you of applicable law, third party’s intellectual property or other rights, any agreement or terms with a third party to which you are subject.
We reserve the right to handle our legal defense; however, we see fit, including instances when you indemnify us. Therefore, you agree to cooperate with us to execute our strategy.
Force Majeure
In brief:
- The Party is released from liability for any breach of these Terms if such breach is caused by reasons beyond the control of this Party.
- The authorized body has to confirm the Force Majeure.
- The Party shall immediately notify the other one about the Force Majeure.
- If the Force Majeure lasts for more than 30 calendar days, the Party may refuse to perform its obligations under these Terms, and in this case, neither Party has to compensate the other Party for the losses.
The Party is released from liability for breach of these Terms if such breach is caused by reasons beyond the control of this Party (“Force Majeure”).
The Force Majeure shall be confirmed by the relevant document (certificate) issued by the authorized body at the Party’s request.
The Party must immediately (and not later than within ten (10) calendar days from such circumstances occurrence) notify the other Party of the Force Majeure and substantiate its interference with the performance of obligations under these Terms. Otherwise, such a Party loses the right to refer to the Force Majeure.
Force Majeure automatically extends the term of performance of obligations under these Terms for a period equal to its duration. Force Majeure releases the Party invoking it from the liability for non-performance.
If the Force Majeure lasts for more than 30 calendar days, either Party may initiate the termination of these Terms.
Applicable Law and Jurisdiction
In brief:
- The laws of the State of New York of the United States of America govern these Terms.
- We hope to settle all the issues by peaceful means.
- If a severe dispute arises between us, it must be settled exclusively by the American Arbitration Association (New York City, the US).
These Terms shall be exclusively governed by and construed under the laws of the State of New York of the United States of America, excluding its rules on conflict of laws.
You agree that any dispute, conflict, claim, or controversy directly or indirectly arising out of in connection with or relating to these Terms, including, without limitation, those relating to its validity, its construction, or its enforceability shall be settled through amicable negotiations directly with SimplyDepo following the principles of good faith and cooperation.
If attempts to reach a consensus through the negotiations fail, the dispute shall be settled exclusively by the American Arbitration Association (New York City, the US).
The arbitration shall be settled by one arbitrator whose decision is final. The language of the arbitration shall be English if the Parties do not agree otherwise.
TO THE EXTENT ALLOWED BY THE APPLICABLE LAW, YOU AGREE THAT ANY PROCEEDINGS TO SETTLE ANY DISPUTE UNDER THESE TERMS SOLELY ON AN INDIVIDUAL BASIS, AND THAT YOU WILL NOT SEEK TO HAVE ANY DISPUTE HEARD AS A CLASS ACTION, A REPRESENTATIVE ACTION, A COLLECTIVE ACTION, A PRIVATE ATTORNEY-GENERAL ACTION, OR IN ANY PROCEEDING IN WHICH YOU ACT OR PROPOSES TO ACT IN A REPRESENTATIVE CAPACITY. YOU FURTHER AGREE THAT NO ARBITRATION OR PROCEEDING WILL BE JOINED, CONSOLIDATED, OR COMBINED WITH ANOTHER ARBITRATION OR PROCEEDING WITHOUT THE PRIOR WRITTEN CONSENT OF SIMPLYDEPO.
Termination
In brief:
- To terminate the agreement with SimplyDepo, you have to delete and no longer use or access the Account.
- We can terminate your access to the Account if you violate these Terms.
Termination by SimplyDepo
We reserve the right at our sole discretion with prior notice to modify, suspend, or discontinue the Website, Platform, Content, feature or offers through the Website or Platform at any time. You agree that we shall not be liable to you or any third party should any of the preceding occur.
We reserve the right to take whatever lawful actions we may deem appropriate in response to actual or suspected violations of these Terms, including, without limitation, the suspension or termination of your license and access to the Website and Platform.
We may cooperate with legal authorities and third parties to investigate any suspected or alleged crime or civil wrong.
Termination by You
You may terminate the Services provision. For that matter, You have to contact us via email for the relevant request and cancellation of the Subscription. In such a case, you will lose access to the Account and the Platform.
If you terminate this agreement, all permissions and licenses under these Terms will immediately terminate.
Termination Consequences
In case of termination of the Services provision, we will delete all data (databases, etc.) regarding you, and your company, from the Platform and our database, except that, if necessary under our retention policy or for accounting or archival purposes under the law.
You can request the retrieval of such data copies by contacting us.
Electronic Notifications
By using the Website and Platform and providing us with your contact details, you understand and agree that we may send you electronic notifications via email regarding, without limitation:
- your use of the Website or Platform;
- updates of the Website or Platform and these Terms;
- transactions under these Terms.
You can read more about personal data processing in our Privacy Notice for the Website and Privacy Notice for the Wholesale Platform.
Other Terms
We may transfer our rights and obligations under these Terms to a third party, but this will not affect your rights or our obligations.
At our sole discretion, we reserve the right to modify these Terms. If material changes affect your use of the Website or the Platform, we will notify you before the changes’ effective date by sending a notification to you. If you continue to use the Website or the Platform, you agree to the updated version of these Terms.
If any provision of these Terms is determined to be unlawful, void, or unenforceable, the remaining provisions of these Terms will continue to be fully valid and enforceable.
A printed version of these Terms shall be admissible in judicial or administrative proceedings based on or relating to the use of the Website or Platform to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
It is your responsibility to regularly check the then-current version of the Terms to determine if there have been changes to these Terms and to review such changes.
Data Processing Agreement
Intro
This Data Processing Agreement (“Agreement”) is part of our Terms. You are the controller of personal data, while we are the processor. Both parties shall be referred to as the “Parties” and each as a “Party”.
Reason for Data Transfer
SimplyDepo provides you with the Platform under the Terms. For SimplyDepo to be able to provide you with the Platform functionality concerning Sale Reps and Merchandisers management, you transfer to SimplyDepo the personal data of the Sale Reps and Merchandisers in the amount necessary for it.
Transfer of Personal Data
Following the purposes of the Agreement, transfers of personal data shall include, but are not limited to, the following:
- transferring of the data from you to SimplyDepo or by SimplyDepo to a third party under the “Transfer of personal data” and “Details of transfers” sections of the Agreement (“Transferred Personal Data”);
- storing of the Transferred Personal Data on servers;
- subcontracting the processing of the Transferred Personal Data to the data subprocessors;
- granting third parties access rights to the Transferred Personal Data.
Transfer Standards
The Parties shall execute the following standards of transfer:
- each Party shall always ensure compliance with applicable data protection legislation, including the principles and standards set out in this section;
- the Transferred Personal Data may be processed and subsequently used or further communicated only for purposes described in the “Details of transfer” section or subsequently authorized by the data subject;
- the Transferred Personal Data shall be accurate and, where necessary, kept up to date. The Transferred Personal Data shall be adequate, relevant, and not excessive with the purposes for which it is transferred and further processed;
- the Parties shall provide information necessary to ensure fair processing (such as information about the purposes of processing and the transfer);
- according to state and federal laws, the controller must respond to a subject’s request from the data subjects within 45 days;
- the Parties shall take additional measures (e.g., security or technical) necessary to protect data following its obligations under the Security clause;
- where Transferred Personal Data is processed for direct marketing purposes, effective procedures should exist, allowing the data subject at any time to “opt out” from having its data used for such purposes;
- the Parties shall not make any automated decisions concerning data subjects, except when:
- such decisions are made by a Party when entering into or performing a contract with a data subject; and
- the data subject is allowed to discuss the results of a relevant automated decision with a representative of the Parties making such a decision or otherwise to make representations to that Parties.
Data Subjects
SimplyDepo, in the course of your use of the Platform, may process the personal data of the third parties transferred by you:
- contact person of the customer of the Brand, whose data is provided by the Brand (“Customer”);
- representative of the Brand, whose data is provided by the Brand (“Representative”).
Personal Data
SimplyDepo, in the process of your use of the Platform, may process the following personal data of the third parties transferred by you:
- business name, ID, group, FED Tax ID (EIN), billing address, shipping address, business phone, business email, payment terms, percent discount, territory, website, tags, assigned representatives, the full name of the customer contact, phone number of the customer contact, email address of the customer contact, type of customer contact of the Customers (“Customers’ Data”);
- photo, full name, ID, role, phone number, email, and status of the Representatives (“Representatives’ Data”).
SimplyDepo is the processor of the Customers’ and Representatives’ data, acting on behalf of the Brands, which are the controllers of the Customers’ and Representatives’ data.
Personal Data Storage Term
SimplyDepo shall store personal data received from you for the periods specified in the SimplyDepo Platform Privacy Notice.
Details of Transfer
| Data subject | Personal data transferred | Purpose of the processing | Storage term |
| Customer |
|
Provide services under the Terms of Service. | Stored during the use of the Platform. |
| Representative |
|
Provide services under the Terms of Service. | Stored during the use of the Platform. |
Limitation of the Processing
SimplyDepo does not use the Transferred Personal Data for any purpose other than that for which it was collected.
The Transferred Personal Data shall only be processed as necessary according to the purposes and to fulfill the obligations set out in the Terms.
SimplyDepo does not use personal data outside of direct contractual relations.
SimplyDepo does not combine the Transferred Personal Data received with databases from other parties.
The Frequency of the Transfer
The Transferred Personal Data will be transferred on a continuous basis.
Transfer to Subprocessors
Each Party can appoint processors independently, providing the necessary safeguards for processing personal data.
You acknowledge and agree that SimplyDepo uses the following subprocessor for storing the Transferred Personal Data: Google servers.
In addition, SimplyDepo’s service uses an integrated AI system developed by OpenAI to analyze and improve the quality of service. The AI system does not engage in any automated individual decision-making processes.
SimplyDepo engages third-party subprocessors only under a contract that provides requirements at least equivalent to the Agreement.
Transfer to Third Parties
Each Party can independently transfer the Transferred Personal Data to the third parties, providing the necessary safeguards for processing Transferred Personal Data.
SimplyDepo transfers Transferred Personal Data to our contractors solely to provide you with services.
Recipients
Personal data transferred may only be disclosed to the following recipients or categories of recipients and only if appropriate safeguards are in place:
- advisers, consultants, and other professional experts;
- partners;
- team members;
- third parties.
The Parties will notify each other without undue delay if they become aware of inaccuracies in Transferred Personal Data.
No Sale of Personal Data Under the California Consumer Privacy Act
The Parties shall not have, derive, or exercise any rights or benefits regarding processed Transferred Personal Data and may use and disclose Transferred Personal Data solely for the purposes for which such Transferred Personal Data was provided to it, as stipulated in the Agreement.
The Parties certify that they understand the rules, requirements, and definitions of The California Consumer Privacy Act (“CCPA”) and agree to refrain from selling any Transferred Personal Data nor taking any action that would cause any transfer of Transferred Personal Data to qualify as “selling” such Transferred Personal Data under the CCPA.
Data Protection Measures
Taking into account the scope, purpose, and risks of the processing, to protect personal data SimplyDepo implements the following measures:
Technical measures
- two-factor authentication;
- using firewalls;
- encryption technologies;
- data backups using software and hardware.
Organisational measures
- staff training on data protection;
- internal policies and instructions;
- non-disclosure agreements (NDA);
- compliance with requirements of the CCPA, Nevada Privacy Law, and other applicable US federal privacy laws;
- transfer protection.
Physical measures
- video monitoring;
- signaling;
- limited access to premises (biometric identification);
- round the clock security (security agency).
You have the right to monitor compliance with the Agreement by SimplyDepo upon prior reasonable request, not more than once a year.
SimplyDepo undertakes to notify you immediately if, for any reason, it is unable to comply with the requirements of the Agreement.
Data Incident Management and Notification
The Parties will notify each other as soon as possible of any potential or actual loss of Transferred Personal Data or any breach of the technical or organizational measures taken.
The Parties shall notify within 24 hours after identifying any potential or actual loss or breach.
The Parties shall make reasonable efforts to identify and take those necessary and reasonable steps to remediate or mitigate the cause of such data loss or breach incident.
The Parties will provide each other with reasonable assistance as required to facilitate the handling of any data security breach.
Communication, Questions, and Contact Information
Communication
You agree to exchange all the documents and information under these Terms by the contact details specified in the Account, including email.
You may also reach us by using the chat button on the lower right corner of the Website.
Questions and Contact Information
If you have any questions or comments about these Terms, Services, the Website, or Platform, please contact us at info@simplydepo.com.
We are available for contact from 9 am to 6 pm (GMT-5).
SimplyDepo Inc.
1751 Stillwell Avenue
Brooklyn, NY 11223
File Number: 6017876
We sincerely ask you to be polite and friendly, or we will not be able to respond to communications that contain offensive remarks.