Built by Codenza. Protected by Codenza.

Ownership of Codenza Software

Codenza retains ownership of all intellectual property rights in Codenza-developed software products and technology unless a separate written agreement expressly states otherwise.

This includes, where applicable:

• Codenza Management.
• Source code and compiled software.
• Software architecture and system designs.
• Frameworks, libraries and reusable components.
• User interfaces and proprietary designs.
• Documentation and technical materials.
• Internal development tools and systems.
• Updates, modifications and improvements.

Access to a Codenza product does not transfer ownership of the software or its underlying intellectual property to the customer.

Software Licence

Subject to payment of applicable charges and compliance with these terms, Codenza may grant the customer a limited right to access and use the relevant software for the customer's authorised business purposes.

Unless expressly agreed otherwise, this right is non-exclusive, non-transferable and does not give the customer ownership of the underlying software.

The specific number of users, organisations, locations or installations permitted may depend on the customer's selected plan or written agreement.

Licence Restrictions

Except where permitted by applicable law or expressly authorised by Codenza in writing, users must not:

• Copy or redistribute Codenza software.
• Sell, sublicense, rent or commercially provide the software to another person.
• Attempt to obtain unauthorised access to source code.
• Reverse engineer or attempt to reproduce proprietary Codenza functionality except where applicable law expressly permits it.
• Remove proprietary notices or ownership information.
• Circumvent security, authentication or licence controls.
• Use the software for unlawful activity.

Accounts & Access

Users are responsible for keeping their login details confidential and for taking reasonable steps to prevent unauthorised use of their accounts.

Users should notify Codenza promptly if they believe an account or credential has been compromised.

Administrators may be responsible for managing access permissions for users within their own organisation.

Customer Data

Customers retain their rights in information and content that they lawfully enter into Codenza software.

The customer is responsible for ensuring that it has the necessary rights and lawful basis to enter, store and process information through the software.

Codenza may process customer data where necessary to operate, maintain, secure and support the relevant service, subject to applicable privacy obligations and any separate data-processing agreement.

Availability & Uptime

Codenza aims to keep its software products and hosted services reliable and available.

However, Codenza does not guarantee 100% uptime, continuous availability, uninterrupted access or completely error-free operation.

Software may become temporarily unavailable due to maintenance, updates, security work, technical issues, internet connectivity, hosting infrastructure, third-party providers or circumstances outside Codenza's reasonable control.

Unless a separate written Service Level Agreement expressly provides an uptime commitment, no guaranteed uptime percentage applies.

Maintenance, Updates & Changes

Codenza may maintain, patch, improve, update or modify its software from time to time.

This may include security updates, bug fixes, interface changes, performance improvements and new or modified functionality.

Codenza may retire, replace or modify individual features where reasonably necessary, subject to applicable customer agreements.

Security & Backups

Codenza takes reasonable technical and organisational measures intended to protect its software and systems.

No computer system can be guaranteed to be entirely free from vulnerabilities, outages, cyber attacks, hardware failures or data-loss risks.

Customers must use reasonable security practices, protect credentials and maintain appropriate controls within their own organisations.

Backup and recovery arrangements may differ between products and hosting arrangements.

Unless expressly stated in a written agreement, Codenza does not guarantee that every item of data can always be recovered following every possible failure.

Third-Party Services

Codenza software may rely on hosting providers, operating systems, APIs, internet services, libraries or other third-party technologies.

Codenza does not control all third-party services and cannot guarantee that a third-party provider will always remain available, unchanged or compatible.

Changes made by a third party may occasionally require modifications to Codenza software.

Subscriptions & Payments

Certain software may be supplied through a subscription, recurring licence, one-off licence or other commercial arrangement.

Applicable charges and billing periods will be communicated separately.

Where a subscription payment becomes overdue, Codenza may suspend access after taking reasonable steps consistent with the applicable agreement.

Suspension & Termination

Codenza may suspend access where reasonably necessary because of security risks, illegal use, serious misuse, unpaid charges, maintenance or a material breach of these terms.

Where practical and appropriate, Codenza may give notice or an opportunity to remedy the issue before permanent termination.

Rights to use the software may end when the applicable subscription, licence or agreement terminates.

Warranty & Liability

Codenza aims to provide software with reasonable care and skill but does not promise that software will be completely free of bugs or compatible with every device, system, browser, integration or third-party service.

Nothing in these Software Terms excludes or restricts liability that cannot lawfully be excluded.

Specific commercial liability limits may be contained within the relevant subscription, licence or customer agreement.