Client portal terms
Draft - review with counsel before publishing.
These terms apply to everyone who uses the Credantic client portal at portal.credantic.com (the "Portal"), which is operated by Credantic Technologies LLC, a limited-liability company ("Credantic", "we", "us"). "You" means the individual using the Portal. "Client" means the organization that has engaged Credantic and on whose behalf you were invited. You must accept these terms before you can use the Portal. If you accept on behalf of a Client, you confirm you are authorized to use the Portal for it.
1. What the Portal is for
The Portal lets Clients follow project milestones, review and approve documents, view invoices, send requests and exchange project information with Credantic. It is a convenience for delivering services under a written agreement. It is not a substitute for that agreement.
2. Relationship to your agreement
Each Client's use of the Portal is subject to the master services agreement and any statement of work, order form or similar document between that Client and Credantic (together, the "Agreement"). If these terms conflict with the Agreement, the master services agreement controls, except that these terms control for the security and acceptable-use rules in sections 3 to 5 and 9 where they are stricter. Approving a document in the Portal does not change the Agreement unless the Agreement says that an approval has that effect. [COUNSEL TO CONFIRM: interaction between Portal approvals and the change-order and acceptance clauses of the MSA.]
3. Accounts are by invitation
- Accounts are created only when Credantic sends an invitation. You cannot register on your own.
- An invitation link is meant for the named recipient only. It can be used once and expires after 3 days [CONFIRM: matches current setting]. Do not forward it.
- Each account belongs to one person. Do not share an account, and do not let anyone else use yours.
- We may decline, suspend or remove an account at any time for the reasons in section 9.
- Keep your contact details accurate. Tell your Credantic lead when someone leaves your organization so that we can deactivate their account.
4. Your responsibilities
You agree to:
- choose a strong, unique password of at least 12 characters and keep it confidential;
- set up two-factor authentication where the Portal offers or requires it, and keep your authenticator device and recovery codes safe. Credantic staff accounts with administrative access are required to use two-factor authentication; we strongly recommend it for every user;
- sign out on shared or public devices;
- tell us immediately at info@credantic.com if you suspect your credentials, device or account have been compromised or that someone has seen information they should not have; and
- check that the documents you approve are the documents you intend to approve. An approval you record in the Portal is tied to you, the time, the file as it stood when you approved, and the network address and browser you used, and may be relied on by both parties as your approval.
5. Acceptable use
You may not:
- access or try to access another Client's information, or any part of the Portal you have not been given access to;
- probe, scan, test or attempt to bypass the security of the Portal, or run load or penetration tests, without our prior written permission;
- upload malware, unlawful content or content you have no right to share, or content that infringes another person's rights;
- use automated tools to scrape or submit data at volume;
- interfere with or degrade the Portal, or use it to harass anyone; or
- use the Portal for any purpose other than the Client's dealings with Credantic.
6. Confidentiality
Information in the Portal that is not public is confidential. You will use it only for the Client's dealings with Credantic and will not disclose it to anyone who is not authorized to see it. We treat what you and your organization put in the Portal as the Client's confidential information under the Agreement (and any non-disclosure agreement between us), and we limit access to it to people at Credantic who need it to deliver the services. These duties do not apply to information that is public through no fault of the receiving party, that the receiving party already knew or independently developed, or that must be disclosed by law (in which case the receiving party will give notice where allowed).
7. Content you upload
As between you and Credantic, the Client owns the content it uploads to the Portal (for example documents, messages and requests), and Credantic gets no ownership in it. The Client gives Credantic permission to host, store, process, copy and display that content only as needed to operate the Portal, deliver the services and support the Client, keep the records described in the Portal privacy notice, and meet legal duties. Credantic's own materials, including deliverables before payment and ownership transfer under the Agreement, remain subject to the intellectual-property terms of the Agreement. You confirm you have the right to upload what you upload. Do not upload secrets such as production passwords or private keys, or regulated data (for example health, payment card or government-classified information), unless the Agreement expressly provides for it.
8. Availability and changes
The Portal is provided "as is" and "as available". We do not promise that it will be uninterrupted, error-free or always available, and we do not guarantee any uptime unless a statement of work says otherwise. We may perform maintenance, change features, or retire parts of the Portal. We will try to give notice of planned downtime that we expect to be significant. Keep your own copy of any document you need, because the Portal is not an archive and is not a backup service for the Client.
9. Suspension and termination
We may suspend or end your access immediately if we reasonably believe you have broken these terms, that your account is at risk or has been misused, that keeping it active could harm the Portal or other users, or that the Client's Agreement has ended or the Client has asked us to. You may stop using the Portal at any time, and the Client may ask us to deactivate a user. When the Agreement ends, Portal access ends, and we will make Client documents available for a reasonable period [EXPORT PERIOD - set in the Agreement, for example 30 days] and then handle them as the Agreement and the Portal privacy notice describe. Sections that by their nature should continue (ownership, confidentiality, disclaimers, liability, governing law) continue after termination.
10. Security incidents
We will notify the Client's designated contact without undue delay, and within [INCIDENT NOTIFICATION PERIOD - set in the Agreement] where the Agreement sets one, after we confirm unauthorized access to or disclosure of Client content held in the Portal, and will share what we know and what we are doing. If you learn of an incident, report it to info@credantic.com straight away. The Client is responsible for notices to its own users, regulators and other parties where the law requires them, unless the Agreement says otherwise. Nothing here limits any notice we must give under Nevada law (NRS 603A.220) or other law.
11. Disclaimers and limits of liability
To the fullest extent the law allows, and except as the Agreement provides for the services it covers, we disclaim all warranties for the Portal, express or implied, including merchantability, fitness for a particular purpose and non-infringement. Credantic will not be liable through the Portal for indirect, incidental, special, consequential or punitive damages, or lost profits or data. Liability relating to the Portal is subject to the limitations in the Agreement. If you use the Portal without an Agreement in place, our total liability is limited to [LIABILITY CAP - counsel to set]. Nothing limits liability that cannot lawfully be limited.
12. Privacy
The Portal privacy notice explains what we collect and why. By using the Portal you acknowledge it.
13. Changes to these terms
We may update these terms. When we do, we will change the version and effective date and ask you to accept the new version the next time you sign in. If you do not accept, you will not be able to use the Portal until you do. For a material change we will also notify the Client's contact where practical.
14. Governing law and disputes
Nevada law governs these terms, without regard to its conflict-of-law rules. Disputes are handled as the Agreement provides. If there is no Agreement, the state or federal courts located in [VENUE - counsel to confirm, consistent with the MSA] have exclusive jurisdiction, and you consent to it.
15. Contact
Credantic Technologies LLC info@credantic.com - (775) 378-4312