Google Workspace
Terms and Conditions for Google Workspace
By ordering the hosted services known as Google Workspace (formerly known as G Suite) and any associated or predecessor services (the “Service”) from IONOS Inc. ("IONOS", “we”, or “us”), you ("you") agree to the terms and conditions set forth herein (the “Workspace Terms”). The provisions contained in these Terms and Conditions for Workspace are supplemental to IONOS's General Terms and Conditions and any related policies, as modified by IONOS from time to time, all of which are herein incorporated by reference and shall collectively be deemed a single agreement (the "Agreement"). The Agreement may change from time to time, and you agree to be bound by any such modifications if continue to use the Service. We recommend that you review the Agreement before you use or renew the Service.
1. Service Description
a) IONOS is an Authorized Reseller of the Service, which is provided by Google. You acknowledge and agree that your use of the Service is subject to the terms of the Agreement and the current Google Terms of Service, as updated from time to time and made available at https://workspace.google.com/terms/premier_terms.html. Upon your first log in to the Service, and prior to using the Services, you must accept the Google TOS without alteration or amendment. The Google TOS is a contract between you and Google. We will have no liability for performance of the Service other than as set forth in this Agreement.
b) Google may temporarily or permanently discontinue, suspend, update, modify, or replace the Service or any component part thereof at any time, upon notice, as provided in the Google TOS. We will use commercially reasonable efforts to provide reasonable advance notice of any such modification; provided, however, that IONOS may implement any such changes at any time in its sole discretion. Your continued use of the Service after notice of a change in the Service (including a change in fees, features, or functionality) indicates your consent to such change. If you do not agree with any such change your exclusive remedy is to terminate the Service.
c) We will provide first-level technical support for the Service consistent with the Agreement. Google will provide technical support for the Service as is set forth in the Google TOS.
d) IONOS, Google, and you are independent contractors with respect to the sale or resale of the Service.
e) IONOS reserves the right to limit the tariff order to one per customer, regardless of whether the customer supplies different customer account information (i.e. email address, telephone number, or payment method.) IONOS reserves the right to cancel orders in excess of one tariff and deny future orders regardless of purchase history. Within a tariff additional licences can be purchased (max. 300).
2. Fees
a) You agree to pay the applicable fees for the Service as communicated to you by us from time to time. We will use commercially reasonable efforts to provide you with at least thirty days’ advance notice of any change in fees. All fees are non-refundable except as otherwise set forth in the Agreement.
3. Termination and Termination
a) The Service will be provided for the term selected at the point of purchase. Unless and until terminated, the Service will automatically renew for a renewal term equal to the initial term. You agree and consent to such automatic renewal and the automatic charging of any related fees to your Payment Account.
b) You may terminate this Service effective as of the end of the then-current term using the control panel.
c) We may elect to terminate the Service at any time without cause and discontinue offering the Service upon notice. We will use commercially reasonable efforts to provide you with at least thirty days notification of such termination and, upon termination, we or Google may offer you the option to migrate directly to Google, another Authorized Reseller, or to a similar service provided by a third party or by us.
4. Representations and Warranties
a) You represent and warrant that you will:
- provide any necessary notices and obtain and maintain any necessary consents required from your individual end users to allow Google and us to perform our obligations under the Agreement; and
- comply with the Agreement, the Google TOS, and applicable Laws.
b) Except as expressly permitted in this Agreement, you will not:
- resell, distribute, supply, lease, or allow another third party to use, the Service;
- use the Service in connection with any use involving High Risk Activities; or
- adapt, alter, modify, decompile, translate, disassemble, or reverse engineer the Service or any part thereof, including the source code and any other underlying ideas or algorithms of the software forming part of the Service (except to the extent such act cannot be prohibited by law or is expressly permitted under the Google TOS).
c) You agree and acknowledge that:
- neither Google nor we have any obligation to provide you with advance notice of any changes in the Service;
- Google may monitor your use of the Service;
- we do not back up data stored with Workspace and cannot recover any data or documents that have been deleted from the Service;
- if you breach the Agreement or if your account with IONOS has been suspended or terminated for any reason, your account with Google for the Service may also be suspended or terminated; and
- all ownership rights, title, and Intellectual Property Rights in and to the content accessed through any Service or reseller tools are the property of the applicable content owner and may be protected by copyright or other applicable laws.
5. Mandatory Communications
a) You agree and acknowledge that we may provide Google with your contact and related information and that Google may use such
information to communicate directly with you for the following purposes:
- as required to execute any non-standard orders;
- for purposes related to the provisioning of the Service to your account, including in relation to any Service updates or security incidents;
- as required to ensure you are notified of available options to maintain continuity in Service provisioning; and
- to conduct customer service and satisfaction surveys.
b) Google will use your contact information to inform you about new or additional Google products related to the Service. Google will use reasonable efforts to allow any you to opt out of receiving such communications at any time.
c) We may disclose your information to Google as reasonably required for Google to provide technical support to us in connection with support issues regarding the Service.
d) Except as otherwise set forth in the Agreement, IONOS will not disclose your information to Google without your consent.
6. Compliance with Data Privacy Laws
a) If and to the extent your use of the Services is governed by the GDPR, We will:
- only process personal data in relation to which the you are the data controller in accordance with written instructions from or on behalf of you, unless EU or EU Member State law to which We are subject requires other processing of that personal data, in which case We will inform the you (unless that law prohibits Us from doing so on important grounds of public interest);
- not process that personal data for any purpose other than for the performance of Our obligations under this Agreement;
- ensure that appropriate technical and organizational measures are taken to avoid unauthorized or unlawful processing of that data and against loss or destruction of, or damage to, that personal data;
- ensure all of Our employees, agents and contractors who will have access to that personal data have committed themselves to confidentiality or are otherwise under an appropriate obligation of confidentiality;
- not, by any act or omission, place you in breach of the GDPR;
- inform you promptly and without undue delay of any data protection breaches or unauthorized or unlawful processing, loss, or destruction of, or damage to, that personal data;
- obtain prior consent to engage any third party subcontractor to process that personal data on behalf of the you, and ensure such third party subcontractor only uses and accesses that data in accordance with the terms of the Agreement and is bound by written obligations requiring it to provide at least the level of data protection required under the Agreement;
- taking into account the nature of the processing, assist you by appropriate technical and organizational measures, insofar as this is possible, for the fulfilment of your obligations under the GDPR to respond to requests for exercising the data subject's rights;
- assist you in ensuring compliance with any applicable obligations under the GDPR related to security; breach notification; data protection impact assessments and prior consultation with the supervisory authorities, taking into account the nature of processing and the information available to Us;
- at your choice, delete or return all the personal data to you, after the end of the provision of the Services, and delete existing copies unless prohibited from doing so by applicable EU or EU member state law;
- make available to the you all information reasonably necessary to demonstrate Our compliance with the obligations imposed by the Agreement in respect of the personal data and allow for and contribute to audits, including inspections, conducted by you or another auditor mandated by you, at your sole cost; and
- not process, or cause to be processed, that personal data outside the European Economic Area unless We adopt a compliance solution that achieves compliance with the terms of Article 25 of the Directive or Article 44 of the GDPR (as applicable).
- The terms “processing”, “personal data”, “processor” and “controller” as used in this Section 3.4 have the meanings given in the European Data Protection Legislation.
7. Exclusion of Warranties
a) The SLA sets out your sole and exclusive remedy for any failure by Google to meet the SLA. You must request any such remedies under the SLA directly from IONOS.
b) TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NEITHER WE NOR GOOGLE MAKE ANY WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WITH RESPECT TO THE SERVICES, AND EXPRESSLY DISCLAIM THE WARRANTIES OR CONDITIONS OF NON-INFRINGEMENT, SATISFACTORY QUALITY, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE. NEITHER WE NOR GOOGLE MAKE ANY REPRESENTATION ABOUT ANY CONTENT OR INFORMATION MADE ACCESSIBLE BY OR THROUGH THE SERVICES.
c) WE WILL NOT BE LIABLE UNDER THIS AGREEMENT FOR LOST REVENUES OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, EVEN IF WE KNEW OR SHOULD HAVE KNOWN THAT SUCH DAMAGES WERE POSSIBLE AND EVEN IF DIRECT DAMAGES DO NOT SATISFY A REMEDY. WE WILL NOT BE LIABLE UNDER THIS AGREEMENT FOR MORE THAN THE AMOUNT PAID BY YOU TO US FOR THE SERVICES DURING THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO LIABILITY. GOOGLE WILL NOT BE LIABLE FOR ANY DAMAGES, WHETHER DIRECT, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL, ARISING FROM OUR DISTRIBUTION AND RESALE OF THE SERVICES.
9. Definitions
1.1. Authorized Reseller” means a third party that has been authorized by Google to resell and/or distribute the Service.
1.2. “GDPR” means Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC.
1.3. “Google” means Google LLC
1.4. “Google TOS” means the Google Workspace Terms of Service, as updated from time to time, and any other policies, guidelines, or terms that govern use of the Service. The Google TOS is a contract between you and Google LLC.
1.5.“High Risk Activities” means uses such as the operation of nuclear facilities, air traffic control or life support systems, where the failure of the Product could lead to death, personal injury, or environmental damage.
1.6. “Intellectual Property Rights” means current and future worldwide rights under patent law, copyright law, trade secret law, trademark law, moral rights law, and other similar rights.
1.7. “SLA” means the SLA or Service Level Agreement as defined in the Google TOS.
1.8. Capitalized terms not otherwise defined in the Google Workspace Terms have the meanings given to those terms in the IONOS General Terms and Conditions, as the same may be modified by IONOS from time to time.