Academic Alliance Agreement

Academic Alliance Agreement

ProcessMind Academic Alliance Agreement

Effective Date: December 12, 2025

Purpose:
This Agreement describes the terms under which ProcessMind B.V. (“the Company”) provides free access to the ProcessMind SaaS product to universities and other academic institutions (“the University”) for academic use. By participating in the Academic Alliance program, the Agreement applies to the institution and its users.


1. Free Access for Academic Use

1.1 Free SaaS Access:
The University and its authorized users receive a 100% discount on all ProcessMind SaaS product services for academic use.

1.2 Acceptable Use and Customer Agreement:
All users must comply with the ProcessMind Customer Agreement and the Acceptable Use Policy. In the event of a conflict between this Agreement and the Customer Agreement, the Customer Agreement shall prevail except where this Agreement explicitly overrides specific terms.

1.3 Fair Use:
Free access is subject to fair use. Excessive usage may result in suspension or limitation, with reasonable prior notice and opportunity to remedy.

1.4 No Commercial Use:
The ProcessMind SaaS product provided under this program may only be used for academic, educational, or research purposes. Commercial use is strictly prohibited.

1.5 Right to Discontinue:
The Company may discontinue the Academic Alliance program, in whole or in part, with thirty (30) days prior written notice to the affected University(ies), who may continue using the services until the notice period expires, after which access will cease automatically.

1.6 Right to Monitor Results:
The Company reserves the right to monitor, evaluate, and review the usage and results of the ProcessMind SaaS product by the University for quality control and improvement purposes. Monitoring is limited to usage statistics (e.g., number of active users, feature utilization, and system performance metrics) and does not include review of research content or confidential data.

1.7 Use of University Name:
The Company may refer to the University as a participant in the Academic Alliance program in a factual manner, without implying endorsement, unless prior written consent is provided.


2. Limitation of Liability

2.1 No Warranty:
The ProcessMind SaaS product is provided “as is” without warranties of any kind.

2.2 No Indemnification:
The Company does not provide any indemnification to the University or its affiliates for any claims, liabilities, damages, or costs arising from the use of the ProcessMind SaaS product. The Company and the University agree to limit liability to direct damages only, as set forth in Section 2.3, and no indemnification is required.

2.3 No Liability for Indirect Damages:
In no event shall the Company be liable for any indirect, incidental, consequential, or punitive damages resulting from or relating to the University’s use of the ProcessMind SaaS product. The Company’s total liability under this Agreement shall not exceed the amount paid by the University for the services, which may be zero in the case of a 100% discount, and shall not cover any loss of research, data, or academic work. Universities are responsible for maintaining their own copies of any research or academic work. Universities are encouraged to back up research data regularly. The University acknowledges that ProcessMind is not responsible for any data loss.


3. Data Protection and Privacy

3.1 Compliance:
The University and its users are responsible for complying with applicable data protection and privacy laws. ProcessMind will process any Customer Personal Data in accordance with the Data Processing Addendum (DPA) executed between the parties.


4. Publication Rights

4.1 Freedom to Publish:
The University is free to publish academic papers or research findings about any work created with the ProcessMind product during normal academic use, provided that any confidential or proprietary information of the Company is not disclosed.


5. Term and Termination

5.1 Duration:
This Agreement remains in effect for the duration of the Academic Alliance program unless terminated by either party with respect to that specific University with thirty (30) days written notice.

5.2 Survival:
Sections relating to liability, data protection, and confidentiality shall survive the termination or expiration of this Agreement.


6. General Provisions

6.1 Governing Law:
This Agreement shall be governed and construed in accordance with the laws of the Netherlands.

6.2 Right to Update:
The Company reserves the right to update or modify this Agreement at any time. Updates will be communicated to the University and will become effective as specified in the notice.

For the purposes of this Agreement, Material Changes are defined as changes that:

  • Alter the scope of free access, including pricing, usage limits, or permitted purposes of the ProcessMind SaaS product;
  • Impose new restrictions or obligations on the University or its users that significantly affect normal academic use;
  • Modify the University’s rights regarding publication, data protection, or confidentiality in a way that restricts academic freedom or legal compliance; or
  • Change the governing law, dispute resolution procedures, or other fundamental legal terms of this Agreement.

Material Changes shall not alter the obligations of the Company under the Data Processing Addendum executed between the parties.

The Company will provide written notice at least thirty (30) days prior to the effective date of any Material Change. The University may terminate participation in the Academic Alliance program with immediate effect if it does not agree to a Material Change. Non-Material Changes will not give the University the right to terminate participation.

6.3 Entire Agreement:
This Agreement constitutes the entire agreement between the Company and the University with respect to the rights and obligations stated herein. Prior communications, brochures, or emails do not form part of the Agreement.


By participating in the Academic Alliance, both parties acknowledge and accept the terms of this Agreement.