Terms And Conditions
1. Agreement to Terms
These Terms and Conditions constitute a legally binding agreement between you, whether personally or on behalf of an entity (“Customer”), and Elifiatek Inc. (“Elifiatek,” “we,” “us,” or “our”), concerning your access to and use of the Quest–ServiceNow Connector (the “Service”) delivered through the Quest platform, as well as any related documentation, deployment support, and maintenance services.
The Service specifically includes the connector solution developed and maintained by Elifiatek, designed to enable integration between Rio Tinto and the ServiceNow platform within the Customer’s environment.
By accessing or using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.
2. Description of Service
Elifiatek provides a software connector that enables secure integration, data exchange, and interoperability between Rio Tinto and the ServiceNow platform. The Connector is deployed within the Customer-controlled environment and operates through the ServiceNow MID Server architecture.
The Connector does not operate as a cloud-based service provided by Elifiatek and does not transmit operational data to Elifiatek systems. All processing and execution occur within the Customer’s infrastructure.
Elifiatek reserves the right to modify, enhance, or discontinue certain aspects of the Service to improve performance, security, or compliance, provided that such changes do not materially degrade the agreed functionality.
3. Elifiatek Product
The Service includes the provision of a connector software package, including ServiceNow update sets and scripts, installation and configuration documentation, and deployment validation support.
Deployment validation and installation assistance are provided through Customer-facilitated sessions, including screen-sharing, due to the absence of direct backend access by Elifiatek to the Customer’s environment.
Elifiatek’s obligations are strictly limited to the Connector software component and associated documentation and support activities. Any services beyond this scope must be subject to a separate written agreement.
4. Customer Responsibilities
The Customer acknowledges that the successful deployment and operation of the Connector depend on the proper configuration and availability of its own infrastructure and third-party systems.
The Customer shall be solely responsible for providing access to the ServiceNow instance, maintaining infrastructure and platform configuration, provisioning and maintaining a functional MID Server with appropriate network connectivity, and ensuring the availability of a dedicated SQL authentication user with read-only access.
The Customer further acknowledges that failure to meet these prerequisites may adversely affect the performance of the Connector and may limit Elifiatek’s ability to provide support within agreed timelines.
5. Support and Maintenance
Support and maintenance services are provided for a defined term of thirty-six (36) months from the date of deployment, subject to applicable commercial terms.
Such services include incident troubleshooting related to the Connector, bug fixes, and compatibility updates for supported ServiceNow versions.
Support services are strictly limited to the Connector software component and expressly exclude any intervention relating to Customer infrastructure, network connectivity, MID Server availability, Quest product configuration, or ServiceNow platform configuration unrelated to the Connector.
The Customer acknowledges that Elifiatek does not have direct access to the Customer’s environment and that support activities are dependent upon the Customer providing timely access to logs, system information, and participation in troubleshooting sessions. Any delay attributable to the Customer shall suspend applicable response time commitments.
6. Security and Compliance
The Connector is designed in accordance with industry-standard security principles, including least-privilege access, encrypted communications, and secure deployment within the Customer’s controlled environment.
Access to data is restricted to read-only database queries, and no write access to the Customer’s systems is required or performed by the Connector.
All communications between the Connector and ServiceNow are conducted over secure channels using HTTPS and TLS 1.2 or higher. The architecture operates on an outbound-only communication model, and no inbound exposure is required unless expressly configured by the Customer.
The Connector does not store Customer data persistently and operates as a stateless integration component. Any logs generated for troubleshooting purposes do not contain sensitive authentication credentials.
The Customer remains solely responsible for the security of its infrastructure, ServiceNow instance, identity and access management systems, and network configuration.
7. Intellectual Property Rights
Unless otherwise indicated, the Connector, including all associated software, documentation, and materials, is the proprietary property of Elifiatek.
Subject to compliance with these Terms, Elifiatek grants the Customer a limited, non-exclusive, non-transferable, and revocable license to use the Connector solely for its internal business purposes and within the scope of the agreed integration.
No rights are granted to copy, modify, distribute, reverse engineer, or otherwise exploit the Connector beyond the scope expressly permitted herein.
8. User Representations
By using the Service, the Customer represents and warrants that it has the legal capacity to enter into this Agreement, that it will comply with all applicable laws and regulations, and that its use of the Service will not violate any third-party agreement, including agreements with Quest or ServiceNow.
The Customer further represents that it will use the Connector solely for authorized integration purposes and will not process data in a manner that violates applicable data protection or security regulations.
9. Connector Service — Specific Terms
The Customer acknowledges that the Connector is dependent on third-party systems, including Quest and ServiceNow, and that Elifiatek does not control the availability, performance, or security of such systems.
Elifiatek shall not be liable for any interruption, degradation, or failure of the Service resulting from issues related to third-party platforms, network conditions, or Customer infrastructure.
Any customization, configuration, or use of the Connector beyond its intended functionality shall be undertaken at the Customer’s sole risk.
10. Quest Platform
The Service is delivered through Quest, a third-party platform that operates independently from Elifiatek.
The Customer acknowledges that its use of Quest is subject to separate terms and conditions and that Elifiatek makes no representation or warranty regarding the performance, availability, or security of the Quest platform.
11. Third-Party Dependencies
The Service relies on integrations with third-party systems, including but not limited to ServiceNow and Quest.
Elifiatek shall not be responsible for any failure, delay, or incompatibility arising from such third-party systems, including changes in APIs, configurations, or licensing models.
12. Disclaimer
THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, ELIFIATEK DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
ELIFIATEK DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPATIBLE WITH ALL ENVIRONMENTS.
13. Limitation of Liability
IN NO EVENT SHALL ELIFIATEK BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR SPECIAL DAMAGES, INCLUDING LOSS OF DATA, LOSS OF PROFITS, OR BUSINESS INTERRUPTION.
ELIFIATEK’S TOTAL LIABILITY SHALL NOT EXCEED THE AMOUNT PAID BY THE CUSTOMER FOR THE SERVICE DURING THE THREE (3) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
14. Indemnification
The Customer agrees to indemnify and hold harmless Elifiatek from any claims, damages, or liabilities arising out of the Customer’s use of the Service, including any misuse, violation of applicable laws, or breach of third-party agreements.
15. Term and Termination
This Agreement shall remain in effect for the duration of the applicable subscription or service term.
Elifiatek reserves the right to suspend or terminate access to the Service in the event of a breach of these Terms, misuse of the Connector, or non-compliance with applicable laws.
16. Governing Law and Dispute Resolution
This Agreement shall be governed by Ontario law.
Any dispute arising out of or in connection with this Agreement shall first be subject to good faith negotiations and, failing resolution, shall be submitted to Ontario Jurisdiction.
