These Collaboration Tools Terms (‘Terms’) apply where we use any cloud-based tool such as a collaboration, ideation or reporting tool (‘Tool’) in connection with the Services. Your use of the Tool is subject to these Terms and any other terms notified to you in writing:

1. Unless defined in these Terms, all capitalised terms used in these Terms have the same meaning given to them under the applicable KPMG Terms and Conditions of Business.
2. You may access and use the Tool (and the content stored on it) on a limited basis for the sole purpose of receiving the relevant Services.
3. You and your authorised users, as nominated by you and agreed by us in writing at our sole discretion, may be provided with details to access the Tool (‘Access Details’) such as login credentials or an emailed link to access the Tool.
4. You are responsible for keeping the Access Details secure and confidential and are responsible for all activities that take place using the Access Details. You are liable for the conduct of your authorised users (including any loss, damage or claim caused by their conduct) as if it were your own.  You must ensure that your authorised users are aware of their responsibilities and procure their compliance with these Terms.  It is also your responsibility to promptly notify us if you become aware of any authorised user who should no longer have access to the Tool, or any event or action which might reasonably impair the security of the Tool.
5. You acknowledge that the Tool is owned by us or a third party supplier. You agree to respect both the third party supplier and our rights when using the Tool. We make no representations or warranties where the Tool is provided by third party suppliers. We or a third party supplier may make changes to the Tool from time to time.
6. You must ensure that any data, information and materials (including documents) provided, made available or posted by you on the Tool (‘Your Materials’) comply with all applicable laws, do not contain any viruses, bots, worms or other harmful code, are not defamatory, fraudulent, indecent or offensive, can be provided to us, do not infringe the rights of any third party including any intellectual property rights or privacy rights, and do not give rise to any civil or criminal liability for us or any third party that assists us in the performance of the Services. You acknowledge that in the event of any actual or suspected infringement, we or our third party supplier may remove the infringing material and/or your access to the Tool.
7. You acknowledge that the Tool is not intended to be used as a system of record or for archival purposes and you must retain separate copies of Your Materials. We have no responsibility for recovering or providing to you Your Materials contained in the Tool.
8. Where the Tool includes artificial intelligence technologies ('AI’), you and your authorised users must: only use the AI Tool for the purpose for which we provide it; comply with our instructions in using the AI Tool and be adequately informed about its capabilities, limitations and potential risks; not use any output generated by an AI Tool without human verification and oversight; not use the AI Tool in any manner that could be considered unethical or discriminatory; and not remove any notices, disclaimers or terms on the AI Tool’s outputs.  You are solely responsible for your use of any output generated by the AI Tool.
9. Any chat functionality within the Tool will not be used to provide advice and accordingly, no reliance may be placed on information shared through that chat functionality. You must not use that chat functionality to provide us with formal instructions or directions.  Data generated by the chat functionality must not be used, modified or distributed in a manner that may infringe or misappropriate any proprietary right of a third party.
10. You must not, and must procure that your authorised users do not, use any chat functionality within the Tool or any data generated by it to create, train, or improve a similar or competing product or service; or to discover any underlying components of the models, algorithms, and systems. You must not use web scraping, web-harvesting or web data extraction methods to extract data from the chat functionality; or disable, evade, disrupt, or interfere with any content filters, restrictions or any other safety systems that are included in the chat functionality. 
11. You must not, and must procure that your authorised users do not, copy, distribute, modify, or commercially exploit any part of the Tool, compromise or attempt to compromise the Tool or its infrastructure, use the Tool to provide services to any third party, reverse engineer, decompile, or disassemble the Tool, or interfere with the functioning of the Tool.
12.  The Tool may permit authorised users to post links to third party websites or third party content, and access and use third party applications (together ‘Third Party Services’). We do not accept any responsibility for, and make no representations or warranties regarding, Third Party Services. The inclusion of links to Third Party Services does not constitute an endorsement or adoption by us of such Third Party Services.
13. Your use of the Tool must comply with all applicable laws and regulations, including applicable import, export and economic sanctions laws and regulations that prohibit or restrict the export, re-export or transfer of products, technology, service or data, directly or indirectly, to or from certain countries or end users.
14. Your and your authorised users’ right to access and use the Tool ends when our Agreement ends. Notwithstanding our respective rights to suspend or terminate under the Agreement, we may terminate or suspend your access to the Tool, at any time.  We may delete all of Your Materials stored on the Tool upon the expiry or termination of your access to the Tool.
15. To the maximum extent permitted by law, we are not liable for delays, interruptions, service failures or other issues outside our reasonable control, or any loss which occurs outside our systems or our reasonable control.  We make no warranty or representation regarding the availability or accessibility of the Tool, or that the Tool will be accurate or error-free.  
16. We may vary these Terms from time to time and the most recent version published will apply to your use of the Tool. You may also be required to accept additional terms of use for the Tool, as well as comply with any reasonable security, technology, regulatory or risk management requirements which we advise you of from time to time in relation to the Tool.
17. You agree to provide us with information that is required to comply with our legal obligations or assure our service provider of compliance with its product terms, within 10 days of a request.