Terms & Conditions

FDM Maintenance Manager – Terms & Conditions

A Built on Workday Application by Nimbeely

1. Introduction

These Terms & Conditions (“Agreement”) govern the use of the FDM Maintenance Manager application (“Application”), a Built on Workday solution developed and provided by Nimbeely, Inc. (“Vendor”). The Application is delivered through the Workday Marketplace and operates entirely within the customer’s Workday tenant.

By accessing or using the Application, the customer (“Customer”) agrees to be bound by this Agreement.

2. Relationship to Workday

The Application is developed by Vendor as part of the Workday Innovation Partner Program.
Workday, Inc. is not a party to this Agreement.
Workday is not responsible for support, warranties, performance, or obligations related to the Application.
Customer’s Workday platform usage remains governed by its Workday Universal Main Subscription Agreement (UMSA) and applicable Workday Marketplace terms.

3. License Grant

Vendor grants Customer a non-exclusive, non-transferable, subscription-based license to use the Application within Customer’s designated Workday tenant(s) for internal business purposes.

The license is limited to:

The subscription term defined in the Order Form
The number of workers or units purchased
Use within Customer’s Workday environment only

No rights are granted to modify, copy, reverse engineer, or create derivative works of the Application.

4. Customer Responsibilities

Customer agrees to:

Maintain an active Workday subscription and required Workday modules
Configure Workday security roles and domain permissions necessary for Application use
Ensure accuracy of data used within the Application
Maintain internal governance and controls for FDM structures
Comply with all applicable laws, including financial controls, SOX, and audit requirements

5. Vendor Responsibilities

Vendor will:

Provide access to the Application within Customer’s Workday tenant
Maintain compatibility with supported Workday releases
Deliver updates, enhancements, and bug fixes as part of the subscription
Provide support in accordance with Vendor’s Support Policy
Maintain SOC 2–aligned development and operational practices

6. Data Handling & Security

The Application processes data entirely within Customer’s Workday tenant.
Vendor does not extract, store, or transmit Customer data outside Workday unless explicitly authorized by Customer for support purposes.
Any access granted to Vendor for support is temporary and controlled by Customer’s Workday security.
Vendor complies with Workday Marketplace Security & Privacy requirements.

7. Intellectual Property

Vendor retains all intellectual property rights to the Application, including code, workflows, and documentation.
Customer retains all rights to its own data, including FDM structures and configuration.
No ownership rights are transferred under this Agreement.

8. Fees & Payment

Subscription fees are defined in the Order Form or Marketplace transaction.
Fees are non-cancellable and non-refundable except where required by law.
Customer is responsible for applicable taxes.

9. Service Levels & Availability

The Application relies on Workday platform availability.
Vendor will use commercially reasonable efforts to maintain Application operability and resolve defects.
Vendor does not provide an independent uptime SLA beyond Workday’s platform availability.

10. Support

Vendor provides support directly to Customer, including:

Issue diagnosis and troubleshooting
Configuration guidance
Release notes and upgrade assistance

Support channels and response times are defined in Vendor’s Support Policy.

11. Confidentiality

Each party agrees to protect the other’s confidential information. Vendor will not access Customer data except as authorized for support. Confidentiality obligations survive termination.

12. Warranties & Disclaimers

Vendor warrants that the Application will perform materially as described in its documentation.

Vendor does not warrant:

Workday platform performance
Customer’s FDM design or governance decisions
Compliance outcomes (including SOX or audit results)

All other warranties are disclaimed to the maximum extent permitted by law.

13. Limitation of Liability

Vendor’s total liability under this Agreement is limited to the fees paid by Customer for the Application in the preceding 12 months.

Vendor is not liable for:

Workday outages or platform issues
Customer misconfiguration
Indirect, incidental, or consequential damages

These limitations apply to all claims.

14. Term & Termination

The Agreement remains in effect for the duration of the subscription term.
Either party may terminate for material breach after a 30‑day cure period.
Upon termination:
- Customer’s access to the Application is removed
- Vendor retains no Customer data
- Fees are non-refundable

15. Compliance & Audit

Vendor maintains compliance with Workday Marketplace requirements.
Customer is responsible for its own internal controls and audit readiness.
Vendor provides documentation and logs related to Application activity within Workday.

16. Governing Law

The governing law is defined in the Order Form. If not specified, the Agreement is governed by the laws of the State of California.

17. Changes to Terms

Vendor may update these Terms to reflect:

Workday platform changes
Security or compliance requirements
Marketplace policy updates

Material changes will be communicated to Customer in advance.

18. Entire Agreement

This Agreement, together with the Order Form and Support Policy, constitutes the entire agreement between the parties regarding the Application.