General Terms and Conditions of Contract
1 - Purpose
These General Terms and Conditions of Contract regulate the registration, access and use by the User of the application called "Seedz.app" (hereinafter Product) owned by 20tab S.r.l., C.F. and P. IVA 11955811002, with registered office in Rome (00185), Via Merulana, 19, registered in the Companies' Register of Rome under no. RM - 1339533 in the person of its legal representative pro tempore (hereinafter also referred to as "20tab").
The User, by registering and subsequently accessing the Product, declares that he/she accepts all the terms and conditions set forth in this Agreement. 20tab reserves the unquestionable right to change the contents of this Agreement at any time.
2 - Definitions.
The User acknowledges that the meaning ascribed to the definitions contained in this Contract is as follows:
Contract: these terms and conditions as well as the Product description of the Features and related services. The latter documents are integral and substantial parts of this Agreement.
Credentials: authentication credentials (User ID and Password) necessary for the User to access the Product.
Functionality: all functionality of the Product described by 20tab and communicated to the User.
Parties: shall be jointly understood to mean 20tab and User.
User: any legal entity that registers to use the Product.
3 - Registration
3.1 Registration for the Product occurs through a process defined by 20tab and is completed upon User's acceptance of this Agreement.
3.2 The User accesses the Product solely and exclusively through the use of Credentials. The Credentials are strictly personal and cannot be transferred to third parties. Maintaining the secrecy of the Credentials is the sole responsibility of the User, who shall be solely responsible for any and all activities put in place through the use of the Credentials.
3.3 All operations carried out through the use of the Credentials entail the automatic attribution to the User of the operations conducted. Therefore, the User acknowledges and accepts that 20tab may use any information obtainable from the computer systems used to monitor access to the Product, and in the event to prove the operations carried out by the User.
3.4 The User warrants that the personal data communicated during registration are indeed his/her own and are to be considered correct and true.
4 - Use of the Product
You are solely responsible for the use of the Product and represent that you are familiar with its features and Functionality.
5 - Warranty and Limitation of Liability
5.1 20tab warrants only that through the Product the User will be able to perform the Functionalities and undertakes to promptly eliminate any anomalies and/or malfunctions without the occurrence of these events being considered by the User as a default. Furthermore, 20tab assumes no responsibility for the suitability of the Product and/or the Functionalities to achieve any result pursued by the User.
5.2 20tab reserves the unquestionable right to change the terms, conditions and features of the Product and the Features at any time.
5.3 20tab makes every effort to ensure that User's access to and use of the Platform is uninterrupted and error-free. However, due to the nature of the Internet, uninterrupted access and error-free transmission cannot be guaranteed. Therefore, the User acknowledges and accepts that 20tab shall in no event be held liable for delays, malfunctions, suspension or interruption of the Product and/or Functionality dependent on the causes set forth in Article 7 and in any event on any cause beyond 20tab's will and/or control.
5.4 20tab's activity is limited only to the technical management of the Product and shall not be considered part of any activity carried out by the User. The User, therefore, represents that it indemnifies and te
6 - User Obligations
6.1 The User agrees to abide by the terms, terms of use and conditions set forth in the Agreement. In addition, he/she undertakes not to engage in conduct that violates laws, regulations and/or the rights of third parties.
6.2 The User represents and undertakes to indemnify and hold 20tab harmless from any indemnity obligations that may originate against them in connection with the use of the Product.
7 - Suspension of Service
20tab, at its discretion and without being held liable for the exercise of this right as a breach or violation of the Contract, reserves the right to suspend access to the Product or the provision of the Features, even without prior notice in the event that:
(a) modifications, interventions and/or ordinary or extraordinary maintenance of the Product are necessary;
b) violation by the User of even one of the provisions contained in the Contract;
c) in cases of force majeure;
d) suspension is required by the Judicial Authority, without this entailing any liability of 20tab towards the User.
8 - Price and Payment Methods
8.1 The price of the Product is defined by 20tab and specified at board.seedz.app/pricing.
8.2 Payment of the price shall be made by the payment methods described in the subscription purchase procedure.
9 - Duration and Withdrawal
9.1 The registration to the Product has an indefinite duration and the parties at any time may exercise the right of withdrawal.
9.2 The User, in case he/she has interest, must communicate the will to withdraw from the contract by sending to the following email address info@seedz.app a communication by which he/she makes explicit the decision of wanting to withdraw from the Contract specifying the Product purchased. The burden of proof regarding the proper exercise of the right of withdrawal, in accordance with the above procedure, is on the User.
9.3 20tab shall notify the User of an acknowledgement of receipt, via e-mail to the e-mail address provided during the registration procedure.
9.4 Upon receipt of the withdrawal request, 20tab will, within the 30-day period, deactivate access to the Product.
10 - Communications
All communications relating to this contract will be sent to the addresses indicated during registration.
11 - Intellectual Property
By accepting the Contract, the User does not acquire any intellectual property rights therefore 20tab remains the sole owner of the Product, Features, trademarks, information and technical and commercial documentation. Under no circumstances may the User copy, reproduce, modify, supplement, disclose, publish, in any manner whatsoever and in any physical medium whatsoever the above material.
12 - Termination Of Contract
12.1 Upon termination of the contractual relationship, regardless of the cause, the parties will be released from any obligations referred to in the contract.20tab will deactivate the credentials and grant a time limit to the User to back up or save the data stored through the Product.
12.2 After said deadline 20tab will permanently delete the data from its computer systems therefore it will not guarantee the recovery of the same and assumes no responsibility for their loss.
12.3 The User agrees to hold 20tab harmless from any liability and/or claim for damages related to the deactivation of Credentials and any partial or total loss of data.
13 - Data Processing
13.1 The Parties, pursuant to Article 13 of Regulation (EU) 2016/679 ("GDPR"), mutually inform each other that the processing of their respective personal data and the communications to third parties of such data will be carried out in compliance with the European Privacy Legislation (GDPR) and Legislative Decree 196/2003, as amended by Legislative Decree 101/2018 in order to comply with legal obligations and/or related to this contract. The Parties will cooperate and support each other in matters involving the protection of personal data and affecting both Parties, e.g. in case of transfer of personal data from one Party to the other and the resulting transparency obligations towards third parties.
14 - Applicable Law and Dispute Resolution.
The Contract is governed by Italian law. In the event that a dispute arises in connection with the Contract or its performance, the Parties undertake to use their best efforts to resolve such dispute in a fair manner. In the event that the Parties fail to reach an agreement, within sixty (60) days, or within a different term agreed upon by the Parties, the dispute shall be submitted to judicial authority.
Any dispute concerning the interpretation, execution and validity of this Agreement, which cannot be amicably resolved, shall be referred to the exclusive jurisdiction of the Court of Rome.
15 - Appointment as data controller ex art. 28 GDPR.
15.1 As a result of entering into this Agreement, the User, as the Data Controller, appoints, pursuant to Article 28 of the GDPR, 20tab as the Data Processor for the processing of personal data stored by the User through the Product. As a result of the aforementioned appointment, 20tab (hereinafter also the Data Processor) is exclusively authorized to process the aforementioned personal data to the extent and within the limits necessary for the performance of the activities under this Agreement. 20tab, therefore, has the power to perform all activities necessary to ensure the operation of the Product.
15.2 20tab shall organize its activities so as to meet the specific requirements of personal data protection and shall be obliged to process the User's personal data in compliance with the following instructions:
(a) perform only such processing of personal data as is necessary to fulfill the Contract;
b) not to communicate to third parties in any way and not to use personal data for other purposes and in any case to maintain complete confidentiality about the data processed and the types of processing carried out.
c) not to transfer the data to a country outside the EU and, should this prove necessary, to inform the User of the solutions adopted in compliance with regulatory requirements;
d) adopt the appropriate technical and organizational measures to ensure adequate protection of the data provided by the User, which meet the requirements of Article 32 GDPR as amended and supplemented. In particular, 20tab undertakes to implement technical and organizational measures to ensure a level of security appropriate to the risk analyzed and considering, especially the risks that may arise from the destruction, loss, modification, unauthorized disclosure or access, accidentally or illegally, to personal data processed;
e) periodically verify the adequacy of security measures, assessing whether changes to the processing activity do not result in the adoption of different and more appropriate security measures.
f) adequately instruct persons operating under its authority having access to the personal data in question. Such persons shall be required to give an undertaking of confidentiality;
(g) notify the User as soon as it becomes aware of any breaches of personal data, including suspected breaches, or security incidents from which such breaches may result;
(h) assist the User in order to fulfill the User's obligation to comply with requests for the exercise of the data subject's rights;
i) to proceed, upon termination of the Contract, to the deletion or return to the User owner of all personal data by deleting existing copies thereof, unless Union or Member State law provides for the retention of the data.
j) keep personal data, processed in performance of the Contract, separate from any personal data processed on behalf of other third parties, applying physical and logical segregation where possible;
15.3 You authorize 20tab, in the performance of this appointment, to use other responsible parties (hereinafter referred to as sub-responsible parties). 20tab warrants that the contract entered into with any sub-responsible party shall provide for obligations to it similar to those arising under this contract. Therefore, 20tab shall be held liable for the actions, omissions, or failures to act of its sub-responsible persons in connection with their obligations under this contract.
20tab shall, upon request, make available the list of sub-responsible parties and shall notify the User and impose on the sub-responsible parties it uses, by means of a contract, the same data protection obligations set forth herein.
15.4 20tab shall make available to the User , upon User's request, all information necessary to demonstrate compliance with the obligations set forth in this Agreement. The Processor shall provide full cooperation to the User in connection with verification activities. The User, during the verification activities, agrees not to impair and/or block the normal working activities of 20tab.
17.5 This appointment of 20tab as the Processor shall be for the duration of the Agreement.