Terms and Conditions
TERMS AND CONDITIONS OF USE AGREEMENT SEEJAY MANAGEMENT SOFTWARE LICENSE
The Terms and Conditions of Use Agreement (“Agreement”) is entered into by and between SeeJay Srl P.IVA 12257931001 ("SeeJay") and the entity requesting subscription services ("Licensee").
1. SeeJay and the Licensee may collectively be referred to as "Parties”.
2. The Licensee assumes all civil and penal liability for any falsehood or inaccuracy of information and data communicated to SeeJay.
3. Cases in which the Licensee is a person of legal standing or a public entity or institution, the underwriter of this Agreement assumes full responsibility for the existence of powers of representation.
4. The Licensee agrees to promptly notify SeeJay of any changes to its contact information.
5. The Parties agree and undertake to comply with the entire contents and clauses of this Agreement and any subsequent attachments of special clauses, which must be regarded as an integral part of this Agreement.
6. The Parties acknowledge that all communications will occur using the email addresses indicated in the above Request for Activation.
1. The purpose of this Agreement is to grant the Licensee free use of the management software called SeeJay (hereafter “Service"), which is the exclusive property of SeeJay Srl and placed on servers owned by the latter or by other firms, selected at the discretion of SeeJay Srl, to which the Licensee gains access through appropriate identification data provided by SeeJay Srl. The management software is owned by SeeJay Srl, and this Agreement does not constitute transfer to the Licensee of ownership in all or in part of the software, nor any other right to it except its use for the purposes and duration agreed upon by both Parties.
3. This Agreement does not provide exclusivity. The Parties are thereby free to enter into identical agreements with other parties.
4. The Licensee acknowledges and agrees that the Service provided by this Agreement is in Beta version (i.e. not yet finalized) and as such is still going through testing. The Licensee is well aware of the possibility for errors (bugs) that may affect the proper functioning of the Service.
5. The Licensee acknowledges and agrees that the Service provided by this Agreement is based on evolving technologies, for which reason SeeJay reserves the right to modify the Service (including its graphical interface) at any time and without notice, when this is necessary due to technological developments that improve the Service.
2. CONNECTIVITY AND OTHER REQUIREMENTS
1. The Licensee must obtain hardware and software required to use the Service independently, assuming all responsibilities for their correct configuration, functioning and compatibility with the Service. The Licensee presently indemnifies SeeJay of any liabilities due to problems of configuration, functionality or compatibility of hardware or software to the Service.
2. The Licensee will make use of the Service through an Internet connection provided by a telecommunications operator via separate subscription. Consequently, the Licensee shall assume all responsibility for disconnections, malfunctions or the inability to use the Service as a result of said connectivity issues. The Licensee is aware that news items, documents, materials, communications, photos, videos, etc. transmitted over the Internet may experience delays and that, as a result, SeeJay cannot be held accountable for any of those delays, even when caused by potential bugs in the Beta version.
3. OBLIGATIONS AND GUARANTEES
1. The Licensee agrees to use the SeeJay management software in accordance with, and limited to, the agreed upon provisions, and to access it using the identification data provided exclusively by SeeJay. SeeJay, for its part, will provide the Licensee with all necessary information for the correct usage of its software.
2. The Licensee declares that it has all permissions and/or other proof necessary to verify the lawfulness of its activities with respect to the Service. The Licensee assumes full responsibility, relieving SeeJay of any liability as to the legitimacy of its activities.
3. The Licensee shall not disclose or use, even after termination of this Agreement, any trade or business secrets, news, information or data that it has come across in the course of its activities under said Agreement. The Licensee agrees that Subscribers of the Service (persons or entities authorized by the Licensee to use the given identification data to access and use the Service) underlie the same obligation referred to in the preceding paragraph, and shall be liable for any damage caused by their failure to fulfill this obligation to secrecy.
4. SeeJay reserves the right to temporarily suspend the Service when required by maintenance. In case of service suspension due to said maintenance, SeeJay cannot be held responsible for any damage suffered by the Licensee or third party.
5. In case of software failure and Service interruption not caused by situations described below, force majeure or unforeseeable circumstances, SeeJay is committed to restoring functionality in the shortest time possible. In case of service suspension due to software failure, SeeJay cannot be held responsible for any damage suffered by the Licensee and/or third party.
6. Having agreed to use the Service in Beta version, the Licensee is well aware of potential bugs and, therefore, indemnifies SeeJay against any potential damage caused by said situation, even to third parties.
7. Notwithstanding that SeeJay will do everything in its power to prevent unauthorized and/or unwanted access by outside parties (such as, but not limited to, hackers), SeeJay shall not be held liable if said parties gain access to the Service in a fraudulent or harmful manner, in violation of the law and in any manner that violates SeeJay’s good faith. SeeJay cannot be held responsible civilly, penally or administratively in the event that said parties commit computer crimes or other malicious conduct, such as, but not limited to, cybercrimes, all forms of digital theft (for example, theft of usernames, passwords, credit card information, etc.), unauthorized access to computers or electronic systems, illegal possession and distribution of access codes, and any other form of abusive or illegal behavior. Should SeeJay have reason to suspect any of the fraudulent activities described in this paragraph, it will notify the Licensee as soon as possible via email. Under no circumstances will SeeJay be held liable for any of the above situations when they concern the server hosting the Service.
8. The Licensee shall bear all liability, civil or penal, arising from the use, failure to use, or inability to use the management software, explicitly exempting SeeJay of all liability for damages to persons or property arising from use of said software.
9. The User Manual and any other printed materials provided by the Service are subject to copyright law and may not be reproduced.
10. “Reverse Engineering”, decompiling or re-assembling the software is prohibited without prior written consent from SeeJay and without compliance to local legislation.
11. Among the various obligations to the Licensee, none provide for the technical support of hardware or software not strictly related to the activities covered by this Agreement.
4. SYSTEM IDENTIFICATION AND ACCESS
1. Access to the Service is granted through authentication exclusively provided by SeeJay. The distribution of such authentication information to third parties grants them access, directly attributable to the Licensee, of the Licensee service channel and data therein.
2. The Licensee is accountable for safekeeping and asking its Subscribers to keep such means of identification confidential and with the utmost diligence. The Licensee shall inform individual Subscribers about the terms of this Article and supervise their compliance.
3. SeeJay shall under no circumstances be held responsible for any direct and/or indirect damage resulting from the Licensee and/or Subscriber failure to comply with the above.
5. LIMITATIONS OF LIABILITY FOR CONTENT AND DATA
1. The Licensee acknowledges that the Service provided by SeeJay is simply the means through which the Licensee obtains information (news, documents, photographs, videos, etc.) that are hosted on the server or servers owned by third parties with whom SeeJay has contractual agreements. The Licensee therefore acknowledges that SeeJay is in no way the owner of such material, nor can it control and/or manipulate said content.
2. All transactions between the Licensee and those who send material through the Service (Users) shall be governed exclusively by the Licensee and said Users.
3. Notwithstanding the foregoing paragraph, it is strictly prohibited to use the Service to post, send, publish, transmit and/or share applications or documents that:
- Conflict or violate intellectual property rights, trade secrets, trademarks, patents or other proprietary rights of third parties;
- Contain defamatory, slanderous or threatening content;
- Are pornographic, obscene or otherwise contrary to public morality;
- Contain viruses, worms, Trojan horses, or other malicious computer software;
- Damage, violate or attempt to violate the confidentiality of correspondence and right to privacy;
- Do not generally abide by current laws and/or regulations.
4. The Licensee agrees to inform Subscribers and Users of the prohibitions referred
to in this Article, and to ensure they will not use the Service in a manner that
violates the prohibitions set out above.
5. SeeJay is under no obligation to supervise documents and data that are stored, displayed or shared via the Service and, therefore, is under no obligation to monitor or examine said content.
6. SeeJay reserves the right to suspend access to the Service or otherwise deny access to documents and/or information available through the Service if: it is aware or otherwise made aware of a violation to one or more of the prohibitions indicated above; it receives a court order or express request from a relevant public authority.
7. In cases stated above, SeeJay will inform the Licensee via email of the motivations for adopting such measures, without being held liable for any compensation and without prejudice to any retaliatory action against the party responsible for said violations.
6. LIMITATIONS OF LIABILITY / EXEMPTIONS FROM RESPONSIBILITY
1. SeeJay assumes no responsibility for material transmitted and received by the Licensee and/or by Subscribers through its Service. The storage and use of such material is the sole responsibility of the Licensee.
2. SeeJay will not incur liability for direct or indirect damage of whatever type or amount to the Licensee, Subscribers and/or third parties as a result of the use and/ or inability to use the Service, even if caused by delays or interruptions, errors and/or malfunctions, or the incorrect use of the service by the Licensee and/or Subscribers.
3. SeeJay will also not be burdened by charges or liability for direct or indirect damage of whatever type or amount to the Licensee and/or Subscribers because of tampering with or other interventions to the Service and equipment by the Licensee, the Subscribers and/or by anyone not authorized by SeeJay.
4. During the course of this Agreement, SeeJay reserves the right to change the mode of delivery in accordance with whatever regulations may be issued regarding the Service.
7. SUBSCRIBER AND USER RESPONSIBILITIES
1. The Licensee agrees to confer all responsibility for content sent through the Service to the Subscribers and Users themselves.
2. SeeJay is exempt from all power of oversight, mediation or supervision of content in any of the material posted by Subscribers and Users, and will not be held liable for illegal or immoral content in as much as there is no obligation for SeeJay to delete said content.
3. The Licensee shall not hold SeeJay responsible for any claim or action by third parties for violations committed by Subscribers and Users through the Service.
4. From the time Users send material through the Service, the Licensee assumes all responsibilities connected to the material, relieving SeeJay from any liability of said material.
5. Upon termination of this Agreement, the Licensee shall be responsible for the backup of material received through SeeJay, which will no longer be available or recoverable unless a new contract is signed reinstating access to the Service. Whatever the case, SeeJay will not be held liable for any loss of data that was received through the Service.
8. TRANSFER OF AGREEMENT
1. The Licensee acknowledges that it cannot in any way transfer or sub-contract this Agreement to any third party without the prior written consent of SeeJay.
9. DURATION OF SERVICE
1. The Licensee acknowledges that, upon termination of this Agreement, it will no longer be able to access the Service.
2. The Licensee shall thereby endeavor to inform Subscribers and Users of the conditions outlined above, relieving SeeJay of any liability arising from lack of access.
3. Seejay reserves the right to introduce, at its sole discretion, thresholds, filters and limits to the current use of free features of the Service. Any such change shall be promptly communicated to the User. The User will be free to choose whether to stay within the newly established limits, or to pay an established fee to access the Service. Any changes in the contractual relationship between the User and Seejay will be governed by an express Contract that will be signed by both Parties.
11. CUSTOM PLANS
1. Seejay is also available through Custom Subscription plans. With Custom Subscription plans, a User is entitled to cancelation without penalty or motive within 10 working days from the Subscription activation date. It is understood that the right of cancellation cannot be exercised in the event that the User has used or partially used the Service prior to the expiration of the 10 days.
Payment must be made by credit card or with PayPal. Seejay will store credit card and PayPal information in compliance with the security standards set by the credit card industry. For Custom Subscription plans paid by credit card or with PayPal, the User expressly authorizes Seejay to charge for the respective cost of the Subscription plan on a periodic basis, ensuring availability of the required funds. Should the Custom Subscription plan call for automated renewal, the User guarantees the availability of the required funds for renewal. In all instances Seejay cannot be held responsible for the fraudulent use of User credit card information by third parties. By subscribing to a Custom Subscription plan, the User agrees to pay all costs and charges incurred by the account, including applicable taxes and fees. Payment will be charged at the time of subscription and will cover the use of the Custom Subscription plan as specified in the Contract that will be signed by both Parties. All billing information, including terms of payment, must be kept up to date. The User certifies they are authorized to use the chosen method of payment to pay for the Service costs and applicable fees. The User agrees and is fully responsible for all expenses and fees incurred through their Seejay account.
Seejay reserves the right to terminate an account in the event that the User does not pay the costs, taxes or associated fees of the Custom Subscription plan. Service costs are non-refundable.
12. APPLICABLE LAWS AND JURISDICTION
13. MANDATORY PROVISIONS. PRESERVATION OF CONTRACT
14. INFORMATION AND CONSENT ON PERSONAL DATA TREATMENT
1. Pursuant to Article 7, Legislative Decree no. 70/2003 and Article 13 of 196/2003: The data controller of personal data is SeeJay Srl, REA RM 1361799 Partita IVA 12257931001.
2. SeeJay informs the Licensee that Legislative Decree no. 196/2003 contains provisions for the protection of persons and other entities regarding personal data. Based on said law, personal data will be treated pursuant to the principles of propriety, lawfulness and transparency, protecting the confidentiality and rights of the individual. The following information is provided pursuant to Article 13 of Legislative Decree no. 196/2003.
3. The use of personal data will:
- Aim to finalize, manage and execute Service contracts; organize, manage and execute the delivery of Service, including the communication of data to SeeJay suppliers or associates; meet legal obligations or other such obligations required by relevant authorities;
- Be carried out by electronic and automated or non-automated (manual) means;
- Preclude disclosure of personal data to other entities without express consent, except when strictly necessary for the proper execution of this Agreement;
- Provide sole ownership of Subscriber and User personal data to the Licensee, thereby requiring the Licensee to inform Subscribers and Users about personal data processing and to obtain their consent for any data processing completed. The Licensee presently indemnifies SeeJay Srl of any liability in this regard.
4. The disclosure of personal information is essential but not mandatory, and while
refusal to grant data does not have any consequences, it may result in the inability
to provide the Service.
5. The Licensee may exercise its rights and contact the data controller at the address indicated in this Agreement, as provided by Article 7 of Legislative Decree no. 196/ 2003, as follows:
Article 7. Right of access (by data-subject) to personal data and other rights:
1. The data-subject has the right to obtain confirmation of the existence (or lack thereof) of personal data, even if unprocessed, and of their communication in intelligible form.
2. The data-subject has the right to be informed of: a) the source of the personal data; b) the purposes and methods of its processing; c) the logic applied in cases of electronic processing; d) identification data concerning the data controller, owner and the appointed representative pursuant to Article 5, Paragraph 2; e) the entities or types of entities to whom personal data may be communicated, or who may come to know it as appointed representative or agents of the State.
3. The data-subject has the right to obtain: a) updating, rectification or (if necessary) integration of said data; b) erasure, anonymization, or blocking of data which have been processed unlawfully, including data which need not be kept for the purposes which the data were collected or subsequently processed; c) acknowledgement that the activities mentioned in (a) and (b) were brought to the attention, including as pertains to their content, to those to whom the data were disclosed or disseminated, except cases in which such requirement proves impossible or disproportionately onerous compared to the right being protected.
4. The data-subject can oppose, in whole or in part: a) the processing of his/her data for lawful reasons, even if pertinent to the purpose of its collection; b) the processing of personal data for advertising or direct marketing purposes, for carrying out market research or for promotional communications.
6. SeeJay agrees to enact the organizational, physical and logistical measures called for by Article 31 to 36 of Legislative Decree no. 196/2003, and of its various regulations, to ensure the confidentiality and security of personal data.
7. The Licensee declares to have read all information provided by SeeJay Srl pursuant to Article 13 of Legislative Decree no. 196/2003, and to grant its consent for processing personal data for the purposes indicated herein.