Warning: read this agreement (hereinafter, the “agreement”) carefully before accessing the application and using the service.
If the client accesses the application and uses the service in the manner indicated in this contract, he expressly declares to know and accept the integrity of the following terms of the contract that will be fully applicable to their relationship with the supplier.
If these contractual terms are not acceptable to you in whole or in part, do not access the application or use the service.
Of the one part, Codegram Technologies SL, (hereinafter the “SUPPLIER”) based in Rambla d’Ègara 235, 5-2, 08224 Terrassa, Spain with Tax Identity B65148900. From the other, the entity with CIF and registered office indicated in the form (hereinafter the “CLIENT”).
The CLIENT and the SUPPLIER, from now on called, individually, “the Part” and, jointly, “the Parts”, mutually recognize the legal capacity and to act sufficient for the signing of this Contract
By virtue of the Contract, the SUPPLIER undertakes to give the CLIENT access to its server to use the following computer applications: Empresaula, hereinafter "the Servicios" via Internet and by remote access, and enable the CLIENT to connect at any time and run the programs, collect, modify or add data within the server applications www.empresaula.com, and all in the terms and conditions provided in this Contract and its annexes.
2 General and specific terms and conditions for the provision of services
The Services will be provided under the following general terms and conditions:
- The SUPPLIER will be responsible for the quality of the work carried out with the due diligence of an expert company in the provision of the services covered by the Contract.
- The SUPPLIER undertakes to manage and obtain, at its own expense, all licenses, permits and administrative authorizations that may be necessary to carry out the Services.
- The SUPPLIER will be responsible for all taxes, whatever their nature and character, that accrue as a result of the Contract, as well as any physical and legal operations that it entails, except for the Value Added Tax (VAT) or its equivalent, that the SUPPLIER will pass on to the CLIENT.
- The SUPPLIER will keep confidentiality regarding the information provided by the CLIENT in or for the execution of the Contract or that by its very nature should be treated as such. All information that is disclosed by the CLIENT, that which must be disclosed in accordance with the law or with a judicial resolution or act of competent authority, is excluded from the category of confidential information. This duty will be maintained for a period of three years from the end of the service.
- In the event that the provision of the Services implies the need to access personal data, the SUPPLIER, as the person in charge of the treatment, is obliged to comply with Law 15/1999, of December 13, on the Personal Data Protection, and Spanish Royal Decree 1720/2007, of December 21, approving the Development Regulation of the Organic Law 15/1999, and other applicable regulations.
The SUPPLIER will therefore be liable for any infractions that may be incurred in the event that it uses the personal data for another purpose, communicates it to a third party, or, in general, uses it irregularly, as well as when it does not adopt the measures corresponding for storage and custody. For this purpose, it is obliged to indemnify the CLIENT, for any damages that it suffers directly, or for any claim, action or procedure that derives from a breach or defective fulfilment by the SUPPLIER of the provisions of both the Contract and the provisions set in the Personal Data Protection Regulation
For the purposes of article 12 of Law 15/1999, the SUPPLIER will only process the personal data to which it has access in accordance with the CLIENT's instructions and will not apply or use them for a purpose other than the object of the Contract, nor will it communicate them , not even for conservation, to other people. In the event that the SUPPLIER uses the data for another purpose, communicates it or uses it in breach of the stipulations of the Contract, it will also be considered responsible for the treatment, responding to the infractions in which it has personally incurred.
The SUPPLIER must adopt the necessary technical and organizational measures to guarantee the security of personal data and avoid its alteration, loss, treatment or unauthorized access, taking into account the state of technology, the nature of the stored data and the risks to which they are exposed, whether they come from human action or from the physical or natural environment. For these purposes, the SUPPLIER must apply the security levels established in Spanish Royal Decree 1720/2007, in accordance with the nature of the data it deals with.
- The SUPPLIER will be responsible for the correctness and precision of the documents it provides to the CLIENT in execution of the Contract and will promptly notify the CLIENT when it detects an error so that it can adopt the corrective measures and actions it deems appropriate.
- The SUPPLIER will be liable for the damages that may arise for the CLIENT and for any claims that may be made by a third party, and that are directly caused by errors of the SUPPLIER, or its staff, in the execution of the Contract or that derive from the lack of diligence referred to above.
- The obligations established for the SUPPLIER by this clause will also be mandatory for its possible employees, collaborators, both external and internal, and subcontractors, for which the SUPPLIER will respond to the CLIENT if such obligations are breached by the employees.
The SUPPLIER will provide the Services under the following specific terms and conditions: it will give the CUSTOMER access to its server to use the following computer applications over the Internet.
- The computer applications are: Empresaula
- The SUPPLIER has all updated licenses and permits for collective use of the owners protected by the Spanish Intellectual Property Act or by the Spanish Industrial Property Law of the programs and applications included in its server.
- The SUPPLIER undertakes to acquire the licenses and permissions for the use of the latest versions or updates of the programs and applications included on its server and offer them to the CUSTOMER in case they are interested in hiring the updated versions.
- The SUPPLIER will provide the CUSTOMER with a user code and password to enter the server www.empresaula.com and be able to access the applications that are the object of this contract.
- The user code can be accessed from any terminal.
- The CLIENT may access the applications through the server at any time, 24 hours a day every day of the year, and run the programs, collect, modify or add data within the server applications through the Internet.
- The CLIENT will access the server by following the SUPPLIER's instructions at all times and applying the manual of the programs and applications found on the server.
- The CLIENT will not be able to create users of the type "profesor" to be used by students.
- The CLIENT may only create virtual companies in the Empresaula environment for their own use, never for third parties.
- The CLIENT may not resell the Services.
- The SUPPLIER makes available to the CUSTOMER an error notification mechanism integrated into the application, in addition to the e-mail address: firstname.lastname@example.org where it can submit errors. The SUPPLIER must solve incidents or problems of any kind.
- The SUPPLIER will ensure that remote access to the server does not suffer any incident and in the event that it occurs, it will take the necessary measures to resolve it as soon as possible.
- The maintenance, updating and any incident of the server components are the responsibility of the SUPPLIER. This must ensure that it has sufficient capacity and tools to cope with peaks in demand that may occur.
- The SUPPLIER will execute the Contract executing the Services in a competent and professional manner, complying with the required quality levels.
3 Policy of use
The CUSTOMER is solely responsible for determining whether the services that constitute the object of this Contract meet their needs, so the SUPPLIER does not guarantee that the ASP service provided meets the specific needs of the CUSTOMER. The SUPPLIER is not responsible for the legality of the data that may be entered by the CLIENT through the service provided by this contract. The CUSTOMER undertakes to state in a clear, visible and accessible way from its contents, its identification data as the sole party responsible for the contents, placing a notice in its contents of the use policy.
4 Price and invoicing
The SUPPLIER reserves the right to review the fees annually.
The payment of the invoices will be made by bank transfer to the IBAN indicated in the invoice provided to the CLIENT in each case.
5 Contract period
The term of duration of this Contract is equal to the school-year period from the date referred to in the heading of the Contract. The Contract will be automatically extended in periods of one calendar year if it is not expressly specified and in writing one month in advance.
6 Service level agreement
- All the Services provided by the SUPPLIER will be carried out by specialized staff in each matter. The SUPPLIER's staff will provide all the necessary, adequate and updated material to provide the Services.
- Breakdowns or malfunctions of the Service will be communicated to the SUPPLIER via email at the address email@example.com.
- The incidents will be resolved in different periods, depending on their nature:
- Critical incident: Resolution in less than 24 hours if it is not due to a general failure of the company that provides data storage or hosting services or other providers involved.
- Medium incident: In less than 7 days.
- Mild incident: In a maximum period of 30 days.
Critical incident is understood as: incidents that totally prevent access to the Service.
Medium incident is understood to be the incidents that, within the framework of the provision of the Services, moderately affect the CLIENT.
A minor incident is understood as: incidents that are limited to hinder the provision of Services.
The Parties may modify the contract by mutual agreement and in writing..
The Parties may terminate the Contract, with the right to compensation for damages caused, in case of breach of the established obligations.
The notifications made by the Parties must be made by mail with acknowledgment of receipt to the following addresses:
CLIENT: Specified in the form
10 Protection of personal data
By accepting this Contract, the CLIENT expressly authorizes the SUPPLIER to incorporate personal data, in the file called "CLIENTES", of which the SUPPLIER is responsible, in order to activate the contracted Services, and register as a client, authenticate the username and password to allow the use of the SUPPLIER's Services that the CLIENT has contracted, as well as to keep you informed of new products and services of the SUPPLIER or of the promotional campaigns of the SUPPLIER, by any means of communication, including email, or equivalent means of communication, that the CLIENT expressly agrees to receive. The communication of the personal data indicated is mandatory since otherwise, the SUPPLIER could not provide the contracted Services. The CLIENT may exercise their rights of access, rectification, cancellation and opposition by directing their request to firstname.lastname@example.org.
The CLIENT declares to have fulfilled all the requirements established in the current legislation regarding Protection of personal data, and to have obtained all the consents, licenses and authorizations necessary to carry out the collection, treatment, assignment and international transfer, if applicable, of the personal data of the users necessary for the use of the Services. Likewise, the CLIENT undertakes to exempt from liability and hold the SUPPLIER harmless for the sanctions or compensation that may be imposed for damages that may be caused to third parties in the event of any breach of the legislation on Protection of personal data.
In any case, the SUPPLIER and the company that provides data storage or hosting services and data back-up services to the SUPPLIER with the sole purpose of complying with the provisions of this Contract , and that the CLIENT will be notified at all times, they undertake to process the personal data of the users that the CLIENT incorporates into the computer system that the SUPPLIER makes available to the CLIENT by virtue of the provisions of this Contract, as managers. treatment, solely in accordance with the CLIENT's instructions, not to apply or use them for a purpose other than the purpose indicated in this contract, nor to communicate them to other people not even for their conservation. The SUPPLIER and the company that provides data storage or hosting services and data back-up services to the SUPPLIER undertake to apply the security measures adopted by the CLIENT and which the CLIENT will provide to the SUPPLIER for this purpose. At the end of this Contract, the personal data of the users will be incorporated by the client in the SUPPLIER's platform, they will be destroyed or returned to the CLIENT, as well as any support or document containing any personal data that is the object of the treatment.
11 Legal regime
This contract has a commercial nature, and in no case is there a labor relationship between the CLIENT and the SUPPLIER's staff that specifically provides the Services.
The parties for any controversy, discrepancy, application or interpretation of the contract, submit to expressly, waiving any other jurisdiction that may correspond to the decision of the matter or litigation raised, through the institutional arbitration of the Arbitration Court of the Official College of Computer Engineering of Catalonia, hereinafter TA-COEIC, to which the administration of the arbitration and the appointment of arbitrators. The arbitration will be fair and will be carried out in accordance with the procedure established in the TA-COEIC Regulations and, in matters not provided for, according to Law 60/2003, of December 23, on Arbitration. Both parties are obliged to accept and comply with the decision contained in the arbitration award, issued in accordance with the provisions of the aforementioned TA-COEIC regulations.
In the event that the arbitration is not carried out by mutual agreement or was declared void, both parties submit to the courts and tribunals of the city of Terrassa, waiving any other jurisdiction that may correspond to them.