Information on the Processing of Personal Data for users (Privacy Policy)

Warning: this content has been automatically translated from the Italian language. In case of conflict between this version and the original version, the Italian version will take effect.

Annex 2 - INFORMATION ON THE PROCESSING OF PERSONAL DATA

pursuant to art. 13 and 14 of Regulation (EU) 2016/679 relating to the protection of individuals with regard to the processing of personal data


Digital Solution (hereinafter also "Owner"), with registered office and VAT number as declared in the above-mentioned contract and in the related annexes to which this information is linked (the " Contract "), as data controller informs you, to pursuant to articles 13 and 14 of the European Regulation 679/2016 relating to the protection of personal data (" GDPR ") of the following.

  1. Type of data processed

Digital Solution is the owner of the processing of personal data communicated at the time of signing the Contract and subsequently provided on the occasion of the execution of the Contract.

The personal data that Digital Solution collects in relation to the management of the contractual relationship and in any pre-contractual phases can be provided directly by the interested party (as defined below) or by the customer, in the case of internal contacts of the customer in charge of managing the contract. The personal data processed by Digital Solution can be, by way of example and not exhaustively, the names, qualifications, telephone numbers, tax code, payment and bank data, possibly the company name and e-mail addresses of natural persons and legal representatives of companies such as contracting parties of the Agreement as well as internal references for contract management (hereinafter, the "interested parties" and "data").

Some information, relating for example to the data of representatives and agents, or to financial statements or customer custody, is also acquired from public sources (for example Chambers of Commerce, or commercial information services).

  1. Purpose of the treatment

Data processing is carried out by Digital Solution in the performance of its economic and commercial activities for purposes related to the establishment, management and execution of commercial relationships, including the management of the pre-contractual relationship. In particular, the data provided by the interested parties will be processed, mainly through IT tools, for the following purposes:

a) the execution of obligations strictly connected to the management of the Contract, including the administrative and accounting management of the contracts, the management of payments and invoices, the release of services and the management of customer support services. The provision of data for these activities is essential for the correct management of the Contract and does not require the consent of the interested party (art.6 (1) (b) of the GDPR);
b) the execution of activities instrumental to the management of the Contract, including the scheduling of activities, the protection management of any litigation and debt collection for which the provision of data, where necessary, is optional and whose treatment is based on legitimate interest of Digital Solution;
c) the fulfillment of obligations deriving from the law, regulations or community legislation (e.g. tax and accounting obligations) for which the provision of data is mandatory and the processing does not require the consent of the interested party (art.6 (1) (c ) of the GDPR);

  1. Processing methods

The Data will be processed by the Company with electronic and manual systems according to the principles of correctness, loyalty and transparency envisaged by the applicable legislation on the protection of personal data and protecting the privacy of the interested party through technical and organizational security measures to guarantee a level of adequate security.

  1. Data retention

The Data necessary for the management of the Contract and the fulfillment of the charges referred to in letter (a) and (b) of point 2 of this information will be kept by the Owner in its archives for 10 years following the recording of the operations in compliance with the civil and fiscal obligations imposed by current legislation. Similarly, the Data referred to in letter (c) of point 2 necessary for the protection in case of dispute or controversy will be kept for 10 years from the termination of the Contract.

  1. Communication, dissemination and transfer of data

The Data will be processed, within the limits of what is necessary, by the authorized, properly trained and trained staff of the Data Controller, as well as by the staff of third parties who provide services to the Data Controller and perform Data processing on behalf of and on the instruction of the latter as managers of the treatment. These are those who provide IT services (e.g. hosting provider), call center services, debt collection activities, customer support services (e.g. ticketing management), support services for marketing activities (e.g. direct email marketing) and third-party companies, including the companies of the Digital Solution Group, which provide complementary activities (e.g. delivery activities - mainly consisting of providing the customer with installation services, parameterization, configuration, customization and start-up of the IT system). The complete and updated list of the subjects that process the Data as data processors is available on request to the Data Protection Officer.

In cases where the contractual relationship requires the intervention of our commercial partners, the Data Controller may share some Data with distributors, resellers and partners belonging to the distribution chain of Digital Solution products and services. In carrying out its ordinary business activities, the Data may be communicated to subjects who carry out control, revision and certification of the activities carried out by the Data Controller, consultants and freelancers in the context of tax, judicial assistance services and in the case of corporate operations for which it is necessary to evaluate the corporate assets, to other companies of the Digital Solution Group where this is necessary for the purposes of coordination and control of the Group, public bodies and administrations, including tax authorities where this is necessary, as well as to persons entitled to law to receive such information, Italian and foreign judicial authorities and other public authorities, for the purposes related to the fulfillment of legal obligations, or for the fulfillment of the obligations assumed and arising from the contractual relationship, including for the need of defense in court. The contact data could be communicated for completely occasional needs to customers and / or suppliers of the Data Controller, for example if they have to collaborate with these subjects for the purpose of providing the services.

The Data will in no case be disclosed nor will it generally be transferred outside the European Union. However, where - for specific needs related to the location of the third party with which the Data can be shared, some Data are transferred outside the European Economic Area, the Data Controller undertakes to guarantee adequate levels of protection and safeguard, including contractual ones, including the stipulation of standard contractual clauses (a copy of the commitments undertaken by third parties in the context of these clauses may be requested by request to be sent to the Data Protection Officer).

  1. Marketing and profiling

With the consent of the interested party or in any other cases that may be permitted by the legislation on the protection of personal data, the data may be processed by Digital Solution Srl also for the following purposes:

a) the sending via e-mail and with automatic messages or by telephone, of offers and commercial initiatives relating to products or services of the companies of the Digital Solution Group as well as the conduct of market research or other customer satisfaction initiatives promoted by Digital Solution rl If the provision of any data for this purpose is requested, this provision will be optional. The consent can be revoked at any time, freely in the ways indicated in the following point 7 or through the cancellation link available in each electronic communication. Failure to issue or revoke consent does not in any way prejudice the execution of the Contract;

b) the interested party's analysis of the habits of use of the products and services of the Digital Solution Group on the basis of what may be considered of interest to him in order to improve his products and services with functionalities that may result of greater interest to customers both to offer the interested party products that could respond more precisely to their needs. If the provision of any data for this purpose is requested, this provision will be optional. Any use of information relating to the use of products or services attributable to the client a legal person may be carried out by Digital Solution Srl even in the absence of specific consent, unless otherwise required by law. Consent may be revoked at any time freely in the ways indicated in point 7 below; any failure to release or revoke consent does not in any way prejudice the execution of the Contract.

The Owner reserves the right to use the Customer's email address provided in the context of the stipulation and management of the Contract for the sending of communications for the direct marketing of the Company's products or services similar to those covered by the Contract to which the this information, without prejudice to the right of the interested party to oppose at any time the receipt of such communications by ticking the appropriate checkbox or writing to the Licensor, at the addresses below.

With the consent of the interested party, in order to receive promotions and commercial initiatives, Digital Solution may also communicate the Data to the companies of the Digital Solution Group as well as to partner companies for the sending of promotions and commercial initiatives by them.

Without prejudice to the hypothesis of exercising the data cancellation rights and the rights of opposition and limitation of the processing referred to in point 7 of this information, the data processed for the purposes referred to in this point will be stored and processed in compliance with the applicable legislation for the protection of personal data for the entire period of time necessary to fulfill the aforementioned purposes to the maximum extent of 24 months or the maximum maximum period allowed by law for the profiling referred to in letter a) of this point; otherwise, for the purposes referred to in letter b) of this point, the processing will be carried out until the interested party withdraws consent.

  1. What are the rights of the interested party

The interested party may exercise, in relation to the processing of the data described therein, the rights provided for by the GDPR (articles 15-21), including:

To exercise these rights, the interested party can contact the Data Protection Officer by sending his request to [email protected], or by sending communication by mail to:

Digital Solution Srl
Via Archimede, 207
00197 Rome
ca: Data Protection Officer

When contacting us, the interested party must make sure to include his name, email / postal address and / or telephone number (s) to be sure that his request can be handled correctly.

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Contract's General Conditions

General Conditions for Business Driver
 Effective March 17, 2020

Welcome!

Business Driver is a professional software application offered in SaaS mode exclusively to companies and organizations, or to all natural or legal persons or partnerships with legal personality who act in the exercise of their entrepreneurial, commercial or professional activity.

Business Driver is a service offered by Digital Solution Srl with registered office in Rome, Via Archimede 207, VAT number and Tax Code 13873451002 ("Digital Solution").

These General Conditions regulate the relationship between Digital Solution and the subject ("Contractor") who signs this Agreement in the context of the supply of Business Drivers and Associated Applications (collectively, the "Services").

If the Contractor signs this Agreement on behalf of a company or other legal entity, the Contractor declares to have the authority to bind this entity ("Customer") to these General Conditions; in this case, any reference to the Contractor will be understood as referring to this entity.

By registering for the Service, the Contractor accepts these General Conditions and the following attachments which form an integral part of this Contract:

Annex 1 - Definitions of terms
Annex 2 - Information on the processing of personal data ("DPS")
Annex 3 - Agreement on data processing ("DPA")
Annex 4 - Technical and organizational measures ("TOM")

The definitions of the terms shown with the initial capital letter used in this document are given in Annex 1 - Definitions of the terms.

Content index

  1. Eligibility to subscribe to Business Driver
  2. Licensing and restrictions
  3. Customer obligations and responsibilities
  4. Confidentiality of data
  5. Assistance
  6. Updates and Developments
  7. fees
  8. Intellectual property
  9. indemnity
  10. Digital Solution responsibility
  11. Unilateral changes
  12. Availability, Interruption and Suspension
  13. Withdrawal
  14. Express termination clause
  15. Effects of the termination of the Contract
  16. Applicable law and exclusive forum
  17. Novative effect
  18. Tolerance
  19. Invalidity and partial ineffectiveness
  20. Personal data treatment

 

 

 

  1. Eligibility to subscribe to Business Driver

1.1. Business Driver is an application intended exclusively for companies and organizations, that is, for all natural or legal persons or partnerships with legal personality who act in the exercise of their entrepreneurial, commercial or professional activity. Business Driver is not intended for other subjects, in particular for consumers. A person under the age of 18 or considered a minor in their country of residence cannot register for Business Driver.

1.2. By accepting these General Conditions, the Customer declares to (i) have all the rights and powers necessary to conclude and give full and effective execution of the Contract and (ii) to use the Services as part of his business activity, artisanal, commercial or professional and that, therefore, the provisions of Legislative Decree 206/2005 to protect consumers do not apply to you. The Customer undertakes to provide Digital Solution with all the information necessary to allow a correct and complete fulfillment of the obligations assumed pursuant to this Contract.

1.3. The Customer undertakes to ensure that the provisions of the Contract are respected by each User, whether they are employees and / or collaborators. Also pursuant to art. 1381 of the Italian Civil Code, the Customer is considered exclusively responsible for the work of these subjects and also guarantees compliance with all applicable regulations, including those in tax and civil matters.

1.4. If Digital Solution reasonably believes that the indicated requirements are not met by the Customer or a User, without liability and in its sole discretion, Digital Solution has the right to suspend or cancel this User Account (s) and the related User Data and / or deactivate any parts, aspects or functions of the Business Driver or, as the case may be, terminate the entire Contract for just cause with immediate effect.

 

  1. Licensing and restrictions

2.1. Business Driver grants the Customer the non-exclusive, non-transferable, temporary, revocable, royalty-free right to use the Service worldwide ("License"), exclusively for internal corporate purposes, from any technically compatible device, in accordance with the terms and conditions of this Agreement. All rights not expressly granted are reserved rights of Business Driver and its licensors.

2.2. User licenses cannot be shared or used by more than a single User but can be reassigned, from time to time, to new Users who replace previous Users who may have ceased their occupation or have changed their working status or role and no longer use the Service.

2.3 Local availability may be limited. Business Driver may not be available in all countries or accessible from all countries or may be used in a certain location. The Customer is responsible for complying with the Laws applicable in his jurisdiction, State or Country and must not use Business Driver, in the event that such use involves a violation of the applicable Law. Digital Solution reserves the right to modify or disable Business Driver functions and functions and / or any related services, if this is necessary to comply with the local regulations in force. Digital Solution has the right to block access to Business Drivers from certain countries or jurisdictions. This limitation, modification or deactivation does not give the right to early termination of the Contract.

 

  1. Customer obligations and responsibilities

3.1. The Customer undertakes to pay Digital Solution the Fees due as required by the Order form.

3.2. The Contractor is required to know the identity of any registered or invited user. It is forbidden to allow the use of Business Drivers to subjects who have not been identified.

3.3. The Customer is required to keep and ensure that each User keeps their Access Credentials with the utmost confidentiality and diligence, obliging themselves not to transfer them or allow their use to third parties. If the Customer or the User has the reasonable suspicion that one or more passwords have been violated, he must inform the Assistance service without delay.

3.4. The Customer is aware of the fact that the knowledge of the Access Credentials by third parties would allow the latter to use unauthorized Business Drivers, the unauthorized use of the Services and access to any information stored therein. The Customer will in any case be held exclusively responsible for any use, authorized or otherwise, of Business Driver through the Access Credentials.

3.5. The Customer undertakes to independently acquire hardware and software, as well as adequate Connectivity in order to be able to access the Internet and use the Services exclusively for the purposes for which they are intended. It is forbidden to use Business Driver for the purpose of depositing, storing, sending, publishing, transmitting and / or sharing data, applications or IT documents that: (a) conflict with or violate the Privacy or Intellectual Property rights owned by Digital Solution and / or third parties; (b) have discriminatory, defamatory, libelous or threatening content; (c) contain pornographic, child pornography, obscene or otherwise contrary to public morals material; (d) contain viruses, worms, Trojan horses or other codes, files, scripts, agents or programs harmful to computers and software (e) constitute spamming, phishing and / or similar activities; (f) may interfere with the integrity or performance of the Service or the data contained therein; (g) are in any case contrary to the applicable regulatory and / or regulatory provisions.

 

  1. Confidentiality of data

4.1. Digital Solution pays close attention to the security and protection of such Personal Data. When entering into the Contract, the Customer also signs the Data Processing Agreement (DPA), which is based on a Data Controller model. The signing of the DPA is mandatory. With this document, the Customer also accepts that the conditions of the DPA and the Privacy Policy (DPS) will apply to each User of the Customer's Tenancy, also agreeing to take the appropriate measures to ensure that these conditions are also binding for them. .

4.2. Digital Solution will process the Personal Data provided only for the purpose of the Business Driver functioning and will delete such Personal Data from its systems if they are no longer necessary for the purpose in question, without prejudice to any data retention obligations in accordance with the applicable Laws.

 

  1. Assistance

5.1. Faced with the timely payment of the Fees, Digital Solution undertakes to provide the Customer with an Assistance service, in accordance with the timing and procedures published on the Business Driver website.

5.2. The Customer acknowledges and accepts that the Assistance service will be provided exclusively remotely, any direct intervention on the Customer's IT systems being expressly excluded.

 

  1. Updates and Developments

6.1. The Customer acknowledges that Business Driver is subject, by its very nature, to a constant technological and regulatory evolution which requires continuous and expensive updating, development and, in some cases, replacement activities, necessary in order to guarantee their functionality.

6.2 The Customer acknowledges and agrees that, where deemed appropriate at the unquestionable judgment of Digital Solution, the Updates and Developments may: (i) determine the modification or deletion of some features of the Software; (ii) consist of substitutions or migrations (even partial) of Business Drivers.

6.3. The Customer exonerates Digital Solution from any liability related to any damage deriving from potential Updates and Developments, unless such damage derives from willful misconduct or gross negligence of Digital Solution.

 

  1. fees

7.1. In the face of the supply of Business Drivers, the Customer undertakes to pay Digital Solutions the Fees indicated in the Order, according to the methods and timescales provided therein. In the absence of express provision in the Order, the Fees must be paid in advance of each deadline provided for by the subscribed subscription.

7.2. In the event of non-payment or delayed payment of any sum due pursuant to the Contract, the Customer will automatically lapse from the benefit of the term and interest on arrears will accrue on the sums due to the extent required by Legislative Decree 231/2002.

7.3. The Customer waives the right to propose exceptions without having previously fulfilled his payment obligations pursuant to this article 7.

 

  1. Intellectual property

8.1. Only Business Driver and, where applicable, its licensors, are owners of all rights, titles and interests, including all intellectual property rights and economic exploitation rights relating to Technology, Content and Business Driver Service, as well as any suggestions, ideas, requests for improvement, advice or other information regarding the Service, provided by the Contractor or by any other party. This Agreement does not constitute a sale and does not guarantee to the contracting party any property right on or connected to the Service or to the intellectual property rights of which Digital Solution is the owner.

8.2. The Business Driver name, the Business Driver logo, product names, logos, domain names and other distinctive signs however associated with the Services are trademarks of Digital Solution or third parties and no right or license to use them is granted.

8.3. The Customer undertakes, also pursuant to art. 1381 of the Italian Civil Code for each User, to use the Services within the limits of the License and in compliance with the Intellectual Property rights of Digital Solution or third parties.

8.4. The Contractor undertakes not to (i) license, sublicense, sell, resell, transfer, assign, distribute or exploit in any other way for commercial purposes, or make the Services available to any third parties in any way; (ii) modify or create derivative works based on the Services; (iii) perform "framing" or "mirroring" on any other wireless or Internet-based server or device; (iv) reverse engineer or access the Service for the purpose of (a) creating a competitive product or service, (b) creating a product using ideas, features, functions or graphics similar to those of the Services or (c) copying any ideas, features, function or graphics of the Services.

 

  1. indemnity

9.1. The Customer undertakes to indemnify and hold harmless Digital Solution from any damage, claim, responsibility and / or burden, direct or indirect and including reasonable legal costs, that Digital Solution should suffer or bear as a consequence of the Customer's default and / or a User of each of the obligations set out in the Contract and, in particular, of the provisions of article 3 (Customer's Obligations and Responsibilities).

 

  1. Digital Solution responsibility

10.1. Digital Solution does not issue express or implied declarations or guarantees that the Services are suitable to meet the specific needs of the Customer, that they are free from errors or that have functions not provided for in the technical specifications and in the related documentation.

10.2. Digital Solution cannot be held responsible for damages, direct or indirect, of any nature and extent, which may arise to the Customer and / or to each User and / or third parties as a consequence of the use of the Services in a manner not in compliance with the provisions of the Contract and / or applicable laws.

10.3. Digital Solution will not be in any way responsible for any malfunctions and / or failure to use the Services that derive from (i) inadequate Connectivity by the Customer, (ii) delays, limitation, malfunctions of the Internet and the infrastructure's communication lines Cloud or third party.

10.4. In no case can Digital Solution be held responsible for any damages or losses, of any nature or entity, deriving from the processing carried out by the Customer and / or each User through the Services, being in any case the Customer and / or User required to verify the correctness of such processing.

10.5. Digital Solution, without prejudice to the mandatory limits of the law, cannot in any case be held responsible for any damage (direct or indirect), cost, loss and / or expense that the Customer and / or third parties should suffer as a result of IT attacks, hacking activities and, in general, unauthorized and unauthorized access by third parties to the Data Center, Cloud Infrastructure, Business Driver and Connected Applications and, in general, to the Customer's IT systems and / or Digital Solution, from which the following consequences may arise, without claiming to be exhaustive: (i) failure to use the Services; (ii) loss of ownership data or in any case in the availability of the Customer; and (iii) damage to the Customer's hardware and / or software systems.

10.6. Except in the case of willful misconduct or gross negligence, the liability of Digital Solution can never exceed the amount of the Fees paid by the Customer pursuant to this Agreement in the last renewal period. Digital Solution cannot be held responsible for any loss of profit, loss of earnings or indirect damage, loss or damage of data, downtime, loss of commercial opportunities or other benefits, payment of penalties, delays or other responsibilities of the Customer towards third parties.

 

  1. Unilateral changes

11.1. All communications to the Customer relating to the Contract can be made to the email address provided during registration. It is understood that it will be the Customer's responsibility and responsibility to keep his / her contact details updated through the appropriate function present in the Software.

11.2. The Contract can be modified by Digital Solution at any time, by giving simple written communication to the Customer, also via the main Business Driver screen.

11.3. Any changes to the General Conditions are generally communicated to the Customer, or to the Administrator of a Tenancy, via email and via the main Business Driver screen with at least 4 (four) weeks' notice. If the entry into force of the new General Conditions is subsequent to the expiration of the Customer's subscription, the Customer may decide not to renew the subscribed subscription or to renew the subscription within the deadline through the online procedure. In case of renewal, the Customer accepts the new General Conditions and the changes made.

11.4. If the entry into force of the new General Conditions is prior to the expiry of a current subscription, the Customer has the right to withdraw within 15 days from the communication of variation, by sending a written request to [email protected] indicating the last day in to which the Services must be terminated. In this case Digital Solution will proceed, in the following 30 days, to make a pro-rata refund to the Customer for the unused days.

11.4. In the absence of exercise of the right of withdrawal by the Customer, in the terms and in the ways indicated above, the changes to the Contract will be considered definitively known and accepted by the latter and will become definitively effective and binding.

 

  1. Availability, Interruption and Suspension

12.1. Business Driver declares and warrants that it will provide the Service in a manner consistent with the general industry standards reasonably applicable to such provision and that the Service will function substantially in accordance with the Business Driver online documentation during normal use and under normal circumstances. Digital Solution will make every reasonable effort to ensure maximum availability of the Services.

12.2. However, the Customer acknowledges and accepts that Digital Solution may suspend and / or interrupt the supply of the Services, upon written communication to the Customer, should routine or extraordinary maintenance work be necessary to the Data Center and / or the Cloud Infrastructure and / or the software itself. In such cases, Digital Solution undertakes to restore the availability of the Services in the shortest possible time.

12.3. Except as provided in paragraphs 12.4 and 12.1, Digital Solution also reserves the right to suspend or interrupt the supply of the Services and access to the Customer, to each User or to prevent access to the data stored there:

(a) in the event of non-payment or delayed payment, in whole or in part, of the Fees;

(b) if there are security and / or confidentiality reasons;

(c) in the event of breach by the Customer and / or each User of the legal obligations regarding the use of IT services and the Internet;

(d) if it becomes aware of a violation of the provisions of article 3;

(e) if an express request to that effect is made by a court or administrative body on the basis of current regulations;

(f) in the event that problems occur to the Data Center and / or to the Cloud Infrastructure and / or to the Software that cannot be remedied without suspending the related access, including the hypothesis of relative replacement and / or even partial migration.

12.4. In any case of interruption or suspension of services, Business Driver will make every reasonable effort to provide the Customer, where possible with adequate notice, a communication relating to the suspension and the expected recovery times.

 

  1. Withdrawal

13.1. Digital Solution reserves the right to withdraw from this Agreement at any time, by notifying the Customer via email and / or via the Business Driver login screen to be sent to the Customer with at least 4 (four) weeks' notice.

13.2. In the event that Digital Solution exercises its right of withdrawal for reasons other than those referred to in paragraph 14 below, the Customer will be entitled to the refund of the fee for the period of non-use of the Services, if it has already been paid.

13.3. Digital Solution also reserves the right to withdraw from the Contract even in the event that the Customer is seriously in default with reference to any of the possible further contracts concluded between the same Customer and Digital Solution.

 

  1. Express termination clause

14.1. Without prejudice to compensation for damage, Digital Solution reserves the right to terminate the Contract pursuant to art. 1456 of the Italian Civil Code following the sending of a simple written communication in the event of failure by the Customer and / or each User to fulfill even one of the provisions: 1 (Eligibility to subscribe to Business Driver), 3 (Customer Obligations and Responsibilities) , 7 (Fees), 8 (Intellectual Property).

14.2. Without prejudice to the obligation for the Customer to pay the Fees referred to in article 7, Digital Solution, in the event of default by the Customer and / or each User to one of the obligations referred to in paragraph 3, it also reserves the right to stop supplying the Services at any time. In this case, Digital Solution will communicate to the Customer the intention to interrupt the supply of the Services, inviting the Customer, where possible, to remedy the breach within a certain term. In any case, the Customer is obliged to pay the amount due even in the event of interruption of the supply of the Services.

 

  1. Effects of the termination of the Contract

15.1. In the event of termination of the Contract, for any reason, Digital Solution will immediately and definitively cease the supply of the Services.

15.2. Without prejudice to the provisions of paragraph 16.1, following the termination of the Contract, for any reason, the Customer will have the right to download his data, documents and / or contents in the manner indicated by Digital Solution.

15.3. Without prejudice to different agreements between the Parties and the mandatory legal limits, where the Customer has not downloaded or requested the return of the data, documents and / or contents within the term referred to in paragraph 16.2, Digital Solution will have the right to permanently delete them .

15.4. In any case, it is understood that the following provisions will survive the termination of the Contract, for any reason: 3 (Obligations and Responsibilities and customer declarations), 4 (Confidentiality of data), 7 (Considerations), 8 (Intellectual Property), 9 (Indemnity), 10 (Responsibility of Digital Solution), 17 (Applicable law and exclusive forum), 18 (Novative effect), 19 (Tolerance), 20 (Invalidity and partial ineffectiveness).

 

  1. Applicable law and exclusive forum

16.1. This Agreement is subject to the laws of the Italian Republic, regardless of the choice or conflict of legal clauses of any jurisdiction, and any dispute, action, complaint or cause of action arising from or related to this Agreement or the Service, will be subject to jurisdiction exclusive of the Forum of Rome, Italy.

 

  1. Novative effect

17.1. This Agreement replaces any previous or contemporaneous negotiation, discussion or agreement, whether written or oral, between the Parties for the use of the Services, which are considered absorbed and exhaustively exceeded by the provisions of the Contract.

 

  1. Tolerance

18.1. Any omission to assert one or more of the rights provided for in the Contract cannot however be understood as definitive renunciation of these rights and will therefore not prevent the punctual and rigorous fulfillment of them at any other time.

 

  1. Invalidity and partial ineffectiveness

20.1. Any invalidity or ineffectiveness of any of the agreements of the Contract will leave intact the other agreements legally and functionally independent, except as provided for by art. 1419, first paragraph, cc

 

  1. Personal data treatment

20.1. With reference to the processing of personal data of third parties entered or otherwise processed by the Customer through the Software ("Third Party Personal Data"), the Parties acknowledge and agree to comply with the provisions of the GDPR.

20.2. The Customer must indemnify and hold harmless Digital Solution from any prejudice, burden, sanction or claim that Digital Solution should suffer or receive due to the breach by the Customer of the established obligations (including for what concerns any claims or requests by the interested parties or third parties and the related legal defense costs). Digital Solution, in any case, cannot be held responsible for any deficiency, deficiency or incorrectness of the instructions given by the Customer regarding the processing of Third Party Personal Data or for the failure to adopt technical-organizational security measures relating to the own staff.

20.3. The personal data of the Customer, or of the Customer's staff collected and processed by Digital Solution for purposes and with its own methods and whose treatment, therefore, Digital Solution is the Owner pursuant to the GDPR ("Customer Personal Data"), will be processed by Digital Solution in accordance with what is reported in the information issued by Digital Solution pursuant to article 13 of the GDPR.

20.4. The Parties agree that Digital Solution may proceed with the processing and use of purely statistical information, on an aggregate basis, collected in relation to the use of the Services by the Customer, including information relating to the meta-data associated with the documents, for the purpose of study and statistics. For this purpose, the Customer grants Digital Solution a non-exclusive, perpetual, irrevocable license, valid worldwide and free of charge, to use this information for these purposes.

20.5. The Parties recognize that the execution of the Services may entail the processing by Digital Solution of personal data owned by the Customer or of which the Customer has been appointed, in turn, responsible for the processing by the legitimate owner ("Third Beneficiary") . In this regard, the Parties acknowledge that Digital Solution will act in relation to these treatments as Data Processor.

 

ENGLISH VERSION WILL BE AVAILABLE SOON

Allegato 1 – Definizione dei termini

 

Nelle Condizioni Generali per Business Driver, i termini e le espressioni di seguito elencati, quando riportati con iniziale maiuscola, devono intendersi con il significato ad essi attribuito nel presente allegato.
I termini indicati al singolare si intendono anche al plurale e viceversa.

Aggiornamenti e Sviluppi: significa tutti gli aggiornamenti, adattamenti, sviluppi, migliorie e modifiche in genere apportate da Digital Solution e/o dai terzi titolari ai Servizi. Gli Aggiornamenti e Sviluppi non comprendono quelli resi necessari dalla modifica, integrazione, abrogazione o emissione di leggi, decreti, regolamenti, direttive, ordini o decisioni, italiani, comunitari o stranieri che, a insindacabile giudizio di Digital Solution, abbiano un impatto significativo sull’operatività e/o sui costi di Digital Solution e/o sulla struttura dei Software o apportino modifiche sostanziali o strutturali alla normativa in vigore alla data del Contratto.

Amministratore della Tenancy (o Tenant): si riferisce ad un Utente al quale è stato concesso l’accesso alla console di amministrazione del Cliente per Business Driver. L’Amministratore della Tenancy può creare e invitare altri Utenti nella Tenancy, modificare i livelli di accesso al Software, gestire le sottoscrizioni a Business Driver. Il primo Amministratore della Tenancy viene creato in automatico all’atto della registrazione a Business Driver insieme al Contatto del cliente.

Applicazioni Collegate: significa tutte le funzionalità aggiuntive ovvero le applicazioni utilizzabili all’interno di Business Driver che abbiamo un proprio marchio commerciale o che non rientrano nelle funzionalità previste dalla versione base di Business Driver. A titolo semplificativo e non esaustivo sono da intendersi Applicazioni Collegate anche “Legal Driver” e “BookingPlat”.

Assistenza: significa il servizio di supporto tecnico volto a suggerire al Cliente, su richiesta di quest’ultimo e laddove possibile, soluzioni tecniche per assicurare la corretta fruizione dei Servizi.

Business Driver: definisce, collettivamente, il Servizio ed la relativa unità di business della società Digital Solution Srl (P.I. IT13873451002) con sede in Roma, Via Archimede, 207 00197 Roma, Italia che si occupa di erogare il Servizio e l’Assistenza.

Cliente: significa la società indicata nell’Ordine.

Contraente: significa persona fisica che agisce per conto di un entità giuridica nella sottoscrizione del Contratto. Il Contraente ricoprirà il ruolo di Amministratore della Tenancy e di Contatto del cliente.

Connettività: significa la connessione al Data Center effettuata dal Cliente mediante collegamento a una rete di telecomunicazioni o a internet.

Contratto: significa le presenti Condizioni Generali e Termini di Servizio, i relativi allegati, le eventuali Condizioni Integrative, l’Ordine, gli eventuali moduli di registrazione e adesione ai Servizi sottoscritti dal Cliente.

Corrispettivi: significa le somme, indicate nell’Ordine, che il Cliente corrisponderà a Digital Solution in ragione della fornitura dei Servizi.

Credenziali di Accesso: significa il sistema di autenticazione attraverso il quale è possibile accedere e utilizzare il Software, inclusi i codici di identificazione e le chiavi di accesso forniti da Digital Solution al Cliente ed associati a ciascun Utente e gli eventuali token.

Data Center: significa i centri servizi che ospitano i server interconnessi, di proprietà di Digital Solution o di terzi, sui quali risiede l’Infrastruttura Cloud.

GDPR: indica il Regolamento generale europeo sulla protezione dei dati del 27 aprile 2016 n. 679.

Gruppo Digital Solution: indica Digital Solution S.r.l. (con C.F. e P. IVA n. IT13873451002) con sede in Via Archimede, 207 00197 Roma (Italy) e tutte le società direttamente o indirettamente controllate da, o collegate a, Digital Solution ai sensi dell’art. 2359 c.c.

Infrastruttura Cloud: significa il sistema cloud di titolarità di Digital Solution o di terzi che ospita Business Driver e le Applicazioni Collegate.

Legislazione in materia di Protezione dei Dati Personali: indica il GDPR, e ogni eventuale ulteriore norma e/o regolamento di attuazione emanati ai sensi del GDPR o comunque vigenti in Italia, nonché ogni provvedimento vincolante che risulti emanato dalle autorità di controllo competenti in materia (es. Garante per la protezione dei dati personali) e conservi efficacia vincolante (ivi inclusi i requisiti delle Autorizzazioni generali al trattamento dei dati sensibili e giudiziari, se applicabili e ove mantengano la propria efficacia vincolante successivamente al 25 maggio 2018).

Licenza: ha il significato di cui al paragrafo 8.2.

Ordine: significa il modulo, in formato elettronico o cartaceo, compilato e accettato (anche on-line) dal Cliente e contenente alcuni termini e le condizioni specificamente applicabili ai Servizi indicati nell’Ordine medesimo. Resta inteso che in caso di discordanza tra i termini e le condizioni indicate nell’Ordine e le disposizioni delle Condizioni Generali e/o delle Condizioni Integrative, prevarranno le disposizioni dell’Ordine.

Parti: significa, congiuntamente, Digital Solution e il Cliente.

Partner: significa il/i soggetto/i individuato/i da Digital Solution e che collabora/no con quest’ultima allo scopo di erogare al Cliente i Servizi e/o l’Assistenza.

PEC: significa posta elettronica certificata.

Proprietà Intellettuale: significa ogni diritto di proprietà intellettuale e/o industriale, registrato o non registrato, in tutto o in parte, ovunque nel mondo, quali - a titolo esemplificativo e non esaustivo - marchi, brevetti, modelli di utilità, disegni e modelli, nomi a dominio, know-how, opere coperte dal diritto d’autore, database e software (ivi inclusi, ma non limitatamente a, le sue derivazioni, il codice sorgente, il codice oggetto e le interfacce).

SaaS: significa Software-as-a-Service.

Servizio definisce la versione specifica di Business Driver ovvero le Applicazioni Collegate identificati durante la procedura di ordinazione, offerti in modalità SaaS e accessibili dall’indirizzo https://login.businessdriver.pro o un altro Url designato, ai quali il Contraente può accedere ai sensi del presente Contratto, inclusi software, hardware, prodotti, processi, algoritmi, interfacce utente, know-how, tecniche, progetti e altro materiale o informazione tangibili o non tangibili.

Software: significa i prodotti software di titolarità di Digital Solution o di terzi, ovvero Business Driver e le Applicazioni Collegate, eventualmente aggiornati e/o modificati a seguito degli Aggiornamenti e Sviluppi.   

Tenancy o Tenant: si intende l’ambiente operativo separato logicamente sulla piattaforma di Business Driver destinato al Cliente e ai suoi Utenti.

Utente: definisce i dipendenti, rappresentanti, consulenti, soci, utenti del Contraente da quest’ultimo autorizzato a utilizzare il Servizio ovvero la specifica Tenancy del Cliente.

 

 

 

 

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