These Terms of Service and License set forth a legally binding agreement between You (hereinafter the “CUSTOMER”), who acquires the Application Saysimple + HubSpot through HubSpot Marketplace and TIRALÍNEAS DIGITAL S.L. (hereinafter “TIRALÍNEAS”), in connection with the CUSTOMER's use of the Application. By purchasing, downloading, installing or making use of the Application Saysimple + HubSpot (hereinafter, Saysimple + HubSpot or the Application) and/or related services (collectively referred to as the “Service”), which are provided by or owned by TIRALÍNEAS, you agree and consent to be bound, without reservation or modification, by these Terms of Service and License (hereinafter, “Terms”).
The CUSTOMER represents and warrants: (i) if it represents a business entity upon registration, it represents that it has the authority to bind such business entity and that its acceptance of these Terms shall be deemed acceptance by such business entity; (ii) that it provides accurate, current and complete information about itself and the business entity it represents, as prompted by the registration forms on the Service; (iii) to maintain the security of any login, password or other credentials it selects or is provided to it for use of the Service.
TIRALÍNEAS reserves the right to modify or replace these Terms at any time and at its sole discretion. In case of any modification, the CUSTOMER will be informed by email or through the Services themselves. By accessing or making use of the Service, the CUSTOMER agrees to comply with the version of the Terms that is current and published on HubSpot Marketplace or on the TIRALINES website www.tiralineas.digital) at that time. If the CUSTOMER does not agree to these Terms, in whole or in part, the CUSTOMER must refrain from accessing, downloading or using the Service. The access or use of the Service, in any form, implies full and unreserved acceptance of these Terms by the CLIENT.
These Terms have been drafted in the Spanish language, which shall be considered the official and legally binding text for all parties involved. Any translated version of these Terms into another language is provided solely for the convenience of the parties and shall have no legal effect. In the event of any discrepancy or conflict between the English version and its translations, the Spanish version shall always prevail.
“Customer”: The business entitiy, regardless of its legal form, that validly accesses and makes the purchase and activation of the Application Integration Software Saysimple + HubSpot through the HubSpot Marketplace (hereinafter, the “Marketplace”). The CUSTOMER should act in the exercise of its commercial or professional activities, and its access to the Marketplace, as well as the purchase or activation of the Application, should be carried out in accordance with the regulations and procedures established in the Marketplace. This definition specifically excludes individual consumers, understood as those who act for purposes unrelated to a commercial or professional activity. The condition of CLIENT is acquired at the moment in which the entity or company satisfactorily completes the process of purchase or activation of the Application in the Marketplace, expressly and bindingly accepting these Terms and Conditions and any other additional conditions that may be applicable as stipulated in the Marketplace or in relation to the Application.
“Personal Data” means any information concerning identified or identifiable natural persons that is considered as such by Applicable Law.
“Intellectual Property Rights” are those protected under the Applicable Law concerning intellectual property (copyright) and industrial property. These include, by way of example and not limitation, moral and economic rights, to the fullest extent permitted by the Applicable Law, inherent in: (a) patents, inventions, utility models, designs (industrial or otherwise), drawings, trademarks, trade names, logos, databases, domain names, computer programs or software, trade secrets, copyrights, authors' rights; (b) any other moral or economic rights of similar content to those mentioned in section (a); and (c) any renewals, adaptations, updates, new versions, modifications, or translations of the foregoing (sections (a) and (b)), regardless of whether they are registrable or recordable in a public registry.
“HubSpot” y “HubSpot Marketplace” refer respectively to the marketing and sales suite developed by HubSpot, Inc. in its full or “pro” version, and to the online platform where users can find and acquire applications, integrations, and templates to expand and customize the functionalities of HubSpot.
“Integration as a Service” (IaaS) refers to the integration services provided by TIRALÍNEAS through its Cloud platform, which allow the CLIENT to integrate, coordinate, and manage their various applications and software systems with HubSpot.
“Application Integration” refers to the set of processes and technical methods by which functional connections are established between third-party platforms and HubSpot, with the aim of synchronizing, transferring, and manipulating data between systems in a secure and efficient manner.
“Applicable Law” means any legal norm applicable in Spain or any ruling issued by a Spanish administrative, judicial, or arbitral authority that is mandatory.
"Saysimple + HubSpot Integration Solution" is TIRALÍNEAS's synchronization software in the SaaS (Software as a Service) model, designed to integrate HubSpot with the relevant platform. This synchronization software facilitates the automatic transfer of data between both platforms, operating under the concept of “Integration as a Service” (IaaS), which means it offers a solution for continuous connection and synchronization between systems, managed and maintained through the cloud.
“Service Levels” or “SLAs”, for the Services so determined, are the benchmarks that TIRALÍNEAS must achieve to demonstrate compliance with the provision of the Services.
“Application Service Provider” or “ASP” is the company (TIRALÍNEAS) that offers access to software or services over the Internet.
“Digital Assets” are defined as all forms of digital information processed, stored, transmitted, or managed through the Service by the CLIENT. This includes, but is not limited to, numerical data, textual data, graphics, and any other type of digital content susceptible to computer processing. "Digital Assets" are subject to applicable laws and regulations concerning intellectual property, data protection, and confidentiality.
“Software as a Service” or “SaaS” is the software distribution model where the software and the respective data it handles are hosted on the provider's servers, with access provided via the Internet.
“Service(s)” is defined as (a) the availability and download from the HubSpot Marketplace; and (b) the provision under the Software as a Service (SaaS) model of an application Saysimple + HubSpot specialized in data synchronization and information processing. This application is designed to interact, associate, or relate with the Customer Relationship Management (CRM) functions offered by HubSpot according to its own terms of service. The Service includes, but is not limited to, facilitating access to the application, its maintenance, updates, and corresponding technical support.
“Update Service” is an offering for clients who acquire a license of the Application Saysimple + HubSpot , providing support and periodic updates that include enhancements, fixes, and security patches. This service, essential to keep the software up-to-date and functional, is offered free of charge during the first year of the license, and thereafter its provision is subject to the payment of an annual Fee whose cost is determined and published by each Marketplace.
These Terms and Conditions govern both the provision of the Application Integration Service Saysimple + HubSpot by TIRALÍNEAS and the granting of a license to use the Saysimple + HubSpot software. The license granted is non-exclusive, non-transferable, and revocable, allowing the CLIENT to access and use Saysimple + HubSpot in accordance with its functionalities and technical limitations.
Declaration and Warranty Regarding Intellectual Property Rights: TIRALÍNEAS guarantees the CLIENT the peaceful use of the Integration Service Saysimple + HubSpot ("the Software"). Therefore, TIRALÍNEAS declares and warrants that the Software has been developed (a) without incorporating content that includes third-party Intellectual Property Rights, or (b) if such content is incorporated, only after obtaining all necessary licenses or rights in favor of TIRALÍNEAS, including all extensions, improvements, or updates of said software.
The CLIENT acknowledges that all rights, titles, and interests in the Application Saysimple + HubSpot , including but not limited to copyrights, trademarks, trade secrets, patents, and any other intellectual property rights, belong exclusively to TIRALÍNEAS or its licensors. The CLIENT shall not acquire any ownership rights over the Software as a result of using the Service.
License Terms.
- Subject to the payment of applicable fees and compliance with these Terms, TIRALÍNEAS grants the CLIENT a limited, non-exclusive, non-transferable, and revocable license to access and use the Software during the term of these Terms. For the purposes of this clause, "use" shall mean making the integration software available exclusively to serve the CLIENT.
- This license does not permit the CLIENT to modify, transform, decompile, or use reverse engineering techniques on the Software. The Software may be used solely to work with information and/or equipment owned by the CLIENT, and its use in providing services to third parties, as well as the resale of this Software by the CLIENT, is expressly prohibited.
- The license does not allow the CLIENT to distribute or publicly communicate the Software, nor does it grant any right, title, or ownership over the trademarks, logos, or trade names of TIRALÍNEAS or its distributors. The CLIENT may not modify or remove any sign, registered trademark, or any other element included in the Software that relates or refers to TIRALÍNEAS's copyright conditions and Intellectual Property Rights over the Software.
- The CLIENT may not assign, sublicense, or otherwise transfer the granted license, nor allow third parties to use the Software on their behalf, except with the prior written consent of TIRALÍNEAS. The CLIENT agrees to use the Software only in accordance with the specifications and characteristics established in these Terms and in any other document or additional information displayed on the Marketplace or on TIRALÍNEAS's website.
- The Software must be used by the CLIENT solely in its own internal business operations and by those employees of the CLIENT who have authorized access to the Software. The use of the Software for providing rental, sharing, subscription, hosting, or outsourcing services to any third parties is prohibited. The CLIENT may not make the Software available in any form to any third party for use in that third party's business operations. In the event of identifying possible misuse of your account or authentication credentials, as well as any security incident related to the Service, you must immediately notify TIRALÍNEAS (service and technical support team).
- This license does not permit or cover the use of the Software for purposes that directly or indirectly involve, among others: infringing Intellectual Property Rights or any other rights of a third party; producing or storing any illegal, defamatory, or otherwise inappropriate material; harming third parties or attempting to do so; inciting or provoking illegal conduct, injurious acts, invasions of another person's privacy, or conduct that is racially, ethnically, religiously, or sexually discriminatory, or inappropriate for any other reason; promoting or providing information about illegal activities, promoting physical harm or injury to any group or individual, collaborating in any fraud or theft; or damaging, disabling, or impairing the operation of any property, devices, software, services, networks, or data; infringing in any way any applicable local, national, or international law or regulation.
- TIRALÍNEAS reserves the right to suspend or cancel the CLIENT's access to the Software and to automatically terminate this License, without prior notice and at its sole discretion, in the event of the CLIENT's non-compliance with these License Terms and Conditions, without prejudice to any legal actions that may arise. TIRALÍNEAS shall not be liable for any damage or loss that the CLIENT may suffer as a result of such termination, suspension, or cancellation.
- This license shall be valid as long as the CLIENT uses the Software from its acquisition, download, and/or activation, and includes the right to receive Software updates during the first year that the license is active. The updates and support service is subsequently subject to the payment of an Annual Subscription Fee, the cost of which is established by each Marketplace.
- The CLIENT is responsible for the use of the Software and must, therefore, verify before its download and/or use the functionalities of the Software, its suitability for specific purposes, and its compatibility with their information system. The responsibility to ensure that the Software meets the needs and requirements of the CLIENT rests entirely with the CLIENT.
Saysimple + HubSpot is a solution created by TIRALÍNEAS for the Business-to-Business (B2B) environment, aimed at expanding the data management capabilities of HubSpot by integrating and displaying data or information found in the Client's information systems. To use Saysimple + HubSpot , it is essential that the Client already has user access to the HubSpot CRM software. Access to Saysimple + HubSpot must be made through a web browser with an Internet connection and operates on an API/SaaS application server provided by TIRALÍNEAS.
Quality Commitment and Support
TIRALÍNEAS is committed to ensuring the quality of the Integration Solution Saysimple + HubSpot, offering technical support and assistance in configuration to ensure maximum efficiency and utilization of the service during the first year of subscription and, thereafter, subject to the payment of the annual subscription fee.
Updates and Improvements
Application updates and incident support are included during the first year. This service, essential to keep the software up-to-date and functional, is offered free of charge during the first year of the license, and thereafter its provision is subject to the payment of an Annual Fee, the cost of which is determined and published by each Marketplace.
The software that provides the Saysimple + HubSpot Integration Solution will be hosted and maintained by TIRALÍNEAS on its server infrastructure, and its availability to the CLIENT will be ensured in an optimal operating condition through an Internet connection. The access and operating conditions will be governed according to the terms described in the Service Level Agreement and the payment by the CLIENT of the License price as established at any given time.
Price: The price of the license and the services associated with the Application Saysimple + HubSpot are determined by each Marketplace according to the prevailing rates published at the time of purchase. The CLIENT accepts that prices may be subject to change and agrees to pay the amounts specified in each Marketplace at the time of each transaction.
Saysimple + HubSpot is offered under different modalities or subscription plans, as well as with various properties or capabilities that are determined and visible in the HubSpot Marketplace at any given time.
Annual Subscription Fee: In addition to the price of Saysimple + HubSpot, the CLIENT may choose to subscribe to the Updates and Incident Support Service. The cost of the Annual Subscription Fee will be as published in each Marketplace. Clients should refer to each Marketplace to know the updated prices applicable to the license and subscription fees. All amounts are denominated in euros (€) and do not include Value Added Tax (VAT) or any other applicable sales tax.
Payment Method: The CLIENT expressly agrees that billing and payment for the Service will be carried out exclusively through Stripe, an electronic payment platform. The CLIENT must complete the payment for the services using the options available on the Stripe platform. The use of Stripe as a payment method implies the CLIENT's acceptance of Stripe's terms and conditions, including but not limited to payment processing policies and applicable fees.
In the case of clients registered in the European Union, it is imperative to provide, through the options available on the Stripe platform, the Tax Identification Number (NIF - VAT Identification Number). Depending on the Member State of residence of the CLIENT, the corresponding VAT charges will be applied to the total amount. For Clients registered in the United States of America, it is necessary to indicate, through the options available on the Stripe platform, the zip code, and depending on the CLIENT's tax jurisdiction, the pertinent sales taxes will be applied to the total amount.
This Clause establishes the commitments and performance standards offered by TIRALÍNEAS to the CLIENT, focused on the provision of the application integration service under the SaaS model Saysimple + HubSpot, regarding metrics, service levels, responsibilities, monitoring processes, and problem resolution. Additionally, it defines the processes for effective monitoring and problem resolution, as well as provisions relating to penalties and compensations in case of non-compliance with the established standards.
Definitions:
- "Availability": The ability of the Service to be accessible and functional for the CLIENT, as measured by TIRALÍNEAS. It is calculated by dividing the total uptime of the Service in a monthly period by the total duration of the same, excluding scheduled maintenance and downtime not attributable to TIRALÍNEAS.
- "Downtime": The period during which the Service is unavailable to the CLIENT due to technical or maintenance issues attributable to TIRALÍNEAS. It does not include downtime due to force majeure, third-party problems, malicious attacks, or the CLIENT's connection interruptions.
- "Scheduled Maintenance": Planned work by TIRALÍNEAS to maintain the stability, security, and optimal performance of the Service.
- "Monthly Period": 30 consecutive days, starting on the first day of the calendar month.
- "Business Hours": Monday to Friday, from 9:00 am to 6:00 pm, excluding public holidays.
- "Incident": An event that negatively affects the Availability, performance, or functionality of the Service and requires intervention by TIRALÍNEAS.
- "Response Time": The time from when the CLIENT notifies an Incident until TIRALÍNEAS acknowledges it and begins to address it.
- "Resolution Time": The time from when TIRALÍNEAS acknowledges an Incident until it is resolved and the Service is available again-.
- "Third Parties": Individuals or entities other than TIRALÍNEAS and the CLIENT, involved in the provision of the Service.
Duration
The validity of this Service Level Agreement (SLA) is linked to the User's subscription or acquisition according to the conditions established in the HubSpot Marketplace. This SLA is an integral part of these Terms and Conditions and will cease to be applicable when the User cancels or does not renew their subscription or acquisition, or when the relationship ends as established in these Terms and Conditions and the conditions of the HubSpot Marketplace.
Service Delivery Mode
The Service will be provided through virtual servers controlled by TIRALÍNEAS in a Cloud Computing environment, including access to the SaaS Application, data storage and management, and related support.
Service Availability and Downtime
- Guaranteed Availability Level: TIRALÍNEAS guarantees a Service Availability of 95% over an annual period, excluding scheduled maintenance and any downtime not attributable to TIRALÍNEAS. This percentage is calculated using the following formula: Availability (%) = [(Total time of the annual period - Total downtime) / Total time of the annual period] * 100.
- Total Downtime: This is the cumulative sum of all periods during which the Service was unavailable or non-functional for the CLIENT during a monthly period. It is measured in minutes and is calculated by adding up the intervals of time in which the Service experienced interruptions or failures that affected its Availability.
- Downtime Not Attributable to TIRALÍNEAS: Downtime does not include that caused by factors beyond TIRALÍNEAS's control, such as failures in third-party infrastructure, malicious attacks, natural disasters, the CLIENT's connection interruptions, or any other force majeure event.
- Exclusions: Downtime does not include periods caused by factors outside TIRALÍNEAS's control, such as third-party failures, malicious attacks, natural disasters, CLIENT interruptions, or force majeure.
- Logging and Communication: TIRALÍNEAS will maintain records of downtime and provide information to the CLIENT through the control panel or written communication.
- Contingency Measures: Measures will be implemented to minimize the impact of downtime, such as redundant systems, backups, and recovery procedures.
- Notification by the CLIENT: The CLIENT must notify TIRALÍNEAS of any downtime within 24 hours of its onset, including details such as start time, duration, and any relevant information.
- Service Restoration: TIRALÍNEAS commits to restoring the Service within a reasonable time and will keep the CLIENT informed about the progress.
Compensations
Right to Compensation: If TIRALÍNEAS fails to meet the guaranteed Availability of 98% in any given month, the CLIENT may choose to receive compensation by notifying TIRALÍNEAS within 10 business days following the end of the month in question.
Calculation of Compensation:
- Availability between 94.5% and less than 95%: 5% compensation.
- Availability between 94% and less than 94.5%: 10% compensation.
- Availability below 94%: 15% compensation.
Application of Compensations: Compensations will be applied as a credit to the CLIENT's account for future Service invoices; they are neither refundable nor exchangeable.
Limits: The total compensations in a month will not exceed the total amount billed to the CLIENT during that month and must be used within 12 months from the date they are granted.
Exclusions: There will be no compensation if the non-compliance is caused by factors beyond TIRALÍNEAS's control.
Exclusive Remedy: The compensations are the CLIENT's sole remedy for failure to meet the guaranteed Availability level.
Scheduled Maintenance
- Scheduling and Prior Notice: TIRALÍNEAS will perform scheduled maintenance to ensure the proper functioning of the Service, notifying the CLIENT at least 72 hours in advance. The notice will include the date, time, estimated duration, and a description of the work to be performed.
- Maintenance Window: Efforts will be made to complete the maintenance within the specified time frame and to minimize its impact on the CLIENT.
- Exclusion from Availability Calculation: The time dedicated to scheduled maintenance is not considered Downtime in the calculation of Availability, provided that proper notice has been given.
- Emergency Maintenance: In exceptional cases, TIRALÍNEAS may perform emergency maintenance without prior notice to address critical issues, informing the CLIENT as soon as possible.
Technical Support
- Availability: TIRALÍNEAS will offer technical support to the CLIENT via email during business hours (8:00 am - 3:00 pm, Monday to Friday, excluding public holidays).
- Response Time: TIRALÍNEAS commits to responding to support requests within 4 hours during business hours.
Response and Resolution Times
Classification of Requests:
- Critical: Issues affecting all users or critical functions.
- High: Issues affecting multiple users or important functions.
- Medium: Issues affecting some users or non-critical functions.
- Low: General inquiries or minor issues.
Response Time Objectives:
- Critical: Response within 1 hour.
- High: Response within 6 hours.
- Medium: Response within 60 hours.
- Low: Response within 72 hours.
Resource Allocation: TIRALÍNEAS will allocate appropriate resources based on priority, mobilizing expert teams for critical or high-priority issues.
Monitoring and Updates: TIRALÍNEAS will keep the CLIENT informed about the progress and will establish an action plan and resolution schedule.
Priority Adjustment: If circumstances change, TIRALÍNEAS will adjust the priority and reassign resources to ensure timely resolution.• • • • 7.
The CLIENT is solely responsible for any type of Digital Assets processed through the Service, expressly authorizing TIRALÍNEAS to use those Digital Assets only to the extent strictly necessary to provide the Service. The CLIENT represents and warrants to TIRALÍNEAS that it possesses the necessary rights or is legally authorized to use the Digital Assets through the Service. The CLIENT likewise represents and warrants to TIRALÍNEAS that the Digital Assets processed by the Service do not violate or infringe any third-party rights, including but not limited to copyrights, trade secrets, and privacy rights, directly assuming any liability arising from the breach of this warranty.
The CLIENT is solely responsible for complying with all laws, regulations, agreements, procedures, or other obligations related to the Digital Assets processed through the Service, including, among others, those related to trade secrets and the processing of personal data.
For the provision of the Service, TIRALÍNEAS may have access, for reasons of application service provision (ASP/SaaS), to personal data that are the responsibility of the CUSTOMER. For the purposes of this clause: (i) Controller or “controller”: the CUSTOMER, natural or legal person, public authority, service or other body that, alone or together with others, determines the purposes and means of the processing; (ii) Processor or “processor”: TIRALÍNEAS, the natural or legal person, public authority, service or other body that processes personal data on behalf of the controller.
The operational context of Saysimple + HubSpot Integration Solution involves the provision of a SaaS service provided by TIRALÍNEAS. By virtue of this circumstance, it is determined that the CUSTOMER acts as the Data Controller of the personal data that, eventually, are handled, collected, processed or stored in the course of the use of the Application and/or by the provision of the Service. As such, the CUSTOMER assumes full responsibility for ensuring that the processing of personal data is carried out in strict accordance with the provisions set forth in the GDPR and other applicable data protection legislation.
The CUSTOMER undertakes to establish and maintain all necessary measures, both technical and organizational, to protect the rights and freedoms of data subjects, ensuring that any processing of personal data is carried out with due respect for legality, fairness and transparency. This includes, but is not limited to, the obligation to inform data subjects about the collection and use of their personal data, obtain appropriate consent where necessary, and respond to requests for access, rectification, erasure or limitation of the processing of personal data.
TIRALÍNEAS, in its role as Data Processor, will act only under the documented instructions of the CUSTOMER, ensuring that all persons authorized to process personal data undertake to respect confidentiality or are subject to a confidentiality obligation of a statutory nature.
Physical location of servers: In general, TIRALÍNEAS declares that its servers, systems and facilities are located within the European Union and performs all data processing in accordance with the General Data Protection Regulation, providing sufficient guarantees to implement appropriate technical and organizational measures.
This Agreement, as well as the clauses and obligations set forth herein, constitutes the data processing agreement between the CUSTOMER and TIRALÍNEAS as referred to in Article 28.2 of the GDPR. The obligations and services set forth herein are not subject to remuneration and shall last for the same duration as the Service, with automatic renewal for equivalent periods unless otherwise agreed. However, upon termination of the Service, the duty of confidentiality shall remain in effect indefinitely for all persons involved in the provision of the Service.
For the provision of the SaaS service, TIRALÍNEAS may access personal data under the responsibility of the CUSTOMER, acting as Data Processor, while the CUSTOMER is the Data Controller, in accordance with the General Data Protection Regulation (GDPR) and any other applicable legislation.
Object and Duration.
Object: The Processor shall process the personal data necessary for the proper provision of the contracted service, exclusively following the documented instructions of the Controller. The authorized processing operations shall be strictly limited to those necessary to fulfill the purpose of the contracted service. In all cases, this involves data hosting and transmission within a telecommunications network, without performing any other processing operations such as collection, structuring, dissemination, or any other activities involving the Controller's personal data.
Duration: The duration of this data processing agreement shall be the same as that of the provision of the Service, to which this agreement is an inseparable part. Upon termination of the Service, this agreement shall also be deemed terminated. At the end of the Service, the Processor shall return or delete the personal data as instructed by the Controller, while retaining them in a locked state if necessary to address potential legal liabilities.
Obligations of the Controller (CUSTOMER):
- Ensure that the processing of personal data is carried out in compliance with the GDPR.
- Inform the data subjects and obtain their consent when necessary.
- Provide the Processor with access to the data required for the provision of the service.
- Establish mechanisms to allow data subjects to exercise their rights.
- Notify the Processor of any relevant instructions regarding the processing of data.
- Communicate any security breaches to the competent authority and, where applicable, to the data subjects.
Obligations of the Processor (TIRALÍNEAS):
- Process personal data solely for the purpose of providing the service and in accordance with the Controller’s instructions.
- Ensure confidentiality and refrain from disclosing data to third parties without the Controller's express authorization.
- Implement appropriate technical and organizational measures to ensure the security of the data.
- Notify the Controller without undue delay of any personal data security breaches.
- Assist the Controller in fulfilling its obligations under the GDPR, including responding to requests from data subjects to exercise their rights.
- Maintain a record of processing activities carried out on behalf of the Controller, where applicable.
Subcontracting The Processor declares, and the CUSTOMER expressly agrees, that it has subcontracted data processing and storage capacity for synchronized data. TIRALÍNEAS affirms that its servers and systems are located within the European Union, fully compliant with the GDPR, and provide sufficient guarantees for the implementation of appropriate technical and organizational measures.
Security Measures The Processor commits to:
- Perform periodic evaluations of the effectiveness of the technical and organizational measures in place.
- Ensure that personnel authorized to process personal data are bound by confidentiality obligations.
- Implement measures to safeguard data against destruction, loss, alteration, unauthorized disclosure, or unauthorized access.
Collaboration with the Controller The Processor will assist the Controller in:
- Assisting with data protection impact assessments, where applicable.
- Facilitating prior consultations with the supervisory authority, where required.
- Responding to data subjects’ rights requests.
- Providing all necessary information to demonstrate compliance with the obligations under this agreement.
International Transfers If the Processor is required to transfer personal data to a third country or an international organization, it shall notify the Controller of such legal requirement in advance, unless prohibited by law due to reasons of public interest.
Incident Notification The Processor shall notify the Controller without undue delay of any incident impacting the security of personal data, providing all relevant information necessary to enable the Controller to comply with its communication obligations to authorities and data subjects.
E-mail. The Parties acknowledge e-mail as a valid means for the exchange and transmission of documentation, information, and, in general, as a channel for communication between them for the purposes of this Agreement. Each Party releases the other from liability for the interception or unauthorized access to e-mails by third parties, as well as for any damage or harm caused to the other Party as a result of computer viruses, network failures, or similar circumstances, unless such damage is attributable to the other Party.
E-mail communications shall be deemed duly notified to the other Party when they are effectively received in a readable format by the recipient, provided that the sender does not receive a notification indicating an error or delivery failure (delivery failure notification). Any e-mail communication sent after 3:00 PM at the recipient's location shall be deemed effective on the next business day at that location.
No Waiver of Rights. The failure of either Party to exercise any right under this Agreement shall not be interpreted as a waiver of such right.
Partial Nullity. If any provision of this Agreement is declared null, voidable, or unenforceable for any reason, the remaining provisions shall remain in full force and effect. If the nullity concerns a material provision, the Parties shall negotiate in good faith to find a lawful solution that upholds the spirit of this Agreement.
Legal Advice. The CUSTOMER represents and warrants that it has had the opportunity to review these Terms and, to the extent deemed necessary, has sought legal advice to understand and interpret the obligations assumed herein.
Governing Law: This Agreement is of a commercial nature and shall be governed by and interpreted in accordance with the substantive laws of the Kingdom of Spain.
Amicable Resolution: In the event of any dispute between the Parties concerning the interpretation, performance, or termination of this Agreement, the Parties agree to make a good faith effort to resolve the dispute amicably. To this end, they shall have a period of thirty (30) calendar days from the formal notification of the dispute by one Party to the other to reach an agreement that satisfactorily resolves the matter in question.
Submission to Arbitration: If the Parties are unable to reach an amicable resolution within the stipulated period, they agree that any dispute, discrepancy, issue, or claim arising from the performance or interpretation of this Agreement, or directly or indirectly related to it, shall be finally resolved by arbitration. Such arbitration shall be administered by the Arbitration Court of the Official Chamber of Commerce, Industry, and Navigation of Gipuzkoa, which shall be responsible for managing the arbitration proceedings and appointing the arbitrators in accordance with its Statute and Rules in force at the time of the submission of the arbitration request.
Send us your resume.
Copyright © 2024 Tiralíneas
