These general conditions (“General Conditions” or “Contract”) govern the terms and conditions of use, with which SEVEN MHF ITALIA S.R.L., with registered office in San Giovanni La Punta (CT), via Alessandro Manzoni s.n. – c/o Parco Commerciale Le Zagare, C.F and P. VAT 05411930877, hereinafter referred to as Supplier”, will provide the natural or legal person, that is, the public or private body, or the association, identified/or as “Customer”:
– the right to use, by means of authenticated access to the cloud infrastructure provided by the Supplier, the Air Cloud Web Platform (to which the Customer can access through the www.aircloud.plus URL) hosted on the Supplier’s technological infrastructure, located entirely within the European territory;
– management and reporting functionalities suitable for professional use or for a small company as best described in the website www.aircloud.plus (hereinafter referred to as “Connected Services”).
This Contract consists of these General Conditions and the other documents indicated below, which form all of them, for all purposes of law, an integral and substantial part.
1. PROCEDURE FOR THE CONCLUSION AND REFINEMENT OF THE CONTRACT
1.1 The Contract between the Supplier and the Purchaser is concluded upon the sending by SEVEN MHF ITALIA SRL of the Confirmation of registration communicated by e-mail and/or SMS to the e-mail address indicated by the Customer during the registration phase, as specified in art. 4 of this contract or other appropriate instrument. The full acceptance of these General Conditions by the Customer, constitutes the moment of completion of the Contract and allows the activation of Air Cloud by SEVEN MHF ITALIA S.R.L
1.2 The Customer acknowledges and accepts that some of the services provided by the conclusion of this contract are provided by third parties. It is understood, in any case, that the access to the platform or the use of the Linked Services by the Customer attests the acceptance of all terms and conditions set out in this Agreement.
2.1 The Customer is obliged to pay the fees for the use of Air Cloud and the Related Services indicated in the SEVEN MHF ITALIA SRL price list (which the user declares to know and hereinafter defined the “Price List”, https///www.aircloud.plus/prezzi). The Supplier reserves the right to make changes to the Price List, provided that the new price list will be applied after the expiry and subsequent renewal of the paid services subscribed by the Customer.
3.1 The Customer acknowledges and accepts that the payment can only be made by means of one of the methods indicated on the specific website of the Supplier.
3.2 In the event of a delay in the payment of any amount due, the Supplier shall be entitled to suspend immediately and without further notice any performance, pursuant to this Agreement, until receipt of the due, obscuring all information entered. The latter will be kept for a period of 30 days, within which the Customer can regularize the payments in distress and therefore continue to regularly use the services. After the period of 30 days has elapsed and the amount due has not been paid, the Supplier may cancel the Customer’s data.
4. REGISTRATION AND ACTIVATION
4.1 The Customer may register through the authentication systems internal to the Web platform.
4.2 The Customer must enter their credentials to access Air Cloud. These credentials consist of a username and a password (Access keys).
4.3 The Customer will receive a verification email to the email address and/or sms to the number indicated by which he registered.
4.4 At the first access you must complete the registration, inserting your company name, address and tax profile of your business.
4.5 The Customer undertakes to keep, keep, use and keep secret the Access Keys with the utmost care and diligence, also in order to avoid the use by unauthorized third parties. The Customer is prohibited from assigning, in any way, to third parties the Access Keys or allowing access through the external authentication systems provided by the platform.
4.6 In this regard, the Customer acknowledges and accepts:
a. whereas third parties’ knowledge of the Access Keys (or access through external authentication systems) could allow the latter to misuse or misuse the platform and the Linked Services;
b. that the Supplier will not be liable for damages caused to the Customer and/or third parties by the knowledge, or by the use, of the Access Keys (or access through external authentication systems) by third parties (whether they are also employees of the Customer), also depending on non-compliance with the above requirements;
c. that any activity carried out using the Customer’s Access Keys (or access through external authentication systems) shall be deemed to be carried out by the Customer, to which the relevant Access Keys are associated and the Customer will be held responsible for such use also by third parties with regard to legitimate use or not of images or data. The Customer is the only person authorized to access and modify the data of its customers (by way of example, but not exhaustive email address, telephone number, etc…) without this being the responsibility of the Supplier for any incorrect information, false or transfer of data of its customers to third parties, as well as for any unlawful use.
4.7 The Customer undertakes to indemnify and keep the Supplier free from any claim that may be made against him in any way for violations of the provisions referred to in this article 4.
5. USE OF THE PLATFORM
5.1 The Customer has the possibility to activate, for himself and without the possibility of resale to third parties, the Air Cloud license for a period of not less than 24 months and a maximum of 60 months. For the list of subscriptions, please refer to https://www.aircloud.plus/prezzi
5.2 The Customer will have the possibility to activate a paid subscription to Air Cloud of limited duration. For activation, the General Terms and Conditions of Business will be required.
5.3 Seven MHF ITALIA SRL makes available a trial period of 14 days, during which the user can use all the features provided by the service.
5.4 Upon expiration of the trial period, the provider will retain all information and data provided by the user for 30 days. The user can, in these thirty days, choose whether to continue using the services offered by the Provider and then proceed with the purchase of the license. In case of failure to purchase the license, and after the period of 30 days, the Supplier may proceed to the cancellation of the Customer’s data.
5.5 The user may only allow access to the information stored in Air Cloud to other users in the manner provided by the platform and only in the cases provided for therein and expressly indicated.
5.6 The Customer may only use the Air Cloud platform in the manner expressly stated in this Agreement and in accordance with the law. In so doing, the Customer shall comply with any technical limitation of the Platform and the Linked Services and the intended methods of use. By way of example, the Customer may not:
a. decode, decompile or disassemble the platform, unless such activities are expressly permitted by law and in any case within the limits of such provisions;
b. use Air Cloud contrary to legal regulations.
5.7 The Customer acknowledges that, in order to use Air Cloud, he must equip himself with electrical, electronic or any other equipment, software, telephone and/or network services and anything else necessary and that, therefore, Air Cloud does not include the delivery, by the Provider, of tools necessary for access to the Internet. The Customer is committed, In addition, to keep the Supplier free from any claim that may be made against the latter in any way or in any way related to the unsuitability of the hardware and/ or network systems and/ or software to allow the proper use of Air Cloud. The Customer acknowledges that the Internet network is not controlled by the Supplier and that, due to the peculiar structure of the aforementioned network, no public or private entity and not even the Supplier is able to guarantee and monitor the performance and functionality of the branches of the network and to control the content of the information that is transmitted through its network. For this reason, no liability may be attributed to the Supplier for the transmission or receipt of illegal information of any kind and kind.
6. MALFUNCTIONS OR FAILURES
6.1 In the event of failure or malfunction, the Customer undertakes to provide all the specifications and information requested by the Supplier promptly.
6.2 In the cases referred to in the previous paragraph, if the complaint complained of by the Customer refers to problems related to the hosting/cloud/server infrastructure, the Supplier undertakes to promptly request the intervention of the provider of the infrastructure and cloud services (hereinafter the “Service Provider”), provided that the Customer will not claim any kind of claim against the Supplier for any disservice that is attributable to the Service Provider.
7. EXECUTION OF AIR CLOUD
7.1 The Customer acknowledges and accepts that Air Cloud is provided “as is” and is characterized by evolving technology; for these reasons the technical characteristics of Air Cloud and the conditions of the offer may be modified, where this is made necessary by technological evolution and supply and/or organization needs, without the need for new acceptance.
7.2 The Customer hereby provides its authorization, so that the platform and the Related Services can be provided, in whole or in part, by a Service Provider or by another entity identified by the Supplier.
7.3 The Customer is aware that certain services are provided by third parties. Therefore SEVEN M.H.F. ITALIA SRL is not responsible for any disruption caused due to a mismanagement of all services provided by third parties.
In this regard, the Customer, with the acceptance of these general conditions, from the act of being aware that the space used by the Supplier for the storage of all data is owned by third parties and therefore rented to the same Supplier. For this reason, SEVEN MHF ITALIA SRL will be relieved of any responsibility with regard to the direct management of the said space managed by the owner. SEVEN MHF ITALIA SRL will prove that it has taken all the measures necessary to prevent and/or resolve any problems through a ticket.
8. CUSTOMER IDENTIFICATION
8.1 The Customer has the obligation to communicate their personal data to the Supplier and guarantees that the same are correct, updated and truthful. The Customer also undertakes to promptly communicate any change in personal data useful to the correct issuance of sales documents relating to the purchase of services, or to modify them independently through the use of the platform. In the event of incorrect data, the Customer is obliged to notify the Supplier no later than the thirtieth day after the document has been issued.
8.2 The Customer acknowledges and accepts that, if he has communicated to the Supplier false, not current or incomplete data, the latter reserves the right to suspend access to Air Cloud and/or terminate the Agreement pursuant to the provisions of the reference rules, retaining the sums paid by the Customer and reserving the right to claim compensation for the greater damage. It remains, in any case, understood that all data communicated by the Customer to the Supplier will be covered by the obligation of confidentiality, referred to in this Agreement.
9. RETURN OF DATA
9.1 The Customer may request, by email, the backup of the personal data of its customers processed through the use of the software at any time throughout the duration of this Agreement. After this period, the said data will be further recoverable within the period provided for in the Agreement for their protection. The Customer acknowledges that, from the date of termination of the Contract, it will no longer be possible to recover the data after the Supplier has proceeded to its cancellation and undertakes, now for then, to request promptly, before the definitive termination of the Contract, a copy of this data in the manner prescribed by the software (e.g. Excel or PDF export).
10. LIMITS ON THE USE OF AIR CLOUD
10.1 With the activation of Air Cloud, the Customer is held solely responsible for the use of Air Cloud. The Customer acknowledges that he is solely responsible for the content entered, present, transited and/or stored on the servers hosting Air Cloud and undertakes to use Air Cloud exclusively for lawful purposes and permitted by the provisions of law applicable from time to time, the rules of diligence, morality and public order and in any case, without infringing any right of third parties.
10.2 The Supplier is not obliged to verify the data and contents stored in the virtual infrastructure and, therefore, cannot be held in any way responsible for the nature and characteristics of such data, or for any errors and/or omissions thereof, as well as for any direct and/or indirect damages deriving from the use of the data to the Customer and/or to third parties.
10.3 The Customer undertakes to indemnify and hold the Supplier harmless from any cost, charge, expense or damage that may be caused to it as a result of actions of third parties (including public authorities).
If the Customer needs more than the standard space provided (1 GB), he may purchase additional space packages at the Market Place. The Supplier provides customized plans, the cost of which will vary depending on the needs. The Customer is therefore required to contact the Supplier to report their needs and evaluate the most suitable offer.
The above limits are to be considered per calendar year, therefore with effect from 1 January to 31 December of each year.
11. CASES OF SUSPENSION AND/OR INTERRUPTION
11.1 The Supplier, including through the Cloud Service Provider, will make every reasonable effort to ensure maximum availability of the Air Cloud service. The Customer acknowledges and accepts that the Supplier may suspend and/or interrupt the Air Cloud platform to ensure ordinary or extraordinary maintenance that is appropriate and/or necessary for both the premises hosting the infrastructure and the servers and/or equipment contained therein. In such cases, the Provider undertakes to restore, or arrange for the Cloud Services Provider to restore Air Cloud or virtual infrastructure, as the case may be, as soon as possible in order to reduce the inconvenience created to the Customer.
11.2 The Supplier also has the right to suspend and/or discontinue the provision of the Application and Related Services:
a. in the event of misuse or breach of this Agreement;
b. in the event of failures and/or malfunctions in the network and in the Air Cloud supply equipment dependent on unforeseeable circumstances or force majeure or which endanger the network, persons and/or property, and in the case of unforeseeable and/or technically indispensable modifications and/or maintenance;
c. where there are justified reasons for security and/or guarantee of confidentiality;
d. in the event of incorrect or non-compliant use of Air Cloud by the Customer or otherwise failure of the Customer to comply with legal obligations regarding the use of computer services and the internet network;
e. in case of Air Cloud problems that are not remediable without suspending or interrupting Air Cloud, in any case informing the Customer about the intervention and resolution times of the problems encountered;
11.3 In any case, the Customer must notify the Supplier, within 24 (twenty-four) solar hours, of any irregularities or malfunctions of Air Cloud. Any damage caused by an untimely communication by the Customer shall not be attributable to the Supplier.
12. ACCORDO SUL LIVELLO DI SERVIZIO (“SLA”)
12.1 Il Fornitore e il Cliente riconoscono reciprocamente che l’Accesso alla piattaforma Web e l’utilizzo dei Servizi Collegati saranno forniti dal Fornitore con la garanzia di un livello di disponibilità dei servizi pari al 99% del tempo 24 ore al giorno, 7 giorni alla settimana, tutto l’anno (Service Level Agreement, SLA).
13. GUARANTEES AND LIABILITY
13.1 The obligations and responsibilities of the Supplier towards the Customer are those defined by the previous article. In any case of breach or default attributable to the Supplier, the Supplier shall be liable within the limits provided by the SLA, being expressly excluded, now for then, any other compensation or compensation to the Customer for direct or indirect damage of any nature and species. The Customer acknowledges and accepts, now for then, that in all cases in which the SLA does not apply, SEVEN MHF ITALIA S.r.l. will answer exclusively within the limits of the amount spent by the Customer in the last 12 months.
13.2 The Customer acknowledges and accepts that the Supplier makes no express or implied representations and warranties that Air Cloud is suitable to meet the Customer’s needs or that it is error free. The Customer acknowledges that the Supplier, in no case, can be held responsible for any damage caused to the Customer or to third parties as a result of delays, failure or malfunctions and/ or interruptions in the delivery of Air Cloud. In any case, within the maximum limits permitted by law, the Supplier’s liability may never exceed the amount of the sum spent by the Customer in the last 12 months.
13.3 The Customer also acknowledges that the Supplier may under no circumstances be held liable for any damage caused to the Customer or to third parties as a result of the use of Air Cloud, as well as the processing generated by the platform or through the Linked Services, the Customer being required in any case to verify the correctness of the processing obtained, using the platform or the Linked Services.
13.4 Without prejudice to the generality of the provisions of this article 13, the Customer accepts and acknowledges that in no case may the Supplier be held responsible in the event of failures and/or malfunctions in the network nor, in any case, may be held responsible for compensation for damage caused by accident and/ or force majeure, as well as for external unlawful attacks by third parties (they are also customers of the Customer, as well as third parties authorized to use the access keys).
14. MARKET PLACE
The Supplier makes available to the Customer the purchase of additional services, also provided by third parties, (such as the purchase of SMS), both subscription, and one-off. It is understood that the cost of these services is to be considered ultroneo with respect to the fees due for the use of Air Cloud and, therefore, to be added to what has already been agreed.
15. INTELLECTUAL PROPERTY
15.1 The Customer is obliged to use Air Cloud in compliance with the intellectual and/or industrial property rights of the Supplier. The Customer accepts and acknowledges that the ownership of the platform, including the source codes and any adaptations, developments and improvements made by the Supplier, the related documentation, as well as all the rights of economic use on them, remain in the hands of the Supplier. Any material that is the subject of intellectual and/or industrial property rights in favour of third parties and that is made available to the Customer through Air Cloud, will be used by the Customer in compliance with these rights. The Customer assumes all responsibility in this regard, and undertakes to indemnify and hold the Supplier harmless from any harmful consequences.
15.2 In the event that the Customer infringes the industrial or intellectual property rights of the Supplier and/or third parties, the Supplier reserves the right to terminate the Contract pursuant to Article 1456 of the Civil Code.
15.3 Ownership of all rights to trademarks, logos, names and other distinguishing marks associated with Air Cloud is the Provider and/or the Cloud Service Provider, with the consequence that the Customer will not be able to use them in any way without the prior written permission of the Supplier and/or the Cloud Service Provider.
16. LOG REGISTER
16.1 With reference to the provision of the Platform and Related Services, the Customer expressly acknowledges and accepts the existence of the Register of Activities (LOG – data relating to telematic traffic), compiled and stored by the Provider or by the Cloud Service Provider, in the terms and in the manner` established by law. The aforementioned register constitutes full and incontrovertible proof of the facts and acts performed by the Customer before the Supplier and/or third parties; It is of absolute confidentiality and can be exhibited and/ or provided only at the request of the subjects expressly indicated by law. The Supplier shall take all technical and organisational measures necessary to ensure the confidentiality of the connecting registers.
17.1 The term of the Agreement is agreed from the date of activation of Air Cloud for a period equal to the duration of the subscription chosen as indicated in the Price List.
18.1 The Customer qualified as “consumer” pursuant to art. 3 of Legislative Decree no. 206/2005 (cd. “Consumer Code”), or one who acts for purposes unrelated to business or professional activity, will be entitled to withdraw within 14 (fourteen) days from this Agreement without any penalty, with written communication sent by registered mail A.R. to SEVEN MHF ITALIA S.R.L., with registered office in San Giovanni La Punta (CT), via Alessandro Manzoni s.n.c. or by certified e-mail (PEC) to the address: firstname.lastname@example.org
18.2 SEVEN MHF ITALIA S.r.l. reserves the right to withdraw from the Contract at any time and without obligation to give reasons, giving written notice to the Customer, with a notice of at least 30 (thirty) days, except in the case of events caused by force majeure, by virtue of which the Supplier reserves the right to withdraw from this contract with immediate effect. After the deadline indicated above, the Contract shall be deemed terminated and/or terminated and SEVEN MHF ITALIA S.r.l. may at any time deactivate the Service without further notice and refund the Customer any amount already paid. In any case, any other liability of SEVEN MHF ITALIA S.r.l. for the exercise of the right of withdrawal and/ or for the non-use of the Service by the Customer or the consequent right of these to claim any other refund or indemnity or compensation of any kind and kind.
18.3 The customer acknowledges that after the termination of the contract the provisions of art.9 will apply.
19.1 The breach by the Customer of the obligations arising from this Contract, unless determined by chance or force majeure, will result in the termination of the contract pursuant to art. 1456 c.c.
19.2 The right of the Supplier to obtain compensation for all damages suffered is reserved.
19.3 The Customer may terminate the contract at any time, without any penalty and without claiming refunds, indemnification or compensation, deleting user and data through the ways provided by the platform.
19.4 The Customer has the right not to renew the Contract at the end of the license period without any notice and without any penalty.
20. UNILATERAL AMENDMENTS AND SINGLE CONTRACT
20.1 The Customer acknowledges and accepts that the Application and the Linked Services are characterized by constantly evolving technology, for these reasons SEVEN MHF ITALIA S.r.l. reserves the right to change the technical and economic characteristics of the Application and Related Services, the related tools and to change the conditions of the Contract and the SLA at any time, also after its subscription, without this giving rise to obligations of any kind to the Customer.
20.2 If the Supplier modifies the contractual conditions in any part, such changes will be communicated to the Customer by e-mail or access to the platform. These amendments shall take effect 10 (ten) days from the date of their notification. In the same period, the Customer may exercise the right to withdraw from the contract by written communication to be sent with the methods and timing provided for in the previous article 18. In the absence of exercise of the right of withdrawal by the Customer, in the terms and manner indicated above, the variations will be understood by these definitively known and accepted.
20.3 SEVEN MHF ITALIA SRL may vary the technical characteristics, the systems, the resources as a result of the normal technological evolution of the hardware and software components ensuring the Customer the same basic functionality.
21. CUSTOMER’S STATEMENTS
20.1 The Customer declares that he has all the rights and powers necessary to conclude and give full and effective performance to this Agreement.
22. CONFIDENTIALITY OF INFORMATION
22.1 The Customer undertakes not to disclose or make available, in any way, to third parties the confidential information known or managed in connection with the execution and/or application of this Agreement in the absence of specific written consent of the Supplier.
23. Applicable law and exclusive jurisdiction
23.1 This Agreement is subject to Italian law.
23.2 If the Parties intend to bring the matter before the ordinary Judicial Authority, the competent Court shall be that of the place of residence or of elective domicile of the Consumer, mandatory pursuant to art. 33, comma 2, lett. u) del d.lgs. 206/2005. Where the Customer is not qualified as “Consumer”, the exclusive jurisdiction, with reference to any dispute relating to this Contract, its interpretation or execution, will be the court of Catania.
24. ONLINE DISPUTE RESOLUTION FOR CONSUMERS
24.1 The Customer, resident in Europe, is hereby informed that the European Commission has established an online platform providing an alternative dispute resolution tool. This tool can be used by the European Customer to resolve non-judicial, any dispute relating to and/or arising from contracts for the sale of goods and services stipulated in the network. Accordingly, Customer may use this platform for the resolution of any dispute arising out of this contract. The platform is available at the following link (http:///ec.europa.eu/consumers/odr/).
25. FINAL PROVISIONS
25.1 This Agreement cancels and replaces any previous agreement that may have occurred between the Supplier and the Customer for any reason attributable to the same user (with the same email) and concerning the Service and constitutes the ultimate and complete manifestation of the agreements concluded between the Parties on this subject.
25.2 In no case may any breach and/or conduct of the Customer that is different from the Contract be considered as a derogation from the same or tacit acceptance of the same, even if not contested by the Supplier. Any inertia of the Supplier in exercising or enforcing any right or clause of the Contract does not constitute a waiver of such rights or clauses.
25.3 Unless expressly stated otherwise in the Contract, all communications to the Customer may be made by the Supplier either by hand, by e-mail, certified or not, by registered letter a.r., ordinary mail to the addresses indicated by the Customer during registration or subsequently acting on the User panel present in the Application and, consequently, the same will be considered known by these. Any changes to the addresses and contact details of the Customer including the address and email indicated at the time of order not communicated to the Supplier in the manner provided for in the Contract will not be opposable to it.
25.4 Except for the cases specifically provided for in the Contract, all communications that the Customer intends to send to the Supplier in relation to the Contract, including requests for assistance, must be sent through the support area, at: https://support.aircloud.plus . From the Support area it will be possible to send an intervention ticket to request technical assistance, guaranteed in subscriptions.
25.5 The possible ineffectiveness and/or invalidity, total or partial, of one or more clauses of the Contract will not result in the invalidity of the others, which must be considered fully valid and effective.
25.6 For anything not expressly provided for in the Contract, the Parties make express reference, to the extent possible, to the laws in force.
25.7 Any complaints regarding the provision of the Service, also with reference to the failure to comply with the SLA, must be addressed to M.H.F ITALIA s.r.l through the Support area on the Platform. The Supplier shall examine the complaint and provide a written response within 10 (ten) days of receipt of the complaint. In the case of complaints for facts of particular complexity, that do not allow a complete answer in the terms mentioned above, the Supplier will inform the Customer within the said terms about the progress of the practice.
26. PROCESSING OF PERSONAL DATA
26.1 With reference to the processing by the Supplier of the personal data of third parties, the Customer is the owner of the processing of these and entered by him or otherwise processed in the execution of the Contract (“Personal Data of Third Parties”)pursuant to the General Data Protection Regulation no. 679/2016 (“GDPR”).
26.2 in relation to the personal data of the Customer, or of the Customer’s staff and collected and processed by the Supplier for billing purposes and management of this contractual relationship, the Supplier is the Data Controller pursuant to art. 4 paragraph 7 and art.24 GDPR (“personal data of the customer “). I dati saranno trattati dal Fornitore in conformità a quanto riportato nell’informativa rilasciata in calce alle presenti Condizioni Generali dal Fornitore ai sensi dell’articolo 13 e 14 del GDPR.
In relation to the data of which the supplier’s customer is the owner, the supplier assumes responsibility for the processing pursuant to art. 28 of EU Regulation 2016/679. For this reason, together with the acceptance of the conditions provided for in this contract and with the completion of the same, the owner (Customer) authorizes the manager (supplier) to process the data on their own account as described in the Operating Instructions that simultaneously the owner (customer) imparts and the manager (supplier) accepts.
26.3 SEVEN MHF ITALIA SRL has appointed a Data Protection Officer or Data Protection Officer (or “DPO”) pursuant to art. 37 of the European Regulation no. 2016/679 on the protection of personal data (“GDPR”). Each data subject can contact the Data Protection Officer by sending his or her request to email@example.com, or by sending the communication by mail to: firstname.lastname@example.org