GENERAL CONDITIONS

Welcome to AQRATE. By accessing the application, users accept these conditions.

1. Introduction.

These general conditions of the contract (hereinafter the “Contract”) govern the sale of services supplied through the web application called “AQRATE”, accessible in protected mode from the website www.aqrate.biz using personal login credentials (“Username” and “Password”), which may be supplied by AQRATE S.r.l.

Those services are supplied by AQRATE S.r.l., with registered office in Bologna, via Galliera, 8 – 40121, Tax Code and VAT No. IT03441831207, to Legal Persons (hereinafter referred to as “Clients”).

2. Subject.

AQRATE S.r.l. grants the Client the non-transferrable, non-sublicensable, non-exclusive right to use the web Application and the services linked to it which can be used from the website: http://www.aqrate.biz.

Use of the Service requires Internet access with a broadband connection and use of the browsers indicated on the application login page.

The two operator profiles envisaged, to be enabled by the Client to use the Aqrate service, are hereinafter identified as “users” or “user”:

• Superuser: user authorised to access all data relating to the projects created by users from their own company;
• User: user authorised to access data relating to projects they themselves created.

The user acknowledges and accepts that, for the purposes of the Contract, any access to AQRATE using the login credentials supplied by AQRATE S.r.l. shall be considered to have been made by the Client.

The contract is executed when the purchase order is signed and these conditions accepted. Should the user have entered into another contract with us, relating to specific services or software, in the event of conflict with these conditions, then the conditions of that contract would prevail.

3. User personal content.

Users retain all rights over and ownership of their own content. AQRATE S.r.l. does not claim any right of ownership over user content.

4. Intellectual Property – Copyright.

4.1. 4.1. AQRATE S.r.l. is the exclusive owner of the parts of the www.aqrate.biz website and of the AQRATE application, all included, none excluded based on copyright law. Any commercial use of it, full or partial reproduction or revision, transmission in any form and by any method, without prior written permission from AQRATE S.r.l. is prohibited.

4.2. 4.2. The use of AQRATE complies with personal data protection and intellectual property laws: the Client, who is responsible for preserving and for keeping secret the password chosen, being the holder – as a result of the purchase and registration – of a personal, non-transferrable right of access to the reserved area, undertakes to hold harmless and indemnify AQRATE S.r.l. concerning any claim and/or demand deriving from use and/or abuse by third parties. AQRATE S.r.l. reserves the right to suspend the username and password assigned to the Client if it believes that an issue with security or unauthorised use exists or is very likely to exist.

5. Privacy Policy

AQRATE and the Client commit to complying with the principles established by Regulation (EU) 2016/679 (hereinafter referred to as “GDPR”) and Legislative Decree No. 196/2003, as updated by Legislative Decree No. 101/2018.

AQRATE and the Client acknowledge that all information and personal data they become aware of during the use of the AQRATE software (Confidential Information) are confidential and proprietary. Therefore, they agree not to use or disclose such information to third parties in any manner or by any means for purposes other than those specified in this contract, except as required by law and/or based on a legitimate order from the Judicial Authority, provided that prior notice is given to the other party in any case. The foregoing confidentiality obligation does not apply to information that is publicly available.

The processing of personal data by AQRATE is carried out in compliance with the principles of lawfulness, fairness, and transparency. AQRATE is capable of demonstrating compliance with the principles established by personal data processing regulations, as well as the implementation of appropriate technical and organizational security and protection measures to ensure adequate protection of personal data during the use of the Service.

For certain types of translations, AQRATE may process specific personal data on behalf of the Client to ensure optimal delivery of the Service. AQRATE, providing sufficient guarantees through the implementation of appropriate technical and organizational security and protection measures, acts as an external Data Processor as defined by Article 28 of the GDPR, whenever the processing of personal data is carried out on behalf of the Client, who acts as the Data Controller.

For all matters related to the regulation of Personal Data Protection, please refer to the document “AQRATE IT & Data Security Policy” and the Data Processing Addendum pursuant to Article 28 of the GDPR.

6. User Behaviour and Responsibilities.

Users of AQRATE expect courtesy and professionalism.

Users must use the Services responsibly and agree:

1. not to disclose password and/or personal identification codes (usernames) and/or, in any case, login credentials;
2. not to enable or permit others to use the Services or the Software with their own account details;
3. to immediately notify AQRATE S.r.l. should the secrecy of their login credentials be compromised;
4. not to copy all or part of the software programs included in the Service;
5. not to copy, modify, host, sublicense or resell the Services;
6. not to do anything that could compromise the security of the system.
7. not to access or attempt to access the Services using methods other than the interface we have supplied or authorised;
8. not to bypass any access or use restriction for preventing some uses of the Services;
9. not to share content or behave in any way that infringes anyone’s intellectual property rights. By “Intellectual property rights” we mean copyright, moral rights, trademarks, trade dress, patents, forms of protection of trade secrets, unfair competition, rights to privacy and to publicity, and other ownership rights;
10. not to share any content that is illegal, dangerous, threatening, offensive, criminal, defamatory, slanderous, vulgar, fraudulent, blasphemous, prejudicial to the privacy of others or incites hate;
11. not to pretend to be any other natural person or legal person, make false statements concerning their relationship to a natural person or a legal person, or otherwise misrepresent themselves;
12. not to attempt to disable, compromise or destroy the Services, the software or the hardware;
13. not to interrupt, interfere with or prevent others users from using the Services;
14. not to violate the laws in force.

7. Guarantee and responsibility for the services.

AQRATE S.r.l. undertakes to do everything in its power to supply the service without interruption. Should it be forced to interrupt use of the service due to exceptional circumstances or for maintenance, it will keep such interruptions or suspensions to the minimum possible, promptly updating the Client by e-mail and on its website. AQRATE shall not be held liable in any way for suspensions and interruptions caused by third parties and declines all responsibility for any Client claims concerning impossibility of using the service, for any reason.

The code, data and material contained in AQRATE are processed, reviewed and updated precisely, fully and appropriately: no guarantee, whether express or implied, is given regarding any errors, omissions and/or inaccuracies in the code, data and material, or in the results obtainable from them. AQRATE S.r.l. cannot be subject to claims attributable to errors, omissions and/or inaccuracies relating to the data and/or material contained in AQRATE, nor can it be held responsible for any direct and/or indirect damage, particular and/or incidental and/or consequential due to use of the application.

AQRATE shall not be considered a party to any contractual ties which may arise as a result of the Client accepting offers submitted by Suppliers of translation services within AQRATE, and declines all responsibility concerning execution of the work by the Supplier of the translation services. Moreover, AQRATE provides no guarantee and declines all responsibility concerning Client execution of any obligations that it may commit to with regard to the Supplier of the translation services.

The Client releases AQRATE from any liability for any deletion or any failure to archive or transmit any content and/or reference material and/or communications archived in the web Application.

8. Term of the Contract and Withdrawal

8.1. This Agreement is for an indefinite term, effective from the date of its signing.
The Client agrees, in the event of exercising the right of withdrawal and in any case of termination of the Agreement for any reason, to destroy all access credentials to the web application. Closing the user account does not relieve users of the obligation to pay any overdue fees.

8.2. Non-compliance with any of the Client obligations, in particular those indicated in art. 6 of this Contract, shall entitle AQRATE S.r.l. to unilaterally terminate with immediate effect the purchase contract entered into; moreover, AQRATE Srl reserves the right to immediately terminate this Contract in the event of failure to pay or a delay paying by the deadlines indicated in art. 10;

9. Amendment of Contractual Conditions.

AQRATE S.r.l. reserves the right to amend the Contract. The Client will be notified of such amendments by e-mail and, if accepted, the amendments will take effect immediately and will be incorporated in this Contract. Should the Client not intend to accept the amendments, the Client shall have the right to withdraw from the Contract without any charge, subject to the obligations envisaged in point 8.1 of this contract.

If, within 30 days of receiving the notification the Client does not send AQRATE S.r.l. notification of withdrawal by registered letter with advice of receipt or by PEC (public certified) e-mail, the amendments shall be considered accepted. Any use of the web Application by the Client after notification of the amendments/additions shall be understood to indicate the Client’s acceptance of them.

10. Amounts due, invoicing and payment.

The amounts due for use of AQRATE and for the provision of the services linked to the web Application are determined on the basis of the rates indicated in the service indicated in the Economic Proposal accepted by the Client. Unless otherwise indicated, all amounts shall be considered ex VAT and must be paid (by bank transfer) upon receipt of the relative invoices issued and sent to the destinations and/or e-mail addresses indicated in the purchase order or in text of the customised contract, by the deadline shown on the invoice.

AQRATE S.r.l. reserves the unappealable right to amend the Terms and Conditions of the Offer.

11. Governing Law

This Contract is governed by the laws of Italy and shall be interpreted in compliance with those laws. For any dispute that may arise concerning the existence, validity, effectiveness, interpretation and fulfilment of this contract, the Parties hereby submit to the exclusive jurisdiction of the Law Court of Bologna.

12. Extensions

All of the rules in this contract shall also apply to all updates and subsequent versions of the web Application that may be supplied by AQRATE.

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The Client expressly declares, pursuant to and for the purposes of Articles 1341 and 1342 of the Civil Code, to be aware of and expressly accept the provisions contained in the following articles:
Art. 6 (Client’s Responsibility)
Art. 7 (Responsibility of AQRATE S.r.l. – Limitation of Liability)
Art. 8.2. (Termination Clause); Art.10 (Amounts due, invoicing and payment); art. 11 (Jurisdiction).