General Conditions of Payment for Use of Software and Services License
Gregal Soluciones Informáticas, S.L. (hereinafter, the "PARTNER"), by virtue of agreements with MICROSOFT, holds the necessary license to provide the Microsoft Dynamics 365 Business Central Software (hereinafter, the Software) directly to its customers.
The PARTNER and the "Client", identified in the Particular Conditions, agree to the formalization of these General Conditions of Payment for Use of Software and Services License (hereinafter, the "Contract") through the manual or electronic acceptance of the Particular Conditions by the Client or through the exchange of emails from the undersigned, who declare to have the necessary representation for the purposes of contracting goods and services on behalf of their company.
This Agreement may only be amended or modified by mutual agreement of the parties reflected in writing. No other act, document, use or custom shall be deemed to be an amendment or modification of this Agreement.
1.- DEFINITIONS
1.1. "Customer" means the person who acquires the Licensed Software through the PARTNER for use as an end user and/or acquires any of the services detailed in this Agreement.
1.2. "Software License Terms" or "SLT" is the end user license agreement that grants the right to use the Licensed Software to the Customer.
1.3. "Order Form" means the document drawn up by the PARTNER detailing the specific licenses of the Software and the applicable fees and which must be accepted by the Customer.
1.4. "Program" or "Licensed Software" means the Microsoft software that is the tool for the management of the company, whose license to use is issued by Microsoft Dynamics and which the Customer acquires through this Agreement in this same act.
1.5. "Documentation" means Microsoft's published guides, manuals, and online help® for programs purchased by Customer through this Agreement. The Documentation will include any updated documentation that Microsoft® provides with the Updates.
1.6. "Vertical Application" means the software owned by the PARTNER for the operation of which the Customer must install Microsoft Dynamics 365 Business Central®.
1.7. "Customization" means the work that is carried out on the Licensed Software to adapt it to the requirements that the Client requests.
1.8. "Software Update" means a further release of a Program that Microsoft® makes generally available to the public and that (i) adds new features, functionality and/or improves operation,(ii)operates on new or different databases, operating systems or Client and server platforms. The foregoing is provided that updates will not include new or different products that Microsoft® separately licenses to its Customers in general upon payment of an additional fee.
1.9. "Subscription-Based License" is defined as a license to use the Licensed Software for a set period of time.
1.10. "Services Report" is a document that the PARTNER will write in each visit made to the Client to provide the different services and where the type of service provided is collected as well as the incidents and comments of relevance that are given.
1.11. "Services" means all services provided by partner under this Agreement, including technical support services and any other services, such as Implementation, Customization and Training, which are attached to this Agreement as Annex II and III.
1.12. "Your Content" means any text, file, image, graphic, illustration, information, data (personal or not), photograph or other content and/or materially other than applications, provided by the Customer that is located in, or runs on, or through, the Licensed Software.
1.13. "License File" is a computer file, issued by Microsoft® that is installed on the CLIENT's server/computers in conjunction with the Licensed Software. This described file describes the license granted and controls the number of end users (number of usage licenses) who may have simultaneous access to the Licensed Software.
2.- OBJECT OF THE CONTRACT
2.1. The object of this Agreement is (i) the granting of the right of access and use of the Licensed Software and, where applicable, of the Vertical Applications under the monthly subscription modality. Such license is granted in accordance with the provisions of the Particular Conditions and this Agreement. (ii) Where appropriate, the provision of services which are detailed in Annex II "Customization, Implementation and Training Services", in Annex III "Support and Maintenance Service" and in Clause 6 "Hosting and Cloud Computing Services" of this Agreement. (iii) The services covered by this Agreement shallbe provided in accordance with the service levels detailed in each of the Annexes.
2.2. This contract shall be deemed valid only for the use of the Customer in its internal business operations under the conditions set forththerein. . . The Client may allow its agents and contractors to use the Software, vertical Applications and Customizations for the same purpose, the former being responsible for the use made by the latter. The number of users who can use the product will depend on the contracted modality and is the one specified in the Particular Conditions.
3.- DURATION
3.1. The term of this Contract is specified in the Particular Conditions. This period will be counted from the date of its granting. The Contract shall be tacitly extended for equal periods unless otherwise stated that it must be addressed to the other party by burofax with notice to the date of termination of the contract or any of its two-month extensions.
3.2. The Customer expressly acknowledges that the subscription has a limited duration. Once the subscription expires or terminates, the Customer shall not have the right to use the Licensed Software, the Vertical Applications and any of their customizations, and the Latter must destroy all copies of the Licensed Software, the Vertical Applications and their customizations, as well as allow, in any case, the PARTNER (or any other third party designated by the PARTNER) to delete all copies of the Licensed Software, of the Vertical Applications and their customizations received under subscription. If Customer continues to use the Software and Vertical Applications after the expiration or termination of the license, Customer may be liable for breach of intellectual property rights, which may result in significant damages against Customer or other legal remedies.
4.- CONDITIONS OF THE PAY-PER-USE LICENSE.
4.1 Under this Agreement, Customer makes a request to partner to purchase the subscription-type license to use the Licensed Software, who undertakes to enter into such order with Microsoft on a monthly basis® as an intermediary. The request may also include the acquisition of the license to use the vertical Applications subscription type, owned by the PARTNER.
4.2 The Customer undertakes to acquire and maintain its license granted by Microsoft® to cover the maximum number of users and functionalities that it can use in the Licensed Software, being able to increase or decrease monthly the number of users granted by Microsoft® depending on the new needs of the Client. The same will happen in the case of acquiring licenses to use the Vertical Applications, these being the property of the PARTNER.
4.3 The particular terms of scope of the license to use and other rights attached to the Licensed Software are defined in the SLT that Customer enters into with Microsoft®. The terms of use of the Vertical Applications are defined in clause 5 of this Agreement.
4.4 In cases where the Customer installs the Software and Vertical Applications on its servers, the Customer shall be solely responsible for the custody of the License File and shall prevent it from being copied, transferred to third parties, etc. Once the contract has ended, the CLIENT undertakes to provide the PARTNER with access to the equipment where the License File is installed in order to proceed with its elimination. Its use, copying, transfer or any action relating to the License File is absolutely prohibited. The violation of this section in relation to the License File will entitle Microsoft® and / or the PARTNER to exercise all actions and rights protected by them.
4.5 Annex I incorporates the technical specifications that must be met by the Client's equipment, systems and networks for the installation and correct use of the Software and vertical Applications that the Client must comply with at all times.
4.6 During the term of this agreement, without any consideration, the Customer shall be entitled to obtain all updates submitted by MICROSOFT of the Licensed Software. The Client will be charged for the work that should be carried out to install and adapt the new version to their needs.
4.7 In cases where the Client installs the Software and vertical Applications on its servers, the CLIENT undertakes to keep remote access available with sufficient privileges to manage the computers where the License Files are installed.
5.- VERTICAL APPLICATIONS AND CUSTOMIZATIONS
5.1 Customer's use of vertical Applications and Customizations is subject to this Agreement and not to Microsoft's SLT® applicable to the Licensed Software. PARTNER is solely responsible, without liability to Microsoft®, for Vertical Applications and Customizations or for any impact they may have on the functionality of the Licensed Software or Customer's systems, businesses or operations, as provided in this Agreement.
5.2 However, the Customer undertakes with the PARTNER to use the Vertical Applications and Customizations in accordance with the conditions included in the SLT for the use of the Software, including, but not limited to, the conditions set out in the following sections of this clause.
5.3 The Client must protect, not being able to assign or transmit to a third party in any way, the rights acquired through this Agreement, nor allow, by title or circumstance, their use by third parties, being ultimately prohibited from using the Vertical Applications and Customizations for any purpose other than the exclusive satisfaction of their own needs of use in accordance with the purpose of the Software or that is not the use of the Vertical Applications and Customizations for any purpose other than the exclusive satisfaction of their own needs of use in accordance with the purpose of the Software. for which the Software has been developed or created. Failure to comply with this clause may result in the termination of this contract, as well as the corresponding compensation for damages.
5.4 The Customer undertakes to refrain from using the Vertical Applications and Customizations for purposes harmful to the rights and interests of the assignee, the owner, the Software and third parties, or that in any way may damage, disable, overload or deteriorate the Vertical Applications and Customizations or prevent the normal use or enjoyment of the Software.
5.5 The Customer is prohibited, including but not limited to reverse engineer, decompile, disassemble, modify, version, market, duplicate, transform or transmit to person or entity, in whole or in part, in any form or by any means, whether mechanical, magnetic, photocopying or any other, or remove any proprietary notice or labels from the computer application, including but not limited to, logical diagrams, source codes, object and/or data model, without prior and express written authorization from the assignor and even if any of these actions are necessary for their interoperability with other programs or independent web applications.
5.6 The knowledge and experience inherent in the Vertical Applications and Customizations, as well as the knowledge used for the configuration of the Software, are the partner's own and confidential information. The Client acknowledges and assumes responsibility for the fraudulent use or illegal copying of the Vertical Applications and the Customizations or accessory programs, or of this information by third parties, and will be responsible for any infringement committed by whoever depends on it or for whose cause has known or had direct or indirect access to the Software.
5.7 In no case may the Customer develop or make modifications or extensions of the Vertical Applications and Customizations.
6.- HOSTING AND CLOUD COMPUTING SERVICES
6.1 At the Customer's option, the Licensed Software and Vertical Applications may be installed on the Customer's servers or, through the PARTNER, on the servers of a hosting orcloudcomputing provider(hereinafter referred to as "Service Provider"). The Particular Conditions include the type of hosting contracted by the Partner as well as, where appropriate, the identification of the hosting or cloud computing provider that will provide the service.
6.2 The termination of this contract for any reason will entail the immediate termination of the hosting and computer services contracted, where appropriate, with the Service provider being applicable, as far as accommodation is concerned, the contracting conditions of the service provider.
6.3 The Partner will provide the Client prior to contracting the services with the terms and conditions of contract, as well as the corporate name address and CIF of the service provider.
6.4 The PARTNER shall not be responsible for the terms and conditions under which the hosting and cloud computing services are provided to the Client, the PARTNER acting as a mere intermediary.
6.5 In addition, the PARTNER is not responsible for the terms and conditions under which the hosting or cloud computing provider allows access to and delivery of Your Content in cases of interruption of the service or after the provision of services has ended.
6.6 The hosting and cloud computing service shall be provided in accordance with the service levels of the Service Provider.
6.7 The PARTNER may in any case replace the hosting or cloud computing system with the one provided by another provider, provided that it notifies the Client in writing at least one month in advance. In no event shall the Partner assume any liability arising from such substitution and/or any migration of the information owned by the Client.
7.- VALIDITY AND VALIDATION OF THE SUBSCRIPTION
7.1 Subscription Validity. Servers where the Software is installed will be validated from time to time, as detailed in the SLT. Validation verifies that the Software has been properly licensed and that no unauthorized changes have been made to the validation functions of the Software.
7.2 WARNING REGARDING SUBSCRIPTION VALIDATION. VALIDATION FEATURES ARE A PREREQUISITE FOR SUBSCRIPTION. IF THE CUSTOMER DOES NOT WISH TO COMPLY WITH THEM, HE WILL NOT BE ABLE TO ACQUIRE A LICENSE IN SUBSCRIPTION MODE. The Customer can find in detail the validation features in the SLT provided together with this Agreement and its Annexes.
8.- SUPPORT AND MAINTENANCE
8.1.- Once the warranty period regulated in this Contract has elapsed, the PARTNER may provide a maintenance service in accordance with the specifications of content, schedules, service periods, prices and premises provided for in Annex III of the Contract. Without the purchase of the Services, customer is not entitled to any form of maintenance of the Licensed Software and Vertical Applications, beyond that included by Microsoft® in the SLT in the case of Licensed Software. The purpose of this maintenance service is to keep the Software, the Vertical Applications and their Customizations in an adequate state of operation to comply with the specifications agreed by the Parties and that respond to the purpose of the Software and vertical Applications.
8.2.- The Client will not allow a third party, outside the PARTNER and without the partner's consent, to carry out repairs or replacements of the Software and vertical Applications. In the same way, the Client may not, without the prior express written consent of the PARTNER, assign to a third party the provision of the maintenance and / or update service.
8.3.- To ensure an adequate provision of the service, the Client must notify the PARTNER, as soon as possible and in accordance with the procedures established in Annex III, of any anomaly, malfunction or error that appears in the Software and vertical Applications, allowing the adoption of the measures deemed most convenient for its adequate and prompt correction.
9.- PRICE AND FORM OF PAYMENT
9.1 In consideration of the right to use the licensed Software and, where appropriate, the Vertical Applications, the Customer undertakes to pay the license price per user and month established in the Particular Conditions. This price does not include the costs of installation, development, support, maintenance or any other services related to the Licensed Software and Vertical Applications. Prices will be set monthly based on microsoft variations® for Licensed Software. Such price variations shall be communicated to the Customer, who may accept or reject them. The rejection of the price variation by the Customer shall entail the termination of this Contract without the Customer being able to claim any compensation.
9.2 The consideration that the Client must pay to the PARTNER for the provision of the services object of this contract is detailed in the Particular Conditions.
9.3 Monthly subscription fees will be paid within the first five days of each month, by direct debit.
9.4 Fees for the provision of services paid for which payment is not monthly shall be paid on the date of conclusion of this Contract.
9.5 The monthly installments will be reviewed annually according to the percentage variation experienced by the CPI, taking as a reference for the first update the one that corresponds to the last index of the year. The basis on which the said review will be carried out will be the fee paid in the month immediately preceding the date of the review.
9.6 Payment of the price of the Software, Vertical Applications and usage licenses does not constitute the purchase of ownership of the programs. Microsoft® and PARTNER retain ownership thereof,know-how, patents and any rights therein.
9.7 Each of the parties will settle the taxes that correspond to it in accordance with the current legislation, present or future, that is applicable.
9.8 Invoices not paid on the date of their maturity, will accrue an interest of delay equal to the legal interest of the money increased by two points.
9.9 Customer shall be solely responsible for the provision and payment of costs necessary to ensure compatibility with the computer application related to the equipment, including all hardware, Software, electrical components and other physical components required to be able to use the Software provided by Microsoft® and Vertical Applications, including but not limited to, but not limited to telecommunications services, Internet access and connection, links, browsers, equipment and services required to access and use the computer application.
10. COMMITMENT TO PERMANENCE
10.1 When the implementation and training services are paid as an integral part of the monthly subscription fee, the Client, as a result of the financial support received for staff training and implementation of the licensed Software and Vertical Applications, undertakes to maintain this Contract in force for the period specified in the Particular Conditions and with the mandatory number of users.
10.2 The cancellation of the service before the fulfillment of the period detailed above will imply the application of a penalty proportional to the time not fulfilled of said commitment of permanence with the maximum amount established in the Particular Conditions.
11.- INTERRUPTION OF THE SERVICE DUE TO NON-PAYMENT
11.1 In the event of non-payment or partial payment of the agreed price, the PARTNER reserves the right to interrupt access to the Licensed Software and vertical Applications, as well as to temporarily suspend the contracted services. Such temporary interruption shall not exceed the period of 15 days. If the breach has been remedied, the services covered by the Contract will be restored. Otherwise, the provisions of clause 19 "Early termination" will apply, and the PARTNER may terminate the contract without prior notice.
11.2 During the temporary interruption of the service, the Customer shall have no right of use over the Licensed Software, the Vertical Applications and their Customizations, and the possession, use, copying, transfer or any activity related to the License File is absolutely prohibited, in cases where the Client installs the Software on its servers.
11.3 During any period of interruption or suspension, the Customer may request a copy of Your Content under the terms and conditions set by the hosting or cloud computing provider.
12.- LIMITED WARRANTY
12.1 Software Warranty. Neither PARTNER nor Microsoft® warrants the error-free or uninterrupted operation of the Licensed Software and Vertical Applications. The warranty of the license to use the Software will be that offered by Microsoft® in the SLT, without prejudice to the legal guarantees applicable to this effect. The PARTNER makes no warranties, conditions, express or implied, regarding the operation, quality or results of the Licensed Software.
12.2 Warranty of Services. The PARTNER warrants for ninety days from the date on which it has provided any Service, in accordance with this Agreement, that such services have been performed in a professional manner and consistent with the generally accepted standards in the industry in which the PARTNER operates and essentially in accordance with the provisions of Annexes III and IV of this Agreement, applicable to such Services. The guarantee provided does not include the travel expenses that, where appropriate, must be made by the PARTNER's staff during the term of validity of the guarantee, nor the additional services that it requests even motivated by the guarantee, such as, for example, recovery of copies, assembly of copying systems, implementation of replacement hardware, etc.
12.3 Data Warranty. The PARTNER is not responsible in any case for the Customer's data. It will be the Customer's responsibility to maintain their respective backups.
13.- LIMITATION OF LIABILITY
13.1 Licensed Software and Vertical Applications are complex computer software. Its performance will vary depending on the hardware platform, software interactions, and configuration of the Licensed Software and Vertical Applications. The Licensed Software and Vertical Applications are not fault tolerant or free of errors, conflicts or interruptions. During the creation of a Customization or in the Implementation of the Licensed Software and Vertical Applications, errors may be detected in the Software and Vertical Applications. The PARTNER will determine in what terms the Customization can be carried out, carrying out tests that include analysis of effects and mode of failures in the computer systems.
13.2 The PARTNER cannot guarantee: (i) that the Programs and Vertical Applications will satisfy the Client's requirements other than those expressed in the reports prepared by the PARTNER,(ii)that the Programs and Vertical Applications will operate with other hardware, software, systems or data different from those that the Client had at the time of the implementation of the Project, and(iii)that the operation of the Vertical Programs and Applications shall be uninterrupted or error-free.
13.3 The PARTNER shall not be liable for any direct or indirect, incidental, special, punitive or consequential damages, or for any loss of profits, revenue, data or use of data.
13.4 The PARTNER shall not be liable, nor shall it provide the guarantees established in this Agreement, if any of the following cases occur: (i) improper treatment, use or operation of the hardware or programs and Vertical Applications if such treatments, use and operation have not been authorized or ordered by the PARTNER; (ii)any failure of the Customer in the proper maintenance of the hardware of the programs and the Vertical Applications, (iii)any attempt by persons other than the PARTNER torepair, maintain or modify the Licensed Software and the Vertical Applications, and (iv)anyaccident, negligence, misuse, vandalism, damage caused by viruses, failure of telephone equipment or communication lines, failure of the interconnection equipment and another cause of force majeure.
13.5 The PARTNER shall not be liable for any anomaly or failure in access to the Licensed Software, the Vertical Applications and Its Content, resulting in these cases of application as established in the terms and conditions of the hosting or cloudprovider, acting the PARTNER as a mere intermediary.
13.6 The maximum liability of the PARTNER for any damages arising out of or in any other way related to this Agreement, whether contractual, tort or otherwise, shall be limited: (i) in the case of the Licensed Software and Vertical Applications, to the total of the fees paid for such concept under this Agreement, and(ii) ) in the case of the Services, the amount corresponding to the twelve monthly payments immediately prior to the event giving rise to such liability.
13.7 The PARTNER may interrupt or terminate the subscription, which may mean that the Customer will have limited access or no access to the Licensed Software and Vertical Applications. Microsoft® and PARTNER shall in no event be liable for any consequences for Customer. Microsoft® and PARTNER reserve the right to terminate a subscription, at any time, in response to a claim of intellectual property infringement or pursuant to a court or tribunal or governmental order.
14.- INTELELECTUAL AND INDUSTRIAL PROPERTY
14.1 Microsoft® and PARTNER hold full copyright, title and each right in the Licensed Software and Vertical Applications, respectively. The Software and Vertical Applications are protected by intellectual property laws and international laws and treaties. This type of contract does not grant the Client property rights over the licenses. Any violation of Microsoft® or PARTNER's rights, including improper access to the Program or Vertical Applications by third parties may be considered a material breach of this Agreement and entitle Microsoft® and/or PARTNER to take any action and rights under their rights.
14.2 Any of the developments made by the PARTNER and delivered to the Client under this Contract, resulting from the Services, shall be the property of the PARTNER without prejudice to the assignment of rights over the use thereof in favor of the Client during the term of this contract.
14.3 The granting of this assignment of use does not imply, implicitly or explicitly, the assignment of the rights to the industrial and intellectual properties of the computer application, the hardware, or the data model.
14.4 Any violation of the rights of Microsoft® or PARTNER, including inappropriate access to the Software and Vertical Applications, that makes it possible to copy the Files or License Codes may be considered a material breach of this Agreement and entitle Microsoft® and/or PARTNER to take any actions and rights under their rights.
15.- SERVICE LEVEL AGREEMENT AND FORCE MAJEURE
15.1 The PARTNER guarantees that the work carried out for the purpose of this Contract will be carried out in accordance with the service levels set out in Annexes III and IV. This Service Level Agreement will not apply in cases where there is force majeure or lack of connectivity for reasons external to the PARTNER.
15.2 Neither party shall be liable for the breach of obligations arising from the contract where such breach is due to force majeure. If the suspension in the provision of the service due to this circumstance is greater than one month, this Contract may be canceled at the request of either party.
16.- INDEPENDENCE AND NON-COMPETITION AGREEMENT
16.1 Both parties acknowledge that their respective companies are fully autonomous and that there is no agency or association relationship between them.
16.2 Its employees, therefore, belong to their respective companies and both undertake to respect this situation both during the execution of this Contract, as well as during the two years following its termination and, therefore, will refrain from hiring personnel belonging to the other contracting party and from urging that the personnel of the latter terminate their employment contracts at their request.
16.3 Any of the parties that fails to comply with the above obligations must compensate the other with a figure equivalent to the gross annual salary of the worker or workers who, belonging to the staff of the latter, is hired by that or by a company owned by it, or impelled to terminate the employment contract that linked them to their former employer.
16.4 In relation to their respective personnel, both parties declare that they comply with all labor, tax, social security and occupational health and occupational risk prevention legislation.
17.- AUDIT
17.1 The Customer, at the request of the PARTNER, shall provide the Partner with a signed statement that the Licensed Software and Vertical Applications are being used in accordance with the terms and conditions of this Agreement and the SLT.
17.2 If the PARTNER has doubts about the above, the Client will allow him to review the relevant records and inspect his facilities to verify compliance with this Contract and the SLT, it being sufficient for the PARTNER to notify him at least three working days in advance. The audit would be carried out in any case during the usual hours, so that it does not interfere unjustifiably in the operation of the Client.
18.- CONFIDENTIALITY 18.1 All information obtained in the occasion of this Agreement shall be considered confidential and its disclosure to third parties and its use for any purpose other than the performance of this Agreement shall be prohibited.
18.2 The Customer shall not disclose the results of any test of operation of the Licensed Software to any third party without the prior written approval of the PARTNER. Each party agrees to take all steps reasonably necessary to ensure that confidential information is not disclosed or disclosed by its employees or agents in breach of this Agreement. The parties also agree to keep the other party's confidential information secret.
19.- PROTECTION OF PERSONAL DATA
19.1 Who is responsible for the processing of your personal data? The information and / or personal data that you provide us or to which we have access in the development of the contracted service, are included in a file whose responsible is:
Gregal Soluciones Informáticas S.L.
CIF B97037659
Address Tactical Business Park C / Botiguers 3, Floor 3 I Building Onofre 46980 – Paterna (Valencia)
Phone 96 305.23.08
Email gregal@gregal.info
19.2 For what purpose do we process your personal data? In Gregal we treat your personal data on the occasion of the contractual or commercial relationship that you have with us for the following purposes is: the development, maintenance, compliance and control of the contractual relationship created between you and Gregal and those pre-contractual relationships created or that will be created from it, as well as the legal obligations of said relationship.
19.3 How long will we keep your personal data? Gregal will keep your personal data for a certain period in accordance with the following criteria: duration of the contractual relationship and attention to any responsibilities arising from said relationship; applications for operations which are not signed shall be kept for a maximum period of six months; once the contracts have ended, the personal data will be blocked during the legal limitation periods. Once the legally established deadlines have elapsed, they will be destroyed.
19.4 What is Gregal's legitimacy for the processing of your data? Gregal processes your personal data for the aforementioned purposes based on: The fulfillment of a contract, to manage its products and services that you request or contract with Gregal. Comply with the legal obligations imposed by the regulations in force at all times. For Gregal's legitimate interest, to better meet your expectations and that we can improve your degree of satisfaction as a customer; sending advertising based on the products you have contracted in the past.
19.5 To whom will your data be communicated? Gregal will not communicate your data to third parties unless there is a legal obligation or it is necessary for the maintenance and control of the contractual relationship.
19.6 What are your rights when providing us with your data? You have the right to request from Gregal: Confirmation of whether Gregal is processing personal data that concerns you or not, to access them and the information related to the treatments that are carried out. The rectification of your personal data that turn out to be inaccurate, incomplete or not updated. The deletion of your data when they are no longer necessary for the purposes for which they were collected. The opposition to the processing of your data, in which case, Gregal will stop processing them, except for legitimate reasons. The limitation of the processing of your data, in certain circumstances, in which case they can only be treated with the corresponding consent. The portability of your data, by receiving a file in a structured format, commonly used and mechanically readable personal data, when technically possible.
19.8 The above rights of access, rectification, deletion, limitation, opposition and portability may be exercised directly by the owner of the data or through a representative, through written communication, proving their identity addressed to gregal@gregal.info or by ordinary mail to the registered office of Gregal. In addition, you may file a claim with the Spanish Agency for Data Protection (AEPD) through the website www.agpd.es especially when you consider that you have not obtained satisfaction in the exercise of your rights.
20.- ADVANCE RESOLUTION
20.1 The Parties may request early termination in the following cases: (i) The breach by either party of the obligations arising from this Contract and its Annexes, will empower the other to terminate it unilaterally, provided that compliance has been expressly required in writing, and the fault is not remedied within a maximum period of fifteen (15) days. (ii) By request or declaration of suspension of payments, bankruptcy, withdrawal and waiting, bankruptcy, claim for attachment, blocking or execution of the assets of one of the parties.
20.2.- The termination of the Contract will oblige the Client to immediately cease the use of the Software, the Vertical Applications and their Documentation, as well as the return or destruction of all copies of the Software, the Vertical Applications and the Software Documentation in their possession at that time. Upon termination of the contract, the customer shall have no right to use the Licensed Software, the Vertical Applications and their customizations, and the possession, use, copying, transfer or any activity related to the License File is absolutely prohibited, in cases where the Client installs the Software and vertical Applications on its servers.
20.3 Once the contract has ended, the Client undertakes to provide the PARTNER, in all the ways at its disposal, and as soon as possible, which in no case will exceed seven days, with the withdrawal of the License File, the Licensed Software and the Vertical Applications, from those computers / servers on which it is installed. At the request of the PARTNER, the Client shall provide the Partner with a signed declaration that the License File, the Licensed Software and the Vertical Applications have been removed from those computers/servers on which it is installed.
20.4 In the event of termination for non-compliance, the complying party may claim from the defaulting party the payment of damages that may be caused as a result of the breach.
20.5 The request for cancellation of the contract by the Customer, entitles the PARTNER and Microsoft® to take the appropriate actions to deactivate and cancel the service object of this Agreement. 20.6 The Customer has the right to request a copy of Your Content under the terms and conditions permitted by the hosting or cloud computing provider.
21. CONSUMERS
21.1 When the Client has the character of consumer in accordance with Spanish regulations, the conditions contained in this clause will prevail over the other General and Particular Conditions.
21.2 The consumer and user may communicate with the PARTNER quickly and efficiently to send their requests for information, their complaints and their claims, by the following means:
Gregal Soluciones Informáticas, S.L. C/ Botiguers, 3 3º I, Paterna (Valencia) 96 305 26 08 comercial@gregal.info
21.3 Any other concept not indicated in the economic proposal, will have an assessment before its realization.
21.4 Method of payment: on the 01 of each month, always in advance of the provision of the service.
21.5 The consumer and user may withdraw for a period of 14 calendar days. To exercise this right, the consumer and user must contact the PARTNER in writing through the means provided in section 21.2, and the PARTNER will proceed to provide the model withdrawal form.
21.6 The right of withdrawal is extinguished in advance if the PARTNER, with the express consent of the consumer and user or at the initiative of the latter, has already begun with the provision of the contracted service before the expiration of the withdrawal period.
21.7 Your right to withdraw shall not apply to products and software that have been unsealed, as well as computer files, supplied electronically, which may be downloaded or reproduced immediately for permanent use.
21.8 The PARTNER grants the consumer and user the legally established guarantee for the goods and services.
21.9 To resolve any dispute, discrepancy, issue or claim resulting from the execution or interpretation of this Contract and its consummation or related to it, directly or indirectly, the parties submit to the jurisdiction of the courts and tribunals that correspond to the domicile of the CONSUMER expressly waiving any other jurisdiction that may correspond to them.
22.- MISCELLANEOUS
22.1 Customer authorizes Partner to share with Microsoft® the information necessary: (i) to collaborate with Microsoft®,(ii)for Customer to receive services and communications from Microsoft®, (iii)toverify Customer's compliance with the SLT, and (iv)for Customer toprovide Microsoft® Customer's contact details and to be able to contact those persons.
22.2 Microsoft®, as a third-party beneficiary of this Agreement, shall have the right to:(i)enforce this Agreement,(ii) verify Customer's compliance with this Agreement, and (iii)contactCustomer directly.
22.3 Any other commercial communication relating to the contract will be made between the parties in writing and at the postal addresses indicated, leaving the parties obliged to communicate to each other any change in the postal address referred to.
22.4 The Customer may not, without the prior, express and written consent of the PARTNER assign in whole or in part the rights and obligations contained in this contract to any third party.
23.- APPLICABLE LEGISLATION AND JURISDICTION.
23.1 This Agreement is subject to and shall be construed in accordance with Spanish law.
23.2 To resolve any dispute, discrepancy, issue or claim arising from the execution or interpretation of this Agreement and its consummation or related to it, directly or indirectly, the parties submit to the jurisdiction of the courts and tribunals that correspond to the domicile of the PARTNER expressly waiving any other jurisdiction that may correspond to them.