TERMS AND CONDITIONS
LAST UPDATE: June 12, 2023
These Terms and Conditions ("Terms") represent a legal agreement between you, as a User or Visitor (as defined below), and EVOS INNOVATION S.R.L., having its headquarters at 155 Calea Victoriei, tronson 7, offices 18 and 19, building D1, entrance 7, floor 3, district 1, Bucharest, tax code 32833912, registered with the Trade Registry under no. J40/2195/2014 ("OrgXO", "We", “we”, “Us”, “us”) governing the access and/or use of the OrgXO platform available at https://orgxo.com/, (the "Platform"). These Terms govern the navigation, as a Visitor, through the content of the Platform (presentation content) and the access and use of the Platform for demonstration purposes (namely, for creating and using a Demo Account, as defined below), during the Trial Period (as defined below).
You may only use the Platform and the Demo Account during the Trial Period in accordance with these Terms. Please read these Terms carefully as they contain important information about your rights and obligations. These Terms include various limitations and exclusions, setting out our liability, jurisdiction over dispute resolution, and the law applicable to the services provided by us.
Your use of the Platform equates to your confirmation that you understand and agree to these Terms in their entirety. The Platform can only be used if you accept the Terms as presented to you by checking the appropriate checkbox on the Platform at the time of registration.
We reserve the right to change these Terms at any time. If we make changes to the Terms, we will publish the updated version of the Terms on the Platform, update the "last update" date indicated at the top of these Terms and inform you accordingly, at least 30 (thirty) calendar days prior to the date on which the changes will take effect in respect of you, by email and/or by posting a notice to this effect on the Platform. Your continued use of the Platform after the respective date is subject to the acceptance of the modified / amended Terms.
If you do not agree to the provisions of the Terms, please cease accessing or using the Platform.
- The following terms will have the meaning set out below, both in their singular form and in the plural:
“Confidential Information” means (i) all information of professional, commercial, technical, financial or other nature, which is received, collected or used during or in relation with our activity, including, but not limited to the information afferent to the identity of the affiliates, commercial partners, consultants, OrgXO’s employees, trade conditions, business methods, corporate plans, management systems, finances, generation of new business opportunities or research and development projects of OrgXO, market researches, IT infrastructure, promotion policy, proposal for developing and extending the OrgXO’s activity, information and plans regarding any sales, market quota and statistics regarding the process, marketing plans, sales techniques, list of prices, purchase prices, structure of discounts, promotional and advertising materials, names, addresses, phone numbers and contact names of the customers and potential customers and suppliers of OrgXO; (ii) all opinions, suggestions, reports, notes, data, analysis, compilations, studies or other documents related to our activity.
„Demo Account" means the user account that, as a User, you must register in order to be able to use the Platform during the Trial Period;
"Designated person" means any natural person with relevant access rights granted by you as a User, when you are a legal entity;
"Intellectual Property Rights" means any intellectual and/or industrial property rights as defined everywhere in the world, including but not limited to: copyright and related rights, patent rights, rights relating to utility models, trademarks, geographical indications rights, rights over industrial models and designs, sui generis rights relating to databases, rights relating to domain names and data of access to computer program accounts, rights relating to confidential information, rights over trade secrets, trade names and know-how, as well as any other intellectual and/or industrial property rights and other similar or equivalent rights (registered or not registered) which exists or might exist worldwide;
“Services” means the services provided by us through the Platform;
“Trial Period” means the period of time when you can access and use the Platform for demonstration / information purposes;
"User" means any natural person over the age of 18 or any legal person who registers and uses the Platform. For the avoidance of any doubt, the Platform are not intended for use by minors (within the meaning of the law applicable to a particular User);
“User Account” means the user account that, as a User, you must register in order to be able to use the Platform and benefit from all the Services we provide, after the Trial Period;
"Visitor" means any natural or legal person visiting the Platform. Unless otherwise stated or understood in these Terms, the provisions relating to Users shall apply accordingly to Visitors.
- All other capitalized terms have the meaning stated when they are first used or, as the case may be, defined for the first time.
- USE OF THE PLATFORM (TRIAL PERIOD)
- Taking into account that the User and OrgXO are in discussions for entering into a service agreement or a partnership agreement, OrgXO offers the User the possibility to access and use the Platform during a Trial Period in order for the latter to assess the functionalities and the capabilities of the Platform.
- During the Trial Period you can access and use the Platform through your Demo Account. In the Trial Period you have access to limited functionalities of the Platform, the only purpose of your access being to understand how the Platform works, what are the Platform capabilities and what are the Services we provide.
- All the data and information displayed in your Demo Account are included only for information / demonstration purposes.
- During the Trial Period you are not allowed to use the Platform for any other purpose than for your information. You cannot create real projects and benefit from all the Services we provide.
- If you decide to further use the Platform and benefit from all the Services we provide, you must inform us, and we shall create a User Account for you. In such a case, the functionalities and conditions (including durations, fee periods and prices) available to Users, as well as the access and use of the Platform and/or of the Services will be governed by a separate agreement between you and OrgXO.
- Any reference in these Terms to the User, as well as any obligation undertook by the User, are also the responsibility of any Designated person by the User, as a legal entity, unless otherwise stated.
- In the case of all actions or activities that a Designated person makes or carries out within the Platform, we will presume that the Designated person has been authorized by the User to act in that regard, and the Designated person declares and warrants that she/he has received such authorization from the User and is over 18 years of age. The User is directly responsible for any Person designated by the User (i.e., Designated person) who uses Platform.
- DEMO ACCOUNT
You may use the Platform only after registering your Demo Account.
- As a User, you have the obligation to provide a valid e-mail address and to fill in all the information requested in the registration form, in order to configure and access the Demo Account. The Demo Account is intended solely for your own use, and it is not allowed the share, disclosure, or use of the login data / licenses for the use of the Platform by any other person.
- After creating your Demo Account, you have, at any time, the possibility to change or add additional information to your Demo Account by going to the My Account section of your Demo Account.
The deletion of the Demo Account is done only at your express request, which can be made by sending an e-mail at the address indicated in the Communication section below.
- All data provided by you as a User for the creation of a Demo Account must be accurate, current, and complete. If you provide personal data of third parties, you must comply with the legislation on the protection of personal data.
- USE OF THE DEMO ACCOUNT
- Each time you use your Demo Account, you must take the following security measures: (a) make sure that you always have a secure Demo Account with a strong password and (b) protect your Demo Account data and access to it.
- If we have a reasonable doubt that any information provided by you is wrong, untrue, outdated or incomplete, we have the right, but not the obligation, to send you a notification (in the Platform and/or by e-mail to the contact address specified in the Demo Account) requesting you to remedy the error or we may totally or partially limit your access to the Platform, where applicable. You have the obligation to keep up to date all the information provided within the Demo Account or to notify us as soon as possible in case of a change.
- If there is a suspicion of unauthorized use or you are aware of any unauthorized use of your Demo Account or any part of it or any other security breach, you must immediately notify us at the e-mail address indicated in the Communication section below. You understand and agree that we may ask you to provide information that can be used to confirm your identity and ensure the security of your Demo Account.
- You understand and agree that you will be responsible for all activities that are carried out in your Demo Account, and, to the maximum extent permitted by law, you accept all risks of any authorized or unauthorized access to your Demo Account. We will presume that any communications we receive in your Demo Account have been made by you.
- OrgXO is not liable for any loss, liability, expense, or damage resulting from your failure to comply with the security obligations or best practices indicated in these Terms. To the maximum extent permitted by law, you will be liable for any loss, damage, liability, expenses, and attorneys' fees incurred by OrgXO or a third party because of another person's use of your Demo Account. If you lose access to a Demo Account or otherwise request information about a Demo Account, OrgXO reserves the right to ask you for any verification it deems necessary, at its sole discretion, before restoring access to or providing information about such a Demo Account.
- INTELLECTUAL PROPERTY RIGHTS. LICENSE
- All content of the Platform, including, but not limited to, texts, images, graphics, web graphics, scripts and any other data are protected by the Intellectual Property Rights of OrgXO or its suppliers. OrgXO grants you a limited license, for your own use, non-exclusive, non-transferable and which cannot be sublicensed to use the Platform for information purposes for you and / or for the Designated persons, as the case may be, for the period of using the Demo Account.
- As a User, you have the obligation to respect the Intellectual Property Rights of OrgXO or its suppliers. The use without our written consent of any elements on the Platform is strictly prohibited and is sanctioned according to the applicable law. Unless expressly stated by OrgXO and/or otherwise provided for in these Terms, nothing shall be construed as constituting an assignment of the Intellectual Property Rights. Your collection of any information, data, images from the Platform for the purpose of republication, total or partial distribution or for any other purposes not expressly permitted by these Terms without the prior written consent of OrgXO is prohibited and sanctioned under applicable laws.
- You undertake to keep the strict confidentiality and not to disclose or allow the disclosure by any person of any Confidential Information as long as you have a valid Demo Account and, for an unlimited period of time, after the deletion your Demo Account.
- The provisions of this article will not apply if and insofar as the Confidential Information:
- must be disclosed under the applicable law and regulations and, in these circumstances, only provided that, as soon as any request in this sense is made, you will inform us and will take all reasonable measures in order to cooperate with us in the actions necessary for protecting our interests. Anyway, the disclosure will refer only to that part of the Confidential Information necessary to be disclosed and you will cooperate with us regarding the date and content of the disclosure and will make sure that all persons to whom the Confidential Information is disclosed are aware of its confidential nature and continue to observe it.
- is information agreed by us in writing not to have a confidential character;
- is published and accessible to the public otherwise than as a result of the breach by you of this Terms or of any other confidentiality obligation.
- PROHIBITED CONDUCT
- You may not use the Platform for illegal, immoral, or unauthorized purposes and/or activities. In using the Platform, you must ensure that you do not break any applicable law.
- Under the sanction of immediate interruption of access to the Platform, without prior notice and with your obligation to cover any damage caused as a result of a non-compliant conduct, you are obliged to refrain from any non-compliant or harmful conduct towards OrgXO, including but not limited to:
- the use of information obtained in any form as a result of using the Platform to build a database for resale or to provide access to this information to a third party, engaged in an activity similar to OrgXO; as well as allowing a third party, carrying out an activity similar to OrgXO, to access this information, as a result of not taking the necessary security measures to protect the information acquired through the use of the Platform;
- the use of the Demo Account belonging to another User, as well as the use of an identity other than the real identity, by any means (for example, by using an e-mail address, name, pseudonym or otherwise);
- modifying, distributing, transmitting, displaying, publishing, reproducing, licensing, creating derivative products, transferring or selling any information or services obtained by reproducing, modifying or displaying content on or obtained through the Platform without the written consent of OrgXO;
- removing or modifying any copyright, trademark or other Intellectual Property Rights notices in connection with the Platform;
- attempting to circumvent any security measures or exploit any technical limitations of the Platform;
- the use of the Platform in a manner that harms the interests of OrgXO, including, without limitation, by carrying out or permitting the carrying out of cracking or hacking activities, "Denial of Service" attacks or others, insertion of viruses or other materials / technologies that may totally or partially affect the integrity and/or operation of the Platform, related systems and/or networks;
- exploiting the Platform for the purpose of creating a competitive product or service with any of our products or services;
- the use of software, devices, scripts, robots, other automated means or processes to access, copy or duplicate any content on the Platform;
- harming the name, reputation, image of the Platform, OrgXO, associates, directors or staff of OrgXO in connection with your use of the Platform;
- the exploitation of the Platform for any unauthorized commercial purpose;
- use of the Platform on behalf of a company, without having the right to represent that company.
- In any of the situations provided for in this Section – Prohibited Conduct, to the extent that any type of damage has been caused to us, costs have been generated or the OrgXO profitability rate has been limited in any way, you are solely responsible for their full coverage, as well as for any other legal expenses involved in the steps to recover our damages / return to the previous situation.
- CHANGES TO THE PLATFORM. SUSPENSION AND TERMINATION OF THE USE OF THE PLATFORM
- OrgXO reserves the right to modify, temporarily or permanently, with or without prior notice the Platform.
- During the Trial Period, OrgXO may terminate your access at any time, with or without prior notice.
- You agree that OrgXO will not be held liable to you or to third parties for any changes, suspensions of the Platform, nor in the event of ceasing access to the Platform, pursuant to paragraphs 9.1 and 9.2 above.
- You agree to indemnify us and any of our employees, licensors, suppliers or partners against any claims, damages, payments, fines, court decisions, debts, losses, costs and expenses of any kind or nature, including the costs of disputes, legal fees and attorneys' fees arising out of or in any way related to (i) the use of the Platform; (ii) breach of these Terms or the rights of any third party; or (iii) violation of applicable laws in connection with your conduct, access or use of the Platform.
- LIMITATION OF LIABILITY
- To the maximum extent permitted by applicable law, OrgXO shall not be liable to you or to third parties for any direct or indirect damages caused by the use of or access to the Platform, including, but not limited to, actually losses and loss of profits or other intangible losses resulting from loss of profits (whether incurred directly or indirectly); loss of reputation of the business, the cost of purchases of substitute goods or services, resulting from or in connection with the Platform, regardless of the theory of liability (contractual or tort).
- You have sole responsibility for accessing the Platform via the Internet. You understand that the Platform is Internet-based, and you understand and accept the inherent security risks associated with such applications and websites, including, but not limited to, the risk of losing Internet connections, the risk of hardware or software failure and the risk of unauthorized third-party access to your Demo Account. Thus, you agree that we have no liability for any failures, communication failures, delays, errors, or any security breach.
- You agree that we will not be liable for any breach or delay in the performance of our obligations resulting from any situation beyond our reasonable control, including, but not limited to, acts or omissions of third parties, earthquake, fire, flood, military conflicts, or technical malfunctions (Internet connection, access to the server, etc.).
- USER WARRANTIES
- Under the sanction of immediate interruption of access to the Platform, without prior notice, but with your obligation to cover any damage generated as a result of the non-compliant conduct, you guarantee that:
- you have the legal right and the capacity or authorization to accept and comply with these Terms and to use the Platform;
- you provide real and accurate information; you assume full responsibility for the data provided and accept that OrgXO will not be held liable to you and/or to third parties for damages of any kind resulting from the provision of erroneous information by you;
- you comply at all times with all applicable laws, rules and regulations, including, without limitation, the legal provisions regarding data protection.
- Under the sanction of immediate interruption of access to the Platform, without prior notice, but with your obligation to cover any damage generated as a result of the non-compliant conduct, you guarantee that:
- OrgXO may assign these Terms and/or any or all its rights or obligations under these Terms without your consent. All provisions contained in these Terms will be binding on OrgXO’ successors and assignees. You may not assign these Terms or any of the rights and/or obligations arising from these Terms to another person or entity without OrgXO’ prior consent.
- THIRD-PARTIES WEBSITES
- The Platform may contain hyperlinks to third-party websites or resources. These hyperlinks to third-party pages are provided for information purposes only. In any case, in particular because of the volatile nature of the information on the Internet, OrgXO cannot control the nature or content of these external sources and is therefore not responsible or liable for the use or unavailability of third-party websites, nor for the content or other materials available on third-party websites that you may access through our Platform.
- PERSONAL DATA AND COOKIES
- If any provision of these Terms shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions.
- LACK OF ENFORCEMENT
- Enforcement of these Terms is solely in our discretion and our failure to enforce any of the provisions in some instances does not constitute a waiver of our right to enforce such provisions in other instances. The mere fact of non-performance of any obligation set out in the Terms has the effect of giving a formal notice (Romanian, “punere în întârziere”) to the person who has not performed his obligation.
- GOVERNING LAW
- All legal matters, rights, and remedies with respect to any act, event, or incident, undertaken pursuant to or in connection with OrgXO or the Platform and/or any other matters regulated by these Terms shall be governed by and construed in accordance with the laws in force in Romania.
- DISPUTE RESOLUTION
- All complaints, disputes or disagreements which might arise from the interpretation, execution or which are in any way related to your use of the Platform, which cannot be solved amicably through discussions and negotiations within 30 (thirty) business days from the registration of the complaint, will be settled exclusively by the competent Romanian courts at the OrgXO headquarters, to the extent permitted by law.
- For any information or communications, you can contact us at the following e-mail address: email@example.com.