SERVICE TERMS AND CONDITIONS
Date of last edition: 22 March 2018
1. GENERAL TERMS AND CONDITIONS
The Terms and Conditions of this contract are applicable to the business transactions performed on www.civi-go.net, in the form of provision of hosting or website hosting services, where the CiviCRM software programme is run.
Civi-Go is a hosting service for the CiviCRM software programme. Civi-Go is a service supplied, designed and provided by IXIAM GLOBAL SOLUTIONS S.L.U. (hereinafter named “IXIAM”).
1.1. Service Provider Information
In compliance with the provisions of Article 10 of Law 34 / 2002 of July 11th, regarding Information Society Services and E-Commerce, and Article 4, Section Four of Law 56/2007 of 28 December, on Measures to Promote the Information Society, it is hereby stated that IXIAM GLOBAL SOLUTIONS S.L.U. is a Spanish company with Business Tax ID no. B64725625 and is registered in the Barcelona Companies Register, Volume 40105, Folio 10, Page B360. Its registered office is in Carrer de Sardenya 259, 4º 4ª (08013) Barcelona, Spain and offers hosting services and CiviCRM programme support via the following website: www.civi-go.net.
On the other hand, the contracting party who accesses the webpage of IXIAM (hereinafter, the “Client”), will be the corresponding individual or legal entity that has filled out the forms and chosen the services to be contracted, by entering the information required to execute the contract. The Client has had access to all the information necessary of the services that will be provided to them, accepts the Terms and Conditions involved, and has freely given their consent.
Under all circumstance, contracting and provisioning the service is subject to the conformity and approval of IXIAM regarding the identity and circumstances of the Client.
CiviCRM: CiviCRM is an open-source software programme provided and licensed by Affero General Public License (AGPL), whose main objective is to provide support to register the Client Organisation’s contact information and activities.
Civi-Go: Civi-Go is CiviCRM’s cloud based service provided by IXIAM GLOBAL SOLUTIONS S.L.U. Civi-Go uses the infrastructure (servers, Internet connections, network devices, back-up and security systems) that belong to third party sources (Service Providers).
Client: For the purposes of these Terms and Conditions, an IXIAM client (hereinafter, the “Client”) is understood to be the person who contracts, accesses, navigates, uses or buys any products or services advertised on the following webpage: www.civi-go.net.
Hosting or website hosting: A storage system for information, pictures, software or any other content accessed using a website.
Access credentials: They consist of a login ID and password. They are used as a means of identification to access the service provided by IXIAM. They conform to the relevant software security standards and guarantee that only the client may have access to the services.
Equipment: Desktop computers, laptops, servers and any other electrical devices for storing information and handling it automatically using mathematical and logical operations controlled by programmes, or those that can interact with the Software, may use the following website: www.civi-go.net.
1.3. IXIAM Activity
IXIAM is committed to supplying Internet-based services related to designing and programming database management systems and hosting these services in external servers where they can be accessed, managed and run.
On its website, IXIAM gives the client access to different services and their provision depends on the Client’s full and unconditional acceptance of each and every one of these General Conditions in the Contract, which is an essential condition for contracting any products or services that already exist or that may be put at the public’s disposal in the future. Use of the web page www.civi-go.net and acceptance and formalisation of these Terms and Conditions give the contracting party Client status.
IXIAM describes each of the services it provides according to the contracted plans, each having different features depending on which one the Client chooses to purchase. The different plans are set out at: https://www.civi-go.net/pricing/.
1.4. Conditions to fulfill to become a client
To be an IXIAM Client you must be over 18 and have full capacity to contract.
These general Terms and Conditions, along with the request for specific services contract provided by the Client, means formalising the service provision contract between IXIAM and the Client. This is materialised through the Client’s confirmation of the contract, after filling out the information requested on the IXIAM forms for such purposes and clicking on the confirmation button. After, IXIAM will issue confirmation of the contract request to the Client.
Therefore, the Client fully accepts, without limitation or reservation, the whole content of these Terms and Conditions, which are applicable to the contractual relationship between the Parties during the contract’s validity.
The Client declares and acknowledges that they:
– have read, understood and accepted these Terms.
– are 18 years of age and have full capacity to contract.
– comply with the valid tax legislation both in Spain and in the other countries where it carries out its activities.
– comply with the non-discrimination principle regarding race, gender, language, religion or political opinion while promoting equal opportunities.
– in the case of a legal entity, perform an activity and it is constituted by capital that is not directly related with the manufacture or sale of arms or any other product intended to violate human rights.
– do not take part in activities of sexual exploitation or promote or benefit from the production of materials used for sexual exploitation, particularly of women, boys and girls.
– respect equality for men and women in all settings.
The Client may modify the contracted service plan at any time. Modifications will take effect from the month following which the change was requested.
1.5. Content and information provided on www.civi-go.net.
IXIAM reserves the right to modify the sales offer presented (modifications to services, prices, promotions and other commercial and service conditions) at any time, by giving a reliable prior warning to the Client, who, in this case, may stop contracting the services.
The purpose of the photographs, graphics or iconographics and videos relating to the services, as well as commercial names, brands or distinctive signs for any type of content www.civi-go.net is to provide the Client with the best information possible. However, the Client must consider that they are intended merely as a guide and, as a result, they are not exhaustive in their nature.
IXIAM makes all efforts possible to provide correct information in this document. In the event that, at any time, there is an error in the content, which is beyond IXIAM’s control, it will immediately be corrected. If there is a typo in any of the prices shown and a Client decides to make a purchase based on this error, IXIAM will advise the Client of the error and the Client is entitled to rescind their order at no cost on their part.
2. CIVI-GO SERVICE PROVISION SYSTEM
2.1. IXIAM will provide the Civi-Go service either directly using its own means, or in partnering with third parties to subcontract the service or any other form. IXIAM, in particular, will subcontract all or part of the teams and infrastructure required to offer the services to specialised companies in the sector.
2.2. In any case, IXIAM will carry out subcontracting of services while respecting data confidentiality and, as a result, IXIAM agrees and undertakes to refrain from using data for purposes other than provision of services as stated in the Terms and Conditions of use. Therefore, subcontracting these services does not mean that the Client needs to modify the conditions of the contract, and in any case, they will have to remain constant even though changes have been made to subcontracting.
3. CONDITIONS OF USE FOR THE CIVI-GO PLATFORM
3.1. The CiviCRM system and the Civi-Go platform will only be accessible by the Client who IXIAM will assign and provide with a corresponding password for the services that have been purchased.
3.2. The Client will only be able to use the Platform in compliance with the purposes established in these Terms and Conditions of use. Including and without limitation, the Client is expressly prohibited from using the Platform for the following purposes:
– Misuse, reproduction, broadcasting, transformation, distribution, transmission by any means, after publication, exhibition, public communication and total or partial representation of the Website.
– Carrying out any type of behaviour that may cause modifications, adjustments, harm or disruption to the Civi-Go Platform.
– Handling information or data that may be illegal, offensive, slanderous, libellous, defamatory, racist, xenophobic, obscene, insulting, threatening or discriminatory.
– Handling information or data that may contain viruses, trojans or any other elements that may cause harm or disturbance on the Platform.
– In general, any type of offensive activity against public order, morals and the law.
The Client will respond to any damages that IXIAM and other clients of IXIAM or third parties may suffer as a result of the Client’s failure to comply with the obligations taken on in relation to Content, and will hold IXIAM harmless from any claim that may be lodged against them, agreeing to pay the amounts that IXIAM may have to pay.
The Client agrees to keep their passwords secret. The Client will warn IXIAM immediately of any unauthorised use of the Website.
4. SERVICE DESCRIPTION
4.1. Civi-Go uses the infrastructure (servers, Internet connections, network devices, back-up and security systems) of the providers Omega8.cc and Intermap. The servers that Civi-Go uses are physically located in the Intermap data centres in Amsterdam, Holland for Europe, and in New York, USA, for the United States and Latin America.
4.2. Provision: Once the Terms and Conditions have been accepted, and after the initial payment for the service has been made, the Client’s Civi-Go application will be provided within less than 72 working hours, based on the Spanish working week.
4.3. Availability: Civi-Go will host the Client’s websites and email messages on its servers. The parties expressly acknowledge that the servers and the Internet connection are susceptible to failures and down time. IXIAM will make as much effort as possible to keep a consistent and continued connection to the Internet, but does not commit to maintaining a steady and uninterrupted connection.
4.4. Customer service: Events, consultations and support requests must be directed to the Civi-Go ticket service. The infrastructure suppliers mentioned rely on customer support and service twenty-four (24) hours per day, seven (7) days per week. The specific IXIAM support for Civi-Go tickets will be provided during working hours based on the Spanish working week. The response time is a maximum of twenty four (24) hours from creation of the ticket.
4.5: Database: IXIAM can send to the Client (under request) an Internet URL access with a username and password to the Database manager of the Client’s Civi-Go instance. This means that the Client can access at anytime to the full Database of CiviCRM and can export and download a full backup of the Database.
4.6. Basic conditions: Under all circumstances, IXIAM commits to the Terms set out above in regards to the provision and attention to service incidents. However, under no circumstances can it respond due to failure to comply with the obligations of its suppliers, who, where appropriate, will have to respond directly to the client regarding the lack or failure of the service.
5. SERVICE LEVEL AGREEMENT (SLA)
5.1. Subject to the terms of this SLA, IXIAM guarantees a 99.9% monthly average of Availability of the Service. “Availability” means a percentage calculated by dividing the total time during which the Service is available for the Client to use by the total time in a given period, less the time of the Exceptions listed below. To verify that the Service is available, IXIAM will check the HTTP response of the Client’s Civi-Go instance every 60 seconds, from multiple locations around the world using a third-party service (currently Pingdom), to guarantee reliable check results. If the HTTP response is not received or is not error-free from more than one remote location, the Service is considered non operational and is immediately escalated to the support center. In cases where two or more consecutive HTTP tests fail, the Service downtime will be registered as the number of minutes between the first and the last failed tests. Downtime of less than 60 seconds in duration is not recorded. IXIAM calculates Availability uptime based on this type of Service monitoring.
5.2. If IXIAM fails to meet the Availability of the Service IXIAM will credit the affected Client 1/30th of the recurring base monthly fee paid by the Customer for the affected service for every 30 minutes of downtime (up to, but not exceeding 100% of one monthly payment, and the credit will be applied toward future payments).
5.3. Exceptions: The Client shall not receive any credits in connection with any failure or deficiency of Service Availability to the extent caused by: (i) an event outside the reasonable control of IXIAM or the Providers stated in chapter 4. of this document; (ii) maintenance and upgrades; (iii) any causes attributable to the Client, (iv) software or hardware not provided or controlled by IXIAM or the Providers in chapter 4; (v) outages elsewhere on the internet, including but not limited to interruptions at the Client’s connectivity, third party data center or ISP; or (vi) acts of god or force majeure events
5.4. Scheduled Maintenance & Upgrades: We run system and security upgrades every Saturday or Sunday, during night hours local to the server’s data center timezone. Critical system security upgrades are always scheduled as soon as possible, also outside of the standard maintenance window on weekends. These weekly upgrades usually result with 5-15 minutes of downtime, but may take ~1 hour on rare occasions, when some upgrades will result with forced extended services restarts, system reboots, database crash recovery or other similar procedures, which are not always possible to avoid.
6. CONDITIONS FOR SENDING EMAILS
6.1. These conditions are applicable to all emails sent using the Civi-Go platform. When sending emails from Civi-Go, the client agrees to comply with these conditions. IXIAM may suspend the Civi-Go service or terminate it unilaterally if one of the conditions is not fulfilled.
6.2. Use of the service must comply with all the applicable laws: this includes laws applicable to IXIAM, to the Client and email recipients. This condition also encompasses laws relating to spam or unrequested email, privacy, obscenity, security, defamation, intellectual property, pornography, terrorism, national security, betting and child protection, among others. The Client is responsible for knowing and understanding the laws applicable to the use of mass email services. IXIAM is not responsible for the Client’s failure to comply.
Emails must comply with the privacy conditions included in the IXIAM webpage (https://www.ixiam.com/en/data-protection-policy).
The sending of mass emails must comply with the guidelines and conditions of the provider of the SendGrid platform used by Civi-Go in order to provide this service, and, specifically, the provisions in the policy on sending emails: http://sendgrid.com/email_policy.
6.3. The following, among others, are some of the practices that infringe upon mass email sending policies and may cause IXIAM to suspend the service as a cautionary measure:
– Using lists of email addresses without permission. These lists include email addresses for which the user has not given their explicit authorisation or been given an opt-in/out option to receive these messages.
– Using purchased or rented lists of email addresses.
– Using email accounts, domain names or email servers belonging to third parties without express permission.
– Sending an unacceptable amount of emails that are classified as spam according to UCE regulations (even if the emails are not spam).
– Not including a visible and valid link so that the users can stop receiving emails sent by the Client.
– Continuing to sending emails to people who have expressly requested not to receive more emails.
– Not including a valid physical address in emails.
7. PRICE AND PAYMENT METHOD
7.1. The User will pay per item of service provided by IXIAM. They will pay the set rate for each user in particular, which will be established in the description of the service selected on the Civi-Go webpage in each case.
The amounts payable for each of the services, based on which ones have been contracted by the Client, will be subject to the corresponding applicable taxes.
7.2. The amounts payable and rates will be monthly or annual, depending on whether the Client has chosen one service or the other. This payment must be made in advance in order to guarantee and reserve contracted services. The corresponding invoice will then be issued to the Client for these services and will include the business information provided at the time.
7.3. This payment must be made via bank transfer, debit or credit card, or may be processed using the online payment platform set up by IXIAM for this purpose.
In the event of payment problems preventing IXIAM from receiving the payment, IXIAM may suspend and/or freeze the provision of services, preventing access until payment has been received in full. If payment is not made within a period of one (1) month, IXIAM reserves the right to end the contractual relationship.
8. EFFECTIVE DATE AND DURATION
The service provision contract will become effective when it is accepted and entered into by the Client, and IXIIAM enables the platform for their use.
The contract between the Parties will last for one (1) year from the date it is undertaken. The duration of this contract will be extended automatically on an annual basis, except in the case that any of the parties, with a minimum notice of one (1) month from the completion of each annual period, sends express notification with communication of their intention not to renew the contract.
9. IXIAM’S RESPONSIBILITY IN RELATION TO SERVICE PROVISION
9.1. The full responsibility of IXIAM for all concepts deriving from the provision of services cannot under any circumstance exceed the amount equivalent to the price agreed upon in the Contract based on the configuration of the selected service.
IXIAM will not be held responsible for direct or indirect damages to computer systems and existing viruses in the network, derived from necessary browsing of the Internet in order to use this website.
9.2. Under no circumstances may the Client claim compensation from IXIAM for damages that may be qualified as derived damages, loss of profits, loss of business, loss of business reputation or third party claims against the Client (even if it is a public body or its clients), or for similar damages.
9.3. The content of emails sent from Civi-Go is the sole responsibility of the Client, its users and any other person that accesses the Civi-Go application as purchased by Client.
9.4. IXIAM is not responsible, in any case, for damages of any kind that may cause, for example, errors or omissions in the content, lack of availability of the portal or transmission of viruses or malicious or harmful programs in the content, despite having adopted all the necessary technological measures to avoid it.
10. CIVI-GO SERVICE GUARANTEE
10.1. The Civi-Go service is made up of the following programmes: Drupal and CiviCRM. Drupal is licensed under the GNU General Public License version 2 or later. CiviCRM is licensed under the Affero General Public License (AGPL). IXIAM does not provide any sort of guarantee on the Drupal and CiviCRM programmes as they are developed and maintained by their community of users, developers and implementers.
10.2. In particular, the Client agrees that the service is provided “as it is”, therefore, IXIAM does not, in any case, guarantee that the functions it contains will meet the needs of the User, or that the Platform works without interruptions or errors. The Client will take on the whole cost of all the services, repairs and corrections needed to adapt it to their needs. IXIAM does not guarantee that:
– The service covers the Client’s specific needs.
– The service will work without interruptions or errors.
– The results obtained from the service are accurate or trustworthy.
– The quality of the products, services, information or other material fulfils their expectations.
11. PERSONAL DATA PROTECTION
11.1. IXIAM GLOBAL SOLUTIONS, S.L.U. informs you that the personal data that you provide by filling in this form will be processed by Banks and Savings Banks, to make collections and payments, the Tax Administration, to comply with fiscal obligations and will be communicated to those in charge of data processing, some of them them located outside the EU. Those responsible for data processing located outside the EU participate in the “EU-US Private Shield”. No other data communications are provided to third parties except legal obligation. The purpose of the collection and processing of personal data is the accounting, tax and administrative management. The legitimization is made through the execution of a contract between the interested party and Ixiam Global Solutions SLU. You can exercise your rights of access, rectification and deletion of data, as well as other rights, as explained in the additional information. You can consult the additional and detailed information on Data Protection on our website.
11.2. Due to the nature of the service provided by IXIAM through its Civi-Go platform, a variety of third party data is entered by the Client, which must hold to the provisions established in the legislation indicated with respect to third-party handling of personal data.
IXIAM does not directly store personal data belonging to third parties, in addition to those confirmed in writing in section 10.1 above. Its providers and the Client themselves will be responsible for this. For this reason, IXIAM does not take any responsibility that could be derived from the Client using the personal data that has been stored.
Likewise, IXIAM must establish the necessary technical security methods for protecting stored personal data, with the aim of avoiding, to the extent possible, access by unauthorised people, and ensuring correct exercise of rights on personal data protection by its owners. In addition, they guarantee that they will do everything possible to prevent the loss, theft or treatment other than the intended.
11.3.The client is duly informed and assumes the responsibility of entering on the Civi-Go platform personal data subject to basic security measures, exonerating IXIAM of any liability / damage that may be claimed by the Client or a third as a result of hosting in Civi-Go personal data that require the implementation of security measures in addition to the basic ones.
12. CHANGES OR NEW VERSIONS OF THE WEBSITE
12.1. The client is aware and expressly authorises IXIAM to send them alerts or warnings with updates or “upgrades” that may be required for the platform to run properly or for its maintenance. Therefore, the Client is aware that, due to the features of the services provided as well as the means used to provide them, these updates and maintenance operations are necessary in order to provide the best service possible.
12.2. Under no circumstances may the Client claim compensation from IXIAM for damages that may be derived from poor functioning of the platform as a result of the User’s failure to accept the mentioned updates or “upgrades”.
13. TERMINATION AND END OF THE SERVICES
13.1 A trial period is given during which the Client may drop the contracted services during the fifteen (15) day period after sign up by sending reliable written communication to IXIAM at their own will. In this case, the Client will have the right to a refund of 75% of the amount paid.
13.2. The services provided by IXIAM to the Client will be terminated by the clauses established in these Terms and Conditions, the law, and specifically, by the following:
– Failure to comply with the obligations referred to in these Terms and Conditions.
– For infringing upon any of the causes for prohibition stipulated in these Terms and Conditions.
– By express mutual agreement in writing from the parties.
– By the unilateral will of either of the parties, expressed in writing with thirty (30) days. In this case, IXIAM will provide the Client with reasons for their decision to terminate the service contract.
– By notification from either of the parties, according to the provisions established in clause seven of these Terms and Conditions.
14. ACT OF GOD
14.1. The Parties will not be responsible for failure to comply with the obligations established in these Terms and Conditions of use, inasmuch as such non-compliance is due to causes outside of the reasonable control of the non-compliant party, such as, without limitation, fires, flooding, strikes, industrial disputes or other social unrest, scarcity or unavailability of fuel or electric power, unavailability or anomalous running of communication networks, accidents, wars (declared or undeclared), commercial embargoes, blocks, riots or insurrections.
15. CHANGES AND MODIFICATIONS
IXIAM reserves the right to change or modify the Terms and Conditions of use of services, and the Client will be responsible for regular consultation of the Terms and Conditions of services, so as they are up-to-date with possible modifications. However, in the event that an essential aspect of these is modified, IXIAM will issue the Client with a detailed corresponding notification.
It may also, at any given time, update and modify the presentation versions of the Website on the Internet and the services. The Client is responsible for using and handling the applications and versions of the services correctly.
16. TRANSFER OF RIGHTS AND OBLIGATIONS
Any cession of rights and obligations indicated here to third parties by the Client is unauthorised. In this case, if for any reasonable circumstance the Client had to transfer their rights, they would, under all circumstances, require express written authorisation from IXIAM.
17. INTELLECTUAL AND INDUSTRIAL PROPERTY RIGHTS
Ownership of the rights to intellectual and industrial property of the CiviCRM software programme and the design, code, content and other analogue that correspond to the platform belong exclusively to IXIAM except those that, because of subcontracted services, correspond to third parties.
For that reason, by contracting services indicated in this document, use or ownership licenses with rights to intellectual and/or industrial property is not transferred to the Client, with the regulating provisions on the issue, specifically, the Spanish Royal Legislative Decree 1/1996 of 12 April, approving the consolidated text of the Spanish Law on Intellectual Property being applicable. Therefore, the broadest protection of its rights is given to IXIAM, solely authorising the use of its services by the Client under the conditions detailed in this document.
18. SINGLE ACT
These Terms and Conditions constitute the basis of the contract between the Parties, and substitute and eliminate any previous verbal or written deals between them that may previously have been reached.
Despite partial or complete nullity of any of the clauses and/or provisions of this website hosting service provision contract, the other stipulations will not become invalid or applicable as long as they are not affected by said nullity.
20. APPLICABLE LEGISLATION AND JURISDICTION
With regard to that which has not been provided for in this document, the regulations and legal provisions of the Spanish legal system will be applied, specifically the regulation corresponding to Law 34/2002 of 11 July regarding Information Society Services and E-Commerce, Spanish Royal Legislative Decree 1/2007 of 16 November, approving the consolidated text of the General Law for the Protection of Consumers and Users and other additional legislation, its development regulations and any other regulations that may be of application.
The Parties renounce the jurisdiction which may correspond to them, and are expressly subject to the jurisdiction and competences of the Courts and Tribunals of the city of Barcelona.