ReviewPro Free Conditions of Use
1.- OBJECT OF THE AGREEMENT
1.1 The object of this Agreement is to enable the Client access to the Service provided by the Service Provider in relation to the hotels of the Client set forth herein (Òthe ServiceÓ). The access to and use of the Service will be regulated by the terms and conditions established in this Agreement.
1.2 Access to the Service will be via an online connection. To such end, the Service Provider will provide the Client with a strictly confidential access code, reserved solely and exclusively for the latter. The Client will take all necessary measures to keep such code confidential. The Service Provider is therefore not liable for any consequences of the use of the Service access code by any unauthorised third parties.
1.3 The Service Provider reserves the right to amend its programs, as well as the system for supplying data and the technical characteristics for accessing the Service.
2.- CONTRACTING OF SERVICE
2.1. The Client acknowledges and accepts that the contracting of the Service is to take place online through the webpage belonging to the Service Provider located on the website www.reviewpro.com or on any other which the Service Provider might determine from time to time.
2.2. In order to contract the Service the Client needs to register on the web page of the Service Provider. Once registered, it may start contracting the Service by following the instructions and procedure established to such end on the web page. Acceptance of the terms and conditions established herein will be an obligatory prior requisite for contracting the Service. The Service Provider will provide confirmation of the contracting of the Service through the web page by sending an email . The Service Provider will file all electronic documents through which this electronic Agreement is subscribed, although these will not be accessible to the Client.
2.3. The Client acknowledges and accepts that this Agreement may only be formalized in Spanish.
3.- THE SERVICE
3.1.COST OF THE SERVICE The Service will be free of charge. Nevertheless, the Service Provider may change this and establish a financial consideration for the provision of the Service by providing the Client with one monthÕs notice thereof prior to the amendment coming into force. The communication sent by the Client will contain the new financial conditions applicable to the Service, as well as the procedure and deadline for executing the new Service provision conditions. Should the Client not accept the new Service provision conditions, it may terminate this Agreement without incurring any penalty whatsoever. It will be understood the Client does not accept the new Service provision conditions if within a period of seven (7) days from the communication mentioned in the previous paragraph it has not accepted the new Service provision conditions through the procedure established for doing so. Failure by the Client to accept the new Service provision conditions will imply the automatic termination of this Agreement.
3.2. FEATURES OF THE SERVICE
The Service consists of the following features:
Aggregation of reviews and ratings from various sources
Automatic classification of reviews and ratings
Tracking of historic trends and of a local, unnamed competitor
Weekly Alerts
4.- OBLIGATION OF THE CLIENT
4.1 The Client undertakes to use the Service and the web page www.reviewpro.com in accordance with applicable legislation and the terms and conditions of use of the same, solely and exclusively for the purpose inherent in the object of this Agreement, consisting of obtaining information on its hotel establishment in any way allowed by the various applications of the Service.
4.2 Under no circumstances may the Client use the Service to the detriment of any rights or interests of third parties or of the Service Provider or for performing activities which are unlawful or contrary to the market or socioeconomic policy.
4.3 The Client may not reproduce, copy, transform, amend or alter the information contained in the Service through any process, either partially or in full.
4.4 The Client undertakes not to directly or indirectly provide third parties, for a consideration, with the information obtained through the Service, nor publish, communicate or disclose such information.
4.5 The Service Provider reserves the right to control access to the Service by the Client in order to avoid any undesired or fraudulent use, being entitled to withdraw or suspend access to the same should any undue or inappropriate use of the Service be detected, or any use which may be contrary to law, or in the event there is a breach of the Service ProviderÕs rights over the system and its contents.
4.6 The CLIENT may not resell or market the Service to third parties.
5.- SERVICE PROVIDER LIABILITY IN RELATION TO SERVICE CONTENT
5.1 All opinions and comments compiled by the Service Provider are obtained through automated means from the Internet. Therefore, with the restrictions set forth in the Information Society Services and E-Commerce Act 34/2002, of 11 July, the Service Provider is not liable for their content or for any possible errors or omissions in the information made available to the Client through the Service. In particular, the Service Provider does not guarantee that the Service Provider has compiled all comments or opinions existing on the web given that there may exist certain web sites which prevent the capturing of comments existing on their web page, or which in the future may close access to their comments and opinions.
5.2 The capturing of such comments and opinions will be updated automatically every forty-eight (48) hours, to be added to the information already available on the system.
5.3 The Service Provider can not guarantee the private nature or security of the use of the site or guarantee against unauthorised third parties from possibly becoming aware of the characteristics and/or circumstances of the use the Client might make of the web site.
6.- CONTINUITY OF THE SERVICE
6.1 The services offered through the web www.reviewpro.com will be offered continuously online. Notwithstanding this, the Service may be interrupted due to technical reasons for periods of no more than seven (7) business days, providing the Client with advance notice. Furthermore, the Service may be interrupted sporadically for maintenance operations, with no need for prior notice to the Client.
6.2 The Service Provider will not be liable for any interruptions or failure to provide the Service due to forces majeures beyond its control.6.3 The Service Provider can neither control nor guarantee the absence of computer virus or any other unwanted elements which through the site may cause alterations or dysfunctions in the ClientÕs hardware or software systems, and excludes any liability for any damage which might be caused due to such reason.
6.4. The Service Provider may amend and/or suspend the features of the Service set forth in Clause 3, section 3.2. of these Conditions, with no need for prior notice to the Client.
7.- TERM OF THE AGREEMENT
7.1. This Agreement will have an “Initial Term” of three months and will be automatically renewed for successive periods of one (1) month unless one of the parties notifies the other of its rescission in writing at least fifteen (15) days prior to the expiration date of the Agreement. In any event, the full term of the Agreement (including renewal periods) will be no longer than one year.
8.- COLLABORATION UNDERTAKINGS
8.1 The Service Provider is entitled to include the name and logo or distinctive signs of the Client on its web page, on the client list, and may include a Client quote relating to the Service to be published in press releases. Such statement must be agreed on beforehand by the Parties. To such end, the Client hereby grants the Service Provider, for a period equal to the term of this Agreement and any extensions hereto, a non-exclusive permit and/or licence for use over the trademarks, the placing of which is the object of authorisation by virtue of this section.
9.- INTELLECTUAL PROPERTY
9.1 The Service Provider will preserve ownership of its intellectual property rights in relation to the Service.
9.2 None of the clauses contained in this Agreement will be interpreted as an assignment or any other type of transfer of any intellectual property right belonging to the Service Provider.
9.3 Notwithstanding the ClientÕs right to access to the Service in accordance with the terms of this Agreement, the Client will hold no rights in respect of the intellectual property belonging to the Service Provider.
10.- DATA PROTECTION
10.1. The Service Provider will handle the ClientÕs data in accordance with the requirements of the prevailing Organic Law 15/1999, of 13 December, on the Protection of Data of a Personal Nature.
10.2. If in the provision of the services object of this Agreement the Service Provider should access the data of a personal nature for which the Client is responsible, the former undertakes to access and handle the personal information which it accesses on behalf of the Client solely in the provision of the services object of this Agreement in accordance with the instructions given to it by the Client from time to time.
It furthermore undertakes not to apply or use the data of a personal nature for any purpose other than that set forth in the foregoing paragraph, nor to pass them on to others, even for their preservation, without the ClientÕs written consent. The Service Provider will implement all safety measures of a technical and organisational nature necessary in order to guarantee the security of the data at the security level corresponding to the nature of such data, pursuant to the provisions of prevailing applicable legislation. Once the provision of services object of this Agreement has been completed, the Service Provider will destroy or return the data of a personal nature to the Client, including any format or document in which any data of a personal nature which has been subject to handling might appear.
11.- OTHERS
11.1 This Agreement constitutes a full agreement between the parties in relation to its object and supersedes any other agreement, undertaking, discussion or negotiation which might have taken place previously between the Parties regarding the same object.
11.2 Should any clause of this Agreement for any reason be declared invalid, unlawful or inapplicable by a Court or competent authority in relation to either of the Parties to this Agreement, such clause will be validly amended in order for it to be as close as possible to the intent of the Parties.
11.3 The rights and obligations arising from this Agreement are regulated by its own clauses, and, in any matter not envisaged herein, by Spanish law.
11.4 In the event of any dispute or controversy which may arise in relation to this Agreement, both Parties expressly submit themselves to the jurisdiction and competence of the Courts and Tribunals of Barcelona city, expressly waiving their right to any other jurisdiction which may correspond to them.