Service conditions

The terms and conditions that are established below (hereinafter Use of Service Conditions), together with, where relevant, the specific conditions that are agreed to, regulate the use of the Software and the Services by the User (as this term is defined in Clause 1 below). The specific conditions will govern only (i) the price and method of payment, (ii) the way the User accesses the Software and the Services that are provided via that Software; and (iii) the validity of the sublicence for the Software (hereinafter, the Specific Conditions), without any provisions contained therein being able to contradict what is stipulated in these Use of Service Conditions. In the event of any discrepancies or contradictions what is established in the latter shall prevail.

Any modification or supplement to these Use of Service Conditions and/or to the Specific Conditions that are agreed upon (hereinafter, the Contract Conditions) will only apply if they agreed to in writing.

1. Definitions

General Conditions of the Authorised Users, means the conditions under which the Authorised Users will have the right to use and Access the Software and the Service that is provided through them.

Administration Console means the website console that enables the Authorised Users to use it to access the Software functionalities and the Services that are provided through it.

Intellectual Property Rights means the patents, brands, industrial design rights, trademarks, logos, trade dress, copyrights (including the rights to computer programs), other closely related or similar rights (including the sui generis rights to databases), know-how rights, domain names and any other property industrial or intellectual property rights, whether registered or not, including any applications to register any of the rights referred to above in this paragraph or other applications for protection that have a similar effect, anywhere in the world.

Documentation means the Quick User Guide available on-line via the Product Console.

Service means the automatic location, reporting, blocking of apps and geo-fencing alarms via the Internet and the Google API that is processed in servers belonging to the web hosting services provider of the cloud infrastructure and storage belonging to the Software owner, which is regulated in detail in Clause 4 of these Use of Service Conditions.

User (also referred to in these Contract Conditions as, the Client) means the end client who as a result of the Contract Conditions receives the right to use the Software and thus the Services that are provided via that Software, for his own personal use and that of the Authorised Users as appointed by him/her.

Authorised Users means the Users that one User who has acquired the right to use the Software has the right to appoint and who will have the right to use the Software and the Services that are provided via it, under the terms established in the General Conditions of the Authorised Users to which each one of those Users shall subscribe before being able to access the Service for the first time.

2. Aim of the Contract

The aim of the Contract Conditions is to regulate the contractual terms for the use of the Software by the User and his Authorised Users, the provision and conditions of the Service to the User and to his Authorised Users and the payment in return owed by the Client to Locategy SL. The Service will be provided by Locategy SL by obtaining, making available, organising, employing and managing the technical, human and operating resources that are required for that purpose, always and invariably in return for the payment of the applicable prices.

3. Intellectual Property

3.1 Ownership

The User accepts that any Intellectual Property Rights affecting the Software (including its structure, organisation and code), the Product Console, the applications that might eventually be installed, on the desktop and in the User’s mobile devices and those of his Authorised Users and the Documentation, as well as any such works arising from them (regardless of who might produce them) and all the documentation and materials associated with them are under the ownership of Locategy SL. The User likewise realizes and accepts that Locategy SL, allows the User to use the Software under the terms envisaged in the Contract Conditions.

While the contractual relationship is in force, the User and his Authorised Users shall use the Intellectual Property Rights only in the manner expressly authorised therein. With the exception of the right limited to using the Software in accordance with what is envisaged in these Use of Service Conditions, no provision in these Conditions shall be interpreted as granting to the User or his Authorised Users any right, ownership or stake in the Intellectual Property Rights of the owner of the Software.

3.2 Sub-licence

Throughout the period that this contractual relationship is in force and exclusively with respect to the provision by Locategy SL of the Service that is the subject thereof, and subject to the conditions specified in the Contract Conditions, Locategy SL grants to the User (and to his Authorised Users), who accept, a non-exclusive and non-transferable right of use (without right to sub-licence) of the Software for the period that is specified in the Specific Terms & Conditions.

To be specific, the User and his Authorised Users may utilise the Software accessing it in the way described in the Specific Terms & Conditions, and shall refrain (the User and his Authorised Users) from carrying out any act of reproduction, public communication, distribution or transformation that is not expressly authorised in these Use of Service Conditions.

3.3 Restrictions

The User undertakes NOT to carry out the activities that are listed below, and is required to ensure that the Authorised Users DO NOT carry out any of the activities either:

  1. Decompile, carry out reverse engineering, disassemble or in any other way attempt to find out the structure, the design, the algorithms, the ideas or the Software code font, the Administration Console or the mobile applications that might be installed in the items of equipment used by the User and the Authorised Users;
  2. Modify, adapt and/or produce versions derived from the Software, from the Documentation or any other material provided by Locategy SL or to take any actions that are contrary to the Intellectual Property Rights of the owner of the Software;
  3. Cede, transfer, sub-licence or in any other way permit third persons to use the Software (whether free of charge or paying to do so), or to create any kind of charge or encumbrance on it;
  4. Make copies, either directly or via third parties, of the Software and/or the Documentation or any other material that has been made available to him, without being given permission beforehand to do so from Locategy SL; and
  5. Or remove or alter any brand name, trademark, logo, sign indicating rights reserved or limitation or exclusion of liability included in any part of the Software or in the Documentation associated with it, that Locategy SL makes available to the User and/or his Authorised Users.

4. The Service

4.1 Description

Locategy SL, via the Software, provides an automatic and remote information safeguarding service through the Internet. The User and his Authorised Users may, via the Software, store a copy of the files and folders that he wishes to and that exist in one of his items of computing equipment, in servers located in the provider’s Internet Data Center (IDC) with which the owner of the Software has an agreement for providing this type of service. The User is aware of the fact and gives his consent to the fact that currently that provider is in association with the web hosting services of the infrastructure cloud AMAZON AWS EC2/RDS (Amazon Web Services, Inc.) and associated with the storage services AMAZON AWS S3 (Amazon Web Services, Inc.), both located in Ireland (UE). If any changes should affect the providers of those services, Locategy SL will make this information known to the User.

4.2 Configuration

The User and/or his Authorised Users may access the Service contracted by downloading and installing the Software in a computing equipment or by accessing the Website without requiring the installing of local Software.

The User and/or his Authorised Users shall install the Software in the devices he wants to supervise. Detailed information about how to do this is given in the “Help” Section in the Service Website.

4.3 Utilisation of the Service

As soon as the Software is duly installed and set up, the User/Authorised Users may access the location and monitoring service of the devices in which it has been installed with a supervised profile.

4.4 Availability

Locategy SL will directly implement any reasonable measures to guarantee the confidentiality of the data stored by the User and his Authorised Users and to prevent any unauthorised access to such data. However, Locategy SL will not be responsible for any loss or damage that the User/Authorised Users might experience in the event of unauthorised access. Locategy SL undertakes to do everything within its powers to try and guarantee the availability and accessibility of the Service twenty-four (24) hour a day every day of the year.

4.5 Interruptions

With a view to ensuring that the Service is provided correctly, Locategy SL may make scheduled preventive and corrective maintenance cuts. However, such Service interruptions will take place in such a way that they have as little negative impact as possible on the User/Authorised Users, trying to inform them in advance before such cuts take place.

Locategy SL will not be responsible for any interruptions to the Service that occur as a consequence of force majeure events or reasons that are beyond its control.

4.6 User Care

The User Care service consists of an on-line technical assistance service that includes a Frequently Asked Questions ("FAQ") service, together with the email address for support at locategy.com.

5. Standards of Use

It is to be understood that making the contracted Service available and carrying out maintenance on it are provide in return for the User and his Authorised Users undertaking to strictly comply with the Contract Terms & Conditions or, where relevant, any others that might supersede them as a result of their modification. To be specific, as a general rule, the User, and by extension, the Authorised Users, are required to comply with the following where the Services are concerned:

  1. To invariably act in compliance with the Law, good codes of practice and the requirements of good faith, using due diligence adapted to the nature of the contracted Service, refraining from using the Service in any way that might prevent, jeopardise, damage or deteriorate its normal operation or the rights of Locategy SL, the rest of the latter’s Users and/or in general, any third parties. To be specific, and for informative purposes, a non-exhaustive list is given below of things that the User undertakes not to do:
    • Carry out trials, scan or conduct system or network vulnerability tests;
    • Ignore or break any security or authentication measures;
    • Access, alter or use non-public areas of the Service or shared areas of the Service;
    • Interfere with or interrupt any User, hoster, network, for example by sending a virus, overloading, sending spam or sending mass emails that might affect any part of the Service;
    • Insert malware or in any other way use the Service to distribute malware;
    • Access or in any other way look for the Service using means other than the public interfaces (for example, by scraping);
    • Sending unwanted communications, promotions or advertisements, or spam;
    • Sending altered or deceptive information, or information with a false source of identification, including spoofing or phishing;
  2. To abide by all the rules & conditions that Locategy SL might implement with respect to the use of the items of equipment, systems and resources allocated with a view to being able to provide an optimum and suitable Service.
  3. Not to use the items of equipment, systems or resources belonging to Locategy SL or the Services contracted, to carry out illegal activities and that are immoral or against public order. The User also undertakes not to use the Service for any illicit or prohibited activities, or any that might be harmful or damaging to the interests of third parties, exonerating Locategy SL from any responsibility or liability that might arise from such actions.
    Therefore, the User shall not carry out activities through or by means of the contracted Service, when these amount to an infringement of the standards concerning telecommunications, Intellectual Property, Industrial Property and Patents, competition, unloyal/unfair competition, advertising, protection of the rights to honour, personal and family privacy, the protection of personal data, freedom of expression, freedom of opinion, freedom of information, or other rights of a similar nature, especially, unexhaustively and merely for informative purposes, the User undertakes not to publish or share materials that are illegally pornographic or indecent or that encourage intolerance or religious and racial fanaticism, xenophobia or homophobia.
  4. Modify the access password to the Locategy system at least once a year, as from the moment the User activates the Service.

6. Cancelation and Suspension of the Service

6.1 Cancellation of the Service

Locategy SL reserves the right to cancel, suspend or automatically block the provision of the contracted Service in the event of the User having infringed any of the activities described in the preceding Clause or any others of a similar meaning. However, this does not mean that Locategy SL is required to monitor the correct use of the Service.

If Locategy SL finds itself required to cancel the Service for any other reasons given above, it will not return any amount whatsoever. Furthermore, the User will have to pay Locategy SL for the services provided (totally or partially), until the date on which that cancellation took place.

6.2 Modification to the Service

As long as the economic terms are not modified and the levels of provision agreed to for the Service are not substantially altered, Locategy SL reserves the right to unilaterally modify and without prior notification, the terms and conditions that are contained in these Use of Service Conditions, as a result of: (a) the technical development of the market; (b) any technical, functional or operational improvement that enables the Service to be provided in a better way; (c) new economic circumstances and/or commercial circumstances that make it advisable to do so, or (d) changes in the Law, regulations and standards that apply to the provision of the Service and/or aspects associated with them.

In any cases not envisaged in the preceding paragraph, Locategy SL will inform the Client, at least one month before the change comes into effect, via the email address provided by the Client for providing the Service, about the new conditions of the Service. If the User does not agree with the notified modification, he may let Locategy SL know that he wishes to terminate the contract without any penalty. If the aforementioned period elapses without the User having indicated in writing his disagreement with the modification, it will be understood that he accepts the new Service conditions.

7. Payment in return and method of payment

The Client shall pay Locategy SL the price for the Service contracted.

7.1 Cancellation and deletion of data due to non-payment for the Service

If the User fails to pay for the Service, this will lead to either suspension or blocking of the User’s account (and that of his Authorised Users) in such a way that the User and his Authorised Users cannot access their data. Locategy SL will automatically and irreversibly delete the data stored in Locategy.

8. Duration and Termination

8.1 Period of Validity

This contract will be valid for an unlimited period of time, coming into force on the same day that Locategy SL provides the User with the Service. However, the Client may unsubscribe, by making his intention known to Locategy SL by any of the means indicated in the Contract Conditions. Unsubscribing from the Service will be dealt with in a maximum of two (2) days.

Unsubscribing from the Locategy Product will only take place if the Client expressly indicates his wish to do so. When this happens Locategy SL will proceed to delete the information about the User stored in its equipment.

Under no circumstances will the early termination of the contractual relationship lead to the return of the Service payments paid by the User to Locategy SL and neither will it exempt the User from paying the amounts prorated for the Service that has actually been provided.

8.2 Early Termination

Locategy SL may terminate its contractual link that associates it with the User at any time by merely informing the User at least ten (10) days in advance.

Locategy SL may also withdraw or suspend the contracted Service at any time and without need for prior notification, or put an end to the current contractual relationship, in any of the following cases: (a) if it comes to their justified knowledge that the User or any of his Authorised Users of the contracted Services is illegal or that he is damaging goods or rights of third parties or (b) if it comes to their knowledge that the User or any of his Authorised Users of the contracted Services could be taking part in an illegal activity according to the legislation din the country of origin of the issuer of the notification, regardless of whether or not such activity constitutes an illegal activity in Spanish Law.

Furthermore, the User is aware of the fact that Locategy SL might retain any types of evidence about the information, the recorded data and the contents of the information stored and/or managed when this is officially required by any Authority with powers in the matter. In such cases, the cancellation of the Service could involve deactivating the account and the loss of all the information stored.

If the commercial agreement were to be terminated with the owner of the Software and provider of the Service, Locategy SL would inform the Client sufficiently well in advance with a view to going ahead with the transfer of the Service that is provided via the Software, to the Software of a new provider. In order to do this, Locategy SL would grant to the User the sub-licence concerned and, when in order, would make available to the User for his acceptance, the new conditions associated with the Service. If the User were not to accept the new Service conditions, it would be understood that the User had terminated the contractual relationship.

Under none of the aforementioned and hypothetical early termination circumstances affecting the current contractual relationship, would it be in order to return any of the amounts for the Service paid by the User to Locategy SL, and neither would the User be exempt from paying the amounts prorated for the Service that had actually been provided.

In the case of free, freemium or test accounts the Locategy SL may terminate its contractual link that associates it with the User at any time by merely informing the User at least ten (10) days in advance. Without limiting the generality of the foregoing, if the user of a free account does not login at www.locategy.com for ninety (90) days, Locategy SL may delete the account and all the associated files without providing additional notice.

All the communication with the end user will be through the email provided by the user to use the service, being the user the only responsible of the validity an access to the email provided.

9. Liability

9.1 Third Parties

The User is exclusively responsible for the information stored in his space, when it comes to any claim made or any legal, judicial or extrajudicial action taken by third parties, regarding in infringement of the rights of third parties and/or applicable regulations including Intellectual Property Rights, or that arise from the illegal use of the contracted Service, and the User shall pay whatever expenses, costs or compensation are charged to Locategy SL as a result of such claims or legal actions.

Furthermore, the User undertakes to exempt Locategy SL, from any claim made by third parties, and any damage or cost (including legal fees) that Locategy SL might have to pay as a result of any act or omission by the User or his Authorised Users that is contrary to what is stipulated in these conditions and especially the Standards of Use envisaged in Clause 5 above, as well as the General Terms & Conditions of the Authorised Users.

9.2 Content

Locategy SL does not participate in the creation or transmission of information, or in making available the information or the services provided, supplied, stored, received, obtained, made available or accessible via or by means of the equipment, systems and/or resources made available to the User/Authorised Users, and does not carry out any kind of prior control or guarantee the correctness, infallibility and use thereof. Therefore, Locategy SL accepts no responsibility that might arise as a result. So, the User/Authorised Users exonerates Locategy SL from any responsibility concerning such information or services.

Furthermore, Locategy SL expressly accepts no responsibility for the insertion into the equipment and/or systems, and/or into the information and files, and/or into the computer programs of the User/Authorised Users, of any outside material that contains a sequence of instructions or indications that might have a harmful effect on the User’s computer system, including, by way of example, "viruses", "Trojans", "malware", "spyware", "adware", “bugs", "time bombs, "cancelbots", etc.

9.3 Service

It is the User who is responsible for installing and keeping a suitable an updated anti-virus system and one that can combat any element that might render the User/Authorised Users’ information unusable, such as malware, adware, spyware.

10. Liability Limits

In any case, and with respect to any damage or costs and expenses (including any reasonable expenses for lawyers’ fees) that the User/Authorised Users has to pay and that arise from circumstances in relation with which these Conditions have not explicitly envisaged an exemption of responsibility of Locategy SL, the User accepts and recognises that the maximum amount that could be attributed to Locategy SL, the companies in its group, its employees, managers, representatives or providers as a result of these Contract Conditions, will be given by the total amounts paid by the User for the sub-licence to use the Software and to provide the Service for a maximum period of the last three (3) months.

Without this affecting what is established in the preceding section, the liability of Locategy SL, the firms in the same group, its employees, managers, representatives or suppliers involved in this contractual relationship, will never include any indirect, special, incidental, punitive or consequential damage (including any loss of profit/earnings, etc.) which might affect the User/Authorised Users, even if Locategy SL were warned of the possibility that such damage could occur.

11. Protection of Data of a Personal Nature

The Client recognises and accepts that his personal data that is taken as a result of the execution of this Contract will be included in files owned exclusively by Locategy SL with a view to facilitating the maintenance, management, development, fulfilment and control of this contract. The Client may exercise his right to access, rectify, cancel or oppose such data, by writing a letter addressed to Locategy SL using any of the means permitted in the Contract Conditions.

Furthermore, the User recognises and accepts that in enacting the Contract Conditions, Locategy SL could gain access to and process data of a personal nature belonging to third parties, that the User is responsible for processing. As a result, in accordance with the provisions contained in Article 12 of the Spanish Data Protection Act (hereinafter LOPD), and on the new Regulations for developing it, approved by virtue of Royal Decree 1720/2007 (Articles 20-22), Locategy SL takes on the position of Manager for Processing the User’s personal data, the User himself being the Responsible of the processing.

The User (Responsible for the File), authorises Locategy SL (Manager for the Processing), to:

  1. Process the personal data that are the User’s responsibility only with a view to complying with the contractual provision, and invariably following the User’s instructions;
  2. That Locategy SL will not disclose to other persons, the data that has been supplied it. The only exception to what is envisaged in the preceding section is that the User expressly authorises Locategy SL to subcontract the services needed to provide the service that is the subject of this Contract to Locategy SL, Amazon AWS (Amazon Web Services Inc,) or to any provide that might replace the latter. Locategy SL will adhere strictly to the requirements stipulated in Article 12 of the LOPD and Art. 21 of Spanish Royal Decree 1720/2007.
  3. Make sure the technical and organisational security measures that apply to the files concerned are implemented in compliance with the provisions established in Spanish Royal Decree 1720/2007; specifically, Locategy SL states that the company has updated its basic security measures envisaged in Articles 88 to 94 and 105 to 108 of Spanish Royal Decree 1720/2007 and, expressly, is equipped with an updated security document, has defined User profiles and has established the respective controls for access to data of a personal nature and has taken sufficient measures to identify and authenticate the User, as well as to have implemented the mandatory incident management procedures, support management and documentation (including criteria for filing, storing and safeguarding unautomated files), making backup copies and data recovery. Locategy SL is also required to take any further security measures that might be required by the current regulations in the event of there being personal data processing on a higher level.;
  4. Once the contractual provisions have ended, to return to the User the data for which it is responsible, as well as any other support or documents that contain any data of a personal nature that has been processed, unless the manager is required to retain the data for any potential legal responsibilities, in which case, it may keep them blocked exclusively for that purpose.

Locategy SL uses its own cookies and those of third parties to enable it to offer some of its telecommunications services; without them, the Service will not operate correctly, in accordance with the provisions contained in the General Contracting Terms & Conditions of Locategy SL

The Client, in the event him processing data of a personal nature, and this being responsible for the file in which such data is being processed, is required by Locategy SL to invariably comply with all the obligations that are incumbent upon him/her by virtue of the regulations in force at any given time in matters concerning data of a personal nature, guaranteeing the exemption of the Process Managers from any damage, claim or penalty that the latter might be subjected to as a result of the User’s non-fulfilment of his obligations in matters concerning data protection. Amongst other obligations, the User specifically undertakes to make the existence of the file known to the Spanish Data Protection Agency (Agencia Española de Protection de Datos), and that the data contained therein are going to be stored beyond European Economic Area, as well as any modification to the password for accessing the Locategy system, and to do this at least once a year.

12. Force Majeure

Locategy SL will not be responsible for any delays or failures affecting the operation of its technological architecture or for any interruptions to or poor functioning of the Service, when these are caused by natural catastrophes such as earthquakes, flooding, lightning or fires, Force Majeure, emergency situations such as wars, military operations rioting, strikes, lock-outs, or any other occurrence that is beyond the company’s reasonable control.

13. Transfer

The User shall not cede, transfer or subrogate this contractual relationship to third parties, and neither shall the User do so with any of the rights and obligations arising from it, without receiving prior written permission to do so from Locategy SL. Furthermore, the User who cedes his Contract will be held jointly responsible with the transferee for all the obligations arising from the contract, including the formalisation of the guarantees/warranties. Locategy SL may cede this Contract, or any of the rights or obligations arising from it without having to notify the User beforehand.

14. Subcontracting

Locategy SL may contract and/or subcontract with third parties whatever it might think advisable to enable them to carry out any or all of the activities necessary to maintain, update, improve or provide the Service.

15. Email Address

During the registration process and afterwards, the User undertakes to furnish an email address for each one of the Authorised Users, in a good state of accessibility and so that they can use it frequently. The address concerned will be used by Locategy SL to inform about any matter that Locategy SL might consider to be in its interest where this Service is concerned. Once the notifications have been sent concerning the email addresses informed by the user for registration, Locategy SL will not accept any responsibility if the Authorised Users fail to receive emails for any reason not attributable to Locategy SL

16. Applicable Legislation

The agreements and Clauses that are contained in this document shall be interpreted and governed by Spanish Law, and any claim in this respect will be dealt with in the Courts of Barcelona.

THE ACCEPTANCE OF THESE TERMS & CONDITIONS LEADS TO THE STATUS OF USER AND EXPRESSES FULL AND UNRESERVED ACCEPTANCE OF THESE STIPULATIONS BY THE USER, WHO UNDERTAKES TO FULFIL THEM AT ALL TIMES. Therefore, the User is recommended to carefully read and safeguard these Terms & Conditions, as well as the Contract Terms & Conditions, and the General Contracting Conditions of Locategy SL because they describe the User’s rights and obligations with respect to the use of the Software and the Service that is provided via the Software.

Any aspect that is not expressly regulated in these Use of Service Conditions will be governed by the provisions contained in the Contract Terms & Conditions.