General Conditions for Contracting Licenses
1. Identification of the Parties
These General Contracting Conditions exclusively regulate the contracting of the licenses offered through JANBY. The parties involved in this contract are:
a. Janby Digital Kitchen, S.L. (hereinafter, the Owner), with NIF B75101659 and address at Calle Basarte 1, 20720, Azkoitia (Gipuzkoa), registered in the Mercantile Registry of Gipuzkoa, Volume 2630, Folio 217, Section 8, Sheet 36040, Inscription 1, is the owner of the Website accessible through the URL: https://europe.janby.kitchen (hereinafter, JANBY or the Site Web, indistinctly).
b. The Client or Contracting Party, understood as any natural person of legal age or legal age, who, in the field of developing a trade, profession or commercial activity, follows all the steps established on the Website for contracting the services object of the these General Conditions for Contracting Licenses, including their acceptance. In no case will the “Client” be considered a consumer or user, in accordance with the definition contained in art. 3 of the LGDCU (General Law of Consumers and Users).
JANBY makes the email address hello @ janbydigitalkitchen.com available for possible claims.
2.1. The purpose of these Conditions is to regulate the acquisition of licenses for the use of the “JANBY TRACK” software and JANBY hardware (hereinafter the “Platform” or the “Software” indistinctly), by the Client.
2.2. “JANBY TRACK” is a software application that allows the computerized management of food traceability and cooking of preparations. The benefits of said software are offered as a service through the technology known as “cloud computing” (or cloud computing , for its name in English), and through certain hardware that will be delivered to the Client ( hereinafter, the “Hardware”) that, in addition to part of it hosting the user interface of said software, autonomously offers part of the functionalities of the services that are the object of these Conditions. The services include, in particular, the following services:
a. Make available to the CLIENT, through the Internet, and in the modality known as “software as a service” (software as a service, or simply SaaS), the Software in the Cloud;
b. Deliver the Hardware to the CLIENT, with the Software installed on it, at the beginning of the provision of the Services, and as a loan; and
c. Perform a number of additional Software-related tasks such as installing updates, introducing enhancements, storing information, providing technical support, and performing backups.
3. Description of the Hiring process
The contracting process for Clients can be carried out through the Website, through the form established for this purpose indicating the data required at the time of contracting.
Next, the Client must:
a. Once the Client has chosen the license that suits his will, he must check that the services correspond to the selection made.
b. After that, if the contracting is not carried out as a registered User, the User must provide all the necessary data to carry out the contracting.
In all those cases, in which the access had been made in such a way that the information regarding the user’s identification data, the address or the payment method had not been obtained, it will be necessary for the user to consign such, so that the processing of the contract can be managed.
c. It will be necessary for the Client to select the chosen payment method. Currently the available means of payment are:
i. Debit or credit card.
d. Once the Client has provided these data, they must, after reviewing their request and depending on the selected payment method, proceed to payment and thereby confirm their willingness to contract and formalize the contracting of services, after accepting these Conditions.
e. Discount coupons may be applied in case the Client has a promotional coupon.
f. JANBY will confirm that it has received the will to contract services and, where appropriate, the payment of the order. In the same way, it will send the corresponding invoice by email, when the client has requested it. By accepting these Conditions, the Individual allows the sending of an electronic invoice. At any time, you can oppose it, indicating it to the email that you will find in the Legal Notice.
4. Services and economic conditions
4.1. Features of the services
The Client may use the Software only through the Hardware, and the Client must have, to enjoy all the Services, a broadband connection to the Internet. However, the Hardware is enabled to operate without the need for an Internet connection, notwithstanding that certain functionalities are only offered through the Software in the Cloud.
The Software has been developed to allow a more efficient management of the traceability of food or the cooking of preparations. The scope and characteristics of its functionalities depend on the contracting method chosen by the Client, and are included in the Particular Conditions of the License, which will be shown on the website during the contracting process.
As for the Additional Benefits, they mainly consist of the following:
a. Installation of updates and introduction of improvements: JANBY will carry out the necessary tasks for the correction of those errors that, where appropriate, may appear in the Software, and will implement those improvements that it develops for this purpose. It will also install any updates to the Software that are published during the term of these Conditions.
b. Technical support: JANBY makes an online ticket system available to the Client to resolve technical incidents. In this regard, see stipulation 10 below.
c. Information storage: both the information generated as a result of the use of the Software, as well as that uploaded by the Client himself, will be stored on the JANBY servers for access through the Software, unless otherwise provided in the Specific License Conditions.
d. Software Accessibility: JANBY will keep the Cloud Software accessible through the Internet at all times, without prejudice to the limits provided in stipulation 10 of these Conditions.
e. Backup copies: JANBY will make backup copies of all the data that the CLIENT hosts on its servers, as a consequence of the use of the Software. The scope of this service is as provided in Clause 10 of these Conditions and in the Particular Conditions of the License.
JANBY will provide the Customer with the means for the latter, in the registration process in the online store, to create a personal and non-transferable username and password. In the event of loss or theft thereof, or of suspected non-consensual access to the Software by third parties, the Client will immediately notify JANBY, in order to take the appropriate technical measures to prevent unauthorized access. < / p>
The Services are non-transferable, understanding as such that their assignment to third parties, nor their leasing, nor their sublicense, nor their subletting, nor any transmission of the technical information that the Client may have received by virtue of these Conditions.
JANBY may modify the Software by including improvements, the offer and withdrawal of functionalities, the update, the inclusion of modifications in its interface, etc., which cannot be understood as a modification of the Services or as a tailor-made development in favor of the Client. The Software will be offered “as is”, according to the configuration that JANBY attributes to it at all times, without prejudice to the fact that its functionalities will respect, at least, the provisions of these Conditions; and that it can be adapted to the specific needs of the Client, in accordance with the agreements that the Parties reach, always expressly and in writing.
4.2. Economic conditions
The details and information of the particular conditions and their respective economic conditions that govern each service will be those indicated on the JANBY Website at the time of contracting.
If any of the invoices presented for collection were not paid in accordance with the indicated deadlines, JANBY reserves the right to suspend the provision of the Services, as well as to resolve these Conditions and claim the total of the amounts pending payment . The delay in payment will accrue quarterly the legal interest of the money increased by two (2) points, calculated per days.
JANBY also reserves the right to revise the price on January 1 of each year in which it remains in force, in identical proportion to the variation that the Consumer Price Index (CPI) would have experienced in the twelve (12) immediately preceding months, in accordance with the data published for this purpose by the National Institute of Statistics or the body that replaces it.
5. Limitations and obligations of the Client
5.1. Without prejudice to the rest of the obligations assumed in these Conditions, the Client undertakes to comply with the following:
a. Respect and comply with these Conditions, as well as the Software conditions.
b. Use the Software and its services and functionalities respecting the applicable legislation (especially those of intellectual and industrial property), as well as morality and generally accepted good customs, public order and these conditions of use.
c. Not infringe any right or interest of JANBY or third parties, such as intellectual or industrial property rights (patents, trademarks, trade secrets, copyright or other rights of our property).
d. Not to introduce by any means computer viruses, worms, Trojans or any other kind of malicious code aimed at interrupting, destroying or limiting the functionality of the Software.
e. Not use reverse engineering techniques and / or decompile or decipher or use any other system to find out the source code of the Software or any element subject to copyright or underlying intellectual property, nor modify it in any way possible, except and only to the extent in which such activity is expressly permitted by applicable law.
f. Not damage, disable, overload or hinder the service (or the network or networks connected to the service), or interfere with the use and enjoyment of it by any user.
g. Do not perform actions or use means to simulate the appearance or function of JANBY, for any purpose.
h. Review the notifications that are sent to you (they may contain important information).
i. Pay the price of the Services in accordance with the agreed economic conditions.
5.2. Likewise, the Client does not have in any case the right to sell, rent, sublicense, loan or otherwise transfer the JANBY Software.
5.3. You will also not be able to use the Software after the license period has expired or any of its extensions have concluded.
6. Personal data: JANBY as data controller
6.1. The provision of the service that is the object of these Conditions entails (or may entail) access by JANBY to personal data from the files and records owned by the Client. Such access will occur as the person in charge of treatment, in the terms provided in article 28 of Regulation (EU) 2016/679 and 33 of Organic Law 3/2018, of December 5, on the Protection of Personal Data and Guarantee of Digital Rights.
6.2. JANBY will treat the data to which it has access in accordance with the object and purpose of these Conditions, and always under the documented instructions that the Client provides.
6.3. JANBY has adopted the technical and organizational measures according to the type of data processed, the context and purposes of these Conditions and the risks of the treatment for the rights and freedoms of natural persons.
6.4. The Parties do not foresee that subcontracting will be carried out that, within the framework of these Conditions, imply access to the personal data processed on behalf of the Client. However, if such access is necessary to comply with the object and purpose of these Conditions, the Client may authorize JANBY to carry out such subcontracting, in accordance with the provisions of article 28.2 RGPD, by prior written authorization. or specific. In any case, the document that regulates such relationship will contain the provision of sufficient guarantees of application of appropriate technical and organizational measures, so that the treatment is in accordance with data protection regulations.
6.5. JANBY undertakes, in the event of termination of the contractual provision, to send all the personal data collected under this contractual relationship to the Client, without keeping any support or document containing any personal data. However, JANBY may keep, duly blocked, any data that is necessary, as long as responsibilities may arise from its relationship with the Client.
6.6. JANBY will make available to the Client, at their request, all the information necessary to demonstrate compliance with their obligations.
7. Software use license
7.1. The intellectual property of all the elements that make up the Software, as well as its source code, design, structure, technology, documentation, manuals and other elements contained therein; Like its improvements and updates, they are the property of JANBY, or it has, where appropriate, the rights to use and exploit them. All these elements are protected by the laws on Intellectual and Industrial Property, their reproduction, distribution, public communication and transformation beyond the limits provided in these Conditions are prohibited. All rights not expressly granted are reserved by JANBY.
7.2. By means of these Conditions, a non-exclusive and non-transferable license for use of the Cloud Software is granted in favor of the Client in its chosen modality; Through making it available through the Internet, without any territorial limitation; with the purpose, duration and other limitations provided in these Conditions, in the Particular Conditions of the License and in current legislation; and subject to compliance by the Client with the terms provided in these Conditions
7.3. Outside of the legally foreseen cases, the Client may not reverse engineer, decompile, disassemble or in any way try to discover the source code of the Software.
7.4. By virtue of these licenses, no intellectual property rights are transferred to the Client beyond those described in the preceding paragraphs, nor any other exclusive property rights, especially over the Software and the corresponding documentation. As a consequence, the Client is prohibited from directly or indirectly, through the intermediation of any subsidiary, affiliate, parent company, or any agent or representative:
a. Reproduce all or part of the Software and its documentation, beyond the limits provided in these Conditions;
b. Translate the Software into other languages, or adapt it for use on equipment or systems other than those provided for in these Conditions; or
c. Decompile, disassemble or perform any type of reverse engineering on the Software, except to the extent permitted by current legislation on intellectual property.
7.5. JANBY reserves the exercise of the rights established in paragraphs a) and b) of article 99 of the current Intellectual Property Law, as well as to carry out the corrections of errors provided in article 100.1 of the same Law. If the Client wishes to exercise one of the rights set forth in article 100 of the aforementioned Law, they must notify JANBY in advance, which will assist the Client in the exercise of such rights.
7.6. The Client declares to know that the Software includes third-party licenses, over which JANBY has sufficient rights to guarantee its peaceful use by the Client.
8.1. The execution of the Conditions will be carried out in accordance with the contracted services and according to the technical and legal possibilities of the platforms where they will be carried out.
8.2. JANBY cannot guarantee the obtaining of results that do not depend exclusively on its activity, the suitability of the Software for a specific purpose or the use or implementation of technologies, knowledge or technical means superior or newer than those initially foreseen, aspects known and accepted by the Client.
8.3. JANBY will maintain accessibility to the Software, 24 hours a day, 7 days a week and 365 days a year, through providers that guarantee a high level of security, redundancy and quality of service. However, there may be circumstances in which the Software is temporarily unavailable. The Client knows such circumstance.
8.4. JANBY reserves the right to temporarily limit or interrupt the use when it detects any anomaly or incident that could disturb the security of the JANBY network or when it is essential to carry out scheduled maintenance tasks in order to avoid serious interruptions or damage to the Software or in the stored information
8.5. The Owner is in no case responsible for damages caused to the Client due to causes attributable to the same. Solely and exclusively, JANBY will be responsible for any damages that are caused, as long as they derive from a fraudulent or negligent action of the latter.
By way of example, JANBY is not responsible for:
a. The utility of the services that the Client has contracted, since at no time is the Holder responsible for the selection made.
b. Personal or material damage caused as a result of the use of the services, as long as the recommendations specified therein had not been followed.
c. Failure to comply with their obligations due to force majeure such as, without intending to be exhaustive, internal or external strikes, pandemics, natural disasters, social upheavals, etc.
d. Of the legality of the contents that the Client or their clients provide for their incorporation into the Software. The Client will assume any claim that JANBY receives in this regard, holding it harmless from any liability.
e. On the performance and use of the Software functionalities by the Client and the Users who are given access to the Platform. The Client will respond in any case about said actions.
f. Of the interruptions of the Software due to an action or lack of action on the part of the Client. For example, for not using compatible browsers, having installed incompatible Software (security, load balancing, etc.), for having disregarded JANBY’s recommendations or instructions, etc.
8.6. The Owner is exempt from all responsibility for improper access to content as a result of the registration made by the Client or Users by deliberately providing false information.
8.7. The Client acknowledges and accepts that the Holder will not be responsible for losses or damages suffered, directly or indirectly caused by JANBY, when they accrue from negligent or culpable actions or omissions on their part or the recommendations of JANBY regarding technical specifications have been disregarded. or of use in the manuals or in any other medium.
8.8. The Owner disclaims all representations and warranties regarding the suitability of JANBY, which is software that is shown as is and according to the functions and versions available at all times.
8.9. The Holder is exempt from all responsibility for any damages caused as a result of any error, interruption and those derived from the use of the service in unsafe or inappropriate environments .
8.10. In general, neither the Owner nor its collaborators will be liable in the event of loss of profit or consequential damage due to any issue.
8.11. In no case will JANBY be responsible for the use of the software, nor for what is shared on any network or by any means through JANBY. Neither is it if any obligation or commitment of these terms or the License of Use is breached. Please use the Software responsibly.
8.12. The Client declares to know that, although the Software is intended to serve as a support tool for kitchen professionals, the accuracy and validity of the values it produces may be affected by environmental circumstances (such as the quality or hardness of the water; the presence of microorganisms, oxygen, light or humidity; or improper handling and storage) and legal (depending on the regulations in force in each territory), and also depends on the accuracy of the data provided by the CLIENT in the Software itself. That is why the use of JANBY is under the absolute responsibility of the CLIENT. JANBY’s services are aimed at professionals who, under their own responsibility, must interpret the recommendations and calculations provided by JANBY. Therefore, JANBY is not committed or liable to any person or entity with respect to any damage allegedly caused by the use or lack of use of JANBY, both directly and indirectly, including work interruptions, data loss, economic loss, damage to the anticipated processing or profit losses as a result of the use of JANBY. Likewise, JANBY will not be liable for any guarantee or representation made by third parties without their prior written authorization.
8.13. JANBY is not responsible for the treatment of the data uploaded to the platform by the Client.
8.14. JANBY is not responsible for all representations and warranties regarding JANBY’s suitability for special use. If you are not satisfied with JANBY’s services, you can unsubscribe by sending the corresponding request, according to the system that we offer you at all times for this.
8.15. We do not guarantee or declare that the use by the Client does not violate the rights of third parties. In this case, the Client will be solely responsible.
9. Intellectual property
9.1. By virtue of the seventh provision above, no intellectual property rights are transferred to the Client beyond those described in the previous paragraphs, nor any other exclusive property rights, especially over the Software and the corresponding documentation.
9.2. Likewise, the Client is informed that he must be the owner of the rights of any content uploaded to the Platform, not being in any case JANBY responsible for such actions and content.
9.3. Similarly, the domain name, trademarks, trade names, and in general, any distinctive sign found on the Platform is owned by JANBY or it has the necessary licenses to use them.
10. Service and maintenance level
10.1. Service level
The scope and characteristics of the service level depend on the contracting modality chosen by the Client, and will be shown on the Website during the contracting process.
The tasks of installing updates and introducing improvements will not count in the time of availability, as long as they are communicated to the Client at least forty-eight (48) hours in advance.
The incidents related to, or derived from the services provided by providers of telecommunications networks, such as any interruption in the accessibility of the Services caused by a breakdown in the infrastructure of the provider of the Customer’s Internet service.
JANBY will provide support and maintenance that includes the repair or replacement of the hardware and physical elements provided together with the software as long as its use is carried out in accordance with the user manuals provided and / or the indications given by JANBY.
11. Right of Withdrawal and cancellation policy
11.1. By not being considered a consumer and user according to the TRLGDCU, the possibilities of withdrawal will be indicated on the Website at all times.
11.2. The termination of these Conditions for any reason entails the termination of the service and of all JANBY responsibility for both the service and the Client’s systems.
11.3. Once the Conditions have ended, for any reason, JANBY will provide a copy in electronic format of the contents that the Client has stored on its servers, through JANBY. Said copy will be accessible through JANBY for a period of one (1) month, starting from the date of termination of these Conditions.
The Client will have the obligation to return the corresponding physical elements and the Hardware to JANBY, making it available to it within a maximum period of TEN (10) days after the end of these Conditions for their collection, at the cost of JANBY .
JANBY will verify that such elements are in good condition, being able to pass on the corresponding costs to the Client in case the Hardware or physical elements are defective or cannot be repaired.
Any type of damage, loss, loss or cost (including attorneys ‘and / or solicitors’ fees) derived from a breach by the Client of these Conditions or of any other that may be applicable, incurred by JANBY, must be compensated by the Client that originated it. This includes any claim from third parties arising from such breaches.
These Conditions may be modified and / or updated at any time without prior notice. The modification will only affect the Clients who have accepted them after said modification.
15. Other questions
15.1. Safeguarding and interpretation
If the competent authority declares any of these provisions as illegal, invalid or unenforceable, this will mean that it must be interpreted in the manner closest to the original intention of such provision. In any case, such declaration regarding one or some clauses will not affect the validity of the rest.
The non-demand by JANBY of strict compliance with any of the terms of these Conditions, does not constitute nor can it be interpreted in any case as a waiver on its part to demand it in the future.
The language applicable to these Conditions is Spanish. If versions are offered in other languages, it is only as a courtesy, for the convenience of the Customer. Therefore, it expressly accepts that they are governed by their version in Spanish. In case of contradiction, the Spanish version will prevail.
15.3. Legislation and jurisdiction
The relations of JANBY and the Client will be governed by Spanish legislation and the discrepancies or conflicts around these Conditions will be determined in the Courts and Tribunals of Azpeitia.