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TERMS AND CONDITIONS OF USE

Acceptance

These Terms of Use govern your access to and use of the website currently located at tranxfer.com (together with any materials and services available on it, and any successor site or sites, the “Site”) provided by Tranxfer Software Company SL (“Tranxfer”).

By accessing or using the Site or any feature, service or data provided by it, you acknowledge that you understand and agree to comply with these Terms of Use.
 

Restrictions on Use

You may use the Site only for the purposes permitted by these Terms of Use and the laws and regulations of your state and country, and any other laws and regulations applicable to your use of the Site (including laws relating to the export of data or software to and from Spain or other relevant countries as described below).

In relation to the Site, you agree not to:

Transmit or make available through or in connection with the Site any material that is or may be: (a) threatening, harassing, degrading, hateful or intimidating, or that fails to respect the rights and dignity of others; (b) defamatory, libellous, fraudulent or otherwise unlawful; (c) obscene, indecent, pornographic or otherwise objectionable; or (d) protected by copyright, trademark, trade secret, right of publicity or privacy, or any other proprietary right, without the express prior written consent of the relevant owner.
Transmit or make available through or in connection with the Site any virus, worm, Trojan horse, Easter egg, time bomb, spyware or other code, file or computer program that is or may be harmful or invasive, or that is intended to damage or hijack the operation of, or to monitor the use of, any hardware, software or equipment.
Use the Site for any purpose that is fraudulent or unlawful.
Collect or compile information about users of the Site.
Interfere with or disrupt the operation of the Site or the servers or networks used to make the Site available, including by hacking or defacing any part of the Site; or violate any requirements, procedures or policies of such servers or networks.
Restrict or inhibit the use of the Site by any other person.
Reproduce, modify, adapt, translate, create derivative works from, sell, rent, lease, lend, stream, distribute or exploit any part (or any use) of the Site except as expressly authorised herein, without the prior written consent of Tranxfer.
In the case of Tranxfer Exchange licences, use generic, shared or non-personal user accounts. Tranxfer Exchange licences are personal and non-transferable, and must be associated with an identified named user; their shared, rotational or generic use (for example, “admin”, “operations” or similar) is expressly prohibited.
Reverse engineer, decompile or disassemble any part of the Site, except where such restriction is expressly prohibited by applicable law.
Remove any copyright, trademark or other proprietary rights notices from the Site.
Frame or mirror any part of the Site, or incorporate any part of the Site into any product or service, without the prior written consent of Tranxfer.
Systematically download and store the content of the Site.
Use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, index, extract data or collect content from the Site, or to reproduce or circumvent the Site’s navigation structure or presentation, without Tranxfer’s express prior written consent. Notwithstanding the foregoing, and subject to compliance with the instructions published in the robots.txt file located in the root directory of the Site, Tranxfer grants operators of public search engines permission to use spiders to copy materials from the Site for the sole purpose of (and only to the extent necessary for) creating publicly available search indices of such materials, but not caches or archives of such materials. Tranxfer reserves the right to revoke such permission generally or in specific cases, at any time and without prior notice.

Information submitted via the Site

Your submission of information via the Site is governed by Tranxfer’s Privacy Policy (the “Privacy Policy”). You represent and warrant that any information you provide in connection with the Site is and will remain accurate and complete, and that you will maintain and update such information as necessary.

Tranxfer will not disclose any information regarding the use of the service to third parties, unless required to do so by law by the competent authorities in the relevant jurisdictions.

Transactions on Use

We may make available the ability to purchase or obtain certain encryption, access control and revocation services (the “Services”) via the Site (a “Transaction”). If you wish to enter into a Transaction, you may be asked to provide certain relevant information, such as your credit card number and expiry date, your billing address and your delivery details. YOU REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT TO USE ANY CREDIT CARD YOU SUBMIT IN CONNECTION WITH A TRANSACTION. By submitting such information, you grant us the right to provide such information to third parties for the purpose of facilitating Transactions. Verification of the information may be required prior to the acceptance or completion of any Transaction. By entering into a Transaction, you represent that the relevant Services will be used solely for lawful purposes.

Feedback

Furthermore, if you provide us with ideas, proposals, suggestions or other materials (“Feedback”), whether in relation to the Site or otherwise, you hereby acknowledge and agree that such Feedback is non-confidential and that your provision of such Feedback is gratuitous, unsolicited and unrestricted, and does not place Tranxfer under any fiduciary or other obligation. You retain ownership of your Feedback and grant us a worldwide, royalty-free, fully paid-up, non-exclusive, perpetual, irrevocable, transferable and fully sub-licensable (through multiple tiers) licence, without further consideration to you or any third party, , to reproduce, distribute, perform and display (publicly or otherwise), create derivative works, adapt, modify and otherwise use and exploit such Comments, in any format or medium now known or developed in the future, and for any purpose (including promotional purposes, such as testimonials). You represent and warrant that you have all rights necessary to grant the foregoing licence, and that your Comments, and your provision thereof through and in connection with the Site, are complete and accurate, and are not fraudulent, unlawful or otherwise in breach of any applicable law or any rights of any third party. Furthermore, you irrevocably waive any “moral rights” or other rights regarding authorship attribution or the integrity of the materials in respect of the Comments that you may have under any applicable law under any legal theory. We may disclose any Comments and the circumstances surrounding their transmission to any person for any reason or purpose.

Transfer of Ownership Rights

Tranxfer and its suppliers own the Site, which is protected by international copyright and property rights laws. Subject to your compliance with these Terms of Use, and solely whilst Tranxfer permits you to use the Site, you may view and use the Site, provided that you keep all copyright and other proprietary notices intact.

Tranxfer does not grant you any intellectual property or ownership rights in the Site that are not specifically set out in these Terms of Use. Unless expressly stated herein, nothing in these Terms of Use grants you any right to use, distribute, copy or modify any of Tranxfer’s intellectual property, including, without limitation, any of Tranxfer’s copyrights, patents, trade names, trademarks, service marks, logos, domain names or other distinctive brand features.

Third-Party Materials; Links

Certain features of the Site may allow access to materials made available by third parties, including Submissions (“Third-Party Materials”), or permit the routing or transmission of such Third-Party Materials, including via links. By using such

functionality, you are instructing us to access, route and transmit the relevant Third-Party Materials.

We do not control or endorse, nor are we responsible for, any Third-Party Materials, including the accuracy, completeness, quality, legality, usefulness or safety of the Third-Party Materials, or any intellectual property rights therein. Certain Third-Party Materials may, amongst other things, be inaccurate, misleading or deceptive. Nothing in this Agreement shall be deemed to constitute a representation or warranty by Tranxfer regarding Third-Party Materials. We are under no obligation to monitor Third-Party Materials, and we may block or disable access to any Third-Party Materials (in whole or in part) via the Site at any time.

Furthermore, the availability of any third-party material via the Site does not imply our endorsement of, or affiliation with, any provider of such third-party material, nor does such availability create any legal relationship between you and such provider.

YOUR USE OF THIRD-PARTY MATERIALS IS AT YOUR OWN RISK AND IS SUBJECT TO ANY ADDITIONAL TERMS, CONDITIONS AND POLICIES APPLICABLE TO SUCH THIRD-PARTY MATERIALS (SUCH AS TERMS OF USE OR PRIVACY POLICIES OF THE PROVIDERS OF SUCH THIRD-PARTY MATERIALS).

Warranties

The Site and the Tranxfer service operate under SERVICE LEVEL AGREEMENTS entered into between the parties to the service agreement.

Limitation of Liability

EXCEPT AS REQUIRED BY LAW, TRANXFER, ITS OFFICERS, DIRECTORS OR EMPLOYEES, OR ITS RESPECTIVE AFFILIATES, SHALL NOT BE LIABLE FOR ANY DAMAGES ARISING OUT OF OR IN ANY WAY RELATED TO THE TERMS OF USE, THE SERVICES OR THIRD-PARTY MATERIALS, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF GOODWILL, WORK DISRUPTION, LOSS OF PROFITS, LOSS OF DATA AND COMPUTER FAILURE OR MALFUNCTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE THEORY (CONTRACT, TORT OR OTHERWISE) ON WHICH SUCH CLAIM IS BASED. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE SITE OR ANY THIRD-PARTY SERVICES OR MATERIALS IS TO DISCONTINUE USING THE SITE. ALL LIMITATIONS OF LIABILITY OF ANY KIND (INCLUDED IN THIS SECTION AND ELSEWHERE IN THIS AGREEMENT) ARE MADE ON BEHALF OF TRANXFER AND ITS AFFILIATED ENTITIES.

Indemnity

Except to the extent prohibited by applicable law, you agree to defend, indemnify and hold harmless Tranxfer and the Affiliated Entities from and against all claims, losses, costs and expenses (including legal fees) arising out of (a) your use of, or activities in connection with, the Site; and (b) any breach or alleged breach of these Terms of Use by you.

Termination

These Terms of Use remain in force until the contractual relationship ends. Tranxfer may terminate or suspend your use of the Site at any time with 30 days’ notice if Tranxfer believes that you have breached or acted inconsistently with the letter or spirit of these Terms of Use. Upon such termination or suspension, your right to use the Site shall cease immediately, and Tranxfer may, without liability to you or any third party, immediately deactivate or delete your username and account, and all associated materials, without any obligation to provide any further access to such materials. Those provisions which by their nature are intended to survive the expiry or termination of these Terms of Use shall survive the termination of these Terms of Use.

Additional Terms

Certain parts of the Services may be accompanied by additional terms that apply to specific features or areas of the Services. Those additional terms supplement these Terms of Use with respect to your use of those features or areas.

Updates to the Terms of Use and Other Policies

Tranxfer may update these Terms of Use by notifying you AT LEAST 30 DAYS IN ADVANCE of such updates by any reasonable means, including by posting the revised Terms of Use on the Site. Such updates shall not apply to any dispute between you and us arising prior to the date on which we publish the revised Terms of Use incorporating such updates, or otherwise notify you of such updates. Your use of the Site following any update to these Terms of Use shall constitute your acceptance of such updates. The “Last updated” legend above indicates when these Terms of Use were last amended. We may, at any time and without liability, modify or discontinue all or part of the Site (including access to the Site via third-party links); charge, modify or waive any fees required to use the Site; or offer opportunities to some or all users of the Site, by giving you the specified notice in advance.
Jurisdiction

The Site is controlled and/or operated (or both) from Spain, and is not intended to subject Tranxfer to any non-Spanish jurisdiction or law. The Site may not be appropriate or available for use in some non-Spanish jurisdictions. Any use of the Site is at your own risk and you must comply with all applicable laws, rules, and regulations when doing so. We may limit the availability of the Site at any time, in whole or in part, to any person, geographic area, or jurisdiction we choose.

Information or Complaints

If you have any questions or complaints about the Site, please email info@tranxfer.com. You can also contact us by writing to Calle Sant Joan de la Salle 8, Barcelona, ​​08022, Spain. Please note that email communications are not necessarily secure; therefore, you should not include credit card information or other sensitive information in your email correspondence with us.

General Terms

These Terms of Use do not create a partnership, joint venture, agency, fiduciary, or employment relationship between you and us. No failure or delay by Tranxfer to exercise any right hereunder shall constitute a waiver of such right.

These Terms of Use are governed by the laws of Spain, without regard to its conflict of laws principles. In the event of any conflict or dispute, the parties agree to submit to the jurisdiction of the Spanish courts or, in the case of international clients, to the mediation services of the International Chamber of Commerce (https://iccwbo.org/) for international clients.

These Terms of Use constitute the entire agreement between you and us with respect to the subject matter hereof and supersede any and all prior or contemporaneous written or oral agreements or understandings between you and Tranxfer relating to such subject matter. Notices to you (including notices of changes to these Terms of Use) may be sent by posting on the Site or by email (including via links in each case), or by postal mail. Without limitation, a printed version of these Terms of Use and any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. Tranxfer shall not be liable for failure to perform any obligation due to any cause beyond its control.

If a court of law with proper jurisdiction finds any part of these Terms of Use to be invalid, only the invalid part shall not be enforced. The remainder of these Terms of Use shall remain in full force and effect. If we waive any of our rights under these Terms of Use in any particular instance, it does not mean that we waive our rights generally or in the future. Furthermore, the fact that we do not enforce all of our rights all the time does not mean that we are waiving our rights. We may decide to apply them at a later date. You may not transfer or assign these Terms of Use or the rights and licenses granted under these Terms of Use (whether by operation of law or otherwise) without Tranxfer’s prior written consent, but we may assign them without restriction.