Between
Openapi SpA (hereinafter referred to as Openapi SpA for brevity), a company incorporated under Italian law, with registered office in Roma in Viale Filippo Tommaso Marinetti 221 - 00143 Roma – REA 1378273 P.I. IT12485671007 - on the one hand
IS
The company, company, legal person as indicated in the data entered in the order (hereinafter referred to as the Customer for brevity) - on the other side
For the purposes of this contract, the customer declares to be aware of the following: a) Datatarget is a business unit of Openapi SpA, as well as the related websites Datatarget.it, Datatarget.uk, and related rights; the Datatarget brand and the website are wholly owned by Openapi SpA. b) for the purposes of this agreement, any document, data, product, transaction, including via the internet, using the name, brand, logo (or other comparable material) of Datatarget are to be understood as exclusive relevance and responsibility of Openapi SpA of which they constitute valid equivalence to all intents and purposes without limitations or exclusions, without prejudice to an illegitimate use by unauthorized third parties.
The main purpose of this contract is the purchase and sale (both online and offline) of categorical lists of companies (hereinafter referred to as 'data' for brevity) and the secondary object of software products and / or consultancy services connected or referable to the primary object. (hereinafter referred to as 'Products' for brevity). Although not specifically provided for in the clauses that follow, the provisions of the civil code relating to the purchase and sale contract will apply (articles 1470 ss. Of the Italian civil code).
The Customer declares to enter into this sales contract for purposes exclusively related to his business as an entrepreneur or professional.
The price for the purchase of the Data will be paid as follows:
a) in the case of online sales, in a one-off solution at the time of completing the contract by bank transfer, online credit card, or credit card via telephone.
b) in the case of a general off-line sale, unless specified better, by advance bank transfer.
c) in the event of a different agreement, and in any case validated by a written note from Openapi SpA's management, with deferred and variable methods according to the characteristics of the order.
Openapi SpA guarantees:
a) the functionality of the email addresses relating to the Data subject of this contract. The guarantee is valid for 60 (sixty) days from the receipt of the database
b) the lawfulness of the collection and subsequent processing of data in full compliance with current legislation (Legislative Decree 30 June 2003, n.196 as integrated and modified by Legislative Decree 10 August 2018, n.101 in implementation of the EU Regulation 2016/679)
c) on the other hand, any liability or guarantee beyond the above is excluded, subject to the limits set out in art. 1229 cod. civ.
Supply conditions may vary in times and ways due to the checks on the lists that Openapi SpA prepares in the period following the purchase. These checks are carried out to protect the validity of the data provided to the customer. Any delay for direct or indirect causes related to this control cannot be attributed to Openapi SpA but is undoubtedly a binding part of this deed, and given by note to the Customer who agrees to this effect with the stipulation of the contract.
If the Customer is required to request a copy of the purchased goods, it will be given by Openapi SpA free of charge if in the conditions of complying without burdens, otherwise a minimum cost will be necessary to be established at the moment. It is the customer's responsibility to keep the Data and Products protected and with a backup copy.
The use of the Data and / or Products subject to this contract by the Customer is limited and limited to the activities allowed by current legislation, and in particular the Legislative Decree no. 30 June 2003, n. 196 integrated with the changes introduced by Legislative Decree 10 August 2018, n. 101 containing "Provisions for the adaptation of national legislation to the provisions of EU regulation 2016/679".
In the event of use of the Data for illegal activities or in a manner not in compliance with the provisions of the Law, Openapi SpA reserves any action against the Customer and in any case relieves itself of any responsibility towards third parties.
If for any reason the payment does not take place within the agreed terms (see Art. 4), interest will be due to Openapi SpA to the extent established by art. 5, Legislative Decree 9/10/2002, n. 231.
The Customer undertakes to indemnify, indemnify and / or hold Openapi SpA harmless (as well as his employees, collaborators, legitimate representatives in any capacity)
As far as necessary, it being understood that according to the current personal data legislation is any information relating exclusively to a natural person, the Customer acknowledges that Openapi SpA will process the data, in accordance with current legislation and, as indicated in the Information Privacy pursuant to Article 13 of the Privacy Code, without the need to acquire an express consent from the Customer (pursuant to Article 23 of the Privacy Code) because, inter alia, the processing of such data is necessary to execute a Contract of which the Customer is a party, solely and exclusively for the performance of the services listed, including tax and tax obligations and service communications. The nature of the provision of data is mandatory to allow compliance with legal obligations. Openapi SpA authorizes a similar treatment of his data by the customer.
Upon receipt of the Products and / or Data, the Customer must immediately check their status and compliance. Any defects and defects must be reported to Openapi SpA no later than seven days after discovery, under penalty of forfeiture. The customer must allow all checks relating to complaints. In particular, the data must be produced in the same reception format: better if reported directly on the same arrival document.
Openapi SpA may assign the rights and obligations assumed pursuant to this supply contract in whole or in part to third parties. Openapi SpA reserves the right to verify the methods of transferring the products and / or services subject to supply to third parties and possibly inhibit it at its own discretion.
Article 14 - Applicable law. Jurisdiction
This contract is subject to Italian law. For any dispute that may arise in relation to the interpretation, execution, or termination of this contract, the Genoa Court will have jurisdiction, with the exclusion of any other court.
These provisions replace any previous agreement relating to the provision of data, products and services specified in the object (see Article 2 above) by Openapi SpA. Any modification and / or integration of these contractual conditions must result from an act signed by both parties.