(Version 1.3 Dated 4th August 2021)
These General Terms and Conditions of Use and Contracting (hereinafter, the “Terms of Business”) govern the access and use of the platform accessible through the domain name www.cloda.io or provided in white label format to the user (hereinafter, the “Platform”, “Site” or “Website”), as well as the acquisition of the service offered through it including but not limited to the use of Cloda’s automated chat functionality via WhatsApp, SMS, Facebook Messenger or other similar chat apps. The simple access to the Website attributes to the person who uses it the condition of user (hereinafter, the “User” or “You”) and implies the acceptance of all the terms included in these Terms of Business.
By means of the acceptance of these Terms of Business, the User states:
That have read, understood and agree what is stated in these Terms and Conditions.
- That, in the case of choosing to subscribe a service, you have sufficient legal capacity to do so.
- That, in the case of acting in the name and on behalf of a legal entity, you are in possession of the required and effective power to represent it.
- That you are of the legal age of majority.
General Information
Site’s general information is as follows:
Owner: ABC Commerce Limited (hereinafter referred to by its trade name, “Cloda”).
Headquarters and establishment: 8 Wolseley Court, Mount Wolseley, Tullow, Co. Carlow, Ireland
Registration data: Registered in the Company Registration Office (Ireland), Company Registration Number 681244.
The domain Cloda on the Internet is the property of ABC Commerce Limited. Cloda reserves the right to make changes in its headquarters without prior notice, in order to update, correct, modify, add or delete the contents of the headquarters or its design.
Cloda expressly prohibits the realisation of “framings” or the use by third parties of any other mechanisms that alter the design, original configuration or contents of its webpage.
Platform Access and Service Specifications
The simple access to the Website is free except for the cost of the connection through the telecommunications network provided by the access provider contracted by the User.
Cloda informs the Users that these Terms of Business can be modified or amended at any time. Accordingly, the User should carefully read these Terms of Business as many times as needed in order to use this Website properly and to subscribe its Services.
The Cloda services (hereinafter, the “Services”) are intended to be a platform or suite which works by creating conversational experiences in the form of an automated chatbot for use on messaging apps and platforms.
Website and Service Rules
Any person who uses the Website or subscribes to the Services is deemed as the User.
In case any User’s obligations set forth in this Website are not fulfilled, Cloda reserves the right to forbid or deny the use of the Website or Services offered therein.
If you want to use the Site and subscribe to the Services, the pertinent conditions provided by Cloda must be accepted by the User.
Engagement of Service
The User must agree to Cloda’s Terms of Business in order to use the platform. By engaging, the User expressly undertakes to furnish true information about itself for this purpose, assuming any damages of any kind arising from the untruthfulness of the information, directly and/or indirectly affecting Cloda and/or any third party, at any time, for any reason, by any means and/or in any manner. Cloda reserves the right to unilaterally change, at any time and without prior notice, such Terms of Business.
Duration of the Service
According to these Terms of Business, as well as all the conditions involving the Cloda Services, the duration of the Service will be defined by the type of subscription unless otherwise agreed by formal contract between Cloda and the User. Cloda reserves the unilateral right to temporarily suspend or indefinitely terminate the rendering of the Services through the Website.
User Obligations and Conduct
The User agrees to use the Services in accordance with the applicable law, moral principles and public order as well as these Terms of Business.
The User shall neither use the Website for illegal activities nor activities that may be regarded to be a criminal offence against the rights of third parties or in violation of any applicable law.
You, as a User, are solely responsible for all the content and actions you promote by the use of the Services under your account. Your membership, including your email and password, are personal and may not be transferred or used by someone else. Cloda shall provide to the User a username (email address) and password, of a personal and non-transferable nature, for the use of this Website and the Services. The User undertakes to keep their usernames and passwords confidential, without allowing the use by third parties, therefore, assuming liability for any consequences resulting from the infringement of such obligation. Passwords may be changed at the request of any of the parties. In the event such change is expressly requested by Cloda, the User shall be given notice of the date on which such password will be deactivated and replaced by a new one.
Cloda is not in any way responsible for any information lost or damaged resulting from unauthorised access to your account or use of your login details. If you infer or suspect any unauthorised use of your account, you must immediately notify Cloda.
You may not contribute, submit or disseminate with any propaganda, religious and/or political views, or information that may be deemed racist, xenophobic, pornographic, supportive of terrorism or that violates human rights. Furthermore, you may not defame, harass or offend other people through the use of the Services.
If you have any feedback regarding Cloda or the Services, please, contact us to help improving our Services.
You cannot transmit and/or distribute files that may damage Cloda’s computer systems, the internet service provider or third-party internet Users (referring to virus or malware). You shall not disseminate, transmit or provide third parties with any type of information, element or content, that may constitute a violation of the fundamental rights and civil liberties. Also, you may not disseminate, transmit or provide third parties with any type of information, element or content, that may constitute unlawful or unfair advertising. You shall not disseminate, transmit or provide third parties with any type of information, element or content that may be deemed a violation of privacy or data protection laws.
As Cloda integrates with third party messaging platforms, the User further undertakes to be bound by the Terms of Use required by those third-party providers which the User’s account relies upon. The User shall, in particular, conform to the standards, rules and behaviour required when sending messages through these messaging platforms and the content of those messages.
The User undertakes to inform themselves fully of the relevant information for each messaging channel selected, including, but not limited to, the following documents:
Whatsapp Business Terms of Service:
https://www.whatsapp.com/legal/business-terms/?lang=en
Facebook Terms of Service:
https://www.facebook.com/terms.php
Content and Services Linked Through Website
The Website may contain technical linking devices, directories and even other tools that allow the User to access other Internet pages and portals (hereinafter, “Linked Sites”). In those cases, Cloda will only be responsible for the content and services provided in the Linked Sites to the extent that it has effective knowledge of its illegality and has not deactivated the link to them with due diligence. In the event the User considers there is a Linked Site with illicit or inappropriate contents, the user can communicate it to Cloda through the following email address: contact@Cloda.io
In any case, the existence of Linked Sites must presuppose the existence of agreements between Cloda and the responsible or owners thereof, either as the recommendation or promotion of the Linked Sites and or their contents by Cloda. Unless expressly stated otherwise on the Website, Cloda does not know the contents and services of the Linked Sites and, therefore, is not responsible for any damages that may be caused to the User or any third party.
Intellectual Property
The content of the platform is understood, for a merely enunciative but not exhaustive, as texts, photographs, graphics, images, icons, technology, software, links and other audio-visual or sound content, as well as their graphic design and source codes. All of them are under intellectual property of Cloda or third-party licensors, without which any of the exploitation rights recognised by the current regulations regarding intellectual property over them can be understood to be assigned to the User.
The User declares themselves to be the sole author of all photographs, images, texts and/or comments (hereinafter, “the User Content”) that they publish or send through the sections of the Website arranged for this purpose, guaranteeing that the Use of the same on the Website does not infringe the rights of any third party.
Trademarks, trade names and other distinctive signs published on the Website are owned by Cloda or third parties and/or licensors, without giving to the User any right over them.
Subscription to Service
Use the Service
The main characteristics of the goods offered through the Website can be found at first use of the Services by accessing the Site. The User will start using the Services once the subscription sign-up process is complete.
Subjected to the Terms of Business thereof, during the period of effectiveness of these Terms, Cloda allows the User to use the Services on a non-exclusive basis. Cloda may change, modify or update the Services at any time. Cloda reserve the right to change the method of registration or login, including the types of accounts and the service provided through them. You agree that you will supply accurate and complete information to Cloda in the creation of your account and the use of the Services and that you will update such information promptly after it changes. You shall have all responsibility for any inaccuracies in any information you provide us or in failure to keep such information up-to-date.
You shall not share your account or login information with any third party, nor, let any third-party access to your account, and you are entirely responsible for maintaining the confidentiality of the login information to your account. You are fully and solely responsible for the security of your computer system, mobile device and all activity on your account. Cloda will not be held accountable for any loss or damage arising from unauthorized use of the Services, and you agree to protect and do not harm to Cloda in regard to improper or illegal use of the Service, and any charges and taxes incurred, unless you have notified us immediately.
Subscription Purchase & Payment
Any User may register, access, and view the basic Service offered on the Cloda website. A User may additionally opt to subscribe to use one of the paid-for services offered on the Cloda website.
Prices indicated for the Services do not include any relevant sales tax, such as Value Added Tax (VAT). All prices are expressed by default in Euro currency (€). The referred prices, unless expressly indicated otherwise, do not include any other additional services to the service purchased. When a User registers and enters its data, the system detects whether the specific taxes should be charged according to the User’s conditions.
Subscriptions may be billed on either a monthly or annual basis. A User must pay for the cost of their selected subscription by providing details of a supported debit / credit card. Other forms of payment cannot be accepted.
At the time of payment, the User will need to enter the information required to bring about the payment, namely card number, card holder name, expiration date and CVC number. This information is not stored by Cloda but managed by a third company, Stripe. In case you need more information about how Stripe works and their Terms & Conditions, please visit Stripe’s webpage at http://www.stripe.com
Subscription & Service Provision:
The User may opt to subscribe to one of the subscription levels which may be made available to it by Cloda. Cloda reserves the right, at its sole discretion, not to make some or any subscription levels available to the User.
Details of subscription levels available to the User, along with their contents and associated costs can be found in Cloda’s Client Agreement documentation.
Additional services which may be made available by Cloda upon request of the User are also outlined in Cloda’s Client Agreement documentation.
Cloda reserves the right to change, amend or withdraw any element of a given subscription, or the pricing of any subscription, without notice, at any point in time. In this event of a change being made to the contents or pricing of a subscription, Cloda will honour the existing contents or price of any subscription for which the User may have prepaid.
Correction and Identification of Errors in Data Entry
When the User forgets to fill in correctly any data indicated as mandatory in the corresponding form, the User will not be able to advance in the validation process until it has been completed. A message on the screen will warn the User of this circumstance.
The User can modify or update at any time the data provided during the purchase process, before its completion, going back to the desired step.
By accessing your account, the User may modify and/or update at any time the data provided at the time of registering as a user of the Website.
Complaints, Claims and Requests for Information
- Sending an email to the address contact@cloda.io
Cloda has official complaint/claim/request forms that the User may request.
Exemption of Liability
Cloda is not liable for any damage and/or detriment to and/or loss of income by any User or third party adversely affected as a result of any opinions, representations, data and/or contents, if any, that the User and/or third parties may directly or indirectly display for any reason, at any time and in any way, in the Website. Cloda does not warrant that the Site is going to work constantly, reliably and permanently, without delays or interruptions.
As a consequence of this, Cloda is not liable for any damage and/or detriment to and/or loss of income by any customer or third party adversely affected as a result thereof. Cloda is not liable for any damage and/or detriment to and/or loss of income by any User or third party adversely affected as a result of an event of force majeure, act of God, failure or error in communication lines or defective Internet service or faulty connection. Cloda is not liable for any damage and/or detriment brought about to any third party for the use of bank data without its consent by any User engaging the Services.
Cloda has adopted all legally required security measures for protecting personal data furnished by the User. Notwithstanding the above, Cloda cannot ensure the absolute invulnerability of its security systems or the security or inviolability of such data during transmission through the network.
As a service provider, Cloda does not control the use that the User makes of its Service. Cloda is not liable for the use and/or content that the User may makes in violation of the laws or these Terms of Business and/or pertinent additional conditions, insofar as it Cloda is not liable for the content information and/or data that is transmitted, nor it originates the transmission, modification or selection of data or addressees. Accordingly, only the User is liable for any consequences that might result from any unlawful use or use against these conditions, as well as for the truthfulness and/or legality of the contents displayed by the User. For this purpose, the User shall use the Services pursuant to the laws in force that are applicable in this regard.
The User can share with Cloda their complaints, claims and/or information requests using any of the following methods:
Cloda.io has official complaint/claim/request forms that the User may request.
Confidentiality
Cloda and its employees and technical service staff shall try and will keep confidential all the User information to which they are given access by any means, and will not use, disclose or allow it to be used or disclosed. They shall, at the User’s request, make every effort to destroy or return such information immediately in the event it is recorded for any reason and/or by any means, when in compliance with the Services engaged and pursuant to the Terms of Business set forth they are given access to the User information of any kind. The laws that are applicable in this respect shall govern in all such cases.
The Services put at the User disposal send information deemed to be or classified as confidential. Cloda shall not be held responsible for any consequences that may arise from the User᾽s failure to comply with this recommendation.
Nullity and ineffectiveness of clauses
If any clause included in these Terms of Business is declared totally or partially null or ineffective, such nullity or ineffectiveness will only affect said provision or the part of it that is null or ineffective, subsisting the rest of the Terms of Business in everything else and considered as such totally or partially disposed by not included.
Applicable Legislation and Competent Jurisdiction
The Agreement is formalised in English. These Terms of Business will be governed and interpreted in accordance with Irish legislation.
Whether the User does not have the status of consumer or user, the User agrees to submit any dispute arising from the use of the Website or the subscription process to Courts of Ireland, expressly waiving any other jurisdiction that could correspond.
