General Conditions of Use of Business in Cloud

Social Academy S.r.l. is an innovative startup with registered office in Via Catone n. 3, 00192 - Rome, registered with the Rome Business Register, VAT no. 14086661007, REA n. RM-1495438, which developed the Business in Cloud IT solution distributed through the following websites (hereinafter, the Sites):

These Conditions are intended to define the terms of use of the Social Academy Platform (as defined below) through a binding agreement between the Company and the Customer.

By registering on the Sites or purchasing the license to use the Platform, the Customer declares to have read and accepted without reservation the current version of these Conditions.

Subscription to the services provided by Social Academy is reserved exclusively for subjects, public or private, who use the Platform as part of their commercial, craft or professional activity - including through intermediaries - with the consequence that these Conditions are not subject to the regulation of consumer contracts.

In any case, the Free Trial will be available to the Customer, during which the same can verify the functionality of the Platform and during which he can withdraw at any time, without any commitment and cost.

The terms used in these Terms are defined as follows and have the same meaning in the singular and plural:

The following document is attached to these Conditions and constitutes an integral part of the same:

  • "Account" means the profile created by the Customer, functional to the use of the Platform, through the registration process present on the Sites;
  • "Customer" means the natural or legal person who registers through one of the Sites (even limited to the Free Trial) or in any case, regardless of the channel, acquires the license to use the Platform;
  • "Consumer Code" means the legislative decree n. 206 of 6 September 2005 and subsequent amendments which governs the purchasing and consumption processes in order to ensure a high level of consumer protection;
  • "Conditions" means these general conditions of use of the Platform;
  • "Agreement" means the legal relationship established between the Parties following registration on the Sites or the purchase of the license to use the Platform;
  • "Personal Data" means information concerning an identified or identifiable natural person pursuant to the provisions of EU Regulation 2016/679 (hereinafter, "GDPR");
  • "Free Trial" means the free trial period - variable depending on the type of trial the Customer registers for - starting following registration on the Platform through the Sites or external web pages, in course of which the Customer can verify the functionality of the Platform and in which he can withdraw at any time without any commitment and cost;
  • "Marketplace" means the virtual brokerage community created and managed by Social Academy in which it is possible to carry out, electronically, transactions for the purchase of Educational Products developed and managed by third parties;
  • "Parties" means the Social Academy and the Customer, jointly identified;
  • "Plans" means the various types of subscription that the Customer can subscribe at the time of purchasing the license to use the Platform; the list of Plans and their respective features is always available updated in the following links:
  • "Platform" means the Business in Cloud IT solution developed by Social Academy to provide the Customer with a series of management tools for the digitization and online growth of their business, consisting of a set of functions applications and managed directly by Social Academy using its own servers and infrastructures, and made available to the Customer in Software as a Service (SAAS) mode;
  • "Training Products" means video courses, webinars, seminars, masters, workshops, e-books, memberships, podcasts, classroom courses, live events and, in general, all types of products and educational services, which are marketed through the Marketplace;
  • "Accessory Services" means training, coaching, lead generation, advice on the use of the Platform, as well as all other services that may be promoted from time to time by Social Academy, not included in the Plans but functional or otherwise connected with respect to the use of the Platform by the Customer;
  • "Assistance Services" means the technical assistance, maintenance, updating and support services connected to technical / administrative problems, access and malfunctions of the Platform, included in the purchase of the Plan and which can be activated via and -mail or via chat at the explicit request of the Customer;
  • "Social Academy" or "Company" means Social Academy S.r.l., as represented in the epigraph;
  • for "Users" we mean as a whole the persons, natural or legal, whose data are stored and managed by the Customer through the use of the Platform, as well as the subjects who - for whatever reason - make the purchase of an Educational Product on the Marketplace.

The following document is attached to these Conditions and constitutes an integral part of the same:

In relation to the aforementioned attachment, the Customer undertakes - under his own responsibility - to download the document and to return it duly signed to Social Academy. In the absence of subscription, the same - since the processing activities carried out on behalf of the Customer by Social Academy are limited to technical assistance and maintenance for the purposes of managing the Platform - must in any case be considered accepted by the Customer and any penalties imposed following an inspection by the Guarantor for the protection of personal data, for non-compliance with the law, will be charged to the Customer

2. Object and conclusion of the Agreement

Social Academy, in compliance with these Conditions, undertakes to provide the Customer with a limited, non-exclusive and revocable license to use the Platform, which allows the Customer, in a diversified manner with respect to the chosen Plan, to:

  • create web pages (landing pages);
  • create sequences of web pages (sales funnel);
  • create restricted areas (membership and / or academy);
  • create Training Products;
  • send e-mails also in automated mode (autoresponder);
  • manage leads (CRM);
  • publish, promote and (in some cases) market their products and services;
  • receive reports and / or statistics relating to your online marketing and business activities.

The purchase of the license to use the Platform referred to in the Agreement includes the Support Services. Additional consultancy services preparatory to support for a more profitable use of the Platform are expressly excluded (such as, by way of example and not limited to, support for the concrete implementation of an online business, for the creation of content, for the creation of a strategic marketing system, for the resolution of graphic problems, for the integration of sales and payment systems), which can be requested for a fee by the Customer as Additional Services.

The Agreement is considered concluded between the Parties when the Customer registers for the Free Trial or purchases a Plan through one of the Sites, expressing his acceptance of these Conditions and the Attachments. The legal relationship thus established will be valid as long as the Customer has an active Account or until a Party terminates the Agreement in accordance with these Conditions.

3. Account

In order to create the Account, the Customer must:

  • be at least eighteen (18) years old and be able to validly conclude contracts;
  • complete the registration process provided on the Sites;
  • accept these Conditions, the Attachments and the Social Academy Privacy Policy;
  • provide true and complete contact and billing information, promptly updating them in the event of changes;
  • (for legal persons only), declare and guarantee that the person registering the Account has the authority to accept these Conditions and to act in the name and on behalf of the legal person.

With the conclusion of the Contract, the Customer declares and guarantees to satisfy all the requirements listed above and that he will not use the Platform in a way that violates regulatory provisions or for the performance of morally controversial activities (such as, but not limited to, stock exchange calculations, exchange of currencies and cryptocurrencies, pornography or sexually explicit e-commerce, remedies for erection problems, content of a political nature).

Otherwise, Social Academy is entitled to refuse the provision of services related to the use of the Platform, close any Client's Accounts and change the eligibility requirements at any time.

Accounts relating to the following activities will be validated only under certain conditions, following a discretionary and unquestionable assessment by Social Academy:

  • horoscope and astrology;
  • betting and other gambling games;
  • dating services;
  • home employment offers and multilevel marketing systems;
  • comunicazioni a contatti acquisiti da social network come, a titolo esemplificativo, LinkedIn e Viadeo.

If there is a violation by the Customer of these Conditions or a cause that legitimizes the termination or dissolution of the Agreement, provided for by these Conditions or by law, Social Academy reserves the right to suspend or block definitively, with immediate effect and without notice, the Customer's access to his Account and delete all information and data associated with it from the same.

In the event of a definitive block, the Account name and its contents will no longer be available for use on any future accounts and can no longer be recovered.

In such cases, Social Academy will not be required to reimburse the consideration or in any case will be required to make a partial reimbursement based on the Plan chosen by the Customer.

In the absence of prior authorization from Social Academy, the use of the Platform is limited to only one Account for each Customer.

The Customer is required to ensure adequate measures to maintain the confidentiality of access to their Account. In the event of fraudulent use of the Account, the Customer undertakes to immediately notify Social Academy and immediately change the access password.

Until Social Academy has been warned of any fraudulent use, the possible costs deriving from such unauthorized use are charged to the Customer.

Social Academy will not be liable for any material or immaterial damage resulting from the use of the Account by third parties, with or without the Client's permission.

4. Use of the Platform

The Customer declares to act, in relation to the performance of his professional activity, in compliance with the regulations in force that govern his sector of operation.

Due to the nature and functioning of the Platform, the Parties acknowledge that, pursuant to and within the limits of the provisions of these Conditions, it will be the Customer, under his own exclusive responsibility, who will directly manage the Platform, arranging independently - among the others - the contents of its marketed products and services as well as the messages sent to its distribution list.

In general, the Customer guarantees that the information published and sent through the Platform does not violate any rights of third parties or any provision of law, regulation or national standard or deriving from an applicable international convention, in particular those in force in Italy, in the State in where the Customer carries on his business and in the State in which the Users reside.

The use of the Platform resulting from the conclusion of the Contract and the acceptance of the Conditions is strictly personal and cannot be granted or transferred, free of charge or for consideration, to third parties without the prior written consent of Social Academy.

Under these Conditions, the Customer is prohibited from:

  • any use of the Platform likely to damage, disable, overload the Social Academy infrastructure or the networks connected to the Social Academy servers, or even prevent other users from enjoying the services;
  • any attempt to gain unauthorized access to the Platform, to other Accounts, computer systems or other networks connected to a Social Academy server by hacking or any other means;
  • use the Platform for the purpose of selling products or services for illegal or fraudulent activities or to encourage such activities;
  • use the Platform in a manner contrary to the applicable legislation on the protection of Personal Data, telemarketing, e-mail marketing, anti-spam and anti-phishing.

5. Consideration

The conclusion of the Contract and the acceptance of the Conditions is also valid as a commitment by the Customer to pay the amount corresponding to the purchase of the license to use the Platform, based on the chosen Plan.

In particular, from the time of purchase of a Plan - or once the Free Trial has expired without the Customer having made the withdrawal pursuant to Article 6 below - billing will begin on the basis of the chosen Plan (monthly or annual).

Unless otherwise specified, the fees are paid at the time of purchase through the Sites and in the currency in which they were charged.

All prices displayed on the Sites are exclusive of VAT.

Any additional costs may be applied to the invoice based on the reference regulations for the foreign country of residence of the Customer and the legal and regulatory provisions in force there.

6. Duration and Withdrawal

The duration of the Agreement, the period in which the Customer can use the services of the Platform, varies according to the Plan chosen at the time of purchase.

At the time of purchase of a Plan, the Customer is entitled to the Free Trial, during which (and before the expiry of the same) he can freely withdraw with immediate effect, without any cost and commitment, directly through the Platform or by contacting Social Academy pursuant to article 19.

Once the Free Trial has expired without the Customer having made the withdrawal, the Plan will be activated on the basis of the chosen characteristics and the Contract will be considered tacitly renewed upon expiry of the Plan for an equal period (by way of example, a month or a year based on the Selected plan).

In any case, the Customer will have the right to withdraw without notice, directly through the Platform or by contacting Social Academy pursuant to Article 19. In this case, even if the relevant subscription period has not yet expired, Social Academy will be entitled to withhold the amounts already received for the purchase of the Plan by the Customer, who will continue to use the service until the end of the related period.

If, as part of the automatic renewal procedure referred to above, the Customer decides to withdraw from the service, all the data, contents and information of the Account will remain available only for 30 (thirty) days from the date of termination of the service. Once this term has elapsed without the Customer having reactivated their Account, by subscribing to a Plan again, the contents will become irreversibly no longer available for use on any future accounts and can no longer be recovered.

7.Sale of Customer Educational Products through the Marketplace

7.1 Authorization Procedure

In the event that the Customer, on the basis of the purchased Plan, intends to market his Training Products through the Marketplace, he will be required to obtain a specific authorization from Social Academy, which may request from the Customer all functional (or otherwise useful information ) to carry out an adequate assessment of the characteristics and contents of the related product as well as of the reliability and specific skills of the promoter.

The Customer is required to ensure the accuracy, completeness and truthfulness of the data and information provided to Social Academy as part of the aforementioned authorization procedure.

Social Academy, on the basis of a discretionary and unquestionable evaluation (also based on the type and content of the courses promoted by the Company through the Marketplace), will find the Customer's request within 10 (ten) days of receipt.

In the event of a positive outcome of the authorization procedure, Social Academy will enable the Customer's Account for the publication of its Training Products for the purpose of marketing through the Marketplace.

7.2 Sales Management and User Withdrawal

With regard to the marketing of Training Products through the Marketplace, Social Academy will act as an intermediary for the Customer and, as such, will be required to comply with the regulations set out in the Consumer Code.

The marketing of the Customer's Educational Products will be managed directly by Social Academy through its digital infrastructure.

When the User purchases an Educational Product in the Marketplace, Social Academy will send - at the same time or, in the case of a bank transfer, within 2 working days of receipt of the payment slip - the codes for accessing the area. reserved for the Customer within which the related Training Products purchased will be provided. Special cases are exceptions in which the provision of the Training Product must be carried out with organizational or logistical methods such as to involve a higher delivery time.

In the event that, in application of the legislation referred to in the Consumer Code, the User exercises the right of withdrawal within 14 (fourteen) days from the purchase of the Educational Product, Social Academy - once verified the existence of the requirements for the obtaining reimbursement - will be required to directly re-credit the relative sums to the User who requested them. In this case, the relative reimbursed amounts will no longer be due to the Customer and, in the event that the payment has already taken place, Social Academy will be entitled to request its return to the Customer (also through forms of compensation with subsequent invoices pursuant to the following article 7.3).

After receiving the request for withdrawal from the User, Social Academy will also disable access to previously purchased Training Products.

7.3 Financial Agreements

The sale price of the Educational Product on the Marketplace will be established by the Customer. However, Social Academy, due to particular commercial needs and with the prior consent of the Customer, will be authorized to apply a discount of no more than 20% (twenty percent) to this sale price. In such cases, Social Academy undertakes to provide - for the benefit of the Customer - to highlight the Training Product within the Marketplace (in terms of indexing) for the entire period in which the related promotion lasts.

Social Academy - through its e-commerce system, relying in some cases on external providers who guarantee the best security standards for electronic transactions - will directly collect the payment of the Educational Product on behalf of the Client, withholding a 25% commission ( twenty five percent) on the sale made.

The aforementioned commission is calculated on the actual sale price of the Educational Product, net of legal taxes and bank collection costs (Paypal, Stripe, wire transfers, etc.).

The Customer may subsequently request payment from Social Academy for the Educational Product sold through the Marketplace, by issuing an invoice at the beginning of each month relating to the Educational Products sold in the previous month, based on a report approved by the Parties.

Unless otherwise agreed in writing between the Parties and in compliance with consumer law, payment to the Customer will take place 30 (thirty) days from the date of actual receipt of the invoice by Social Academy.

7.4 Obligations of the Parties and Limitation of Liability

With reference to the marketing of Educational Products through the Marketplace, the Customer acknowledges that the role of Social Academy is limited to the sole provision of the digital infrastructure (relating to payment systems and the provision of Educational Products sold).

For this reason, Social Academy assumes no responsibility and any role, either direct or indirect, in relation to the content, quality, requirements, methods of performance and characteristics of the Educational Products marketed by the Client, or any other detrimental consequence. that the User may suffer deriving - directly and / or indirectly - from the purchase of Educational Products.

The Customer is responsible for the correctness, truthfulness and completeness of the description and characteristics of the Training Product marketed, as well as for its actual availability in their Account for the benefit of the User.

With the exception of the cases of withdrawal provided for in the previous article 7.2 and in consideration of the discipline on the continuity of services referred to in article 11 of the Conditions, Social Academy cannot in any way be held responsible for any requests for reimbursement and compensation presented by Users in in relation to the Educational Product purchased.

In particular, Social Academy cannot be held responsible in any way in the event of any cancellation or postponement by the Customer of events and / or courses provided live. In the event of refund requests from Users who have purchased the canceled or postponed event, Social Academy will be entitled to withhold the 25% commission on the sale referred to in Article 7.3 above.

The Personal Data of Users will be processed by the Parties independently and in compliance with the provisions of the GDPR. Each Party will therefore be required to identify, to the extent of its competence, the correct legal basis for the processing, to collect - where due - the necessary consents based on the purposes pursued, as well as to put in place all further and possible obligations required by law for the processing activities carried out.

7.5 Delivery of Training Products through third-party platforms

In cases where the Customer makes use of the Marketplace for the marketing of their Training Products, using - for the provision of the related contents - third-party digital infrastructures other than that of the Social Academy, the Company will have no obligation regarding the communication of the codes. of access to the User.

The 14-day term provided for by the Consumer Code for exercising the right of withdrawal by the User starts from the moment in which the Customer has proceeded to activate the User's profile on the third platform, allowing him the concrete use of the Product. Training purchased.

In relation to the marketing of Educational Products provided on third-party platforms, Social Academy cannot in any case be held responsible for any malfunctions of the system or for any damage that the third-party infrastructure may cause to Users.

7.6 Intellectual Property Rights and License to Use

The Customer maintains and retains ownership of the Educational Products marketed on the Marketplace.

By marketing on the Marketplace, the Customer grants Social Academy a license without territorial limits, non-exclusive, royalty-free (with the right to sublicense) to use, copy, reproduce, elaborate, adapt, modify, publish, transmit, view and distribute the Educational Products (as well as the Client's name and image) using all existing or future means or methods of distribution.

This includes the possibility of making the Training Products available to other companies, organizations or people who collaborate with Social Academy for the dissemination, transmission, distribution or publication of the contents on other media, as well as the use of the Training Products for marketing purposes.

The use license for the use of Educational Products by Users who purchase on the Marketplace is granted without time limits. Therefore, even following the termination of the contractual relationship between the Parties, Users who have purchased a Customer Training Product will continue to use it within the digital infrastructure of the Social Academy.

8. Sale of the Customer's Educational Products through the functionalities of the Platform

In the event that the Customer, outside the sale of Educational Products on the Marketplace referred to in the previous article 7, decides to market his products / services through websites, landing pages and tools generated through the functions of the Platform, relying on the systems of Social Academy electronic payment, the Company - as agent for consideration - will directly collect the payment of the product / service on behalf of the Customer, withholding a standard commission of 10% (ten percent) on the sale made.

The aforementioned commission is calculated on the actual sale price of the product / service, net of legal taxes and bank collection costs (Paypal, Stripe, wire transfers, etc.).

The Customer may subsequently request Social Academy for the retrocession of the fees for the sale of the product / service through the Social Academy electronic payment system, by issuing an invoice at the beginning of each month relating to the products / services sold in the month. previous.

Unless otherwise governed by agreements entered into in writing between the Parties, payment to the Customer will take place 30 (thirty) days from the date of actual receipt of the invoice by Social Academy.

In the event of withdrawal by the User in accordance with the provisions of the Consumer Code, Social Academy may arrange for the refund to be made to the User if he has not yet returned the payment to the Customer, subject to specific authorization by the latter.

9. Accessory Services

The characteristics, contents, costs and possible duration of the Accessory Services marketed by Social Academy are described through the Sites, the Platform or other suitable tools to make them available to Customers.

The Customer can freely decide to purchase the Accessory Services of his interest by contacting Social Academy (which will formalize the relative offer based on the Customer's requests) or, in certain cases, directly through the Sites or the Platform.

Payment for the purchase of the Accessory Service will be made in advance for the benefit of Social Academy and in the manner agreed between the Parties as a condition for the provision of the service itself.

If the Customer does not use the Accessory Services purchased within the possible terms of duration provided and in the absence of legitimate causes of supervening impossibility, he will not be entitled to a refund of any amount.

9.1 Training and / or Coaching Services

With specific reference to the Additional Training and Coaching Services, Social Academy provides the Client with services that may consist, as appropriate, in frontal lessons and coaching "with interaction" or "without interaction".

In the case of a service "with interaction", the Customer expressly declares to be aware of and accept that any inability to participate in the training / coaching meetings on the previously agreed dates and times, must be notified to Social Academy with prior notice. at least 24 (twenty four) hours.

In the event of non-compliance with the notice by the Customer, Social Academy will have the right to charge the training / coaching service purchased by the Customer, which will by effect be required to pay the full amount agreed.

Up to 24 hours before the meeting, Social Academy may change the date and time of the meeting at any time due to impediments or organizational difficulties.

In this case, if the Customer is unable to participate, he will be entitled to a full refund of the amount paid.

9.2 Lead Generation Services

The publication of the Educational Products through the Marketplace exclusively includes the possibility of selling and marketing and does not allow the Customer to generate a list of possible customers interested, at various levels, in the related Educational Products offered by him ("Lead Generation").

If the Customer is interested in making use of the channels and databases of Social Academy, as well as the functions of the Marketplace for Lead Generation activities, he / she may separately agree the terms of this service with the Company, which, from time to time, may propose customized plans or ask the Customer for a Cost Per Lead (CPL) for the contacts actually acquired and made available on the Customer's Account.

10. Affiliate Program

The Customer can ask Social Academy for authorization to resell the Platform on the market. Based on its own discretionary and unquestionable evaluation, Social Academy may decide to approve or not the Customer's request.

In the event of approval by Social Academy, the Customer will be authorized to carry out the preparatory activities for the resale of the Platform, limited to the agreed Plans and functionalities, and will receive:

  • a promotional code that you can distribute to your customers and to be used in the process of purchasing the license to use the Platform (the "Code");
  • the credentials for access to a management system (provided by a third party service) by means of which you will be able to have constant visibility and monitoring of the resale activities carried out and the related economic aspects agreed between the Parties.

The Customer will have to carry out the resale activity using their own communication channels and through their own marketing and promotion activities (for example, through the creation of videos, the launch of sponsored advertisements on social networks, sending DEMs to their list distribution, etc.). In the event of a report by Social Academy, the Customer will be required to immediately suspend the related disputed promotional activity.

As regards the economic aspects, the Customer will be entitled to receive a commission equal to 25% (twenty-five percent) on each Plan sold through its promotion and resale activity, identifiable through the insertion of the Code during the purchase process of the Platform. , or through the use of a link for the purchase attributable to the Customer and made available on his Account by Social Academy.

The aforementioned commission is calculated on the actual sale price of the Plan sold, net of legal taxes and bank collection costs (Paypal, Stripe, wire transfers, etc.).

The Customer may subsequently request payment from Social Academy for the Plans sold through its resale activity, which can be accounted for through the aforementioned management system, by issuing an invoice at the beginning of each month relating to the Plans sold in the previous month.

Unless otherwise agreed in writing between the Parties, payment to the Customer will take place 30 (thirty) days from the date of actual receipt of the invoice by Social Academy.

11. Continuity of Services

Social Academy guarantees the Customer the correct execution of the contractual services as well as the continuity of the services rendered through the Platform, however reserving the right to suspend or interrupt the provision of the same, without any liability, in the event of:

  • needs of a technical nature, which include, but are not limited to: breakdowns, maintenance, replacement of equipment, ordinary and extraordinary interventions, system implementations;
  • causes not attributable to Social Academy, such as those due to difficulties or impossibility of communication, interruptions in the supply of electricity, staff strikes, including the Company's personnel, legal acts or provisions that inhibit the possibility of receiving , send and process the electronic flows relating to the Platform;
  • facts of third parties and, in general, any impediment or obstacle that cannot be overcome with ordinary diligence by the Social Academy;
  • other causes of force majeure as identified by case law and international best practices in the sector (including epidemics and pandemics).

Social Academy will notify through the Platform, e-mail or other suitable communication tools, the occurrence of one of the events described above.

12. Indemnify

The Customer undertakes to indemnify and hold Social Academy harmless, substantially and procedurally, from any liability, damage, loss, cost or expense, including legal nature, that the Company should be incurred due to:

  • untruthfulness and / or incompleteness of the data provided to Social Academy at the time of registration through the Sites for the purchase of the license to use the Platform and / or lack of the necessary qualities for the valid creation of the Account;
  • use of the Platform for purposes that violate, directly or indirectly, these Conditions, the Italian legislation or the legislation of the host countries of the Users, networks or gateways affected by such illegitimate use of the Platform;
  • use of the Platform for purposes that directly or indirectly violate laws, regulations, directives, agreements or other regulatory provisions relating to antitrust or for purposes that carry out restrictive agreements on competition, abuses and / or concentrations prohibited by law;
  • use of the Platform for purposes that directly or indirectly violate the safety or regular operation of the equipment that make the Platform possible and accessible or that give rise to an overload of the Platform such as to jeopardize its correct functioning;
  • transmission / disclosure / use of materials covered by copyright and / or commercial or industrial secret, in the absence of authorization from the legitimate owner.

The Client undertakes to inform Social Academy of any action, claim or dispute coming from third parties of which he is aware and which could have repercussions towards the Company.

13. Limitation of Liability

The Customer is aware that Social Academy is in no way responsible for the use of the Platform by the Customer, and in particular:

  • the content of e-mail messages sent by the Customer to his distribution list through the Account;
  • the quality, quantity, legality, fitness for purpose and safety of the content published as part of the use of the Platform;
  • the truthfulness and correctness of the descriptions, announcements, guarantees and documentation for the marketing of the Customer's products and services through the Platform;
  • of the processing of Users' Personal Data.

Social Academy, in order to ensure the confidentiality of the information contained in the electronic flows sent and received by the Customer through the Platform, as well as their integrity, has activated safety mechanisms and devices, aimed at protecting data and programs, which constitute a reasonable defense against external intrusions in the light of current technical knowledge, without thereby assuming any responsibility for losses, alterations and unintentional dissemination of information transmitted through the Platform, attributable to events beyond one's direct control.

In no case will Social Academy be called to answer for the malfunctioning of the Platform and / or the prejudices that may arise to the Customer or to third parties for facts and causes attributable to inefficiency of the equipment or of the Internet connection service supplied to the Customer.

Social Academy assumes no responsibility for any type of loss and / or damage, direct or indirect, including, but not limited to, lost earnings or any loss of opportunities by the Customer, caused by the use of the Platform by the Customer in violation of these Conditions.

Social Academy, through this Agreement, assumes a mere obligation of means, and assumes no responsibility and does not issue any guarantee as to the suitability of the use of the Platform to achieve any useful outcome for the Client's business, even in terms of economic results and / or image.

In any case, and possibly in derogation also to what is otherwise established in these Conditions, the Parties agree that Social Academy cannot be held liable towards the Customer, except in the case of willful misconduct or gross negligence, in an overall amount greater than the amount of the fees paid by the Customer to use the Platform on the basis of the chosen Plan.

The Customer is aware that the determination of the consideration for the Plans was also carried out on the basis of these limitations of liability and, therefore, as of now, he renounces any dispute regarding the quantification of any compensation due to him.

14. Intellectual Property Rights

The programs, processes, projects, software, technologies, trademarks and trade names, inventions that appear on the Sites, accessible through the Sites or through the Platform are the property of Social Academy.

By concluding the Contract, the Customer does not acquire any further rights beyond what is explicitly recognized under these Conditions.

The Customer does not acquire intellectual and / or industrial property rights or economic exploitation rights of everything that contributes to the functioning of the Platform, including, but not limited to, databases, information, trademarks, patents, logos and any other graphic and / or structural element.

Only and exclusively in the context of the Affiliate Program referred to in Article 10, the Customer will be authorized - for the performance of the related communication activities - to use the distinctive signs of the Platform, limited to the promotion activity aimed at reselling as well as according to the terms and methods agreed with Social Academy.

The Customer undertakes not to use the Platform, the Sites or any of the elements listed above in any way for purposes other than those indicated in these Conditions.

15. Modification of the Conditions, Plans and Offer

Social Academy reserves the right, at any time, to modify these Conditions, the fees and characteristics of the Plans, the Accessory Services as well as the technical specifications and operation of the Platform, informing the Client, where possible, with a prior notice. 30 (thirty) days from the date of the change.

If the announced changes involve additional burdens, costs or charges for the Customer or result in the latter having an objectively lower position compared to the previous situation, the Customer has the right to withdraw from the Contract with communication to be made pursuant to Article 19 no later than 15 (fifteen) days from receipt of the notice referred to in the previous paragraph, with the right only to the refund of any sums already paid for the unused period, and with express waiver of interest and / or indemnity and / or compensation for damages of any nature or species.

After the period of 15 (fifteen) days from the sending by Social Academy of the communication referred to in this article, any changes made to the Conditions, the fees and the characteristics of the Plans, as well as the technical specifications and operation of the Platform, have elapsed in vain, it will be understood as tacitly and entirely accepted by the Customer.

The Conditions, the fees and the characteristics of the Plans, as well as the technical specifications and operation of the Platform, updated with the latest changes, are always available on the Sites.

16. Processing of Personal Data

In accordance with the provisions of the GDPR, all Personal Data that will be exchanged between the Parties under the Contract, in relation to the use of the Platform by the Customer, will be processed respectively by each Party for the sole purposes indicated in these Conditions. and on the Sites, in an instrumental way to use the Platform as well as to fulfill any legal obligations, community legislation and / or requirements of the Guarantor for the protection of personal data.

Maggiori informazioni sul trattamento dei dati personali del Cliente sono rinvenibili all’interno della Privacy Policy di Social Academy di cui al presente link.

17. Personal Data of Users

For the purposes of providing the Platform, Social Academy may have access to Personal Data of Users contained in the Account (by way of example and not limited to, e-mail distribution lists created by Customers, subject and content of e-mail messages sent to the aforementioned distribution lists).

The Customer acknowledges and accepts that Social Academy is not required to carry out any form of control over the use of the Platform by the Customer, and in particular on the Personal Data of the Users processed by the Customer during the use of the Platform.

In compliance with the provisions of the GDPR, it will therefore be the Customer's obligation to identify the correct legal basis for the processing, to collect - where necessary - the necessary consents and to put in place the additional and possible obligations required by law for the processing activities to be carried out. he directly carried out.

With regard to the Personal Data of Users, Social Academy will carry out the role of data processor pursuant to art. 28 of the GDPR, processing Personal Data on behalf of the Customer for the sole and exclusive purposes of providing the services referred to in the Contract.

For these aspects, the relationship between the parties is governed by the appointment as Data Processor pursuant to art. 28 GDPR attached to these Conditions (Annex A).

In any case, with the termination of the Agreement, Social Academy will have the right to withhold the amounts already received for any reason by the Customer, without prejudice to the Company's right to compensation for any greater damage.

Social Academy will have the right to resolve pursuant to art. 1456 of the Italian Civil Code the Agreement in all cases of violation of articles 3 (Account), 4 (Use of the Platform), 5 (Fees), 10 (Indemnity), 12 (Intellectual Property Rights).

In any case, with the termination of the Agreement, Social Academy will have the right to withhold the amounts already received for any reason by the Customer, without prejudice to the Company's right to compensation for any greater damage.

19. Communications

For the exercise of the rights referred to in these Conditions, for all legal obligations as well as for all questions relating to technical assistance on the use of the Platform, the Customer can directly use certain functions present within the Platform (eg . deactivate your subscription) or contact Social Academy at the following e-mail address:

Social Academy sends the Customer all communications due under these Conditions through the system integrated with the Platform or to the e-mail address of the registered Account.

20. Interpretation

The Agreement, as governed by these Conditions, represents the only agreement in force between the Parties in relation to everything in question and fully replaces any other previous, written, oral or tacit agreement between the Parties relating to the same object.

In the event that one or more provisions of these Conditions should be null, void or inapplicable, the Contract will remain valid and remain in force between the Parties in relation to all residual provisions.

Any specific conditions negotiated and formalized in writing between the Customer and Social Academy prevail over these Conditions.

21. Contract concluded online

In accordance with the industry practice for the stipulation of on-line contracts, the Customer has had the opportunity to carefully read and archive these Conditions on a durable medium. In particular, the Customer has been expressly made aware of the conditions highlighted by Social Academy in articles 6 (Duration and Withdrawal), 7 (Sale of Customer Training Products through the Marketplace), 12 (Indemnity), 13 (Limitation of Liability ), 15 (Modification of the Conditions, Plans and offer), 18 (Termination) and 22 (Applicable law and Jurisdiction) of these Conditions.

Therefore, the applicability of the regulations referred to in Articles 1341 and 1342 of the Civil Code is excluded.

22. Applicable law and competent court

These Conditions are governed exclusively by Italian law.

Any dispute relating to this Agreement, including its interpretation and execution, will be devolved to the exclusive jurisdiction of the Court of Rome.

Last update: 06.30.2020


Annex A: Data Processing Agreement

As part of the services provided to the User, Social Academy is required to carry out the processing of personal data on behalf of the User. These treatments are carried out for the entire duration of the contractual relationship between the User and the Social Academy.

The treatments carried out by Social Academy on behalf of the User are described below:

  • Storage of contact lists uploaded by users
  • Sending messages via e-mail or SMS, whether automated or not
  • Storage and analysis of email deliverability data
  • Storage and analysis of commercial data (contacts, sales, leads, subscriptions, refunds, etc.)
  • Preservation of web pages and course contents
  • Retargeting display
  • Collection of cancellations of subscriptions and information of the User concerned
  • Collection of consents (in the event that the User uses the Social Academy module to retrieve contact data from their Sites)

In this regard, Social Academy declares to present sufficient guarantees to implement adequate technical and organizational measures so that the processing meets the GDPR requirements and protects the rights of the person concerned, and undertakes to comply with the following obligations:

Social Academy Obligations
  • a) Instructions for the User

    Social Academy undertakes to process personal data exclusively for the purposes of the Services in accordance with the User's instructions. Thus, Social Academy undertakes not to grant, rent, transfer or otherwise communicate to another person, all or part of the personal data, even free of charge, and not to use the personal data for purposes other than those provided for by the Conditions. General of Use.

    In the event that Social Academy deems that an instruction given by the User is a violation of applicable law, Social Academy must immediately inform the User.

  • b) Privacy and security

    Social Academy guarantees the confidentiality of personal data processed as part of the Services. As such, it ensures (i) to disclose personal data only to people who need to know it, (ii) that these people are aware of the User's instructions and undertake to process the personal data entrusted to them only in the strict compliance with these and for no other purpose, (iii) to persons who are subject to an adequate contractual or legal obligation of confidentiality, and (iv) who have received the necessary training in the field of personal data protection.

    Social Academy undertakes to implement technical and organizational measures to help preserve the privacy and security of personal data, in particular, prevent them from being distorted, damaged or disclosed to unauthorized third parties, and much more, generally, to protect data personal from accidental or unlawful destruction, alteration, disclosure or unauthorized access and against any form of unlawful processing, provided that such measures guarantee, taking into account the state of the art and the costs associated with their implementation, an adequate level of security for the risks inherent in the processing and in the data to be protected, and more generally, in order to guarantee a level of security of personal data, adequate to the risk.

  • c) Notification of personal data breaches

    In the event of a security breach resulting, in an accidental or unlawful manner, in the destruction, loss, modification, unauthorized disclosure of personal data processed by Social Academy, or unauthorized access to such data, Social Academy undertakes to immediately inform the User within 72 hours from the detection of the incident.

    In such circumstances and in consultation with the user, Social Academy undertakes to implement the necessary measures for data protection, and to limit any negative impact on the persons concerned.

    Social Academy undertakes to provide the User with all the information and assistance to enable them to fulfill their communication obligations with the data protection authorities, and where appropriate to those who are interested.

  • d) User assistance

    Social Academy undertakes, as far as possible, to assist the User in complying with their obligations. So Social Academy must:

    • Take charge of requests for deletion of registration in the distribution lists on behalf of the User;
    • Promptly respond to any request by the User on the personal data processed to allow the User to consider, in due course, any requests from interested parties (right of access, rectification, right of destruction, etc.), and more in general, take into consideration the nature of the processing and help the User with adequate technical and organizational measures to fulfill their obligation to respond to the requests of the persons concerned on how to exercise their rights;
    • Send the User, upon receipt, the questions of the persons interested in exercising their rights;
    • Assist and collaborate with the User to ensure compliance with his obligations in accordance with the regulations in force in this area, and in particular to help ensure the security of personal data, comply with his obligations in the event of security vulnerabilities, to favor the implementation of all necessary measures before treatment, such as carrying out an impact analysis.
  • e) Access to data / Deletion

    At any time, during the execution of the General Conditions of Use, the User can access personal data processed by Social Academy or delete them directly from the Sites through the integrated export and delete functions.

    At the end of the contractual relationship, at the User's choice, Social Academy undertakes to destroy all personal data, or to send it back to the User or to another subcontractor designated by him, if technically possible, within a maximum period of 3 months. The return must be accompanied by the destruction of existing copies in the Social Academy computer systems, unless applicable law requires them to be kept. Social Academy undertakes to communicate to the User, at the request of the latter, proof of such destruction.

  • Audit

    Social Academy undertakes to make available to the User all the information and documentation necessary to demonstrate compliance with the obligations set out in this contract.

    Social Academy authorizes the User or any other non-competing external auditor of Social Academy appointed by the User, to inspect and control the personal data processing activities, and undertakes to accept all reasonable requests from the User in order to to verify that Social Academy has complied with the contractual obligations imposed by this annex.

    It is agreed that, subject to the requests of the regulators for this purpose, such audits may be carried out at most (1) time per contractual year. In all cases, the User must notify Social Academy with a minimum notice of fifteen (15) days, and the audit must in no way disturb the ongoing operations of the Social Academy. The audit will be limited to the processing of personal data by Social Academy on the User's account, and the User will not be able to access data concerning other Social Academy customers.

    Social Academy undertakes to provide all supporting documents to demonstrate compliance of the processing with the User's instructions, and that adequate security measures have been put in place.

  • Further subcontracting

    The User is informed, and accepts, as part of the Services, that Social Academy may use subcontractors who will have access / will process the personal data entrusted to the User on his behalf. The list of subcontractors involved is as follows:

Subcontractor

Service

Team Leader

Relations with customers

Facebook

Digital Marketing

Google

Digital Marketing

Mailchimp

Email Marketing

Sendgrid

Email Marketing

Stripe

Payment

Paypal

Payment

Fatture in Cloud

Billing

Typeform

Survey

Bucket

Survey

Zapier

Integration and data exchange

DNSimple

DNS Service

Drift

Live Chat

AWS

Storage & Video Streaming

Heroku

Storage & Application Service

Buffer

Social Media Management

GitHub

SW Versioning

GoDaddy

Internet Service Provider

Aruba

Internet Service Provider

Sendinblue

Email Marketing

Whatsapp

Instant Messaging

Calendly

Call booking

Mailtrap

Email Tracking & Testing

Wordpress

Site Builder

ChartMogul

Data analysis

ActiveCampaign

Email Marketing

Mollie

Payment Management

The User is informed that some of these additional subcontractors are based in countries outside the EU, including the United States, and as such, expressly authorizes Social Academy to transfer personal data outside the European Union. Social Academy undertakes to implement all the necessary guarantees in order to frame such transfers in compliance with current regulations.

In this context, the User expressly gives a mandate to Social Academy to sign in his name and on his behalf standard contractual clauses responsible for the processing to further subcontractors (see the clauses of the European Commission at the following address:

In the event of a change in the list of its subcontractors, Social Academy will inform the User, by e-mail or by communication in the account, which will have the possibility to unsubscribe in the event of a dispute. It is specified that this notification will include information regarding any transfers of personal data outside the European Union.

When Social Academy uses additional subcontractors to perform specific processing activities for the account and for instructions for the User, the same data protection obligations as those provided for in these GCU are imposed by contract on the additional subcontractors, with particular reference to sufficient guarantees for the implementation of adequate technical and organizational measures.

It is up to Social Academy to ensure that additional subcontractors offer sufficient guarantees so that the processing meets the requirements of the GDPR. If further subcontractors fail to meet their data protection obligations, please note that Social Academy remains fully responsible to the User for the performance of their obligations by the subsequent subcontractors.

  • Transfer of personal data outside the EU for legal purposes

    If Social Academy is required to make such transfers under applicable law, it undertakes to immediately inform the User of this legal requirement before processing, unless applicable law prohibits such information for reasons of public interest.