Terms & Conditions - TLDR

This summary serves as an informative overview and holds no legal value or binding effect. It aims to simplify and enhance the comprehension of the terms and conditions related to a contract between a User and Aryel S.r.l.,

However, it's important to note that this summary might include simplifications and omissions for ease of understanding. The official terms and conditions, containing the complete and legally binding information, should be referred to for any contractual or legal purposes.

Object

• Aryel S.r.l. provides services via https://aryel.io/, including creating and customizing augmented reality content, modifying 3D models, and creating immersive advertising.

• These services are for professionals and companies, purchasable under specified terms and conditions, subject to potential interruptions at the company's discretion, with the possibility of refunds for unused portions due to interruptions.

• Additional agreements apply to services beyond those concerning the Platform.

Conclusion of the General Conditions

• Users explicitly accept the General Conditions by using the Platform, creating an account, or purchasing services for a fee.

• Users can choose between "self-service" or "Service Management" modes for creating augmented reality content.

• The Company provides a detailed Media Plan for advertising, and Users must approve it before execution, comply with media space providers' requirements, and cover all costs as per media suppliers' terms.

• Users must pay for services before the Company advances any funds and must accept all terms to use the Platform.

• The Company can modify the General Conditions, communicating changes via email, and Users must ensure the Company has their valid email for notifications, even if not providing a valid email is the User's responsibility.

Self-service Mode

• The Company can cancel services with a 30-day email notice, providing refunds for the unused period.

• In self-service mode, users access tools on the Platform to modify and use augmented reality content and 3D models within specified terms.

Service Management Mode

• The Company can cancel purchased services with a 30-day email notice, providing refunds for the unused period.

• In Service Management Mode, the Company assists the User in creating customized augmented reality and/or 3D promotional content based on the User's needs and requests as outlined in a specific agreement.

Registration and Payments

• Services are accessed via Platform Registration with Fees, payment methods, and possible changes specified on the Platform or in related communications.

• Payment methods include credit cards, and third-party companies handle payment data; the Company isn't responsible for fraudulent use.

• Payment delays incur interest and could lead to service suspension or termination; financial correspondence happens via email at afc@aryel.io.

• The Company can change Fees annually, providing a 30-day notice via email; Users have the option to terminate affected services or accept fee adjustments.

• Payments must be made in Euro, and conversions from other currencies won't result in fee changes.

• If a service has an annual duration and a user terminates it, the full annual fee is still due.

Intellectual Property Rights

• The Company and third parties own Rights protected by intellectual and industrial property laws concerning the Services.

• The User doesn't gain any rights except for necessary use of the Services; any other use is prohibited.

• The Company grants the User licenses for Personalized Content and Media Services within agreed territories and terms, but certain restrictions apply.

• Users can't download, copy, modify, or use Services beyond what's necessary for their use.

• Unauthorized use of Services or violating Company or third-party Rights is prohibited, and Users must indemnify the Company for any violation.

• The Company doesn't guarantee third-party materials' correctness, originality, or legality provided via the Services.

• Violation of these terms is considered a serious breach of the General Conditions.

User Declaration and Warranties

• The Company can suspend Services or access to the Platform for violations of laws, third-party rights, or General Conditions.

• Help for Platform usage issues is available at help@aryel.io.

• Users must be at least 18 years old to use the Services and must keep their account secure and compliant with laws.

• Users are responsible for their actions on the Platform, must not misuse the Services, and must not allow unauthorized access.

• The Company doesn't guarantee results or actions taken by Users through the Services.

• The Company isn't responsible for content provided by third parties or links to external websites.

• The Company isn't responsible for device compatibility, internet connections, or distribution metrics.

• Platform malfunctions attributable to the Company are the Company's responsibility; otherwise, the Company isn't liable for service interruptions due to maintenance, user errors, network failures, or third-party service errors.

Liability – Limitation of Liability in Favour of the Company

• The Company doesn't guarantee Services beyond what's specified in the General Conditions and isn't responsible for statements or content from third parties.

• Users are solely responsible for their actions and decisions based on Services; the Company isn't liable for any resulting consequences.

• Unless in cases of deliberate misconduct or gross negligence, the Company isn't responsible for damages, losses, or expenses incurred by Users in connection with the Services.

• The Company isn't affiliated with linked websites' owners and isn't responsible for their content; access to these sites is solely at the User's discretion.

• Device performance affects Service experiences, and factors like internet quality and distribution strategy influence metrics; the Company isn't responsible for these.

• The Company is only liable for Platform or Service malfunctions directly caused by its actions.

• Service interruptions or unavailability due to maintenance, user errors, network issues, firewall compatibility, or third-party service errors aren't the Company's liability.

Indemnification

• The User agrees to protect the Company and its related entities from any costs, liabilities, or expenses, including legal fees, arising from third-party claims due to the User's non-compliance with the General Conditions or violating their terms and guarantees.

Data Protection

• Privacy Law encompasses certain legislation regarding data protection and privacy.

• The User must ensure its properties within the Services have a compliant and clear privacy policy, detailing data collection methods like cookies and information collection by the Company.

• Aryel might use cookies or identifiers to monitor Service performance or user behavior.

• If the Services involve the Company processing the User's personal data, the User must appoint the Company as a processor or sub-processor and sign a Data Processing Agreement (DPA) provided in the annex, indemnifying the Company for any breaches.

• Aryel is the Data Controller for user data on its Platform, processing it for administrative purposes according to the Platform's Privacy Policy.

Assignment

• The User may not assign all or part of the General Conditions, including any debts/credits, to third parties.

Duration and Survival of Clauses

• The General Conditions start when accepted and continue until the User stops using the Services or until earlier termination. Even after termination, certain clauses remain in effect, like User Declarations and Warranties, Liability, Intellectual Property Rights, Applicable Law and Jurisdiction, and Miscellaneous clauses.

Right of Cancellation

• If the User wants to cancel purchased Services, they can do so anytime, and the access continues until the current billing period ends. Refunds or credits aren't issued for partially used Services or for annual Services. To cancel, the User must email hello@aryel.io at least 60 days before the subscription ends. Not sending this notice leads to automatic renewal for a period equal to the current one, and the User needs to pay the full Fee for the renewal period without any chance of a refund.

Termination Clause

• The Company has the authority, as per Article 1456 of the Italian Civil Code, to promptly end the General Conditions by notifying the User in writing, including via email, if the User breaches specific clauses like Registration and Payments, User Declarations and Warranties, Intellectual Property Rights, or Assignment. However, this termination doesn’t affect the Company's right to claim compensation for any damages incurred.

Applicable Law and Jurisdiction

• The "Applicable Law and Jurisdiction" clause confirms that Italian law governs the General Conditions. It also specifies that for professional services, the Consumer Code won't apply. It designates the Court of Milan as the exclusive jurisdiction for resolving disputes related to the validity, interpretation, execution, and termination of the General Conditions, excluding any other courts.

Data Processing Agreement

• Purpose: The User appoints the Supplier as the External Data Processor to process Personal Data according to the contract.

• Definitions: Clarifications of terms used, including "Applicable Law," "Security Measures," and "Sub-supplier."

• Obligations of the Parties:

• Supplier's Obligations: Processing data only for contract execution, implementing security measures, appointing authorized persons, respecting data subjects' rights, not transferring data without consent, and managing Sub-suppliers according to the terms.

• Controller's (User's) Obligations: Collection of personal data following clear privacy policies, obtaining consent, and ensuring the lawful basis for data collection.

• Audit: The User has the right to assess and verify the Supplier's compliance with regulations. Access to Supplier's premises needs prior notice and any verification costs will be the User's responsibility.

• Supplier's Statements and Guarantees: The Supplier assures awareness of obligations, possesses required skills, and is ready to perform as a Data Processor.

• Fee: Unless specified otherwise in the Contract, the Supplier's Data Processor role is without payment.

• Duration: The Appointment is effective from the Contract's validity date until Contract termination. Upon termination, the Supplier must return or delete the Personal Data unless retention is required by law.