This contract is formalized between the company “GESTORIAL SERVICIOS DIGITALES, SL” with NIF B- 06844948, domiciled in Onteniente, Plaza Mestre Ferrero 5 – Pta. 4 (46870 Valencia), hereinafter GESTORIAL, and the person whose affiliation data appears in the request for access (use) to the technological platform object of this contract, hereinafter the Client.

Both parties EXPOSE:

1.- That GESTORIAL is the exclusive owner of all exploitation rights derived from the intellectual property of the cloud computing application called “GESTORIAL” with the same name, which is hosted on the CLOUD hosting platform indicated in this contract as a service of high availability, redundancy and scalability

2.- That the Client, a professional in the real estate sector, of legal age, is interested in accessing this platform.

3.- That both parties jointly agree to carry out this contract in accordance with the following STIPULATIONS:

FIRST. - OBJECT

The object of this contract is the provision by GESTORIAL to the Client of the service of access to the cloud computing application also called GESTORIAL, as well as all complementary services to the use of said computer application by the Client, such as hosting data, application updates and support service during GESTORIAL working hours, in accordance with the provisions of this contract. The options and characteristics of the GESTORIAL platform are those that appear on the website www.gestorial.es

The provision of this service does not imply, directly or indirectly, any transfer to the Client of intellectual property rights of any kind over the aforementioned cloud computing application, which are expressly reserved to its legitimate owner. The Client may not assign, transfer or sublease to third parties the rights and obligations that correspond to them derived from this contract, without the prior express consent of GESTORIAL.

SECOND. - PRICE AND METHOD OF PAYMENT

The price of the service is the one stated in the invoices issued by GESTORIAL to the Client, which results from the Rates published on the GESTORIAL Website, or in the budget delivered to the client by GESTORIAL, as well as in the sheet attached to this contract, according to the configuration of the application chosen by the Client based on the contracted services and number of users.

From the first day of the calendar month following the one in which the client registers for the service by accepting this contract and configuring the application to which he will access, GESTORIAL will proceed to invoice in advance on a monthly basis for the price of the service selected by the Client. If the client chooses bank transfer as a payment method, the first payment will be made by bank transfer in favor of GESTORIAL, and subsequent payments will be made through the SEPA procedure, and said order must be signed at the time of the first transfer. If you choose a credit card as a payment method, charges will be made to said card.

The Client may unsubscribe from the service at any time, by means of written and reliable communication to GESTORIAL, which may be sent to: contacto @gestorial.es, being obliged to pay only for the calendar months for which they have previously paid, without prejudice. that you can exercise your right of withdrawal in accordance with the provisions of Royal Legislative Decree 1/2007, of November 16, which approves the consolidated text of the General Law for the Defense of Consumers and Clients and other complementary laws , duly notifying it in writing and in a reliable manner to contacto@gestorial.es within the established legal period.

The Client may also at any time modify their choice of the contracted Service, in this case GESTORIAL proceeding to apply the corresponding tariff modification to the increase or decrease, with effects from the date of modification of the configuration, in the next invoice that from said date issued to the Client.

Non-payment of the invoice issued will give GESTORIAL the right to suspend or terminate this contract and proceed, as a consequence, to cancel the Client's access to the application, once 15 days have passed since non-payment and with prior notice from GESTORIAL. In the event of contractual termination, the Client may recover the information that has been stored up to that point on the GESTORIAL server by requesting it from the GESTORIAL support service, provided that it is up to date with its payment obligations with GESTORIAL. In no case is GESTORIAL responsible for any damages or losses that may arise directly or indirectly from the suspension or cancellation of the service due to these circumstances.

Once the Client cancels the service, their access codes will be disabled, as well as processing.

processing of any type of Client Information in accordance with the provisions of current data protection regulations.

THIRD. - DURATION AND VALIDITY

 

This contract will come into force upon acceptance by GESTORIAL of the request for registration in the service made by the client; acceptance that will be understood to have occurred from the day on which GESTORIAL receives the first payment from the client, from which time it will have unlimited access to the application as long as this contract remains in force.

The access codes to GESTORIAL belong exclusively to the Client, who undertakes to make diligent use of them, as well as to keep them secret, GESTORIAL not being responsible for any misuse that the Client may make of said access codes or for any damages. that may be caused by said circumstance. Likewise, the Client must notify GESTORIAL of the loss, theft or any incident of the access codes so that GESTORIAL may deactivate and disable them, and provide, where appropriate, a new password to the Client, all of this in order to guarantee correct access to data and prevent unauthorized access.

The duration of this contract will include the temporary period from the acceptance thereof by GESTORIAL and the end of the following calendar month to the date of said acceptance. From here on, the contract will be tacitly and automatically renewed for each calendar month that passes, unless there is an express written waiver from either party. Where applicable, the express waiver of this contract will take effect from the first day of the calendar month following the date of communication to the other party of said waiver.

This contract provides for a trial period of 15 days, during which the Client may use all the functionalities contracted therein. Once said trial period has elapsed, the contract will be perfected by the mere fact of non-communication by the Client. , of its intention to terminate it, counting its deadlines, as indicated above.

QUARTER. - RESPONSIBILITY AND AVAILABILITY OF INFORMATION

GESTORIAL expressly recognizes the confidential nature of all the information that the Client hosts on the technological platform of GESTORIAL on the occasion of the provision of the services object of this contract, for which GESTORIAL undertakes and obliges not to use said information in any way outside of the scope of said services.

GESTORIAL is not responsible in any case for the acts carried out by the Client on the occasion of the use of the computer application carried out outside its recommendations for use; nor of technical problems that could affect the services provided due to technological reasons that are outside the scope of GESTORIAL.

GESTORIAL services require continuous maintenance and updating tasks due to the nature of the service and the continuous experience of improvement in favor of the client, so it may interrupt the services to undertake all those tasks that it deems necessary and/or convenient for the purpose. to improve and/or restructure it, as well as to carry out service maintenance operations. GESTORIAL will try to carry out these tasks outside normal working hours and inform the Client within a reasonable time of the start of the same, so the Client must organize its activity with sufficient advance notice to avoid suffering damages, releasing GESTORIAL from any responsibility for such reasons.

GESTORIAL's services will be provided to the extent possible 24 hours a day and 365 days a year, except for the maintenance and updating tasks described above or communication errors or force majeure not attributable to GESTORIAL that cannot be under its control. due to depending on telecommunications companies, or problems in the Client's network or equipment or any other situation beyond the control of GESTORIAL.

The contents that the Client stores on GESTORIAL's servers are its responsibility, and GESTORIAL cannot control them nor is it obliged to do so, although if for any reason we become aware that the contracted service is used for purposes contrary to current legislation in relation to any matter subject to protection, stating for purely informative purposes: intellectual and industrial property, unfair competition, the right to honor, image and privacy, the protection of personal data, morality, ethics, public order or contrary and harmful to the rights of third parties, etc…. GESTORIAL may suspend the service at any time, without prior justification. Although in no case GESTORIAL will have any responsibility in relation to said activities.

GESTORIAL is not responsible for errors in the operation of the application as a result of the non-adequacy of the Client's equipment to the raforementioned technical requirements, virus prevention and any other reasonable prevention measure or for non-observance of the use and access manual by the Client or its agents of the application.

Errors regarding the sending of data or information that the Client may make and could involve a breach of data protection regulations, as well as communication of data to unauthorized third parties or breach of the duty of secrecy as a consequence of incorrect use of the service. that is provided in this GESTORIAL application will in no case be the responsibility of GESTORIAL.

In any case, the Client accepts that the application is a help tool that does not replace human labor, so it is their obligation to verify the results derived from its use.

GESTORIAL will have a technical team in charge of supervising the correct functioning of the tool, as well as providing technical support for resolving incidents, including this support service as part of its application.

In the event that one of the parties is responsible to the other for damages or losses of any kind derived from this contract, it will not in any case be responsible for indirect damages or losses, loss of profits or other similar damages that may be caused, but that GESTORIAL's liability will be limited, at most, to the amount paid by the Client during the last year under this contract.

GESTORIAL does not assume any responsibility for links to other sites or Web pages or for external third-party services, such as email, document viewers, external services, digital signature, etc., which, where appropriate, may be included in the contracted cloud application, since GESTORIAL has no control over these external sites and services, so the Client accesses them under the conditions of use that govern them.

FIFTH. - DATA PROTECTION

DUTY OF INFORMATION

Under the following terms and conditions in accordance with the provisions of Regulation (EU) 2016/679 of the European Parliament and of the Council of April 27, 2016, relating to the protection of natural persons with regard to the processing of personal data and to the free circulation of this data (hereinafter, RGPD) and development regulations, the following points are reported:

USE OF DATA: GESTORIAL informs the Client that the processing of their personal data to which GESTORIAL has access may be used to comply with the obligations derived from the provision of the services contracted by the Client. For the correct, loyal and lawful provision of the contracted services, GESTORIAL may carry out checks regarding compliance or non-compliance with monetary obligations, or carry out checks with official regulatory bodies, if necessary due to the nature of the contracted service. In the same way, the data will be used to review and guarantee the quality of the contracted product and/or service.

LEGITIMATION FOR THE USE OF DATA: The legitimacy for the processing of the Client's data is based on:

Execution of this Contract.

Compliance with legal obligations. By way of example and not limitation: General Law for the Defense of Consumers and Users, General Tax Law, Corporate Tax Law, Account Audit Law, Value Added Tax Law, Civil Code, Commercial Code.

Failure to provide the requested data may result in a reduction in the provision of the service and may even prevent it.

CONSERVATION PERIODS: The data will be kept for the time necessary to fulfill the purpose for which it was collected and to determine the possible responsibilities that may arise from said purpose and the processing of the data, in accordance with the regulations set out above, in addition to the periods established in the applicable file and documentation regulations.

RECIPIENT OF THE DATA: GESTORIAL informs that your personal data collected will be communicated in all those cases in which it is necessary for the execution, development, maintenance, compliance and control of this Contract, or for obligations legally required of GESTORIAL, not being in no case transferred in other cases to third parties without prior authorization of the interested party. The transferees of the data are, by way of example and not limitation, the following: the State Tax Administration Agency, Banking and Financial Entities, entities dedicated to the fulfillment or non-compliance of monetary obligations and other Public Administrations with jurisdiction in the matter. The transfer of personal data may be carried out for the purpose of complying with a legal obligation or for the fulfillment of a mission carried out in the public interest.

EXERCISE

RIGHTS: The interested party may exercise his or her rights regarding data protection (access, rectification, opposition, deletion, limitation, portability and not being subject to automated individual decisions) by email at rgpd@gestorial.es or by postal mail at MESTRE FERRERO. , 5, 46870, ONTINYENT, VALENCIA. Documentation proving the identity of the applicant may be required (copy of the front of the National Identity Document, or equivalent). The maximum response period will be 30 days from receipt, and may be extended for a maximum period of 2 months whenever necessary. In any case, you can request protection from the Spanish Data Protection Agency through its website www.aepd.es.

MANAGER AS PROCESSOR OF TREATMENT

This clause has been established for the provision of services specified in this contract, access (direct or potential) by the CLIENT (hereinafter DATA PROCESSOR), to the personal data under the responsibility of GESTORIAL SERVICIOS DIGITALES SL ( Hereinafter, DATA CONTROLLER), data communication will not be considered provided that the provisions of article 28 of Regulation (EU) 2016/679 of the European Parliament and of the Council of April 27, 2016 -RGPD- are complied with, in the Article 33 of the Organic Law on Data Protection in Spain and its implementing regulations.

The service, duration, and conditions of service provision are regulated in this contract and the types of maintenance that the TREATMENT MANAGER will carry out for the TREATMENT CONTROLLER, following their instructions, are the following: collection, structuring, conservation, consultation, registration, modification, extraction.

Likewise, for the execution of the services derived from the fulfillment of the object of this assignment, the DATA CONTROLLER makes available to the DATA PROCESSOR the information described below: Clients (company name, bank details, contact details, email...), buyers (name, surname, bank details, contact details, email...), sellers (name, surname, bank details, contact details, email...), notaries (name, surname, bank details, contact details , email...) and banks (company name, bank details, contact details, email...).

And based on what is established, the TREATMENT PROCESSOR and all his staff are obliged to:

Use the personal data being processed, or those collected for inclusion, only for the purpose of this assignment. Under no circumstances may you use the data for your own purposes. The data must be used in accordance with the provisions of section 15 of this clause.

Process the data in accordance with the instructions of the DATA CONTROLLER.

Make a record of activities on physical or electronic media in accordance with applicable regulations.

Do not communicate the data to third parties, unless you have the express authorization of the CONTROLLER, in legally admissible cases.

If the processor must transfer personal data to a third country or to an international organization, pursuant to Union or Member State law applicable to it, he or she will inform the controller of this legal requirement in advance.

It is prohibited to subcontract any of the services that are part of the purpose of this contract that involve the processing of personal data, except for the auxiliary services necessary for the normal functioning of the processor's services. If it is necessary to subcontract any treatment, this fact must be communicated in advance and by effective means to the person responsible, three 10 business days in advance and the person responsible for the processing will make an assessment of how to proceed.

THE PROCESSOR undertakes to maintain the utmost confidentiality and secrecy regarding the personal data to which he has had access by virtue of this assignment. In fact, it will be indefinite in nature, remaining in force after the end of the contract for the provision of services. services of which the present brings cause

Guarantee that the persons authorized to process personal data undertake, expressly and in writing, to respect confidentiality and to comply with the corresponding security measures, of which they will have been informed prior and appropriately to the execution of the service.

Inform the workers, including those whose relationship with GESTORIAL is temporary such as workers in temporary employment companies, of the obligations stipulated in this contract, and specifically the obligation of secrecy regarding the data of personal nature to which workers have access on behalf of the data controller.

Assist the DATA CONTROLLER in responding to the exercise of the rights of: Access, rectification, deletion and or position; Limitation of treatment; Data portability; Not to be subject to automated individualized decisions (including profiling). In this sense, if the affected persons exercise any of these rights before the DATA PROCESSOR, the latter must notify the DATA CONTROLLER by an effective and immediate means of communication.

When the data are processed exclusively with the PROCESSOR's systems, they must resolve, on behalf of the CONTROLLER, within the established period, the requests received for the exercise of the rights of the interested party in relation to the data that is the subject of the assignment, without prejudice to communicating it. to the CONTROLLER in accordance with the provisions of the previous paragraph;

Provide support to the CONTROLLER in carrying out impact assessments related to data protection, when appropriate. Provide support to the CONTROLLER in carrying out prior consultations with the supervisory authority, when appropriate

If the DATA PROCESSOR collects data for the controller, he or she must provide information related to the data processing that is going to be carried out. The wording and format in which the information will be provided will meet the criteria of the person responsible before the start of data collection.

The DATA PROCESSOR will notify the DATA CONTROLLER, without undue delay, and in any case before the maximum period of 36 hours, and through an effective means of communication, of the violations of the security of the personal data in his/her care. have knowledge, with all the requirements demanded by the applicable regulations.

Appoint a data protection officer (if required) and communicate their identity and contact information to the person responsible.

Once the contractual relationship has ended, the DATA PROCESSOR must return to the DATA CONTROLLER the personal data and, if applicable, the media on which they are recorded, once the service has been completed. The return may involve the total deletion of the data existing on the computer equipment and other physical media used by the person in charge.

Likewise, the DATA PROCESSOR will make available to the controller all the information necessary to demonstrate compliance with the obligations established in this contract, as well as to allow and contribute to the performance of audits, including inspections, by the controller or another auditor authorized by said person in charge.

If you violate these clauses when determining the purposes and means of the treatment, you will be considered CONTROLLER WITH respect to said treatment, so you will bear fully and directly the responsibilities that arise from non-compliance, including possible sanctions.

MEASURES APPLIED BY MANAGEMENT

By virtue of the risk analysis carried out by the DATA CONTROLLER, the DATA PROCESSOR must apply the appropriate technical, legal and organizational measures to guarantee an adequate level of information security for personal data. The General Personal Data Protection Regulation does not establish an exhaustive list of measures that reduce the risk existing in an entity.

Now, in any case, sufficient mechanisms must be implemented to:

Ensure the ongoing confidentiality, integrity, availability and resilience of treatment systems and services.

Restore availability and access to personal data quickly, in the event of a physical or technical incident.

Verify, evaluate and assess, on a regular basis, the effectiveness of the technical and organizational measures implemented to guarantee the security of the treatment.

Pseudonymize and encrypt personal data, if applicable

Personal information dissociation systems or encryption or cryptography tools

(pseudonymization, encryption...)

specified processing, and, where applicable, existence of a legitimizing basis for the processing of personal data

Inventory of assets and preparation of the corresponding authorizations regarding the extraction of media and use of personal images

Development, supervision and guarantee of response systems and attention to the rights of the affected interested party, if applicable.

SIXTH. – CONFIDENTIALITY

THE PARTIES agree that any information relating to financial, commercial, technical or industrial aspects of either of them or their respective businesses provided to the other party as a result of the agreements reached (regardless of whether such transmission is oral, written, on magnetic media or any other computer, graphic or other mechanism) will be considered confidential information and will be treated in accordance with the provisions of this document. That information, its copies or reproductions, will be considered “Owned Information” for the purposes of this Agreement.

EXCLUSION FROM THIS AGREEMENT

It will not be understood as Own Information nor will it receive such treatment that information that:

It is publicly known at the time of supply to the Recipient or once the supply has been made it reaches such public status without the Recipient having violated the provisions of this Agreement.

It can be proven by the Recipient, according to his records, that he was in possession of it by legitimate means without any confidentiality agreement being in force at that time and prior to the provision of said information by the Source.

It was massively disseminated without any limitation by its legitimate creator.

Was created completely and independently by the Recipient, being able to demonstrate this according to his files.

CUSTODY AND NON-DISCLOSURE

The parties consider the Proprietary Information of the other party that may be provided to them to be confidential and agree to its strict custody and custody, as well as its non-disclosure or provision, neither in whole nor in part, to any third party without the prior, express and written consent of the fountain. Such consent will not be necessary when the obligation to provide or disclose the Source's Own Information on the part of the Recipient is imposed by Law or firm Judicial Ruling.

This agreement does not authorize either party to request or demand from the other party the provision of information and any obtaining of information from or about the Source by the Recipient will be received by the latter with the prior consent of the latter.

Any consequences derived from the negligent custody or malicious or negligent disclosure of one's own information, of the information consequent or consequence of one's own information or of the information consequent or consequent of any projects that the parties decide to carry out, will be considered as an act of unfair competition, without excluding the classification of such act in any applicable legislation, including criminal offenses.

SUPPORT OF OWN INFORMATION.

All or part of the Proprietary Information, papers, books, accounts, recordings, lists of clients or partners, computer programs, procedures, documents of all types or technology whose supply was made under the condition of Proprietary Information, regardless of the support that The content will be treated as a business secret for the purposes of Law 1/2019, of February 20, on Business Secrets.

DESTINATION OF OWN INFORMATION.

The Proprietary Information may be made known by the Recipient to its directors or employees without prejudice to the Recipient taking whatever measures are necessary for the exact and faithful compliance with this Agreement, and must necessarily inform each other of the confidential, secret and restricted from the information it discloses, as well as the existence of this Agreement.

Likewise, the Recipient must give its directors or employees the guidelines and instructions that it considers appropriate and convenient for the purposes of maintaining the secret nature of the Source's Own Information.

Without prejudice to the provisions of the previous paragraphs, each party will be responsible for both the conduct of its directors or employees and the consequences that may arise from it in accordance with the provisions of this agreement.

RESPONSIBILITY IN THE CUSTODY OF OWN INFORMATION

The Recipient will be responsible for the custody of the Own Information and any copies it may have of it provided by the Source, in order to treat it as confidential, secret and restricted, and must return both one and the others to the Source upon termination of its relations. commercial or before, if required by the Source.

ACCESS TO CA INFORMATION

Creation of backup systems (data backup and restoration, event logging, creation of incident and violation inventories)

Vulnerability analysis and management systems. Protection systems against external threats (firewall, antivirus...)

Intrusion detection system (IDS)

Identification of the existing servers in the entity and the storage systems outside of it

Logical access controls (Passwords, authentication and identification controls, permissions, encryption of media for unauthorized personnel, programs, file servers...)

Training and training of users involved in the protection of personal data of the entity

Entity's personal data protection policy document

Creation and signing of contracts for the processing of personal data

Obtaining due consent for the different purposes of the transaction

PERSONAL RACTER

In the event that the object of the contract involves access by the Recipient to personal data under the responsibility of any of the parties, they may only be processed in accordance with the provisions of this contract, due to the relationship in the established one, and other additional instructions received from the Source, as well as they may not be used for any activity or purpose other than that provided for here.

Nor may copies or communications of the aforementioned data be made, not even for conservation purposes, to other third parties, and they must be destroyed or returned to the Source along with any support or document containing any personal data subject to processing.

Likewise, in this case the provisions of the following clause of this contract will be expressly applicable. In any case, both parties are obliged to comply with any provisions applicable to the matter, and in particular, the provisions of the Organic Law on Protection of Personal Data, and all its regulatory development and other regulations that may be applicable. application in the matter in any country or territory from which the Parties operate and in any territory in which they operate.

INTELLECTUAL PROPERTY

The Parties hereby expressly acknowledge that THE INFORMATION provided and any rights that may apply to it are and will continue to be the exclusive property of each of the Parties.

The Parties undertake not to claim any industrial and intellectual property rights that may apply to THE INFORMATION or any aspect related to it, and not to request, directly or indirectly, patents, trademarks, models or any other rights over industrial property. or intellectual based on or based on any aspect of THE INFORMATION.

All possible rights that may arise in relation to THE INFORMATION and/or in the execution of this Confidentiality Agreement will belong exclusively to the Party that is its owner and may be used and economically exploited as it deems appropriate.

NO COMPETITION

The parties agree that, during the term of this Agreement, they may not unilaterally carry out any commercial action, directly or through intermediaries, that may be considered as competition to the commercial actions agreed to be carried out jointly in relation to the products or services that are specified in the corresponding annex to this Agreement and with respect to those clients considered as “target clients”, who are identified in the corresponding annex to this Agreement.

The reservation of accounts and shares will be reflected in “joint opportunity annexes” that will contemplate all the aspects that must regulate each opportunity.

SEVENTH - REFERENCE TO THE CONTENT OF OUR “LEGAL NOTICE”

For contractual purposes, express and literal reference to what is written in the document "Legal Notice", inserted at the foot of the pages of this website www.gestorial.es

EIGHTH. -APPLICABLE LEGISLATION AND JURISDICTIONAL SUBMISSION

The legislation applicable to this contract is Spanish. The parties expressly submit to the jurisdiction of the Courts and Tribunals of Valencia for all matters arising from this contract.

 

 

 

MANAGEMENT DIGITAL SERVICES S.L. THE CLIENT

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