Terms and Conditions of Service
Updated June 22, 2018
I. GENERAL INFORMATION
The INDIDESK website (the “Website” or “INDIDESK”) is operated by INDIDESK, S.L., a Spanish company with headquarters in Madrid Rio Spaces, Office 208, recorded in the Madrid Commercial Register of Companies in General Volume 36.159, Folio 188, Sheet number. M-649768, with Tax Identification number B- 87860599 (the “Company”).
The Website is exclusive property of the Company, the sole entity authorized to use and exploit the intellectual property rights, individual rights, patents, and any other intellectual property right relating to the Website and owned by or expressly licensed to the Company, particularly the brands, functionalities, services, technology, models, copyrights and image rights.
The use of INDIDESK, its contents and functionalities, and the subscription services, are subject to these INDIDESK terms and conditions (the “T&C”). The purpose of these T&C, which contains also the general conditions of the contract, is to regulate the use of the Website, the content of the service, the prohibited behaviors, as well as the contractual commitment that take place between the Company and the users of INDIDESK (the “Users”).
The Company hereby informs the Users that the T&C may be modified at any time. These modifications become effective as soon as they are published on the Website, and any user who subsequently registers in the Website fully accepts these modifications. It is therefore the User’s responsibility to read these T&C carefully prior to register in the Website. Users are hereby informed that the Company may interrupt access to the Website at any time for maintenance, security or any other reason.
III. SERVICES AND FUNCTIONALITIES
INDIDESK allows Users to (depending on its concrete role) hire, manage, control, or just be part of projects (the “Projects”), by giving Users all the necessary tools to organize their work, becoming efficient and having a great overview of the timelines and tasks to be developed.
Depending on the Membership Plan chosen (as stated on Clause IV “Registration”), Users may have access to different functionalities (the “Functionalities”).
INDIDESK allows Users (as stated on Clause VI “Invitations and Linked Sites”) to invite other persons in order to get them involved on the Project. INDIDESK also allows Users, to contract, export content, and integrate their accounts with other apps and services (such as, Upwork, Jira, Asana, Wrike, Dropbox, Genba, Invictus, etc.).
Additionally to the Functionalities included on their Membership Plan, INDIDESK allows Users (as stated on Clause VII “Additional Services”), to add to their Accounts virtual money (through one of the established Payment Methods) and to spend it inside INDIDESK on services, disk space, extended tools…etc.
Notwithstanding with the above, the Company may add or modify the Website or the Functionalities at any time at its sole discretion and without prior notice.
INDIDESK may contain, additionally to the personal information provided by the Users, other information, as well as photographs, videos, comments or any other content regarding the Projects (the “Content”). For the correct use of INDIDESK by the Users, the Company grants to the Users a worldwide, non-exclusive, non-sublicensable and non-transferable license to use the Content (i.e., to download and display locally), and strictly limited to the purposes of using INDIDESK and carry out their roles in the Projects.
Use, reproduction, modification, distribution or storage of any Content for any other purposes is expressly prohibited without prior written permission from us. You shall not sell, license, rent, or otherwise use or exploit any Content for commercial use or in any way that violates any third party right, and the Company shall not assume any liability in those cases.
Additionally, Users agree that INDIDESK may include certain communications from INDIDESK, such as service announcements, messages, notifications, etc., and that these communications are considered part of the Website and Users will not be able to opt out of receiving them.
Users must have a valid INDIDESK account (the “Account”) in order to use the Website.
To get an Account, Users must provide the Company with an electronic mail address, name and password (“Registration Data”). Once they have completed this first step, they had become Users of INDIDESK and the Company will send them a confirmation email to the provided address. Users agree to: (a) provide true, accurate, current and complete information about theirselves, and (b) maintain and update the Registration Data to keep it true, accurate, current and complete.
Inside their Account, Users can change their Membership Plan, they can choose between a free subscription (Basic Membership) and a payment subscription (Professional Membership), each one of them with different Functionalities and additional services. Notwithstanding with the above, the Company may add or modify the Functionalities or the Membership Plan at any time, at its sole discretion and without prior notice.
The subscriptions for the Professional Membership will last one (1) year, and after that, if User do not expressly cancel the Account, the subscription will be automatically renewed for equal periods of one (1) year.
Users are responsible for maintaining the confidentiality of the access data for their Account, and are fully responsible for all activities that occur under their Account.
If Users provide untrue, inaccurate, not current or incomplete information, the Company has the right to suspend or terminate their Accounts and refuse future use of INDIDESK. Moreover, the Company may, at its sole discretion, refuse to offer to use INDIDESK to any person.
A Project is an individual or collaborative system that is planned and designed to achieve a particular aim. Users will be able to create Projects inside INDIDESK and manage them through the Website. User who create the Project will have the role of “Project Owner”, and be able to manage tasks, milestones, files, changes, etc. Project Owner shall specify: (i) Project name; (ii) Type of project; (iii) Main Category, and (iv) Project description.
Additionally, INDIDESK allows the Project Owner to assign in his Project different roles such as “Project Manager” or “Collaborators”, which will be able to carry out limited actions regarding the Project.
VI. INVITATIONS AND LINKED SITES
Users, depending on the role assigned by the Project Owner, shall be able to send invitations (the “Invitations”) to different collaborators in order to join the Project. There are two different types of Invitations depending on the recipient: (i) In house colleague; and (ii) External resource.
The External resources are contracted directly by the Project Owner via Upwork or other services, but not through INDIDESK.
INDIDESK, for the contracting purposes referred above and for other actions, provide links to sites of other companies and services. If the Users contract Users, integrate or export content, or make any other action through another service, the Company shall not assume any responsibility for the content of other pages linked to the Website by any means.
VII. ADITTIONAL SERVICES
In addition to those Functionalities included on the corresponding Membership Plan, INDIDESK allows Users to get specific services such as disk space, extended tools, Invitations, and other services. Those additional services have to be paid separately by the Users, and INDIDESK will automatically enable them into the corresponding Account.
The Company, at his sole discretion, shall determine, extend or cancel any of those Additional Services, and provided that this not undermine the rights of the Users.
Those Users that (i) have upgraded their Account into a Professional Membership Account or (ii) want to get Additional Services as referred on the previous clause shall pay fees to the Company, and, for these purposes, they will have to provide the Company with the corresponding billing information (the “Billing Information”).
Credit card is the only payment mechanism INDIDESK will accept for the payments. All currency references are in U.S. dollars. Professional Membership Plan fees shall be paid yearly.
Users must update all Billing Information to keep their Account complete and accurate. Users must promptly notify the Company if the Billing Information has changed (for example, for loss or theft) or if they have become aware of a potential breach of security.
Users agree that, for the Professional Membership subscription, the Company may charge on yearly basis the current price unless User cancel the Account (as referred on Clause IX “Termination, Breach, Suspension and Cancellation”.)
The Company may change prices at any time without prior notice, but will endeavor to provide reasonable advance notice via electronic mail. Users agree that in the event the Company is unable to collect the fees owed to the Company through Users Professional Membership subscription, or Additional Services contracted through their Account, the Company may take any other steps it deems necessary to collect such fees from Users. In that case, Users will be, responsible for all costs and expenses incurred by the Company in connection with such collection activity, including collection fees, court costs and attorneys’ fees.
As long as the Account remains active, Users will be charged the Professional Membership Fee (when applicable) even if User do not use the service. Users may, however, cancel their subscription at any time, but the complete subscription will be billed at the beginning of each subscription year.
The Additional Services contracted are billed to the Users only once, if Users do not expressly contract those services again, INDIDESK will not be charging more money.
IX. TERMINATION, BREACH, SUSPENSION AND CANCELLATION
The Company may, at its sole discretion, at any time and for any reason, terminate the Service. Additionally, if there is an infringement of the rules contained on this T&C, the Company may disable temporarily the Accounts of Users who do not comply with the T&C. If there is a serious infringement (for example, violation of the intellectual property or payment rules), or a repeated infringement of the T&C, the Company may cancel Users Accounts. In those cases, the Accounts will be disabled and Users may not be granted access to their Account or any files or other Content contained in their Account, and the Company may delete Users Content.
Users may cancel their Accounts at any time through the Website or electronic mail to Company to this address firstname.lastname@example.org.
Users may have the right to withdraw from the contract formalized through the acceptance of the T&C when they have upgraded their account into a Professional Membership Account. Users can exercise their withdraw rights without reason and within fourteen (14) calendar days since the Service has been contracted.
To exercise their right to withdraw from the contract, Users must access to their “account & settings” page inside the platform and click the “Downgrade Plan” link in order to state their decision to cancel the contract. In this case, the Functionalities will be disabled immediately and the Company will refund the money within forty–five (45) calendar days, IMPORTANT: all users and content generated inside all projects within the professional membership plan will be out or deleted immediately.
XI. INTELLECTUAL PROPERTY
The Website is an original, creative work protected by the laws governing the protection of intellectual property. The Website and all the elements that comprise it are the exclusive property of INDIDESK, S.L. The reproduction, representation or modification of the Website or any of the elements that comprise it, in completely or in part, is strictly prohibited. The brands and domain names that appear on the Website (minus those regarding the linked sites) are the exclusive property of INDIDESK, S.L. Any unauthorized reproduction or use of these brands or domain names, regardless of manner or intent, is strictly prohibited. INDIDESK, S.L. does not provide any explicit or implied guarantee with regard to all or part of its Website. INDIDESK, S.L. disclaims all liability for any direct or indirect damage of any kind resulting from the use of its Website.
Use of all or part of the Website, particularly for downloading, reproducing, transmitting or representing its content for reasons other than personal, private and noncommercial use, is strictly prohibited.
The “INDIDESK” trademark appearing on the Website, whether registered or not, as well as the domain name, are and shall remain the exclusive property of INDIDESK, S.L.. The reproduction, in whole or in part, distribution, public dissemination, transmission, transformation, modification or use of these trademark, as well as any other similar or analogous activity, for any purpose whatsoever without prior express written consent from INDIDESK, S.L. is prohibited.
XII. CONTENT DISCLOSURE
By uploading any Content to INDIDESK, Users agree that the Company may store it and display, solely whenever is necessary to carry out the Service. If Users choose to share any of their Content with other Users, User agree to allow these other Users to view their Content and, to collaborate.
The Company may, at his sole discretion to refuse, modify or move any Content. Without limiting the foregoing, the Company shall have the right to remove any Content that violates the T&C or is otherwise objectionable.
Users acknowledge that they may not rely on any Content submitted to INDIDESK. The Company may preserve Users Content and may also disclose User Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (i) comply with legal requirements; (ii) enforce the T&C; (iii) respond to any claims regarding the Content; (iv) protect the rights, property, or personal safety of Company, the Users and the public; (v) support any investigation about facts or criminal conducts.
If the Company discloses any User Content to comply with legal process or respond to claims, the Company will provide the affected User with prompt notice of any such legal or governmental demand and reasonably cooperate with the User in any effort to seek a protective order or otherwise to contest such required disclosure.
Users understand and accepts that the technical processing and the Functionalities of INDIDESK, including the shared Content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices, which, when it would be possible, shall not affect to the Service.
XIII. PROPER USE
Users may report to the Company if any Content violates the T&C and, specifically, the terms of this Clause, however, it will be in Company’s sole discretion what action, if any, should be taken.
Regarding the proper use of INDIDESK, Users agree not to upload, post, transmit or otherwise make available any Content:
(a) Illegal, threatening, abusive, harmful, slanderous, defamatory, hateful, racist, obscene, vulgar, offensive, pornographic, disrespectful towards religions or indecent; or otherwise objectionable;
(b) Which infringes any intellectual property rights (patents, plant-variety rights, trademarks, designs, copyright, know-how and trade secrets) of any party;
(c) Which harms minors in any way;
(d) Which contains software viruses, Trojan horses, worms, time bombs or other computer programming routines that are intended to damage, interfere with, intercept or expropriate any system or, specifically, the Website;
(e) Intentionally or unintentionally violates any applicable local, state, national or international law;
(f) Which shows information that Users do not have a right to transmit under any law or under contractual relationships;
Users also agree not to:
(g) Stalk” or otherwise harass another;
(h) Transmit unsolicited commercial email or “spam”. This includes unethical marketing, advertising, or any other practice that is in any way connected with “spam”;
(i) Use the Account website as a redirecting/forwarding service to another website;
(j) Promote information about illegal activities
(k) Offer for sale or sell any item, good or service that the Company determines, in its sole discretion, is inappropriate for sale through INDIDESK;
XIV. NO AGENCY
No joint venture, partnership, employment or agency relationship exists between the Users and the Company and us because of this T&C or use of the Service.
XV. LIMITATION OF LIABILITY
Users understand that the Content is responsibility of the person from which such Content have been created. Users, and not the Company, are responsible for all Content they upload, post, transmit or otherwise make available. The Company does not control the Content posted in INDIDESK and, as such, does not guarantee the accuracy, integrity or quality of such Users Content.
Users understand that by using the Service, they may be exposed to Content that could be offensive, indecent or objectionable. The Company will not be liable under no circumstances for any User Content, including, but not limited to, for any errors or omissions in any Content, or for any loss or damage of any kind incurred because of the use of any Content posted, transmitted or otherwise made available through INDIDESK.
The Company disclaims all liability for decisions that the Users may make based on the information contained on INDIDESK, or any possible function or typographic errors that the Website’s Functionalities, documents and graphics may contain. The information and Functionalities may undergo periodic changes without prior notice in order to expand, improve, correct or update the Service.
The Company disclaims all liability for any possible damages that may result from the lack of availability and/or continuity of the Website.
The Company makes no guarantee that the Website is free of viruses or other elements that may affect your computer. The Company disclaims all contractual or extracontractual liability with regard to any person or company that uses the Website and suffers damages of any type due to computer viruses or any other type of computer program/code.
The Company disclaims all liability for: (i) any ambiguities, inaccuracies, omissions or damage resulting from a third-party intrusion that has modified the information contained on the Website; or (ii) damage caused by unauthorized third-party access of the Website or the inability to access the Website.
XVI. APPLICABLE LAW AND JURISDICTION
This T&C shall be interpreted under the provisions of Spanish law. Users and the Company submit any dispute that may arise about the interpretation or fulfillment of this T&C to the Courts and Tribunals of the City of Madrid, expressly waiving any other jurisdiction that may correspond to them.