Version: January 04, 2022
After the payment, and with the acceptance of the following Terms and Conditions for one or more subscription plans to the services of Spaarkly s.r.l. (“Supplier” or “Sparkly”), this Online Agreement between Spaarkly s.r.l. (with registered office in Potenza at viale della tecnica 18, VAT IT02077620769) and the legal person who accepts and sends the order form (“Customer”) comes into force.
This Agreement (“Terms and Conditions”) governs the access to the Spaarkly Services, as provided for by the subscription plans selected by the Customer on one of the sites of the /spaarkly.it domain, and the use of the same by the Customer.
If you are accepting on behalf of your employer or other entity, you represent and warrant that: (i) you have the full legal authority to bind your employer or applicable entity to these terms; (ii) that you have read and understood this Agreement and (iii) that you accept this Agreement on behalf of the represented party.
1. Services. Spaarkly will provide the services in the chosen plan when sending the Order Form. The Customer may use the Services ordered in the appropriate Order Form by this Agreement.
2. Obligations of the Client
2.1 Compliance. Customer shall (a) ensure that its use of the Services and any access or use of Customer Data to Customer data complies with the provisions of this Agreement and any applicable terms or conditions of the contract, including any employment agreements or employer policies regarding the use of technology, security or confidentiality; (b) make all commercially reasonable efforts to avoid any unauthorised access or use of the Services and (c) promptly notify Spaarkly of any unauthorised use or access to the Services of which the Customer becomes aware.
2.2 Services Administration: Profile or Dashboard. Spaarkly will provide the Customer with access to their admin profile/dashboard for the admin to manage their use of the Services. The Customer can also use the administration dashboard to access all the functions for managing his profile and the data entered. It is the Customer’s responsibility to maintain the confidentiality and security of the Customer account and associated passwords. The Customer agrees and excludes Spaarkly from any liability relating to the management or uses that the Customer makes of the Services offered by the Supplier unless specified in writing in a specific attachment signed by the Parties.
2.3 Consents. Customer shall obtain and maintain all necessary consents permitting Customer’s use of the Services and access, storage and processing of Customer Data under this Agreement.
2.4 Restrictions on Use. The Customer will not implement or allow third parties under his control to use the Services provided for illicit or illegal purposes.
3. Duration of Subscription Plans
3.1 Monthly Plans. In this case, the Customer will not undertake to purchase the Services for a predefined duration but will be able to pay for the Services every month until the Customer changes to another plan or until the service termination request (see withdrawal). Spaarkly will request payment and invoice the Customer for the monthly rate offered on the date of signing the contract in the current month;
3.2 Yearly plans. If the Customer chooses this option, he will purchase the Services from Spaarkly for one year. Spaarkly will charge the Customer the costs due according to the terms associated with the choices made by the Customer in the Order Form. At the end of the year, in the absence of a withdrawal by the Customer, the contract will be automatically renewed, and the payment system will debit the sums for the following year through the registered payment card. Spaarkly will issue an invoice for the new period until the Customer changes to another plan or until the service termination request.
4.1 Mode. The Customer authorises the recurring monthly/yearly charge through the default payment method, credit/debit card, or other method made available on the Customer’s dashboard.
4.2 Service Interruption and Fee Recovery. The Customer agrees that Spaarkly is entitled to terminate any subscription service in the event of non-payment of any amount or in the event of expiration or breach of these Terms and Conditions. If Spaarkly incurs expenses to recover the amounts due, the Customer agrees that the legal costs, collection and traceability costs, and any applicable VAT will be borne by him.
5.1 Withdrawal from Subscription Plans. In case of early withdrawal, no penalty will be charged to the Customer. The withdrawal, the request for which must be formalised in the subscription management section of the Customer’s profile/dashboard, will take effect from the month (or from the year in the case of subscribing to an annual plan) following the formalisation of the cancellation of the subscription. In no case is the refund of the already prepared monthly/annual payment foreseen.
5.2 Termination for Default. Either party may terminate this Agreement if the other party: materially breaches this Agreement and fails to cure such breach within 30 days of receipt of written notice or suspends its business or becomes subject to insolvency proceedings and the proceedings are not rejected within 90 days.
6. Changes in rates and contractual conditions.Any changes to the service’s costs or contractual conditions will be communicated to the Customer in advance to allow for the right of withdrawal. For monthly plans and annual plans during the first year of subscription, the costs will not change.
7. Changes to Services
7.1 Termination of Services. Spaarkly will notify the Customer at least three months before a material term of any or all of the services unless it reasonably determines that: (a) it is not authorised to do so under the provisions of the law or contractual provisions (including in the event of a change such laws or applicable agreements) or (b) your continued provision of the Service subject to material termination could create a security risk or create a substantial financial or technical burden.
7.2 Other Changes. Except as noted in Section 2.1 (Termination of Services), Spaarkly may make changes to the Services, which may include adding, updating, or discontinuing any Service or portion of one or more features of the Services. Spaarkly will notify the Customer of any material changes to the Core Services.
8. Various provisions.
8.1 Notices. Spaarkly may provide any notices to the Customer by writing to the email address or posting a notice on the Platform or in the profile/dashboard documentation. In addition, the Customer can send communications to Spaarkly by writing to email@example.com or via PEC to the address firstname.lastname@example.org. It is the Customer’s responsibility to keep the Email Address for communications updated throughout the Term.
8.2 Email. Under this Agreement, the parties may use email to satisfy written approval and consent requirements.
9. Jurisdiction. Without prejudice to any mandatory Courts by law, any dispute arising from this Contract will be devolved to the exclusive jurisdiction of the Court of Potenza.
10. Assignment of the contract. The contractor, under art. 1407 cc agrees that Spaarkly replaces third parties for itself in the relationships deriving from this contract. If Spaarkly transfers this contract to third parties, the replacement will take effect towards the Contractor with effect from the date of the transfer to be carried out in the manner and at the addresses indicated in the Order Form, without prejudice to the right of withdrawal provided by art. 10.
11. Translation of the Agreement. The English version of the Agreement has been translated from the Italian version. In the event of a dispute, the Italian version takes precedence between the two versions.
Account. Indicates the Customer’s access credentials to the Support Platform support.spaarkly.it and related Services offered by Spaarkly, which specific contracts may govern.
Profile / Dashboard. Indicates the menu, pages and online tools accessible through an Account provided by Spaarkly to the Customer for the administration of the Services and the management of the Plans and payments.
Customer Data. This means data sent, stored, sent or received through the Services by the Customer and its Affiliates.
Rates. Indicates the product of the number of Services ordered by the Customer multiplied by the Prices and added any applicable Taxes.
Order Form. This means the online order page(s) or other purchase order document acceptable to Spaarkly under this Agreement, issued by Spaarkly and accepted by Spaarkly, which specifies the Services that Spaarkly will provide to the Customer under this Agreement and possibly from the contracts of the individual services stipulated with the Customer.
Terms and Conditions. This means this online agreement of the Subscription Service Plan Terms and Conditions that apply specifically to one or more Services.