Public Offer to enter into the license agreement
This document constitutes the official offer of Altegio Limited to enter into the license agreement under the terms and conditions stated herein.
Terms and Definitions
The following terms and definitions apply to this document and all relations between the
Parties arising from or related hereto:- Public Offer / Offer – the body of this document with all annexes,
amendments and additions hereto, as laid out at the Website and available
at:
alteg.io/en/info/license. - Agreement means a license agreement concluded and
executed by and between the Licensee and the Licensor based on this Offer
together
with all
Mandatory Documents
(cl. 3.1. of this Offer) related to such agreement. - Parties
 means Licensor and Licensee. - Licensor
 means Altegio Limited, a company
registered under the laws of the Cyprus. - Licensee
 means a person or entity that is able to
accept this Offer as stipulated in Section 11 herein. - License
 means the non-exclusive non-transferable
revocable limited right to use the Products for their functional purposes within
the
parameters of
permitted use
and as prescribed by Documentation to the respective Products. - Type of License
 means set of pre-defined
parameters of the Licensee’s permitted use of the Products under the
License. - Trial License
 means a License that is granted to
Licensee free of charge for a shortened term and/or with reduced parameters of
permitted use and
only once for
each Licensee for the purposes of the Licensee’s introduction to the
Products. - Order
 means the Licensee’s actions in the
relevant section of the Personal Account that are aimed to and required for the
selection of the
desirable Type
of License, its term, and, if applicable, other parameters of permitted use of
the
Products under
the License to
be granted. - Products
 means software programs and databases in
the form of the Platform’s components and/or the Platform’s functionality
indicated
in the
Subscription plans. - Mobile Application
 means the Licensor’s
software program “Altegio†intended for installation and use by Licensee on
mobile
devices. - Branded Mobile Application
 means Licensor’s
software program customized for Licensee and intended for installation and use
on
mobile devices by
the
Licensee’s clients. - Tools
 means Licensor’s widgets, feeds,
bots, scripts, Branded Mobile Application and any other downloadable software
programs and that are
made
available by Licensor to Licensee for use as client part of the Products. - Website
 means any of the automated information
systems available on the Internet at network addresses in the following domains
(including
subdomains):
www.altegio.com
alteg.io
. - Altegio Platform (the Platform)
 means
Licensor’s software platform that includes the Website, Mobile Application,
Products
and other
software
applications and databases of Licensor designed for online booking and business
process
automation. - Personal Account
 – means the personal
section of the Platform, to which the Licensee obtains access upon registration
and/or authorization
in the
Platform. The Personal Account is designed for storage of the Licensee’s
personal
information,
submitting
Orders, making payments, accessing the Products, viewing and management of other
available
functionality of the
Platform and receiving notices. - Balance
 – information about the funds
credited and debited as license fee for the Licenses granted. Licensee accesses
the
Balance through
the Personal
Account.
- Public Offer / Offer – the body of this document with all annexes,
- This Offer may include terms and definitions not defined in clause 1.1. hereof.
In this case, such term shall be construed in accordance with the text of the Offer.
Where
the text
of the Offer
does not contain an unambiguous interpretation of a term or a definition, the latter
shall
be
construed based on
primarily the documents forming the Agreement between the Parties, secondly – the
applicable
laws,
and
subsequently – the business practice and science theory.
Any reference herein to a clause (chapter hereof) and/or provisions hereof means
the respective reference to this Offer (chapter hereof) and/or provisions hereof.
Scope of the Agreement
- Subject to the terms and conditions of the Agreement and for a fee (except for
the Trial License), Licensor undertakes to grant Licensee upon submitted Order with
limited
non-exclusive right
(License) to use the Products. - The range of the licensed Products, the parameters of permitted use of the
Products, the term of the License, the license fee and other conditions of the License
granted shall
be defined
according to submitted Order and Mandatory Documents. - The territory of use of the Products under the License shall be:
worldwide. - In case Licensee has activated option of automated renewal of the License, the
Order for same License will be automatically generated on behalf of Licensee and the
same
License
will be
granted for a new term subject to the payment of relevant license fee.
- Subject to the terms and conditions of the Agreement and for a fee (except for
General conditions of the Agreement
- A compulsory condition for the execution and performance of the Agreement shall
be the Licensee’s unconditional acceptance of and compliance with the requirements and
provisions
applying
to the relations of the Parties under the Agreement, as determined by the following
documents
(“Mandatory
Documents”):- Terms of Service
, that are posted and/or available in the
Internet at
alteg.io/en/info/terms
 covering the general terms of registration in the Platform and its
use; - Privacy Policy
 that is posted and/or available in
the Internet at
alteg.io/en/info/privacy
 and sets forth the rules of processing of the personal information
of the Platform’s Users including personal data. - Subscription plans
, that are posted and/or available in
the Internet at
alteg.io/en/info/pricing
, used by the Licensor for calculation of
the license fee to be paid for the License granted under the Order, and include
list
of and details
on the Types
of Licenses available, relevant license fees as well as other mandatory terms of
provision of
Licenses and
Products. - End User License Agreement for Mobile Application
 that is
posted and/or available in the Internet stipulating terms and conditions of use
of
the Mobile Application. - End User License Agreement for Branded Mobile Application
 that is
posted
and/or available in the Internet at
alteg.io/en/info/eula
 stipulating terms and conditions of use of the Branded Mobile
Application. - Documentation
, that is available in the Internet at
support.alteg.io/hc/en-us
, contains detailed description of the Platform, and sets forth technical and
legal
requirements
of its use, including permissions and restrictions applicable to use of a
particular
Product.
- Terms of Service
- Documents listed in clause 3.1. hereof constitute an integral part of the
Agreement executed under the terms of this Offer.
- A compulsory condition for the execution and performance of the Agreement shall
Use of the Products
- Licensee shall be entitled to use the Products for their functional purpose
within the limits of and in strict compliance with all the requirements and restrictions
set
forth
by the
Agreement, including Mandatory Documents. - In case License provides for such option, for the purposes of enabling access of
Licensee to functionality of the Products, Licensor shall, during the term of the
License,
make
available to
Licensee then-current version of the Mobile Application under the terms and conditions
of
the End
User License
Agreement that is posted and/or available in the Internet atalteg.io/en/info/eula
. A copy (installation package) of the Mobile Application shall be
made available by way of providing access thereto via Internet for downloading in a
procedure that
is determined
solely by Licensor and may be changed at Licensor’s sole discretion. - Development of the Branded Mobile Application per Licensee’s order shall be
performed under separate agreement on such works. In case License provides for such
option
and for
the purposes
of enabling access of Licensee’s clients to online booking of the Licensee’s services,
Licensor
shall, during the term of the License, make available at mutually agreed application
stores
then-current version
of the Branded Mobile Application under the terms and conditions of the End User License
Agreement
that is
posted and/or available in the Internet. - The License may not be transferred by way of assignment or sublicense of the
Products to any third parties without prior written consent of Licensor, unless
otherwise is
provided by the
Agreement. - Any rights to and methods of use of the Products not expressly specified in the
Agreement including Mandatory Documents shall not be deemed granted (permitted) to
Licensee.
For the
avoidance
of doubts, Licensee may not, in particular:- reproduce (copy), modify the Products and make further use thereof in any manner
whatsoever, except as expressly set forth by Documentation; - reverse engineer the Products;
- create its own databases or information systems using the Products;
- reproduce (copy), modify the Products and make further use thereof in any manner
- Any copy of the Product, including all components (parts) thereof, on any
tangible media, produced or applied in violation of the terms of the Agreement, shall be
immediately
destroyed.
Any actual possession of such copy shall be considered illegal, and the license to use
such
copy
shall be
considered null and void.
- Licensee shall be entitled to use the Products for their functional purpose
Licensee’s client’s data collection and processing
- When using the Products for online booking and business process automation the
Licensee may collect and process data of Licensee’s clients (the Client’s Data). - Any information processed with use of the Products is controlled by the Licensee
who uses the Products to interact with its clients. - Licensor processes the Client’s Data by the server part of the Products as
processor on behalf of and upon instructions of the Licensee which is controller of such
data. - The Client’s Data may include:
- Name, surname, date of birth, phone number, email;
- Range of services or products ordered from the Licensee;
- IP addresses, MAC addresses, device IDs including all advertising IDs;
- HTTP Header and user agent (country, language, local settings, version of the
operating system); - Client’s device and web activity information.
- When using the Products for collection and processing of the Client’s Data,
the Licensee is obliged to comply with the applicable data protection law and any
requirements
provided by the
third party that own the electronic premises where the Tools are integrated and/or
distributed. - The Licensee is responsible to obtain and maintain valid consents from its
clients as may be necessary under applicable law (including data protection or data
processing laws
and
regulations). - Licensee is strictly prohibited from using the Products to collect or
otherwise
process the Client’s Data in violation of applicable law (including data protection or
data
processing
laws and regulations). - Altegio may have an official representative office or unaffiliated
distributors
and suppliers of the Platform in your country, operating on behalf of Altegio or on
their
own
behalf. To
facilitate work with the Platform, the Licensee may be asked to contact such company
directly in
order to
provide him with information about the Platform, the terms of use of the Platform, the
acquisition
of the
Platform, the provision of other services related to the location of the
Licensee.
- When using the Products for online booking and business process automation the
License Fee and Payments
- License fee for the License granted upon the Licensee’s Order shall be
determined according to then-current Subscription plans of Licensor. - The license fee shall be paid in advance. The sum of such advance
payment is
credited to the Balance and then debited from the Balance according to the data of
internal
accounting system on
the Orders submitted and fulfilled. - In case Licensee has activated option of automated renewal of the
License,
relevant license fee will be automatically paid (debited from the Balance) at each such
renewal
until the
Licensee disables the option of automated renewal of the License. - By adding credit card to the Personal Account the Licensee consents to
that,
in
case the Balance is not enough to pay the license fee at automated renewal of the
License,
relevant
license fee
will be automatically debited from the added credit card until the Licensee disables
option
of
automated renewal
of the License. - All payments under the Agreement shall be made by wire transfer to the settlement account of the Licensor or its official representative, depending on the country in which the Licensee is located.or by using of the payment services indicated in the Platform.
- Invoices for the advance payments of the license fee (Balance replenishment) are
generated automatically upon the Licensee’s request submitted in Personal Account. The
amount of the
advance payment is determined at the Licensee’s discretion but cannot be less the amount
equivalent
to
20 EUROS.
- License fee for the License granted upon the Licensee’s Order shall be
Delivery and Reports
- The License to use the Products indicated in the Order shall be deemed
granted on
the date when these Products were provided to Licensee. - Unless otherwise is stipulated by the Parties, the Products indicated in
the
Order shall be provided to Licensee by way of granting access to the Products via
Internet
in the
Personal
Account within 1 (One) business day from the payment of license fee for such
Order. - The actual information on fulfillment of Orders and granting Licenses
under
the
Agreement (hereinafter – “the Reportâ€) is available to Licensee in the Personal Account
at
any
time. Licensor may also send the Report to Licensee in the form of electronic document
via
email. - The Parties acknowledge and agree that data used in the Report shall be
the
data
of the Platform’s internal accounting system. - Should Licensee fail to send to Licensor written objections within 5
(five)
business days from the date of granting the License and provision of the Products under
the
Order,
such License
and Products shall be deemed properly provided to and accepted by the Licensee without
objections.
- The License to use the Products indicated in the Order shall be deemed
Limited Warranty
- Licensor confirms and guarantees that Licensor owns the rights to use
the
Products to the extent necessary for the proper performance of obligations under the
Agreement. - Licensor may provide warranties in respect of the Products to the extent
expressly set forth by the Agreement and the documentation to the Products. Licensor
guarantees that
the
Products will operate substantially in compliance with the documentation provided to
them
and be
free from
malicious software. - The warranties provided under the Agreement do not cover any Product
that
has
been modified or altered, has been maintained not in accordance with the recommendations
of
Licensor, has been
used other than as specified in the Agreement and the documentation provided by
Licensor,
has been
used in
violation of the rules of operation provided for in the documentation thereof, including
use
on
hardware or with
software that were not recommended by Licensor. - EXCEPT FOR EXPRESSLY SET FORTH HEREIN, LICENSOR MAKES NO ANY ADDITIONAL
WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE PRODUCTS OR ANY OTHER MATERIALS
(TANGIBLE OR
INTANGIBLE) OR
SERVICES SUPPLIED HEREUNDER. - THE PRODUCTS ARE PROVIDED ‘AS IS’ AND “AS AVAILABLEâ€. TO
THE FULLEST EXTENT POSSIBLE UNDER APPLICABLE LAW, LICENSOR HEREBY EXPRESSLY DISCLAIMS
ANY
WARRANTIES
WHETHER
EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION, WARRANTIES OR CONDITIONS
OF
MERCHANTABILITY,
FITNESS FOR A PARTICULAR PURPOSE AND THEIR EQUIVALENTS UNDER THE LAWS OF ANY
JURISDICTION. - LICENSOR MAKES NO ANY WARRANTIES THAT THE PRODUCTS SHALL CORRESPOND TO
LICENSEE’S DEMANDS, THAT THE PRODUCTS SHALL FUNCTION IN COMBINATION CHOSEN FOR THE USE
OR
TOGETHER
WITH
DIFFERENT PRODUCTS OF A THIRD PARTY, THAT FUNCTIONING OF THE PRODUCTS WILL BE
FAILURE-FREE
OR
FAULT-FREE, AND
THAT ALL FAULTS OF THE PRODUCTS WILL BE CORRECTED.
- Licensor confirms and guarantees that Licensor owns the rights to use
Limitation of Liability
- UNDER NO CIRCUMSTANCES SHALL LICENSOR BE LIABLE FOR ANY SPECIAL,
INCIDENTAL,
INDIRECT, STATUTORY, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, OF ANY KIND
WHATSOEVER,
OR FOR
ANY LOST
PROFITS, BUSINESS OR REVENUE, LOSS OF USE OR GOODWILL, OR OTHER LOST ECONOMIC ADVANTAGE,
ARISING OUT
OF OR
RELATED TO THE AGREEMENT OR THE BREACH HEREOF, WHETHER SUCH CLAIMS ARE BASED ON BREACH
OF
CONTRACT,
STRICT
LIABILITY, TORT, ANY FEDERAL OR STATE STATUTORY CLAIM, OR ANY OTHER LEGAL THEORY AND
EVEN IF
LICENSOR KNEW,
SHOULD HAVE KNOWN, OR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. - Notwithstanding anything else, the Licensor’s total liability in
connection
with the Agreement shall not exceed the amount of fee paid by Licensee to Licensor for
the
License
to the
Product which the liability is related to.
- UNDER NO CIRCUMSTANCES SHALL LICENSOR BE LIABLE FOR ANY SPECIAL,
Force Majeure
- The Parties are exempted from liability for partial or full failure to
fulfill
obligations under the Agreement as a result of force majeure circumstances arisen after
its
signing.
Such
circumstances, in particular, include: acts of God; natural and industrial disasters;
acts
of
terrorism;
hostilities; civil unrest; adoption of enactments by public and local authorities that
prohibit or
restrict the
activities of the Parties under the Agreement; other circumstances that cannot be
foreseen
or
prevented in
advance and make it impossible to fulfill obligations of the Parties under the
Agreement. - In the event of force majeure circumstances that impede the performance
of
obligations under the Agreement, the period for fulfilling the obligations by the
Parties
shall be
extended pro
rata the duration of such circumstances, as well as the time required to eliminate their
consequences, but not
more than 30 (Thirty) calendar days. If the force majeure circumstances remain in force
in
excess of
the period
mentioned above, or, when the force majeure occurs, it becomes evident to the Parties
that
such
circumstances
will continue in excess of the period concerned, the Agreement ceases to be
effective.
- The Parties are exempted from liability for partial or full failure to
Acceptance of the Offer and Entry into the Agreement
- Acceptance of the Offer by the Licensee creates the Agreement between
the
Licensee and the Licensor under the terms and conditions hereof. - The acceptance of the Offer shall be deemed made by Licensee by making
the
actions as follows (cumulatively):- Registration in the Platform;
- Submitting an Order including automated submission in case such
option is
activated by Licensee; - Payment of the license fee for the Order;
- The Agreement shall be deemed executed upon the Licensee’s acceptance of
this Offer.
- Acceptance of the Offer by the Licensee creates the Agreement between
Effective Period and Amendments to the Offer
- The Offer shall become effective upon its posting at the Website and
remain
in
force until canceled by the Licensor. - The Licensor reserves the right to amend and/or cancel the Offer at any
time
at
its discretion. Information on amendment or cancellation of the Offer shall be notified
to
the
Licensee by the
Licensor by posting thereof at the Website, in the Licensee’s Personal Account, or by
sending the
relevant
notice to the e-mail or postal address specified by the Licensee at the entry into the
Agreement or
its
performance. - Should the Offer be canceled or amended, such amendments or cancellation
become
effective upon notification of the Licensee thereof, unless any other term of their
entry
into force
is
determined by the Offer or additionally in the notice concerned. - The Mandatory Documents mentioned in the Offer, shall be approved,
supplemented
and amended by the Licensor at its own discretion with further notification thereof
(except
for the
Documentation) to the Licensee in a manner provided for the notifying of the Licensee
about
amendments to the
Offer. The Documentation may be amended by Licensor without notification of
Licensee.
- The Offer shall become effective upon its posting at the Website and
Effective Period, Amendment and Termination of the Agreement
- The Agreement becomes effective upon acceptance of the Offer by Licensee
and
remain valid for term of the License granted under such Agreement. - Should the Offer be canceled by the Licensor during the effective period
of
the
Agreement, the latter is deemed to be in force under the terms of the latest version of
the
Offer
and all the
Mandatory Documents. - The Agreement can be terminated:
- By mutual agreement of the Parties.
- At the Licensor’s initiative by repudiating this Agreement
immediately in
full or in part in case of breach by Licensee of his obligations or warranties
under
the Agreement
including
Mandatory Documents. - Upon the initiative of any of the Parties, with a written notice
to
the other
Party on the refusal to execute the Agreement, which is to be provided at least
7
(Seven) calendar
days before
the planned date of termination. - Otherwise, under the provisions of applicable laws and this
Offer.
- Licensor does not refund the licensee fee paid for the License granted
under
the
Agreement terminated by Licensee without breach of the Agreement by Licensor or pursuant
clause
13.3.2. of this
Offer. - Partial repudiation of the Agreement may be expressed as a repudiation
in
respect
of certain Order or Product. - In case of repudiation, this Agreement shall be deemed terminated fully
or
in
relevant part upon the expiration of time periods for such notifications. - Obligations of the Parties which by their nature should survive the
termination
of the Agreement, including but not limited to: obligations of warranties,
confidentiality,
payments, shall
remain in effect after the termination of the Agreement.
- The Agreement becomes effective upon acceptance of the Offer by Licensee
Confidentiality
- The Parties agree to keep confidential all the terms of each Agreement
and
all
information received by one Party from the other Party at the conclusion and execution
of
such
Agreement
(“Confidential Information”) and do not disclose, inform to public or otherwise provide
such
information to any third party without the prior written consent of the Party provided
such
information. - Each Party will take all necessary measures to protect Confidential
Information
with at least the same degree of care as applied for protection of its own Confidential
Information.
Access to
the Confidential Information will be provided only to employees of each of the Parties
who
need to
know it to
perform its duties for the execution of the Agreement. Each of the Parties shall ensure
that
such
employees
undertake the same obligations to protect the Confidential Information, as provided for
by
this
Offer in respect
of the Parties. - Personal information of the Licensee and its clients is processed by the
Licensor
in accordance with the Privacy Policy. - The obligation to protect the Confidential Information shall remain in
force
within the effective period of the Agreement and within 5 (Five) years after its
termination, unless
otherwise
agreed by the Parties.
- The Parties agree to keep confidential all the terms of each Agreement
Agreement on use of electronic signature
- Parties may apply basic electronic signature upon execution of the
Agreement,
submitting Orders, preparing Reports and other documentation, sending notifications
under
the
Agreement. - A basic e-signature is an electronic signature that, through the use of
the
Licensee’s login and password or the e-mail address of the Licensee indicated in the
Personal
Account
(electronic signature key), confirms the fact that the electronic signature is generated
directly by
the
Licensee. - When using email, electronic document sent by email shall be considered
signed
with basic electronic signature made of sender’s email address. - Recipient of the electronic document identifies the person who signed
such
document by email address. - When using the Platform, electronic document sent by Licensee via the
Platform
shall be considered signed with Licensee’s basic electronic signature made of Licensee’s
login and
password at the Licensor’s Platform. - When Licensee performs any actions on use of the Platform Licensor
identify
Licensee that the electronic signature belongs to by Licensee’s login and password set
forth
at
registration/authorization in the Platform. - Electronic document sent by Licensor via Licensor’s Platform shall be
considered signed with Licensor’s basic electronic signature. - Parties agree that documents signed with basic digital signature shall
be
considered equal to documents on paper media signed with handwritten signature. - Any actions taken using a basic electronic signature of the Party shall
be
deemed
committed by such Party. - Owner of electronic signature shall keep confidential the key of
electronic
signature. Specifically, Licensee may not disclose login and password of his Personal
Account or
email service
as well as grant access thereto to third parties, and shall be responsible for their
security and
individual
use, at his own discretion choosing the method of their safekeeping and access
limitation
thereto. - In case of blocking or unauthorized access to Personal Account or loss
of
login
and/or password, or disclosure thereof to third parties, Licensee shall immediately
suspend
the use
of the
Platform until full elimination of relevant risks and promptly notify Licensor thereof
by
email. - In case of blocking or unauthorized access to email service or loss of
login
and/or password for access to email service, or disclosure thereof to third parties, the
responsible
Party shall
immediately suspend the use of email service until full elimination of relevant risks,
replace the
email address
with new one, and promptly notify the other Party thereof via Personal Account, fax or
other
method
that secures
that the message comes from the Party.
- Parties may apply basic electronic signature upon execution of the
Final provisions
- The Agreement, its execution and performance shall be governed by the
current
legislation of the state of the Licensor’s location. All issues failed to be covered by
the
Offer or
those
partially settled shall be governed by the substantive law of the state of the
Licensor’s
location. - Disputes under the Offer and/or the Agreement shall be settled in the
course
of
pre-court dispute settlement procedure. If the Parties fail to reach agreement, disputes
shall be
considered in
a competent court at the location of the Licensor. - Any notices and documents under the Agreement, unless otherwise
stipulated
by the
Offer, may be sent by one Party to the other Party by: 1) e-mail; 2) provision of an
electronic
notice to
Licensee via the Personal Account; 3) mail with a notice of delivery or by a courier
service
with
confirmation
of delivery. - In case that one or more provisions of the Offer or the Agreement are
invalid or
illegal for any reason, such invalidity does not affect the validity of any other
provision
of the
Offer or the
Agreement that remain in force. - Without conflict with the provisions of the Offer, the Parties may at
any
time
execute the concluded Agreement in the form of a written document expressing the Offer
valid
at the
time of its
execution, the Mandatory Documents stated herein, and the Licensee’s Order.
- The Agreement, its execution and performance shall be governed by the
Licensor’s Details
Altegio Limited, a company registered under the laws of the Republic of Cyprus
- Registration number: HE 434056
Address: Ioanni Stylianou, 6, 2nd floor, Flat|Office 202, 2003, Nicosia, Cyprus.
Tel: +35722030868
E-mail: support@promo.altegio.cloud
Current version of the Offer from 20th April 2022
