Terms of Service
v1.0 - Last revised on September 01, 2015
1. General provisions
- "Rspective” P. Rychlik Spółka Jawna (“Rspective”) provides a software solution (“Voucherify”) as further specified on voucherify.io, that enables its customers to generate vouchers, redeem them on mobile or web with client-side and backend Software Development Kits (SDKs), as well as fast-forward voucher functionality, having at the same time the security and scaling. Voucherify provides components to track and optimize customer’s digital promotion performance, gives access to redemption history, monitors acquisition channels, compares performance, allowing at the same time to automate campaign management with the simple UI as well as streamline data analytics with CSV import and export (the “Services”).
- All contractual relationships between Rspective and any user using Voucherify offered by Rspective (a “User”, "Users") shall be governed by these Terms of Service (the "Terms of Service"). By registering with Voucherify's Website or using the Voucherifiy, the User agrees to be bound by these Terms of Service.
- The Service offerings of Rspective are available to Business Clients (as defined below). For the purpose of these Terms of Service a “Business Client” is a User (whether an individual, company or partnership vested with legal capacity) who enters into the relevant contract in the conduct of its business or its self-employed professional activity in accordance with the provisions of law and these terms of service.
- Standard business conditions and/or general terms and conditions of the User do not apply, regardless of whether or not Rspective has expressly objected to them in a particular case.
- Rspective may amend these Terms of service at any time upon observance of statutory regulations and notifying the Users about the amendment. In case the Terms of service are amended, the User should accept their new wording, which shall apply to a renewed billing period. If the User does not accept the new wording of the Terms of service, the Services shall cease to be provided with the end of a current billing period and the contract will terminate automatically.
- Rspective offers its Services to persons over 18 years of age.
- The User is responsible for the accuracy of the information necessary for registration as a User. He is obliged to keep credentials secret and protect them against unauthorised use by third parties. In case of misuse or loss of the credentials or in case of an appropriate suspicion, he must report the same to Rspective to firstname.lastname@example.org.
3. Use of Services
- The User may use the Services to a certain limit for free –during 30 – day trial run, after registering. The User may only register for a free plan once. If a User registers for more than one free plan, then Rspective will have the right to delete these additional accounts. As the trial run expires the customer subscribes to a monthly use of Voucherify and Services against the prepaid fee appropriate for a chosen plan (standard or plus) of Services.
- By registering on the website according to Section 1 hereof and subscribing to a plan, the User makes a binding offer to use the Respective Services. The offer shall be deemed to be accepted by Rspective by making available the respective Services and Voucherify. Upon the acceptance of a subscription a contract between the User and Rspective is concluded (the "Contract").
- The User can subscribe to the Services and Voucherify on a monthly or annual basis.
4. Technical Requirements
- In order to use any of the Services please check all technical details and conditions on our Website. Rspective will update all information about its platform/Website frequently ("Technical Requirements").
- The User is solely responsible for the fulfilment of the Technical Requirements; Rspective does not owe and/or provide any consultancy services in connection therewith if not otherwise agreed with Rspective.
- Rspective provides support for Users using a paid plan. The User is entitled to report the incident concerning malfunction of the Services sending an e-mail with his report to email@example.com.
- The use of Services may differ depending on the hardware and/or software used by the User.
5. Prices and Payment
- The User, when using a paid plan, is required to provide Rspective with billing and account information for credit card, debit or other payment systems, such as PayPal, (each a "Payment Source") for which the User is authorized to approve charges to allow Rspective to collect payment from the Users for their purchases. The Users authorize Rspective to automatically and immediately bill the Payment Source when payments for plans are due. The User shall only be allowed to raise an objection to a bill/deduction within 14 days starting from the day the deduction was made. If the objection was not raised, the deduction is deemed accepted by the User.
- The billing of a plan is made on a pre-paid basis. The payment source will be billed within five bank working days of the beginning of the chosen subscription period and at every renewed period of subscription respectively according to the current price list.
- Rspective may amend the price list of Services at any time upon observance of statutory regulations and notifying the Users about the amendment. In case the price list is amended, the User should accept the new price list, which shall apply to a renewed billing period. If the User does not accept the new price list, the Services shall cease to be provided with the end of a current billing period and the contract will terminate automatically.
- The stated prices are net prices excluding VAT. All other charges in connection with the use of the Services shall be borne by the User.
6. Contract Period, Termination of Contract, Cancellation of account
- The term of use depends on the subscription period chosen by a User when ordering Services and shall be renewed automatically for that same period (i.e. another month/year) each time the User does not terminate the Contract according to Section 6.2 below.
- The User may terminate a Contract before the end of the ordered subscription period or the end of the respective renewed period notifying Rspective on his termination via e-mail on the last day of the period the latest. The User can also change the length of the ordered subscription plan before the end of his subscription period instead of terminating the Contract. The ordinary termination of a Contract before expiry of the respective subscription period is hereby excluded. The User having used the trial run may unsubscribe from Services provided by Rspective at any time without giving reason and without notice by using the respective button in his account.
- A User may also switch to a cheaper plan within the ordered subscription period. Payments already made for the ordered plan will not be refunded. Instead, Rspective will use the credit of the User to deduct payments for further uses within the cheaper plan.
- The right of termination for cause and without notice remains unaffected for both parties. A good cause for termination shall include, but shall not be limited to, any of the following events:a) the User fails to comply with any applicable legal provisions;b) the User fails to comply with any terms of these Terms of Service;c) the User fails to pay the fees for the ordered Services.
- Any termination declaration must be sent via e-mail to Rspective.
- After a User has terminated the Contract and cancelled the account, Rspective will not provide any stored data in the account. Rspective will delete any data of that User after the expiry of 12 months after the User has cancelled his registration.
7. Prohibited use
- The Users shall act according to the destined functions of the Website and Services. Any inappropriate or illegal use, manipulation, or change of the Website and Services is prohibited. It is particularly forbidden to use the Website and/or Services to distribute illegal Content and/or Content that infringes third parties rights, in particular but not limited to:
● pornographic, insulting, offensive, racist, threatening, youth protection law infringing, or other illegal or immoral Contents or to advertise, offer, or sell such products;
● threats to other Users;
● content that affects or infringes the rights of third parties or that is covered by copyrights, unless the User owns the respective copyright or has the permission of the copyright owner.
- Furthermore it is forbidden to use temporary e-mail addresses or to create multiple accounts for disruptive or abusive purposes.
- Rspective reserves the right to delete any infringing Content according to this Section 7, terminate the Services and/or suspend accounts of Users that are violating any of these Terms of Service, in particular this Section 7.
8. User’s Warranty, Responsibility
- The User is solely responsible for its Content and for payments of all fees and licences related hereto, such as royalty payments to any collection societies. In particular the User represents and warrants that any material, data, images, photos, videos, music and other Content submitted or otherwise transferred or published via Rspective Website or the use of the Services does not infringe third party rights or any applicable law and does not consist of or include Content according to Section 8 hereof.
- Rspective has no ability to and does not control or monitor any of the Content. Rspective is not responsible or liable for the availability, accuracy, completeness, freshness and legality of the Content.
9. Liability of Rspective
- Rspective is liable for damages that have been caused by deliberate intention or by gross negligence by Rspective, its legal representatives or senior executives and for damages that have been caused by deliberate intention by other assistance in performance; in respect of gross negligence of other assistants in performance Rspective’s liability shall be as set forth in the provisions for slight negligence.
- In cases of slight negligence, Rspective is only liable if it, its legal representatives or assistants in performance has infringed a fundamental duty and if the purpose of the Contract is threatened thereby or if its legal representatives or assistants in performance have infringed duties that have to be fulfilled for the duly contract implementation and if the User generally relies on the fulfilment of these duties. In the aforementioned cases, Rspective is only liable for foreseeable damages by a User at the time the respective Service was performed. Liability of Rspective for consequential damage and lost profit is excluded.
- Rspective is only liable to Business Clients according to the definition of Section 1.3 hereof in the event of gross negligence for predictable damages up to the amount of the respective price of Service.
- Rspective will not be liable hereunder by reason of any failure to timely perform its Services due to an event beyond its reasonable control, including in particular, but not restricted to acts of God, acts of terrorism, civil unrest, war, fires, power cuts or epidemics.
- Rspective will make every effort to provide a stable and powerful Service in cooperation with service partners and data processing centres. However, potential service failures due to malfunctions or maintenance works are to be expected and do not constitute a defect of Service. No guarantee of Rspective shall be given for the absence of viruses or any other harmful components of the Website or Rspective’s software.
- If the liability of Rspective is excluded or restricted, this also applies to the personal liability of its employees, representatives, and agents.
- A User will indemnify, defend, and hold harmless Rspective and its officers, directors, employees for any and all claims, suits, litigation, causes of action, losses, damages, expenses, costs (including court costs and attorneys’ fees) and liabilities ("Losses") that arise out of, or in connection with (i) the Users use of the Website and/or Services; (ii) any breach by a User of any warranty defined in Section 8; (iii) any claim that the User’s Content caused damage to a third party.
- In cases of an aforementioned enforcement of claims by third parties, the User will provide Rspective with all his information that is needed for the examination of the claim and for the defence against it. The User provides the information immediately, truthfully, and completely.
- The regulation of liability of a User or his obligation of indemnification shall apply to the same extent in the event of an act of his sub-account user.
11. Intellectual Property Rights
- License. Subject to the Users compliance with the terms and conditions of these Terms of Service, Rspective grants its Users a limited non-exclusive, non-transferable license to access and make personal use of the Website and the Services including certain software and not to download or modify it, as part or as a whole (the "Rspective License"). The Rspective License does not include the right of any resale or other use outside the offered Services. Any commercial use of the Website and/or Services requires Rspective’s prior written approval. The Rspective License granted to a User will automatically terminate without notice from Rspective if the respective User breaches any terms of these Terms of Service.
- User Content. Rspective does not claim any ownership rights in User Content. However by uploading, streaming, emailing or otherwise transmitting any Content to Rspective, the User hereby grants Rspective the non-exclusive, worldwide, royalty-free, sub-licensable right to use, in particular to copy, modify, transmit, store, archive, display and publish the Content for the purpose of providing the Services.
- The User agrees that Rspective may use information of the User provided by him (i.e. the name/trademark) for marketing purposes as reference on their website. The User may withdraw such consent by writing an email to Rspective to firstname.lastname@example.org.
12. Data protection
- Any contracts entered into between Rspective and a User shall be governed by the laws of the Poland under exclusion of the UN Convention on the International Sale of Goods (CISG), without prejudice to any mandatory conflict of laws provisions.
- If the User is a Business Client or if the User is a legal entity or a foreign special fund organized under public law, the common courts in Katowice, Poland, shall have exclusive jurisdiction in respect of all disputes arising out of or in connection with the relevant contract.
- Should any provision of this Terms of Service be or become invalid, ineffective or unenforceable as a whole or in part, the validity, effectiveness and enforceability of the remaining provisions shall not be affected thereby. Any such invalid, ineffective or unenforceable provisions shall be deemed replaced by such valid, effective and enforceable provision as come closest to the economic intent and purpose as of such invalid, ineffective or unenforceable provisions as regard subject-matter, amount, time, place and extent. The aforesaid shall apply mutatis mutandis to any gap in these Terms of Service if any court has confirmed such proceeding.