GENERAL TERMS AND CONDITIONS

1. Acceptance of the General Terms and Conditions
   ESTECO S.p.A., a company duly incorporated in Italy, with registered office in Trieste, Area Science Park, Padriciano 99 – Italy - ("Licensor") hereby grants you (the "Customer") a non-exclusive right to use the BeePMN software as a service that offers editing for Business processes using the BPMN and the DMN standards (the "Service"), subject to the General Terms and Conditions to Use the Service (”GTCUS”) herein contained.
   The Customer accepts the GTCUS by checking the approval boxes appearing towards the end of the registration procedure.
   Licensor reserves the right to modify the GTCUS with written notice.

2. Description of the Service
   The software BeePMN is an application created and marketed by Licensor and accessible via Internet as a service, in order to offer the Service to Customer. The Service is available from the website www.beepmn.com (the “Site”), where the technical specifications of BeePMN and the functionalities of the Service are described at the page /beepmn-feature-list.

3. Technical pre-requisites
   A pre-requisite of Customer for the use of the Service is a computer capable of accessing the Internet with one of the following Internet browsers:

   1. Microsoft Edge latest version;
   2. Mozilla Firefox latest version;
   3. Apple Safari latest version;
   4. Google Chrome latest version.

    

   Licensor shall not be responsible for the conditions or properties of the necessary hardware and software required by Customer.

4. Registration
   In order to use the Service, Customer undertakes to:

   1. provide any information requested during the procedure of registration (“Registration Data”);
   2. promptly update the Registration Data in order to guarantee that they are always true, accurate and current.

    

   In the event Customer provides information which are false, not accurate or not current or in the event Licensor evaluates at its discretion that the information provided are false, not accurate or not current, Licensor shall be entitled to deactivate temporally or definitely the Customer account and to impede any access to the Service.

5. Account and Password
   Upon completion of the registration procedure, Licensor provides access to the Service either when the customer chooses an account (the “User ID”) and a password (the “Password”) or directly when using Google, Facebook and Linkedin credentials.
   In this regard, Customer undertakes to:

   1. keep confidential the User ID and the Password which shall be used to access the Service;
   2. promptly communicate to Licensor any not authorized use of the account, as well as of any breaches of the security rules he is aware of.

    

   Customer is aware that, in order to regulate the access to the Service, authentication relies exclusively on the check of the User ID and Password used by the Customer.Customer shall be the only responsible of the filing and proper use of the User ID and Password in order to access the Service.
   Any operations made throughout the User ID and Password shall be automatically referred to the same Customer. Customer acknowledges that Licensor may always use as evidence to prove operations made by Customer any means of evidence deriving from IT technologies used by Customer to access the Service.
   Licensor shall not be held responsible for any breach of the obligations contained under section 5 herein.

6. Filing of data
   Licensor shall provide the Service in the current version available to the Customer for use from a central data processing system (the “Server”) equipped with high technologies to store and memorize the Customer data.
   The Customer data are backed up on the Server on a calendar day basis.
   Licensor shall allow Customer to access the files of its data during the term of this agreement.
   Licensor shall not be responsible for the compliance and accuracy of the data provided by Customer and shall not be held responsible for any deficiency of the privacy and/or security of the Customer data stored at the Server.

7. Suspension, Interruption of the Service
   Customer acknowledges and agrees that Licensor shall be entitled, at its own discretion, to deactivate the User ID and Password of Customer and cut the use of the Service in the event of any breaches of the GTCUS by Customer.
   Customer acknowledges and agrees that any interruption or suspension of the Service under the GTCUS may occur any time and without prior notice.
   In the event of interruption or suspension of the Service Licensor shall make any reasonable efforts to reactivate the Service. It remains understood that Licensor shall not be held responsible for any damages which may derive to Customer for the interruption or suspension of the Service.

8. Consideration
   For the Service granted herein by Licensor, Customer shall pay no consideration.
   It remains understood that Licensor shall not make specific warranties concerning BeePMN and the Service. Furthermore, Licensor reserves the right to keep records of the Business processes developed by each Customer throughout the use of the Service.

9. Term
   The term of this agreement shall commence upon Customer’s acceptance of the GTCUS by ticking the relevant box and shall terminate by written notice communicated by either party.

10. Intellectual Property Rights
    Customer acknowledges that Licensor owns all copyright, trade secret, patent, trademark and other proprietary rights related to BeePMN and the Service, including any modifications thereto.
    Customer further acknowledges that the right granted hereunder does not provide Customer with title or ownership of BeePMN or any copies thereof, but only a right of limited use in accordance with the GTCUS.

11. Restrictions on use of BeePMN
    Customer acknowledges that the right granted herein to use BeePMN as a service is non-exclusive, non-assignable and without the right to sub-license any right.
    Customer undertakes not to take any or all of the following actions:

    1. use BeePMN to provide any service other than the Service;
    2. modify or change BeePMN, or create any derivative work of any part of BeePMN;
    3. sell, license, rent, lease, loan or otherwise transfer to third parties BeePMN, any copy thereof, in whole or in part;
    4. decompile, disassemble or otherwise reverse engineer BeePMN;
    5. copy or otherwise reproduce BeePMN, in whole or in part.

     

12. Warranties
    Licensor warrants to Customer its full and exclusive ownership of BeePMN, including the copyright related thereto. Licensor further warrants that BeePMN will conform with the relevant technical specifications.
    Except as stated above, Licensor does not make any warranty, either written or oral, with reference to the compliance of BeePMN with the specific use as a service under the GTCUS. In particular, Licensor: (i) makes no warranty, either express or implied, on the quality and fitness of BeePMN and the Service, and (ii) does not warrant that the operation or other use of BeePMN and the Service will be uninterrupted or error free or will cause damage or disruption to Customer’s data, computers or network.
    Licensor shall not bear any liability with reference to any damages, direct and/or incidental and/or consequential, which may derive from the use of BeePMN as a service under GTCUS.

13. Notices
    All notices and other communications required under the GTCUS shall be in writing and shall be sent either by regular mail or registered mail.

14. Entire Agreement
    The Customer acknowledges that the GTCUS constitutes the entire agreement between the parties and agrees to be bound by all terms and conditions hereof.

15. Governing law and Jurisdiction
    The GTCUS shall be governed by the laws of Italy. The parties hereby agree to submit to the exclusive jurisdiction of the competent courts sitting in Trieste, Italy, with respect to any disputes relating to the interpretation and/or enforcement of the GTUCS, as well as the use of the Service.

16. Severability
    In the event that any provision under this Agreement shall be deemed illegal or otherwise unenforceable by any applicable statute or rule of law, such provision shall be omitted and the entire agreement shall not fail on account thereof and the remainder of the agreement shall continue in full force and effect.

ONEROUS AGREEMENT

In compliance with sections 1341 and 1342 of the Italian Civil Code, we hereby acknowledge to be aware of the content of the General Terms and Conditions to Use the Service (“GTCUS”) and to have read and expressly approved in writing the following sections of the GTCUS:

3. “Technical pre-requisites”
5. “Account and Password”
6. “Filing of Data”
7. “Suspension, Interruption of the Service”
9. “Term”
11. “Restrictions on use of BeePMN”
12. “Warranties”
15. “Governing Law and Jurisdiction”

Attachment: 

LICENSE AGREEMENT Beepmn [PDF]