Dated this __ day of _____ , _____.
BETWEEN
_____________, an entity of nationality _________ with registered office at ___________, and with Tax Identification Code (CIF) __________.
It is represented in this act by Mr. ___________, acting in his capacity as General Representative of ______________.
- AND -
_____________, an entity of nationality _________ with registered office at ___________, and with Tax Identification Code (CIF) __________, (hereinafter "the Provider" or "Borrower").
Both parties may be referred to jointly as "the Parties" or individually as "the Party". The Parties, of their free and spontaneous will, declare that they have and acknowledge, mutually and reciprocally, the necessary legal capacity to enter into this Agreement, for which purpose they
DECLARE
I. That the Provider's main activity is the development of websites, eCommerce and Apps and that it has the necessary knowledge and equipment to provide this type of services.
II. That the Client is a company or self-employed person who wishes to contract part of the services offered by the Provider.
III. That the Parties have agreed to enter into a contract for the provision of services under the terms established herein.
IV. That, by virtue of the foregoing considerations, the Parties, of their free and spontaneous wills, have agreed to enter into this Service Rendering Agreement (hereinafter, "the Agreement") subject to the following
CLAUSES
1. Subject matter
By virtue of this Agreement, the Provider undertakes to provide the services described in Annex I (hereinafter "the Services") to this Agreement on the terms and conditions set forth in the following clauses.
2. Duration
The contract has an indefinite duration, the technical support services will be provided as long as the customer has voucher contracts with time available or pending to be consumed for the technical support service and the commitment of the Provider is to respond to each of the requirements communicated by the customer, with a resolution time of 48/72 hours of business days, per request or incident, once all the previous requirements, mentioned in the "Conditions" section of this Contract, are received.
There is the possibility of contracting hourly vouchers for Urgent Technical Support, for which a resolution time of 24 hours of business days applies, per request or incident.
3. Price
The price to be paid by the Customer to the Provider for the performance of the Services under this Agreement shall depend on the number of hours in vouchers necessary for the resolution of the requested technical support. In order to obtain this information, the Customer may make a written request to obtain an estimate in hours of the time necessary for the achievement of the service and the Provider undertakes to respond to such request in writing and for information purposes only, within 24/48 hours of business days, however, the Provider cannot fully ensure that the time required to provide the full service will be less than or equal to the estimated time, so that the time estimate provided cannot oblige the intervention to be completed within the estimated time, so that in some particular cases, it is possible that more hours than previously estimated may have to be consumed or that the customer may have to contract another voucher of hours to allow the completion of the tasks necessary for the resolution of the technical support. In cases where the available hours are exhausted and there are still pending requests or incidents to be resolved, the intervention will be suspended until the customer purchases more time for technical support. The Price shall be paid as follows:
The Customer pays in advance for the contracted services by any of the payment methods accepted by the Provider.
In addition, the Customer shall make the appropriate data recharges to enable the Service Provider to work.
The Price established for the Technical Support service shall be fixed in vouchers of 3, 5, 10 and 20 hours and Provider undertakes to offer discounts and lower rates depending on the number of hours contracted in each voucher, so that the price per hour will be lower as the voucher contains a greater number of hours.
The price established for the Urgent Technical Support service will be fixed in vouchers of 1, 3 and 5 hours.
In the event that the Services are modified or extended, the Customer and the Provider agree to negotiate the new price for the Service.
4. Contact Persons
The Parties agree that in the event that it is necessary to contact the other Party to clarify any doubt, technical aspect or to communicate any incident during the provision of the Service, it shall be made to the contact persons indicated below:
For the Customer:
Name:
________________
Telephone:
_______________
E-mail:
________________
For the Provider:
Name:
________________
Telephone:
________________
Email:
________________
5. Liability
Any Party shall be liable if it acts negligently or culpably in the performance of its obligations under this Agreement and thereby causes damage or loss to the other Party. The Party that has to face any kind of damage or prejudice by virtue of the other Party's actions may claim compensation for such damage or prejudice.
6. Termination of the Contract
The Parties agree that the Contract may be terminated for the following reasons:
a) At the will of either Party by giving at least 7 days' written notice.
b) At the will of either of the Parties when there is a serious breach of the agreed obligations.
7. Confidentiality and Personal Data
The Parties undertake to maintain absolute confidentiality of the information and documentation that both Parties provide to each other or have access to during the provision of the Service. Both Parties undertake not to disclose, nor use directly or indirectly, the information and knowledge acquired, derived from the contractual relationship agreed between the Parties in other services that are not the object of the present Contract. The Parties undertake to take the necessary measures, both with respect to their employees and to third parties who may have any connection with the present Contract, to ensure compliance with the provisions of this clause. Upon termination of this Agreement, the Borrower shall destroy all information relating to this relationship that it has stored on any medium or reproduced by any process.
Both Parties undertake to keep the most absolute secrecy with respect to the personal data to which they have access in compliance with this Agreement and to observe all the legal provisions contained in Organic Law 15/1999, on the Protection of Personal Data. In particular, Provider undertakes not to apply or use the personal data processed or those to which it has had access during the provision of the Service, for any purpose other than that set forth in this Agreement, nor to transfer them, not even for storage purposes, to other persons. Provider shall apply the security measures established in Royal Decree 994/1999, Security Regulations, to the data that it processes on behalf of the Client, in accordance with the type of data that it processes. Upon termination of the Service, Provider shall return the data to Client in the same medium in which it was sent and shall not keep any copies of the data. The Parties shall be liable to each other for any damages that may arise from a breach of this obligation.
8. Warranty
* Provider warrants to Customer that it has all necessary authorizations and licences to provide the Services.
* Failures detected after the resolution of the technical support requests will be corrected provided that at least one voucher of hours with sufficient time to be consumed is available to make the correction and provided that they do not involve the development of new functionalities not defined in the initial technical support agreement, in which case, in order to carry out a custom development, it will be necessary to contract such service.
9. Conditions
The contact and service provision schedule is established on business days from Monday to Thursday from 9:00 to 14:00 and from 15:00 to 19:00, Spanish peninsular time.
The requirements prior to the intervention, which must be delivered by the client are the following:
- * Access to the web hosting administration panel and other accesses necessary to solve incidents, tests and final implementation.
- * Send the required texts and other contents that are agreed to be shown to the user.
- * Send the images that are required to be included in the different sections and that are not protected by copyright and in the event that these images are not available, notify that it will be necessary to start a search in an image bank, which, although it will not entail an additional cost to the service, may involve a delay in the agreed delivery time.
- * Other access to email accounts or third party services, necessary to perform configurations, resolve incidents and complete the service.
Specific tasks to be carried out to provide the contracted technical support:
- * Installation, configuration and updating of the requested components.
- * Correction of faults in screens with configuration options, functionalities and information, with exclusive access for the administration of the sections that are necessary to resolve the requests or incidents.
- * Bug fixes on screens with the information sections and functionalities with access for end-users, as agreed necessary to resolve the requests or incidents.
- * Corrections of faults in the layout of the design, in the event of possible defects that may arise in the visualization on mobile devices and other basic requirements of the design in different resolutions.
- * Multi-language: Translation setup and all aspects related to an international multi-language and multi-currency shop (Maximum 3 languages). The translations are carried out using an automatic translation tool and there is no guarantee that the translation will be completely correct, but at all times the best sense of professionalism will be used and the final result will be of the highest quality in all languages.
- * Multi-shop: the interventions carried out guarantee that the functionalities of the multi-shop environment will be taken into account and maintained in installations of this type, so that in all the sections in which we intervene, which handle the configuration of options, these will be established with differentiation for each shop separately.
- * Multi-currency: the interventions carried out guarantee that the functionalities will be taken into account and maintained to carry out conversions and present calculations of totals and prices according to the selected currency, in a multi-currency shop installation.
- * Post-intervention testing with casuistry simulation for fault detection.
- * Installation and configuration in the hosting server and database of the changes made.
10. Applicable law and competent jurisdiction
This Agreement shall be governed by and construed in accordance with the Laws of Spain and shall be subject to the jurisdiction of the Courts of Madrid.
The Parties express their agreement to this Agreement, which they execute and sign in two original copies, at the place and on the date indicated above.
_________________ _________________
Service Provider Client