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Voucherly Service Agreement

Versione 1.0 del 24/11/2023

Voucherly Service Agreement

If you signed a separate Cover Page to access the Voucherly Cloud Service with the same account, and that agreement has not ended, the terms below do not apply to you. Instead, your separate Cover Page applies to your use of the Product.

This Agreement is between Bognini Francesco (“Voucherly”) and the company or person accessing or using the Cloud Service. This Agreement consists of: (1) the Order Form and (2) the Key Terms, both of which are on the Cover Page below, and (3) the Common Paper Cloud Service Standard Terms Version 1.0 (“Standard Terms"). Any modifications to the Standard Terms made in the Cover Page will control over conflicts with the Standard Terms. Capitalized words have the meanings given in the Cover Page or the Standard Terms.

If you are accessing or using the Cloud Service on behalf of your company, you represent that you are authorized to accept this Agreement on behalf of your company. By signing up, accessing, or using the Product, Customer indicates its acceptance of this Agreement and agrees to be bound by the terms and conditions of this Agreement.

Cover Page

Order Form

Cloud Service: Voucherly is a payment platform comprised of three primary components: (i) a checkout page that allow users to pay using their favourite payment method, particularly meal vouchers, and (ii) an interactive user interface and (iii) a set of APIs through which a Voucherly user may view information about and manage a Merchant.

Subscription Start Date: The Effective Date

Subscription Period: One month

Non-Renewal Notice Period: At least 7 days before the end of the current Subscription Period.

SLA: Service Level Agreement available at https://legal.voucherly.it/terms/sla.

Currency: In section 5.1 of the Standard Terms, “U.S. Dollars” is replaced with “Euros”.

Cloud Service Fees: Section 5.2 of the Standard Terms is replaced with: Certain parts of the Product have different pricing plans, which are available at Provider’s pricing page, unless you and Voucherly otherwise agree in writing. Within the Payment Period, Customer will pay Provider fees based on the Product tier selected at the time of account creation and Customer’s usage per Subscription Period. Provider may update Product pricing by giving at least 30 days notice to Customer (including by email or notification within the Product), and the change will apply in the next Subscription Period.

Payment Period: 5 days from the first day of the Subscription Period.

Invoice Period: One month (same as Subscription Period)

Key Terms

Customer: The company or person who accesses or uses the Product (also known as Merchant). If the person accepting this Agreement is doing so on behalf of a company, all use of the word “Customer" in the Agreement will mean that company.
Section 7.2 of the Standard Terms is replaced with:

  • Eligibility. Only businesses (including sole proprietors) and non-profit organisations located in Italy are eligible to apply for a Voucherly Account and use the Services. Voucherly and its Affiliates may provide Services to you or your Affiliates in other countries or regions under separate agreements. You and your Representative must not attempt to create a Voucherly Account on behalf of or for the benefit of a user whose use of the Voucherly services was suspended or terminated by Voucherly, unless Voucherly approves otherwise.
  • Business Representative. You and your Representative individually affirm to Voucherly that (1) your Representative is authorised to provide User Information on your behalf and to bind you to this Agreement; and (2) your Representative is an executive officer, director, senior manager or otherwise has significant responsibility for the control, management or direction of your business. Voucherly may require you or your Representative to provide additional information or documentation demonstrating your Representative’s authority.
  • Sole Proprietors. If you are a sole proprietor, you and your Representative also affirm that your Representative is personally responsible and liable for your use of the Services and your obligations to Customers, including payment of amounts you owe under this Agreement.
  • Age Requirements. If you are a sole proprietor, and you are not old enough to enter into a contract on your own behalf (which is commonly but not always 18 years old), but you are 13 years old or older, your Representative must be your parent or legal guardian. If you are a legal entity that is owned, directly or indirectly, by an individual who is not old enough to enter into a contract on their own behalf, but the individual is 13 years old or older, your Representative must obtain the consent of either your board or an authorised officer. The approving board, authorised officer, parent or legal guardian is responsible to Voucherly and is legally bound to this Agreement as if it had agreed to this Agreement itself. You must not use the Services if you are under 13 years of age.

Provider: Voucherly

Effective Date: The date Customer first accepts this Agreement.

Covered Claims:

Provider Covered Claims: Any action, proceeding, or claim that the Cloud Service, when used by Customer according to the terms of the Agreement, violates, misappropriates, or otherwise infringes upon anyone else’s intellectual property or other proprietary rights.

Customer Covered Claims: Any action, proceeding, or claim that (1) the Customer Content, when used according to the terms of the Agreement, violates, misappropriates, or otherwise infringes upon anyone else’s intellectual property or other proprietary rights; or (2) results from Customer’s breach or alleged breach of Section 2.1 (Restrictions on Customer).

General Cap Amount: 1x the fees paid or payable by Customer to Provider in the 12-month period immediately before the claim.

Increased Claims: Breach of Section 4 (Privacy & Security)

Increased Cap Amount: 5x the fees paid or payable by Customer to Provider in the 12 month period immediately before the claim.

Governing Law: The laws of Italy

Chosen Courts: The courts located in Milan, Italy

Notice Address:

  • For Provider: billing@vouchery.it
  • For Customer: The main email address for Customer’s account

Attachments and Supplements

Acceptable Use Policy: Acceptable Use Policy available at https://legal.voucherly.it/terms/aup.

Privacy Policy: Privacy Policy available at https://legal.voucherly.it/privacy/privacy-policy. It describes how Provider handles personal information collected through the Product.

DPA: Data Processing Agreement available at https://legal.voucherly.it/privacy/dpa.

Changes to the Standard Terms

Publicity Rights: Provider may identify Customer and use Customer’s logo and trademarks Provider’s website and in marketing materials to identify Customer as a user of the Product. Customer hereby grants Provider a non-exclusive, royalty-free license to do so in connection with any marketing, promotion, or advertising of Provider or the Product during the length of the Agreement.

Agreement Updates: The Standard Terms will never change. However, modifying Section 14.2 of the Standard Terms, Provider may update the Cover Page by posting a new version on Provider’s website. Provider will attempt to inform Customer of the updates through the Product or by email.