terms-of-use

1. Object

1.1. The present contract governs the terms of use for the Sealpath service (hereinafter, the Service) established between SEALPATH TECHNOLOGIES, S.L. (hereinafter, SEALPATH), with tax identification (C.I.F.) no. B95620613 and a registered office in Bilbao (Spain), at calle Garaizar núm. 4, 3ºB, and the customer or end user of the same. Acquisition, downloading, installation or use of the Service, or any of its versions or updates, makes you a customer or user of the same. You are therefore bound by and submit to compliance with the terms of this contract. We therefore ask that you read these terms and conditions carefully.

1.2. The Service consists of a system for protecting and managing access permissions for documents or files in electronic format, without said documents being housed or stored in our systems. It makes it possible to encrypt an electronic file, set permissions and authorized actions, and modify and control these aspects even when the file has been shared with third parties. The Service includes a certificate hierarchy management functionality for the certificates on which the encryption system is based, using a 128-bit code, considered high-security according to the standards and status of current technology.

Depending on the type of Service selected, the Service incorporates different functionalities, including centralized monitoring, corporate protection management, installation on a corporate server or in hosting mode, scalability and custom adaptation based on the environment and specific needs. These characteristics are included in the corresponding offer, estimates and specific conditions, and will therefore determine the scope, rights and obligations for the Service.

1.3. For the purpose of keeping you informed of the latest news, modifications and other issues which may affect you in connection with the services described, the email address indicated during the sign-up process will be considered the address of the interested party. The Customer states, under his/her own responsibility, that all the information provided during this process is true and complete.

1.4. Access and use of the Service shall be limited to the Customer and staff or dependent associates of the same. Any use by unauthorized third parties shall be considered to contravene these terms and conditions, and may result in suspension or termination of the Service.
2. Technical requirements and access to the service

2.1. In order to use the Service, it is necessary to download and install the desktop application, which is required to administer and manage the access privileges and user parameters. However, this is not necessary to access the electronic files which have been shared with you. In addition, in order to be able to encrypt and share documents, set permissions and monitor users and document accesses, you must register as a user and initiate a session on this application.

2.2. The Customer shall undertake to safeguard and keep confidential the user identifiers (email address) and access information provided, which are for the sole and individual use of the Customer. SEALPATH must be informed in the event of theft, loss or improper use of the same by third parties. Otherwise, the Customer shall be responsible for all consequences and damages which may result from fraudulent or improper use of the same.

2.3. The Customer states that he/she is of legal age and is fully qualified and authorized to sign up for the service, in accordance with applicable legislation, and to assume the commitments contained in these terms and conditions, whether individually or on behalf of the company or organization which he/she may indicate, represent or act in the interest of. The Customer also states that all the information provided is true, complete and up-to-date. SEALPATH must be notified of any changes in the preceding conditions as soon as possible.

There are no geographical or time limits for access to the Service, which operates 24 hours a day, 365 days a year. However, it should be borne in mind that the quality and speed of the use of its functionalities largely depends on your computer equipment, telecommunications provider and network connection. In this regard, we must indicate that, unless the offline access option has been specifically activated, in order to decrypt and access documents or files protected using the Service, an Internet connection is required.

2.5. In order to access and use all the functionalities of the Service, the following are required as a minimum: a personal computer, terminal or device with an Internet connection and a browser.

For the desktop application, the minimum recommended requirements are:

Operating systems: Microsoft Windows XP SP3, Vista, 7, 8 (Release Preview), Server 2003, Server 2008, Server 2008 R2, and Server 8 – Beta.
Computer system: we recommend the components and configuration set by your provider for the above operating systems.
Microsoft .NET v4.0 Client Profile platform, which will be installed together with the SEALPATH application if it is not already installed on your machine.

For the Microsoft Office plug-in, the 2003, 2007 and 2010 versions of this application.
Documents in PDF format can be opened in Adobe Acrobat Reader versions 7, 8, 9 and 10.

For the web application for administrators, the recommended browsers are: Microsoft Internet Explorer 9, Google Chrome 3 and Mozilla Firefox 10, which must be configured to accept session cookies. These cookies can only be read and used by our systems and they will automatically be deleted when your web session ends.

2.6. The Service is currently compatible with Microsoft Office files and formats (.doc, .docx, .docm, .xls, .xlsx, .xlsm, .ppt, .pptx, .pptm), .xps and .pdf. It is therefore necessary to bear in mind that in order to apply the security and encryption systems to computer documents or files or to access them at a later time, they must be in a compatible format. Otherwise, it will not be possible to access the content or use the Service.
3.    Use limitations

3.1. By means of this document, SEALPATH grants the Customer usage rights to the applications and tools that make up the Service, according to the type of service signed up for. These rights are non-exclusive, non-transferable and have no territorial limitations. They are granted for the duration of this contract, being limited to the purposes indicated. The granting of these rights confers usage rights to the same, with SEALPATH retaining all moral and exploitation rights to the elements, components and versions of the Service, without this constituting transfer or sale of the same in terms of intellectual property rights.

3.2. The Customer shall undertake to use the Service in accordance with the law and this contract, as well as generally accepted morality and proper conduct and the public order, and to protect and safeguard the Service and all of its elements. The Customer may not in any manner cede or transfer the rights acquired by means of the present contract to a third party, or permit, by any means or circumstances whatsoever, its use by third parties. In short, use of the Service for any other purpose than meeting the needs indicated in this contract is prohibited. The Customer may not carry out actions including, but not limited to, leasing, lending, selling or sub-licensing the computer application or its accessories, or any action which involves violating the obligation to protect the property of a third party. This shall apply to both the original source code and the computer application, as well as any changes or adaptations made to the same by SEALPATH, its functionalities, design, layout, structure, databases, images, sounds, animation and other incorporated elements.

3.3. The Customer shall undertake to refrain from using the Service for illegal purposes and aims contrary to the stipulations of the present contract which may damage the rights and interests of SEALPATH, or which in any other way may harm, render useless, overload or damage the Service or prevent normal use and enjoyment by other customers and users.

3.4. The Customer is prohibited from actions including, but not limited to, reverse engineering, modifying, decompiling, disassembling, translating, versioning, merchandising, duplicating or transmitting to a person or organization, in whole or in part, by any method or means whatsoever, whether mechanical, magnetic, by photocopy, or any other, or removing any ownership notification or labels from the Service, the source and object code, without express prior written authorization from SEALPATH, even if these actions are necessary for interoperability with other independent web programs or applications.

3.5. The Customer shall be responsible for any infraction committed by anyone who reports to the same or has learned about or had direct or indirect access to the Service due to the same.
4. Copyright and patent rights

4.1. The Service and the elements of which it is composed are the sole property of SEALPATH, which is protected by international laws and treaties governing intellectual property rights. This includes, but is not exhaustively limited to, any of its versions or modules, source or object code, graphic interfaces, databases, structure, design, images, sounds, texts, manuals, diagrams or other components. Failure to comply with the stipulations of applicable regulations and the present terms and conditions shall result in bringing the appropriate civil or criminal actions for infringement of rights. In this case, apart from any relevant compensation for the aforementioned acts, the Customer shall undertake to cover all expenses which bringing the relevant actions may entail, including fees for lawyers and other legal representation, even if their involvement is not mandatory.

The preceding does not include the data, contents and information which form part of the computer documents or files created, disseminated or shared by the User, which shall retain exclusive ownership of the same, as well as the third-party applications, resources and developments linked to the Service. In this regard, SEALPATH uses third-party provider technology such as libraries, APIs/SDKs and service infrastructure as an authorized licensee.

4.2. The name “Sealpath” and the logos or anagrams which include it constitute trademarks and are protected as industrial property. Use of the same is authorized, provided that it refers expressly and accurately to the products or services of the owner of the same. This does not constitute the granting of any ownership right to the same.

4.3. In the event that the Customer becomes aware that the aforementioned rights have been violated by third parties, they will inform SEALPATH as soon as possible, undertaking to work with the latter in carrying out any appropriate investigations and civil or criminal actions it may decide to bring.
5. Personal data protection

5.1. Pursuant to regulations governing personal data protection, the Customer or the User is the owner and responsible party of the personal data of third parties and in general any information included in electronic documents or files used with the Service. SEALPATH does not have access to and does not store the information or contents included in the corresponding electronic documents or files, which will be housed on the User’s systems and resources and in any event disseminated or distributed according to the interests of the same. The only information about the aforementioned which could be known to SEALPATH is the file name and the technical properties of the document, as well as the email addresses, name and group corresponding to the user with access privileges to the same, which are in any event provided by the User and under his/her responsibility.

5.2. The Customer hereby authorizes SEALPATH to access the information which the former enters into the Service in order to manage its profile and provide the service signed up for with the relevant functionalities, as well as to resolve incidents and prepare end user access, use and performance statistics for the same which help improve and optimize the Service. The Customer expressly authorizes the processing and management of the aforementioned information in order to prepare models, indicators and reports and to disseminate and publish the same by the means it considers appropriate and anonymously.

5.3. In accordance with the above, SEALPATH shall be considered in charge of processing the data, under the terms and conditions stipulated by Spanish and European law on personal data protection, notwithstanding its obligations as the party responsible for the file with regard to the personal data of the Customer itself and the Customer’s staff, contract workers and associates, which is duly registered and will be processed for tax, administrative and accounting management of its activities. In this regard, SEALPATH shall process the data for the sole purpose of providing the service which is the object of this contract, maintaining the proper confidentiality. It may not communicate this information to third parties, except solely for the storage or preservation of its own servers. In any event, the Customer may exercise the rights of access, objection, rectification and cancellation with regard to its data, submitting a written request to the registered office of SEALPATH.

5.4. With regard to the aforementioned data, SEALPATH shall undertake to implement basic IT measures which ensure the security of the personal data and prevent alteration, loss, theft, processing or unauthorized access to the same, taking into account the state of technology, the nature of the data stored and the risks to which they are exposed, whether from human activity or the physical or natural environment.

5.5. In the event that the present contract is terminated, the data will be blocked, preventing access, leaving it available only to the proper judicial or administrative authorities under the terms stipulated in current legislation.
6. Guarantees and responsibilities

6.1. Access to and use of the Service are made possible under the terms and conditions of this contract, subject to any written changes which may be established by the parties. Insofar as it is permitted by law, SEALPATH does not whatsoever guarantee, explicitly or implicitly, the operation or results which may be obtained by using the Service for a given purpose, or fulfillment of the legal or contractual obligations or requirements which may be required depending on the nature of the data or the content of the information. Unless otherwise stipulated by law, SEALPATH shall not in any event be held responsible for any direct or indirect financial, property or other damage which may occur to the files beyond the financial cost of this contract.

6.2. SEALPATH cannot guarantee the availability and continuity of access to the Service, its improper operation, data loss or corruption, loss of profit, or in general any damage, direct or indirect, including that caused by erroneous or improper functioning of the Customer’s computer systems, such as its network, equipment, operating system, applications, configuration or communications system, as well as due to periodic and extraordinary maintenance or repair, or for other reasons out of SEALPATH’s control or which cannot reasonably be predicted. In addition, SEALPATH does not guarantee the proper functioning of the Service beyond the minimum recommended requirements stipulated in these terms and conditions.

6.3. The Customer is solely responsible for the information and data in the electronic documents or files entered by the Customer or the Customer’s employees or associates, their safekeeping, confidentiality, duty of secrecy and permissions granted or denied. The Customer shall be held responsible for the ownership and legality of the same by third parties and SEALPATH, particularly that they do not constitute a violation of enterprise rights or infringement of regulations governing copyright and patent rights, market and competition, honor, privacy or image rights or personal data protection. Likewise, the Customer is responsible for having a suitable security policy for its systems, keeping the same up-to-date and configured correctly, free of computer viruses and any malicious applications and errors, and implementing and overseeing backup and data recovery systems.

6.4. SEALPATH may monitor, manage and control access to and use of the Service in order to ensure its security, quality and service conditions, and may access the operations and actions performed by the Customer in relation to the same. In the event that non-fulfillment of the stipulations of these terms and conditions or infringement of the rights or interests of third parties or the legislation in force is detected, the proper administrative or judicial authorities must be notified so that they may take the appropriate measures, as well as suspending or terminating the Service.
7. Price and method of payment

7.1. The prices and other financial and payment terms and conditions for the Service are those shown on the website www.sealpath.com. They shall be valid as long as they are available on said site. Any applicable taxes and tariffs will be included separately.

7.2. In the event of non-fulfillment of any payment obligations, the non-performing party shall be in default, automatically and without the need for prior notification by the party owed, and shall be obligated to pay the amounts owed, as well as interest at the annual statutory interest rate plus two points, as well as any bank expenses and penalties incurred.

7.3. Non-payment shall also entail immediate interruption of access to the Service, which will be blocked for all the Customer’s users. This access will be restored when the amounts pending are paid, along with any applicable interest and expenses.
8. Modifications

8.1. SEALPATH reserves the right to change and update provision of the Service, its functionalities, configuration, availability and presentation of the information, as well as the present terms of use, at any time, without prejudice to the rights acquired.

8.2. Any modification to the products or services offered, as well as these terms and conditions, shall be duly communicated by email. Continued use of the Service shall constitute full and unqualified acceptance of the aforementioned modifications.
9. Duration and termination

9.1. The initial duration of this agreement shall correspond to the contract period, which shall be automatically extended for equal periods of time, unless terminated for reasons stipulated by law or in the following cases:
In the event of serious breach of the obligations of the parties, following a request by the party in compliance, without prejudice to any applicable claim for damages.
At the request of the Customer, in which case, the request for discharge of the contract shall take effect upon completion of the initial contract period or any of its extensions.
At the request of SEALPATH following notification to the Customer, in the event of cessation or termination of the business activity, change of business model, closure, merger or takeover of the company.
9.2. Termination of the present contract shall prevent use of the Service. Bear in mind that this means that it will not be possible to encrypt electronic files, manage, control or administer the corresponding permissions, or decrypt files previously protected once the contract has been terminated.
10. Applicable law and court

This contract shall be governed and interpreted in all its provisions in accordance with Spanish law. Any dispute which may arise between the parties with regard to the stipulations of the same shall be brought before the Courts of Law of Bilbao, expressly relinquishing any other jurisdiction which may apply.
11. Beta version and trial

While the Service is in a test, beta or trial period, it is offered as is for the purpose of improving its development, implementation, compatibility or results. Users who use it during this period accept and acknowledge these limitations, relinquishing any judicial or extra-judicial claim whatsoever due to problems such as errors, defects, interruptions or corrupt electronic documents or files. SEALPATH does not necessarily guarantee comprehensive fulfillment of the obligations indicated in these terms and conditions.