General Conditions of Use and Contracting

1. Website overview

In compliance with the provisions of Article 10 of Law 34/2002 from 11 July concerning information society services and electronic commerce, the following overview is provided of the Website:

• Owner: Innovawin 2006, SL (hereinafter "INNOVAWIN" or "Company").
• Registered office and postal address: C/ Avellaneda, 47, Sabadell 08201, Barcelona (Spain)
• Tax Identification Number: B-64205032
• E-mail: info@innogetcloud.com
• Phone: +34 937556253
• Fax: +34 937556265
• Registration Information: Register of Barcelona, Volume 38580, Folio 88, Page 327,448, Entry 1

2. Website Description

INNOVAWIN is the owner and holder of Innogetcloud Software’s exploitation rights (hereinafter "Innogetcloud"), whose main feature is the possibility of sharing, communicating, discovering and learning about technology to be able to work collaboratively and privately in the research, development and innovation of technologies and addressing the needs of R&D such as its acquisition, presentation and marketing.

INNOVAWIN’s cloud computing offers a full range of services related to the acquisition, presentation, and marketing of technologies, addressing the needs of R&D and innovation.

The Website is aimed at companies, universities and science and technology parks and institutions that promote innovation (accordingly, the "User") wishing to use the software provided by INNOVAWIN to assist their workers, users, affiliates (accordingly, the "User") offering a cloud computing tool that allows them to share, communicate, discover and learn about technologies.

Technology Requests (hereinafter, the "Technology Requests") are the requests made by Users to inform, via the Innogetcloud tool, about a problem or a specific technology need to generate and get proposals for technological solutions to that given technological problem or need.

Technology Offers (hereinafter, the "Technology Offers") are the offers made by Users, via the Innogetcloud tool, which provide information about an innovative product, technology, method, process or service to create opportunities for technological development of those given offers.

3. Description of Services offered

Simple access to the Website is free, except for the cost of the connection through the telecommunications network provided by the service provider contracted by the User and/or Users. The use of certain features of Innogetcloud may require payment of services according to different payment plans.

Innogetcloud provides three modes of payment plans:

1. Basic: a free 60-calendar-day trial.
2. Premium: is a payment plan that provides the User with certain features.
3. Advanced: is a payment plan that provides the User with certain features.

Contracting Innogetcloud’s services, depending on the payment plan, provides the following features:

1. Right to use the software in Innogetcloud consisting of a License of Use
2. Posting Technology Offers and Requests.
3. Promoting Technology Offers and Requests on Innoget.com.
4. Receiving alerts about new Technology Offers and Requests.
5. Modifying the criteria for the alerts (periodicity, sector, area of knowledge).
6. Introducing Innogetcloud users.
7. Assign the functions of Administrator to the individual that decides
8. Creating Managers.
9. Assigning functions to Managers regarding Technology Requests and Offers.
10. Disseminating in Innogetcloud the Technology Requests and Offers posted from Innoget.com.
11. Managing the Technology Requests and Offers that Innogetcloud users post on the Website.
12. Checking the solutions that Innogetcloud users send to others on the Website.
13. Managing the Technology Requests and Offers that Innogetcloud users want to post on the Innoget.com Website.
14. Checking the answers that users of the Website send to Innogetcloud members.
15. Managing the Technology Requests and Offers from the Innoget.com Website posted on Innogetcloud.
16. Checking the answers that Innogetcloud users send to Innoget.com Website users.
17. Adapting Innogetcloud’s design to the User’s branding.
18. Generating and publishing a newsletter for the users.
19. Inserting banners in Innogetcloud.
20. Generating a report with performance indicators.
21. Technical support for Innogetcloud users.
22. Maintenance and updates.
23. Deciding on the hosting of Innogetcloud’s cloud software.

Once the User has completed the contracting procedure, they are able to make use of the contracted Services.

4. Duration, renewal, and cancellation of the Services

Except for the "Basic" plan, whose duration is 60 calendar days, the Services will last for one calendar year starting as soon as the Services have been contracted.

The renewal of the Services shall be annual from the moment the Services have been contracted, unless there is 15-day notice by electronic communication to the following address: info@innogetcloud.com.
The User can cancel the Services in the following cases:

1. if the User gives INNOVAWIN advance notice of 15 calendar days before the automatic annual renewal by electronic communication at the following address: info@innogetcloud.com;
2. by express agreement between the User and INNOVAWIN;
3. if the User breaches the present General Conditions, the Privacy Policy and Cookies Policy and/or Innogetcloud’s Terms of Use, always subject to what is established in them or;
4. if the User fails to pay for the Services, always subject to the responsibilities established by the General Conditions and/or the Terms of Use.

5. Contracting procedure

5.1 Procedure

The procedure that the User must follow to contract the services via the Website is:

1. Choose the Service contract from three modalities: Basic, Premium, Advanced. To choose the Basic plan you must click on "Start Free Trial". When choosing the Premium and Advanced plan you must click on "Contract plan."
2. Then, in the case of the Basic plan, the User must fill in the fields with their data, having already accepted the "General Conditions of Use and Contracting", "Innogetcloud’s Terms of Use " and the "Privacy Policy", and click on "Start Trial". In the case of the Premium and Advanced plans, the User of the selected Service is informed about the price of Service and contract period. So the User can continue the purchasing process they must fill in the fields with their data having previously accepted the "General Conditions of Use and Contracting", " Innogetcloud’s Terms of Use " and "Privacy Policy", and clicking on "Contracting."
3. In the case of the Basic plan, the next screen of the purchasing process indicates that the User will receive an email to log on to Innogetcloud. In the case of the Premium and Advanced plans, the next screen of the purchasing process indicates "View Plan", the price of the selected Service including VAT, the payment method and provides the option to enter a coupon code. To continue with the checkout process the User must enter their billing information, enter a promotional code if they have one, and click on "Confirm Order".
4. In the case of the Basic plan, in the email the User receives there appears a link to the website where the User can modify their password and click "Save and continue". Then the User can use Innogetcloud and set up their account. In the case of the Premium and Advanced plans, the next screen shows the order number, the selected plan, the price of the selected service including VAT and method of payment. To continue with the checkout process the User must click on “Place the order”.
5. In the case of the Premium and Advanced plans, once the purchasing process has been completed, a confirmation of purchase is displayed and the User will receive a confirmation of purchase email, which provides a link to the Website through which the User can modify their password and then click on "Save and continue". The User can now use Innogetcloud and set up their account.

5.2 Price and payment method

Unless expressly stated to the contrary, the prices given on the Website do not include VAT. The payment of the contracted services can be made by direct debit, bank transfer within 30 calendar days or PayPal.

If INNOVAWIN has not received the transfer within 30 calendar days from the date of contracting the Services, the Company will terminate the Service and the User will not be able to use Innogetcloud.

5.3 Invoice

Once the order has been made, the Company makes available to the User in their account area the proforma invoice of Services. The User will then receive the invoice via email.

5.4 Right of Rescission

Users who purchase Services on the Website may rescind the contract without having to justify their decision. To exercise this right, the User should inform INNOVAWIN within a maximum of 7 working days from the date on which the User contracted the Services.

In this case, INNOVAWIN shall return to the User within 30 days the full amount paid for contracting the Services.

5.5 Other Considerations

These General Conditions are only available to the User in Spanish and English. If there are discrepancies between the General Conditions in different languages, the version in Spanish will prevail over the English one.

6. Rules for using the Website

The User agrees to use the Website and all of its contents and services as provided by the law, morality, public order and the General Conditions. Likewise, the User undertakes to make appropriate use of the Website’s services and/or contents and not use them for illegal or criminal purposes, which infringe the rights of others and/or violate intellectual or industrial property or any other applicable legal standards.

By way of example, and in no way limiting or excluding, the User agrees:

1. Not to introduce or spread contents or propaganda of a racist, xenophobic, or pornographic nature, make an apology of terrorism or anything that violates human rights.
2. Not to enter or spread data programs (viruses and malware) that could cause damage to computer systems providers, their suppliers or third-party users of the Internet.
3. Not to broadcast, transmit or make available to third parties any information or content that undermine the fundamental rights and public liberties recognized in the Constitution and international treaties.
4. Not to broadcast, transmit or make available to third parties any information or content that constitute unlawful or unfair advertising.
5. Not to transmit unsolicited or unauthorized advertising, promotional materials, "junk mail", "chain letters”, "pyramid schemes" or any other form of solicitation, except in those spaces (such as commercial) that have been designed exclusively for it.
6. Not to introduce or spread any false information and content, as inexact as to mislead the recipients of that information.
7. Not to impersonate other users using their registration data for different services and/or contents of the Website.
8. Not to broadcast, transmit or make available to third parties any information or content that is in violation of intellectual property rights, patents, trademarks, or copyrights that apply to holders of the Website or third parties.
9. Not to broadcast, transmit or make available to third parties any information or content that is in violation of the confidentiality of communications and legislation on personal data protection.

The User agrees to indemnify the Company against any possible claim, fine, penalty or sanction that it may be obliged to endure as a result of a breach by the User of any of the conditions of use listed above; the Company also reserves the right to seek compensation for damages accordingly.

The Company reserves the right to prohibit any User who violates the rules and obligations under these Conditions, the use of the services offered via the Website.

7. Passwords

In general, the User will not be required to register for simple access to the Website, while the use of certain services themselves may be subject to prior registration according to the User or User Profile.

The data entered by the User must be accurate, current, and truthful always. If the Registrant is assigned a password, they will always be responsible for it, assuming responsibility for any damages arising from its misuse, as well as its loan, disclosure, or loss. To this end, access to restricted areas and/or use of the services and content made under the password of a Registered User shall be deemed made by the Registered User, who is liable for said access and use.

8. Intellectual Property

INNOVAWIN is the owner of the Software available to the User through this website and has the rights to exploit it. INNOVAWIN makes available to the User a Software License Agreement which is non-exclusive, non-transferable and does not allow the Software’s transfer to third parties. This license is limited and subject to the duration and features of the contracted Service.

All contents of the Website, texts, photographs, graphics, images, icons, technology, software, links and other audio-visual or audio content, and graphic design and source code are the intellectual property of INNOVAWIN or third parties, without being interpreted transferred or licensed to any User of the exploitation rights by the current legislation on intellectual property on them. The trademarks, trade names or logos are owned by INNOVAWIN or third parties and it may not be construed that access to the Website confers any right to them.

9. Responsibility

INNOVAWIN does not assume any responsibility for updating this Website to keep information current or warrant that the information published is accurate or complete. Therefore, the User must confirm that the information published is accurate and complete before making any decision related to any product, service or content described on this Website.

User access to the Website does not imply the Company's obligation to ensure the absence of viruses, worms, or other malware. The User, in any case, is responsible for the availability of adequate tools to detect and eliminate malicious software.

INNOVAWIN is not responsible for damage caused to the software and hardware of the Users or third parties for the use of the services offered on the Website, or for any damages of any kind caused to the User as a result of failures or disconnection of telecommunications networks that produce the suspension, cancellation or discontinuance of the Website’s service.

10. Null and void

If any clause in these General Conditions be declared fully or partially invalid or unenforceable, such invalidity or unenforceability will affect only that provision or part thereof that is invalid or unenforceable, these Terms subsisting in all other respects and considered that provision wholly or partially not included.

11. Law and Jurisdiction

The General Conditions are governed by and construed in accordance with the laws of Spain. INNOVAWIN and the User agree to submit any dispute that may arise over the access, use and/or purchase of products or services through the Website, to the courts of Mataró, Spain, unless the law says otherwise.