These Master Terms andConditions (the "Master Agreement" or "Agreement") govern the Services purchased and the license to use software under a Work Order and /or contract between the Client and GLOBAL DESCIFRA that incorporates thisAgreement ("DESCIFRA"), This Agreement contains terms and conditions applicable to each product offer offered by the website, https://descifra.global/ owned by Micro Markets Geolocated Company, which will be referred to as DESCIFRA, the user is accepting (the "MasterAgreement" or "Agreement").
In case the user accesses, uses and observes the website https://descifra.global/ it will be considered as an absolute and express acceptance of the TERMS AND CONDITIONS OFUSE stipulated here.
The mere use of thisInternet page gives the general public the status of user (hereinafter referred to as the "user" or "users") and implies the acceptance, full and unconditional, of each and every one of the conditions general and particular included in these TERMS AND CONDITIONS OF USE published by DESCIFRA at the same time that the user accesses the website.
Any modification to these TERMS AND CONDITIONS OF USE will be made when the owner of the same, in this case DESCIFRA, if it considers it appropriate, being the sole responsibility of the user to make sure to take cognizance of such modifications.
Master Agreement for the https://descifra.global/ site. All the specific terms of the product may not be applicable to each Service. Additional terms and conditions specific to a service will be included in an Annex attached hereto and incorporated herein.
a) By virtue of the execution of this agreement, DESCIFRA grants and grants to the user the non-exclusive, revocable and non-transferable right to display and use https://descifra.global/ in accordance with the TERMS AND CONDITIONS OFUSE here stipulated. For the purposes of this agreement, the parties agree that"CLIENT" means the person of any nature that enters the websitehttps://descifra.global/ and / or any of the subpages that they display, their content and / or to the person of any nature who registers and / or uses any of the services offered through said page.
b) This Agreement is a master agreement whereby DESCIFRA may grant licenses to the Customer and request Services from time to time by executing a Work Order and / or contract between the Client and DESCIFRA. In the case of any inconsistency between thisAgreement, any Schedule and a Work Order and / or Contract, the order of precedence shall be as follows: (i) a Work Order; (ii) Contract; (iii) anAddendum; (iv) this Agreement.
c) The user can only print and / or copy any information contained or published on the websitehttps://descifra.global/ exclusively for personal use, it is strictly forbidden the commercial use of such information. In case of being a moral person, it will be subject to the provisions of article 148, section IV of the FederalCopyright Law.
d) The reprinting, , distribution, assignment, sublicense, sale, electronic reproduction or by other means, partial or total, of any information, document or graphic that appears on the website https://descifra.global/, for any Use other than non-commercial personnel is expressly forbidden to the user, unless he / she has the prior written authorization of DESCIFRA, if the user requires it, he / she can be contacted by email or by telephone of DESCIFRA.
2. RULES FOR THE USE OF THE WEBSITEhttps://descifra.global/
The user and DESCIFRA agree that the use of the website https://descifra.global/ will be subject to the following rules:
1. Information contained in the site https://descifra.global/ The user acknowledges and accepts that the information published or contained in said site will be clearly identified in such a way that it is recognized that it comes from and has been generated by DESCIFRA.
2. DESCIFRA reserves the right to block access or partially or totally remove all information, communication or material that in its sole judgment may result: i) abusive, defamatory or obscene; ii) fraudulent, artificial or deceptive; iii) violation of copyright, trademarks, confidentiality, industrial secrets or any intellectual property rights of a third party; iv) offensive or; v) that in anyway contravenes the provisions of this agreement. If the user wishes to obtain more information on a specific topic provided by DESCIFRA or its suppliers, they should consult it directly with each of them, as appropriate, and / or with a specialist in the field.
Users acknowledge that by providing the personal information required in any of the services provided on this website, they grant to DESCIFRA the authorization indicated in articles108 and 109 of the Federal Copyright Law. In all cases, users will respond for the accuracy of the information provided to DESCIFRA, which is aligned with the privacy policies in accordance with the Federal Law on Protection of PersonalData Held by Individuals.
Likewise, for the provision of services, the user is also obliged to accept the terms and conditions stipulated for such purpose.
The Term for thisAgreement will begin on the Effective Date and will expire on the termination or expiration of the last Work Order, session or access. The term for each WorkOrder will begin on the Start Date and expire on the Due Date. The termination or expiration of a Work Order will not affect the Services of other Clients of the Client under one or more separate Work Orders.
5. FEES AND CONDITIONS OF PAYMENT.
a) Payment conditions.Unless otherwise stated in a Work Order, DESCIFRA will invoice the Client for all Services through an annuity and monthly payment whose amount will be established in a concrete and individualized manner in a contract or work order that corresponds.
b) The customer must pay, by check or bank transfer, each invoice in full upon receipt. The rates for each of the Services for Customers licensed in a Work Order begin to accumulate on the Start Date and until the end of your requests.
c) The disputes.Clients may reasonably dispute any part of an invoice provided such reasonable dispute is made in writing in sufficient detail with respect to (i) the nature of the claim, (ii) the disputed amount and (iii) the Service ( s) specific (s)and related charges disputed; and (b) within thirty (30) days from the date of the invoice (after which the Customer agrees that all amounts charged on the invoice will be considered correct). A dispute over any part of an invoice does not relieve the Client of timely payment of the undisputed part.
d) Ability to pay /security deposit. When requested, the Client shall provide the GLOBAL with the information that DESCIFRA reasonably requests to determine the Client's payment capacity. It is possible that a guarantee deposit equivalent to two (2) months of monthly recurring fees is required, as established in the Work Order, to accompany each Work Order. Upon notification to the Client, the security deposit will be applied to any amount due with any shortfall or surplus adjustment applied to the rates of the last one or two months of the Customer'sSpace or Services. If the Client's full security deposit has been applied to the amounts due, DESCIFRA may require the Client to provide an additional security deposit for an amount not to exceed two (2) months of the recurring monthly rates, as established. in the Work Order. In case of breach of thisAgreement by the Client, DESCIFRA shall have the right to apply the deposit to the damages suffered by L DESCIFRA as a consequence of said breach, without limiting its available remedies. DESCIFRA will not be required to keep the security deposit in escrow, separate it or keep it separate from the general funds of DESCIFRA, but DESCIFRA can combine the security deposit with its general funds and the Client will not be entitled to interest on said deposit.
e) Late payments. Any non-controversial payment not received by DESCIFRA within thirty (30) days from the date of the invoice will be considered late and will accrue interest at a rate of one and a half percent (1 1/2%) per month (daily compound ), or the highest rate allowed by applicable law, whichever is less.
f) Taxes The Client will be responsible for all taxes related to the provision of Services for theClient, except taxes based on the net income of DESCIFRA.
g) Credit history DESCIFRA may, in its sole discretion, inform the payment history of the Client to the reporting agencies.
6. SELECTED SERVICES.
a) Services. (i)DESCIFRA agrees to provide the Client Services and the Customer agrees to pay the applicable fees for the license and the Services established in each WorkOrder and, if applicable, contract with the physical or electronic signature of an authorized person; and (ii) in the event that the Client requests DESCIFRA to perform consulting or technical services of a specialized nature, the details, deliverables, milestone dates, rates and other pertinent information related to said service shall be established in a signed contract.
b) The disputes.Clients may reasonably dispute any part of an invoice provided such reasonable dispute is made in writing in sufficient detail with respect to (i) the nature of the claim, (ii) the disputed amount and (iii) the Service ( s) specific (s)and related charges disputed; and (b) within thirty (30) days from the date of the invoice (after which the Customer agrees that all amounts charged on the invoice will be considered correct). A dispute over any part of an invoice does not relieve the Client of timely payment of the undisputed part.
c) Ability to pay /security deposit. When requested, the Client shall provide the DESCIFRA with the information that DESCIFRA reasonably requests to determine the Client's payment capacity. It is possible that a guarantee deposit equivalent to two (2)months of monthly recurring fees is required, as established in the Work Order, to accompany each Work Order. Upon notification to the Client, the security deposit will be applied to any amount due with any shortfall or surplus adjustment applied to the rates of the last one or two months of CustomerServices. If the Client's full security deposit has been applied to the amounts due, DESCIFRA may require the Client to provide an additional security deposit for an amount not to exceed two (2) months of the recurring monthly rates, as established. in the Work Order. In case of breach of this Agreement by theClient, DESCIFRA shall have the right to apply the deposit to the damages suffered by DESCIFRA as a consequence of said breach, without limiting its available remedies. DESCIFRA will not be required to keep the security deposit in escrow, separate it or keep it separate from the general funds of DESCIFRA, but DESCIFRA can combine the security deposit with its general funds and theClient will not be entitled to interest on said deposit.
d) Late payments. Any non-controversial payment not received by DESCIFRA within thirty (30) days from the date of the invoice will be considered late and will accrue interest at a rate of one and a half percent (1 1/2%) per month (daily compound ), or the highest rate allowed by applicable law, whichever is less.
e) Taxes. The Client will be responsible for all taxes related to the provision of Services for theClient, except taxes based on the net income of DESCIFRA.
7. INTELLECTUAL PROPERTY
DESCIFRA will remain the sole owner and will retain all rights, titles and interests in any service, technical information and / or intellectual property rights ("IPR")provided to the Client below, including, without limitation, all registered trademarks, commercial names, service marks, copyrights, computer programs, general utility programs, software, methodology, databases, specifications, system designs, applications, improvements, documentation, manuals, knowledge, formulas, hardware, audiovisual equipment, tools, libraries, discoveries, inventions, techniques, writings, designs and other intellectual property rights used or developed by DESCIFRA or its agents in relation to the provision of the service in this document and all derivative works or improvements (" DESCIFRA Technology"). Any DESCIFRA technology will not be a contracted work and the Client accepts to assign and therefore assigns to DESCIFRA all the intellectual property rights in and to the DESCIFRA Technology. In exchange for the payment of all fees and charges, DESCIFRA grants the Customer anon-exclusive, non-transferable and non-assignable license to use any IPR provided with the Services listed below, for the sole purpose of receiving saidServices.
DESCIFRA will be free to provide a similar IPR to other parties and will retain the right to unrestricted use of any information, and any related concepts, knowledge, techniques or IPRs that have been acquired or developed as a result of thisAgreement. In addition, the Customer agrees to execute and deliver all documents and perform all acts that DESCIFRA deems necessary or convenient to ensure good customer service. The customer also agrees to cooperate withDESCIFRA when it is reasonably necessary to maintain or enforce the rights ofDESCIFRA.
For the notification of any violation of rights, the following is required:
A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
Identification of the work protected by copyright that is alleged to have been infringed, or if several works protected by copyright in a single online site are covered by a single notification, a representative list of said works in that site
Identification of the material that is claimed as infringing or as subject of infringing activity and that must be eliminated or whose access must be disabled, and information reasonably sufficient to allow us to locate the material
Information reasonably sufficient to allow us to communicate with you, such as an address, telephone number and, if available, your email address
A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.
A statement that the information in the notification is accurate and, under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
For additional information regarding this procedure, please refer to 17 USC 512.
The agent designated by DESCIFRA to receive notifications of claimed infringement can be contacted by:
MAIL: 222 W. MerchandiseMart Plaza, Suite 1212, Chicago, IL 60654
8. MODIFICATIONS TO THE WEBSITE https://descifra.global/
DESCIFRA may at anytime and whenever it deems convenient, without the need to notify the user orClient, and to make corrections, additions, improvements or modifications to the content, presentation, information, services, areas, databases and other elements of said site. , without giving rise to or claiming any claim or compensation, or implying any acknowledgment of any liability in favor of the user.
Without the consent of the other party, neither party will issue any publication related to thisAgreement, unless required by law. However, either party may publicly refer to the other, orally and in writing, as Client / licensee or service provider /licensor of the other, as applicable, and DESCIFRA may use the logo and / or domain name of the Client on its website https://descifra.global/,If either party hires a lawyer to enforce the terms of this Agreement or to collect the money owed by virtue of this, the winning party shall be entitled to recover reasonable attorneys' fees, court costs and other related expenses incurred in connection therewith. The terms and the provisions contained herein, which, because of their meaning and context, are intended to survive compliance by the parties, will survive the termination of this Agreement, including, without limitation, the indemnification provisions and the performance of any paymentThis Agreement may contain defined terms that are not applicable to allServices.
10.TIME OF THE ESSENCE.
Time is of the essence with respect to all provisions of this Agreement that specify a time for performance; provided, however, that the foregoing shall not be construed to limit or deprive a party of the benefits of any grace or use period allowed in this Agreement.
Customer shall, within ten (10) days’ prior written notice from DESCIFRA (but only in connection with a sale, financing, transfer, lease or similar transaction), deliver to DESCIFRA a signed statement certifying the following information (but not limited to the following information in the event further information is reasonably required by DESCIFRA: (i) that this Agreement is unmodified and in full force and effect(or, if modified, stating the nature of such modification and certifying that this Agreement, as modified is in full force and effect); (ii) the dates to which the fees and other charges due under this Agreement are paid in advance, if any; (iii) the amount of Customer’s security deposit, if any; and (iv) toCustomer’s knowledge there are not any uncured defaults or breaches on the part of DESCIFRA under this Agreement (including, without limitation, all Addendum and Work Orders), and no events or conditions then in existence which, with the passage of time or notice or both, would constitute a default or breach on the part of DESCIFRA under this Agreement (including, without limitation, allAddendum and Work Orders), or specifying such defaults events or conditions, if any are claimed. It is expressly understood and agreed that any such statement may be relied upon by a prospective purchaser or encumbrance of all or any portion of the Data Center. Customer’s failure to deliver such statement within such ten (10) day period shall, constitute an admission by Customer that all statements there are true and correct.
The Client accepts this Contract subject and subordinated to any mortgage, deed of trust, deed of guarantee of debt, land lease or main lease of DESCIFRA, as well as to any renewal, modification, consolidation, refinancing and extension thereof. It is understood that the interest of DESCIFRA in the Customer Data Center may be that of the tenant in the field, rather than the owner. It is hereby declared that this provision is operative and no other instrument will be required to effect such subordination of this Agreement; however, within ten (10) days after DESCIFRA's written request, the Client must execute, recognize and deliver any document reasonably requested by DESCIFRA to ensure the subordination of this Agreement to any of them. Notwithstanding the foregoing, if the landlord by virtue of said lease or the owner of any of said deeds to guarantee the debt informs DESCIFRA that he wishes to demand that thisAgreement be earlier and superior to it, by means of a written request fromDESCIFRA the Client, the Client agrees to execute immediately. , recognize and deliver any document that DESCIFRA or the lessor, holder or holders consider reasonably necessary for the purposes thereof.
The user agrees to indemnify DESCIFRA, its affiliates, suppliers, vendors and advisors for any action, claim or claim (including legal fees and court costs) arising from any breach by the user (Client) at present. agreement; including, without limitation of any of the derivatives of:
a) Any aspect related to the use of the site https://descifra.global/,
b) Conduct violating this agreement by the user in the use of the website indicated.
c) The violation of applicable laws or international treaties related to the copyright or intellectual property rights of content, services or products available on or through said website.
DESCIFRA reserves the right, in its sole discretion, and without need of notice or notification to the user, to:
a) End the validity of the work order
b) Definitively terminate this agreement.
c) Termination or absence of addendum
d) Discontinue or stop publishing the website https://descifra.global/, without any responsibility forDESCIFRA, its affiliates or suppliers.
These TERMS AND CONDITIONS OF USE, as well as the additional terms, constitute the entire agreement between the parties, which DOES NOT replace any other agreement or agreement entered into previously. Any clause or provision of this agreement, as well as additional terms, legally declared invalid, will be eliminated or modified at the discretion of DESCIFRA, in order to correct its defect or defect.However, the rest of the clauses or provisions will maintain their force, obligation and validity.
e) The user accepts that the use of the site and the materials that are accessed through them; The website is provided on an "as is", "as is available" and"with all faults" basis, without any representation, warranty, guarantee or condition of any kind, express, implied or legal. Access to the website or its services may also be occasionally restricted to allow repairs, maintenance or the introduction of new information or services. DESCIFRA does not endorse, sponsor or provide preferential treatment to any website of third parties or users.
f) It is forbidden to decompile or use any type of malicious software that damages or alters the services or materials contained in the site.
16. NO WAIVER OF RIGHTS
Inactivity on the part of DESCIFRA, its affiliates or suppliers to the exercise of any right or action derived from this agreement, at no time shall be construed as a waiver of said rights or actions.
17. PERSONAL DATA.
The use of the sitehttps://descifra.global/, does not require personal data, if at any time the hosted services request them, the data will be governed by our privacy notice.We invite you to consult our privacy notice.
You and Best Buy each agree that, except as otherwise noted below, any dispute or claim arising out of or relating in any way to these Terms, or to any products or services sold.
Between you and DESCIFRA, will be resolved by binding, individual arbitration, rather than in court. Disputes and claims that are within the scope of a small claims court’s authority are exempt from this dispute resolution provision, so long as they are brought individually.
BY AGREEING TO ARBITRATION, YOU AND BEST BUY UNDERSTAND THAT EACH IS AGREEING TO WAIVE ITS RIGHT TO SUE OR GO TO COURT TO ASSERT OR DEFEND ITS RIGHTS UNDER THIS CONTRACT.THE RULES IN ARBITRATION ARE DIFFERENT. THERE IS NO JUDGE OR JURY. ALTHOUGH REVIEW IS LIMITED, AN ARBITRATOR CAN AWARD ON AN INDIVIDUAL BASIS THE SAME DAMAGES AND RELIEF AS WOULD BE AVAILABLE IN COURT, AND MUST ENFORCE THE SAME LIMITATIONS STATED IN THESE TERMS AS A COURT WOULD.
19. APPLICABLE LEGISLATION AND JURISDICTION.
This agreement will be subject to and interpreted in accordance with the laws and courts of the City of Chicago.