Use of the “NOVALYA” platform (hereinafter the “Platform“), owned by NOVALLIANCE LIMITED, a company incorporated in Ireland, registered in the Irish Companies Register under number 738197, whose registered office is located at POD 2, the Old Station House, 15a Main Street, Blackrock, A94T8P98 – IRELAND, implies unreserved acceptance of these General Terms and Conditions of Use and Sale (hereinafter the “TERMS AND CONDITIONS“) by the User (as defined below).
These TERMS AND CONDITIONS apply to purchases made through Novalya.com or through other sites to which these TERMS AND CONDITIONS are linked, of any Subscription (as defined below) or Service (as defined below) by the User from NOVALLIANCE LIMITED. In respect to such purchases, these TERMS AND CONDITIONS apply regardless of how the User accesses the Website (as defined below), including via any technologies, devices and URL by which NOVALLIANCE LIMITED makes the Website available to the User.
Please read this TERMS AND CONDITIONS carefully. Use of the Platform implies acceptance by User of these TERMS AND CONDITIONS and therefore a binding legal commitment between the User (or the business entity it represents) and NOVALLIANCE LIMITED (and its respective officers, directors, successors, and assigns) and will govern the User’s access to the Platform and all other interactions with NOVALLIANCE LIMITED related to the Platform. By signing up for a Subscription or purchasing a Service through the Website, the User confirms to have read, understood and agreed to these TERMS AND CONDITIONS in their entirety.
If the person accessing the Platform does not agree to these TERMS AND CONDITIONS, he should neither accept them, nor use the Platform nor create an account nor sign in for a Subscription nor purchase a Service offered by NOVALLIANCE LIMITED.
NOVALLIANCE LIMITED reserves the right to change and update these TERMS AND CONDITIONS at its sole discretion from time to time, among others due to the technical evolution of the Platform or of its Subscription programs or Services offers, or due to the evolution of legislation.
Use of the Platform by the User is always subject to the most recent version of the TERMS AND CONDITIONS available to the User at the time of such use. It is the User’s responsibility to consult the TERMS AND CONDITIONS, accessible from the User Account, as often as necessary and NOVALLIANCE LIMITED reccommends to User to consult the TERMS AND CONDITIONS regularly to be informed on the current applicable TERMS AND CONDITIONS.
ARTICLE 1 – Preamble
NOVALLIANCE LIMITED offers (i) a marketing automation Platform that provides the User with an automated customer prospecting system in SaaS mode (Software as a Service) designed to enable the User to promote its activities using automated tools and programs, which can be subscribed by User and (ii) Services that can be purchased by User.
ARTICLE 2 – Definitions
“Affiliate PRO Program” means a specific program offered by NOVALLIANCE LIMITD to earn additional earning opportunities under certain conditions, subject to signature of a separate agreement, namely an Affiliate PRO Agreement.
“Commission(s)” means the amount of money which can be earned by User by referring another user which signs up for a Subscription and pays the relevant Fee.
“Commissions Program” means the general program offered by NOVALLIANCE LIMITED to earn money by referring other users, detailed in article 23 below.
“Data” means:
· User Data: means all Personal Data of the User, as well as all information relating to an identified or identifiable natural person, hosted by NOVALLIANCE LIMITED and entered by the User as part of the use of the Services delivered by the Platform;
· Personal Data: means all types of information, data and content, collected and processed in the context of the use of the Services, hosted by NOVALLIANCE LIMITED, which, within the meaning of Regulation 2016/679/EU of 27 April 2016 on the protection of individuals with regard to the processing of personal data and on the free movement of such data, commonly known as the “General Data Protection Regulation” (“GDPR“), make it possible to designate or identify, directly or indirectly, a natural person;
· Processing of Personal Data: means any automated processing in whole or in part, as well as to the non-automated processing of Personal Data contained or intended to be contained in a file, as defined in Article 2 paragraph 1 of the GDPR.
“Fee(s)”: means the fee(s) to be paid to use the Platform and sign up for a Subscription. For sake of clarity Fees do not include Services.
“Platform”: means any services, content, functionality, communication channels and software and other services or features made available to the User on or through NOVALLIANCE LIMITED website or mobile application, accessible from the app.novalya.com or from other URLs where novalya.com is part of the path.
“Platform Content”: means content, data, features, and functionality, including but not limited to text, graphics, videos, logos, button icons, databases, music, sounds, images, or other material that can be viewed on the Platform.
“Price(s)” means the prices to be paid to purchase a Service.
“Prohibited Use(s)” means: (1) using the Platform in any way that violates any applicable law or regulation; (2) using the Platform to exploit, harm, or attempt to exploit or harm anyone in any way; (3) using the Platform to send, receive, upload, download, use, or re-use any material that does not comply with these TERMS AND CONDITIONS; (4) using the Platform to extract any content from the Site and Platform for a competing activity, or for recruitment purposes or for any reason whatsoever; (5) using the Platform to transmit, or procure the sending of, any unlawful advertising or promotional material, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation; (6) using the Platform in any manner that could disable, overburden, damage, or impair the Platform or interfere with any other party’s use of the Platform, including their ability to engage in real time activities through the Platform; (7) using any robot, spider or other automatic device, process or means to access the Platform for any purpose, including monitoring or copying any of the material on the Platform; (8) using any manual process to monitor or copy any of the material on the Platform or for any other unauthorized purpose; (9) using any device, software or routine that interferes with the proper working of the Platform; (10) introducing any viruses, Trojan horses, worms, logic bombs, or other material that is technologically harmful or malicious; (11) attempting to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Platform, the server on which the Platform is stored, any server, computer, or database connected to the Platform; (12) engaging in any conduct that may harm either other users of the Platform or NOVALLIANCE LIMITED, exposing even potentially them to liability; (13) impersonating or attempting to impersonate another user or any other person or entity; (14) engaging in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Platform; (15) otherwise attempting to interfere with the proper working of the Platform.
“Services”: means any and all of the services offered by NOVALLIANCE LIMITED on the Platform, including courses and events. Services include also services that will be offered from time to time by NOVALLIANCE LIMITED, which will be described when offered but nonetheless governed by these TERMS AND CONDITIONS.
“Site” or “Website”: means the website hosting the Platform, accessible at the following address: https://www.novalya.com
“Subscription”: means the signing up for using the Platform.
“User”: means the natural or legal person who holds a User account and connects to the Platform in order to use the Services.
“User Account”: means the account to be created on the Site by the User following the procedure described in article 9.1 hereof.
ARTICLE 3 – Object
These TERMS AND CONDITIONS rule: (a) the conditions, pricing and duration of Subscriptions and Services offered by NOVALLIANCE LIMITED to the User; (b) the Commissions Program (excluding the Affiliate PRO Program, subject to the signature of a separate Affiliate PRO Agreement).
The User is therefore deemed to accept all the rules stipulated herein, as well as those which may be present in any document available on the Site or Platform integrated into these TERMS AND CONDITIONS by reference and which govern his relationship with NOVALLIANCE LIMITED.
These TERMS AND CONDITIONS are enforceable for the entire duration of use of the Platform and until new TERMS AND CONDITIONS replace the present ones.
There may be legal notices on other areas of the Platform which relates to the use of the Platform, the Services and Subscription, all of which, together with these TERMS AND CONDITIONS govern User’s use of the Platform. User engages to consult such legal notices appearing on the Platform prior to any Subscription or use of the Services offered via the latter.
ARTICLE 4 – Signing up for a Subscription – free Trial Period
4.1 Signing up for Subscription
The signing up for a Subscription on the Site to benefit from access to the Platform implies a definitive commitment on the part of the User to pay the relevant Fee as well as unreserved acceptance of the entirety of these TERMS AND CONDITIONS.
The Subscription is effective when the User:
– accepts these TERMS AND CONDITIONS by ticking the appropriate box; and
– pays for his order in full under the conditions set out in article 6 of these TERMS AND CONDITIONS.
The Subscription is activated within the deadlines specified in article 7 of these TERMS AND CONDITIONS.
NOVALLIANCE LIMITED will confirm receipt and acceptance of the Subscription order by e-mail.
The data recorded in the computer system of NOVALLIANCE LIMITED constitutes proof of the entire transaction with the User.
4.2 Signing up for a free Trial Period
NOVALLIANCE LIMITED offers a free trial period for a duration which is indicated on the Site (the “Trial Period”). The signing up for a Trial Period on the Site to benefit from access to the Platform implies unreserved acceptance of the entirety of these TERMS AND CONDITIONS.
The Trial Period is effective when the User accepts these TERMS AND CONDITIONS by ticking the appropriate box and the User will be sent confirmation that the Trial Period has been activated.
By registering to the Platform for signing up for the Trial Period, the User is requested to follow the registration process as set forth in article 9.1 below, including selecting the subscription plan and selecting the duration of the subscription (the “Selected Duration”).
No Fee will be processed on the credit card indicated by User upon registration at signing up for the Trial Period: subscriptions for a Trial Period are free of charge. The User can cancel his subscription prior to the end of the duration of the Trial Period directly on his User Account or by sending an e-mail to support@novalya.com.
If the User does not cancel within the end of the Trial Period, the Subscription Fee for the Selected Duration will be billed on the credit card NOVALLIANCE LIMITED has on file. For subsequent renewals, article 8 below applies.
The data recorded in the computer system of NOVALLIANCE LIMITED constitutes proof of the entire transaction with the User.
ARTICLE 5 – Fees and Prices
Subscriptions are provided at the Fee(s) in force on the day the Subscription is signed up on the Site.
Services are provided at the Prices in force on the day the Service is purchases on the Site
The Fees and Prices are posted at the following URL: https://app.novalya.com/plans and include all taxes.
Fees and Prices may change from time to time and special offers might be available to selected Users or potential Users. All Fees are non-refundable.
ARTICLE 6 – Terms of payment
Unless otherwise ruled in article 4.2 above and in article 22 below, the Subscription Fee for the Selected Duration must be paid in full when signing up for Subscription on the Site.
The Price for the selected Service must be paid in full when placing the relevant order; access to the Service will be granted upon full payment of the Subscription Fee.
Fees and Prices are payable by credit card.
For Subscription renewals in accordance to article 8 of these TERMS AND CONDITIONS, the User agrees that, if, for any reason, the User’s credit card company declines or otherwise refuses to pay the amount owed, NOVALLIANCE LIMITED may suspend or terminate the use of the Platform and may require the User to pay any overdue Fees and other amounts incurred (including any third-party chargeback fees or penalties) by other means acceptable to NOVALLIANCE LIMITED.
ARTICLE 7 – Subscription activation
Unless otherwise indicated to the User upon registration or unless subscription is for the Trial Period, NOVALLIANCE LIMITED will immediately activate the Subscription on the User Account upon payment by credit card. Confirmation that the Subscription has been activated is sent by e-mail to the User.
ARTICLE 8 – Subscription’s Duration, Renewal and Termination
8.1 The Subscription is effective on the day it is activated by NOVALLIANCE LIMITED until the end of the Selected Duration.
8.2 No right of withdrawal is granted by NOVALLIANCE LIMITED to the User, being the activation of the Subscription immediate upon receipt of payment.
8.3 Subscriptions are renewed by tacit agreement on the first day following the end of the Selected Duration. In such event, Fees will be billed to the credit card NOVALLIANCE LIMITED has on file.
8.4 The User acknowledges and agrees that payments for renewals are due on a recurring basis in accordance with the Fee of the Selected Duration and – unless the Subscription is terminated or early terminated in accordance with article 8.5 below – and expressly authorizes the automatic payment collection terms applicable to the Selected Duration.
8.5 The User may prevent the automatic renewal by sending an e-mail to support@novalya.com containing the notice of termination. The notice of termination must be sent at least ten (10) days before the last day of the Selected Duration; in case the notice period is not met, and the User’s credit card has been debited with the relevant renewal Fee, such renewal Fee is not refundable and remains definitively acquired in its entirety by NOVALLIANCE LIMITED and the Subscription is renewed accordingly.
The User may terminate the Subscription at any time by sending an e-mail to support@novalya.com.
8.6 The User expressly acknowledges and agrees that in case of early termination of the Subscription, the Fee(s) paid for the Subscription are not refundable and remain definitively acquired in their entirety by NOVALLIANCE LIMITED.
ARTICLE 9 – Registration procedure
9.1 To use the Platform, the User must first register by following the registration process detailed on the Site and fill in the registration form available on the Site.
To successfully register, User must:
(a) identify himself and complete in good faith all the information requested in the registration form used to create a User Account, in accordance with the procedure described on the Site;
(b) select the subscription plan chosen;
(c) select the duration of the subscription (the “Selected Duration”);
(d) provide the details of his credit card;
(e) provide the details of his bank account to be paid Commissions (as per article 23 below).
Before validating the registration form, the User must check the accuracy of all the information given on the registration form, and in particular the e-mail address and password chosen and communicated, insofar as this information enables the User Account to be identified.
9.2 The User must be at least eighteen (18) years of age or the legal age of majority in the State of which he is a citizen when registering on the Site.
9.3 After registration, the User will access his User Account by logging on to the Site.
The User is obliged to maintain the confidentiality of his connection settings. In this respect, it is reminded that the User’s connection parameters are for unique and strictly personal use only.
The User is responsible for the use of his login data. The User is prohibited from lending or transferring his login data to any third party or allowing any third party to connect to his User Account.
9.4 If the User provides false, inaccurate, outdated, or incomplete information, NOVALLIANCE LIMITED shall be entitled to suspend or close the User Account and to refuse the User’s access to all or part of the Platform in the future.
ARTICLE 10 – Access to the Site and Platform – Responsibility of NOVALLIANCE LIMITED
10.1 The use and maintenance of the IT and telecommunications resources required to access the Site and Platform are the responsibility of the User, who alone shall bear the costs of use and maintenance of the IT and telecommunications resources.
10.2 NOVALLIANCE LIMITED:
– makes every effort to ensure access and proper functioning of the Site and the Platform 24/24 – 7/7;
– reserves the sole right to modify or discontinue (temporarily or permanently) the Site and/or the Platform, including any services or features therein, at any time, with or without notice and shall not be liable to the User or any third party should this right be exercised. Modifications may include, but are not limited to, changes in the subscription plans, fees’ structure, free trail periods or changes in Services. Any new features that augment or enhance the then-current services on the Platform shall also be subject to these TERMS AND CONDITIONS;
– shall not be held liable for any interruption of access to the Site and/or the Platform, whether voluntary or involuntary, it being understood that NOVALLIANCE LIMITED undertakes to use its best efforts to limit any interruptions for which it is responsible.
ARTICLE 11 – Rules for using the Platform
11.1 The User undertakes to use the Platform for lawful purposes and in accordance with these TERMS AND CONDITIONS.
11.2 Content distributed via the Platform must under all aspects, and among others: (1) comply with applicable law; (2) not infringe or invade other’s privacy; (3) not denounce or humiliate a person directly by naming them via the Site and/or Platform; (4) not include any illegal statement, in particular those of a violent, abusive, defamatory, racist, revisionist, war crimes, pedophile or sexual nature, inciting to murder, suicide, discrimination or hatred nature, etc.; (5) not include messages inciting to proselytism and displaying religious and/or political beliefs; (6) not infringe any patent, trademark, trade secret, copyright, right of publicity, or other proprietary or intellectual property right of any party; (7) not breach the security of, compromise or otherwise allow access to secured, protected or inaccessible areas of the Platform, or attempt to gain access to other networks or servers via the User Account.
Content that does not comply with these rules may be deleted by NOVALLIANCE LIMITED, which moderates the content posted on the Platform to ensure that it complies with the laws and regulations in force and with the rules set out in these TERMS AND CONDITIONS.
NOVALLIANCE LIMITED reserves the right to inform the User of any content contrary to these TERMS AND CONDITIONS and to this article 11.
11.3 The User undertakes not to use the Platform in any way that violates any applicable law or regulation or engage in any Prohibited Uses. In addition, the User represents and warrants that: (1) he will maintain in effect all licenses, permissions, authorizations, consents, and permits necessary to carry out the obligations under these TERMS AND CONDITIONS; (2) he is fully responsible for the use of the Platform by himself; (3) he is the owner or controls all rights in and to all content the User itself provides to NOVALLIANCE LIMITED; (4) he will be solely responsible for his use of the Platform, including the quality and integrity of any data and other information, including information made available to NOVALLIANCE LIMITED; (5) he will be solely responsible for the content posted on the Platform; (6) he undertakes to indemnify NOVALLIANCE LIMITED against any claims by third parties who may be injured by content posted on the Platform; (7) he will provide reasonable cooperation regarding information requests from law enforcement, regulators, or telecommunication provider.
11.4 NOVALLIANCE LIMITED reserves the right to take, at its own discretion, the appropriate measures and remedies with respect to the User’s responsibility, depending on the seriousness of the event, and/or to take itself the actions it deems necessary to maintain the reputation and integrity of the Site and the Platform (deletion of the litigious content; warning; suspension of access to the User Account in question; reporting User to the proper authorities, etc.).
11.5 The User acknowledges and agrees that NOVALLIANCE LIMITED, in its sole discretion, may suspend or terminate the User’s access to the Platform (or any part thereof) for violations of this article 11, without notice, and without any liability to the User or to any third party for any claims, damages, costs or losses resulting therefrom.
ARTICLE 12 – Termination
12.1 – Termination of access to the Platform by NOVALLIANCE LIMITED
With the exception of violations of article 11 (sanctioned as per article 11.5 above) in the event of breach of any of the User’s obligations under these TERMS AND CONDITIONS, and more generally, in the event of User’s non-compliance with these TERMS AND CONDITIONS, NOVALLIANCE LIMITED may, after formal notice sent by any means which has remained without effect for a period of ten (10) working days, definitively terminate the User’s access to the Platform, without the User being entitled to claim any compensation whatsoever.
Upon termination and regardless of the reason(s) motivating such termination, the User’s right to use the Platform will immediately cease. NOVALLIANCE LIMITED is not liable to the User or any third party for any claims for damages arising out of any termination or suspension or any other actions taken by NOVALLIANCE LIMITED with regards to the User’s Platform access.
It is expressly specified that any termination of access to the Platform by NOVALLIANCE LIMITED shall not give right to reimbursement, in whole or in part, of any Fees paid by the User.
12.2 – Termination of site registration by the User
The User has the right to request the cancellation of his registration on the Platform, upon request to NOVALLIANCE LIMITED, by e-mail sent to support@novalya.com.
NOVALLIANCE LIMITED undertakes to delete the User Account within seven (7) working days from receipt of the User’s request.
It is expressly specified that any termination of access to the Site by NOVALLIANCE LIMITED upon User’s request shall not give right to the reimbursement, in whole or in part, of any Fees paid by the User.
ARTICLE 13 – Liability of User
The User is solely responsible for the use of the tools provided on the Platform. In this respect, and in the event of an error in the use of one of the services by the User, the latter may not request any total or partial reimbursement of his subscription, unless the error is due to a technical fault on the Platform.
The User accesses the Site and uses the Platform at his own discretion and risk and acknowledges and agrees that he will be solely responsible for any damage to his computer system (or telecommunications equipment) or loss of data that results from such activities. The User agrees that NOVALLIANCE LIMITED has no responsibility or liability for the deletion or failure to store any information or content maintained or transmitted on or through the Platform.
The User acknowledges that the internet and telecommunications providers’ networks are inherently insecure. Accordingly, the User acknowledges and agrees that NOVALLIANCE LIMITED is not liable for any changes to, interception of, or loss of the User’s data while in transit via the internet or a telecommunications provider’s network.
ARTICLE 14 – Liability of NOVALLIANCE LIMITED
NOVALLIANCE LIMITED provides the User with services allowing him to automate his marketing operations and with Services, without prejudice to article 10.2 above, NOVALLIANCE LIMITED responsibility is limited to providing access to the Site and the Platform.
The Platform is provided on an “as is” and “as available” basis without warranty of any kind, either express or implied, including, but not limited to, the implied warranties of merchantability or fitness for a particular purpose, or the warranty of non-infringement. NOVALLIANCE LIMITED makes no warranty that (a) the Platform will meet the User’s requirements, (b) the Platform will be uninterrupted, timely, secure, or error-free, (c) the results that may be obtained from the use of the Platform will be effective, accurate or reliable, (d) the quality of the Platform will meet the User’s expectations or be free from mistakes, errors or defects; or (e) the Services purchased by User will meet the User’s requirements.
NOVALLIANCE LIMITED cannot be held responsible for false, misleading, or out-of-date information communicated by the User via the Platform.
NOVALLIANCE LIMITED and the User are independent parties, each acting in their own name and for their own account.
ARTICLE 15 – Third parties’ services and third parties’ contents made available on the Platform and links to other websites
The Platform may leverage or include access to third parties’ products and services, meaning any services owned and provided by a third-party vendor or a third-party service provider that NOVALLIANCE LIMITED makes available to its customers as a Service on or through the Platform. Each third-party site has its own terms and conditions and privacy policy. NOVALLIANCE LIMITED may also place links on its Site to other websites and does neither vet these websites nor have any control over their contents.
NOVALLIANCE LIMITED cannot accept any liability in respect of the use of those websites.
NOVALLIANCE LIMITED makes no warranty regarding any transactions executed through a third party or third-party services, or in connection with the Platform, and the User acknowledges and agrees that such transactions are conducted entirely at User’s own risk. Any warranty that is provided in connection with any services or content available on or through the Platform from a third party or through third parties’ services is provided solely by such third party.
The use of the third-party applications and platforms is governed by the provisions of article 16 “Personal data” below.
NOVALLIANCE LIMITED is not responsible for the third parties’ content, meaning content, promotions or offers provided by third parties or links to external third-party websites that may be accessible on the Platform.
ARTICLE 16 – Personal data
16.1 – Ownership of data transmitted by the User
Data transmitted by the User will be considered personal data within the meaning of Article 4.1 of the General Data Protection Regulation (GDPR).
NOVALLIANCE LIMITED undertakes not to alter, modify, or disclose to any third party the Data transmitted by the User.
The User acknowledges and agrees that NOVALLIANCE LIMITED may use such Data in connection with the provision of its Services and in connection with the performance of statistical or communication studies for promotional purposes, subject to compliance with the principles of confidentiality, and the mandatory rules governing the processing, storage, and use of Data, in particular when the latter are of a sensitive or personal nature.
16.2 – Lawfulness of the processing
Where NOVALLIANCE LIMITED is required to process Personal Data (within the meaning of the applicable law) collected from the User, it undertakes to:
– comply with applicable laws and regulations on Data protection, i.e., European Regulation 2016/679 on the protection of individuals regarding the processing of personal data and on the free movement of such data (GDPR);
– process such Data only if required for the purposes listed below and as authorized or required by Law;
– keep Personal Data strictly confidential;
– take appropriate organizational, physical and technical security measures to protect Personal Data;
– transfer Personal Data outside the territory of the European Union only with the prior authorization of the User and within a secure framework in accordance with the requirements of the applicable legislation, i.e. either to countries offering an “adequate” level of protection as defined by the European authorities for the protection of Personal Data (DPAs), or to entities (Affiliates, Subcontractors) that have signed standard contractual clauses as issued by the European authorities.
In this context, NOVALLIANCE LIMITED certifies that the Data are stored on the territory of the European Union.
16.3 – Obligations of NOVALLIANCE LIMITED
In connection with the provision of the Services, NOVALLIANCE LIMITED:
– provides Services that are structurally respectful of the principles of proportionality, minimization and limitation of Personal Data, ensuring that only relevant Data, as defined by the User, are processed within the Platform, for the only agreed purposes and under the control of the only persons who need to know them;
– implements, by virtue of an obligation of means, the appropriate technical and organizational measures in order to protect the Personal Data collected from the User, in a permanent and documented manner, against accidental or illegal destruction, accidental loss, alteration, distribution or unauthorized access, including in the context of the transmission of Data over a network, as well as against any form of unlawful processing or processing not included in the processing entrusted to it within the meaning of this agreement.
During the provision of the Services, NOVALLIANCE LIMITED undertakes to modify or delete, upon User’s request, any Personal Data contained in its databases, in particular in the event of an individual exercising his rights of access, correction, and erasure, so that the Data contained in the Platform is and remains accurate and lawful.
16.4 – Data security and transparency
NOVALLIANCE LIMITED will set up logical and physical access restrictions as well as the necessary network protections in accordance with the presentation of the deployed security devices, as well as any necessary action traceability device.
NOVALLIANCE LIMITED agrees to return or destroy any Personal Data in its possession or under its control in connection with the provision of the Services upon the expiration of the Subscription or in the event of termination of the agreement for any reason.
NOVALLIANCE LIMITED acknowledges that it must be able, at all times during the performance of the agreement, to account for and provide evidence of all of its systems and procedures for protecting Personal Data, minimizing its use, and ensuring that said systems and procedures comply with legal requirements.
ARTICLE 17 – Erasure of Data following termination
The User has the right to ask for deletion or removal of his Personal Data.
These rights may be exercised by contacting NOVALLIANCE LIMITED by e-mail at the following address: support@novalya.com.
ARTICLE 18 – Intellectual property
18.1 – Compliance with intellectual property rights
NOVALLIANCE LIMITED retains ownership or license of all intellectual property rights that are used to operate the Platform; all Platform Contents are covered by intellectual property rights.
Any reproduction, representation, use or adaptation, in any form whatsoever, of all or part of the Platform Contents, without the prior written consent of NOVALLIANCE LIMITED, is strictly forbidden.
NOVALLIANCE LIMITED’s failure to institute proceedings upon becoming aware of such unauthorized use does not constitute acceptance of such use and/or waiver of prosecution.
18.2 – Respect of copyright – Reproduction of the Platform
The Platform respects copyright and related rights (“Copyrights“).
All Copyrights of the protected works reproduced and communicated on the Platform are reserved worldwide.
Reproduction of all or part of the Platform on an electronic support is prohibited.
18.3 – Restrictions on use
All trademarks and other intellectual property rights on all Platform Content and on the structure of the Platform belong to NOVALLIANCE LIMITED.
No use of this content and related intellectual property rights is authorized without the prior express written consent of NOVALLIANCE LIMITED. All such rights are expressly reserved.
The User undertakes to respect the intellectual property rights of NOVALLIANCE LIMITED on all and each of the Platform Contents constituting the NOVALLIANCE LIMITED Platform and to ensure that these rights are respected by third parties.
The User undertakes to inform NOVALLIANCE LIMITED without delay of any actual infringement or any attempt at infringement of the latter’s intellectual property rights he becomes aware.
Furthermore, the User acknowledges and accepts that access to the Platform and the provision of Services does not imply any transfer or grant of intellectual property rights (trademark rights or copyright) or other rights to the User.
It is therefore strictly forbidden to reproduce, distribute, transmit, publish, allow access via a link or hypertext link, or to modify, adapt or correct the Platform in any way whatsoever without the express written authorization of NOVALLIANCE LIMITED. Failure to comply with this clause is not only a Prohibited Use of the Platform, but may result in infringement of copyright, trademark, or other intellectual property rights, which exposes the User to civil and/or criminal penalties.
ARTICLE 19 – Use of cookies
19.1 – General information
Cookies are small text files stored on User’s computer by the Site to enable or optimize its operation, and to provide information to the site owner. Cookies help us to operate the Site and improve its interactivity and our services.
NOVALLIANCE LIMITED wishes to inform the User in a clear and transparent manner about the use of cookies when he access the Site.
The User can configure the content of cookies collected on the Site by NOVALLIANCE LIMITED.
Cookies are used on the Site for various purposes, to facilitate User’s browsing, to offer User personalized content and advertising or to compile visit statistics.
A cookie is read or transmitted by the website server to User’s browser, which then stores it on User’s terminal. Each cookie is assigned an identifier which enables the sender to identify the terminal in which it is stored for the duration of the cookie’s validity or recording period.
To configure and manage cookies directly on the Site, User can use the interface NOVALLIANCE LIMITED provide.
This interface is accessible via the cookies banner that appears when User first connects to the Site.
19.2 – User’s rights
User may at any time express or modify his wishes regarding cookies and in particular regarding advertising targeting cookies set by the Site.
User can use the interface we provide via the cookies banner that appears when User first connects to the Site.
By deactivating targeted advertising cookies via this interface, User will continue to be exposed to advertising, but it will no longer be targeted according to User’s presumed preferences based on User’s browsing profile. Deactivating targeted advertising has no impact on the volume of advertising to which User is exposed, but we will no longer be able to limit the number of times the same advertisement is displayed.
19.3 – Social network sharing cookies
Certain pages of the Site contain buttons or modules from social networks that are third parties to NOVALLIANCE LIMITED. They allow User to use the functionalities of these networks and in particular to share content present on the Site with other users of these networks.
When User visits a page of the Site on which one of these buttons or modules is displayed, User’s browser may send information to the social network, which may then associate this display with User’s profile.
Social network cookies, which are not under the control of NOVALLIANCE LIMITED, may be deposited in User’s browser by these networks.
NOVALLIANCE LIMITED invites User to consult the privacy policies specific to each of these social networks, to learn about the purposes for which the browsing information they may collect through these buttons and modules is used.
19.4 – Targeted advertising cookies
Advertising cookies may be placed by NOVALLIANCE LIMITED and its service providers.
For cookies deposited by NOVALLIANCE LIMITED and its service providers User can express his preferences as specified below.
19.5 – Statistical cookies
These cookies make it possible to compile statistics on Site traffic and to detect navigation problems to monitor and improve the quality of our services.
At any time, User can set his browser to express and modify User’s wishes regarding cookies, and in particular with regard to statistical cookies. User can express his choices by setting his browser to refuse certain cookies.
If User refuse our cookies and those of our partners, User’s visit to the Site will no longer be counted in our traffic measurement tools.
User may refuse to accept cookies.
To delete User’s browser settings and modify cookies, User can use the interface we provide via the cookies banner that appears when User first connect to the Site.
19.6 – Cookie personalizing communications
The communications we may send to User (by email, sms or by phone calls) may be personalized thanks to User’s browsing profile.
The data used to establish User’s browsing profile is collected and processed on a completely anonymous basis.
User’s browsing profile takes into account:
– the pages User has visited on the Site;
– themes consulted and their frequency of consultation;
– User’s browsing profile is associated with a “personalization of our communications” cookie stored in User’s browser.
19.7 – Setting cookies on the Site
Functional cookies enable Internet users to use the Site’s functionalities and guarantee their smooth operation. These cookies do not collect data that could be used for targeting or marketing purposes.
However, NOVALLIANCE LIMITED may use three categories of cookies for this purpose:
– Statistical cookies: This category of cookies is used to compile statistics on Site traffic. When User deactivate them, NOVALLIANCE LIMITED cannot monitor and improve the quality of its services;
– Customization: This category of cookies enables NOVALLIANCE LIMITED to analyze User’s browsing on www.novalya.com in order to personalize its offers and services, on NOVALLIANCE LIMITEDs sites or through messages NOVALLIANCE LIMITED sends to User.
– Targeted advertising: This category of cookies enables NOVALLIANCE LIMITED to offer User web advertising tailored to User’s profile and interests. Disabling these cookies will have no effect on the number of ads User see.
User is therefore free to deactivate them. These settings only apply to the browser User is currently using.
ARTICLE 20 – Violation of the TERMS AND CONDITIONS
Any violation of these TERMS AND CONDITIONS authorizes NOVALLIANCE LIMITED to refuse for the future to the violating User access to the Platform and to the Services, as well as to close any User Account allowing access to the Platform and to the Services, without prejudice to the indemnities which could be claimed to the author of the aforementioned violation by NOVALLIANCE LIMITED.
ARTICLE 21 – Evidentiary value
The User acknowledges that recordings and backups (including any connection data) made on the Platform will have full evidentiary value between the User and NOVALLIANCE LIMITED. Thus, these data will be taken as proof between the Parties for any dispute.
The User therefore acknowledges the validity and evidentiary value of e-mails in its contractual relations with NOVALLIANCE LIMITED. Similarly, notifications made via the Platform are admissible as evidence.
ARTICLE 22 – Services including a fixed period free Subscription
22.1 NOVALLIANCE LIMITED may offer Services for a Price including a fixed period free Subscription as indicated on the Site.
22.2 Such offers are available only for new users and for the limited time as set out on the Site. Users or users who have in the past already benefited from a fixed period free Subscription or a Trial Period do not qualify for the offers described in article 22.1 above.
22.3 The free Subscription will be activated upon: (a) completion of the registration process as set out in article 9.1 and (b) full payment of the Price for the Service including the fixed period Subscription.
22.4 The User can cancel his Subscription prior to the end of the free Subscription period directly on his User Account or by sending an e-mail to support@novalya.com. If the User does not cancel within the end of the free Subscription Period, the Subscription Fee of the Selected Duration will be billed on the credit card NOVALLIANCE LIMITED has on file. For subsequent renewals, article 8 above applies.
22.5 The data recorded in the computer system of NOVALLIANCE LIMITED constitutes proof of the entire transaction with the User.
ARTICLE 23 – Commissions Program
23.1 Commissions
NOVALLIANCE LIMITED offers to Users the possibility to earn Commissions for each new user signing up for a Submission referred to by User and paying the relevant Fee. The amount of the Commissions may vary from time to time and are visible on the User’s dashboard.
23.2 Right to Commissions
The User must maintain an active Subscription to enjoy payment of Commissions. In the event of cancellation of his Subscription or failure to make the payment required to renew the Subscription, the User automatically loses the right to receive any Commission.
23.3 Earning of Commissions
Each commission is earned by User once the referred new user has subscribed to the Platform and paid the relevant Fee. For sake of clarity, if a new user registers for a Trial Period the Commission is due once the new user has confirmed his Subscription at the end of the Trial Period. The amount of the Commissions earned will be detailed in the User Account.
23.4 Payment of Commissions
Commissions earned by User will be paid once the accumulated total of such Commissions is equal to or exceeds EUR thirty (30,00) or USD thirty (30,00). Any Commissions below this threshold will be carried forward and accumulated until the aggregate sum of earned Commissions reaches the minimum amount required for payment.
NOVALLIANCE LIMITED shall not be held liable for: (i) delays in the collection of Commissions by the Contracting Party, for reasons not attributable to NOVALLIANCE LIMITED (including, without limitations, delays in crediting the amount to the User’s bank account); (ii) payments made to a bank account whose references have been falsely communicated by User.
Should the User fail to provide accurate payment information upon registration on the Site, the aggregate amount of Commissions due to User will be withheld by NOVALLIANCE LIMITED for a maximum period of twelve (12) months, at the end of which period the Commissions will not be paid and be forfeited.
The User is solely responsible for complying with all tax laws in his jurisdiction, including, but not limited to, the payment of all required taxes, and filing of all returns and other required documents with, the applicable governing bodies.
23.5 User’s verification
Once the Commissions earned by User reach the amount of EUR 1,000 (thousand) or USD 1,000 (thousand), the User must provide complete, current, and accurate information, by filling in the specific fields in the User Account. The User represents and warrants that all such information he might need to provide will be truthful and accurate. The User is compelled to notify in writing to NOVALLIANCE LIMITED any change of the information so provided within forty-eight (48) hours of such change and shall represent and warrant that the changed information is truthful and accurate. Notice of changes must be sent to following address: support@novalya.com.
23.6 Independent contractor
The User has no right to act on behalf of, or bind, NOVALLIANCE LIMITED in any way, nor share in the profits or losses of NOVALLIANCE LIMITED. User’s sole compensation is set forth in this article 23.
23.7 Affiliate PRO Program and no-cumulation with Commissions Program
NOVALLIANCE LIMITED offers an Affiliate PRO Program, enabling participants to it to be granted the opportunity to benefit from additional earning opportunities under certain conditions. The Affiliate PRO Program can be accessed by signing a separate Affiliate PRO Agreement. The Affiliate PRO Agreement is not cumulative with the Commissions Program.
ARTICLE 24 – Disputes – Applicable law – Jurisdiction
In the event of any dispute concerning the performance or application of these TERMS AND CONDITIONS, the disputing parties will endeavor to find a mutually satisfactory and balanced solution in good faith.
These TERMS AND CONDITIONS are governed by the laws of the Republic of Ireland.
All disputes arising out of or in connection with this contract and any agreements resulting therefrom shall be submitted to the exclusive jurisdiction of the Republic of Ireland.
ARTICLE 25 -Waiver and severability
The User agrees that a breach of these TERMS AND CONDITIONS will cause irreparable injury to NOVALLIANCE LIMITED for which monetary damages would not be an adequate remedy, and NOVALLIANCE LIMITED shall be entitled to seek equitable relief, in addition to any remedies it may have hereunder or at law.
No waiver by NOVALLIANCE LIMITED of a term or condition set forth in these TERMS AND CONDITIONS shall be deemed a continuing waiver of such term or condition or a waiver of any other term or condition. Any failure of NOVALLIANCE LIMITED to assert a right or provision under these TERMS AND CONDITIONS shall not constitute a waiver of such right or provision.
If any provision of these TERMS AND CONDITIONS is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the TERMS AND CONDITIONS will continue in full force and effect.
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