Terms and Conditions of use of services offered through the DENTAL OPERA platform
The following terms and conditions (hereinafter “Terms and Conditions) apply to the contractual relationship between DENTAL OPERA, with registered office in Via della Ferrovia Vecchia 13, 33052 Cervignano del Friuli P.IVA e C.F. (hereinafter DENTAL OPERA) and the CLIENT.
They essentially concern the licensing of the platform and the provision of services, as defined below, identified in the order, signed and accepted by both parties.
The present terms and conditions, together with the order, the terms and conditions of each service and each other contractual document possibly recalled or/and attached, represent the contract, namely the totality of reached agreements, between the parties in connection to the supply of the platform and the services.
The present terms and conditions are available on the website DENTAL OPERA.net (website); DENTAL OPERA reserves the right to modify them at any moment and at its sole discretion,- by publishing a new version on its own website. In this case the client will be asked to accept the new terms and conditions, in order to be able to continue in using the software. It is going to be the clients task to review the applied terms and conditions and to periodically verify the added updates. The client recognizes and accepts that, in case he or she does not accept the new version of the terms and conditions, DENTAL OPERA has reserved the rights to interrupt the clients usage of the platform.
Introduction
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- DENTAL OPERA has developed an innovative software platform, which is dedicated to the provision of a management software for a dental practice (the “Platform”)
- The platform aims to simplify the management of the dental practice and to offer a better experience to the patients.
Definitions
2.1 Beyond the definitions present in other parts of terms and conditions, the terms and the expressions, listed as follows, when stated with a capital first letter, are to be understood with the significance conferred to them in the present paragraph. The terms indicated in singular form shall also be intended in their plural form and vice versa.
-Updates and development: meaning all the updates, additions, adaptations, developments,
improvements and modifications generally added to the platform by DENTAL OPERA
-Clients: meaning the company indicated in the order
-Fees: meaning the amounts, indicated in the order, which the client will pay to DENTAL OPERA or, if otherwise indicated in the order, to the distributor of DENTAL OPERA; – due to service provisions
-Access Credentials: meaning the system of authentication through which it is possible to access and use the platform, in order to benefit from the services. The identification codes and the access keys are included and provided by DENTAL OPERA to the client via mail in the registration process and associated with each user.
-DENTAL OPERA distributor: meaning the subject, by virtue of a valid contract undersigned with DENTAL OPERA, has the right to commercialize the services of DENTAL OPERA.
-License: Indicates the non-exclusive, non-transferable, temporary “SaaS” license to use the platform, which is limited to the maximum number of users indicated in the order. It is granted to the simple purpose of allowing the client to benefit from the services set forth in the order.
-Services: meaning the various services offered by DENTAL OPERA. They are regulated by the respective terms and conditions. The platform license, the further development activities, configurations, maintenance, training are included
-Order: means the form, in electronic or paper format, completed and accepted (even on-line) by the client and by DENTAL OPERA. It contains various terms and conditions specifically applicable to the services indicated in the same order. It is understood that, unless otherwise agreed between DENTAL OPERA and the client, in case of discordance amid terms and conditions, set forth the order and the provisions of the terms and conditions, the provisions of the order will prevail.
-User Profile: meaning the profile created by the user, following the procedure described later under access credentials;
-User: meaning each employee or collaborator of the client, which get authorization from the last mentioned to use the access credentials in order to be able to access and use the software so that they can benefit from the DENTAL OPERA services.
-Usage manual: meaning the manual, the client is bound to provide to each user, containing the correct usage of the platform and the services
-Parts: meaning, jointly, DENTAL OPERA and the Client.
Registration to the platform
3.1 In order to be able to use the services, it is necessary to perform a registration of an account on the platform. The registration can be conducted online by accessing the website DENTAL OPERA.net (the “Website”). The user needs to verify the technical requirements, follow the instructions and complete the required fields in the registration form (name, surname, email, phone number), by choosing a password.
3.2 The clients need to complete the registration process to the platform by creating a Practice Profile as follows:
- (a) the representative designated by the client (which is going to assume the title of administrator, as illustrated in the following article 6.2) has to previously create his own user profile, through a self-registration on the platform – previously described in article 3.1
(b) Once the first step is taken, the representative of the client has to proceed to the subscription of one more services on behalf of the client, according to the provisions of the following article 4
(c) Once the subscription is done, the representative of the client will receive a confirmation mail on the reported email address and is going to be enabled to access to the sections of the company profile.
3.3 The client is aware of the fact that the knowledge on the access credentials, gained by third parties, would enable those to possible unauthorized utilization of the platform, unauthorized benefit of services and the access of therein memorized information. The client, in any case, assumes the sole and complete responsibility of each utilization of the platform through the appointed access credentials, authorized or not. Therefore in order of maximum confidentiality and maximum diligence, the client is obliged to not concede or consent the utilization to third parties which are not explicitly authorized. DENTAL OPERA shall, in no case, be held responsible for any damage, direct and/or indirect, resulting to the client, to each user and/or third party as a consequence of failed monitoring on the part of the client and/or each user to comply with the provisions of this article.
License and Subscription plan concerning the utilization of services
4.1 After the registration, DENTAL OPERA, perchance via the distributor DENTAL OPERA, grants a non-exclusive, non-transferable and non-sublicensable license to the users, in order to access the platform and utilize the various required services;- according to the indications presents under terms and conditions.
4.2 In order to benefit from the services on the platform, DENTAL OPERA offers the possibility to clients to subscribe to various typologies of subscriptions characterized in the following link:https://www.DENTAL OPERA.EU
4.3 The clients will be able to purchase the typology of subscription for the desired number of users. In case of necessity, to assign further services or resources to the profile, the clients will be able to submit a new subscription at any moment. Modifications of the platform or various features, not currently present (among these, training services concerning the utilization of the platform), can be discussed between DENTAL OPERA and/or the distributor of DENTAL OPERA and the client.
4.4 The subscription to the services, performed by the client, will be conducted online by connecting to the website or by getting directly in contact with DENTAL OPERA through the email info@DENTALOPERA.eu and/or the chosen distributor of DENTAL OPERA. Via the submission of a subscription order, the client acknowledges and formally accepts the additional terms and conditions of the subscription in relation to the preselected services, indicated in the document. Furthermore, the client agrees to comply with the mentioned terms and conditions and the applicable legislation, in the field of the utilization of services. Moreover, the client guarantees full empowerment and authority, to enter the preselected subscription and enforce the respect of obligations (by the client), to its representative.
4.5 Considering the provided services, the CLIENT agrees to recompense DENTAL OPERA, or if otherwise indicated, the distributor of DENTAL OPERA, the fees indicated in the order, following the expected manner and time frame. Unless differently agreed with DENTAL OPERA and/or the distributor of DENTAL OPERA, the fees have to be paid monthly/annually by the client, in advance, via one of the payment methods indicated in the order. In the event of a missing or delayed payment of the fee, DENTAL OPERA reserves the right to suspend the license concerning the utilization of service and the access to the platform. The potential suspension does not impede DENTAL OPERA to request the owed equivalent from the client, in relation to the purchased subscription plan/s.
4.6 Unless differently agreed in the order, each subscription is going to automatically renew itself following the same conditions for a period equal to the one preselected whilst submitting the subscription. The cancellation can be performed by directly accessing the practice profile within the deadline, or by communicating it via email to info@DENTALOPERA.eu
4.7 The client accepts that the contractual relationship between DENTAL OPERA and the distributor of DENTAL OPERA, with the subject matter concerning the commercialization of services, may terminate in the course of the subscription duration and that, in this case: (a) DENTAL OPERA is going to communicate the termination of the contractual relationship between DENTAL OPERA and the distributor of DENTAL OPERA to the client; (b) starting from the date of the receipt of the communication – notice referred to in clause (a) which precedes – the client is bound to pay the fees directly to DENTAL OPERA or to another distributor of DENTAL OPERA, indicated by DENTAL OPERA, following the terms and manners indicated in such notice; (c) every contract in reference to the services between the client and the distributor of DENTAL OPERA, is going to be assigned as per the article 1406 c.c., from the distributor of DENTAL OPERA to the other distributor of DENTAL OPERA, indicated by DENTAL OPERA; (d) the client hereby consents, as per the article 1407 c.c., to the termination which is forecasted in clause (c) above.
4.8 DENTAL OPERA reserves the right to modify the subscription conditions of each service, including the fee owed for each subscription plan. The notice has to be sent at least 30 days in advance to the email indicated in the profile of the client. The modification will be effective to the client starting from the subsequent renewal of the subscription plan;- being understood that the client remains free in the decision, whether to renew the subscription or not.
4.9 In the event of discrepancy between the present terms and conditions of the platform utilization and the terms and conditions of each service, the last mentioned are going to prevail. The client can review the terms and conditions of services in the section, dedicated to each one of them, here: https://www.DENTAL OPERA.EU
Trial period reserved to clients
5.1 DENTAL OPERA, if applicable through the distributor of DENTAL OPERA, reserves the right to offer a free DEMO accessible via the platform to client, free of charge. The DEMO can potentially be granted prior to the registration, according to the article 3.1. which precedes if agreed upon in the order.
The platform functions accessible during the trial period correlate with those of a full account. Only throughout the purchase, the client is enabled to specify which integrable modules in the selection to add to the contract.
5.2 DENTAL OPERA may restrict the access to the DEMO with the objective to prevent wrongful utilization.
5.3 The data collected during the DEMO period, is going to be deleted from the platform after 24 hours.
Modality of utilization of the platform
6.1 The user may operate on the platform through the website, from any device, by accessing with the access credentials of the account. The equipment of suitable devices and internet connection and to maintain the access credentials confidential solely depends on the user.
6.2 In reference to the practice profile, DENTAL OPERA allows different levels of access and abilities of platform usage, variable also in the function of activated services. Currently, the system provides the following typologies: (a) Administrator: meaning the user which has the abilities to create and manage the profile after the subscription and, thereafter, connect and synchronize one or more accounts of users; The administrator will have the ability to decide which data and information can be collected and handled through the platform, as well as the modalities and the accesses to such data and information, on the part of the users connected to the profile; Furthermore, this specific user is enabled to add or remove data and information connected to the other users and can add new services and/or users by extending the subscription. At termination of the relationship between client and administrator, the client is responsible to indicated the new designated administrator to DENTAL OPERA, who shall proceed in the creation of his/her own user account, as per indicated in the article 31.
(b) Operators: representing the user account attributed by the administrator, to one or more collaborators of the client, which carry certain responsibilities which may be created and substituted at any moment through the control page of the profile. This user will possess the same capacities as those attributed to the administrator, the authority to create or delete the profile excluded, as well as, to add more users beyond the number allowed by the administrator at the time of the subscription.
(c) Non-medical Operators: meaning an account attributed by the administrator, to one or more workers of the client, which carry certain responsibilities (for example secretary);- this account can be created and substituted at any moment over the control page of the profile. This user gains the capacities to create various public or private teams, composed out of employees and/or external collaborators, with visibility of data and information concerning the subjects belonging to his/her teams.
In order to be able to operate on the platform, each figure described above, will have to proceed with the registration of a personal user account, as per article 31.
6.3 The user will be invited to connect his/her account to the profile in the platform and, therefore, will be able to gain visibility on his/her own data and information associated to the client, according to what extent the profile, to which the user is associated, permits and in line with the activated services. The user is going to be able to view the data and information of other users, always depending on the profile associated to said user and on the decisions conducted by the superordinate users (for example, the user will be able view the data of the patients, but is not allowed to cancel an appointment).
6.4 Each user which terminates the relationship to the client, gives up the right to be associated to the profile and ,therefore, is going to lose access to the data and information present on the platform. Compared to the users superordinate to the resigning user (for example, employee manager), the subject which is going to be substituting the resigning user will have a full visibility of all the data and historical information of the latter, always in line with the permitted access levels of the platform.
6.5 The client is committed to ensure that the users strive to benefit from the services offered by the platform, in accordance to what is specified in the present terms and conditions and those related to the requested services. The client will be obliged to verify the information and the contents inserted in the platform.
6.6 The client is committed to provide the user with the user manual in conjunction with the registration and to monitor the correct utilization of the platform on the part of the users. It is understood that it will be the clients duty to intervene and take the necessary measures towards users violating the present terms and conditions and/or the instructions in the usage manual.
Levels of service
7.1 Unless differently projected in the terms and conditions of each service, DENTAL OPERA will make the necessary and reasonable effort with the objective to provide 99,5% availability of services on the platform, according to the functionality limits set forth in the subscription of services, twenty-four (24) hours a day, seven (7) days a week, except for scheduled maintenance periods of the platform, communicated to the users by DENTAL OPERA with reasonable notice. DENTAL OPERA will not provide further warranties whatsoever, the guarantees of suitability of the platform included.
7.2 In the event of problems with the access or utilization of the platform, it will be possible to submit a request for support to DENTAL OPERA (through the opening of a ticket), twenty-four (24) hours a day via email to: info@DENTAL OPERA.net . DENTAL OPERA will take request and provide a feedback in the least time possible, also via the distributor of DENTAL OPERA, if applicable. Any additional and/or different terms of assistance, will apply to the services.
7.3 In order to mitigate the effects of problems which could present themselves during the use of the platform, the users agree to communicate possible malfunctions or anomalies of the platform to DENTAL OPERA in writing. The communication should be performed within twenty-four (24) hours of the detection of the anomaly and sufficient information should be provided. DENTAL OPERA is going to intervene promptly to remedy with the maximum measure possible.
Duration of the utilization of the platform
8.1 The clients may utilize the platform throughout the whole predetermined duration of the subscription and in case of more subscriptions to services, until the expiry of the last subscription. In the event of a cancellation on the part of the clients, they remain obligated to pay the fee until the chosen subscription has terminated, except if it has already been anticipated.
8.2 The users may utilize the platform throughout the whole predetermined duration of the subscription submitted by the client, within the limits of the functionalities provided by the subscription to the preselected service.
Updates and Developments
9.1 The client takes note and accepts that, where it is expedient to the unquestionable judgement of DENTAL OPERA, the updates and developments can: (i) result in the modification or cancellation of some functionalities of the platform; or (ii) consist in the substitution or migration (even partial) of the platform and the respective services.
9.2 The client exonerates DENTAL OPERA of any responsibility, connected to possible damage stemming from potential updates and developments, unless the specific damage results from willful misconduct or serious negligence on the part of DENTAL OPERA.
Intellectual property
10.1 The distinguishing logo of “DENTAL OPERA, the layout of the website, the texts, the images, the clips and any other content and information available on the website, the platform, the services, the updates and developments, as well as the derivative works, are of exclusive proprietorship of DENTAL OPERA and protected by intellectual property rights of DENTAL OPERA. Any unauthorized utilization of those constitutes violations punishable by law. The failed compliance of the present provision will result in the termination of the relationship and a subsequent interruption of the access to the platform, as per article 14.3
10.2 The license does not entail the transfer or purchase of intellectual property rights on the platform or on the services to the client.
10.3 DENTAL OPERA authorizes solely the client and the users registered to the platform to make use of the content for internal business purposes only, at the condition that the user preserves, within any copy of the content, all the indications concerning copyright and the intellectual property contained in the originals. It is not allowed to modify the content for any public or commercial purpose. The failed compliance to the present disposition, will result in the terminations of the relationship with a subsequent interruption of the access to the platform, as per article 14.3
10.4 DENTAL OPERA follows a reasonable approach to ensure that the content is accurate when published. However, the client and the users take note that mistakes and omissions can occur and that the content may be out of date. Therefore, the accuracy of the latter should not be taken for granted, instead it would be opportune to carry out the needed verifications directly with DENTAL OPERA.
10.5 The client will be able to visualize his/her own distinguishing sign in the control page and in the pages dedicated to the utilization of the platform. The client grants a license to DENTAL OPERA, concerning the usage of the respective signs on the platform, on a non-exclusive, non-transferable foundation, limited to the duration of the subscription. Furthermore, the client grants DENTAL OPERA the possibility to mention its name as a client of DENTAL OPERA on the website and to include the client in any communications presenting DENTAL OPERA services, unless a different communication was disclosed to DENTAL OPERA.
10.6 The client is going to maintain exclusive property on all data, information and files inserted and uploaded to the platform or deriving from its use. It is understood that DENTAL OPERA will be enabled to utilize this data in an aggregated modality for purposes of study, statistics and improvements of its service and the platform;- after the termination of the relationship or the subscription, sensitive data will no longer be analyzed.
Data collected via the platform
11.1 DENTAL OPERA and the clients are committed to respect the EU 2016/679 (“GDPR”) regulation in relation to the collection, the determination of purposes and modalities related to the processing of personal data of users, within the sector of services provided through the platform or otherwise connected thereto.
11.2 DENTAL OPERA will process the personal data, related to the subjects authorized to manage the business profile, in the quality of data controller. More detail concerning the processing can be gained from the information reported on the website: www.DENTAL OPERA.net
11.3 In reference to the processing of the users’ personal data, collected during the use of the Platform by the clients, DENTAL OPERA or the DENTAL OPERA Distributor will operate as data processor (“manager”) on behalf of the customer who is the data controller (“owner”), as per article 13 below. The client will deliver the information to users for any further compliance required by the GDPR or by any other applicable legislation.
Modality of data processing referred to the clients
12.1 In order to enable clients to use the provided services through the platform, the manager will process – also in an automated manner – the following categories of personal data of the patients:
- (a) Personal data of the user, user data related to the medical management of patients;
12.2 The manager/data processor agrees to:
- (a) conduct exclusively the processing of personal data necessary to ensure accessibility of the platform, without prejudice to the possibility of utilizing the data in an anonymous and aggregated manner for purposes of study, statistics or improvement of its services and the platform. Beyond that, the possibility to process data, by virtue of legal obligation or in order to comply with orders originating from the competent authorities. stays unaffected
(in this case, the manager will immediately inform the owner of the existence of such an obligation or order, unless prohibited for reasons of public interest);
- (b) adopt adequate security measures to (i) ensure the confidentiality of personal data of which the data processor becomes aware, whilst utilizing the platform and (ii) to erase or, at least, to minimize the risk of (accidental) distribution or loss of personal data, of unauthorized access and unauthorized or improper processing. The measures must consider the state of the art and technical progress, the risks connected to the processed personal data and their nature. For example, the data processor, if necessary, will be able to put in place the following measures: (i) the pseudonymization and the encryption of the personal data; (ii) the capacity of ensuring confidentiality, integrity, availability and the access to the personal data in the event of a physical or technical accident: (v) the periodic verification of the effectiveness of the technical and organizational measures, with the purpose to ensure the safety of processing;
- (c) Assist the data controller, if requested and after the discussion of the respective commitment, in order to. (i) follow up on requests to exercise the rights of the interested party, or (ii) to ensure the respect of obligations on the part of the data controller, as per the articles 32 and 36 of the GDPR, taking the nature of the processing and the available information to the data processor, into account (for example, the data processor can aid the data controller with the data protection impact assessment, if necessary, during the previous consultation with the supervisory authority.);
- (d) Provide copies or allow the transfer of data in standard format (SQL, CSV, XML.), at no additional cost to the owner to other platforms, provided that the request is conducted by the data controller in writing via mail to info@DENTAL OPERA.net within ninety (90) days of the termination of the relationship, it being understood that the data processor could provide help to the data controller, in order of the execution of the migration, if requested and after the discussion of the respective undertaking and costs;
- ( e) Make all personal data in his/her possession pseudo-anonymized after ninety (90) days from the termination of the utilization of the platform, unless the legislation requires the conservation of the personal data and without prejudice to the possibility of continuing to utilize the data in an anonymous and aggregated manner; Beyond that, it is understood that DENTAL OPERA is going to preserve and process the personal data related to users, in the capacity as holder of the data, as per article 12.2 above;
- (f) Allow the data controller to carry out the duty of supervision, by giving feedback about the reasonable requests and ensuring the data controller and/or the subjects appointed by the latter from time to time (as long as not being in competition with DENTAL OPERA), the possibility to perform adequate verification on the processing of data. It is understood that the verifications will be conducted, first instance, by the data controller via the collection of information and documentation and that access to the premises of the data processor may only be carried out, if strictly necessary for control purposes. In this case, the parties will discuss the timing and modalities of control, in order to preserve the continuity of the DENTAL OPERA business, its confidential information and the confidential information of other clients;
- (g) Identify the individuals authorized to process data, providing them with adequate instructions and insuring that the instructions given are properly followed;
- (h) Rapidly inform the data controller of any requests on information or documents from the control authority or other competent authorities, by providing the necessary assistance;
- (i) Observe the additional and reasonable instructions given by the owner from time to time, by promptly reporting those not acceptable because deemed to violate privacy regulations.
12.3 DENTAL OPERA will process and store the personal data within the EEA. The personal data may be transferred to countries outside the EEA, if requested or authorized by the data controller. In this case, the modalities of transfer, the country of destination, the legal basis allowing said transfer and the subsequent security measures to be taken, including mechanisms to ensure a proportionate level of protection, will be discussed (for example, the signing of standard contractual clauses).
12.4 The owner grants the manager a general authorization to use sub-recipients. The list of the sub-recipients is available from the owner upon request.
12.5 DENTAL OPERA shall ensure in any case that sub-recipients comply with data protection requirements, as per article 12 and in accordance with the applicable privacy legislation.
12.6 DENTAL OPERA additionally shall ensure, when applicable, the punctual adoption of the measures referred to in the provision of the Italian data protection authority “measures and precautions stipulated to data controllers using electronic instruments in connection to the functions of a system administrator” November 27th, 2009 (and subsequent modifications and integrations) .
12.7 If the data processor believes, or has reasonable grounds to believe, that illicit processing or illicit collection, access, utilization, loss, misappropriation, destruction or disclosure of personal data has been conducted via the platform, the data processor agrees to:
- (a) promptly notify the owner and, in any case, within 48 hours of the discovery;
- (b) promptly adopt measures suitable to remedy the violation, providing the owner with the useful information and the necessary collaboration, in order to implement an intervention plan to cope with the situation.
12.8 Similarly, the holder is committed to promptly notify DENTAL OPERA on the detection of an unauthorized access, use or reproduction of platform data, contrary to the present terms and conditions. DENTAL OPERA will immediately take action, in order to remedy with the maximum measure possible.
Prohibitions
13.1 The licensed platform remains the exclusive property of DENTAL OPERA, with respect to all intellectual property rights, including rights enforceable under copyright or other dispositions concerning the software, the source codes, the applications and the documentations integral to the platform and services and its respective components, the printed materials related thereto and any copies of the software. The client and the users have to comply with each technical restriction to be found on the platform, allowing them to use the platform only in certain ways. In no case shall the client and users circumvent the present technical restrictions on the platform, sell, rent, transfer, license, distribute, modify, decompile or expose the platform or services to reverse engineering. Furthermore, it should never be attempted to figure out the source code of the platform or create derivative works based on the platform;- publish the platform for others to duplicate, unless allowed by DENTAL OPERA. Additionally, the client and the users agree not to utilize the platform for any purpose other than those projected for the functionality of the platform or for illicit, fraudulent, deceptive purposes. Beyond that, they agree not to utilize it in violation or to the detriment of the rights of others or to what is provided for in the present terms and conditions. The failure to comply with this provision, will result in the termination of the relationship with a subsequent interruption of the access to the platform, as per the following article 14.3.
13.2 The client guarantees not to be a direct competitor of DENTAL OPERA and not to access to the platform with the aim of monitoring the availability, the services or the functionalities of it;- or for any other monitoring or competitive reason. The failed compliance at the present disposition, will result in the termination of the relationship with a subsequent interruption of the access to the platform, as per the following article 14.3.
13.3 The client agrees to hold DENTAL OPERA and/or the DENTAL OPERA distributor indemnified towards any claim made against DENTAL OPERA from a third party, alleging that the content of the client and the users, or the utilization of the services of the platform on the part of the client or the user, in violation of the present terms and conditions, infringe or configure a wrongful misappropriation of the rights of a third party and violate the applicable legislation and therefore, shall reimburse DENTAL OPERA and/or the DENTAL OPERA distributor for each damage and for reasonable attorney fees, incurred by DENTAL OPERA in connection with the respective claim. The failure to comply with this provision, will result in the termination of the relationship with a subsequent interruption of the access to the platform, as per the following article 14.3
Consequences of the violation of the present terms and conditions and termination
14.1 DENTAL OPERA has the right to suspend the user account created by the user and, therefore, to prevent and/or interrupt the access and the utilization of the services of the platform, in case of violations of the present terms and conditions.
14.2 DENTAL OPERA may proceed with the removal of illicit, misleading or fraudulent content, previously inserted (on the platform) by a user, notwithstanding that DENTAL OPERA will not monitor, nor does it have an obligation to monitor, content posted by users.
14.3 DENTAL OPERA will be entitled to terminate the relationship with the client and therefore, naturally, also with the user. The termination, with immediate effect, leads to the interruption of the access to the platform through a written notice to the client. In the event of a violation on the part of the latter, without prejudice, in any case, the compensation of the damage can be requested: article 10.1 (violation of the intellectual property rights of DENTAL OPERA); article 10.3 (violation of the copyright and the intellectual property rights on the content and the utilization of the content for public or commercial reasons); article 13.1 (violation of the prohibition of exploitation and prohibited and not conform utilization of the platform, in line with the present terms and conditions); article 13.2 (violation of the prohibition of the platform utilization for competitive or monitoring related reasons); article 13.3 (failure to comply with the indemnity obligation).
Limitations of liability concerning the utilization of the platform
15.1 The client and the users utilize the services offered by the platform at their own risk and will be solely responsible for their type of usage;- including the cases in which such usage occurs in violation of any applicable legislation.
15.2 The user will be liable if an access to the platform is verified with his/her access credentials, whenever such an access results as a consequence of his/her negligence, omission or voluntary act.
15.3 DENTAL OPERA will not be responsible for possible malfunctions of the website, the app and the platform in general – which emerge as a consequence of problems with devices used by the client or the users, or problems with the internet connection, as well as if due to force majeure. In said cases, DENTAL OPERA will not reimburse any malfunction indemnity, nor will it provide any form of assistance.
15.4 DENTAL OPERA will not be liable for content, data and information inserted on the platform by the client or his/her employees and/or external collaborators or by users, nor will DENTAL OPERA exercise any control concerning the utilization of the platform by users.
15.5 Except in the cases of intentional misconduct or serious negligence, DENTAL OPERA will not be liable for any damage, profit loss, data loss or indirect or consequential damage of any kind, nonetheless resulting from the usage of the platform.
15.6 Without prejudice to the preceding sections of this article 15, in relation to any other possible request for compensation or indemnity resulting from the present terms and conditions. DENTAL OPERA will be liable to the extent of a 100% of the fees paid by the client in the last 12 months (taxes excluded).
15.7 The platform and the services (including the related documentation) are provided “as is”, without any warranty concerning the results and satisfaction of the client and the users or concerning the achievement of the goals set in relation to sales or other similar objectives. Therefore, DENTAL OPERA does not give any explicit or implicit warranties including, without any limitation, the implied warranties of commerce or fitness, for a specific purpose different from what is expected in the present terms and conditions. The risk deriving from the utilization or the services of the platform, including any possible loss of income and loss of revenue, remains in charge of the client.
15.8 DENTAL OPERA will not be responsible for the correction of errors, not reproducible by it via the unmodified service or errors caused by: the failure to implement all the updates and additions provided (by the client), modifications to the operating system or to the environment that negatively affect the platform. Alterations of additions to the platform on the part of providers different from DENTAL OPERA, utilization of the platform on the part of providers different from DENTAL OPERA, utilization of the platform in a not compatible manner with the purposes for which it is originally designed, accident, negligence, improper use of the platform.
Confidentiality
16.1 The users and DENTAL OPERA and/or the DENTAL OPERA distributor, hold the authority to use each other`s confidential information only in connection to the purposes of the present terms and conditions and they agree to maintain the respective information confidential, unless the receiving party is required to disclose said confidential information by law, regulation or as a consequence of a public and/or governmental authority request.
16.2 The article 16 does not apply to information, lawfully owned by the receiving party previous to the registration to the platform and to information that has become public knowledge after the registration, for reasons other than the violation of confidentiality obligations.
16.3 The client ensures to embody the owner and/or legitimately dispose of all information (texts, data, news, signs, images, sounds and much more) inserted into the platform and/or during the utilization of services, as well as ensuring that these in no case violate, directly or indirectly, any third party rights and is bound not to enter data that can`t be disposed of, as previously regulated. The client maintains the ownership of all entered information and explicitly assumes any broad liability, such as civil or criminal liability, with respect to the content of the mentioned information;- and relieves DENTAL OPERA from any obligation, and/or burden of investigation, and/or direct or indirect control in this regard.
Communications
17.1 The client shall provide DENTAL OPERA and/or the DENTAL OPERA distributor with contact information and an email address, to which notices are to be sent, and is committed to immediately notify DENTAL OPERA and/or the distributor of DENTAL OPERA in the event of the modification of said information or to alter the own profile.
17.2 DENTAL OPERA may conduct the communications (i) via a notice published on its website, (ii) via an e-mail to the e-mail indicated by the client and (iii) through a registered letter with return receipt to the contact information submitted.
17.3 The client will be able to communicate with DENTAL OPERA at any point, via email or through a registered letter with return receipts to the contact information provided by DENTAL OPERA.
Applicable Legislation and Jurisdiction
18.1 The present terms and conditions are regulated by and interpreted in accordance with the Italian law.
18.2 Whatever litigation deriving from or in connection to the present terms and conditions, will be referred to the exclusive jurisdiction of the Court of Udine.
Miscellaneous
19.1 The present terms and conditions are drafted in Italian and a translation to English will be provided, in order to benefit the user. In the event of inconsistency between the two versions, the Italian version will prevail.
19.2 DENTAL OPERA will have the right to concede the relationship with the client or its subscription contract in its entirety to an affiliated company or in the case of a merger, acquisition, corporate reorganization;- or transfer of all, or substantially all, of DENTAL OPERA`s assets.
19.3 The client hereby gives consent, as per and in accordance with article 1407 c.c., to the assignment by the DENTAL OPERA distributor to DENTAL OPERA (or to a different DENTAL OPERA distributor designated by DENTAL OPERA) of any contract for services, between the client and the DENTAL OPERA distributor that ceases, for any reason, to be an authorized DENTAL OPERA distributor.
19.4 The present terms and conditions were last updated on January 15th, 2021. As per and in accordance with the article 1341 and 1342 c.c., I declare to have properly understood and agree to the following articles: 3.5 (Limitation of liability for credential utilization); 4.6 (automated subscription renewal); 4.7 (assignment of contract); 4.8 (modification to the conditions of the subscription); 7 (service levels); 9 (updates and developments); 10 (Intellectual property); 13 (Prohibitions) 14 (Consequences of the violation of the present terms and conditions and termination); 15 (Limitation of liability concerning the utilization of the platform); 16 (Confidentiality); 18.2 (Venue); 19.3 (Assignment of DENTAL OPERA distributor`s contract to DENTAL OPERA)
