Terms and conditions of Nibol

I. PREMISES AND DEFINITIONS

1. Introduction

1.1 The general conditions of use of the Nibol Platform ("Conditions of Use") apply exclusively to the software called "NIBOL" today operating in the cloud through the nibol domain. com and the related App ("Nibol Platform"). 


1.2 Nibol srl (VAT number 04684200969) with registered office in Via A. Campanini 4, 20124 Milan (MI), PEC: nibol@pec.it, is the sole owner of intellectual property rights and any other rights otherwise qualifiable, on the Nibol Platform. 


1.3 These Terms of Use establish the terms and conditions of use of the Nibol Platform, which we invite you to read carefully before using the Nibol Platform.


1.4 Following the registration on the Nibol Platform and the point & click acceptance of these Terms of Use, you accept all parts of the same and undertake to abide by the terms.


2. Definitions

2.1 For a complete understanding and acceptance of these Terms of Use, the definitions attributed to the main terms used in this document, both in the singular and in the plural, are given below:

2.1.1 "Account Business": account on the Nibol Platform owned by a company, organization, or another legal person, for the management of the bookings of Company Spaces by its employees and in general to use the Services of the Nibol Platform.

2.1.2 "App": means the application service for mobile devices, tablets, and other devices and the interfaces of application programs for using the Services;

2.1.3 "Terms of Use": means these terms and conditions of membership and use of the Nibol Platform by Users;

2.1.4 "Conditions of Service": means the conditions of service of the Nibol Platform between Nibol and the company, organization, or other legal entity represented by the Legal Admin User;

2.1.5 "Content": means any textual or multimedia element present on the Nibol Platform, including, by way of example, advertising, descriptions, reviews, documents, texts, software, scripts, codes, drawings, graphics, photos, sounds, music, videos, applications, interactive features, articles, news, sketches, animations, stickers, general graphics, and other content means any textual or multimedia element present on the Nibol Platform, 

2.1.6 "User Content": means any textual or multimedia element uploaded by the User to the Nibol Platform, including, by way of example, descriptions of spaces, descriptions of spaces and services present in the spaces, the building plan, and in general documents, texts, graphic elements in general.

2.1.7 "Contract": means the contract concluded between Nibol and the User based on these Terms of Use;

2.1.8 "Data Processing Addendum": means the contract that governs the processing of personal data by Nibol in the provision of the Services under the Conditions of Service;

2.1.9 "Privacy Policy": means the communication with which Nibol informs Users of the processing of personal data carried out, under art. 13 and 14 of Regulation (EU) 2016/679 ("GDPR");

2.1.10 "Modules": sections of the Nibol Platform that can be managed by the Admin User following the creation of a Business Account;

2.1.11 "Nibol": means Nibol Srl, with registered office in Via A. Campanini 4, Milan, Italy - VAT number: IT10683870967, e-mail address: general@nibol.com, PEC address: nibol@pec.it, which manages the Nibol platform;

2.1.12 "Nibol Safe": Service of the Nibol Platform which allows companies holding a Business Account to carry out the verification of the Covid 19 green certification (so "Green Pass") towards dependent through the Nibol Platform;

2.1.13 "Nibol Platform": means the platform, including the Website, the mobile site, and the App that Users can access following the creation of the Business Account;

2.1.14 "Reservation": means the reservation in a Company Space by a User; 

2.1.15 "Role": means the attribution to Users additional rights, powers, or faculties for the basic booking function of Company Spaces;

2.1.16 "Services": means the services of the Nibol Platform which the Users can use;

2.1.17 “Website”: means the website www.nibol.com, including all related sub-domains and any other website through which Nibol makes the Services available;

2.1.18 "Company Space": means a workstation or other spaces managed by the company that holds a Business Account, which can be the subject of a Reservation by Users;

2.1.19 "Data Controller": means the natural or legal person, public authority, service, or other body which, individually or together with others, determines the purposes and means of the processing of personal data under art. 4. par. 1, no. 7 GDPR. 

2.1.20 "User": means any natural person user who has an account on the Nibol Platform;

2.1.21 "Legal Admin User": means the individual who - on behalf of a company, organization, or other legal entity - has the rights, powers, and faculties to bind the legal entity he represents to the Conditions of Nibol Platform Service;

2.1.22 "User Admin": means the User who has the powers to set the functions of the Nibol Platform and manage the accounts of other Users;

2.1.23 "Visitor": people who are not employees and external to the company who owns an Account Business, whom Users can invite to the Company Spaces through the Nibol Platform.


II. NIBOL PLATFORM, SERVICES, AND CONTENT

3. Purpose of the Nibol Platform

3.1 The purpose of the Nibol Platform is to allow companies holding a Business Account to manage Company Spaces, to make them available to their employees (Users) Company Spaces, and in general to allow the use of connected services.


3.2 Through the Platform, it is possible to create different types of users to which a specific Role corresponds (such as, for example, the “Admin”, “Delivery Manager” or “Employee”). Only the Admin User has the powers to assign a Role to Users. 


4. Obligations and rights of Nibol relating to the Nibol Platform Nibol

4.1 Nibol undertakes to provide Users with access to the Nibol Platform and any other related applications.


4.2 Nibol undertakes to always keep the Nibol Platform up-to-date and functioning, except for the necessary interruptions due to maintenance or updating or any other technical reason. Maintenance interventions that may prevent connection to the Nibol Platform will be promptly communicated by Nibol, except in the case in which interventions are required which, due to their particular urgency, do not allow the aforementioned notice to be given.


4.3 In its capacity as technical-operational manager, Nibol reserves the right to modify, suspend or interrupt, at any time, the operation of the Nibol Platform and/or all or part of the Services and related functions, giving, where possible, adequate notice to Users. 


4.4 In the same quality as above, Nibol reserves the right to remotely access the Nibol Platform to provide technical support to the User and if necessary to change the Nibol Platform settings.


4.5 Nibol also reserves the right to modify and/or redesign, at its sole discretion, at any time even after the User's registration, all or part of the Nibol Platform, including the Contents, their organization, the graphic interface, as well as the format, layout, fonts and any other element (technical, graphic, etc.), as well as to improve and optimize the use of the Services, including by introducing them of new ones. Nibol will notify Users of any changes to the Nibol Platform.


5. Services of the Nibol Platform

5.1 Following the reaction of the Business Account, the Admin User can, through the Nibol Platform, among others:

5.1.1 set up and manage the functions of the Nibol Platform Modules,

5.1.2 invite the employees of the company he represents to register to the Nibol Platform as Users;

5.1.3 manage and make the Company Spaces available to Users;

5.1.4 set up business and billing information;

5.1.5 deactivate User accounts;

5.1.6 activate the Nibol Safe service.


5.2 Users, following the invitation to connect to the Nibol Platform received by the Admin User, through Nibol, can, among others, view and book workstations at the Company Spaces and use the Services available to them from the company that holds the Business Account. 


5.3 As the manager of the Nibol Platform, Nibol does not own, create, sell, resell, make available, control, manage, offer, rent or supply Company Spaces.


5.4 Nibol offers the Services by subscription ("Subscription") based on different packages designed and customized by Nibol according to the specific needs of the company and taking into account the number of Users that the company intends to invite on the Nibol Platform ("Offer "). The Business Offer is sent to the company after the Trial Period.


6. Contents and industrial property rights

6.1 Contents and industrial property rights of Nibol relating to the Nibol Platform

6.1.1 All contents of the Nibol platform, including trademarks and distinctive signs, commercial names, images, logos, as well as the graphic interface and organization of the Nibol platform itself and any other content relating to the Nibol platform, are owned by Nibol or by third parties from which Nibol has obtained the license for the contents, and are protected by the laws in force regarding industrial and intellectual property rights and others read. Nibol reserves all rights not expressly illustrated in these Terms of Use.

6.1.2 By accessing or using the Nibol Platform, the User will not acquire any license or ownership rights in the Contents, including trademarks, trade names, logos, or other industrial and intellectual property rights, except as indicated below.

6.1.3 Without prejudice to the User's compliance with the Terms of Use and all applicable legal provisions, Nibol grants Users a limited, personal, revocable, non-exclusive, non-sublicensable, and non-transferable license to: (i) download and use the App and the Nibol Platform on your personal device and (ii) access and view the Contents of the Nibol Platform, exclusively for the purpose for which they are intended and only for the time in which such Contents are normally made available to the public by Nibol. Nibol reserves the right to monitor the use that the User makes of the Contents and to modify or revoke the license granted at any time and for any reason, also prohibiting any further access to the Contents. The User is authorized to view and use the Contents, within the limits of the foregoing, exclusively for personal non-commercial use.

6.1.4 Nibol's consent to use the Nibol Platform Content does not constitute a waiver of any of Nibol's rights in the Content.

6.1.5 Apart from the specific rights of use granted by Nibol about the Nibol Platform, the User undertakes not to use, copy, modify, decode, translate, display, distribute, download, transmit, sell, create derivative works or exploit otherwise the Content, including User Content (unless it is a Content legally posted by the User), without the prior written consent of Nibol.

6.1.6 Unauthorized use of the Contents may constitute a violation of copyright, trademark, or other rights protected by intellectual property laws and may result in the provision of criminal or civil penalties for the User.


6.2 User content and industrial property rights

6.2.1 The User grants Nibol a non-exclusive, non-revocable, royalty-free, perpetual, sub-licensable, transferable and globally valid license on any User Content (including images, or any concept or idea contained therein) published, in any way and form, on the Nibol Platform or connected to the Nibol. User Content will not be returned and Nibol will not be liable to users for the loss, modification, or destruction of the transmitted content.

6.2.2 The User undertakes not to share through the Nibol Platform any Content that: (i) is fraudulent, false, misleading (directly or through omission or failure to update information) or misleading; (ii) is defamatory, libelous, obscene, pornographic, vulgar or offensive; (iii) promotes discrimination, intolerance, racism, hatred, harassment or harm to groups or individuals (iv) is violent or threatening or promotes violence or threatening actions against people or animals; (v) promotes illegal or harmful activities or substances or (vi) that is, for any reason, illegal.

6.2.3 Nibol does not moderate User Content through the Nibol Platform and reserves the right to remove User Content at any time at its sole discretion. The deleted User Content may remain in Nibol's systems and on the Nibol Platform to the extent that the User Content has been made public or shared with others who have not deleted it unless the User or the person concerned does not request the deletion of personal data by applicable law.

6.2.4 The User is fully and exclusively responsible for the use of the Nibol Platform as regards, among other things, the functions of publication, consultation, management, and use of User Content, the functions of contact with other Users.

6.2.5 In the event of a dispute by third parties regarding the User Content and/or the User's conduct through the Nibol Platform, the User assumes full responsibility and undertakes to indemnify and hold Nibol harmless from any damage, loss or expense and/or claim that may arise in this regard and/or from the violation of the provisions of this clause 6.2.5. In any case, Nibol reserves the right to modify and/or remove the User Contents.


6.3 Advertising on the Nibol Platform and Links to Third

6.3.1 The Nibol Platform may also contain links to third-party websites or resources ("Third-Party Services"). Such Third-Party Services may be subject to different terms and conditions and different data protection practices. Nibol is not responsible for the availability or accuracy of such Third Party Services or the content, products, or services available through such Third Party Services. Links to such third-party services do not constitute an endorsement by Nibol of such services.


III. CREATION OF ACCOUNTS, CONCLUSION OF CONTRACT WITH USERS, AND RESERVATION OF SPACES

7. Creation of Business Account

7.1 To use the functions and Services of the Nibol Platform, the first User must log on to www.nibol.com and register on the platform itself by creating an account by the provisions of the following art. 8. 


7.2 This first User will subsequently be asked to create the Business Account, by entering the data relating to the company for which the creation of the account is requested. Once the Business Account is created, a free trial period of fourteen (14) days (“Trial Period”).


7.3 At the end of the trial period, Nibol will send the Business Offer to the company holding the Business Account. Once the Business Offer has been accepted, the Legal Admin User must sign the Terms of Service, which incorporate the Data Processing Addendum (together, the “Service Agreement”), to activate the Subscription.


7.4 The Legal Admin User who signs the Services Agreement declares and guarantees that he has the authority to legally bind the legal person on behalf of which he acts and to grant Nibol all the authorizations and licenses provided for in these Terms of Use.


8. Registration and adhesion to the Nibol Platform

8.1 To use the functions and services of the Nibol Platform, each User must register on the platform itself, by creating his account.


8.2 The User guarantees that all the data provided during the registration procedure are and will always be true, precise, and complete and undertakes to keep them always updated, relieving Nibol from any claim and/or damage that may derive from the violation of this clause 8. 2.


8.3 The User has the responsibility to keep and keep confidential their access credentials which are intended as personal and must be used exclusively by the User. The User undertakes to keep them secret and to ensure that no third parties have access to them and to immediately inform Nibol if he suspects or becomes aware of their improper use or undue disclosure.


8.4 It is forbidden to create multiple accounts for a single User and it is forbidden to assign or transfer your account.


8.5 Each User is the only person responsible for the activities carried out by him within his account unless such activities have been carried out without the User's authorization.


8.6 All users who intend to access and join the Nibol Platform are required to carefully read the Terms of Use, save them or print them for future reference.


8.7 At the first access to the Platform, Users must necessarily accept point and click these Terms of Use of the Nibol Platform and the Privacy PolicyBy accepting through "point and click", the User declares to have read and understood, and therefore to expressly approve, all the clauses contained in the Conditions of Use, accepting with the successful registration on the Platform, confirmed by communication by email, to be contractually bound. 


8.8 The use of the Nibol Platform and the related Services by the User is subject to full compliance with the Conditions of Use and/or any other notes, legal notices, information published or referred to on the Nibol Platform itself.


9. Suspension and Cancellation of the Business

9.1 In case of violation of one or more provisions of these Terms of Use and/or of the applicable legal provisions and/or of the obligations undertaken, Nibol reserves the right to suspend or close and cancel the Account Business at any time and without notice. The suspension will be communicated via e-mail and is prearranged for the identification and resolution of the problems that caused it. The suspension will cease when, in the unquestionable judgment of Nibol, such problems can be considered resolved. In the absence of a solution to the problem that has arisen, Nibol will have the right to terminate the contract.


9.2 During the suspension, Users will not be able to use the Services and, in this regard, they expressly declare and guarantee that they will in no way hold Nibol responsible for any damage that may arise to Users following the suspension of the account and that, consequently, they will not take they any action (not even for damages) against Nibol, which renounced as of now.


9.3 The User expressly declares and guarantees that will not hold Nibol, in any way, responsible for any damages, including loss of earnings, out of pocket expenses, loss of earnings, emerging damage, loss of chance, which may arise from the suspension and/or closure and cancellation of the User's account and consequently, it will not proceed, in any way, to request such damages, renouncing as of now any related action.


9.4 The Admin User has the power to suspend and cancel his own account and that of each individual User. 


10. Booking company spaces

10.1 The User can book a Company Space, through the appropriate section of the Nibol Platform. 


10.2 The User's Reservation is instant and to be considered confirmed. Once the Reservation has been made, the User can receive a confirmation notification via the Nibol Platform, only if he has enabled this function in the account settings, containing the details of the Reservation such as, among others, the date of the Reservation, the Duration of the Booking, User data, description of the Space.


10.3 Nibol is a subject unrelated to the employment relationship between the company and the User and is, Nibol, exempt from any liability inherent in and/or deriving from the said relationship and/or from the Reservation.


10.4 Against the Reservation, the User acquires the right to access, occupy and use, even if not continuously, the Space for the period indicated at the time of the Reservation and for the purposes indicated in these Terms of Use.


10.5 This Reservation will not be subject to any payment for the User, as the Reservation of Corporate Spaces is a Service that Nibol provides to the company based on the Services Agreement.


IV. GENERAL PROVISIONS 

11. Privacy

11.1 About the processing of personal data carried out by Nibol as Data Controller through the Nibol Platform, please refer to the provisions of the Privacy Policy available on the website www.nibol.com/privacy-policy which is an integral part of these Terms of Use.


12. Transfer of the contract 

12.1 Users may not in any way and any form transfer the Contract to third parties, even partially, without the written consent of Nibol.


12.2 Nibol expressly reserves the right to transfer the Nibol Platform to third parties, whether for consideration or free of charge, in whole or in part, or to grant them any rights connected to the Nibol Platform itself.


12.3 If Nibol intends, at its sole discretion, to make use of the option referred to in the previous point, it will notify Users by publishing it in a specific section of the Nibol Platform.


13. Disclaimer of Warranty

13.1 The Nibol Platform, including the Contents, is provided "AS IS" ("as is") and Nibol makes no express or implied warranties about the Nibol Platform, its accuracy, adequacy, usefulness, and reliability.


13.2 Nibol has no control and does not guarantee the correctness or accuracy of the User Content nor the fulfillment of the obligations imposed on the Users or the compliance of the Users' conduct with the current legal provisions.


14. Disclaimer of Nibol's liability

14.1 Under no circumstances will Nibol be held liable for direct or indirect, incidental or consequential damages, such as - by way of example and not limited to - loss of earnings, loss of business and/or commercial opportunities deriving from the use of, or the inability to use, the Nibol Platform or resulting from the performance of the Services or the conduct of other Users (online or offline), from any User Content or from any other activity relating to the use of the Nibol Platform, including if it Nibol has been advised of the possibility of such damages.


14.2 Under no circumstances will Nibol be held liable for damages deriving from the malfunction of the Nibol Platform, directly or indirectly, attributable to conduct or omissions of the hosting provider and/or in the case of errors, omissions, and inaccuracies in the data transmitted, not even in the event of interruptions, suspensions, delays and anomalies in the management of the Nibol Platform, even if deriving from technical problems unless they are directly and immediately attributable to a malicious or grossly negligent behavior of it Nibol.


14.3 Under no circumstances can Nibol be held responsible for the fulfillment of the obligations arising from the employment relationships between the company holding a Business Account and the Users.


14.4 Under no circumstances can Nibol be held responsible for the usability and use of the Spaces by Users, as Nibol cannot be considered responsible for, by way of example and not limited to, interruptions and/or inconveniences in the Internet connection offered at the Spaces and/or for damage caused by the User to the Spaces and/or to goods and/or people present at the Spaces.


14.5 Users undertake to indemnify and hold Nibol harmless from any claim and/or damage that may arise, even out of court, from such conduct or, in any case, as a result of the use of the Nibol Platform and/or its possible applications.


14.6 The provisions of this art. 14) are not intended to limit Nibol's liability in violation of national legislation in force, nor to exclude it in cases where it cannot be under such legislation.


15. Termination of the contract by Nibol 

15.1 Nibol may terminate this Contract by law under art. 1456 cc in case of violation by the User of the following provisions of the Conditions: 6.1.5 and 6.1.6 ("Contents and Industrial Property Rights of Nibol relating to the Nibol Platform"), 8 ("Registration and adhesion to the Nibol Platform"), 11 ("Privacy"), 12.1. (“Prohibition of transfer of the contract”).


15.2 Nibol may also terminate this Agreement with immediate effect and without notice in the event of: (i) non-payment of the consideration provided for in the Services Agreement; ii) violation of applicable laws, regulations, third party rights; (iii) the need to protect the personal safety or property of Nibol, its Users or third parties.


15.3 In any case of termination of the Agreement by Nibol, Nibol may block access to the Nibol Platform and may in no way be held responsible for the consequences deriving from the closure of the account.


16. Force majeure

16.1 Nibol cannot be held responsible for the failure or delayed fulfillment of its obligations, due to circumstances beyond its reasonable control Nibol due to force majeure events, or, in any case, to unforeseen and unforeseeable events and, in any case, independent of his will.


16.2 The fulfillment of the obligations by Nibol will be considered suspended for the period in which events of force majeure occur.


17. Applicable law - Jurisdiction - Online dispute resolution for consumer users 

17.1 These Conditions are governed exclusively by Italian law.


17.2 Any dispute relating, among others, to the application, interpretation, execution, violation, resolution, and validity of these Conditions will be devolved to the court of the place where Nibol has its registered office, any different provision being understood by agreement to be waived, except in cases where which the law provides for exclusive jurisdiction in case the User is a consumer.


17.3 In addition, if the User is a consumer resident in the European Economic Area, the User may resolve in a non-judicial way any dispute that may arise about the Conditions through the "Online dispute resolution" platform made available by the European Commission, which Nibol accepts if required by law.


18. Final clauses

18.1 The Contract constitutes the only agreement between Nibol and the Users concerning the matters mentioned and described therein. The Contract cancels and replaces any previous deed, document, written and/or verbal agreement between the Parties on the same matters regulated herein, having overall effectiveness and value.


18.2 The invalidity of one or more clauses or paragraphs contained in the Agreement will not affect the remaining provisions of the Agreement or any part thereof. If one or more of these clauses or paragraphs are declared invalid by a final decision, decree or sentence, this agreement will be interpreted as if such invalid clauses or points have not been inserted therein.


18.3 These Conditions remain valid and effective even if Nibol decides to sell the Nibol Platform to third parties for consideration or free of charge, or grant them any right concerning the Nibol Platform itself.


18.4 Nibol reserves the right to modify the Conditions at any time, by publishing the new terms and conditions on the Nibol Platform and updating the "Last update date" that appears at the beginning of this present Nibol will also send to Users, by email, a notice of the changes, at least thirty (30) days before the effective date of the changes. The User who does not intend to accept the new terms and conditions may withdraw from this Agreement with immediate effect. Nibol will inform Users of their right to withdraw from the Agreement in the notification email. Access to and use of the Nibol Platform for seven (7) days from the publication of the terms and conditions as amended will constitute acceptance of the terms and conditions of the Agreement as amended.