Terms of Service

1. These General Terms and Conditions of Subscription to the AccessiWay Services, together with the Order Form and the Technical Annexes of the Services constitute the entire agreement between the Parties (henceforth also the "Subscription Agreement").
   
2. The purpose of the Subscription Agreement is to regulate the relationship between the company AccessiWay Srl (p.iva 12419990010), based in Turin (TO) Via Ettore Perrone, 5, 10122 (the "Company") and the customer.
   
3. Customers who sign the Subscription Agreement confirm that they have read this document and accept its contents in full.
   
4. The Subscription Agreement is concluded for the benefit of the parties and is binding on them, their universal and particular successors.
   
5. The Subscription Agreement constitutes the integral manifestation of all understandings and agreements between the parties in relation to the subject matter and constitutes the sole source of rights and obligations between them, superseding and annulling any previous verbal, written and/or concluded agreements by concluding facts.
   
6. In the event of any discrepancy between the provisions of the various documents making up the Subscription Agreement, the following documents shall prevail in the order indicated:
   

1. Order Form;
   
2. General Terms and Conditions of Subscription to AccessiWay Services;
   
3. Technical Annexes, referred to in the link indicated in this Order Form. These Technical Annexes shall apply solely and exclusively to the AccessiWay Services purchased by the Customer and indicated in the Order Form;
   

7. Any terms and conditions included in the purchase order by the Customer, other than those stated above, shall be ineffective and shall be considered unenforceable, unless AccessiWay expressly agrees to such terms in writing. For the avoidance of doubt, the Customer's terms shall not apply, even in the event that AccessiWay executes or fulfils a Customer's order without an express objection to the terms of purchase referred to therein.
   
8. Any notice to be given under the contract shall be in writing, by registered letter with acknowledgement of receipt, with confirmation of receipt, or by certified e-mail to the address accessiway@pec.net.
   
9. Any tolerance by either party of conduct by the other in breach of the provisions contained in this Subscription Agreement shall not constitute a waiver of the rights arising from the breached provisions, nor of the right to demand the exact fulfilment of all terms and conditions contained herein.
   
10. The rights and remedies included herein are not exclusive, but are in addition to other rights and remedies available under applicable law.
    
11. The headings of the individual clauses have been placed for the sole purpose of facilitating the reading of the contract and, therefore, no account is to be taken of them for the purposes of its interpretation.
    
12. If any provision of the Subscription Agreement is found by a court or other competent authority to be invalid or unenforceable, such provision shall be deemed to be deleted from the Subscription Agreement and the remaining provisions shall remain and continue to remain in full force and effect.
    
13. The Company reserves the right to unilaterally update and/or amend the Subscription Agreement, including the Privacy Policy. Any such updates and amendments shall be effective immediately and notices thereof shall appear on the website www.accessiway.com and/or be sent to customers' email addresses.
    

1. DEFINITIONS

For the purposes of these Terms of Use, the following terms shall, unless expressly stated otherwise, be given the following meanings:

1. “Company”: means AccessiWay S.r.l.
   
2. "Customer": the company signing the "Subscription Contract".
   
3. “Parties”: means the Company and the Customer jointly;
   
4. “Subscription Agreement”: is the Agreement between the Parties, consisting of the set of General Terms and Conditions for AccessiWay Services, together with the Order Form and the Terms of Use for the Services and governing the provision of the AccessiWay Services;
   
5. “Subscription”: is the mode through which the Company offers its Services;;
   
6. "Accessibility Services”: all other services offered by the Company in order to support the Customer in the process of compliance with regulatory requirements on accessibility.
   
7. “Order Form”: means the document containing the description of the Licence Plan(s) and/or Accessibility Services purchased by the Customer.
   
8. “AccessWidget Licence”: a "Saas" software licence issued by the Company for 1 domain/web subdomain of the Customer, subject to and in accordance with these Terms of Use.
   
9. “Fee”: means the cost for the services requested by the Customer in this Order Form.
   
10. "Standard": indicates WCAG 2.1 level AA reference criteria.
    
11. "Website": means the AccessiWay website at https://www.accessiway.com/
    
12. “Material”: means any documentation, data, information or any other document provided by AccessiWay as part of the Accessibility Services;
    

15. “User(s)”: shall mean the users browsing the Customer's Internet Site.
    
16. “Consumer”: means a natural person acting for purposes unrelated to any entrepreneurial, commercial, craft or professional activity carried out.
    
17. “Activation Cost: means the cost of activating the Licence, which varies according to the number of Licences purchased.
    

2. OBJECT OF THE SUBSCRIPTION CONTRACT

1. The object of the Subscription Contract is the purchase of the Company's Services, which shall be indicated in the Order Form.
   
2. The Customer acknowledges that the Services are purchased in the form of a Subscription for the duration indicated in the Order Form.
   
3. The Services shall be governed by these General Terms and Conditions of Subscription to the AccessiWay Services and, specifically, by the Terms of Use of the Services.
   

3. DURATION AND FEES

1. The initial term of the Subscription Contract (referred to as the 'Term') is indicated in the Order Form. AccessiWay shall invoice the Fee upon signature of this Order Form by the Customer.
   
2. The Duration shall run from the signing of the Order Form itself.
   
3. At the end of the Term, the Subscription Contract, in order to guarantee constant and continuous support, will be renewed automatically, on an annual and indefinite basis, until the Customer notifies AccessiWay in writing of their intention to terminate the Subscription Contract. Such notice, must be given at least 60 (sixty) days before the end of the current contractual period, by submitting the cancellation form available at this link, to be sent to the email address amministrazione@accessiway.com.
   
4. Termination of the Subscription Agreement by the Customer, made in accordance with the foregoing, shall result in non-renewal of the Subscription Agreement and termination of all Services provided by AccessiWay upon expiry, with no further obligations for AccessiWay.
   
5. The Fee to be paid by the Customer to AccessiWay, for the Term and for subsequent automatic renewals, is set out in the Order Form.
   
6. Once the terms for payment of the Consideration have expired, the Customer shall be liable to pay, in addition to the principal, default interest without the need for a notice of default in accordance with the provisions of Legislative Decree No. 231/2002, without prejudice to the further costs provided for therein and the greater damages.
   
7. The Fee does not include:
   

1. any travel expenses - expressly requested by the client - (board, lodging, transfers, etc.), which will be budgeted in advance and billed in the final balance;
   
2. further services not expressly included in the Order Form, which may be chosen and purchased by the Customer.
   

8. Also excluded are costs and out-of-pocket expenses relating to hardware and other supplies, hosting, on-site or, in any case, off-site activities of AccessiWay, and in general anything not explicitly stated in the Order Form.
   
9. The Customer acknowledges that the digital services sector is subject to rapid technological changes, cost variations and economic fluctuations. Therefore, Customer accepts that the Fee may, if necessary, be revised and adjusted to reflect such changes. Price revision will be based on the following criteria:
   

1. Change in direct costs incurred in the provision of services by AccessiWay, including but not limited to software, hardware and personnel costs;
   
2. Technological innovations or changes in the methods of delivery of AccessiWay services that lead to an improvement in the efficiency or quality of the services;
   
3. Significant changes in the economic environment that affect the cost of AccessiWay services, such as changes in exchange rates, inflation or changes in legislation.
   

10. Any changes in the Fee shall be notified to the Customer in advance and shall come into effect as from the contractual year following such notification.
    
11. If the Customer does not wish to accept the change in the Fee, Customer may give notice of termination in the form set out in point c). 
    

4. CUSTOMER OBLIGATIONS

1. The Customer undertakes to use the Subscription Services in accordance with the Terms of Use of the Services.
   
2. The Customer is obliged to pay the Consideration, within the timeframe indicated in the Order Form. In the event of late payment of the Consideration, the Company reserves the right to suspend the Subscription at any time.
   
3. With regard to AccessiWay Services, the Customer undertakes, for the entire duration of the Subscription Agreement, not to make, directly or through third parties, any form of transfer of employees or permanent collaborators of AccessiWay, without the prior written permission of AccessiWay. In this regard, the term "transfer of employees or permanent employees" is to be understood as any proposal for employment and/or cooperation in the European Economic Area, even on an occasional basis, which the Customer makes to AccessiWay employees, directly or indirectly, through subsidiaries and/or affiliates, or through companies that control AccessiWay, or in any other way, and which is carried out for the purpose of:
   

1. Employ employees or permanent collaborators of AccessiWay to carry out similar activities to those carried out by the employee or collaborator for AccessiWay, to the detriment of AccessiWay itself; or
   
2. Engaging in acts of unfair competition within the meaning of Article 2598(3) of the Civil Code.
   

4. The parties agree that the breach of the obligation under c) shall result in the customer who is in default being liable to pay compensation for damages to AccessiWay. For this purpose, the parties stipulate the application of a contractual penalty of 100% of the RAL of the employee who is the subject of the cancellation, or 100% of the annual remuneration of the employee who is the subject of the cancellation, in addition to compensation for any further damage that the breach of this prohibition may cause.
   
5. The Customer, without prejudice to the foregoing, shall indemnify the Company for any sums that the Company itself may incur and/or be required to incur as a result of the Customer's liability, such as, but not limited to, legal fees, commissions and other costs.
   

5. LIMITATION OF LIABILITY OF THE COMPANY

1. Subject to mandatory statutory provisions, AccessiWay's overall liability to the Customer in respect of any damage suffered by the Customer is limited to an amount equal to the Fee payable by the Customer under the Subscription Agreement.
   
2. AccessiWay shall in no way be liable for any indirect, consequential or incidental, special, punitive damages, or losses of any kind (profits, contracts, data, etc.) that the Customer or any third party may suffer as a result of the Company's Services.
   
3. AccessiWay shall not be liable for any damages resulting from force majeure events or unforeseeable circumstances beyond its will and/or control.
   

6. GUARANTEES

1. The Customer acknowledges that AccessiWay may use, in the provision of accessibility software and services, material licensed under Open Source or other types of free licenses (by way of example but not limited to: WordPress, OpenCart, Wave, etc.). Therefore, the Customer acknowledges that, with regard to these types of material, AccessiWay has no liability whatsoever, including for the absence of the aforementioned features or other defects of any kind and in general for any direct or indirect damage detected. The material used is in fact used "as is" (as it is found at the time of use) without any guarantee (implicit or explicit) and without the same being guaranteed to be free of defects (obvious or hidden) or to violate any rights of third parties. The Customer undertakes to accept and comply with the terms of the aforementioned licences.
   
2. In case of purchase of the PDF Remediation Service of documents in digital format, AccessiWay is in no way responsible for the content of the PDF files sent by the Customer. In particular, the Customer acknowledges, accepts and authorises that the documentation sent may be processed by third parties during the remediation process.
   

7. INTELLECTUAL PROPERTY

1. Customer expressly acknowledges and agrees that AccessiWay, by signing the Subscription Agreement, does not transfer any intellectual property rights in accessWidget to Customer. All right, title and interest, including all intellectual property rights relating to accessWidget, belong and shall remain the exclusive property of accessiBe Ltd. Customer acquires only the non- exclusive, non-transferable and revocable right to use accessWidget in accordance with the terms of this Agreement.
   
2. AccessiWay grants Customer a limited, non-exclusive, non-transferable license to use accessWidget, solely for its internal, legitimate business purposes, subject to the terms and conditions set forth in this Agreement. This license does not include the right to do any of the following without accessiBe's prior written consent: modify, reverse engineer, decompile, create derivative works, distribute, license, rent, sell, lease, transfer, or otherwise make accessWidget available to third parties.
   
3. Customer further acknowledges that any Materials shall remain the property of AccessiWay. Customer is granted a limited, revocable, non-exclusive, non- transferable license to use such Materials solely in connection with the Accessibility Services provided by AccessiWay, and such Materials may not be used for any other purpose. This licence does not include the right to create derivative works or to use the Materials for the creation of Customer- branded services.
   
4. Customer agrees not to disclose, distribute, make available, share or otherwise transfer the Materials to third parties without AccessiWay's prior written consent. Any unauthorised use of the Materials by the Customer will constitute a violation of AccessiWay's intellectual property rights.
   
5. In the event of violation by the Customer of the provisions relating to intellectual property as specified in this Article, AccessiWay reserves the right to claim compensation for damages suffered as a result of such violation.
   
6. The Customer agrees that the provisions of this Article shall survive the termination or expiry of this Agreement for any reason whatsoever.
   

8. MAJOR FORCE

1. If a force majeure event occurs, the party that is prevented from performing its obligations shall notify the other party thereof within three (3) business days giving all relevant details and shall use its best efforts to remedy the situation immediately.
   
2. Neither Party shall be liable for any non-performance of its obligations under the Contract to the extent that performance has been hindered, delayed or prevented by an event of force majeure communicated in accordance with this Clause and the time of performance of the hindered obligation(s) shall be postponed accordingly.
   

9. AUTHORISATION TO USE THE BRAND

1. By subscribing to the Subscription, the Customer authorizes AccessiWay and all companies belonging to the team.blue N.V. group to use their brand and logo free of charge as a commercial reference and for promotional activities through the communication channels of AccessiWay and the companies belonging to the team.blue N.V. group.
   

10. ASSIGNMENT OF RIGHTS

1. The Company reserves the right to transfer its rights and obligations under these Terms of Use to third parties, provided that the Customer's rights are not adversely affected. The Customer shall in all cases be notified of the transfer.
   

11. CONFIDENTIALITY AND PROMOTION

1. Each party shall be bound, even during the course of the relationship, to keep confidential and proprietary information received by it confidential and to maintain it with security measures and care no less stringent than those applied to its own confidential information, ensuring adequate protection against unauthorised disclosure, reproduction or use. Confidential and undisclosed information shall mean that which is expressly marked as such by the Parties or which, because of its nature, is to be regarded as such.
   
2. In no way, therefore, shall each party be authorised to divulge and/or disclose the other party's confidential and proprietary information, being bound to the utmost confidentiality and security in the handling of data, information, documents, procedures and/or any other confidential and/or proprietary information pertaining to the other party's activities or even indirectly connected thereto.
   

12. APPLICABLE LAW AND EXCLUSIVE JURISDICTION

1. These general conditions of use are subject exclusively to Italian law.
   
2. The Court of Turin shall have exclusive jurisdiction, derogating from the jurisdiction of any other court, for any dispute arising from the Licence, interpretation and evaluation of the Subscription Agreement.
   

1. Les présentes conditions d'utilisation (ci-après également les "Conditions générales") visent à réglementer les relations entre AccessiWay France, société par actions simplifiées (SAS) au capital de 36.988,00€, 7 Rue du Général Henrion Bertier 92200 Neuilly-sur-Seine, et enregistrée au RCS de Nanterre sous le n°914 022 595 et le Client identifié au Bon de commande.
   
2. Clients who receive the Services (as defined below) confirm that they have read this document and accept these General Conditions, including the terms of the privacy policy https://www.accessiway.fr/politique-confidentialite.
   
3. All communications made under the Contract must be in writing, either by registered letter with acknowledgment of receipt, with confirmation of receipt, or by certified email to bonjour@accessiway.com.
   
4. The Contract is concluded for the benefit of the Parties and binds the Parties themselves, as well as their universal and particular successors.
   
5. This Contract constitutes the entire agreement between the Parties regarding the subject matter herein and replaces all previous agreements and commitments, whether written or oral, between the Parties concerning the subject of this Contract.
   
6. Failure or delay by a Party in exercising a right or remedy under this Contract or the law shall not be interpreted as a waiver of that right or remedy, nor as a waiver of any other right or remedy. The partial exercise of a right or remedy provided by this Contract or by law does not prevent the subsequent exercise of this right or remedy or any other right or remedy.
   
7. The invalidity or unenforceability of any provision of this Contract does not affect the validity or enforceability of any other provision of this Contract, which remains in effect to the extent legally possible.
   
8. The services provided under this Contract are designed for and intended for professional use and are therefore exclusively addressed to professionals, meaning any natural or legal person acting for purposes falling within the scope of their commercial activity, including when acting on behalf of or for another professional.
   
9. In case of contradiction, the provisions of the Order Form(s) prevail over the General Conditions. In case of contradiction between different Order Forms, the provisions of the most recent document prevail over older ones.
   
10. Each Party, in the performance of its obligations and duties under this Contract, shall be considered an independent contractor and not under the control and supervision of the other Party, and nothing in this Contract shall be interpreted as creating an agency, partnership, or joint venture between the Parties.
    
11. Consequently, the Client guarantees that they are contracting under the Contract as a professional.
    
12. The Client also guarantees that the signatory of the Order Form has the authority or qualification required to bind the Client under the Contract.
    
13. Prior to any subscription to the services, the Client has obtained all necessary information and advice to determine their needs.
    

DEFINITIONS

For the purposes of these General Conditions and all accompanying terms of use, and unless explicitly stated otherwise, the following terms shall have the following meanings:

1. "Company" or "Accessiway": refers to AccessiWay France, a simplified joint-stock company with a share capital of €36.988,00, located at 7 Rue du Général Henrion Bertier 92200 Neuilly-sur-Seine, and registered with the Nanterre RCS under number 914 022 595.
   
2. "Client": any person signing a Order Form and using the services or subscribing to a license from the Company.
   
3. "Contract": collectively refers to the Order Form(s), these General Conditions, as well as all terms of use of the accompanying software or services Technical Annexes associated with the software or services.
   
4. “Accessibility products provider”: AccessiWay Srl (VAT No. 12419990010), a company incorporated under Italian law with registered office at Via Ettore Perrone 5, 10122 Turin (TO), which distributes the software referred to in these General Terms and the accompanying Terms of Use to AccessiWay, and acts as the data controller for the processing activities carried out in connection with the use of the accessWidget Software.
   
5. "Accessibility Services": all services designated as such within these General Conditions and provided by the Company to support the Client in adapting to regulatory accessibility requirements.
   
6. "Order Form": a document containing the description of the license plan(s) and/or Accessibility Services purchased by the Client.
   
7. "accessWidget License": a SaaS (Software as a Service) license for one domain or subdomain of the Client's website, issued by the Company.
   
8. "Price": refers to the cost of the services requested by the Client in the Order Form.
   
9. "Standard": refers to the AA level benchmark criteria of WCAG 2.1.
   
10. "Website": refers to the AccessiWay website at https://www.accessiway.fr.
    

LIMITATION OF LIABILITY

1. Subject to mandatory legal provisions, AccessiWay’s total liability to the Client for any damage suffered in connection with the performance of the Agreement is expressly limited to an amount not exceeding the total Price owed by the Client under the Subscription Agreement.
   
2. AccessiWay shall under no circumstances be held liable for indirect, incidental, special, punitive, or consequential damages, including but not limited to loss of profit, revenue, data, contracts, or business opportunities, suffered by the Client or any third party, even if AccessiWay has been informed of the possibility of such damages.
   
3. AccessiWay shall not be held liable for any delay or failure to perform the Agreement resulting from a force majeure event, as defined in Article 1218 of the French Civil Code, or from any other event reasonably beyond its control.
   

AUTHORIZATION TO USE THE BRAND

1. The use of the Client’s trademark and logo by AccessiWay as well as by the companies of the team.blue N.V. group as a commercial reference and for promotional purposes through the communication channels of AccessiWay and the companies of the team.blue N.V. group shall only be permitted with the Client’s prior express written consent, which must be granted separately from the acceptance of these General Terms and Conditions.
   

TRANSFER OF OBLIGATIONS UNDER THE CONTRACT

1. The Company reserves the right to transfer its rights and obligations under these General Conditions to third parties, provided that the Client's rights are not negatively affected.The Client acknowledges that they may not transfer the Contract or any of the rights or obligations contained therein to third parties without the prior written consent of AccessiWay.
   

GENERAL OBLIGATIONS

1. The Parties agree to perform their respective obligations in good faith. The Client agrees to fully cooperate with AccessiWay in the performance of these obligations and to comply with all instructions or documentation provided by AccessiWay.
   

CONFIDENTIALITY AND PROMOTION

1. Each Party is required, even during the term of the relationship, to maintain the confidentiality of confidential and private information received, applying security measures and a degree of care equal to that applied to its own confidential information, ensuring adequate protection against unauthorized disclosure, reproduction, or use.
   
2. As a result, neither Party shall disclose and/or communicate confidential and private information of the other Party. The Parties agree to apply maximum confidentiality and security when processing any data, information, documents, procedures, or any other confidential or private information related to the other Party’s activities, whether directly or indirectly.
   
3. This obligation does not apply to information:
   

1. Already known by the receiving Party.
   
2. Publicly available at the time of disclosure or that becomes public without violation of this clause.
   
3. Lawfully received from a third party.
   
4. Required to be disclosed by judicial authorities, in compliance with laws and regulations, or to assert the rights of a Party in the context of the contractual relationship between the Parties.
   

4. Confidential information may be disclosed to employees, collaborators, interns, agents, and respective contractors of the Parties, provided they are subject to the same confidentiality obligation.
   
5. The Client authorizes AccessiWay to use content and information from the Consulting Services (such as images, texts, screenshots, or others) in its promotional materials, including on its website, brochures, and portfolio.
   

PAYMENT

1. The Price applicable to the Client is that stipulated in the Order Form. AccessiWay is free to offer promotional discounts or price reductions, which will be expressly indicated in the Order Form.
   
2. Invoices are issued as soon as the Client accepts the Order Form and must be paid within 30 days from the date of issue, unless otherwise specified on the invoice.
   
3. In case of non-payment or late payment, AccessiWay reserves the right to:
   

1. Declare the forfeiture of the payment term for all amounts due by the Client and demand immediate payment of all outstanding amounts.
   
2. Suspend current services until full payment of the amounts due.
   
3. Apply late payment interest equal to three times the legal interest rate, calculated on the overdue amount, plus a lump-sum recovery fee of €40, without prejudice to the possibility of claiming higher actual recovery costs.
   

1. Excluded Costs:
   

1. Travel expenses (meals, accommodation, transport, etc.), if expressly requested by the Client, will be estimated in advance and billed on a real-cost basis.
   
2. Additional services not explicitly included in the Order Form but selected and purchased separately by the Client.
   
3. Costs related to equipment and supplies, accommodation, on-site activities, or services provided outside AccessiWay's premises, and any costs not explicitly mentioned in the Order Form.
   

MODIFICATION OF THESE GENERAL CONDITIONS AND TERMS OF USE

1. The Company reserves the right to unilaterally update and/or modify these General Conditions and accompanying terms of use, including the privacy policy.Updates and modifications shall take effect immediately, and notices will be displayed on the website www.accessiway.com and/or sent to the Client's email addresses.
   
2. If the modifications result in an unreasonable increase in the price paid by the Client, the Client may reject these changes by sending a registered letter with acknowledgment of receipt within 30 days of the notification of the new terms. This rejection will result in the automatic termination of the Contract within a maximum of 30 days from receipt of the rejection letter by AccessiWay. The previous conditions will continue to apply until the end of the Contract.
   

DURATION

1. These General Conditions bind the Parties for the duration specified in the Order Form and/or the terms of use accompanying these General Conditions.
   
2. The end of the Contract will result in the loss of access to the services provided under this Contract.
   
3. Where the provision of the Services is supplied to the Client by way of a Subscription, such Subscription shall commence on the date of the Client’s acceptance of the Order Form and shall continue for the term set out in the Order Form. The Subscription shall automatically renew for successive periods equal to the initial term, from date to date, unless either Party gives notice of termination at least sixty (60) days prior to the Subscription’s expiry date.
   
4. Such notice must be given at least sixty (60) days before the end of the then-current contractual period by submitting the cancellation form available at the following link and sending it to bonjour@accessiway.com.
   

SANCTIONS FOR BREACH OF OBLIGATIONS

1. The following are considered essential obligations of the Client:
   

1. Payment of the price.
   
2. Providing complete and accurate information to AccessiWay.
   
3. Not using the services on behalf of a third party.
   
4. Avoiding any illegal, fraudulent, or harmful activities.
   

2. In the event of a breach of any essential obligation, AccessiWay may:
   

1. Suspend or terminate the Client's access to the services provided under this Contract.
   
2. Notify the appropriate authorities and cooperate with them.
   
3. Pursue legal action to claim damages or enforce remedies.
   

3. If the Client fails to fulfill a non-essential obligation, AccessiWay will notify the Client to remedy the breach within 15 calendar days. If the Client does not remedy the breach within this time, AccessiWay may terminate the services provided under this Contract.
   

DATA PROTECTION

1. Each Party collects personal data in the execution of the Contract, such as data necessary for billing, correspondence, and customer relationship management. Personal data is processed in accordance with applicable data protection laws. Data subjects have the right to access, rectify, delete, and object to the use of their personal data, as well as to request the portability of their data.
   

NON-SOLICITATION

1. The Client agrees not to solicit or recruit AccessiWay employees or stable collaborators for a period of 24 months after the end of the Contract.
   
2. A penalty equal to 100% of the employee’s annual gross salary will be applied for violations of this clause.
   

GOVERNING LAW AND JURISDICTION

1. The present Contract is exclusively governed by French law. In the event of a dispute, and if no amicable agreement is reached within 2 months, the dispute will be submitted to the exclusive jurisdiction of the courts of Paris, France, unless otherwise provided by applicable mandatory provisions.
   

1. These Terms of Use (hereinafter referred to as "Terms of Use" or "General Terms and Conditions" or "GTC") govern the relationship between AccessiWay Germany GmbH, with its registered office at Friedrichstraße 114A, 10117 Berlin (hereinafter referred to as "AccessiWay"), and the customer.
   
2. Customers who make use of the Services (as described below) confirm that they have read this document and accept these Terms of Use, including the Privacy Policy (https://www.accessiway.de/privacy-security).
   
3. All communications under the agreement must be made in writing via email.
   
4. The agreement is concluded for the benefit of the parties and is binding upon the parties themselves and their general and particular legal successors.
   
5. The agreement constitutes the full documentation of all agreements and arrangements between the parties concerning the subject matter of the agreement and is the sole source of rights and obligations between them, replacing all prior verbal, written, or implied agreements.
   
6. Any tolerance of one party towards behaviors of the other party that violate the provisions of this agreement does not constitute a waiver of the rights arising from the violated provisions, nor the right to demand the exact fulfillment of all the terms and conditions provided therein.
   

7. The rights and remedies listed herein are not exclusive and are in addition to other rights and remedies available under applicable law.
   
8. The headings of the individual clauses are solely for ease of reading and shall not be taken into account in interpreting the agreement.
   
9. If any provision of the agreement is found to be invalid or unenforceable by a court or other competent authority, that provision shall be deemed deleted from the agreement, and the remaining provisions shall remain valid and enforceable in full.
   
10. The Company reserves the right to update and/or amend these Terms of Use, including the Privacy Policy. Customers will be notified of the change via email and on the website www.accessiway.de. The change becomes effective if the customer does not object within 14 days.
    

1. DEFINITIONS

For the purposes of these Terms of Use, the following terms, unless explicitly stated otherwise, have the following meanings:

1. "Company" refers to AccessiWay GmbH.
   
2. "Customer" refers to anyone purchasing a service and/or license.
   
3. "accessWidget Software": plug-in software to enhance the accessibility of the website for which the Customer has purchased the usage license (also referred to as the "Customer's Website"), offered under the AccessiWay brand.
   
4. "Accessibility Services": refers to all other services offered by the Company to assist Customers in complying with legal accessibility requirements.
   
5. "Order Form": refers to the document containing a description of the license plan and/or Accessibility Services purchased by the Customer.
   
6. "Fee": refers to the cost of the services requested by the Customer in the Order Form.
   
7. "Standard": refers to the reference criteria of WCAG 2.1 Level AA.
   
8. "Website": refers to the AccessiWay website, accessible at https://www.accessiway.de/.
   
9. "User": refers to users visiting the Customer's website
   
10. "Consumer": as defined in Article 3, Section 22 of Directive EU 2019/882 of 17.4.2019 concerning accessibility requirements for products and services.
    
11. "Activation Costs": refer to the costs for activating the License, depending on the number of Licenses purchased.
    

LIMITATION OF LIABILITY

1. All of the following limitations of liability of the Company, as well as clauses that limit compensation or are legally equivalent to a limitation of liability, are valid and enforceable unless mandatory legal provisions provide otherwise, such as in cases of intent or gross negligence, even if not explicitly stated. As a general principle, the parties agree to exclude liability for minor negligence.
   
2. Notwithstanding the foregoing, the Customer shall indemnify the Company for all amounts the Company incurs or is obligated to incur due to the liability of the Customer, including, but not limited to, legal fees, commissions, and other costs.
   
3. The Customer acknowledges that AccessiWay, in providing software and accessibility services, may use materials licensed under open-source or other free licenses (including, but not limited to: WordPress, OpenCart, Wave, etc.). The Customer therefore acknowledges that AccessiWay assumes no responsibility for such materials, including but not limited to the absence of mentioned functionalities, any defects of any kind, and any direct or indirect damages incurred. The materials used are provided "as is" (in the condition in which they are found at the time of use), without any warranties (whether implied or explicit) and without guarantees that they are free of (apparent or hidden) defects or that they do not infringe on third-party rights. The customer agrees to accept and comply with the terms of the aforementioned OSS licenses.
4. AccessiWay shall not be held responsible for any direct or indirect damages, consequential damages, incidental damages, special damages, punitive damages, or losses of any kind (including but not limited to loss of profits, contracts, or data) that the Customer or the Customer’s Users may incur, arising from, but not limited to:

1. Any action, information, advice, or other behavior of the Customer or the Users toward third parties;
   
2. Intentional or negligent conduct or behavior by the Customer or a User that violates legal or disciplinary standards;
   
3. Actions or behavior by third parties, including cyberattacks, unauthorized physical intrusions, or force majeure events;
   
4. Network and/or server failures caused by force majeure events or unlawful actions by third parties;
   
5. Malfunctions and/or failures of hardware, products, equipment, facilities, and/or systems of any kind located at the Customer’s or User’s premises that are necessary and/or useful for the operation of one or more components of the Services;
   
6. Malfunctions and/or unavailability and/or complete or partial reconfiguration of services provided by third parties;
   
7. Malfunctions, misuse, or non-use of document templates and/or pre-compilation tools and/or other auxiliary functions provided through the consultation platform;
   
8. Any form of unauthorized access to and/or unauthorized use of the consultation service;
   
9. Suspension and/or interruption of the internet connection service by the service provider.
   

DURATION OF THE CONTRACTUAL RELATIONSHIP AND LICENSES, AND RENEWAL

1. The duration of the contract (referred to as the “Term” in the Order Form) begins on the date the Order Form is signed and corresponds to the period specified in the Order Form.
   
2. Unless otherwise stated, the Term of the contract (referred to as the “Term” in the Order Form) begins on the license activation date, or no later than 30 days after the signing of the Order Form, and is automatically renewed for the same “Period” unless terminated at least 60 days prior to the end of the contractual year. Termination must be communicated via a written notice sent to berlin@accessiway.com.
   
3. If not otherwise specified in the Order Form, the “Period” is one (1) contractual year.
   

AUTHORIZATION TO USE THE BRAND

1. The use of the Client’s trademark and logo by AccessiWay as well as by the companies of the team.blue N.V. group as a commercial reference and for promotional purposes through the communication channels of AccessiWay and the companies of the team.blue N.V. group shall only be permitted with the Client’s prior express written consent, which must be granted separately from the acceptance of these General Terms and Conditions.
   

ASSIGNMENT OF RIGHTS

1. The Customer may not transfer or assign any rights or obligations arising from this agreement to third parties without the prior written consent of AccessiWay. However, AccessiWay reserves the right to transfer or assign its rights and obligations under this agreement to third parties, provided that the Customer’s rights under this agreement are not materially affected.
   

CONFIDENTIALITY AND PROMOTION

1. Each party is obligated to maintain the confidentiality of all confidential and private information received during the business relationship. Such information must be protected with security measures and a level of care no less stringent than those applied to their own confidential information, ensuring adequate protection against dissemination, duplication, or unauthorized use.
   
2. Both parties are strictly prohibited from disclosing and/or disseminating confidential and private information of the other party. They commit to maintaining the highest level of confidentiality and security in handling data, information, documents, procedures, and/or any other confidential and/or private information that is related to, or even indirectly connected with, the activities of the other party.
   

APPLICABLE LAW AND EXCLUSIVE JURISDICTION

1. These General Terms of Use and the contractual relationship based thereon are exclusively subject to substantive law of Germany.
   
2. All disputes arising from or in connection with the contractual relationship shall fall under the exclusive jurisdiction of the court with subject-matter competence for Berlin, Germany.
   

1. These Terms of Use (hereinafter referred to as "Terms of Use" or "General Terms and Conditions" or "GTC") govern the relationship between AccessiWay GmbH, VAT No.: ATU 78124539, FN: 578579b, with its registered office at Praterstraße 1/34, 1020 Vienna (hereinafter referred to as "AccessiWay"), and the customer.
   
2. Customers who make use of the Services (as described below) confirm that they have read this document and accept these Terms of Use, including the Privacy Policy (https://www.accessiway.at/privacy-security).
   
3. All communications under the agreement must be made in writing via email.
   
4. The agreement is concluded for the benefit of the parties and is binding upon the parties themselves and their general and particular legal successors.
   
5. The agreement constitutes the full documentation of all agreements and arrangements between the parties concerning the subject matter of the agreement and is the sole source of rights and obligations between them, replacing all prior verbal, written, or implied agreements.
   
6. Any tolerance of one party towards behaviors of the other party that violate the provisions of this agreement does not constitute a waiver of the rights arising from the violated provisions, nor the right to demand the exact fulfillment of all the terms and conditions provided therein.
   

7. The rights and remedies listed herein are not exclusive and are in addition to other rights and remedies available under applicable law.
   
8. The headings of the individual clauses are solely for ease of reading and shall not be taken into account in interpreting the agreement.
   
9. If any provision of the agreement is found to be invalid or unenforceable by a court or other competent authority, that provision shall be deemed deleted from the agreement, and the remaining provisions shall remain valid and enforceable in full.
   
10. The Company reserves the right to update and/or amend these Terms of Use, including the Privacy Policy. Customers will be notified of the change via email and on the website www.accessiway.at. The change becomes effective if the customer does not object within 14 days.
    

DEFINITIONS

For the purposes of these Terms of Use, the following terms, unless explicitly stated otherwise, have the following meanings:

1. "Company" refers to AccessiWay GmbH.
   
2. "Customer" refers to anyone purchasing a service and/or license.
   
3. "accessWidget Software": plug-in software to enhance the accessibility of the website for which the Customer has purchased the usage license (also referred to as the "Customer's Website"), offered under the AccessiWay brand.
   
4. "Accessibility Services": refers to all other services offered by the Company to assist Customers in complying with legal accessibility requirements.
   
5. "Order Form": refers to the document containing a description of the license plan and/or Accessibility Services purchased by the Customer.
   
6. "Fee": refers to the cost of the services requested by the Customer in the Order Form.
   
7. "Standard": refers to the reference criteria of WCAG 2.1 Level AA.
   
8. "Website": refers to the AccessiWay website, accessible at https://www.accessiway.at/.
   
9. "User": refers to users visiting the Customer's website
   
10. "Consumer": as defined in Article 3, Section 22 of Directive EU 2019/882 of 17.4.2019 concerning accessibility requirements for products and services.
    
11. "Activation Costs": refer to the costs for activating the License, depending on the number of Licenses purchased.
    

LIMITATION OF LIABILITY

1. All of the following limitations of liability of the Company, as well as clauses that limit compensation or are legally equivalent to a limitation of liability, are valid and enforceable unless mandatory legal provisions provide otherwise, such as in cases of intent or gross negligence, even if not explicitly stated. As a general principle, the parties agree to exclude liability for minor negligence.
   
2. Notwithstanding the foregoing, the Customer shall indemnify the Company for all amounts the Company incurs or is obligated to incur due to the liability of the Customer, including, but not limited to, legal fees, commissions, and other costs.
   
3. The Customer acknowledges that AccessiWay, in providing software and accessibility services, may use materials licensed under open-source or other free licenses (including, but not limited to: WordPress, OpenCart, Wave, etc.). The Customer therefore acknowledges that AccessiWay assumes no responsibility for such materials, including but not limited to the absence of mentioned functionalities, any defects of any kind, and any direct or indirect damages incurred. The materials used are provided "as is" (in the condition in which they are found at the time of use), without any warranties (whether implied or explicit) and without guarantees that they are free of (apparent or hidden) defects or that they do not infringe on third-party rights. The customer agrees to accept and comply with the terms of the aforementioned OSS licenses.
4. AccessiWay shall not be held responsible for any direct or indirect damages, consequential damages, incidental damages, special damages, punitive damages, or losses of any kind (including but not limited to loss of profits, contracts, or data) that the Customer or the Customer’s Users may incur, arising from, but not limited to:

1. Any action, information, advice, or other behavior of the Customer or the Users toward third parties;
   
2. Intentional or negligent conduct or behavior by the Customer or a User that violates legal or disciplinary standards;
   
3. Actions or behavior by third parties, including cyberattacks, unauthorized physical intrusions, or force majeure events;
   
4. Network and/or server failures caused by force majeure events or unlawful actions by third parties;
   
5. Malfunctions and/or failures of hardware, products, equipment, facilities, and/or systems of any kind located at the Customer’s or User’s premises that are necessary and/or useful for the operation of one or more components of the Services;
   
6. Malfunctions and/or unavailability and/or complete or partial reconfiguration of services provided by third parties;
   
7. Malfunctions, misuse, or non-use of document templates and/or pre-compilation tools and/or other auxiliary functions provided through the consultation platform;
   
8. Any form of unauthorized access to and/or unauthorized use of the consultation service;
   
9. Suspension and/or interruption of the internet connection service by the service provider.
   

DURATION OF THE CONTRACTUAL RELATIONSHIP AND LICENSES, AND RENEWAL

1. The duration of the contract (referred to as the “Term” in the Order Form) begins on the date the Order Form is signed and corresponds to the period specified in the Order Form.
   
2. Unless otherwise stated, the Term of the contract (referred to as the “Term” in the Order Form) begins on the license activation date, or no later than 30 days after the signing of the Order Form, and is automatically renewed for the same “Period” unless terminated at least 60 days prior to the end of the contractual year. Termination must be communicated via a written notice sent to vienna@accessiway.com.
   
3. If not otherwise specified in the Order Form, the “Period” is one (1) contractual year.
   

AUTHORIZATION TO USE THE BRAND

1. The use of the Client’s trademark and logo by AccessiWay as well as by the companies of the team.blue N.V. group as a commercial reference and for promotional purposes through the communication channels of AccessiWay and the companies of the team.blue N.V. group shall only be permitted with the Client’s prior express written consent, which must be granted separately from the acceptance of these General Terms and Conditions.
   

ASSIGNMENT OF RIGHTS

1. The Customer may not transfer or assign any rights or obligations arising from this agreement to third parties without the prior written consent of AccessiWay. However, AccessiWay reserves the right to transfer or assign its rights and obligations under this agreement to third parties, provided that the Customer’s rights under this agreement are not materially affected.
   

CONFIDENTIALITY AND PROMOTION

1. Each party is obligated to maintain the confidentiality of all confidential and private information received during the business relationship. Such information must be protected with security measures and a level of care no less stringent than those applied to their own confidential information, ensuring adequate protection against dissemination, duplication, or unauthorized use.
   
2. Both parties are strictly prohibited from disclosing and/or disseminating confidential and private information of the other party. They commit to maintaining the highest level of confidentiality and security in handling data, information, documents, procedures, and/or any other confidential and/or private information that is related to, or even indirectly connected with, the activities of the other party.
   

APPLICABLE LAW AND EXCLUSIVE JURISDICTION

1. These General Terms of Use and the contractual relationship based thereon are exclusively subject to substantive law of Austria.
   
2. All disputes arising from or in connection with the contractual relationship shall fall under the exclusive jurisdiction of the court with subject-matter competence for 1020 Vienna, Austria.