GOLFMANAGER SERVICE PROVISION TERMS AND CONDITIONS
1. PURPOSE AND DURATION OF THE CONTRACT
1.1. Purpose of the contract.
The purpose of this contract is to establish the relation between the Client, and GOLFMANAGER, the Provider of the management software for golf courses.
1.2. Contract period.
The duration of this contract will be twelve months from the signing of this contract. After 12 months, either party can request to end the contract with a written notice of at least 30 calendar days at any time.
2. GOLFMANAGER’S OBLIGATIONS
2.1. Golfmanager’s Provision of services.
The Provider:
A.– owns the Golfmanager software and will provide it to the client though the Software as a Service (SaaS) model in exchange for a monthly fee.
B.– will make the Golfmanager Services, Golfmanager Content and Client Data available for use in accordance with these Terms.
C.– will provide the basic technical support applicable to the Golfmanager Services to the Client during office hours (Monday to Friday from 9 am to 8 pm, Spanish time).
D.- In case of incidents or emergencies, the customer will have 24/7 support.
E.– will provide materials for the Customer’s training in the use and operation of the service; if necessary, a more detailed training may be agreed, which may involve an additional cost;
F.– will ensure that the Golfmanager Services are available 24 hours a day, 7 days a week, except for: (i) planned downtime (in which case the Provider must provide advance notice), and (ii) any unavailability caused by unforeseen or unforeseeable circumstances, such as, but not limited to, fortuitous events, legal imperative, flood, fire, earthquake, civil disturbance, terrorism, strike or other labor problem, failure or delay of the Internet Service Provider, or denial of service attack.
2.2. Protection of customer data.
The Provider shall use all organizational, physical, and technical means to protect the security, confidentiality, and integrity of Client Data. These measures, among others, shall aim to prevent access, use, modification, or disclosure of Client Data by the Provider’s personnel, except (a) to provide the Golfmanager Services and to prevent or address service or technical problems, (b) by legal imperative (Legal Obligation to communicate personal data), or (c) if expressly permitted by a customer or user. The Services will be performed using equipment or facilities located in the European Union.
3. USE OF GOLFMANAGER SERVICES
3.1 Creating a user account.
Certain features, functions, parts or elements of the Platform and Golfmanager Services may only be used or accessed by Account holders. The person wishing to create an account will have to accept these Terms by clicking on “Register” or a similar button.
If several persons need to use an Account on behalf of the Client, the Client will assign to each of those persons a User. Each such User will also be subject to the restrictions set out in these Terms.
If the Client has designated Users and granted them Authorization, this authorization must be given expressly and in written by the Client and must give expressly powers to the User to act on Client’s behalf when using the Account.
3.2 Account Termination.
The Client may terminate these Terms at any time in accordance with paragraph 8 hereof. The Provider shall automatically disable the Account and permanently delete it within six months of the date of termination unless there were an inquiry or similar procedure still in operation or by court order.
3.3 Fees.
Except for the Trial Account, which has limited functionality and is for a strictly promotional use, use of an Account is subject to a Fee. At the time of registration, the Client must select the plan of their choice. The fees vary depending on the services or products included. The applicable Fee is charged in advance and the payment may be monthly or annual, depending on availability on the Platform, unless otherwise agreed. In the event of inactivity or poor use of an activated Account, the Fee will not be refundable. The Fees shown in the Annex I do not include taxes, levies or duties applicable underlaw, unless otherwise stated herein. Payment of such taxes, levies or duties shall be at the Customer’s expense.
3.4 Changing Plan.
Any Client has the right to upgrade or downgrade their current Plan. Clients on a monthly subscription can do so at any time by selecting a new Plan from the available options. Clients on an annual subscription may upgrade or downgrade at any time; On their subsequent bill they will be charged the new Fee automatically.
3.5 Acceptance of the platform.
By signing these Terms & Conditions, the Client certifies that has properly tested the platform, knows the features, functionalities and functions and accepts the Platform as it is at the moment of the signature. In case, any customized development might be needed by the Client, it must be communicated before the signature of these Terms & Conditions and the Provider will analyze its feasibility. If feasible, will communicate to the Client the timing to be developed and the cost.
4. PAYMENT OF FEES
4.1 Payments.
The payment must be done with credit card, direct debit or bank transfer.
4.2 Electronic Invoice.
The client has a 30 day period to pay the invoices from the date they are issued. If sixty (60) days after the invoice has been issued, the Client will receive a written notice to pay and given a period to comply, if the payment is not done within this period, the Provider will be authorized to disable Client’s account.
5. CLIENT DATA
5.1 Uploading Client Data to the Platform.
By uploading Client Data to the Platform, the Client authorizes the Provider to make use of the Client Data to provide the contracted services. The Client shall be responsible for the following:
a. That neither the Client nor any of their associated Users unduly create, transmit, show, or disclose said Client Data; that they do not violate these Terms; that they do not violate the rights of the Provider, other Clients or Users, persons or Organizations; that they do not prejudice the Platform (virus, worm, malware, threats, harassing, libelous or obscene messages, acts against Law or morality).
b. That the client and all Users associated with the Account have the necessary rights to use the Client Data, including the right to upload them to the Platform and make use of them through that Account.
5.2 Legal obligation to communicate personal data.
The Provider may communicate a client’s confidential information insofar as required by Law, within the established legal cases and procedures. In such a case, the Provider shall try to give the Client warning when possible.
6. CONTRACT TO PROCESS DATA
Pursuant to article 28 of Regulation (EU) 2016/379, these Terms, together with the Privacy Policy, constitute a contract to process data between the Client as Data Controller and the provider as Data Processor. The Client requests the provider to process data as stated in these terms, following the stipulations of aforesaid regulation and Spanish Data Protection Law.
6.1 Purpose and nature of data processing.
The Provider provides the Platform where the Client, as Data Controller, may collect, store, and organize personal data of persons determined by the Client. The Platform has been designed to function as a tool for the management of sport centers and online booking but insofar as is not stipulated in these Terms, the Client may choose how to use the Platform.
6.2 Duration.
The Provider shall process data on behalf of the Client if the former is providing Golfmanager Services as stated in these terms. The Provider shall delete or return all personal data to the Data Controller after the end of Service Provision related to Data Processing and shall delete any existing copies unless European Union or Member State legislation require storage for a specified period.
7. INTELLECTUAL PROPERTY RIGHTS
7.1 Content owned by Golfmanager.
After the Client has paid the Fee and become subject to these Terms, the Provider grants the Client and their Authorized Users a non-exclusive, temporary, nontransferable, non-sublicensable license to access any part of the Golfmanager Content through a browser for an exclusively personal, non-commercial use. The Users must respect all copyright and property notices that may be included in this part of the Golfmanager Content. The Client expressly acknowledges that they do not acquire any property right by accessing and downloading any copyrighted material through the Golfmanager Services or Platform. The Client may not copy, distribute, or publish any Golfmanager Content or any information obtained or derived from said content, except insofar as allowed by the Platform and the applicable Law.
8. TERMINATION OF TERMS
8.1 By the will of either party.
These Terms may be terminated by either party after 12 months by written notice to the other party of at least 30 calendar days.
8.2 For non-payment of the Fee.
If the Client does not pay a due fee, as it is described in paragraph 4.2.
8.3 For breach.
These Terms may be terminated for breach by either party by written notice from to the other party as set out below:
– if either party fails to comply with these Terms, the other party may request termination of the contract if the breach or non-performance has not been remedied within ten (10) days after receipt
of a notice from the party who has complied; or
– immediately by either party if the other party fails to perform any of its obligations.
– by the Provider, where the Client does not use the platform properly and this poses a danger to the platform or may affect the rights of third parties, including the Provider,
– by the Provider, where the Client gives access to third parties to the Services of Golfmanager, the Platform and the Content of Golfmanager without the express consent of the Provider.
9. APPLICABLE LEGISLATION AND JURISDICTION
9.1 Legislation.
These terms shall be governed and interpreted in accordance with European Union legislation.
Should a controversy, dispute or claim arise between the parties in relation to these terms, including but not limited to the formation, validity, breach, or termination thereof, the parties shall resolve such matter by amicable negotiation between them.
Should no mutually acceptable solution be found within a reasonable delay, said controversy may be referred to the courts of Bahrain.
Read and found in accordance with this document, which duplicated, leaving an identical copy to each signer.