Terms and Conditions - Corporate Packages

Terms and Conditions

- Corporate Packages -

Zelist Monitor

 

Corporate Packages for social media monitoring services offered through the Zelist Monitor platform are provided and subject to the following terms and conditions:

 

Chapter I. Object of the contract

Art.1 The object of the contract is the provision of social media monitoring services offered through the Zelist Monitor platform (www.zelist.ro/monitor) based on written orders and sent by email or fax by the Beneficiary. The service package requested in writing by email or fax will be referred to as the Project, and the related services are described in the Attachment attached to this contract.

 

Chapter II. Duration and value of the contract

Art.1 This contract is concluded for a period of __ year / years, starting with the date of its signing.

 

Art.2 The value of the contract for the use of the Zelist Monitor platform will be determined by each individual project, being paid in RON by calculating according to the RON / EUR exchange rate communicated by the National Bank of Romania valid on the day of invoicing.

 

Art.3 The payment will be made within ____ days from the issuance of the tax invoice.

 

Art.4 The present contract is extended automatically if the beneficiary does not request in writing the termination of the contract with 45 calendar days before the expiry of the validity period, according to art. 1 of this Chapter but not without prior notice to the Beneficiary by the Supplier 45 days before the expiration of the contract.

 

Chapter III. Terms and conditions of payment

Art.1 The prices are calculated in EURO, the payment will be made in lei, the value of the services being calculated according to the exchange rate communicated by the National Bank of Romania (EURO / RON) valid on the day of invoicing.

Art.2 Payment of the Project's equivalent is made to account RO74 RNCB 0084 0107 8989 0001 opened on behalf of TreeWorks S.R.L. at the Romanian Commercial Bank - Mihai Bravu Branch, Bucharest.


Chapter IV. The rights and obligations of the parties

Art.1 The Beneficiary has the right to refuse to pay within the terms provided in the present contract for:

a. non-contracted services, not contracted or rendered after the contractual term without the Beneficiary's consent.

b. Inappropriate qualitative services.

c. non-observance by the Supplier of the price stipulated in the contract, if the price changes are not made according to the provisions of this contract or under the law.
 

Art.2 The parties undertake each other to execute the contractual obligations in a timely manner.
 

Art.3 For non-execution in whole or in part, or for improper execution of the obligations stipulated in the contract, the parties owe damages under the terms of this clause, points a. and b. Article 9 of the present contract:

a. In the Supplier's charge, for the delay in execution, the Supplier may owe to the Beneficiary damages amounting to 0.05% for each day of prohibition calculated at the price of the respective services, plus the coverage of any damage caused to the Beneficiary and / or to its clients within the limit the value of the contract, the value set out in the annex attached to this contract.

b. for the Beneficiary, for each day of delay in payment of products, the Beneficiary may be liable to the Supplier for damages amounting to 0.05% for each day of delay in the first 10 days, 0.1% for each day in the next 20 days and 0.15% day in the next 60 days. In order to exceed 60 days of delay, the Beneficiary owes to the Supplier 60% of the service price.

c. In the event of delays of more than 10 days from the due date of an invoice issued, the Supplier has the right to suspend the performance of the benefit until full payment of the due and outstanding amounts, as well as the right to terminate the Contract unilaterally, without any formalities, in in which case they are overdue for more than 60 days from the due date.
 

Chapter V. Ensuring service quality

Art.1 In order to ensure the quality of the services under the conditions requested by the Beneficiary, the Provider and the Beneficiary will organize regular meetings, telephone discussions and exchange of correspondence during the course of the project. The conclusions will be mentioned in periodic reports prepared by the Supplier and approved by the Beneficiary.

All facilities of the Full Service Package monitoring platform that will be developed by the Provider during the course of the contract will be accessible to the Beneficiary from the time of their public launch without additional costs.

The Provider will work diligently to expand the number of monitoring sources (blogs, Twitter accounts, online press) throughout the duration of the contract.

 

Chapter VI. Guarantees and Responsibilities

Art.1 The provider guarantees the proper functioning of the applications.

Art.2 The Supplier's liability, in respect of guarantees and liability, may not in any event exceed the total value of the contract.

Art.3. In order to fulfill the obligation stipulated in art. 1 of this chapter, the Beneficiary undertakes to notify the Provider as soon as possible if he / she encounters difficulties in using the monitoring platform at the following contact details:

E-mail: suport@zelist.ro

Phone: 021.324.14.04

Fax: 021.210.87.99

Monday to Friday from 9:00 to 17:30.

 

Chapter VII. Limitation of liability

Art.1 The Provider is not responsible for the content of the information provided by the Beneficiary and the Internet Broadcast and for how it will use the information extracted from the monitoring platform.

Art.2 The service provider guarantees an uptime of the 98% monitoring application, calculated annually.

Art.3 The Supplier assumes the coverage of any damage caused to the Beneficiary and / or to its clients, within the limit of the value of the contract, as set out in the appendix attached to this contract.

 

Chapter VIII. Privacy

Art.1 The Parties accept that all documents and information provided by each Contracting Party to the other concerning this Agreement and its execution and the information in the possession of the Parties in the course of the performance of this Agreement, including but not limited to data, information on strategies marketing, systems and technological developments, financial projects, results, information on operating modes, are considered "Confidential Information" and are the property of the party providing them. The Parties shall ensure during the performance of this Agreement the confidentiality of all information, data, documents to which they have direct or indirect access as a result of the provision of the services subject to the present contract and undertake, for a period of 1 (one) year, that they will not disclose and will not use / use such information, data, confidential documents, in whole or in part, for their own benefit or for any other purpose, except in the following situations::

a. The beneficiary may disclose to other entities belonging to the group to which the Beneficiary belongs;

b. If such disclosure is necessary for the fulfillment of the obligations under this contract;

c. If this disclosure is a legal obligation;

d. If agreed in writing in advance by both parties.

 

Art.2. Confidential information will be used by the parties only for the purpose of performing the contract and will be disclosed only to the persons involved in the performance of the contract. Both the Supplier and the Beneficiary will not disclose to the third parties (parties not involved in the execution of the contract) without the consent of the other, any confidential data or information either during the execution of the contract or after its termination, except for the situations stipulated by the law, such information to state authorities / institutions is obligatory.

 

Art.3. The confidentiality obligation extends to the Employee's employees, collaborators, and any other person who comes into contact with the Provider and who, through the nature of his or her activity, may become aware of information, data or documents relating to the Beneficiary's activity.

 

Art.4. Transmission or disclosure of information, data, documents, materials that constitute a secret of service, loss, possession of non-service duties, destruction, alteration or evasion of documents of such character, negligence resulting in one of these acts or given the possibility of another person to possess information, documents, materials that could jeopardize the interests of one of the parties, constitute serious violations sanctioned according to the laws in force.

 

Art.5. The Provider agrees that in the event of breach of the above obligations, it will be liable for the direct and / or indirect damages caused to the Beneficiary within the limit of the contractual value.


Art.6. In order to carry out the contract and in order to perform the tasks by the Supplier, the Beneficiary expresses the consent that the Provider, as a personal data operator, shall transmit for processing the necessary personal data to the third party service providers, in the to fulfill the contractual obligations. In this context, third-party vendors, as processors of personal data, concluded a Data Processing Agreement with the Provider in accordance with Article 28 of EU Data Protection Regulation 679/2016 (GDPR). Examples of third-party suppliers, without limiting our stricto sensu, as processors, may be those billing, courier, CRM web applications, emailing services, data analysis services, and so on.
 

Art.7. The breach of the confidentiality clauses entitles the parties to consider the contract terminated without further formality. The party is also entitled to seek damages from the other party.

Art.8. During the monitoring process, the Supplier is required to comply with all the conditions imposed by the third party's data providers through the API services provided by them. Thus, by creating a monitoring account within Zelist Monitor platform, the Beneficiary understands and agrees that the data provided may be subject to policy changes without the Supplier's consent and at the same time the Beneficiary agrees to comply with the terms of use imposed by third party providers of these services in accordance with their own policies, as follows:
Google Terms of Use: https://policies.google.com/terms?hl=en
Youtube Terms and Conditions of Use: https://www.youtube.com/t/terms
Instagram Terms and Conditions of Use: https://help.instagram.com/581066165581870
Facebook Terms and Conditions of Use: https://ro-ro.facebook.com/legal/terms
Twitter Terms and conditions of use: https://help.twitter.com/en/rules-and-policies 

 

Chapter IX. Termination of the contract

Art.1 The contract may be terminated by:

  1. ) the written agreement of the parties;

  2. ) termination for failure to meet the conditions or time limits provided for in the contract by one of the parties if it fails to remedy the situation within 30 days of receiving written notice from the other Party on these matters;

  3. ) cessation of activity, liquidation or bankruptcy of one of the Contracting Parties

  4.  unilateral denunciation under the conditions of Chapter XII

Chapter X. Litigation

Art.1 The parties are responsible for fulfilling all the obligations assumed by this contract, according to its provisions and according to the Civil Code and the Romanian Commercial Code.

This contract falls under the jurisdiction of Romanian laws. Any dispute arising from the performance of this contract and which can not be settled amicably will be referred to the competent courts.

 

Chapter XI. Force Majeure

Art.1 Force majeure exonerates the party invoking it.

Invoking force majeure can be done in the event of unforeseeable events occurring after the date of conclusion of the contract and the consequences of which are unjustified by the party invoking it. Such events are: war, natural calamities, strikes, legal restrictions, and any other event outside the party's control.

 

Art.2 Except as otherwise expressly provided herein, none of the parties to this contract shall be liable for the failure to execute on time and / or the right, in whole or in part, any of the obligations incumbent upon it under this contract.

Force majeure shall be communicated in writing to the other Party within 5 (five) days of occurence.

 

Art.3 Should either Party not comply with its contractual obligations within 10 (ten) weeks of the invocation of force majeure, each Party shall have the right to notify the other Party of the termination of this Agreement without any of parties may claim the other damages.

 

Chapter XII. Unilateral termination of the contract and final provisions.

Art.1 This contract may be amended only in writing, with the agreement of both parties. This agreement, together with its amendments and annexed documents, represents the will of the parties and removes any other form of verbal understanding between them, prior or subsequent to its conclusion.

Art. 2 The unilateral termination of the contract by one of the parties, without any of the grounds for termination, may be done only with a 45-day prior notice and with compensation for the other party equivalent to 75% * of the uncovered value of the contract (proportional calculation with full months until the contract would have matured).

Art. 3 Compensation for uncovered value in the event of unilateral denunciation by either party does not apply in cases where the tariffs are the rates displayed on the site: https://www.zelist.ro/monitor/pachete.