General terms & conditions of use of the Genesy AI platform

Last updated: July 8th, 2024

The following General Terms & Conditions are entered into by and between GENESY SALES SOLUTIONS, S.L, a Spanish nationality company with registered office in 08012-Barcelona, Avenida De La Riera De Cassoles 5, 5º, 1ª, and VAT number B-44767572, and the party identified as the Client in the GENESY AI Platform.

The following Terms & Conditions set out the legal framework for the use of the GENESY AI Platform. We recommend that you read them carefully, as, together with the Privacy Policy to which reference will be made, they constitute the rules governing its use.

In order to complete the registration, access and use of the GENESY AI Platform, you must expressly accept the following Terms & Conditions.

1. Definitions

  • ACCOUNT: refers to the interface hosted on the GENESY AI Platform edited and operated by GENESY AI that allows the User to access the Services depending on the Subscription taken out.
  • CLIENT: Refers the individual or legal entity that contracts the Services provided by GENESY AI.
  • CRM: Refers to the Client’s Customer Relationship Management software.
  • DATA CONTROLLER: Refers to the Client, who determines the purposes, conditions and means of the processing of the Personal Data of the Data Subject.
  • DATA PROCESSOR: Refers to GENESY AI, who processes the Data of the Data Subject on behalf of the Data Controller. The Data Processor carries out data processing activities but does not determine the purposes or means of the processing.
  • DATA SUBJECT: Refers to a natural personal or legal entity whose Personal Data is being processed.
  • GDPR: Refers to the regulation (EU) 2016/679 of the European Parliament and of the Council of April 27, 2016, regarding the protection of individuals with regard to the processing of personal data and the free movement of such data, and repealing Directive 95/46/EC.
  • GENESY AI: refers to GENESY SALES SOLUTIONS, SL, a company with registered office in 08012-Barcelona, Avenida De La Riera De Cassoles 5, 5º, 1ª, with VAT number B-44767572, e-mail address: info@genesy.ai and registered in the Mercantile Register of Barcelona.
  • GENESY AI PLATFORM: refers to the GENESY AI developed computer platform accessible as a SAAS over https://genesy.ai/ website; via which the Services are provided.
  • PARTIES: Refers jointly to GENESY AI and the Client.
  • PAYMENT METHOD: Refers to the allowed methods to make the payment of the Subscription.
  • PERSONAL DATA: refers to the Personal Data related to the Data Subject to which GENESY AI has access within the framework of their contractual relationship with the Client.
  • USER(S): refers to the Client or its representatives or employees.
  • SAAS: Refers to Software as a Service.
  • SERVICES: refers to the Services that GENESY AI will provide to the Client through the GENESY AI Platform, commissioned by the latter though signing this Terms & Conditions.
  • SOFTWARE: refers to the GENESY AI developed software called “GENESY AI”, used to provide the Services over the GENESY AI Platform.
  • SUBSCRIPTION: means the paid subscription subscribed by the Client to GENESY AI Platform through the website edited and operated by GENESY AI https://genesy.ai/ and which allows the Client ant the User to use the GENESY AI Platform and the Software depending on the kind of Subscription taken out.
  • TERMS: means these General Terms & Conditions of Use, including the Privacy Policy referred to below.

2. Scope of application of the terms

The present Terms are applicable to the Services provisions performed by GENESY AI in favour of the Client.

The present Terms grants the Client a license to use the GENESY AI platform and Software according to the Subscription signed out.

3. Purpose of the terms

The purpose of the present Terms is to regulate the terms and conditions under which GENESY AI will provide the Services to the Client.

4. Service description

SERVICE PROVISION: GENESY AI provides its Services by the configuration of an SaaS (Software-as-a-Service) model, while also making the Platform available to the User as a service on demand and which is installed on an infrastructure provided by GENESY AI. More information regarding the types of services provided by GENESY AI can be found on their website: https://genesy.ai

By accepting the Terms, the Client acknowledges that GENESY AI reserves the right to change Subscription conditions.

It will be the sole responsibility of the Client to verify the current Subscriptions and services included in its Subscription offered by GENESY AI.

  • PLATFORM MAINTENANCE AND UPGRADES: Regardless the Subscription taken out by the Client, the Services include all the necessary corrective maintenance actions (error resolution and recovery of content integrity) and preventive maintenance actions (monitoring system evolution and stability and ensuring the system is correctly sized) to GENESY AI Platform. GENESY AI shall also carry out regular technical checks on the GENESY AI Platform, implementing the modifications, upgrades or improvements it considers appropriate to guarantee the correct operation of the GENESY AI Platform and the Services provision. In no case shall any modifications, updates or improvements that GENESY AI carries out entitle the Client or the User to access Services in addition to those it has contracted. GENESY shall inform the User prior to applying any GENESY AI Platform upgrades, which shall be done automatically on the indicated date, whenever said intervention may cause very short temporary unavailability of the Services. In order to minimise occasional disturbances, GENESY AI will previously inform the User in each case regarding the date and approximate period of time during which the Services may be unavailable as a result of carrying out said upgrades.

  • SERVICE EXCLUDED: The following are expressly excluded from the Services and are the responsibility of the Client: i) acquisition, installation and maintenance of the router from which the User makes the Internet connection to enter the GENESY AI Platform; ii) supply, contracting, installation and maintenance of the lines needed to access the GENESY AI Platform; iii) management of the content and information resulting from the Services; iv) acquisition, installation and maintenance of the computer equipment the User uses to log into the GENESY AI Platform; v) any other services not expressly included in the Terms.

5. Services prices payment method and billing

5.1. Price of the services

The Price of the Services will vary depending on the type of Subscription taken out by the Client and specified under a commercial agreement.

The prices stated do not include VAT and any taxes that may be applicable at any time.

5.2. Payment and billing

a) Subscription to the genesy ai platform and billing cycle

The Client by providing a Payment Method and completing the purchase of Subscription agrees to pay GENESY AI the fee of the Subscription chosen.

GENESY AI will charge the first fee through the Client Payment Method on the date its Subscription is confirmed and on an ongoing basis. All invoices issued are to be paid within seven (7) days of the invoice date. GENESY AI can modify the prices with at least (1) one-month prior notice after the expiration of which the new price shall be deemed to have been accepted without opposition. Please note that the length of the Client billing cycle will vary based upon the type of Subscription the Client chooses when subscribing to the GENESY AI Platform.

The timing of the Client billing may change in the event of a problem with the Client Payment Method, such as an expired credit card or in the event the Client changes the Subscription plan, or in the case the Client started the Subscription on a day not contained in a subsequent month.

b) Subscription price changes

GENESY AI may change the price for a Subscription to the Platform and will communicate to the Client any price changes to you in accordance with these Terms and applicable law.

GENESY AI may change the price of the Subscriptions for the following reasons: i) to reflect the costs of improvements we make to the Platform, including the development of new or improved technical features or functionalities; ii) in light of significant changes we experience in the costs of production, licensing or acquisition of content for the GENESY AI Platform; iii) due to costs resulting from force majeure events, such as a fire, flood or storm, which impact our operation of the GENESY AI Platform; and iv) due to costs resulting from our compliance with legal or regulatory requirements, such as mandatory laws that apply to us and our agreement with you, or where we are subject to a court order or judgement; and v) changing market conditions, or the increased costs of doing business (e.g. due to inflation), including in respect of costs for utilities and suppliers, personnel costs (including wages), administrative and customer services costs, government or regulatory fees, levies and taxes.

Price changes will not come into effect during the current billing period, so will only apply on renewal. If the Client does not want to continue the Subscription at the new price, the Client can cancel the Subscription before the start of the next billing period.

c) Updating payment method

The Client can update the Payment Method by going to the section Manage Billing & Subscription of its account.

A change in the Client Payment Method may mean a change to the prior billing cycle.

It is the Client obligation to update and maintain the Payment Method associated with its fees.

d) Unpaid amounts

The Client is responsible for all charges incurred in connection with its Subscription to the GENESY AI Platform.

In the event the Client Payment Method on file with GENESY AI is unable to cover the outstanding fees, GENESY AI may suspend the Client and the User/s access to the GENESY AI Platform, cancel the Subscription or take legal actions against the Client.

GENESY AI has the possibility to retry or permit the Payment Service to retry billing your Payment Method after failed attempts (e.g., if your Payment Method is rejected) before cancelling in the event of non-payment.

e) Cancellation of the subscription

The Client can cancel the Subscription at any time, but it must be cancelled within a minimum of fifteen (15) days of prior notice before it renews in order to avoid being charged for the next billing period. By default, the Subscription will be automatically renewed according to the conditions agreed between GENESY AI and the Client.

In this regard, GENESY AI offers a free cancellation of the Client subscription and once the current fee billing period is completed, the Client will not be charged again.

6. Obligations of the user

The User is aware and voluntarily and expressly accepts that the use of the GENESY AI Platform is in any case under the User sole and exclusive responsibility and in accordance with these Terms.

The following sets out the lawful and acceptable use of the GENESY AI Platform by the User, who shall access and use the GENESY AI Platform only for lawful, authorised, and acceptable purposes.

The User undertakes to:

  1. Use the GENESY AI Platform in a diligent, correct and lawful manner and respecting current legislation (especially in relation to data protection, intellectual and industrial property), morality, public order and generally accepted good customs. Please bear in mind that it is prohibited to share any information or personal data obtained through GENESY AI with third-party entities.
  2. Make correct use of the passwords to access the GENESY AI Platform, with the User being responsible for the storage and custody of the aforementioned credentials. GENESY AI shall assume that it is the User with the registered access ID and password who has accessed the GENESY AI Platform. GENESY AI reminds and recommends that the password must be stored in a safe and secret place, and that it must not be disclosed to third parties, and that the User is fully responsible for its storage and custody.
  3. Act at all times in good faith and fair dealing with GENESY AI.
  4. Not to issue any licences for the use of the GENESY AI Platform, lease or lend it to third parties or allow third parties to access it.
  5. Not to sign up by deliberately providing false or inaccurate data or by impersonating the identity of third parties. In this regard, the User must inform GENESY AI of any change in the information used by the Platform to manage User status.
  6. Review these Terms, or any other applicable Terms & Conditions, from time to time to check for changes to any of them.
  7. Review communications received from GENESY AI or any of its authorised parties as they may contain important information.
  8. Not to use the GENESY AI Platform for commercial purposes, in particular to collect information or content for the purpose of providing services that are clearly in competition with GENESY AI.
  9. Not modify or attempt to modify the GENESY AI Platform in any way or take any action or use any means to simulate the appearance or functions of the GENESY AI Platform.
  10. Not to damage, disable, overburden or impair the use of, or interfere with the use and enjoyment of, the GENESY AI Platform.
  11. Refrain from taking any action, directly or through automated systems, that involves the introduction of computer viruses, worms, Trojan horses or any other malicious code designed to interrupt, destroy or limit the functionality of the GENESY AI Platform.
  12. Not using reverse engineering techniques, alter, modify, create derivative works and/or decrypt, decompile or extract or use any other system to learn the source code of the GENESY AI Platform or any element subject to copyright or underlying intellectual property.
  13. In any event, not to do (or assist others to do) any acts (a) that may violate, misappropriate or infringe the rights or interests of GENESY AI, its Users or third parties, including rights of privacy, publicity, intellectual property (patents, trademarks, copyrights, trade secrets… ), copyright or other proprietary rights; (b) which are unlawful, obscene, defamatory, threatening, intimidating, harassing, aggressive, racially or ethnically offensive, or which promote or encourage conduct that may be illegal or otherwise inappropriate, including the promotion of violent crime; (c) involve the publication of falsehoods, misrepresentations or misleading statements; or (d) involve any other unauthorised use of the GENESY Platform, unless otherwise authorised by GENESY AI.
  14. The User shall also not, directly or through automated means: (a) obtain or attempt to obtain unauthorised access; (b) interfere with or affect the protection, security or performance of the GENESY AI Platform; (c) create User accounts by automated or unauthorised means; (d) collect information about Users in any impermissible or unauthorised manner; (e) sell, resell, rent or charge for access to the GENESY AI Platform in an unauthorised manner; (f) distribute or make the GENESY AI Platform available over a network where it could be used on multiple devices at the same time, except as authorised by tools expressly provided by GENESY AI; or (g) create software or application programming interfaces (APIs), which function in a manner very similar to the GENESY AI Platform, and make them available in an unauthorised manner for use by third parties.

If the User violates these Terms, GENESY AI may take action with respect to the User account, including disabling or suspending the User account, in which case the User will not be able to create another account without GENESY AI prior approval.

Any breach of the clauses contained in this web platform (this Terms, Privacy Policy, as well as other content that entails obligations for the Client or the User) that may entail a breach of public order or interests or of the regulations in force in Spain, in general, may be reported by GENESY AI to the competent authorities, undertaking to cooperate with them. In this case, the User will be liable to GENESY AI or to third parties for any damages that may be caused as a result of non-compliance with these obligations.

7. Intellectual property rights

GENESY AI is the legitimate owner of and shall at all times retain the totality of the intellectual and industrial property rights relating to the Services, as well as those relating to the Platform and the Software (including source codes, texts, images, brands, logos, colour combinations as well as their structure, selection, organisation and presentation) and the Client makes no claim on any of these.

Execution of the Terms never involves the assignment of any intellectual or industrial property right regarding the Services, Platform or Software. However, for the purposes of enabling the Services provision, GENESY AI does assign the Client a revocable, non-exclusive and non-transferable licence to use the GENESY AI Platform, subject to the conditions established in the present Terms. Similarly, GENESY AI authorises the Client to make strictly promotional use of the GENESY AI logo and brand, solely for the purposes of promoting the use of the contracted Services among its clients.

Throughout the term of the Terms, the Client and the User shall be obliged to: (a) use the GENESY AI Platform diligently, correctly and lawfully and, in particular, must agree to abstain from suppressing, evading or manipulating copyright and other data that identify GENESY AI rights, as well as the technical protection devices or any information mechanisms that could be included on the GENESY AI Platform; and (b) not use inverse engineering techniques, decompile or disassemble the GENESY AI Platform.

8. Personal data protection

8.1 Privacy policy

GENESY AI is concerned about the privacy of its Clients and Users. The “Privacy Policy” of GENESY AI in the use of the GENESY AI Platform, which is incorporated into these Terms and available on the website https://genesy.ai/privacy-policy, describes the types of data that GENESY AI receives and collects from the Clients and the Users, necessary for the Clients and the Users to hold such status, and how GENESY AI uses and shares this information, or the rights that the Clients and the Users have regarding the processing of their information. The Privacy Policy establishes the legal grounds for the processing and/or processing of the Client and User personal data and/or personal information, including its collection, use, processing, and sharing, as well as its transfer and processing in Spain where GENESY AI has or uses facilities, service providers, or partners, regardless of where the Client or the User accesses the GENESY AI Platform.

8.2. Genesy ai performance as a data processor

In order to provide the Services under the Terms GENESY AI acts as a Data Processor of the Personal Data of the Data Subject provided by the Data Controller.

In its capacity as the data processor, GENESY AI must comply with the following obligations in accordance with the article 28 of the GDPR:

  1. GENESY AI may only process the Personal Data for the purposes of providing the contracted Services and in accordance with the instructions provided by the Client, unless is legally required to do otherwise.
  2. GENESY AI will only use the Personal Data included in the Client’s CRM for the purpose of providing the Services. In no case, GENESY AI will be able to transfer or resell the Personal Data included in the Client’s CRM to third parties.
  3. GENESY AI will ensure that individuals authorised to process Personal Data have committed to maintaining confidentiality or are subject to a legal obligation of confidentiality.
  4. GENESY AI is obliged to implement and maintain appropriate technical and organisational measures to ensure the security of the Data in accordance with the article 32 of the GDPR.
  5. GENESY AI is obliged to assist the Client in fulfilling its obligations regarding the Data Subject rights, data protection impact assessments and consultation with supervisory authorities.
  6. In the event of a Data breach, GENESY AI must notify the Client without undue delay after becoming aware of the breach. This notification should include details of the nature of the breach, likely consequences, and proposed measures to address the breach.
  7. GENESY AI must assist the Client in responding to Data Subject requests, including requests to access, rectify, delete, or restrict the processing of their Data.
  8. GENESY AI must cooperate with supervisory authorities and provide them with the necessary information to demonstrate compliance with the GDPR.
  9. At the time of the contractual termination of the Terms, GENESY AI must, at the choice of the Client, delete or return all the Data unless is required to store the Data by law.
  10. GENESY AI will provide the Client with all the necessary information to demonstrate compliance with the obligations established in the article 28 of the GDPR, as well as to enable and contribute to the performance of audits, including inspections, by the controller or another auditor authorised by the Client.

By accepting these Terms, the Client assures that it has a lawful basis for processing the Data in accordance with the Article 6 of the GDPR.

In this regard, GENESY AI relies on the assurance and representations made by the Client regarding the lawfulness of the basis for the processing.

GENESY AI shall not be held liable or responsible in any manner if the Client lacks a lawful basis for processing the Data. The Client assumes full responsibility for ensuring compliance with the GDPR and other applicable data protection laws and regulations, including establishing and maintaining a lawful basis for the processing of the Personal Data.

9. Limitation of liability

To the extent permitted by applicable laws, GENESY AI liability for the operation and content of the GENESY AI Platform will be limited in the cases indicated below and in those other cases of limitation or exemption of liability specified in these Terms:

9.1. Territorial scope

The GENESY AI Platform is designed to be used by Spanish and foreign Users in Spain. Therefore, GENESY AI is not responsible for the GENESY AI Platform’s potential non-compliance with the applicable regulations of other countries. In the event that the User wishes to access the GENESY AI Platform from a territory other than Spain, they do so at their own responsibility and risk, ensuring that such access complies with the applicable legislation in the territory in which they are located.

9.2. Proper functioning and continuous availability

GENESY AI will not be responsible for failures in the operation of the GENESY AI Platform, nor for interruptions, delays, slowness, losses, or disconnections in communications. GENESY AI does not guarantee continuous, constant, and uninterrupted operation and functionality of the GENESY AI Platform and, therefore, assumes no responsibility in relation to the foregoing.

Access to the GENESY AI Platform may be temporarily interrupted due to maintenance, technical incidents, evolution, or modification of the GENESY AI Platform, and similar issues, which the Client expressly acknowledges and accepts.

9.3. Liability for damages to the user or GENESY AI

GENESY AI will not be liable for damages of any nature caused to the User as a result of the presence of viruses or other elements in the content that may cause alterations to the system contained in the GENESY AI Platform. It will also not be responsible for damages caused to the User due to failures and errors in access, connections, transmissions, or unjustified interruptions of access to the GENESY AI Platform, by intrusions, computer viruses, mass advertising, or when the aforementioned causes are due to situations beyond the GENESY AI Platform, such as, for example, defects in the User’s computer, deficiencies in their connection, internal viruses in the User’s computer, slow communication problems with telecommunications operators, or when they are due to force majeure.

The User is responsible for maintaining the security of their device and GENESY AI Account and must immediately notify GENESY AI of any unauthorised use or security breach of their account.

9.4. Liability for content

GENESY AI disclaims all liability regarding any decision made by the Client as a result of the information contained in the GENESY AI Platform.

Despite taking all necessary precautions to provide current and accurate information on the GENESY AI Platform, GENESY AI cannot guarantee the accuracy of all provided information or the absence of errors or omissions. The Client should be aware that the information to which they have access is provided under the conditions detailed in these Terms, without any guarantee that it is accurate and error-free.

Without prejudice to the limitations established in current legislation, GENESY AI shall not be liable for damages of any kind that may be due to the lack of accuracy, completeness, timeliness, as well as errors or omissions in the information contained on the GENESY AI Platform or other content that can be accessed through the same.

9.5. Third-party acts liability

GENESY AI will also not be responsible for acts performed by third parties outside the system who, by breaking the security measures of the GENESY AI Platform, carry out actions against Users such as sending computer viruses, mass advertising or spam, commercial emails, interruption of access to the GENESY AI Platform.

GENESY AI undertakes and ensures that it has adopted all technical, organisational, and legal measures for the security of communications, both in terms of secure connections and the protection of personal data. However, GENESY AI does not guarantee the total invulnerability of its GENESY AI Platform or the inviolability of communications, being exempt from any responsibility if the conditions established in these Terms are met.

GENESY AI will not be responsible for damages that may occur due to force majeure. It will also not be responsible for the improper functioning of the GENESY AI Platform for reasons beyond its competence, such as, for example, malfunctioning of telecommunications operators, insufficient capacity of the User’s computer system to support the content and extent of the information displayed on the GENESY AI Platform. However, GENESY AI undertakes to exercise the utmost diligence to resolve technical problems, remedy them, or assist the User in resolving them.

10. Termination of the contract

The Terms shall terminate for causes allowed both by the Spanish Civil Code and Code of Commerce and, in particular, the following: (a) mutual agreement by the Parties, expressly stated in writing, and (b) for the cancellation of the Client Subscription in accordance with the condition 5.2.e); (c) at the urging of one of the Parties for breach of the obligations set forth in the Terms, so long as said breach has been faithfully put in writing to the other party and this has not settled the problem within fifteen (15) working days from the date the notification was sent.

In any case, termination of the Terms shall not exonerate the Parties from compliance with pending obligations.

11. Ban on the resale of the services

It is strictly prohibited for the Client to resell any of the Services to third-parties professionals or in any way authorise third parties to fully or partially use them or the Platform without GENESY AI previous express written consent.

12. Subcontracting

The Client acknowledges that GENESY AI may subcontract the total or partial execution of the Services to third parties professionals.

13. Assignment of the contract

The Client may not assign the rights and/or obligations acquired by virtue of the Terms to any third party. For its part, GENESY AI may assign the Terms to any third party using any of the ways accepted by law, giving the Client thirty (30) days’ written notice.

14. Updating of the terms

These Terms may be modified by GENESY AI at any time. Consequently, it will be the sole responsibility of the Client to verify the current Terms on each occasion they intend to use the GENESY AI Platform, referring to the last update date stated in the header of these Terms. In the event that the Client continues to use the GENESY AI Platform, it will be considered that they have accepted without reservation the modified version of the Terms. In the event of disagreement with the new version, the Client may request the deactivation of their User/s profile from the GENESY AI Platform.

15. Validity and partial nullity

The declaration of nullity or invalidity of any provision contained in these Terms will not affect the validity and effectiveness of the other clauses.

16. Applicable law and jurisdiction

These Terms will be governed and interpreted in accordance with Spanish law.

For the resolution of any dispute that may arise in relation to the execution or interpretation of these Terms, and with the express waiver of any jurisdiction that may correspond to them, the Client and GENESY AI agree to submit to the jurisdiction and jurisdiction of the Courts and Tribunals of the city of Barcelona, Spain. The foregoing will not apply when the legislation mandatorily establishes a different jurisdiction than that agreed upon between the Client and GENESY AI.