TERMS OF SERVICE

for the use of the AuthenPiQ Services

The company AppRover S.r.l. Sb, with its registered office at Via Carlo Venturi n. 57, Brescia, 25131 (BS), VAT number 04381800988, represented by its legal representative pro tempore (hereinafter referred to as “the Company”), manages and maintains the “AuthenPiQ Services” (hereinafter “AuthenPiQ Services”) which include, by way of example but not limited to (i) the website https://authenpiq.com/, all its subdomains, and all other websites owned, managed, or maintained, directly or indirectly, by the Company and its affiliated companies (“Website”); (ii) the software products developed by the Company, which allow for the certification with high probative value of data, documents, and multimedia content, as described in the specific section of the Website (“How it works”); (iii) the mobile application developed by the Company, which allows the User to use some functionalities of the Software through mobile devices owned or otherwise available to the user; (iv) the services of supply, support, updating, supplementing, adapting, developing, improving, customizing, and modifying related to the Software (“Additional Services”).
Access to and use of the AuthenPiQ Services by any user is subject to these terms of service (“TOS”). By clicking on the “Accept” button, browsing the Website, downloading the App, or otherwise using the AuthenPiQ Services, the user declares: (i) to have read, understood, and agreed to be bound by these TOS; (ii) to have all the rights and powers necessary to enter into this license agreement and to give full and effective execution to its content.
Some AuthenPiQ Services may have different and/or additional terms and conditions and/or may require the acceptance of additional terms and conditions. In the event of a conflict between these TOS and the terms and conditions identified for certain specific AuthenPiQ Services, the latter terms and conditions will take precedence with respect to the use and/or access to that area of the AuthenPiQ Services as applicable.

1. DEFINITIONS

The following terms have the meanings indicated below and it is understood that terms defined in the plural are also defined in the singular and vice versa:
TOS refers to these general terms of service that govern the use of the AuthenPiQ Services, except for those services that provide for different and/or additional terms and conditions and/or may require the acceptance of additional terms and conditions;
Company AuthenPiQ S.r.l., with its registered office at Via Carlo Venturi n. 57, Brescia, 25131 (BS), VAT number 04381800988, certified email (PEC) approver@pec.it, represented by its legal representative pro tempore;
User refers to any subject that uses the AuthenPiQ Services;
AuthenPiQ Services refers to the entirety of services offered by the Company which include, by way of example but not limited to, the Website, the Software, the App, and the Additional Services;
Website refers to the website https://authenpiq.com/, all its subdomains, and all other websites owned, managed, or maintained, directly or indirectly, by the Company and its affiliated companies;
Software refers to the specific software products owned by the Company, which allow for the certification with high probative value of data, documents, and multimedia content;
Application or App refers to the mobile application developed by the Company, which allows the User to use some functionalities of the Software through mobile devices owned or otherwise available to the User;
Additional Services refers to the services of supply, support, updating, supplementing, adapting, developing, improvements, customizations, and modifications related to the Software;
Order refers to a purchase order from the User concerning certain AuthenPiQ Services identified in the order itself;
Confidential Information refers to the information, data, knowledge, know-how, research methods, processes, formulas, ideas, projects, designs, technical reports, software, source codes, and anything else concerning or related, directly and/or indirectly, to the AuthenPiQ Services and the activity carried out by the Company, which are qualified as confidential by the same or, in any case, whose unauthorized dissemination can be prejudicial to its interests.

2. ACCEPTANCE AND AMENDMENTS TO THESE TERMS

2.1. The User acknowledges that, by accepting these Terms of Service (TOS), they enter into a legally binding agreement with the Company.
2.2. The User is aware that acceptance through electronic means constitutes a valid and binding consent. The same applies to any expression of consent or acceptance regarding communications or notifications from the Company related to changes, revisions, or cancellations of policies, procedures, and/or these TOS.
2.3. The User is aware of the fact that the field in which the Company operates, and the services it provides, are characterized by high technical and regulatory complexity, as well as by constant technological, legislative, and market changes, such that the Company may need to adapt its organization and/or the technical and functional structure of the services offered to its customers (also for their interest), and therefore modify these TOS.
2.4. The Company will notify the User of any such changes, which must be accepted within 30 days of said communication, except for the User’s right to withdraw without consequences within the same period.

3. USER ACCOUNT

3.1. To access certain features of the AuthenPiQ Services, the User must create an account and provide the information requested during the registration process. For more details, please consult our Privacy Policy https://authenpiq.com/en/privacy-policy-eng/
3.2. Types of accounts: it is possible to register with AuthenPiQ in two ways. By accessing through the User’s e-mail, or by connecting his/her wallet. With email access, AuthenPiQ automatically opens the User’s wallet, in order to ensure the correct functioning of the App.
3.3. The User may access and register for certain AuthenPiQ Services through a social network service or another third-party account. In such cases, the Company will have the right to access the information of the third-party account, as allowed by the terms and conditions governing the use of such third-party accounts.
3.4. The User is solely responsible for the authenticity of the data provided during the registration and account creation stages. Furthermore, the User is obliged to adopt appropriate and sufficient measures to prevent the misuse or theft of their account, as well as to maintain an adequate level of security and control over all devices, passwords, and personal identification numbers/codes used to access their account.
3.5. Users themselves are required to inform the Company if they suspect that their account has been stolen or used unlawfully by third parties, as the Company cannot guarantee the identity of Users. In any case, the Company will not be liable for any fraudulent use of the User’s account by third parties.
3.6. The Company recommends that Users report any theft, misappropriation, or suspected misuse of their account to the competent authorities; if necessary, the Company commits to collaborating with the User and the competent authorities. In case of fraud, Users reserve the right to take all appropriate measures, in the event that they have suffered damages resulting from the misuse of the App.

4. APP and APP STORE

4.1. Through the App, the User can use certain functionalities of the Software developed by the Company on mobile devices owned by them or otherwise at their disposal.
4.2. The App, along with instructions for its installation and configuration, is available for download on the Apple Store and the Play Store.
4.3. The User acknowledges that, by downloading and/or using the App, they are required to read and fully accept the related “End-User License Agreement (EULA),” available at the link https://authenpiq.com/en/end-user-license-agreement-eula/
4.4. The User is aware that the App is available on one or more app stores chosen at the discretion of the Company, and that these app stores are managed by third parties, independent from the Company. Therefore, at any time and without notice, the App may no longer be available for download or use by the User. The User thus waives any claim against the Company in relation to the inability to use, download, or update the App.
4.5. The Company may provide updates and developments of the App: the User acknowledges and agrees that, if deemed appropriate by the Company, any updates may involve changes to or the removal of certain features of the App.

5. SERVICES USE

5.1. The use of the AuthenPiQ Services is generally governed by the terms and conditions set forth in these TOS. The User acknowledges that some AuthenPiQ Services may have different and/or additional terms and conditions and/or may require the acceptance of further terms and conditions. In case of conflict between these TOS and the terms and conditions established for specific AuthenPiQ Services, the latter will take precedence with respect to the use or access to that area of the AuthenPiQ Services, as applicable.
5.2. The User may only use the AuthenPiQ Services in ways expressly permitted by these TOS and/or by the different and/or additional and/or further terms and conditions provided for specific AuthenPiQ Services, and must comply with any technical limitations in them that only allow use in certain ways. By way of example but not limited to, the User may not:
a) circumvent the technical limitations and technological measures present in the AuthenPiQ Services;
b) perform reverse engineering, translation, disassembly, decompilation, decryption, or deconstruction related to the AuthenPiQ Services (including interfaces and any other data embedded in – or used in conjunction with – programs that may or may not be considered technically software code), nor any other method or process aimed at obtaining or converting the AuthenPiQ Services from one form into another readable and understandable form;
c) reproduce, modify, adapt, personalize the AuthenPiQ Services or create derivative works;
d) make copies of the AuthenPiQ Services, unless otherwise permitted by the Company;
e) market the AuthenPiQ Services in any way, unless otherwise permitted by the Company;
f) use the AuthenPiQ Services in violation of applicable laws.
5.3. The User is solely responsible for the data, documents, and/or content that they store, send, publish, transmit, and/or share in the context of using the AuthenPiQ Services. Unless required to comply with legal provisions and/or requests from judicial authorities, the Company is not obliged to verify such data, documents, and/or content and, therefore, cannot be held responsible for any damages and/or losses, direct or indirect and of any kind, arising from the use of the same by the User. The User agrees to indemnify and hold the Company harmless from any damage, expense, liability, cost, and/or negative consequence that may arise in this regard.
5.4 The User may not use the AuthenPiQ Services to disseminate data, documents, and/or content that are unlawful and, by way of example and not limited to:
a) violate or are in conflict with the industrial and/or intellectual property rights of the Company and/or its successors;
b) have discriminatory, defamatory, libelous, or threatening content;
c) contain pornographic, child pornography, obscene, or otherwise contrary to public morals;
d) contain viruses, worms, Trojan horses, or other elements of computer contamination or destruction;
e) constitute activities of spamming, phishing, and/or similar;
f) are in any case in conflict with the applicable regulatory and/or regulatory provisions.
5.5. The User is aware that they are required to have the devices, equipment, software, telephone and/or network services, and everything necessary to use the AuthenPiQ Services, and to verify the adequacy of their hardware, software, and network systems for the use of the AuthenPiQ Services; they hereby waive any claim against the Company and/or its successors, in any way connected to the failure or incorrect functioning of the AuthenPiQ Services resulting from the inadequacy of their hardware, software, and/or network systems.

6. INTERACTION WITH THE BLOCKCHAIN

6.1. AuthenPiQ offers notarization and tokenization services for multimedia content taken, recorded, or otherwise created through the use of the App. The notarization service allows for the legal certification of the creation at a specific moment, date, and place of images, videos, files, or other personal multimedia content..
6.2. The User acknowledges that the creation of a NFT (Non-Fungible Token) through the tokenization procedure entails a potentially commercial use of the multimedia file, given that:
i. the image, video, file, or other multimedia content is associated with a cryptographic token;
ii. the User may decide to make the NFT public, through the OpenSea Marketplace, on which the NFT can be bought and sold.
6.3. The User is aware that the use of the OpenSea Marketplace is subject to the TOS provided by it, to which reference is made https://opensea.io/tos.
6.4. The User declares and warrants that he/she is in possession of, or has obtained, all the rights, licenses, consents, permissions, power, and/or authority necessary to grant the rights herein for any content that the User creates, submits, publishes, promotes, or displays on or through the Service. Therefore, the User is aware that he/she is the solely responsible for the content and metadata associated with the NFTs and digital objects created, and declares and warrants that such content does not contain material subject to copyright, trademarks, publicity rights, or other intellectual property rights; this is unless the User has the necessary authorization or is otherwise permitted to publish the material, and therefore the content does not violate the Law.
6.5. The User acknowledges that he/she is the solely responsible for any commercial use made in the absence of the above requirements. AuthenPiQ will take the necessary measures in response to requests for removal and/or reports of intellectual property rights violations, and may consider the adoption of the most appropriate remedy, including the suspension or termination of the User’s access to the Services.

7. SUSPENSION/INTERRUPTION OF SERVICES

7.1. The User acknowledges and agrees that the use of the AuthenPiQ Services may be subject to interruptions, restrictions, delays, and other problems related to the use of the Internet and, more generally, to electronic communication systems and/or to issues beyond the Company’s control related to the internet network or the service provider, and that the Company cannot be held responsible for such suspensions, interruptions, delays, undelivered services, or other damages resulting from such problems.
7.2. The Company reserves the right at any time to discontinue the provision of the AuthenPiQ Services to the User in case of use of the AuthenPiQ Services in a manner not in accordance with these TOS.

8. PAYMENT METHODS

8.1. The User acknowledges and accepts that the payment methods accepted by the Company to finalize Orders may consist for example of Google Pay and Apple Pay services, and that the Company may change the payment methods at any time, simultaneously informing the User of the change.
8.2. Payments could be managed independently by third-party services. In this case, the Company may not collect payment-related data – such as credit card numbers – and receive a notification once the payment has been successfully completed. In the event that a payment made with one of the available means fails or is refused by the payment service provider, the Company is not obligated to execute the order. Any costs or fees resulting from the failed or refused payment are the responsibility of the User.
8.3. During the purchasing procedure and before submitting the Order, Users are duly informed of all fees, taxes, and costs (including any shipping expenses) that will be charged to them. The prices on this Application, depending on the section the User is consulting, include all applicable fees, taxes, and costs or are indicated net of applicable fees, taxes, and costs.

9. ORDERS

9.1. The User acknowledges and accepts that the use of certain AuthenPiQ Services may require the placement of purchase Orders.
9.2. The submission of the Order results in the conclusion of the contract and creates an obligation for the User to pay the price, taxes, and any additional charges and expenses, as specified on the Order page.
9.3. In the event that the purchased AuthenPiQ Services require active participation from the User, such as the provision of information or personal data, specifications, or special requests, the submission of the order also constitutes an obligation for the User to cooperate accordingly.
9.4. Once the Order is submitted, Users will receive an order receipt confirmation. All notifications related to the above-described purchasing procedure will be sent to the email address provided by the User for this purpose.

10. AUTHENPIQ SERVICES

10.1. The User acknowledges and agrees that the use of the AuthenPiQ Services is on a fee-paying basis, except for the use of the App through the Freemium mode. For the use of the AuthenPiQ Services, the User alternatively chooses between:
1.a) Freemium Mode. The User acknowledges and accepts that the Freemium mode provides free access to certain functionalities of AuthenPiQ. The Freemium mode has no expiration;
1.b) Subscription Mode. The Company offers the User the possibility to subscribe to a Subscription, through which the User receives the AuthenPiQ Services on a continuous or periodic basis for a specified period of time. Paid subscriptions begin on the day the Company receives payment. To keep the subscription active, the User is required to pay the periodic fee promptly. Otherwise, the Service may be interrupted. The User may withdraw from the subscription service at any time, with a notice period of __________ days. Furthermore, the automatic renewal of the subscription is explicitly excluded whenever the term expires.

11. LIMITATION AND EXCLUSION OF WARRANTIES AND LIABILITY

11.1. The Company assures, exclusively for the benefit of the User, that the AuthenPiQ Services are provided with competence and professionalism, in line with the practices and quality standards generally recognized in the industry. The sole obligation of the Company and the exclusive remedy for the User, in relation to the warranty provided in this article, will be to improve the AuthenPiQ Services to make them compliant with such warranty.
11.2. Every area and functionality of the AuthenPiQ Services and any material made available through the AuthenPiQ Services are provided “as is” and “as available”, without any warranty, express or implied.
11.3. Within the limits established by applicable law, the Company disclaims all warranties, express or implied, including, by way of example, all implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. The Company does not provide warranties or representations regarding the use or the results of the use of the AuthenPiQ Services in terms of correctness, accuracy, reliability, or otherwise.
11.4. The User acknowledges that, except in cases of willful misconduct or gross negligence, the Company cannot be held liable for any damages that may arise to the User or third parties due to the use or non-use of the AuthenPiQ Services, as the User is still required to verify the correctness of the processing performed through it.
11.5. Except in cases of willful misconduct or gross negligence, the Company cannot be held liable for any damages for lost profits, lost earnings, or indirect damages, loss or damage of data, production interruption, loss of business opportunities or other benefits, payment of penalties, delays, or other liabilities of the User towards third parties that may arise, in whole or in part, from the use or non-use of the AuthenPiQ Services.
11.6. The Company shall in no event be held liable for any damages (direct or indirect), costs, losses, and/or expenses that the User and/or third parties may suffer due to cyber-attacks, hacking activities, and, in general, unauthorized and abusive access to the User’s computer systems, which could entail, among other things: (i) the impossibility to use, in whole or in part, the AuthenPiQ Services (ii) the loss of data owned or otherwise available to the User and (iii) the damage to the hardware and/or software systems owned or used by the User.

12. INDEMNITY

12.1. The User who violates the terms and conditions set forth in these Terms of Service or makes inappropriate use of the AuthenPiQ Services is obligated to indemnify and hold harmless the Company, its employees and collaborators, its legal successors, and its partners from and against any dispute, cost, legal action, controversy, claim, or demand, and from any loss, damage, liability, action, penalty, interest, and expense (including, but not limited to, legal fees) that may arise from disputes, legal actions, assessments, investigations, inquiries, or other proceedings initiated by any party.

13. CONFIDENTIALITY

13.1. All Confidential Information, as previously defined, is of a confidential and reserved nature, and therefore the User commits not to use or disclose it to third parties, in any way or by any means, for purposes other than those established in these Terms of Service; from this confidentiality obligation are excluded information that is in the public domain.
13.2. The User commits to safeguard the confidentiality of the Confidential Information with the same level of care that they use to protect their own confidential information and, in any case, with the professional diligence necessary to protect such Confidential Information.
13.3. Outside of the purposes outlined in this article, the Confidential Information may never be copied or reproduced without the prior written consent of the Company.

14. INDUSTRIAL AND INTELLECTUAL PROPERTY

14.1. All industrial and/or intellectual property rights concerning the AuthenPiQ Services and the Confidential Information, as well as any idea, invention, program (including software, documentation, and written programs, studies, etc.) and everything that is, or has been, prepared, produced, developed, created, discovered, conceived, or written entirely or partially by the Company, are and will remain exclusively the property of the Company.
14.2. Under no circumstances shall the User acquire any industrial and/or intellectual property rights or any other proprietary rights from the Company by virtue of these Terms of Service, including – but not limited to – rights on patents, models, know-how, designs, trademarks, copyrights, or rights on any information or trade secret related to the AuthenPiQ Services and/or the Confidential Information.
14.3. Therefore, the User shall not acquire any additional rights to the AuthenPiQ Services and/or the Confidential Information, other than those granted by the Company with these Terms of Service, or with a possible specific and separate act, concluded in writing with the Company.
14.4. Upon termination of the contract, for any reason, the User will be obliged to return all material and documentation related to the Confidential Information provided by the Company, upon simple request of the latter.
14.5. After the termination, for any reason, of the relationship referred to in these Terms of Service, the User is absolutely prohibited from publishing, producing or preparing derivative works, distributing copies, making available to third parties, using or, in any case, taking advantage of any Confidential Information.
14.6. The User acknowledges and agrees that none of the provisions of these Terms of Service shall prejudice any right or any recourse to forms of protection and remedies that the Company may have under any applicable law in defense of industrial and/or intellectual property or any other proprietary right of the Company.

15. REPORT A VIOLATION

15.1. In the event that the User believes that the materials accessible on the Website and/or in the context of using the AuthenPiQ Services infringe their industrial and/or intellectual property rights, they may request the removal of such materials by contacting the Company, which must include each of the following elements:
1.a) Description of the work protected by law that is believed to have been infringed;
1.b) Identification of the Website material or related to the AuthenPiQ Services that is believed to be infringing, with the relevant URL or any other pertinent detail that allows its concrete identification;
1.c) Name, address, telephone number, and email address;
1.d) A statement in which it is asserted in good faith that the contested use is not authorized by the owner of the allegedly infringed material and/or by their agent or by the law.
1.e) A statement from the User that the information provided in the notice is accurate and that they are the holder of the rights to the allegedly infringed material, or are authorized to act on behalf of the respective owner.
15.2. Claims of infringement of industrial and/or intellectual property rights must be notified to the following address:

AuthenPiQ S.r.l.
Via Carlo Venturi, n.57
25131 – Brescia (BS)
e-mail: https://authenpiq.com/customer-care/ or
support@authenpiq.com

15.3. Any notification by a User that does not meet the above requirements will not be considered sufficient and/or capable of conferring to the Company actual knowledge of facts or circumstances from which the infringed material or the acts of infringement are evident.
15.4. The Company advises the User to consult their legal advisor before submitting a claim notification.

16. FORCE MAJEURE

In the event of – by way of example, but not limited to – force majeure, actions or omissions of governmental authorities, civil unrest, interventions by civil or military authorities, wars, embargoes, labor conflicts, fires, earthquakes, epidemics, floods, exceptionally severe weather conditions, or lack or absence of electricity, without limitations, including primary energy and malfunctioning of backup systems, and for any other action or event beyond the reasonable control of the Company, the latter shall in no way be considered responsible towards the User.

17. RELATIONS WITH THE COMPANY – PROMOTION AND DISTRIBUTION

Unless otherwise agreed, the User and the Company always operate as independent entities. The User acknowledges that they will not have the right or authority to act on behalf of, create obligations for, or bind the Company in any way.

18. SUCCESSORS AND ASSIGNEES

18.1. All references to the Company in these Terms of Service include, where applicable, a reference to its respective successors and assignees. The provisions of these Terms of Service shall be binding on the User for the benefit of any successors and/or assigns of the Company.
18.2. The User hereby gives their consent, pursuant to and for the purposes of Article 1407 of the Italian Civil Code, to the assignment of the contract by the Company.
18.3. The User does not have the right to transfer or assign their rights and/or obligations arising from these Terms of Service without the prior written consent of the Company.

19. PRIVACY POLICY & COOKIE

19.1. The Privacy Policy for the User can be found at the following link: https://authenpiq.com/en/privacy-policy-eng/
19.2. The Cookie Policy can be found at the following link: https://authenpiq.com/en/cookie-policy/

The User acknowledges and agrees that the Website and/or certain features of the AuthenPiQ Services may contain hyperlinks that redirect to third-party websites. It is understood that the Company has no control over these sites and disclaims any responsibility for the access, content, or use of such sites.

21. NO WAIVER

The non-exercise by the Company of any right recognized by these TOS does not constitute a waiver of that right, nor should it be interpreted as such by the User and/or anyone else.

22. ENTIRE AGREEMENT AND INDIVIDUAL CLAUSES

If any of the clauses of these TOS be or become invalid or unenforceable, this shall not affect the validity or enforceability of the remaining clauses, which therefore remain in force between the parties. The parties agree to replace the invalid or unenforceable clauses with valid and enforceable clauses that adhere as closely as possible to the parties’ intentions.

23. COMPLIANCE WITH LAWS

The User undertakes to comply with all applicable community, state, and local laws, including regulations relating to the processing and dissemination of all data, as well as all rules and regulations, terms and conditions of all websites, platforms, or third-party applications applicable.

24. APPLICABLE LAW AND EXCLUSIVE JURISDICTION

24.1. These TOS are subject to Italian law.
24.2. The official language to be referred to for these TOS is English.
24.3. Any dispute arising from or related to these TOS shall be under the exclusive jurisdiction of the Court of Brescia.

25. CONTACTS

The Company values and appreciates the connection with its Users and welcomes feedback, questions, comments, and requests regarding the AuthenPiQ Services. You can contact us through the dedicated form at the appropriate link on our website, or by sending correspondence to:

AuthenPiQ S.r.l.
Via Carlo Venturi, n.57
25131 – Brescia (BS)
e-mail: https://authenpiq.com/customer-care/,
support@authenpiq.com or
marketing@authenpiq.com.

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Pursuant to and for the purposes of Articles 1341 and 1342 of the Italian Civil Code, the Customer declares to have read and to expressly accept the clauses contained in the articles indicated below: Articles 2, 3, 4, 5, 6, 7, 8, 11, 12, 16, 18, 20, 21, 24.
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