Legal section
Review our legal policies, including the terms, privacy policy, and legal notice, to understand how we protect your rights and your data.
ACCEPTANCE AND CONSENT. BY CREATING AN ACCOUNT, THE USER EXPRESSES THAT THEY HAVE RECOGNIZED, UNDERSTOOD, ACCEPTED AND ARE OBLIGATED TO COMPLY WITH THE FOLLOWING CONDITIONS AND TERMS (HEREINAFTER, AGREEMENT), AS WELL AS ANY OTHER TERM EXPLICITLY INCLUDED HERE OR BY REFERENCE. WITHOUT LIMITATION TO THE FOREGOING.
DEFINITIONS
“Agreement” refers to these Terms and Conditions of Service, the Purchase Order, as well as all texts referenced or linked to in these Terms and Conditions.
“Contents” means all information, all material from the Guidance Course, as well as all data, texts, messages, sound, music, videos, photographs, graphics, and images provided by Growth Road on the Platform.
“Guidance Course” or “Growth Road Path” refers to the set of 12 chapters available for the User on the Platform, composed of videos and questions, with a total duration of approximately 30 minutes per chapter.
“Personal Data” means any information relating to an identified or identifiable natural person.
“Growth Road” or “we” refers to GROWTHROADAI, S.L.
“Confidential Information” refers to: (i) the terms of this Agreement; (ii) all Personal Data that is processed under this Agreement; (iii) all information provided by the User through the Platform; (iv) and any other information that should reasonably be considered confidential, taking into account the nature of the information and the circumstances of disclosure.
“Service/s” refers to the SaaS (Software as a Service) services provided to the User. That is, the access services through https://app.growthroad.es, or through any other designated URL, by the User to the Software, as well as any online or offline ancillary products or services provided to the User by Growth Road, under this Agreement.
“Software” or “Platform” means the software program developed, operated, and maintained by GR, based on an artificial intelligence system that allows determining the vocational and academic profile of Users, after completing the Guidance Course hosted on the Platform itself.
“User/s” refers to natural persons who access and use the Services on their own.
OBJECT AND SCOPE
The object of this Agreement regulates the relationship between Growth Road and the User, under which Growth Road grants the User a non-exclusive, non-transferable, revocable license limited in time to the duration of this Agreement (subject to the terms of sections 6 and 7), for access to the Services, for which the User may use the Platform.
The license on the Software includes all updates, improvements, and modifications that Growth Road makes available to the User during the term of the Agreement.
REGISTRATION AND ACCESS
Users may register through different URLs, such as “growthroad.org”; “www.mihijonosabequeestudiar.com”; “www.hazmatchcontucarreraideal.com”, or through any other URL designated by Growth Road.
To enjoy the Services, the User must register on the Platform, creating a user account. For creating this account, the User must provide their first and last name, email address, and a password, as well as make the payment for the selected plan.
Accurate, complete, and updated information must be provided. Failure to do so represents a violation of this Agreement and could mean the immediate cancellation of the account.
The User is responsible for safeguarding their login data, as they are the only ones responsible for any activity within their account. If they experience any security breach or identify any unauthorized activity, they must notify Growth Road immediately. Growth Road is not responsible for any act or omission of the User, nor for any damage resulting from the above.
Users must be natural persons aged 14 years or older to register and use the Platform, and the creation of robot accounts or automated methods is prohibited.
ECONOMIC TERMS AND PAYMENT METHOD
The User may trial our Services for free, which will give them limited access to the Contents.
If the Services ultimately prove to be of interest to the User, they must choose one of our programs offered on our website and on the Platform. The price will vary depending on the selected program.
Once the program is selected, the User will be directed to the purchasing procedure within the Platform, through which they may complete the transaction, providing their billing data to be able to complete the payment by card.
DURATION
The contracting of the Services will have an initial duration of one year, starting from the date of contracting the Services.
Consequently, the User will have a period of one year to access their user account and complete the Guidance Course.
INTELLECTUAL PROPERTY RIGHTS
Intellectual property rights of Growth Road:
In accordance with the provisions of section 1 of this Agreement, for the provision of the Services, Growth Road grants the User a non-exclusive, non-transferable, limited, and revocable license for access to and use of the Software. This license is considered royalty-free, and its compensation is understood to be included in the price paid by the User to Growth Road for the provision of the Services, which may vary depending on what is provided for in the plan to which the User adheres, which will be reflected in the Purchase Order.
Growth Road may, without notice, modify the Software at any time by adding or removing features and functionalities, without this affecting or having a direct and detrimental impact on the Services offered by Growth Road.
The User acknowledges that all moral and exploitation rights over the Software are owned and the property of Growth Road, without the acceptance of this Agreement involving the transfer of the same. All rights derived from the creation and implementation of techniques, processes, algorithms, source code, and other work on the Software, including, inter alia: modifications, improvements, derivative works, configurations, translations, updates, interfaces, etc. are the exclusive property of Growth Road.
Likewise, all intellectual property rights derived from the Contents and, particularly, from the Guidance Course, are also owned and the property of Growth Road. Consequently, neither the Guidance Course nor the Contents in general may be copied, reproduced, modified, published, uploaded, sent, transmitted, performed, or distributed in any way, and the User agrees not to modify, rent, lease, loan, sell, distribute, transmit, disseminate, or create derivative works based on the Guidance Course or the Contents, or the Software in whole or in part, by any means, unless expressly authorized in writing by Growth Road.
Industrial property rights of Growth Road:
Growth Road grants the User Road a limited, non-exclusive, non-transferable, sublicensable, irrevocable license for the worldwide use of the Growth Road trademarks, as long as they adhere to the following guidelines for the use of the Growth Road trademarks:
Appropriate and allowed uses of the “Growth Road” trademark(s): The User may only use the Growth Road trademarks on the part of their website that pertains to the Services. All Growth Road trademarks must link directly to our Platform or website (www.growthroad.org). Furthermore, the User may use the trademarks for commercial, promotional, or advertising purposes as long as they are aimed at collaborating with Growth Road’s business prospecting in a legal and fair manner, without the use of its name, social denomination, or trademarks resulting in undue advantage or any other harm to Growth Road.
Improper and not allowed uses of the “Growth Road” trademark(s): The User may not copy, modify, transmit, or use the Growth Road trademarks in any other way, except in the manner described in this Agreement or in any other manner agreed upon in writing by Growth Road. They may not use the Growth Road trademarks to portray Growth Road or its Services in a manner that harms both the trademarks and the interests of Growth Road. The User may not use the trademarks to imply that Growth Road endorses their products or services, or in a way that causes confusion to their customers or is misleading.
Any other use of the Growth Road trademarks, as well as of others, owned or licensed to Growth Road and not regulated in this Agreement, must be authorized in advance in writing by Growth Road.
The User must refrain from requesting and/or registering trademarks, trade names, domain names, social denominations, as well as any other title or right identical or similar to the name “Growth Road” or “GR Growth Road”; being their responsibility to collaborate in defending the trademark and any other protected designation by Growth Road.
Intellectual property rights of the User:
The User authorizes Growth Road to use the suggestions, opinions, and comments related to the functionality or use of the Services provided by the User.
Likewise, all intellectual property rights concerning the comments, responses, opinions, and/or suggestions provided by the Users through the Platform’s environment are licensed to Growth Road on a non-exclusive, unlimited, irrevocable, and non-transferable basis, for the purpose of providing the Services and improving the Software and its functionalities.
CODE OF CONDUCT
The User is granted a license pursuant to the provisions of the previous section. This license prevents the User from undertaking the activities described below, and the User, on their own, agrees that any breach of any of the following limitations will constitute an infringement of rights:
they may not sell, license, distribute, or assign the whole or part of the Platform, the Guidance Course, or the Contents, nor any reproduction or modification of the same to any person or entity, in any medium without prior written consent from Growth Road;
they may not develop, distribute, or host any server or software designed to interact with the Platform or redirect or emulate the communication protocols used by Growth Road;
they may not modify the Platform or any part of it;
they may not copy, translate, engage in reverse engineering, derive source code, modify, disassemble, decompile, or create derivative works of the Platform or any part thereof, nor permit or authorize any of these activities by third parties;
they may not copy, reproduce, create derivative works, distribute, transmit, broadcast, display, sell, license, or exploit in any other way any of the Contents of Growth Road (including, without limitation, the content of the Guidance Course) for any purpose other than that permitted by this Agreement, without prior written consent from Growth Road;
they may not develop, distribute, or use any third-party programs designed to affect the user experience of the Platform.
Additionally, by using the Platform, the User commits to:
use the Platform diligently, correctly, and lawfully, always in respect of this Agreement, current legislation, morals, and good customs, as well as public order.
Not use the Services and undertake the Guidance Course with the intention of copying the Contents, materials, or techniques for their benefit or to take to other classes.
Not evade, disable, or otherwise interfere with the security-related functions of the Platform or with functions that (i) prevent or restrict the use or copying of contents; or (ii) apply any limitations to the use of the Platform or access to the services.
Not frame the Platform, nor place pop-up windows over its pages, nor otherwise affect the visualization of its pages.
Not knowingly transmit any data or send or present any content that contains viruses, trojans, worms, or any other type of malicious code designed to adversely affect the functioning of the Platform, or any software or hardware.
Not damage, disable, overload, or interfere with the functioning of the Platform (or the network or networks connected to the Platform), or interfere with its use and enjoyment.
Not use any robot, “spiders”, “scrapers”, or any other automated means (excluding RSS feeds) to access the Services for any purpose if permission is not granted in writing.
Not employ reverse engineering techniques and/or decrypt, decompile, or use any other system intended to ascertain the source code of Growth Road.
Not create multiple accounts.
Not access or attempt to access the account of any other Users, falsely declare, impersonate another or falsify their identity.
Not transmit their user identifier and password to unauthorized third parties, and must immediately inform Growth Road of access by unauthorized users to the Services and Contents.
Not sell or transfer their user account or make it public through any means, to allow access to third parties other than the User.
LIABILITY
The Services are provided “as is” and Growth Road provides no warranty or representation in relation to them.
To the extent permitted by applicable law, Growth Road will not assume any liability regarding the use of the Services. We accept no responsibility for any direct, indirect, incidental, consequential, or economic loss, or any other loss, whatever the cause, arising from or in connection with this Agreement. This includes (without limitation):
any loss of profits (direct or indirect);
any loss of goodwill; and
any loss of opportunity.
Growth Road provides the services in good faith but does not guarantee that these will meet the needs of the User. We accept no liability for the use that Users make of the Services and the Contents, all responsibility arising from such use will be assumed by the User.
Although we take reasonable precautions to prevent the existence of computer viruses and/or other malicious programs in the Software, we accept no liability for them.
We do not declare or guarantee that the functioning of the Services is timely, secure, uninterrupted, or error-free and decline all liability in this regard to the extent permitted by law.
Growth Road reserves the right to suspend the use of the Services and/or access to them at any time for operational, regulatory, legal, or other reasons.
INDEMNIFICATION
The User will indemnify, defend, and hold harmless Growth Road, at their expense, against any third-party claims, lawsuits, actions, or proceedings (each, an “Action”) brought against Growth Road (and its officers, directors, employees, agents, service providers, licensees, and affiliates) by a third party to the extent that such Action is based on or arises from (a) the User's use of the Services; (b) the User's breach or violation of this Agreement; (c) the unauthorized use of the Services by any other entity using the user account associated with the User, or (d) the unauthorized use, collection, storage, processing, or disclosure of Personal Data by the User.
The above indemnification will include all liabilities or expenses arising from all Actions, losses, damages (actual and consequential), litigation costs, and attorney’s fees of any kind and nature.
Growth Road will make commercially reasonable efforts to: notify the User in writing within thirty (30) days after Growth Road becomes aware of any claim; give the User exclusive control of the defense or resolution of such claim (provided that the User cannot resolve any claim unless the agreement unconditionally releases Growth Road from all liability); and provide, to the extent possible, the User (at the User’s expense) with any information and assistance requested by them to handle the defense or resolution of the claim.
TERMINATION
This Agreement will terminate once the one-year period has expired, counted from the date of contracting the Services.
Notwithstanding the above, Growth Road may disable the User's account on the Platform when they repeatedly violate the terms of this Agreement. Specifically, Growth Road may revoke the software usage license at any time unilaterally as a result of any actions indicated in section 7, as well as for other reasons outlined in the Agreement; without this giving rise to a claim by the User against Growth Road.
Once the license is revoked, Growth Road will proceed to block the User's account, so that the User cannot and must refrain from using the Platform or any of its tools in any way or through any means.
CONFIDENTIALITY, DATA PROTECTION, AND SECURITY
Confidentiality. Each party shall:
not disclose any Confidential Information, except when necessary to disclose it to their legal advisors, consultants, or financial advisors, provided they are subject to confidentiality obligations no less burdensome than those in this section;
use the Confidential Information of the other Party solely for compliance with their obligations under this Agreement, which includes not copying, reproducing, or reducing to writing any material part of the Confidential Information, except to the extent reasonably necessary under this Agreement;
when requested, return or destroy the Confidential Information of the other party unless prohibited by Applicable Law;
immediately inform the other party if any breach of these provisions has occurred (accidental or otherwise).
The parties will be responsible for any disclosure of Confidential Information made by their collaborators or other agents.
Nothing in this Agreement shall prevent a party from disclosing Confidential Information except:
to the extent that such party is required to do so by any court, tribunal, arbitrator, or governmental or regulatory authority with competent jurisdiction to which either party is subject. When this occurs, the party in question shall immediately notify the other of the requirement (as permitted by Applicable Law); and
that such information becomes public knowledge, otherwise than through the breach of this Agreement by the party receiving the Confidential Information.
Data Protection. All details regarding the processing of personal data and information about Users are provided in the Privacy Policy and the Cookies Policy.
Growth Road informs that it may monitor the usage and activity through the Services by the Users and use the data related to such use in an aggregated and anonymous manner, including to compile statistical and performance information related to the provision and functioning of the Service. The User agrees that Growth Road may use and publish such information, as long as such information does not incorporate any data from the User and/or allows identifying them.
Security. The parties commit to adopt reasonable technical and organizational measures to prevent the loss, misuse, alteration, or unlawful disclosure of the processed information.
Any third party, agent, or representative of the parties who needs access to the information will also be required to implement reasonable technical and organizational measures for the protection of their information.
In the event of a security breach or suspicion of one, the parties shall immediately notify each other to take appropriate measures.
MISCELLANEOUS
Modification. Growth Road reserves the right to modify or replace any part of this Agreement. It is their responsibility to review them periodically to identify changes. Growth Road will notify users of the modification of this Agreement at least 15 days in advance of the effective date of the modification. Their navigation within the Platform after the publication of the changes will imply acceptance of the same.
Additionally, Growth Road may include new services or functions in the future. If applicable, such services or functions will be subject to the terms and conditions specified in this Agreement.
Assignment. Neither party may transfer and assign its rights and obligations under this Agreement without the prior written consent of the other party. Notwithstanding the above, Growth Road may transfer and assign its rights under this Agreement without the consent of the other party in connection with a change of control, acquisition, or sale of all or nearly all of its assets.
Waiver. The fact that Growth Road does not exercise or enforce a right or provision of this Agreement shall not constitute a waiver of such right or provision.
Partial Invalidity. If one or more provisions of this Agreement are deemed invalid or declared as such under a law, regulation, or definitive ruling of a competent jurisdiction, the other provisions shall retain their full force and scope.
APPLICABLE LAW AND JURISDICTION
Any dispute arising from this Agreement or related to it – including any issue regarding its existence, validity, termination, interpretation, or execution – shall be submitted to the jurisdiction of the Courts of Madrid for the resolution of the conflict or issue.
Without prejudice to the foregoing, the parties commit to making their best efforts to resolve such disputes amicably and in good faith before resorting to the competent courts.
Terms & Conditions User
Terms & Conditions Business
ACCEPTANCE AND CONSENT. BY SIGNING THE PURCHASE ORDER, YOU EXPRESS THAT YOU HAVE RECOGNIZED, UNDERSTOOD, ACCEPTED AND ARE OBLIGATED TO COMPLY WITH THE FOLLOWING CONDITIONS AND TERMS (HEREINAFTER, AGREEMENT), AS WELL AS ANY OTHER TERM HEREIN EXPLICITLY INCLUDED OR BY REFERENCE.
DEFINITIONS
“Agreement” refers to these Terms and Conditions of Service, to the Purchase Order, as well as all texts referenced or linked to in these Terms and Conditions.
“Client” refers to the academic center or any other entity or legal person, in the education sector, identified in the Purchase Order as the contracting party of the Services from Growth Road.
“Contents” means all information, all material from the Guidance Course, as well as all data, texts, messages, sound, music, videos, photographs, graphics, and images provided by Growth Road on the Platform.
“Guidance Course” or “Growth Road Path” refers to the set of 12 chapters, composed of videos and questions, with a total duration of approximately 30 minutes per chapter.
“Personal Data” means any information relating to an identified or identifiable natural person.
“Growth Road” or “we” refers to GROWTHROADAI, S.L.
“Confidential Information” refers to: (i) the terms of this Agreement; (ii) all Personal Data that is processed under this Agreement; (iii) all information provided by Users and/or Counselors through the Platform; (iv) and any other information that should reasonably be considered confidential, considering the nature of the information and the circumstances of disclosure.
“Purchase Order” means the form provided by Growth Road through which the Client agrees to subscribe to the Services.
“Counselor/s” refers to the Client’s personnel responsible for carrying out the guidance and psychological work with the students of the center.
“Service/s” refers to the SaaS (Software as a Service) services provided to the Client. That is, the access services through https://app.growthroad.es, or through any other designated URL, by the Client to the Software, as well as to any online or offline ancillary products or services provided to the Client by Growth Road, under this Agreement.
“Software” or “Platform” means the software program developed, operated, and maintained by GR, based on an artificial intelligence system that allows determining the vocational and academic profile of Users, after completing the Guidance Course hosted on the Platform itself.
“User/s” refers to the Client’s students to whom the latter grants access to the Service.
OBJECT AND SCOPE
The object of this Agreement regulates the relationship between Growth Road and the Client, under which Growth Road grants the Client a non-exclusive, non-transferable, revocable license limited in time to the duration of this Agreement (subject to the terms of section 6 and in accordance with the terms and conditions written here), for access to the Services, allowing the use of the Platform by the Users and Counselors.
The number of User and Counselor registrations that may benefit from this license and enjoy access and use of the Platform will be the one provided for in the Purchase Order.
The license on the Software includes all updates, improvements, and modifications that Growth Road makes available to the Client during the term of the Agreement.
ACCESS AND USE OF THE PLATFORM
Growth Road will supply the user identifiers and passwords for the Counselors, so that they can manage the progress of the Users through the Platform.
As for the registration of the Users on the Platform, it may be carried out in the following two ways, at the Client’s choice:
Growth Road provides the Centers with a link and a code, so that each of the Users can register individually on the Platform.
Growth Road creates accounts for all Users, generating the corresponding user identifiers and passwords, after receiving the necessary information from each of them from the Centers.
By using the Growth Road Platform, it grants the Client a license on the terms specified in the previous section, as well as in compliance with the subsequent sections 6 and 7.
ECONOMIC TERMS AND PAYMENT METHOD
The Client must choose one of the specific annual plans for educational centers. The annual fee for the plan chosen by the Client will be reflected in the Purchase Order.
The amount of the annual fee will be paid by the Client, against an invoice issued by Growth Road, at the time of contracting the Services via bank transfer.[…].
The payment term of the invoice will be 10 calendar days from the date of issuance.
DURATION AND RENEWALS
The contracting of the Services will have an initial duration of one year as provided in the Purchase Order. The duration will always be counted from the start date set in the Purchase Order in which the payment by the Client is made effective.
In general, the specific licenses of each of the Users included in the Services’ contracting will expire one month after the conclusion of the school year for which they have been activated.
Unless one of the parties notifies the other in writing with 60 calendar days’ notice before the termination date of the annual term that they do not intend to renew the subscription, this Agreement will automatically renew annually.
INTELLECTUAL PROPERTY RIGHTS
Intellectual property rights of Growth Road:
In accordance with the provisions of section 1 of this Agreement, for the provision of the Services, Growth Road grants the Client a non-exclusive, non-transferable, limited, and revocable license for access to and use of the Software. This license is considered royalty-free, and its compensation is understood to be included in the price paid by the Client to Growth Road for the provision of the Services, which may vary depending on what is provided for in the plan to which the Client adheres, which will be reflected in the Purchase Order.
Growth Road may, without notice, modify the Software at any time by adding or removing features and functionalities, without this affecting or having a direct and detrimental impact on the Services offered by Growth Road.
The Client acknowledges that all moral and exploitation rights over the Software are owned and the property of Growth Road, without the acceptance of this Agreement involving the transfer of the same. All rights derived from the creation and implementation of techniques, processes, algorithms, source code, and other work on the Software, including, inter alia: modifications, improvements, derivative works, configurations, translations, updates, interfaces, etc. are the exclusive property of Growth Road.
Likewise, all intellectual property rights derived from the Contents are also owned and the property of Growth Road. Consequently, the Contents may not be copied, reproduced, modified, published, uploaded, sent, transmitted, executed, or distributed in any way, and the Client agrees not to modify, rent, lease, loan, sell, distribute, transmit, disseminate, or create derivative works based on the Contents, or on the Software in whole or in part, by any means, unless expressly authorized in writing by Growth Road.
Industrial property rights of Growth Road:
Growth Road grants the Client a limited, non-exclusive, non-transferable, sublicensable, irrevocable license for the worldwide use of the Growth Road trademarks, as long as they adhere to the following guidelines for the use of the Growth Road trademarks:
Appropriate and allowed uses of the “Growth Road” trademark(s): The Client may only use the Growth Road trademarks on that part of their website that pertains to the Services. All Growth Road trademarks must link directly to our Platform or website (www.growthroad.org). Furthermore, the Client may use the trademarks for commercial, promotional, or advertising purposes as long as they are aimed at collaborating with Growth Road’s business prospecting in a legal and fair manner, without the use of its name, social denomination, or trademarks resulting in undue advantage or any other harm to Growth Road.
Improper and not allowed uses of the “Growth Road” trademark(s): The Client may not copy, modify, transmit, or use the Growth Road trademarks in any other way, except in the manner described in this Agreement or in any other manner agreed upon in writing by Growth Road. They may not use the Growth Road trademarks to portray Growth Road or its Services in a manner that harms both the trademarks and the interests of Growth Road. The Client may not use the trademarks to imply that Growth Road endorses their products or services, or in a way that causes confusion to their customers or is misleading.
Growth Road reserves the right to veto specific uses of the Growth Road trademarks by the Client, as well as the right to suggest changes in their use/presentation.
Likewise, Growth Road has the right to revoke the license provided in this section 6.2, without needing to allege or prove the existence of any justified cause.
Any other use regarding the Growth Road trademarks as well as others, owned or licensed to Growth Road and not regulated in this Agreement, must be authorized in advance in writing by Growth Road.
The Client must refrain from requesting and/or registering trademarks, trade names, domain names, social denominations, as well as any other title or right identical or similar to the name “Growth Road” or “GR Growth Road”; being their responsibility to collaborate in defending the trademark and any other protected designation by Growth Road.
Intellectual property and industrial rights of the Client:
Subject to the terms of this Agreement, the Client grants Growth Road a limited, non-exclusive, non-transferable, sublicensable, irrevocable license for the worldwide use of the Client's trademarks to appear as a customer of the Services, solely at events, conferences, trade fairs; on the Growth Road website and on the Platform, in informational and advertising materials both tangible and intangible and for any other use considered necessary solely for the purpose of promoting the Platform, as long as it does not in any case harm the Client’s situation, reputation of their trademarks, and therefore their image.
The Client states that they have the capacity and all rights -whether as owner or licensee- to grant this license concerning the trademarks provided to Growth Road.
Except for the above, neither party may use the name or logo of the other party without prior written consent from the other party.
On the other hand, the Client authorizes Growth Road to use the suggestions, opinions, and comments related to the functionality or use of the Services provided by the Client.
Intellectual property rights of the Users and Counselors:
All intellectual property rights concerning the comments, responses, opinions, and/or suggestions provided by the Users and/or Counselors through the Platform’s environment are licensed to Growth Road for the purpose of providing the Services and improving the Software and its functionalities.
CODE OF CONDUCT
This license prevents the Client, as well as the Users and Counselors, from engaging in the activities described below, and the Client, on their own and on behalf of the Users and Counselors, agrees that any breach of any of the following limitations will constitute an infringement of rights:
they may not sell, license, distribute, or assign the whole or part of the Platform, the Guidance Course, or the Contents, nor any reproduction or modification thereof to any person or entity, in any medium without prior written consent from Growth Road;
they may not develop, distribute, or host any server or software designed to interact with the Platform or redirect or emulate the communication protocols used by Growth Road;
they may not modify the Platform or any part of it;
they may not copy, translate, engage in reverse engineering, derive source code, modify, disassemble, decompile, or create derivative works of the Platform or any part thereof, nor allow or authorize these activities by third parties;
they may not copy, reproduce, create derivative works, distribute, transmit, broadcast, display, sell, license, or exploit in any other way any of the Contents of Growth Road (including, without limitation, the content of the Guidance Course) for any other purpose not permitted by this Agreement, without prior written consent from Growth Road;
they may not develop, distribute, or use any third-party programs designed to affect the user experience of the Platform.
Additionally, by using the Platform, the Client commits that the Counselors and Users:
Use the Platform diligently, correctly, and lawfully, always respecting this Agreement, applicable legislation, morality, good customs, and public order.
Not use the Services and undertake the Guidance Course with the intention of copying the Contents, materials, or techniques for their benefit or to take to other classes.
Not evade, disable, or otherwise interfere with the security-related functions of the Platform or the functions that (i) prevent or restrict the use or copying of contents; or (ii) impose any limitation to the use of the Platform or access to the services.
Not frame the Platform, nor place pop-up windows over its pages, nor otherwise affect the visualization of its pages.
Not knowingly transmit any data or send or present any content that contains viruses, trojans, worms, or any other type of malicious code designed to adversely affect the functioning of the Platform, or of any software or hardware.
Not damage, disable, overload, or interfere with the operation of the Platform (or the connected network or networks), or interfere with its use and enjoyment.
Not use any robot, “spiders”, “scrapers”, or any other automated means (excluding RSS feeds) to access the Services for any purpose without written permission.
Not engage in reverse engineering techniques and/or decrypt, decompile, or use any other system intended to ascertain the source code of Growth Road.
Not create multiple accounts.
Not access or attempt to access the account of any other Users, falsely declare, impersonate another or falsify their identity.
Not transmit their user identifier and password to unauthorized third parties, and must immediately inform the Client, so that the Client may inform Growth Road of unauthorized users' access to the Services and the Contents.
Not sell or transfer their user accounts.
LIABILITY
The Services are provided “as is”, and Growth Road does not offer any warranty or representation regarding them.
To the extent permitted by applicable law, Growth Road will not assume any liability regarding the use of the Services. We accept no responsibility for any direct, indirect, incidental, consequential, or economic loss, or any other loss, whatever the cause, arising from or in connection with this Agreement. This includes (without limitation):
any loss of profits (direct or indirect);
any loss of goodwill; and
any loss of opportunity.
Growth Road provides the services in good faith but does not guarantee that these will meet the needs of the Client. We accept no liability for the use that Users make of the Services and their content; all responsibility deriving from such use will be assumed by the Client.
Although we take reasonable precautions to avoid the existence of computer viruses and/or other malicious programs in the Software, we accept no responsibility for them.
We do not declare or guarantee that the functioning of the Services is timely, secure, uninterrupted, or error-free and decline all liability in this regard to the extent permitted by law.
Growth Road reserves the right to suspend the use of the Services and/or access to them at any time for operational, regulatory, legal, or other reasons.
Both parties ensure compliance with their obligations stipulated under sections 11 and 12 of this Agreement.
Specifically, the Client declares to be responsible for the processing of the Personal Data of the Users and Counselors and guarantees to be authorized for their processing.
INDEMNIFICATION
The Client will indemnify, defend, and hold harmless Growth Road, at their expense, against any third-party claims, lawsuits, actions, or proceedings (each, an “Action”) brought against Growth Road (and its officers, directors, employees, agents, service providers, licensees, and affiliates) to the extent that such Action is based on or arises from (a) the use of the Services by the Client, Users, and Counselors; (b) the breach or violation of this Agreement by the Client; (c) the unauthorized use of the Services by any other entity using the user accounts (as Users and/or Counselors) associated with the Client, or (d) the unauthorized use, collection, storage, processing, or disclosure of Personal Data by the Client, or by Growth Road, in its role as the Client's data processor.
The above indemnification will include all liabilities or expenses arising from all Actions, losses, damages (actual and consequential), litigation costs, and attorney’s fees of any kind and nature.
Growth Road will make commercially reasonable efforts to: notify the Client in writing within thirty (30) days following Growth Road's knowledge of any claim; give the Client exclusive control of the defense or resolution of such claim (provided that the Client cannot resolve any claim unless the agreement unconditionally releases Growth Road from all liability); and provide, to the extent possible, the Client (at the Client’s expense) with any information and assistance requested by the Client to handle the defense or resolution of the claim.
TERMINATION
Growth Road will terminate the accounts of Users on the Platform that repeatedly violate the terms of this Agreement when appropriate.
In this sense, Growth Road may revoke the software usage license at any time unilaterally as a result of any actions indicated in the previous section 7, as well as for other reasons outlined in the Agreement; without this giving rise to a claim by the Client against Growth Road. Once the license is revoked the Client cannot and must refrain from using the Platform or any of its tools in any way or through any means.
On their part, the Client may request the non-renewal of the Services by communicating this circumstance to Growth Road, provided they notify in writing with 60 calendar days’ notice before the termination date of the annual term.
In any case, the parties may terminate this Agreement if the other party has incurred a breach of its contractual obligations. In this circumstance, the party fulfilling the Agreement will previously notify the breaching party so that the latter can remedy the breach within 15 days from the notification to them.
Immediately following the termination or expiration of this Agreement according to its provisions, Growth Road will block all accounts of Users and Counselors related to the Client, in order to completely cease the Client’s use of the Services.
CONFIDENTIALITY, DATA PROTECTION, AND SECURITY
Confidentiality. Each party shall:
not disclose any Confidential Information, except when necessary to know it, to their legal advisors, consultants, or financial advisors, provided that they are subject to confidentiality obligations no less burdensome than those of this section;
use the Confidential Information of the other Party solely for the fulfillment of their obligations under this Agreement, which includes not copying, reproducing, or reducing to writing any material part of the Confidential Information, except to the extent reasonably necessary under this Agreement;
when requested, return or destroy the Confidential Information of the other party, unless prohibited by Applicable Law;
immediately inform the other party if any breach of these provisions (accidental or not) has occurred.
The parties will be responsible for the disclosure of any Confidential Information made by their collaborators or other agents.
Nothing in this Agreement shall prevent a party from disclosing Confidential Information except:
to the extent that such party is required to do so by any court, tribunal, arbitrator, or governmental or regulatory authority with competent jurisdiction to which either party is subject. When this occurs, the party in question shall immediately notify the other of the requirement (as permitted by Applicable Law); and
that such information becomes public knowledge, otherwise than through the breach of this Agreement by the party receiving the Confidential Information.
Data Protection. In this clause, “Data protection legislation” means, as applicable and binding upon each party (i) the EU General Data Protection Regulation; (ii) Organic Law 3/2018, of December 5, on Personal Data Protection and guarantee of digital rights (LOPDGDD); (iii) the EU Directive 2002/58/EC (Directive on privacy and electronic communications), (iv) and/or any corresponding or equivalent national law or regulation; and (v) any applicable law that replaces, amends, expands, re-enacts, consolidates, or implements any of the previous Data Protection Laws from time to time (whether before or after the date of this agreement). The terms “personal data”, “personal data breach”, “processing”, “data controller”, “data processor”, “joint data controller”, “data subject” and “supervisory authority” will have the meaning established in the Data Protection Laws.
The parties acknowledge that, regarding the personal data that may be processed and shared between the parties under the Agreement, each party independently determines its own purposes and means for processing such personal data and, unless the parties agree otherwise, each party is a separate data controller of the personal data.
Each of the parties will ensure compliance at all times with all obligations imposed on a data controller under data protection laws concerning processing of personal data under the Agreement.
In the event that the provision of Services by Growth Road involves the need to access personal data of the Counselors and Users, process them, and handle them, Growth Road will act as the data processor of the same.
Growth Road, as a data processor, is obliged to comply with the provisions contained in the GDPR, LOPDGDD, and other applicable regulations. In this sense, Growth Road undertakes, among other matters required by laws as well as the nature of the agreement, to:
Use the information, documents, and ultimately, any personal data accessed solely to fulfill its contractual obligations derived from this Agreement;
Observe and adopt any security measures necessary to ensure the confidentiality, secrecy, and integrity of personal data accessed, as well as adopt in the future any measures required by the laws and regulations intended to preserve secrecy, confidentiality, and integrity in the automated processing of personal data.
Not under any circumstances transfer to third parties (except for the parties involved in this Agreement and other providers necessary for achieving its purpose) the personal data accessed, not even for the purposes of its conservation;
At all times, inform about the location or whereabouts of the information and personal data, contained in any support or format.
Notify promptly, and in any case within a maximum period of 72 hours of having knowledge of the event, of security breaches, along with all relevant information for documenting and communicating it.
Immediately notify in writing providing reasonable details of any complaint, audit, investigation, or inquiry (whether by a supervisory authority, data subject, or otherwise) that establishes, alleges, or queries about potential breaches of data protection laws, and the parties will cooperate reasonably with each other in this regard.
Notify about the receipt of a request for exercise of rights of a data subject, as well as cooperate with the Client to the extent possible in resolving such request.
Not transfer out of the EEA the personal data provided by the other party, unless authorized by the Client.
The preceding obligations extend to anyone who might intervene at any processing stage on behalf of Growth Road and will survive beyond the completion of treatments carried out under this agreement and even after the termination of the latter.
Without prejudice to the generality of the preceding clause, each party will:
be responsible for providing individuals with appropriate notifications and transparency regarding the processing of their personal data as required by data protection legislation;
ensure that it has all necessary notices and consents to legalize the transfer of personal data to the other party if required in relation to the agreement; and
apply appropriate technical and organizational measures to protect such personal data against unauthorized and unlawful processing and against accidental loss, destruction, disclosure, damage, or alteration, including applying appropriate information security processes that fit recognized international industry standards.
Lastly, Growth Road informs that it may monitor the use and activity through the Services by the Users and use the data related to such use in an aggregated and anonymous manner, including to compile statistical and performance information related to the provision and functioning of the Service. The Client agrees that Growth Road may use and publish such information, provided this information does not incorporate any data from the Client, Users, or Counselors, and/or allow them to be identified.
For more information regarding the processing of the data carried out by Growth Road, one can consult the Privacy Policy and the Cookies Policy configured for that purpose.
Security. The parties commit to adopting reasonable technical and organizational measures to prevent the loss, misuse, alteration, or unlawful disclosure of the information processed.
Any third party, agent, or representative of the parties needing access to the information will also be obliged to implement reasonable technical and organizational measures for the protection of that information.
In the event of a security breach or suspicion of one, the parties will promptly notify each other to take appropriate measures.
MISCELLANEOUS
Modification. Growth Road reserves the right to modify or replace any part of this Agreement. It is their responsibility to review them periodically to identify changes. Growth Road will notify users of the modification of this Agreement at least 15 days before the date when the modification takes effect. Their navigation within the Platform after the publication of the changes will imply acceptance of the same.
Additionally, Growth Road could include new services or functions in the future. If this is the case, such services or functions will be subject to the terms and conditions specified in this Agreement.
Assignment. Neither party may transfer and assign its rights and obligations under this Agreement without the prior written consent of the other party. Notwithstanding the above, Growth Road may transfer and assign its rights under this Agreement without the consent of the other party in connection with a change of control, acquisition, or sale of all or nearly all of its assets.
Waiver. The fact that Growth Road does not exercise or enforce a right or provision of this Agreement shall not constitute a waiver of such right or provision.
Partial Invalidity. If one or more stipulations of this Agreement are deemed invalid or declared as such under a law, regulation, or definitive ruling of a competent jurisdiction, the other stipulations will retain their full force and scope.
APPLICABLE LAW AND JURISDICTION
Any controversy derived from this Agreement or related to it – including any issue relating to its existence, validity, termination, interpretation, or execution – shall be submitted to the jurisdiction of the Courts of Madrid for the resolution of the conflict or issue.
Without prejudice to the above, the parties commit to making their best efforts to resolve such controversies amicably and in good faith before resorting to the competent jurisdictional bodies.