TERMS AND CONDITIONS OF USE OF GESCON

1. Parties and acceptance

These Terms and Conditions of Use govern access to and use of the Gescon service, an artificial-intelligence-based enterprise knowledge management platform.

Company details:

• Corporate name: NURIA LABS SL
• Tax ID (CIF): B22853493
• Registered address: Carrer Sant Miquel, 36, 1.º A, 07002 Palma, Illes Balears, España
• Email address: gescon@nurialabs.com
• Phone: +34 871 55 71 41

Contracting the Service implies full acceptance of the Terms. Where the Customer is a legal person, whoever accepts declares that they have the capacity to bind the entity represented.

2. Definitions

• Customer: the natural or legal person that contracts the Service
• Account: the workspace created by the Customer
• End User: a person authorised to access the Platform
• Customer Data: information that is uploaded, connected or processed
• Plan: the subscription tier contracted
• DPA: Data Processing Agreement
• Documentation: the manuals and technical documentation published

3. Purpose of the Service

Gescon is a SaaS platform that enables information from different sources to be centralised, indexed and queried through artificial intelligence assistants. The functional scope depends on the Plan contracted.

4. Registration and account

4.1 Sign-up

The Customer must provide the details required in the registration form, guaranteeing their accuracy and undertaking to keep them up to date.

4.2 Credentials

The Customer and its End Users are solely responsible for the safekeeping and confidentiality of their credentials. Any activity will be deemed to be that of the credential holder. Unauthorised use must be reported immediately.

4.3 End Users

The Customer is responsible for creating and managing End User accounts, assigning roles and permissions. It guarantees compliance with the Terms and is liable for any breach thereof.

4.4 Age of majority

The Service is intended exclusively for persons over 18 years of age. Use by minors is not permitted.

5. Plans, pricing and payment

5.1 Plans and pricing

Prices, features and limits are specified at https://getgescon.com/precios/. Prices are in euros, excluding taxes, which will be added on the invoice.

5.2 Billing arrangements

• Monthly: paid in advance at the start of each month
• Annual: paid in advance for the full year

5.3 Method of payment

Payments are processed through Stripe Payments Europe Ltd., subject to its terms at https://stripe.com/es/legal. NURIA LABS may suspend the Service, following prior notice to the Customer, in the event of non-payment.

5.4 Automatic renewal

Subscriptions renew automatically at the end of each period, unless cancelled before the renewal date.

5.5 Plan changes

The Customer may change Plan at any time. Upgrades take effect immediately. Downgrades take effect at the end of the current period.

5.6 Price changes

NURIA LABS may modify prices by giving 30 days' notice. New prices apply from the next renewal. The Customer may cancel within that period.

6. Cancellation, non-renewal and refunds

6.1 Cancelling the subscription

The Customer may cancel at any time, retaining access until the end of the paid period.

6.2 Refund policy

Once payment for a Plan has been made, NURIA LABS will not issue refunds for early cancellation. The Customer retains access during the paid period. NURIA LABS may issue a refund where a cause attributable to it prevents the provision of the Service.

6.3 Right of withdrawal (consumers)

Consumers have a 14-day period from the conclusion of the contract to withdraw, unless they have expressly requested immediate commencement of the Service. It is exercised by notifying gescon@nurialabs.com.

7. Use of the Service

7.1 Grant of licence

NURIA LABS grants a limited, non-exclusive, non-transferable and revocable licence to access and use the Platform for the duration of the contract.

7.2 Restrictions

The Customer and End Users undertake not to:

• Access, copy or use the source code, decompile it or apply reverse engineering to it
• Use it to develop competing products
• Carry out load, stress or vulnerability testing without authorisation
• Circumvent security measures or technical limitations
• Use it for unlawful or fraudulent purposes, or purposes contrary to public order
• Upload unlawful, offensive, defamatory, obscene or violent content
• Upload personal data without a legal basis
• Share credentials among several End Users
• Fraudulently exceed usage limits

7.3 Acceptable AI Use Policy

Use of the artificial intelligence functionalities is subject to the Acceptable AI Use Policy, which forms an integral part of the Terms.

8. Customer Data and intellectual property

8.1 Ownership of Customer Data

The Customer retains ownership of, and rights over, the Customer Data. NURIA LABS does not acquire ownership rights beyond those necessary to provide the Service.

8.2 Limited licence to the Provider

The Customer grants a worldwide, non-exclusive, royalty-free and time-limited licence to host, copy, transmit, index, process and display the Data for the purpose of providing and improving the Service.

8.3 No training of models

NURIA LABS will not use Customer Data to train, retrain, fine-tune or improve its own or third-party AI models. OpenAI retains data sent to its API for 30 days for abuse monitoring and audit; after that period, it does not keep it on its systems. NURIA LABS stores queries and answers in the Customer's account to provide the service and ensure security and traceability, under the DPA and the Privacy Policy's retention periods. OpenAI's terms do not extend to other Open chat providers.

8.4 Customer responsibility for the Data

The Customer guarantees that it holds the rights and authorisations necessary to upload and process the Data. It is responsible for the content, lawfulness, reliability and integrity thereof, as well as for complying with applicable regulations.

8.5 Intellectual property of the Platform

The Platform, code, design, functionalities, trademarks and documentation are the exclusive property of NURIA LABS. The Terms do not imply any assignment of intellectual property rights to the Customer.

9. Availability of the Service and support

9.1 Availability

NURIA LABS will make commercially reasonable efforts to maintain 24/7 availability, except for:

• Scheduled maintenance periods (notified in advance)
• Urgent maintenance for security reasons or critical failures
• Force majeure events

NURIA LABS does not guarantee uninterrupted or error-free availability. A specific SLA shall prevail over the foregoing.

9.2 Support

NURIA LABS will provide support under the Documentation and the contracted Plan. Email support is available during business hours, Monday to Friday on business days in Spain. Monthly guidance sessions are also included: one in Individual, Basic and Advanced, and three in Pro.

10. Data protection and confidentiality

10.1 Roles

With respect to personal data, the Customer acts as Data Controller and NURIA LABS as Data Processor. The terms are governed by the DPA, which forms an integral part of the Terms.

10.2 Confidentiality

Each party undertakes to treat the other party's information as confidential. This obligation shall remain in force for the duration of the contract and for the five (5) years following its termination.

Information that is public, previously known, independently developed or required to be disclosed by legal mandate shall not be considered confidential.

11. Limitation of liability

11.1 Warranties excluded

The Service is provided "as is" and "as available". NURIA LABS offers no warranties other than those expressly set out herein, including merchantability, fitness for a particular purpose or the accuracy of artificial intelligence responses.

11.2 Quantitative limitation

NURIA LABS's total aggregate liability shall be limited to the amount actually paid by the Customer in the preceding 12 months, except in cases excluded by law.

11.3 Excluded damages

NURIA LABS is not liable for indirect or consequential damages, loss of profit, loss of data, reputational damage or other unforeseeable damages.

11.4 AI-based decisions

The Customer acknowledges that AI responses may contain errors, omissions or inaccuracies. The Customer and the End Users are solely responsible for reviewing, validating and verifying such responses before making decisions.

12. Term and termination

12.1 Term

The contract enters into force upon acceptance of the Terms and remains in force for the period of the Plan, renewing automatically.

12.2 Termination for breach

Either party may terminate the contract for material breach, giving 15 days' notice to remedy it. NURIA LABS may suspend or terminate without prior notice for:

• Non-payment for more than 30 days
• Material breach of the obligations of use
• Use for unlawful or fraudulent activities
• Requirement of a competent authority

12.3 Effects of termination

Upon termination:

• The Customer loses access to the Platform
• NURIA LABS retains the Customer Data for 30 days for recovery purposes, after which it is deleted
• Billing data is retained in accordance with the legal retention periods (6 years)
• Amounts paid are non-refundable, except as otherwise provided

13. Amendments to the Terms

NURIA LABS may modify the Terms by giving 15 days' notice. If the Customer does not agree, it may cancel before the amendments take effect. Continued use implies acceptance.

14. Assignment

The Customer may not assign this contract without the prior written consent of NURIA LABS. NURIA LABS may assign it in the context of corporate transactions, notifying the Customer thereof.

15. Force majeure

Neither party shall be liable for any breach due to force majeure or fortuitous events, understood as unforeseeable and unavoidable events beyond its control, such as natural disasters, pandemics, massive cyberattacks or other similar events.

16. Communications

Communications shall preferably be electronic. Notices to NURIA LABS shall be sent to gescon@nurialabs.com. Notices to the Customer shall be sent to the address provided upon sign-up. Electronic notices shall be deemed received on the business day following their dispatch.

17. Partial invalidity

If any provision is declared void, this shall not affect the validity of the remainder. The void provision shall be replaced by a valid one that most closely approximates the purpose and economic effects intended.

18. Governing law and jurisdiction

The Terms are governed by Spanish law. For the resolution of any dispute, the parties submit to the Courts and Tribunals of the city of Palma (Illes Balears, España).

For enquiries or complaints, contact NURIA LABS SL at gescon@nurialabs.com, without prejudice to the rights and complaint procedures available to consumers under applicable law.

19. Documents forming part hereof

The following form an integral part hereof:

• Legal Notice
• Privacy Policy
• Cookie Policy
• Data Processing Agreement (DPA)
• Acceptable AI Use Policy
• Technical Documentation

In the event of contradiction, the following order of precedence shall apply: (1) specific agreement; (2) DPA regarding personal data; (3) Terms; (4) remaining documents.