CONTRACT OF SERVICE

Net Real Solutions, S.L.U. (hereinafter referred to as NRS), with tax identification number ESB12550877 and registered address at Av. Arcadi García Sanz, 19, 1ºA, Vila Real, Castellón, Spain, and listed in the Company Register of Castellón, Volume 1058, Book 622, Sheet 183, Section 8, Page CS-17458.


And the customer accepting this Service Delivery Agreement (Customer), who acts herein as a service recipient, as well as the addendum to this service provision contract, which refers to the new European regulation on data protection (RGPD)


1. Subject matter


1. By means of this agreement and under the terms of signature thereof, NRS shall provide the Customer with digital communication and contact management services via the 360 ​​NRS platform.


2. Definitions


1. The following definitions have, by virtue of this contract, the scope that is granted to them by the following paragraphs of this clause:


a) Digital communication: email marketing services, push notifications, SMS and voice messages;


b) Contact management: manual and automatic processing and maintenance of contacts for digital communication actions, including the creation of statistical data;


c) 360NRS platform: infrastructure accessible to the Customer via the Internet through which NRS provides all digital communication and contact management services;


d) Monthly plan: monthly payment plan for sending emails and push notifications via the 360NRS platform. The month starts on the date when the Customer makes the first payment and shall end after thirty (30) calendar days, at which time the Customer may renew or extend the service.


e) Balance: amount paid by the Customer to top up their account on the 360NRS platform. This balance does not expire and is spent according to the messages sent or services used by the Customer on the 360NRS platform.


f) Non-contractual service: a service that the Customer requests from NRS which is of a different nature to the services included in this agreement.


3. Pricing and payment


1. The 360NRS platform services are provided either by signing up to one of two monthly plans (for sending emails and push notifications) or by topping up available balance (for sending emails and push notifications). The Customer may view updated pricing details at any time on the NRS website. The monthly plans and the balance amount are divided into levels of service (described below), which determine the features and services available.


1.1.Subscriber Plan: this plan entitles the Customer to upload a database to the 360NRS platform with the contracted number of subscribers (10,000, 50,000, 100,000, 500,000, 750,000 or 1,000,000). For a period of one month, the Customer shall be entitled to send an unlimited amount of push notifications and two emails per week to said database. The contacts in this database may not be deleted and replaced by new contacts.


1.2.Service Plan: This plan entitles the Customer to send the total number of contracted messages (50,000, 100,000, 250,000, 500,000, 750,000 or 1,000,000) by email and push notification. For a one-month period, the Customer shall be entitled to send the contracted amount of push notifications and emails to an unlimited number of subscribers. The Customer may upload all the contacts or groups as they wish and - on reaching the monthly limit of mails - may purchase extra credits at a reduced cost.


2. The monthly plan is exclusively for sending emails and push notifications. Sending digital communications via other channels always requires a topped-up balance.


3. Payment methods:


The client can make payments from the 360nrs website through two methods: bank transfer and credit / debit card.


3.1. Bank transfer payment


When the CLIENT selects the payment by transfer option, the system will generate a proforma with a unique number. The CLIENT will have to make the transfer through their bank indicating the proforma number to which the payment refers in a maximum period of 7 days. The balance does not become effective on the platform until 24 hours after the receiving bank notifies receipt of the payment.


The minimum amount accepted for payment by transfer is 30€.


3.2. Secure payment by credit / debit card


NRS provides a secure card payment system, which consists in authenticating the cardholder, guaranteeing that the client who is using the card number is actually the holder of the card. This is completed using a secret code that the client's bank will provide.


To guarantee secure payment, NRS has established the following security measures:

- Minimum payment amount per operation: 30€

- Maximum number of daily operations per card: 15

- Maximum daily amount: 1.500€

- Maximum number of daily operations per IP: 3

- Maximum amount of daily operations per IP: 2.000€

- Maximum amount of daily operations per IP:


Additionally uses information security techniques that are generally accepted in the industry, such as firewalls, access control procedures and cryptographic mechanisms, all with the aim of preventing unauthorised access to data. To achieve these ends, the user / client accepts that the provider obtains.


NRS only accepts VISA AND MASTERCARD.


Monthly usage plans and balance top-ups are activated after payment is made.


Monthly usage plans are automatically renewed by NRS, making the monthly charge per card effective at the time the previous plan expires. At any time, the CLIENT may cancel the subscription and, once the period of one month has ended, the client may contract a lower or higher plan.


4. Monthly plans must be manually renewed by the Customer. After one month, the Customer may contract the service again or upgrade/downgrade their plan. Cancellations are only possible when the validity period of the plan has expired.


5. All costs of access and connection to the 360NRS platform shall be borne by the Customer.


6. All non-contractual services shall be charged according to the NRS pricing system.


7. All invoices shall be sent by NRS to the Customer upon receipt of the corresponding payment and may be downloaded from the customer's personal account.


4. Obligations of NRS


1. NRS shall provide the Customer with the following services for the implementation of this agreement:


a) Digital communication and contact management services via the 360NRS platform;


b) Support, by email or telephone, during the normal business hours of NRS, for the services provided.


2. NRS undertakes to:


a) Maintain 360NRS services and platform in compliance with all international, national and local laws, rules and regulations, including, without limitations, those governing advertising and marketing practices.


b) Maintain the confidentiality of all information related to the Customer's data to which it has access.


c) NRS has its main headquarters in the territory of the European Union and is governed by compliance with European regulations on the protection of personal data. NRS does not store such data in locations outside EU jurisdiction and shall never sell, lend or transfer personal information, contact lists, messages or any other Customer details, except in the event of a court order. Such data may only be transferred between NRS employees within the strict scope of their service management and administration functions.


d) NRS is obliged to inform the Customer about any changes to the pricing of the 360NRS platform.


5. Obligations of the Customer


1. In addition to the obligations provided for in other clauses of this agreement and in the scope of the regular execution thereof, the Customer undertakes to:


a) Send digital communications via the 360NRS platform only to recipients who have previously and explicitly granted their authorisation to the Customer to receive such communications;


b) Strictly comply with the 360NRS White Paper on Good Practices in Mailing, with which they have explicitly indicated agreement by using the platform. The Customer is specifically obliged not to exceed the following limits:

METRICS ACCEPTABLE EXPLANATION
Hard bounces (recent) ≤ 2% In relation to the number of bounced messages over the past 15 days.
Hard bounces (total) ≤ 10% In relation to the total number of contacts.
Voluntary unsubscribes ≤ 1.4% People who click on the unsubscribe button in the message.
Suspicious contacts ≤ 10% E.g. known bounces, role-based email addresses, addresses with correct syntax but non-existent or never used in subscriptions.
Spam complaints ≤ 0.08% For more than 1000 delivered messages (however, the number of daily complaints may never be greater than 50).
Opened message complaints ≤ 1.00% In relation to how many messages sent have been opened over the past 5 days.
Spam traps and complaints without the Customer's justification ≤ 1 A spam trap is an email address specifically created to identify illegal databases.


c) Provide truthful and verifiable information when identifying their company via the 360NRS platform and to the recipients of their digital communications.


d) Not to engage in, or even to attempt, any conduct which may breach the norms and limitations of use imposed by the 360NRS platform, which may breach the current legal order or which may be detrimental, in any way, to legally-protected interests or positions.


e) Take responsibility for reading the regular emails sent by NRS or displayed on the 360NRS platform itself regarding news, recommendations, maintenance and other modifications to the platform.


f) Maintain the confidentiality of all information related to internal NRS data to which it may have access at some point.


g) Refrain from spamming, whereby spamming is understood to be the sending of emails:

- to any contact list without the prior knowledge or consent of said contacts.

- to contacts who have expressed their intention to unsubscribe from the contact list.

- solely for the purpose of attracting contacts in exchange for revenue.

- which do not contain a valid and identifiable sender.

- with a subject line or content which includes false, misleading, discriminatory, xenophobic or unlawful information, or which promotes revenue from gambling, sells pyramid schemes, or encourages wrongdoing and abuse.

- and, ultimately, anything which under LOPD (Spanish), LSSI (EU) or CAN SPAM (USA) legislation may be deemed as spam.


6. Use of SMS sender IDs


1. All sender IDs used by the Customer when sending SMS via the 360NRS platform must exist, be valid and clearly identify the sender to recipients.


2. Alphanumeric mobile phone sender IDs may only correspond to the name of the Customer's company or to a trademark registered by the Customer.


3. Numeric telephone sender IDs may only be valid numbers used by the Customer or by the Customer's business.


7. Confidentiality


1. For the purposes of complying with regulations on the protection of personal data, NRS - as the data processor - guarantees that it shall only process personal data according to the Customer's instructions. NRS undertakes to process information classified as confidential with the utmost privacy and secrecy. Confidential information shall be deemed to be any personal data which is accessed by virtue of the delivery of services considered herein.


2. NRS shall not apply the data to purposes other than those required for the accurate delivery of services. Should NRS apply the personal data provided to other purposes, or disclose or use said data in violation of the stipulations herein, it shall also be considered the data processor, duly responding to any infringements which it may incur.


3. NRS undertakes to keep professional secrecy regarding access to personal data regulated by this agreement, duly agreeing not to disclose said data, not even for preservation thereof, to other people. This obligation shall continue even after the relationship with the Customer has terminated. NRS shall adopt the necessary technical and organisational measures stipulated in data protection regulations to ensure the security and integrity of personal data and prevent the unauthorised alteration, loss, processing or use thereof, taking into account the state of the technology, the nature of the data stored and the risks to which it is exposed, whether from human action or physical or natural means.


4. Under no circumstances may NRS incorporate data to which it may have access as a result of its professional relationship with the Customer to its own files or media. Once the contractual obligations have been fulfilled, and whenever the relationship between both parties terminates, in compliance with the agreed or legally-defined terms and conditions, the personal data used by NRS shall be destroyed or returned to the owner thereof, along with any media or documents containing any personal data subject to processing. Data shall not be destroyed when there is a legal stipulation which requires the preservation thereof, in which case it shall be returned to the Customer to guarantee preservation. In any event, NRS shall keep the data duly inaccessible for as long as there may be liabilities in its relationship with the Customer.


8. Guarantees and risks


1. The digital communication and contact management services provided by NRS via the 360NRS platform do not guarantee the absence of technical failures or the ability to comply with a specific objective, whichever the circumstances. NRS nonetheless agrees to do its utmost to assist the Customer in troubleshooting any issues or difficulties detected. NRS also undertakes to maintain an uptime of 98% (the average availability of NRS is 99.5%).


2. NRS shall not apply the data to purposes other than those required for the accurate delivery of services. Should NRS apply the personal data provided to other purposes, or disclose or use said data in violation of the stipulations herein, it shall also be considered the data processor, duly responding to any infringements which it may incur.


3. NRS undertakes to keep professional secrecy regarding access to personal data regulated by this agreement, duly agreeing not to disclose said data, not even for preservation thereof, to other people. This obligation shall continue even after the relationship with the Customer has terminated. NRS shall adopt the necessary technical and organisational measures stipulated in data protection regulations to ensure the security and integrity of personal data and prevent the unauthorised alteration, loss, processing or use thereof, taking into account the state of the technology, the nature of the data stored and the risks to which it is exposed, whether from human action or physical or natural means.


4. Under no circumstances may NRS incorporate data to which it may have access as a result of its professional relationship with the Customer to its own files or media. Once the contractual obligations have been fulfilled, and whenever the relationship between both parties terminates, in compliance with the agreed or legally-defined terms and conditions, the personal data used by NRS shall be destroyed or returned to the owner thereof, along with any media or documents containing any personal data subject to processing. Data shall not be destroyed when there is a legal stipulation which requires the preservation thereof, in which case it shall be returned to the Customer to guarantee preservation. In any event, NRS shall keep the data duly inaccessible for as long as there may be liabilities in its relationship with the Customer.


9. Time frame and termination


1. This agreement takes effect from the moment at which the Customer creates an account on the 360NRS platform and shall remain in force until the Customer terminates the use of NRS services, or if said services are revoked due to non-compliance or by mutual agreement.


10. Non-compliance


1. Unjustified non-compliance with the obligations arising from this agreement entitles the other party, in the general terms of applicable law, to the right of unilateral cancellation thereof.


2. The Customer shall automatically lose (by NRS disabling their account), and without prior notice, the right and access to NRS services if one or more of the following conditions occurs, and shall not be entitled to any refund for amounts paid for the use of said services:


a) Non-payment of invoices issued by NRS in the period stipulated in this agreement;


b) Breach of the NRS Anti-Spam Policy;


c) Breach of any of the obligations of the Customer stipulated in this agreement.


d) Registration of a new NRS account (with or without corresponding payment) after having breached any of the obligations stipulated herein in a previous NRS account.


3. If the Customer has contracted a monthly plan and has not paid the invoices issued by NRS within the stipulated period, the Customer's NRS account shall automatically be converted into a non-plan account and any scheduled or ongoing mailings shall be suspended if there is enough balance in the account to perform said mailing.


4. In the event of a dispute and if the Customer resides in European Union, they may use the services of the European Consumer Centre, the policies and recommendations of which NRS endorses.


11. Notifications


1. Notifications between the parties regarding the execution of this agreement, including the request for services, shall be made by email, fax or post.


2. NRS shall regularly send messages to the Customer about the NRS platform (new features, service maintenance, payment notifications, etc.) via one or more of the aforementioned channels. NRS may also occasionally send information to the Customer about actions of NRS companies or partners. The Customer may at any time unsubscribe from these messages by clicking on the "Edit Subscription" button."


12. Jurisdiction


In the event of any dispute or disagreement which may arise regarding the interpretation and/or implementation of this agreement, the parties shall submit to the Courts of Castellón, waiving their own jurisdiction and applying current Spanish law.